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(The One Ring begins muttering 'Precious', louder and louder with each repetition, Bilbo clearly jerking from this until he unconsciously ''takes it off.'' Smaug reacts to his reappearance, and Bilbo [[OhCrap reacts]] at the fact that he's now visible to the giant dragon, ''and he wasn't aware that he did that until too late.'')\\

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(The ''(The One Ring begins muttering 'Precious', louder and louder with each repetition, Bilbo clearly jerking from this until he unconsciously ''takes it off.'' Smaug reacts to his reappearance, and Bilbo [[OhCrap reacts]] at the fact that he's now visible to the giant dragon, ''and '''and he wasn't aware that he did that until too late.'')\\''')''\\
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-->'''Bard:''' ''(to the guards)'' Listen to me! Do you not know what is coming?!

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-->'''Bard:''' --->'''Bard:''' ''(to the guards)'' Listen to me! Do you not know what is coming?!



-->'''Bilbo:''' [[MyGodWhatHaveIDone What have we done?]]

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-->'''Bilbo:''' --->'''Bilbo:''' [[MyGodWhatHaveIDone What have we done?]]
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** [[JumpScare "REVENGE?!]] [[VillainousBreakdown REVENGE?!]] '''[[DisproportionateRetribution I WILL SHOW YOU]] ''''''''[[RoaringRampageOfRevenge REVENGE!"]]'''''

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** [[JumpScare "REVENGE?!]] [[VillainousBreakdown REVENGE?!]] '''[[DisproportionateRetribution '''[[UnstoppableRage I WILL SHOW YOU]] ''''''''[[RoaringRampageOfRevenge REVENGE!"]]'''''
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** In the extended edition, Gandalf's trip into Dol Guldur provides another one when Thráin attacks him with the obvious intent of killing him, and snarling like a rabid wolf.

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** In the extended edition, Gandalf's trip into Dol Guldur provides another one when Thráin attacks him with the obvious intent of killing him, him and snarling snarls like a rabid wolf.



* A subtle one where Bilbo finds the keyhole. He calls out to the dwarves who are nowhere in sight after they gave up, then tries to find the dropped key which he accidentally ''kicks over the cliff''. Thankfully Thorin manages to save it, but imagine what would've happened if it ''did'' fall all the way down and got lost...

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* A subtle one where Bilbo finds the keyhole. He calls out to the dwarves Dwarves, who are nowhere in sight after they gave up, then he tries to find the dropped key which he accidentally ''kicks over the cliff''. Thankfully Thorin manages to save it, but imagine what would've happened if it ''did'' fall all the way down and got lost...



* Smaug in general. Beyond how big he is [[note]] he's [[WordOfGod officially]] twice the size of a jumbo jet, making him ''[[{{Kaiju}} close to 400 feet long]]''[[/note]], there's [[UncannyValley having his lizard-like face model his voice actor's facial expressions]] that's just creepy, especially given how the shots keep emphasizing his [[FangsAreEvil huge teeth]]. The whole context of the scene with him and Bilbo is more frightening than in the book, despite his BadassBoast losing some context, with Bilbo having a FreakOut causing him to take the ring off meaning Smaug ''DOES'' see him and the conversation they have is changed from Bilbo making a show of his bravery to Smaug toying around with him trying to have [[ItAmusedMe some amusement from his reactions]] before killing him. And departing from the norm, Smaug's [[EvilIsHammy hammy performance]] does nothing to detract from how frightening he is, especially since the film has actually made him more evil than in the book since his motive to destroy Laketown is less about [[EvilIsPetty spite over being robbed]] and more so that he can make Bilbo suffer, even though he hasn't done anything to him and Smaug actually considered letting him take the Arkenstone. Benedict Cumberbatch tells the behind the scenes interviewer that Smaug is a psychopath and ''that'' is his character, not that he's a dragon.
* How utterly silent Smaug can be when he chooses to. If he wasn't covered in gold coins that constantly fall off him the party would have had no idea he was right above them at one point. The idea of something that big and powerful being capable of silently stalking you is a terrifying thing.

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* Smaug in general. Beyond how big he is [[note]] he's [[WordOfGod officially]] twice the size of a jumbo jet, making him ''[[{{Kaiju}} close to 400 feet long]]''[[/note]], there's [[UncannyValley having his lizard-like face model his voice actor's facial expressions]] that's just creepy, especially given how the shots keep emphasizing his [[FangsAreEvil huge teeth]]. The whole context of the scene with him and Bilbo is more frightening than in the book, despite his BadassBoast losing some context, with Bilbo having a FreakOut causing him to take the ring Ring off meaning Smaug ''DOES'' see him and the conversation they have is changed from Bilbo making a show of his bravery to Smaug toying around with him trying to have [[ItAmusedMe some amusement from his reactions]] before killing him. And departing from the norm, Smaug's [[EvilIsHammy hammy performance]] does nothing to detract from how frightening he is, especially since the film has actually made him more evil than in the book since his motive to destroy Laketown is less about [[EvilIsPetty spite over being robbed]] and more so that he can make Bilbo suffer, even though he hasn't done anything to him and Smaug actually considered letting him take the Arkenstone. Benedict Cumberbatch tells the behind the scenes interviewer that Smaug is a psychopath and ''that'' is his character, not that he's a dragon.
* How utterly silent Smaug can be when he chooses to. If he wasn't covered in gold coins that constantly fall off him him, the party would have had no idea he was right above them at one point. The idea of something that big and powerful being capable of silently stalking you is a terrifying thing.



* In the extended edition after Gandalf has cured Thráin of his madness in the Dol Guldur scenes, Thráin's absolute terror when he learns that Thorin has returned to Erebor and desperation that "No one must enter that mountain!"is something to see.
** Worse, Thráin's death at the power of the Necromancer. After he begs Gandalf to tell Thorin that he loves him, the black whispering mass reaches out with a tendril of shadow. It snatches him up and absorbs him screaming and we never see what happened to his body.

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* In the extended edition after Gandalf has cured Thráin of his madness in the Dol Guldur scenes, Thráin's absolute terror when he learns that Thorin has returned to Erebor and desperation that "No one must enter that mountain!"is mountain!" is something to see.
** Worse, Thráin's death at the power of the Necromancer. After he begs Gandalf to tell Thorin that he loves him, the black whispering mass reaches out with a tendril of shadow. It snatches him up and absorbs him screaming screaming, and we never see what happened to his body.
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** That scene is shot very similarly to the opening of ''Return of the King'', where Smeagol kills Deagol for the Ring, a kind of cinematography ShoutOut.

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** That scene is shot very similarly to the opening of ''Return of the King'', where Smeagol Sméagol kills Deagol Déagol for the Ring, a kind of cinematography ShoutOut.



** In the extended edition, Gandalf's trip into Dol Guldur provides another one when Thrain attacks him with the obvious intent of killing him, and snarling like a rabid wolf.

to:

** In the extended edition, Gandalf's trip into Dol Guldur provides another one when Thrain Thráin attacks him with the obvious intent of killing him, and snarling like a rabid wolf.



*** Not to mention that he knows Sauron is out there and rebuilding his strength and is willing and eager to burn the world to ashes for him like he did Dale and Erebor if he comes knocking, which makes sense as Smaug is a Fire Drake, meaning that he served Sauron's master, Morgoth. No wonder Gandalf wants Smaug gone!

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*** Not to mention that he knows Sauron is out there and rebuilding his strength and is willing and eager to burn the world to ashes for him like he did Dale and Erebor if he comes knocking, which makes sense as Smaug is a Fire Drake, meaning that he served Sauron's master, master Morgoth. No wonder Gandalf wants Smaug gone!



* Beorn can be quite scary in bear form. He comes so close to killing the entire company, with them only just closing the door in time. Another few seconds... And he's so powerful that Azog won't attack the Dwarfs when he's in the area.

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* Beorn can be quite scary in bear form. He comes so close to killing the entire company, with them only just closing the door in time. Another few seconds... And he's so powerful that Azog won't attack the Dwarfs Dwarves when he's in the area.



* In the extended edition after Gandalf has cured Thrain of his madness in the Dol Guldur scenes, Thrains absolute terror when he learns that Thorin has returned to Erebor and desperation that "No one must enter that mountain!"is something to see.
** Worse, Thrain's death at the power of the Necromancer. After he begs Gandalf to tell Thorin that he loves him, the black whispering mass reaches out with a tendril of shadow. It snatches him up and absorbs him screaming and we never see what happened to his body.

to:

* In the extended edition after Gandalf has cured Thrain Thráin of his madness in the Dol Guldur scenes, Thrains Thráin's absolute terror when he learns that Thorin has returned to Erebor and desperation that "No one must enter that mountain!"is something to see.
** Worse, Thrain's Thráin's death at the power of the Necromancer. After he begs Gandalf to tell Thorin that he loves him, the black whispering mass reaches out with a tendril of shadow. It snatches him up and absorbs him screaming and we never see what happened to his body.
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Added DiffLines:

* There's something haunting about seeing {{Greed}} driving the whole town (except for an increasingly desperate Bard and his family), eager at the potential fulfillment of a prophecy mentioning great wealth even though it ends with the phrase [[KillItWithFire "And the Lake will shine and burn."]]
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Added DiffLines:

* In the extended edition after Gandalf has cured Thrain of his madness in the Dol Guldur scenes, Thrains absolute terror when he learns that Thorin has returned to Erebor and desperation that "No one must enter that mountain!"is something to see.
** Worse, Thrain's death at the power of the Necromancer. After he begs Gandalf to tell Thorin that he loves him, the black whispering mass reaches out with a tendril of shadow. It snatches him up and absorbs him screaming and we never see what happened to his body.
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* Smaug stating that he's almost tempted to let Bilbo take the Arkenstone to Thorin, gleefully anticipating how it will corrupt Thorin's heart and drive him ''mad''.

to:

* Smaug stating that he's almost tempted to let Bilbo take the Arkenstone to Thorin, gleefully anticipating how it will corrupt Thorin's heart and drive him ''mad''. We get to see it in the next film.



* Smaug in general. Beyond how big he is [[note]] he's [[WordOfGod officially]] twice the size of a jumbo jet, making him ''[[{{Kaiju}} close to 400 feet long]]''[[/note]], there's [[UncannyValley having his lizard-like face model his voice actor's facial expressions]] that's just creepy, especially given how the shots keep emphasizing his [[FangsAreEvil huge teeth]]. The whole context of the scene with him and Bilbo is more frightening than in the book, despite his BadassBoast losing some context, with Bilbo having a FreakOut causing him to take the ring off meaning Smaug ''DOES'' see him and the conversation they have is changed from Bilbo making a show of his bravery to Smaug toying around with him trying to have [[ItAmusedMe some amusement from his reactions]] before killing him. And departing from the norm, Smaug's [[EvilIsHammy hammy performance]] does nothing to detract from how frightening he is, especially since the film has actually made him more evil than in the book since his motive to destroy Laketown is less about [[EvilIsPetty spite over being robbed]] and more so that he can make Bilbo suffer, even though he hasn't done anything to him and Smaug actually considered letting him take the Arkenstone.

to:

* Smaug in general. Beyond how big he is [[note]] he's [[WordOfGod officially]] twice the size of a jumbo jet, making him ''[[{{Kaiju}} close to 400 feet long]]''[[/note]], there's [[UncannyValley having his lizard-like face model his voice actor's facial expressions]] that's just creepy, especially given how the shots keep emphasizing his [[FangsAreEvil huge teeth]]. The whole context of the scene with him and Bilbo is more frightening than in the book, despite his BadassBoast losing some context, with Bilbo having a FreakOut causing him to take the ring off meaning Smaug ''DOES'' see him and the conversation they have is changed from Bilbo making a show of his bravery to Smaug toying around with him trying to have [[ItAmusedMe some amusement from his reactions]] before killing him. And departing from the norm, Smaug's [[EvilIsHammy hammy performance]] does nothing to detract from how frightening he is, especially since the film has actually made him more evil than in the book since his motive to destroy Laketown is less about [[EvilIsPetty spite over being robbed]] and more so that he can make Bilbo suffer, even though he hasn't done anything to him and Smaug actually considered letting him take the Arkenstone. Benedict Cumberbatch tells the behind the scenes interviewer that Smaug is a psychopath and ''that'' is his character, not that he's a dragon.
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** Which leads to very subtle but chilling horror in the scene where Thorin holds Bilbo at swordpoint upon realizing that Bilbo hasn't found the Arkenstone, allowing the rest of Company to rush into Smaug's lair. He is physically threatening the very same hobbit who has saved his and the Company's lives repeatedly, and is willing to throw his lifelong friends and loyal soldiers against a dragon that has ''obliterated whole armies and cities'' without suffering as much as a bloody scratch. It is harrowing to see how he slowly succumbs to the very same madness that led to his home's destruction after all his trials and coming so close to his goal.

to:

** Which leads to very subtle but chilling horror in the scene where Thorin holds Bilbo at swordpoint upon realizing that Bilbo hasn't found the Arkenstone, allowing the rest of Company to rush into Smaug's lair. He is physically threatening the very same hobbit who has saved his and the Company's lives repeatedly, repeatedly and is willing to throw his lifelong friends and loyal soldiers against a dragon that has ''obliterated whole armies and cities'' without suffering as much as a bloody scratch. It is harrowing to see how he slowly succumbs to the very same madness that led to his home's destruction after all his trials and coming so close to his goal.



** Before that, Smaug, still pissed off from chasing the Company, tells Bilbo he knows they came from Laketown, and decides to pay them a visit. A horrified Bilbo actually starts running toward Smaug to stop him from attacking Laketown. Smaug's reaction? He '' calms down'' and realizes Bilbo cares about the people in the village. This makes him ''happy'', because he can make Bilbo suffer by destroying Laketown. That is how wrathful Smaug is: destroy a whole town of innocents just to torment one person.
** The terrified reactions of those back in Laketown who hear the noise of Smaug bursting out of the mountain, and see the fire. Whether they're dwarves, elves, or men, they can guess what's coming for them. It's particularly bad for Bard, since he's been locked up and is helplessly trying to convince the guards to let him out, while knowing he's only got ''minutes'' at best to try and save his children.

to:

** Before that, Smaug, still pissed off from chasing the Company, tells Bilbo he knows they came from Laketown, Laketown and decides to pay them a visit. A horrified Bilbo actually starts running toward Smaug to stop him from attacking Laketown. Smaug's reaction? He '' calms down'' and realizes Bilbo cares about the people in the village. This makes him ''happy'', ''happy'' because he can make Bilbo suffer by destroying Laketown. That is how wrathful Smaug is: destroy a whole town of innocents just to torment one person.
** The terrified reactions of those back in Laketown who hear the noise of Smaug bursting out of the mountain, and see the fire. Whether they're dwarves, elves, or men, they can guess what's coming for them. It's particularly bad for Bard, Bard since he's been locked up and is helplessly trying to convince the guards to let him out, out while knowing he's only got ''minutes'' at best to try and save his children.



* The scene where brainwashed Thrain chases Gandalf in the extended edition. We're only given brief glimpses for a good long while with him moving past the camera at lightning speed. The only sounds he makes in the scene?: [[Main/HellIsThatNoise snarling]]. And then it goes quiet for a moment as Gandalf tries to catch his breath only for Thrain [[Main/JumpScare to pounce out of nowhere.]]

to:

* The scene where brainwashed Thrain Thráin chases Gandalf in the extended edition. We're only given brief glimpses for a good long while with him moving past the camera at lightning speed. The only sounds he makes in the scene?: [[Main/HellIsThatNoise snarling]]. And then it goes quiet for a moment as Gandalf tries to catch his breath only for Thrain Thráin [[Main/JumpScare to pounce out of nowhere.]]

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