TORn's The Two Towers  Geeky Observations List 

Updated 1/28/07

(double asterisk items ** are from the extended dvd)

  The Lord of the Rings Observations Lists - inspired by the films of Peter Jackson

by the Discussion Board Members of (TORn)

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Film was released on December 18, 2002


1.        Chapter titles within the film are Treebeard, Helm's Deep, The Uruk-hai, Riders of Rohan; and from the soundtrack are The Taming of Sméagol, Of Herbs and Stewed Rabbits, The White Rider, The King of the Golden Hall, The Passage of the Marshes, The Black Gate is Closed, The Window on the West and The Forbidden Pool, The Old Forest (from The Fellowship of the Ring).  Also, the DVD chapter name 'The Evenstar' appears in both FotR and TTT.




2.        The opening shot of TTT (camera circling around the mountains) appears to be the same shot from FotR of Gandalf and Gwaihir flying through the mountains, minus the wizard and bird of course.

3.        When Gandalf is standing on the Bridge of Khazad-dûm and brings his staff down, uttering the words "You shall not pass!"… we get a close-up of the Balrog's face and see its nostrils flare as if it senses/smells the power of the spell that Gandalf has invoked.

4.        Something the size of a Balrog (as it is in the film) could not fly in such a cramp condition, you can see in the sequence its too big a just smashes off of the sides of the chasm before it has the chance to correct it's balance of flight.

5.        When the Balrog is holding Gandalf, it smashes his back off of a rock causing it to release the scorched wizard and fall, Gandalf is flung up and the only way for him to keep up with the beast is to grab a horn.

6.        When they’re falling, the Balrog holds Gandalf in his left hand and shortly after that we see Gandalf grabbing the Balrog's horn.

7.        As Gandalf and the Balrog fall towards the underground lake, the Balrog appears to be futilely flapping its wings in an effort to halt their descent. Balrogs may have wings, but it seems they can't fly.  It's frantic flailings reminded me of a wounded animal - a bat or a bird. Very visceral.




8.        Sam's brooch is still fastened backwards from everyone else's.

9.        **When Sam and Frodo are huddled in their cloaks in the rain in the Emyn Muil, we see them from Gollum's perspective on the cliffs.  Then we look at the Hobbits, and Frodo is looking around - he senses Gollum's longing for the Ring.

10.     When Frodo and Sam reach the first mountain peak at the opening, you can see the River Anduin far below.  You can also see the river below The Hunters as they reach the mountain peaks.  They are on separate sides of the river... as they should be.

11.     Frodo's carrying a black bag on his right side as they climb up the mountain (just after his dream sequence), then Sam's carrying it for him later when they smell the nasty bog.  Ever helpful Sam.

12.     When Frodo and Sam stop climbing and Sam is saying, "Mordor.  The one place...", he's carrying his pack slung over his right shoulder.  It's the only time he's carried it that way.

13.     Sam's backpack in TTT is thinner.  In FotR it was stuffed, it now is almost empty.

14.     While Sam and Frodo are sleeping and Gollum crawls down the mountain, their backpacks are on the wrong sides - Frodo is sleeping next to Sam's backpack and vice versa (you can easily figure that out by all the cooking gear).

15.     The moon appears as a crescent during the Taming of Sméagol, and is full at the forbidden pool--both as they should be.

16.     Gollum has whip scars that cover his back.

17.     Gollum catches his foot in the hobbits' blankets when he spins and sees the Ring around Frodo's neck.

18.     Frodo frantically tries to put the Ring back inside his shirt when Gollum jumps him again after kicking Sam.

19.     Gollum’s middle finger briefly touches and moves the Ring as he’s fighting with Frodo.

20.     In their wrestling match with Gollum, Sam tries to pull the creature off Frodo and ends up tossing the two of them, together, across the camp! Reminds me of Sam's strength after lifting Pippin off Frodo after knocking him down in the cornfield.

21.     Gollum jumps up off Sam's back and onto the stone wall face so he can get higher and leaps over to Frodo.

22.     Gollum has 3 sharpened lower teeth and 6 upper teeth, comprised of 4 incisors, one bicuspid & one ground-down molar (both on his upper left).

23.     Frodo doesn't mess with wrestling with Gollum like Sam does (who is probably very good at wrestling in the Shire).  He goes straight for his weapon.

24.     When Gollum has Sam pinned, you can hear Frodo (who is off-camera) draw Sting from its sheath and deal with Gollum aggressively.

25.     Frodo is holding sting in left hand when he threatens Gollum.  He needed his right hand free to nab Gollum.  The scene exactly matches a sketch done years ago by Alan Lee.

26.     When Sam's struggling with the tethered Gollum, it looks like they've walked into a dead-end.  Frodo looks up and around dejectedly, like "Oh great.  Not again."

27.     Gollum plays on Frodo's compassion/pity and changes his tactic from screaming and writhing on the ground (making noise Sam was trying to stop) to pleading pathetically.

28.     When Frodo questions Gollum about knowing the way to Mordor... Gollum answers him directly and doesn't lie even though he's scared.

29.     Only Gollum makes the Gollum sound, not Sméagol.

30.     Gollum cannot untie the elven rope around his neck, but when Frodo removes it - it comes off with no effort at all!

31.     Frodo always deals with Gollum/Sméagol at his physical level.  He crouches down whenever he's speaking to Sméagol.

32.     Gollum's left ear moves when Frodo brings the rope up over the top of his head (cgi detail!).

33.     Some of the scars and moles on Gollum are copied from those found on the Weta artists (their own precious gob of... imperfections).

34.     **We hear Gollum/Sméagol's first debate when he argues about returning to Mordor.




35.     Pippin is very resourceful and quick. He realizes Aragorn is following and leaves his brooch as a trail-marker.

36.     You can hear the rumbling of the Uruk-hai when Aragorn is lying on the rock listening for them.

37.     Andy Serkis plays Gollum and voices the spoken words by the 3 Uruk-hai and Orcs at "man flesh".

38.     In the group of Uruk-hai that captured Merry and Pippin, only the leaders are not wearing helmets.

39.     When the 3 hunters are running (very much at the beginning), there is one shot where Legolas and Aragorn are next to each other and Legolas is pointing in the direction they are going, after that you can see Legolas waving to Gimli to follow up.

40.     The Fellowship theme is played in 5/8 time over the Uruk theme while the three hunters are chasing after them.

41.     At the very beginning of one of the wide-angle shots of the Three Hunters, Aragorn leaps over a very large bush. No need to waste time going around it if you can go straight over it!

42.     The Uruk-hai are running in a three line formation. One for each of the three hunters.

43.     Saruman's Isengarder Orcs are also among the troops that captured Merry and Pippin. Check out the fat Orc hacking at the roots of the tree!

44.     The trees 'talking' to each other at the borders of Fangorn are the same sounds as the trees in Isengard as they are being pulled down.

45.     When the Orc says “What about their legs?  They don’t need those,” Merry looks down at his own.

46.     The Uruk-hai that says, "Looks like meat's back on the menu, boys" doesn't have a white hand on his face like the others.

47.     Pippin is too busy disgustingly watching the Uruks eat their fresh meat to notice Merry is trying to escape.  Merry has to call out to him to follow.

48.     When Merry and Pippin are trying to crawl away, an Uruk-hai is holding down an orc with his foot.

49.     In both TT and RotK, an orc wants someone to "squeal"

50.     There are two parts in the movie where characters get their faces grabbed.  The first is when Éomer grabs Gríma's face and asks him how long it has been since Saruman bought him, and the second is when Grishnákh grabs Pippin's face and tells him that no one can save him now.

51.     Does anyone else see a reflection of Éowyn in Gríma's eye as Éomer puts the squeeze on Gríma's face?

52.     Not only are the Rohan good horseman, but they have mastered their archery as well (as seen when fighting the Uruks and Orcs holding Merry and Pippin). They can freely turn and shoot to kill on a running horse.

53.     Legolas most times carries his bow in his hand and sometimes has it fitted over his quiver (like Aragorn's).  His arrows are yellow.

54.      “A red sun rises this morning.  Blood has been shed this night,” means they have been running all night.




55.     Saruman's right-hand orc (FotR-What news from Mordor, my lord?--with all the rings down his nose) is walking in front of Saruman when he's touring the caverns of Isengard.

56.     There is always the loud, low pounding sound in Isengard... industry's heartbeat.

57.     When one of the Uruk-hai is born, it's deformed.  It has no eyes, ears or nose.  The Orcs check others to make sure everything's there.

58.     In FotR, Barad-dûr is shown with lights and workers crawling all over the exterior. In TTT, when Saruman is talking about the two towers, Barad-dûr is dark and the biggest activity is the movement of the army on the causeway.

59.     There are no two things the same on the tower of Barad-dûr.

60.     Éothain, who is sent by his mother (Morwen) to alert Edoras of the village attack, is (in the book) the name of one of Éomer's riders who challenges his decision to help the Hunters.

61.     There is a stool to the left of Théoden's throne that is brought around to his right and used first by Gríma when the Fellowship arrives and then by Gandalf.

62.     When Éomer is telling Théoden about Théodred's ambush and injury, Gríma comes out and says it's a lie when Éomer accuses Saruman... then Théoden whispers to Wormtongue, " Gríma.... son. Gríma." Wormtongue gets a subtly happy look on his face as he looks at Théoden as if he thought Théoden was calling HIM son instead.  Théoden was trying to break through his spell and respond to Éowyn and Éomer's news that Théodred was gravely injured.

63.     Théodred's suit of armour is in the background on a stand. This looks much like Théoden's armour as it is shown in RotK in the tent scene with Elrond.

64.     When Éowyn rebuffs Gríma at Théodred's deathbed with 'Your words are poison,' as she leaves, we see Gríma look down at his own body and put his hands in front of it as if shielding it or clutching it, ashamed of his appearance and blaming it for his rejection.

65.     Théoden has Saruman's long fingernails when he's under his influence.




66.     On the wideshot of the Dead Marshes, you can see Gollum leading Sam and Frodo in the center of the screen. Look for a crescent moon shape of water with a larger pool just to the left of it. There's a strip of soil between them, and that's where our travelers are.

67.     In RotK Sméagol uses a worm for his bait.  In TT, he eats one.

68.     The Dead Marshes are located on the site of the Battle of Dagorlad, the Last Alliance (or is it now the Penultimate Alliance?) between elves and Men.

69.     The Dead Marshes show dead Men and Elves--but no Orcs.

70.     Just as Gollum finishes his line "...hobbits go down to join the dead ones, and light little candles of their own", you can hear Elrond's command to his Elven archers from the FotR prologue faintly in the background (at the 45 min. 51 sec. mark, if you want to get specific). [confirmed!—way cool!]

71.     The dead Gondorian Men (identified by their leather breastplates with the tree & stars) in the marshes are all beardless.  It’s unusual for Middle-earth men to be clean-shaven, especially in battle.

72.     Gollum has a small pouch on his right hip, threaded through the string of his loincloth, first quite visible in the rope removal scene.  In some scenes, you can see a bone sticking out of it and also a fishhook threaded through the pouch. 

73.     You hear Sam’s pots and pans jingle as he pulls Frodo away from Gollum in the marshes.

74.     After Sméagol pulls Frodo out of the water and Sam comes up to help him, Frodo rests back onto Sam... feels protected?

75.     Sam sleeps with his pots and pan next to his head.

76.     The thrumming sound is getting louder (in Frodo's head) and the Ring seems to be singing to him until he's distracted by Gollum.

77.     When Frodo in entranced, petting the Ring, Gollum is a short distance away doing the same motions as Frodo… only Gollum speaks what he's thinking… "So bright!  So beautiful."  ["This creature is bound to me, and I to him"]

78.     Gollum’s poem about ‘Cold be heart and hand and bone. . .’ is from the barrow-wights in FotR.

79.     Twice Gollum tries to block and ignore Frodo reaching out to him, turning away and reciting his Gollumish poem... but Frodo persists and breaks through... "Sméagol."

80.     When Gollum talks, the pupils of his eyes are small; when Sméagol talks, his pupils are large.  His voice changes, too.

81.     The light in Gollum's eyes dim for a moment after Frodo calls him Sméagol.

82.     There's a jagged line of discoloration behind Gollum's right ear that runs the length of the side of his head.

83.     Frodo relives the pain of his injury by the Morgul blade and is incapacitated when the Nazgûl arrives.

84.     When Sam drags Frodo under the tree, he holds his hand as he pulls him over.

85.     Frodo's veins are showing in his hand when Sam takes it to hold him from reaching for the Ring.

86.     You can clearly see the lace and beading on the first Nazgûl's clothing.

87.     The beats of the Ringwraith’s Wing’s wings is also a good use of sound. When they fly away from Sam, Frodo, and Gollum in the marshes, it makes a crazy last sound like the horses did after Bucklebury Ferry, nice continuity.




88.     When the Rohirrim are approaching, Aragorn beckons to Legolas and Gimli to hurry and hide between the rocks, then he grabs Gimli and hauls him in to hide.

89.     When the riders have passed the three hunters, Éomer (riding at the head) holds his spear and points it to the left to signal the riders to turn and encircle the intruders (they move in unison like a flock of birds). 

90.     There is no actual verbal order from Éomer for his fighters to lower their weapons. Instead, he removes his helmet and exposes his head, thus giving the sign that he trusts these strangers not to harm him.

91.     There is an image of a horse on the nose guard of Éomer's helmet.

92.     Engraved around the rim of Éomer's helmet it says, 'This helmet belongs to Éomer, son of Éomund.  May he ride forth in valor,' written in Rohirric.

93.     Éomer is the only Rider to have a white horsetail.

94.     Many of the Rohirrim's Helms, but especially Éomer's, seem to be based roughly on the Anglo-Saxon Coppergate Helmet, from York.

95.     The sunburst emblem is on the front of Éomer's helmet is the same design that's on Théoden's cloak clasp.

96.     Éomer hands his spear to the rider next to him as he dismounts to confront the strangers.  You can see the rider still holding it as Éomer speaks with them.

97.     When Legolas, Gimli, and Aragorn hear that Merry and Pippin may have been victims of the Orc slaughter, Legolas puts his hand on Gimli's shoulder and leans a little.

98.     Éomer calls to Hasufel and Arod and they come immediately and unassisted. It shows the love and connection between the men of the Mark and their horses.

99.     Gimli's vambracer (his wrist guards) match one of the Dwarven Kings in the Prologue.

100.  Most of the time when Legolas is riding, he's holding one hand free... or too busy firing arrows to hold on at all.

101.  Aragorn is studying an Uruk-hai arrow as Gimli rifles through the burning pile (Legolas is keeping watch… as usual).

102.  The elven dagger scabbard that Gimli picks out from the smoldering pile has blond hairs tangled in it.

103.  Legolas says "Hilo hyn hîdh ab 'wanath." Which means, "May they find peace after death" -he thinks the hobbits have died.

104.  Pippin is still showing resourcefulness when he cuts his ropes and frees Merry; runs under a horse to get away; dodges from under a fallen Uruk-hai and jumps over it landing next to Merry; and he climbs a tree VERY quickly.

105.  Pippin takes Merry's hand after running under the horse then dodging the falling Uruk-hai.

106.  There are Rohan helmets lined up at the edge of Fangorn forest.

107.  Look for Treebeard when Merry and Pippin first enter Fangorn Forest. In the wide shot with the two hobbits looking nervously at their surroundings look closely at the top-left of the background. There seems to be a very tall shadow that is creeping behind the trees (it takes a stride or two to the right then stays completely still as if it were one of the trees).

108.  Merry makes sure Pippin’s safely up the “tree” before climbing up himself.

109.  Grishnákh still has the spear through his shoulder while chasing Merry and Pippin.

110.  When Grishnákh yanks Merry out of the tree, if you slow down the action you can see the rope burns on Merry's ankles.

111.  When Treebeard is carrying Pippin and Merry, Pippin keeps looking down like he's not too comfortable being up so high.

112.  Merry knows a lot about the trees.  He recognizes their speech and knows what an Ent is (referencing his Old Forest knowledge in the book).




113.  When Sam, Frodo and Gollum are climbing the rocks to look at the Black Gate, we can see Sam's hobbit toes curling around the edges of the rocks.

114.  There are drag marks on the ground in front of the other door at the Black Gate.

115.  The cave trolls that open the Black Gate have helmets (head coverings) on. Could this be from a lesson learned in Moria and a certain Elf's accuracy?

116.  The mountain trolls moving the Black Gate are amazing. You can see the muscles in their elephant-toe-nailed feet flex as they strain.

117.  Gollum hides his face and eyes from the Black Gate.  He cowers and covers his head as though he cannot bear to even look upon it or speak of it recalling some horrible torture.  Frodo looks back and notices this.

118.  There's a line of runes or lettering on the seam of the Easterlings' helmets along the cheekbone region.

119.  When Frodo and Sam are hiding under Frodo's cloak, you can barely see the surface of the rocky-looking cloak move.

120.  Frodo has a hole in the knee of his PANTS.  You can see when he is trying to get into Mordor via the black gates! (Did he get the hole sliding down the gravel?)

121.  The Easterlings at the end of the march pick their feet up high to avoid the fallen rocks. 

122.  Gollum says, at the Black Gate, “Always he is looking for it.”  This parallels what Gandalf tells Frodo in the Shire, “All his thought is bent on it.”

123.  Gollum ‘pets’ Frodo's arm, pulling his sleeve when he tries to convince him to take the alternate route to Mordor

124.  There are ruins of an ancient realm when Frodo & Sam watch Gollum chase after the fish in the stream, when sleeping during Gollum's debate with Sméagol, and when they're stewing the brace of coneys (Ithilien).

125.  The mood of the scene is quite humorous, until Gollum says: "Murderer" at which point music starts, which is a cue for the mood of the scene to change to be sadder and sympathetic towards Sméagol.

126.  The rock Frodo is leaning up against when Gollum brings the coneys is the same one they build their fire in front of.  Frodo's coat is thrown onto the rock while they're cooking (last time we see it).

127.  During the cony-cooking scene, Gollum’s toes move the sandy soil around more than once -- great CGI!




128.  Twice, people talk of spells... 1. Do not let him speak, he will put a spell on us (Aragorn); 2. Unless my eyes are cheated by some spell (Legolas).

129.  Gandalf has broken one of Gimli's throwing axes.

130.  Gimli has FIVE axes, two throwing axes, one double-sided axe, one little axe, and one walking stick/all-purpose axe.

131.  When the White Wizard is revealed, Aragorn and Gimli both hold up their hands to shelter their eyes. Legolas stands straight (before bowing low), as though the bright light does not affect him much.

132.  You can see the endless stair to the right of where Gandalf and the Balrog are fighting.

133.  When fighting the Balrog on the mountain top, Gandalf holds Glamdring up to receive a lightening bolt before he deals the fatal blow.

134.  The flesh between the Balrog's wing spines is burned away when fighting Gandalf on the tower.

135.  The Balrog's fire goes out before it hits the side of the mountain.

136.  The imprint of the Balrog is in the snow where it had fallen on Gandalf.  You can see Gandalf is crawling where the full torso fell on him and even a wing imprint in the snow.

137.  When Gandalf is laying on the mountain after killing the Balrog, his hair is gray. When he is sent back, it is pure white.

138.  It looks like Glamdring (Gandalf's sword) is lying in the snow near his feet where he's crawled away. There's a dark shape in the snow.

139.  We have again the reference to Morgoth ("Balrog of Morgoth).  Gandalf speaks of it.

140.  Gandalf falls in Moria for 70.07 seconds; using the terminal velocity of a human in a fall--taking off a bit for the Balrog--he falls about 3 kilometers.

141.  When he says, "...Gandalf the Grey. I am Gandalf the White." The distinction obviously means something very specific and significant to him, and he says it as though he assumes that his audience (Aragorn, Legolas, Gimli, and to some extent, us) understand the distinction, and what it means.

142.  Gandalf has 3 different staffs - the art department based the design of each on the "G" rune. The new white staff makes it easy to see - each of the three sides is the G rune - once forward, once reversed, with the strokes crossing.  The top is shaped like a flame or suspiciously like a spear.

143.  When Gandalf calls Shadowfax and is wearing that grey cloak he is also wearing Elven brooch.  Fits with the book when Gwaihir carries him to Lothlórien after defeating the Balrog.

144.  Legolas notes that Shadowfax is one of the Mearas.  “Unless my eyes are cheated by some spell, that is one of the Mearas” that Legolas says comes from the lines the Edoras gate guards say in the book (also referring to Shadowfax).

145.  When Gandalf introduces Shadowfax, not only do Gimli and Legolas bow, but so does Shadowfax.  Gandalf also nods or bows, then winks at Shadowfax.

146.  You can see burning houses (smoke is trailing off) in the far distance when the 3 hunters and Gandalf are riding to Edoras.  They are passing a great lake and on the other shore the houses are burning (possibly the same houses as we see earlier when the village is attacked).




147.  Gríma 's eyebrows: he doesn't have any!! That was too creepy!;  There are scabs in Gríma 's wig. Gross...; and Gríma has a mole above his left eye....cute.

148.  Possessed Théoden has a scab and sores on his mouth and his teeth are rotted.

149.  When Gríma and Éowyn at Théodred's death bed, when he has Éowyn locked in his the last close up he actually drools as he stares at her with longing intensity - saliva runs down his chin.

150.  Éowyn is standing high above the Fellowship dressed in white (The White Lady of Rohan--angelic savior?) while the townsfolk below are shrouded in black.

151.  When we first see Edoras from afar as Legolas, Aragorn, Gimli and Gandalf ride up, you can see people moving around in the town.

152.  When Éowyn looks out over Rohan and the flag rips away and falls at Aragorn's feet - if you look closely you see that the other flags have already ripped away.  Another sign of the decay of Théoden under Wormtongue.  Also that last flag being ripped away is a good visual of the last hope of Rohan being gone - Éomer has been banished, and now Théodred is dead.

153.  The shields of Rohan has a symbol that almost looks like a compass or sunburst. That same emblem is over the main doors of Edoras, on Théoden's brooch, on the shields, on the tapestries behind Théoden's throne... it's everywhere! The banners have the white horse.

154.  The theme of the horse heads can really be found everywhere, on the roofs of houses in Edoras and also on the front of some of the saddles.




155.  Gandalf obviously knows Háma as he smiles when they see each other.  But Háma remains very formal, albeit cynical, when he speaks of Gríma's orders.

156.  Háma pauses in apparent disgust has he tells Gandalf and company that by "orders of ... Gríma Wormtongue" the travelers have to be disarmed.  But Gandalf wants to keep his staff. Háma pauses again, glances away, and almost nods before he turns and leads them into the hall. He knows what Gandalf keeping his staff means, and he's hoping something will come of it.  Gandalf snaps a quick wink and knowing smile comes from Aragorn when he gets to keep his "walking stick" as he enters Meduseld.

157.  After they surrender their weapons at the Golden Hall, Gandalf winks at Aragorn just as they move to enter, as if saying "I've still got my staff."

158.  Gandalf holds on to Legolas' arm. (To create the illusion that he is an old man that needs a staff.)

159.  The hunters swagger when entering Meduseld and eye the ruffians who are pacing them.

160.  Two or three of Gríma 's henchmen are blonde; not all of them are dark-haired.

161.  When Gríma 's thugs start to attack the four and Gandalf is trying to exorcise Théoden, Gamling moves to join the fray, but Háma stays him with his arm, as if to silently say, "wait, some good might come of this."

162.  While the three hunters take care of the impeding guards, Gandalf has no worry that they will clear the path for him.

163.  Gimli's kicking one of the men Aragorn already knocked down!

164.  Gamling, who is Théoden's personal guard in the film, is an old man in charge of Helm's Deep in the book.

165.  The arm rests on Théoden's throne have the horse heads on their front. There are little warriors carved on the back of Théoden's throne above the arms, leaning on their swords, resemble the Argonath.




166.  The weave of Gandalf's cloak when they enter Meduseld is like the Fellowship's cloaks, but of a different style (more of a wrap than a cloak).

167.  Gandalf the White glows while Saruman the white seems dingy, almost grey... soiled.

168.  Gandalf's force was so strong when exorcising Théoden from Saruman's grasp, it threw the former White Wizard across the room and left an injury on his face from the impact.

169.  When Saruman falls away from Théoden & Gandalf, you see his lace-up white boots are the same make as Gandalf’s new high-tops.

170.  Théoden's sword hilt has the shape of two horse heads facing each other (so does Éowyn's).  The two carven horses facing one another on the quillon of Herugrim - Théoden's sword. They are carven exactly like the horse heads on the top of the pillars in Meduseld.

171.  Théoden's clothes are stained and dirty and his feet are wrapped in skins like slippers.

172.  Háma follows Théoden down the steps with his hand on his sword ready to protect him from Gríma.

173.  Éowyn, Legolas and Gimli bow their heads in tribute when Háma cries "Hail Théoden King!" 

174.  The large bowls on stands throughout Meduseld (two are on either side of Théoden's throne) are lit with fire to bring warmth and light into the room, whereas they are unlit when Gríma is in charge.

175.  There are many questions about identity.  Gandalf, Théoden, Gollum all search their memories to remember (or question) who they are.

176.  When Théoden says, "Dark have been my dreams of late."  Aragorn's face tenses and he reacts as if he understands all too well.

177.  Théoden is so weak when attacking Gríma, he needs two hands to raise the sword over his head.  Within a couple of days, he's deep in battle with the wargs... his strength returned.

178.  **After Gríma is thrown down the steps, Aragorn offers Gríma his hand, presumably to help him up.  Gríma spits on it, but he does take a long hard look at Aragorn's hand first.  Thus, his report to Saruman about "another ring".

179.  You can see the straggly long hairs on Théoden's chin (residuals of his ordeal). When he's visiting Théodred's grave, he's well shaved.

180.  Théodred is buried with his helmet placed at his feet, holding his sword and also holding simbelmyne in his hands.

181.  **During Éowyn's funeral dirge, the woman next to her is mouthing along with her.

182.  Théodred's bier is made of shields lying across two long spears.

183.  **Théodred's funeral is a borrowing from Beowulf.  At Beowulf's funeral, there is a moment where a woman with either "wound hair" or "bound hair" (like Éowyn's) sings.

184.  There's a smoking pot hanging in the doorway of the tomb (with several other pots) near Théodred's burial mound.  There are also two torches burning.

185.  Simbelmyne is the flower's name (also called Evermind) covers the graves of Rohan royalty.

186.  There are seven mounds of the kings of Rohan on one side, and nine on the other; and they are outside the entrance to Edoras (as described in the book).

187.  Gandalf sits in Gríma's counselor seat talking to Théoden.

188.  When Gandalf is seated next to Théoden, his staff is leaning up against the post to his right.

189.  Aragorn wears a shirt the color of royalty in Rohan.

190.  When counselling Théoden to go to war, Gandalf places his hand on the arm of the king’s throne. Théoden glances darkly at Gandalf’s hand before refusing his advice. He’s remembering how Gríma used to do the same thing whilst giving counsel.

191.  In Théoden's Hall watch the King as he takes exception to Aragorn's suggestions.  He tells Aragorn that "Last I heard, Théoden was King of Rohan, not Aragorn"--watch Legolas who is leaning against a pillar (stands next to anything even resembling a tree) with his hands clasped.  But when Théoden approaches Aragorn threateningly, Legolas drops his hands and braces defensively.  Gimli keeps eating, waiting for these humans to end their constant debating.

192.  When Gimli burps his beer, Háma can be seen smiling in the background in a shot where everyone should be grave.




193.  When the citizens of Edoras are being told to leave the city, there's an extreme close-up of a fountain of a boar's head with water coming out of the mouth (seen when someone is tending an old man lying down)

194.  People are packing up treasures for some reason in Edoras despite Háma 's orders.

195.  In Théodred's room there is a small wooden chest embossed with gold sitting on the cupboard in the background. In the hall when Éowyn is swinging her sword around, the same chest appears again, on a table.

196.  Shadowfax's stall is like a palace in the stables with a beautiful gate. 

197.  The stables of Edoras are adorned with beautifully carved pillars, stalls, and beams (images of running horses around the pillars).

198.  As Aragorn, Legolas and Gimli follow Gandalf to the stables, Legolas is carrying his quiver of arrows and bow which he must have just retrieved from the door warden.

199.  When Gandalf the Grey walked, he was stooped and at times walked with some effort.  Gandalf the White feigns feebleness at the doors of Meduseld, yet strides upright and with vigor as he's walking to the stables.

200.  Gandalf is carrying his sword (Glamdring) over his left shoulder when he's walking with Aragorn through the stables. He no longer wears his grey cloak.

201.  Gandalf says to look for him at dawn... to look to the east... where the rising sun blinds their enemies.

202.  When Gandalf is remembering that they used to call him the Grey Pilgrim and that for "300 lives of men I have walked this earth and now I have no time," he heaves a large sigh before kicking Shadowfax off.  Is this a sigh of his long life or the task ahead of him to find Éomer?

203.  Gandalf rides without bridle or saddle.

204.  A league equals approximately 3 miles.  [From <i>The Atlas of Middle-earth</i> by Karen Wynn Fonstad.]

205.  **Aragorn speaks Old English then Elvish to Brego to calm him down.

Aragorn: ...Hwaet nemnadh dhe?  [What is your name?]

Éowyn: He was my cousin's horse.  His name is Brego.

Aragorn:  Brego?  Din nama is cynglic.  [subtitles: Brego?  Your name is kingly.]

206.  **Aragorn does not look Brego in the eye as he first approaches him so Brego feels unchallenged.

207.  **After the Brego/Aragorn/Éowyn scene, it cuts to a shot of Saruman's working orcs, you can see a warg-rider racing past in the background.

208.  As Gríma is explaining the weak spot in Helms Deep to Saruman, we are shown the culvert/drainage ditch where there are rats wandering about the opening.

209.  Éowyn's blue and brown dress is, in concept, a very traditional European middle ages garment - a lighter shift, probably cotton or linen, which could be washed easily, would dry quickly, and feel good against the skin. The outer dress is heavier, more durable, frequently more decorative. The outer dress is frequently just brushed down and aired out, rather than being washed.

210.  Éowyn looks at her sword like Saruman first looked upon Lurtz (a queerly lustful look).

211.  Aragorn's pipe in his belt when he and Éowyn spar with sword and dagger.

212.  Théoden rides from Edoras and leaves to fight the wargs on a white horse (Snowmane?), but returns and later charges the Uruk-hai on a brown horse.  Evidently, the first was lost fighting the wargs.




213.  Gríma is wearing a sword in Isengard.

214.  When Gríma is with Saruman in Orthanc, and they approach to the balcony, look at Gríma head, you'll see the signs of his roll-down the stairs in Edoras.

215.  There is a statue of a White Hand visible in the room behind Saruman when he’s on the balcony.

216.  Gríma is dabbing his cut lip from his fall at Edoras with a large handkerchief. Later, you can see the beginning of a bald spot in the back of his long black hair. He’s still clutching the handkerchief when he looks out at the army of 10,000.

217.  Gríma sheds a tear on beholding the armies of Isengard.  He didn't realize the magnitude of Saruman's plan.

218.  When Gríma follows Saruman out onto the ledge of Orthanc to look upon the 10,000 Orcs, he is still holding his candle which has blown out (wonderful metaphor, that!). He holds it throughout that entire scene as if he is too shocked to put it down. As if he needed a candle out there.

219.  When the Uruk-hai are cheering Saruman, it sounds like they're crying Ashi.

220.  When Saruman shows Gríma his army the Uruks are chanting "Bite them! Smash them etc", the goblins war-song from The Hobbit.

221.  When Saruman says 'Send out your Warg riders', you can see the outlines/shadows of giant wolves on the sides of the pit in which they are kept.

222.  The Orc that oversees the wargs (Jed Brophy) is also the one that Aragorn fights and then tells how Aragorn fell (he's got straps or metal strips on the top front of his head.  The metal strips the orc wears are a crude piece of reconstructive surgery.  The gashes on his face are a Wargs scratch marks, the price you pay for keeping pets in Middle-earth.




223.  +Asking about Arwen:  Éowyn asks Aragorn: "Where is she?" (The woman who gave you that necklace) - Frodo asks Aragorn: Who is she? (As Aragorn sings in the Marshes)

224.  Aragorn is barefoot when he's resting with Arwen.

225.  Every time Aragorn is with Arwen, he speaks of dreams.  Arwen always speaks of hope.

226.  Nearly every time someone says "Hope" in a scene with Aragorn, the camera cuts right to Aragorn--who is also named "Estel", which is "hope."

227.  Twice the use of the word Estel in Elvish: first during the Arwen/Aragorn dream as she says, "If you do not trust your path, trust to this" and touches his pendant, she speaks the word Estel. Also after Elrond tells Arwen her future he turns to face her and you hear the chorus begin with, "Estel..."

228.  The conversation between Elrond and Aragorn in TTT takes place at Gilraen's grave - the statue is visible to the left of the screen, behind Aragorn.

229.  When Aragorn is trying to return Arwen's necklace in Rivendell, the Fellowship can be seen waiting for him (same shot as when Legolas speeds down the stairs to join the others).




230.  Treebeard's toes grip the soil as he walks through the forest.

231.  **Pippin's toes flex and spread when the tree catches his foot and starts to gobble him up!

232.  **An homage is paid to Tom Bombadil and Old Man Willow when Treebeard tells the tree holding Merry & Pippin to "You should not be waking... drink water..."

233.  The glade where the Entmoot takes place is a giant sundial (pointed rock standing in the center).

234.  When the Ents are gathering for the entmoot, one of them is already there, standing still; and it suddenly shakes and begins to move forward.  One of the Ents is a willow.

235.  When Treebeard is "calling role" to see who is present at the Entmoot, he calls tree types rather than names. "Beech" is one of them (also Ash, Chestnut, Oak). The first Ent beside Treebeard we see is a very skinny one. It would seem that this skinny Ent would be the Beech tree. It also appears that this is the tree set on fire upon storming Isengard. Perhaps PJ is hinting towards Beechbone, the Ent who was scorched and died in the book.

236.  There's a snail in Treebeard's beard.

237.  Merry is pacing back and forth while he waits for the Ents to come to a decision.

238.  At the Entmoot, Pippin hangs on Treebeard's every... slow... word... while Merry, knowing how things are going, looks away despondently.

239.  Saruman's symbol, the White Hand, is on some of the tree's in Fangorn.




240.  Frodo thinks he's seeing Sméagol getting better, becoming generous and loving, when he brings them the rabbits.

241.  When Gollum is sliding down the rocky waterway after a fish, there are the ruined supports of what used to be a bridge over that rocky culvert.

242.  Frodo gets mad at Sam when Sam says he can't save Gollum because Frodo needs to believe he can be saved himself.  To Frodo, Sam saying Gollum can't be saved means he, Frodo, can't be saved.

243.  During Sméagol's debate with Gollum, he shows heartbroken sadness (remorse?) when Gollum calls him a murderer. So Frodo's instinct that Gollum could "come back" is not so far off.

244.  Gollum covers his ears and spits in disgust when Sam talks about taters and fish.

245.  When Sam is talking about potatoes, he says, "boil them, mash them, put them in a stew," it is the song the trolls sing in the old Hobbit cartoon while deciding how to eat Bilbo and the Dwarves.

246.  When Sam and Sméagol are arguing, Frodo goes over to Sam's pack to get some plates.

247.  While the hobbits are in Ithilien, you can hear strange "bird" calls in the background. Of course we all know its Faramir and his Rangers communicating with each other!  Frodo suspects that too... That's why he goes off scouting. He's concerned.

248.  Southrons & oliphaunts are marching along a path by a river (meant to be Anduin?); look to the upper right of the screen.

249.  When Sam sees the oliphaunts, and says "Look, Mr. Frodo," he takes Frodo's hand and holds it. It's easy to miss because you're watching their faces.

250.  For an instant when Sam says, 'No one at home will believe this!' after they see the oliphaunts... it feels like there's a flutter of a chance they'll be going home.

251.  Three times Sam thinks of home... 1. Seeing the oliphaunts; 2. My old gaffer'd have a thing or two to say... (Black Gate); 3. Speaking of tales and songs of home.

252.  When Sam and Frodo see the Oliphaunts, the beasts aren't painted for war or wearing the spikes and barb between their tusks.

253.  As the oliphaunt charges Sam and Frodo, you can see arrows pierced around his eyes where the Rangers tried to disable them.

254.  Faramir fired his arrow at the oliphaunt to change it's direction so that it wouldn't trample Frodo and Sam. Obviously he knew they were there and the beast was heading straight toward the paralyzed duo.  He does the same thing when the Nazgûl dives for them in Osgiliath.

255.  Faramir's men are all masked.  The two previous armies of men - Southrons and Easterlings -  also had hidden faces. Only Faramir isn't wearing a mask at all. 

256.  When Frodo & Sam are walking back towards their campsite after seeing the oliphaunts.  Frodo literally walks right into the arms of one of Faramir's men.  In the next moment, Sam glances up, sees that Frodo is in trouble, does a funny little double-take, and then jumps right into Samwise the Brave mode.   “OI!”

257.  **After Frodo's thrown down to the ground by a Ranger, he jumps up and charges the Ranger who’s holding a sword to Sam's neck only to be knocked down on the ground again.

258.  Poor Frodo and Sam didn't get to eat the stewed herbs and rabbits.

259.  When Faramir's men capture the hobbits, their packs are back at their camp. Frodo loses his pack and coat when they're captured.  The men are carrying Sam's pack and their swords as they march Frodo and Sam through the woods.

260.  The shields of Gondor have trees with leaves on them, and the White Tree symbol worn by Faramir, Aragorn, etc. are without leaves!  When they lost their king and the tree withered, Gondor must have changed the symbol while the Stewards ruled.

261.  Damrod pats Frodo on the back as he hands him down along the line of Rangers in Amon Henneth.

262.  When Frodo and Sam are unmasked, a guard sits behind them and over to their right to watch them (the same one that removed the masks).

263.  Faramir's underling's map shows The Druadan woods along the road north of the crossroads in Ithilien, it looks like the symbol for a battle: crossed swords.

264.  The map only shows the cities involved with the film in larger, dark print. Done so non-readers won't be confused with too many locations on the map. It's used to give the audience an idea of where everything and everyone is.




265.  When Háma and Gamling ride forward as lookouts during the walk to Helm's Deep, Legolas is already on watch.

266.  Gamling cries a warning "Wargs!" just as he draws his sword after Háma fell.

267.  Legolas leaps down a 12-foot rock wall to the left to reach Háma & Gamling.

268.  The first warg-rider in the large group coming over the ridge to fall to Legolas’ arrow is immediately trampled by another warg.

269.  Arod whinnies an alert when Gimli falls/jumps off.

270.  Just as in the beginning of the cave troll fight in FOTR, the music stops once the Rohirrim meet the wargs and starts again in the middle of the fight once Gimli faces off his first warg.

271.  Legolas managed to kill the Warg riding towards Gimli so quickly by shooting it through BOTH eyes.   (the tip of the arrow is clearly visible), causing instant death.

272.  When they ride to meet the Wargs, several of the Rohirrim carry hatchets (or small battle axes, if you will) instead of swords.

273.  There is a small dagger strapped to Aragorn's scabbard.

274.  Gimli is pinned under two wargs and an Orc.

275.  When the Rohirrim are spearing the Wargs, the spears go straight through. But the Orc threatening Pippin seems to have been pierced with less velocity- good Rohirrim training? 

276.  A recovered Théoden is a formidable fighter and horseman.  A great king leading his army.

277.  The Orc that Aragorn fought before he fell has no right ear and is the one Saruman approached in his caverns.

278.  Boromir's gauntlet (vambracer) that gets caught on the warg's gear and ultimately takes him off the cliff and into the river.

279.  When the final orcs and wargs are being dispatched, an injured Rohirrim soldier is crawling in the background.

280.  Éowyn is carrying a basket on her back as she enters Helm's Deep.

281.  When Théoden and co. arrive at Helm's Deep, you see two young boys fighting with play wooden swords - hours later the same boys may be armed with real weapons for the first time!

282.  The top of the wall at Helm's Deep is repaired with boulders.

283.  There's a coat of arms over the main hall entrance of Helm's Deep.

284.  There's a broken statue across from the statue of Helm Hammerhand.




285.  Brego comes to Aragorn's rescue.  Earlier, Aragorn had Brego (Théodred's horse) released because he was terrorized, battle worn, and uncontrollable.  Aragorn references this when he speaks to Brego in the stables of having a kingly name.

286.  In the books, Brego was not a horse, but "the second king of Rohan, son of Eorl the young"

287.  The wall hanging in Arwen's room is of the Two Trees in Valinor - which neither she nor Elrond would have ever seen, but surely would know about.  There's also a small elven ship low in the picture between the two trees.

288.  When Arwen is leaving Rivendell, Elrond looks at her in a very strange way, as if he knows Arwen is up to something.

289.  **When Galadriel begins “talking” to Elrond about Frodo and the Ring, ("Shall we leave Middle-earth to its fate?”), the beginning of it is in Elvish is same as the beginning of her prologue in FotR.




290.  **Boromir serves the celebratory drinks of ale to Faramir... honouring his brother. 

291.  **The same music is being played when Denethor is talking with Boromir about the Ring as when Boromir is trying to take the Ring from Frodo.

292.  **Faramir and Boromir are in pain at their parting and the situation with their father; yet there’s no blame in either of their eyes, only love for a dear brother, and sorrow at their separation.

293.  Gollum bites the side of his mouth at the Forbidden Pool when Frodo first calls to him as he puzzles about what to do.

294.  Gollum rubs Sméagol's shoulder as he weeps during Faramir's interrogation. He does not rub the shoulder when Sméagol speaks.

295.  When Faramir asks Gollum "what did they steal" and Gollum shouts "My precious," his face is distorted very similarly to Bilbo's face when Bilbo grabbed for the Ring in Rivendell.

296.  Frodo tells Faramir he and Gollum are bound to each other at the Forbidden Pool. Sure enough, when Gollum is captured through Frodo's unintentional betrayal and loses it when being interrogated by Faramir… Frodo is anxious, pale, vulnerable, weak, submitting to the Ring's influence. Gollum is in trouble psychologically and emotionally, and so is Frodo.  Same thing when Frodo's petting the Ring and Gollum is doing the same motions in the marshes.

297.  In Faramir's cave after Frodo apologizes to Sam, Sam leans toward him and puts his hand on his shoulder.

298.  You can see the edge of Frodo's mithril shirt when Faramir pulls the Ring out from with his sword.

299.  The temptation music we hear when Boromir and Aragorn are tempted by the Ring can also be heard when Faramir sees it.

300.  When Faramir is looking at the Ring, it doesn't make the same sounds as it has for others. Is Frodo interfering with it? He stops it and pushes Faramir's sword away just as he knows the Ring is getting revved up.

301.  When Faramir is tempted by the Ring, Frodo gets this possessed shudder and sneer. His face twitches.  It's different from the later shudder and trance when he’s facing the Ringwraith and about to put on the Ring. More of the type of expression when he and Sam are by the stream fighting over Gollum’s character and Frodo says that ‘The Ring was entrusted to me! It’s my task! Mine!’

302.  Frodo's face and movements change so he resembles Gollum. 

303.  Sam refers to Orodruin (named Mt. Doom by the people of Gondor) as The Mountain of Fire (called that by Shirelings and is one of the variations of the name Fire-mountain or Firey Mountain in Westron).

304.  During Gollum's interrogation by Faramir he is huddling to the wall with his back to Faramir. When Frodo pushes away Faramir's sword he assumes the same position huddled against the wall.

305.  When Faramir tells his lieutenant "prepare to leave," the Ring sighs.  It wants to go to Osgiliath.




306.  In Arwen's vision of Aragorn's tomb, he's lying with Narsil in his hand and Boromir's bracers on his arms and is still wearing the ring of Barahir.

307.  In Arwen's vision of the future, Aragorn's tunic is bordered with silver prints of the White Tree!

308.  There is a white tree carved into the side of the tomb.

309.  At Aragorn’s deathbed scene, his crown has small bird-wings above the ears -- quite subtle, unlike most of the illustrations of Gondorian winged helmets.

310.  Minas Tirith decays around Arwen as she mourns Aragorn's tomb.

311.  The wood that Arwen is walking though after Aragorn's death is a much depleted Lórien (Celeborn's left, if memory serves)

312.   After Arwen has the vision of Aragorn's death and she says in Elvish, "You have my love, father," you can see a small scar on her cheek from the cut she got from the branch. It's slightly visible with the lighting when she hugs Elrond.

313.  When we see Arwen leaving Rivendell, she is wearing a brooch with a green gem in the middle of it.  It appears to be a great bird of some sort with its wings spread.  Could this possibly be the Elfstone, that Galadriel gives him in the gift giving scene from the book.  It is described in the book as a brooch of an eagle with outstretched wings, with a stone of clear green in the middle. 

314.  Galadriel repeats her Elvish prologue.   Her reprise of ‘The world is changing; I can feel it in the earth . . . ’ reprise is closer here to where Treebeard originally said it in the book!

315.  When Elrond is contemplating what role the Elves should have in the war, he approaches the mural and looks sternly at Isildur's image... as if he's reliving his choices and the battle where it all started long ago. "Do we let them stand alone?"




316.  Aragorn loses his quiver and bow/pack when he falls from the cliff.  He still has on his cloak, but removes it when checking the ramparts with Théoden.

317.  When Aragorn sees Saruman's army marching, you can see the dark storm clouds behind them.  They bring the storm, the are the storm.  Merry & Pippin don't seem to get rained on.  Saruman using the weather again?

318.  Gimli calls both Legolas and Aragorn "Lad" or "Laddie."

319.  When Aragorn arrives at Helm’s Deep, he still has on his elven cloak, but the mallorn-leaf brooch is pulled over to his left shoulder.

320.  In FOTR, Frodo says "You're Late" when Gandalf arrives in the cart.  In TTT, Legolas says "You're Late" when Aragorn arrives at Helm's Deep.

321.  Whenever Arwen's necklace is held out, there's a slight ringing sound (when Aragorn tries to return it to her and when he looks at it after Legolas holds it out).

322.  When Legolas gets the Evenstar pendant from the Orc, it is stained with blood. When Legolas gives it back to Aragorn, it's been cleaned.

323.  It's ironic that Éowyn sees Aragorn at Helm's Deep returning after the warg battle just as Aragorn is being given Arwen's pendant by Legolas.

324.  When Gimli tries to tell Théoden how tough the Uruk-hai will be, and Théoden puts him in his place, check out the expression on Legolas’ face.  He doesn’t know whether to laugh at Gimli, defend him, or be embarrassed for him.

325.  Aragorn pats Gimli on the shoulder as he, Théoden and Legolas pass him at the gate after Gimli tries to tell Théoden the Uruk-hai's shields are brrrrroad...

326.  When Théoden grabs Aragorn's arm while they're arguing on the wall, Aragorn looks down at Théoden's hand the same way Théoden looks at Gandalf's hand when he places it on the arm of his throne.

327.  The unspoken sentiment of Théoden when arguing with Aragorn about the veracity of Gondor, "Where was Gondor when the Westfold fell, where was Gondor when..." My son was killed(?)

328.  When Aragorn and Théoden are talking about sending for help, you can see a mother and child playing pat-a-cake in the background... interesting contrast.

329.  There’s greenish lichen growth on the wall at Helm's Deep - not sure if this is genuine or extremely detailed set dressing and design.

330.  Legolas does not wear any armour or chainmail during the Battle of Helm's Deep, only leather shoulder protectors.

331.  Saruman’s army marches in three huge columns. The Uruk-hai carrying Merry & Pippin also ran in three lines.

332.  The caves of Helms Deep glitter as they should.

333.  Saruman's crows (crebain/stormcrows) are circling the field outside Helm's Deep as a prelude to the army's arrival... appears that Saruman was making sure that Théoden's forces were going to be where they ought to be.

334.  Théoden IS left handed. (watched for flipped pix... everyone else around him is right-handed)

335.  During the horse and rider speech of Théoden's, the tables are set as though they were about to eat (or have eaten hastily).  Later, Legolas knocks one of the tables over so that he can barricade the door with it.

336.  Mike Horton (editor for TT) has a cameo as the Sword Sharpener at Helm's Deep when Théoden is making his "horse and rider" speech.

337.  When Legolas and Aragorn were having their pre-battle argument, the numbers: three hundred against ten thousand is taken from the battle of Thermopylae where three hundred Spartans fought against ten thousand Persians on a mountain pass.

338.  Haleth at Helms Deep is Philippa Boyen's son.  The boy standing next to him before Aragorn speaks to them is Viggo's son, Henry (Hank).

339.  When Legolas asks Aragorn to forgive him for despairing, both clap their right hand over their hearts before clasping each others' shoulder in the traditional salute.

340.  There are exactly 6 references to hope (and/or being without it) before Aragorn finally says "There is always hope" and puts on his battle armour for Helm's Deep.

341.  The music for the Elves at Helm's Deep is a march version of the Lothlórien music from FotR

342.  When the Elves march into Helm's Deep, they make no sound whatsoever; which adds to their majesty.  Their footsteps seem light and almost silent.  The sound resembles the rustling of leaves carried by the wind.

343.  The Elves are alert, synchronized, hardened… quite a contrast to the townsfolk defending the Deep.

344.  When the Elves march into Helm's Deep you can spot the Maori Elf (he's close to the camera).

345.  Haldir is the only Lórien Elf at Helms Deep speaking the Common Tongue.  When he is speaking English, none of the Elves pay attention. When Aragorn says "Mae govannen, Haldir" and Legolas gives him the Elf-greeting, they finally turn round and stand to attention.

346.  Haldir's cloak is maroon while the elven army's cloaks are deep blue.

347.  Haldir has a finger guard on the first and second fingers of his right hand - to prevent from bow-string chafing.




348.  When the rain begins to fall at Helm's Deep, all you can hear are the drops hitting metal armour.

349.  The inside of Théoden's armour has a royal emblem to keep Bernard Hill (Théoden) in character.

350.  Aragorn does not wear his cape during the battle while Gimli and Legolas do.  Has he embraced the world of men during the battle instead of wearing the garb of the elves?

351.  Before the charge, we see an older man standing beside a boy (Haleth, son of Háma).  A powerful image of the young and the old united by force to defend their people and culture. The old man is the one who unintentionally releases the first arrow on the Uruk-hai.

352.  The elves man the wall while Théoden's men man the wall above the causeway and the Keep.

353.  The men (and boys) of Rohan draw their bows before the battle starts, the elves don't draw until the attack starts under Aragorn's command – disciplined warriors.

354.  When the elves draw their swords together, there's a collective low whoosh sound.  Same as when they draw their swords.

355.  There's a one-eyed veteran on the wall of Helm's Deep sounds the call to fire!

356.  At Helm's Deep, Aragorn is calling the shots (pardon the pun) the same way Elrond did at the Battle of the Last Alliance.

357.  In the prologue of FotR when the orcs charge at the Elves, it shows Elrond waiting at the front line, he gives orders, and Elves behind him shoot right beside the front line's heads. You can see arrows swooping by and blowing up the wind in Elrond's hair.  The same tactic is used at Helm's Deep.

358.  The pikemen and crossbowmen are wearing English Army pike hats from the Elizabeth 1 era.




359.  The Ents stand in a circle around Merry & Pippin when Treebeard tells them the Ents cannot hold back this storm.

360.  When Merry is talking to Treebeard ("You're PART of this world!"), he not only has tears of frustration in his eyes, but he sheds a couple - his cheek is wet.

361.  Pippin used to fasten his cloak under his scarf, but since he lost his elven-brooch, he fastens it above this scarf.

362.  Merry couldn't sway the Ents, but a Took's logic does the trick.

363.  As Treebeard is carrying Merry and Pippin after the Entmoot, the clouds are beginning to light up through the trees. Dawn is arriving.

364.  When Treebeard carries Merry and Pippin into the clearing of stumps near Isengard, he cries! Look at his eyes closely and you will see tears there.

365.  Treebeard is shivering with anger as the other Ents break through the tree line to join him.




366.  All of the White Hands seen on the Uruk's armour are left-hand prints - whereas the ones on the Uruk banners are right hand prints.  Some of the shields are carried upside-down.

367.  An elf is the first of the defenders to fall at the Battle of Helm's Deep.

368.  There is a line of Elves behind the walls firing arrows up and over the walls at the beginning of Helms Deep. Later, after the wall blows up, these Elves are the ones who fire at and charge the Orcs to keep them from getting inside.

369.  The ladders are the exact correct height for the walls.  Information gained from Wormtongue?

370.  The children that we see before the king and Aragorn make the counter-assault right before Gandalf appears are the same children we saw in FotR listening to Bilbo's story about the three trolls (The have close-ups in other shots).  They are Peter and Fran's children.

371.  Many of the black uniform Haradrim are holding their bows backwards!

372.  Some of our fighting heroes don't bother with helmets.  Aragorn at the Black Gate; Elrond, the only bare head in the prologue battle.

373.  We can hear the Orc with the iron collar, who notches Gimli's axe in the book. "17! 18! 19! 20! TWENTY-ONE! *CLANG!*  Gimli's hit that guy twice. When we see the shield wall, you can hear the axe swing again.

374.  The Uruks are using crossbows because they're shooting up. Crossbows don't work well shooting down, but bows do no good shooting at that angle upwards. The arrows are so powerful, some Elves get thrown off the wall! Another example (along with the explosives) of how Saruman's troops have more advanced weapons than the defenders.

375.  Gimli actually kills an orc by jumping on him!

376.  Saruman's 'worker orcs,' who supervise the forging of weapons and birthing of the Uruk-hai have big ears. The Uruks, have big heads and small ears.

377.  The Bezerker orcs (the Olympic Orcs) are naked.

378.  Saruman's bomb is made of two parts. The gunpowder is at the bottom while the detonator component is at the top (Saruman was pouring the powder into the top). The explosion of the top part leads to a bigger explosion at the bottom- that's why the wall explodes outwards.

379.  Gandalf has known the secret to gunpowder all along, while Saruman has just discovered it and uses it with evil intentions.  Unlike Saruman, Gandalf mixes this explosive mix into his fireworks to entertain the people of Middle-earth.

380.  After the explosion, there are still Elves fighting on the wall with Haldir. Many are retreating up the back steps to the Keep.

381.  After the wall is breached, Aragorn gives the command for the Elves to fire past him and into the Uruk-hai while Gimli is fallen into the water.

382.  When Aragorn calls "CHARGE!" the archers stand still, while the sword drawn Elves charge forward.

383.  When the elf company rushes down the slope to the Deeping Stream where Gimli has just jumped into the breach of the wall -- they look so smooth, like they’re floating down the hill. 

384.  The shield Legolas uses as a surfboard has the same shape as the one that pins Aragorn to the tree at the end of FOTR (Aragorn's fight with Lurtz).  It is an Uruk-hai shield, which is bowed, with no raised ornamentation, and with spikes on one end. Perfect for sliding and for administering a coup de grace.

385.  Legolas' quiver is empty so he starts fighting with his knives.

386.  Legolas and another Elf carry a struggling Gimli from the wall. 

387.  Saruman's 'engineers' are wearing the pikemen helmets.  They're slapping the giant crossbows, raising the ladders, etc.

388.  When Haldir is first wounded, it shocks him.  He looks at his arm (looking at the blood?) as though he can't believe this is happening. Then when he's hit from behind, it's not so much the pain but the sheer surprise that death has caught him.

389.  As Haldir is dying, he sees a mound of dead elves in armor and Uruk-hai.

390.  The music as Aragorn runs up the stair to where Haldir is dying is a reprise of the specific Lament for Gandalf music in Lórien.

391.  The significance of Haldir's death scene is simple, yet powerful: that very moment, as he is falling, glancing at his dead warriors, marks the end of the Elves in Middle-earth. That was the last battle fought, and lost, and never will the sound of an Elvish horn be heard echoing through the hills and valleys.

392.  The Uruk that stabs Théoden is using a Rohirrim spear. Their own pikes are too long.

393.  Théoden is quite brave. He's not wearing any chain underneath his plate armor, just his ordinary clothes! Strangely, his armor has the same weaknesses as the Uruk armor. Below the neck and under the arm, where he gets a spear.

394.  There are barrels of arrows behind the wall so that the archers can grab them when their quivers run out or can grab them for quicker shots. You can see them when the Elven archers first bring up their bows.

395.  Gimli tells Aragorn to toss him at the Uruks bombarding the gate, whereas in Fellowship, he tells him that "Nobody tosses a dwarf"

396.  Apparently, the Orcs have dropped the battering ram. When Gimli and Aragorn charge into the ranks, the ram has gone.

397.  There are marooned Uruk-hai under the bridge.

398.  Gimli is determined to win the numbers game.  After Théoden tells Aragorn to get back inside, Aragorn elbows the Orc holding him and Gimli...and then the Dwarf takes a cheap shot at the Orc!

399.  When Aragorn and Gimli are being pulled up the wall by Legolas, there are still Elves firing arrows in the back of the screen.

400.  You can hear, "Heave! Heave!" behind Legolas as he pulls them up. The rope is also straight behind him- the Rohirrim are helping.

401.  During the overhead shot of Helm's Deep--during the retreat—someone is struggling to get an arrow out of the barrel of arrows.  He eventually abandons his bow and just runs!

402.  When they all retreat to the Keep, Legolas continues to shoot arrows. The sound of his arrows is among the last things we hear in that scene.  Legolas is firing arrow after arrow as he runs to the inner gate.

403.  There are a LOT of Elves retreating to the keep in Helm's Deep and survived the battle. You can see a few elves in golden armor fighting during the last retreat.




404.  **You can see Minas Tirith in the distance when Faramir and his men look down on Osgiliath.

405.  Faramir looks like he’s beginning to respond to Frodo’s pleas to let him go.

406.  Osgiliath is attacked and burning the same time Helm's Deep is attacked.




407.  As dawn approaches and the Uruks have taken the outer court of the Keep, they are tearing down the flags of Helm's Deep and are putting up flags with the white hand.

408.  After a series of retreats at Helms Deep, the banners with the white hand are shown on the outer walls.

409.  Aragorn leaves Legolas holding one end of a heavy bench when he tells Théoden about the Hornburg never falling.  Poor Legolas can't carry it, but he throws a pelt off from the seat and wrestles it to the door.

410.  When they're waiting for the Uruk-hai to break through at their last stand (after bracing the door with benches and tables) Legolas is standing ready with his bow and arrow waiting to shoot.

411.  When Aragorn tells Théoden that they should ride out to meet them... it's exactly what Gandalf had told Théoden to do from the beginning.

412.  When Théoden says to Aragorn, "Let this be the hour when we draw swords together," it's a statement of acceptance of Aragorn as an equal.  Aragorn is moved by the gesture.

413.  When Théoden says 'for death and glory!' one of his men runs to the inner court to get the horses.

414.  The last line by Gimli in both movies so far has been an emphatic and enthusiastic "Yeeesssss!!!!"

415.  Nine ride out to charge the Uruk-hai; Théoden, Aragorn, Legolas, another elf, and four of Théoden's guards/lieutenants in green cloaks (one must be Gamling) and a banner bearer.

416.  During the ‘Forth Eorlingas’ charge, the last thing you see cross the threshold of the Hornburg is a green flag with a white horse.

417.  The Rohirrim guards/lieutenants in the last charge have black tails on their helms, as Éomer has a white tail on his helm.

418.  When Arod comes out charging with Legolas, he almost swerves right and almost falls off the bridge!

419.  Gandalf, Éomer and the Rohirrim MUST hear the Horn of Helm Hammerhand across the fields as they race to the defense.

420.  When Gandalf returns with Éomer, his hair is partially tied back.

421.  When the Rohirrim charge down the hill and the sunlight breaks on the orcs faces at the last moment (effectively the Rohirrim and Gandalf use it as a weapon), it is exactly timed against Saruman saying, "There will be no dawn for men."

422.  The first rider behind Gandalf swings his axe downwards-making an Uruk-helmet (and head?) fly clean off!

423.  When Théoden shouts "VICTORY!" the Riders have outnumbered the Orcs- well done!

424.  Although there are white horses besides Shadowfax, none shine like him. As it should be.

425.  Gandalf is not holding Glamdring when he charges and fights the Uruk-hai.  He only uses his staff.

426.  **Legolas is wearing a Gondorian sword at his side after the Battle of Helm's Deep (seen when discussing final counts with Gimli).




427.  Twice Treebeard makes the sound we heard when the trees talk when he discovers the devastation of the trees before he gives out his call to the Ents.

428.  Pippin tries to cover his ears when Treebeard sounds the call to the Ents.

429.  Merry and Pippin are players in the Storming of Isengard… not just onlookers trying to stay dry in the guardhouse.

430.  During the Storming of Isengard scene one of the Ents has a troll or large orc in his hand and he uses it as a club against the other Orcs.

431.  When one of the Ents at Isengard is pulled down by ropes and hacked at with axes, Treebeard throws a huge boulder from over his head.  Pippin has to bend way over to make way.

432.  Gríma nowhere to be seen when the Ents attack!

433.  Saruman is really panicking! When the Ents attack, he runs out onto his balcony to see.

434.  During the Storming of Isengard, you can see smoke through the windows of Orthanc to the other side.

435.  Some of the Ents are throwing boulders against the base of Orthanc.

436.  One of the Ents is set on fire (Moses) and, when the river is released, it ducks his head in the water to douse the flames.

437.  When the waters of Isen are pouring across Isengard and into the caverns, you can hear an Orc cry as he is plunged down with the water. The sound seems recycled from the Moria sequence of Fellowship.

438.  In the sacking of Isengard, when the Ents release the waters, one of the Ents throws an Orc into the rushing water.

439.  When the water is rushing the Ents, Treebeard reaches up like he's trying to shield the hobbits.

440.  As the waters flood into the orc holes, you can see the orcs desperately scrabbling up the planks of their scaffolding as it collapses into the flooding tunnels!




441.  **Pippin looks up into the air when the apples float by at Isengard... just as he did on the trek from Bree!

442.  **Gríma shows up on the balcony with Saruman.

443.  On the barrels of Longbottom leaf that Merry and Pip find at Isengard, you can see the words "Longbottom Leaf" at the top of the label.  You can also make out an "h" and an "er" at the very bottom as well -- that would be the remains of the name "Hornblower" (there's a picture of a horn right above it), the family that the book mentions grew that particular leaf.




444.  In Osgiliath, the soldiers are wearing armour and Faramir and his men are dressed as rangers (like the Dúnadan?).

445.  As Faramir and the captives arrive in Osgiliath, one of the guards behind Frodo is clearly carrying Sting (not both swords, as earlier) even as they run through the fighting.  Presumably the hobbits are given back their swords so they have a chance of defending themselves as the Nazgûl appears.

446.  The White Tree of Gondor is not only on Faramir's breast place, but also some shields.  Also, the seven stars are high and hidden by his cloak most of the time.  It's the same design that we have seen Aragorn wearing in some RotK pics!

447.  Just when Frodo is overcome by the Ring and cannot hear, Sam is saying, "We'll get through this together, just as we've always done."

448.  Even though he's falling under the influence of the Ring, Frodo is able to warn that the Nazgûl are approaching Osgiliath.  "They're here.  They've come."

449.  When Frodo warns that the Nazgûl are coming  -- you can't hear the fighting anymore... just the slow beat of the Nazgûl's wings.  Same as when he's walking from where Faramir left him and is standing on the wall in front of the Nazgûl.

450.  You can hear the pots and pans clanging again when Faramir throws Sam against the wall after the Nazgûl attack in Osgiliath.

451.  The Ringwraith we see riding over Osgiliath carries a sword we've not yet seen. The tip of the pommel is diamond-shaped.

452.  When the Ringwraith flies over Osgiliath you can see the broken bridge! That was from the battle the previous June where Boromir and Faramir fought right before the dream which started everything.

453.  Men are cowering as the Nazgûl flies overhead, but Sam is undaunted.

454.  As Sam is racing up the stair to stop Frodo, men are passing him on their way down.

455.  A mad Frodo holds Sting to Sam's throat the same way he did Gollum, but he imbeds the tip into Sam’s chin. The normally mild Frodo is deadly when forced to fight... but he still stays his hand, even when driven by madness.

456.  Sméagol's back.  During Sam’s ‘That there’s some good in this world, Mr. Frodo’ speech; his pupils are large again.

457.  During Sam's speech as he says, "Even if you were too small to understand," the camera shows Saruman.

458.  Sam lifts Frodo up off the ground in Osgiliath the same way Aragorn lifts Sam up outside Moria. "On your feet, Sam."  In other words... buck up... you can do this!

459.  Frodo and Sam are both crying at the end of Sam's speech, and even Gollum has some tears in his eyes.

460.  Sam's face remains streaked with tears after his dialog to Frodo about tales.

461.  Faramir kneels before Frodo, just as Aragorn did.  These wise men kneeling to the Ring-bearer after they have refused the temptation of the Ring.

462.  When Faramir acknowledges his own life is forfeit is amazing - shock, understanding, sorrow, appreciation - all fly over Frodo's face. An astounding bit of acting in one small shot.

463.  When Sam, Frodo and Gollum leave Osgiliath and the immediate threat is lifted, Frodo is smiling and almost seems back to normal as Sam chatters on and on about stories. Sam always brings Frodo back to center, just as he did when they left the Fellowship. "We may yet, Mr. Frodo. We may."  (Hobbit resiliency)

464.  Osgiliath can be seen behind Frodo and Sam as they crest the hill in the forest when Sam starts talking about tales.

465.  Watching Sméagol/Gollum change back and forth through the irises & pupils is creepy here at the end, where there are no camera cuts between the two personalities.

466.  The last word of dialogue in both films is the same: "me". At the end of FotR, Frodo says: "I'm glad you're with me" then at the end of TTT, Gollum says, "Follow me".

467.  The same music they play when Sam says, "If I take one more step, it'll be the farthest away from home I've ever been," is played for Samwise the Brave.

468.  TTT begins with a pan of the Misty Mountains and ends with a pan of the Mountains of Shadow?  Two natural towers to contrast with the man-made towers of Orthanc and Barad-dûr!