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** Thorin FINALLY being able to face Smaug, ''a hundred and seventy years'' after he took Erebor.
--->'''Thorin:''' I am taking back what you stole!
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* The Mexican stand-off between Smaug and Bilbo. Surrounded by mountains of gold, a scared Hobbit on one side, and one of the most dangerous dragons in the history of the world on the other. The Arkenstone between them. Bilbo is awesome simply for standing his ground at that point, while Smaug coolly ponders whether or not to just [[HopeSpot give Bilbo the Arkenstone and kill Thorin later.]] Then Smaug brings out his fire, and Bilbo brings out his ring.

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* The Mexican stand-off between Smaug and Bilbo. Surrounded by mountains of gold, a scared Hobbit on one side, and one of the most dangerous dragons in the history of the world on the other. The Arkenstone between them. Bilbo is awesome simply for standing his ground at that point, while Smaug coolly ponders whether or not to just [[HopeSpot give Bilbo the Arkenstone and kill Thorin later.]] Then Smaug brings out his fire, and Bilbo brings out his ring.Ring.



* Bard practically runs laketown. He has the Master's eye on him, with spies everywhere. Yet he still manages to sneak thirteen dwarves and a hobbit into town, all while jauntily waving at the spies trailing him.

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* Bard practically runs laketown.Laketown. He has the Master's eye on him, with spies everywhere. Yet he still manages to sneak thirteen dwarves and a hobbit into town, all while jauntily waving at the spies trailing him.



* Kili soldiering on with his arrow wound.

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* Kili Kíli soldiering on with his arrow wound.

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* Kili soldiering on with his arrow wound.



** In general, the order of who scares who seems to be thus; [[BullyingADragon Random Thugs]] < Gandalf < Thorin and Company < Azog < Beorn < Sauron < Smaug. The fact that Gandalf is the second lowest on the list really says something about the cast.

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** In general, the order of who scares who seems to be thus; [[BullyingADragon Random Thugs]] < Gandalf [[MagicKnight Gandalf]] < [[RagTagBunchOfMisfits Thorin and Company Company]] < Azog [[AdaptationalBadass Azog]] < Beorn [[BearsAreBadNews Beorn]] < Sauron [[BiggerBad Sauron]] < Smaug.[[TheDreaded Smaug]]. The fact that Gandalf is the second lowest on the list really says something about the cast.
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** Bilbo's initial [[OhCrap moment of realization]] when he sees Smaug's eye in the pile of gold.
** And his second [[OhCrap moment of realization]] when he sees Smaug's other end waaaaaaaaaay over there.


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** Smaug knowing exactly where Bilbo is despite the Ring. And Smaug knowing exactly what's happening with Sauron half a country away, revealing that he is perfectly willing to go and burn the world if Sauron commands it.
* The Mexican stand-off between Smaug and Bilbo. Surrounded by mountains of gold, a scared Hobbit on one side, and one of the most dangerous dragons in the history of the world on the other. The Arkenstone between them. Bilbo is awesome simply for standing his ground at that point, while Smaug coolly ponders whether or not to just [[HopeSpot give Bilbo the Arkenstone and kill Thorin later.]] Then Smaug brings out his fire, and Bilbo brings out his ring.
** The winner? Bilbo, who stole the Arkenstone and slipped away invisibly.


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* Bard practically runs laketown. He has the Master's eye on him, with spies everywhere. Yet he still manages to sneak thirteen dwarves and a hobbit into town, all while jauntily waving at the spies trailing him.
** The Master of Laketown is concerned that Bard could lead an uprising. Given the way he gets away with bringing a boatload of illegal fish into town, as well as the fairly impressive weapons cache he hides in the same spot the spies looking for him fish, he's not wrong.
** Bard turning around a threat from the Master's lacky, pointing out that sure, the Master knows where he lives, but it's a small town, and he knows where the Master lives as well.
** Bard figuring out who Thorin is, and trying to stop him from going to the mountain. And then when that fails, helping Thorin's sick nephew despite the trouble he's about to cause.
*** Bard in general.


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** And Gandalf stopping a pair of assassin bounty hunters from killing Thorin just by being in the same room.
** In general, the order of who scares who seems to be thus; [[BullyingADragon Random Thugs]] < Gandalf < Thorin and Company < Azog < Beorn < Sauron < Smaug. The fact that Gandalf is the second lowest on the list really says something about the cast.
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* Bolg actualy comming close to killing Legolas.
** After failing to kill the elf, he neatly breaks away from the fight and simply strolls away.

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* Bolg actualy comming actually coming close to killing Legolas.
Legolas, who up until this point in the series seemed pretty darn indestructible.
** After failing to kill the elf, he neatly breaks away from the fight and simply strolls away.away like a boss.



* Bilbo saving the dwarves from the spiders, then the elves, and then figuring out the riddle / ProphecyTwist to find the entrance to the mountain. They would have been screwed several times over if not for him.

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* Bilbo saving the dwarves from the spiders, then the elves, and then ''then'' figuring out the riddle / ProphecyTwist to find the entrance to the mountain. They would have been screwed several times over over, if not for him.
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**He's Bard the motherfucking Bowman! More like Legolas is HIS long lost elvish brother.
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** After failing to kill the elf, he neatly breaks away from the fight and simply strolls away.
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*** Indeed earning the title, "Smaug the Golden".
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** Smaug waking up and rising out of the gold.
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* The dwarves infiltrating Erebor, and then taking on Smaug by [[spoiler: burying him under a tidal wave of liquid gold]].

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* The dwarves infiltrating Erebor, and then taking on Smaug by [[spoiler: burying him under a tidal wave of liquid gold]].gold. Sure, it didn't work, but at least they tried.]]
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* The dwarves infiltrating Erebor, and take on Smaug by [[spoiler: burying him under a tidal wave of liquid gold]].

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* The dwarves infiltrating Erebor, and take then taking on Smaug by [[spoiler: burying him under a tidal wave of liquid gold]].



* Bard displays great accurancy with his bow, appearing like Legolas long lost human brother.

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* Bard displays great accurancy with his bow, appearing like Legolas Legolas' long lost human brother.



* Beorn being so terrifying that a whole band or orcs that is perfectly willing to attack an elven stronghold are afraid to attack him.

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* Beorn being so terrifying that a whole band or of orcs that is were perfectly willing to attack an elven stronghold are afraid to attack him.
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* Bard displays great accurancy with his bow, appearing like Legolas long lost human brother.
* Bolg actualy comming close to killing Legolas.
* Beorn being so terrifying that a whole band or orcs that is perfectly willing to attack an elven stronghold are afraid to attack him.
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* Considering the early concerns whether a canon foreigner would be able to "keep pace" with the classic book characters, ''all'' of Tauriel action scenes are awesomely performed by Evangeline Lilly. She fires arrows while running, parkouring and ''sliding'' at lightening pace and is terrifying in close quarters with her knives.
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** And then, when everyone else is fleeing, he's still firing arrow after arrow as the flames draw nearer, and when he learns the secret about Smaug's weakness he makes the shot that finally kills Smaug, fully aware that he'll probably die as well when the dragon collapses on the town; he was ready and willing to give his own life to save his people. Originally he ''was'' meant to die, but Tolkien himself recognised how awesome Bard is and kept him alive for the finale.

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** And then, when everyone else is fleeing, he's still firing arrow after arrow as the flames draw nearer, and when refusing to give up. When he learns the secret about Smaug's weakness he makes the shot that finally kills Smaug, fully aware that he'll probably die as well when the dragon collapses on the town; he was ready and willing to give his own life to save his people. Originally he ''was'' meant to die, but Tolkien himself recognised how awesome Bard is and kept him alive for the finale.

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** At another point, he kills one of the orcs that attacked Bard's house and sends him flying over a ledge to land on a boat below, causing another orc on the boat to be sent flying into the air. Legolas then decapitates this orc by swinging a couple of daggers at ''just'' the right moment.




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** That entire sequence in general, really.
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* Bombur kicking ass during the barrel chase sequence.
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*

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* When the Lonely Mountain rumbles...



* Legolas is just as badass as he was in the other movies.
* Bilbo saving the dwarves from the spiders, then the elves, then figuring out the riddle to find the entrance to the mountain. They would have been screwed several times over if not for him.


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* Legolas is just as badass as he was in the other movies.
movies. Among his other accomplishments, he manages to headshot two orcs with the same arrow, the tip skewering the first and embedding itself in the one behind it.
* Bilbo saving the dwarves from the spiders, then the elves, and then figuring out the riddle / ProphecyTwist to find the entrance to the mountain. They would have been screwed several times over if not for him.
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* Smaug's assault on Erebor and Dale is every bit as glorious as it is horrifying. He ''singlehandedly'' razed not one, but TWO of the most powerful kingdoms in Middle Earth within an afternoon. Sauron himself needed a huge army and years of planning to ''attempt'' to overthrow Gondor... but who needs countless minions and intricate plans when you are Smaug ''the Magnificent''?
** If you know his backstory, it becomes a very dark sort of awesome. He was one of Morgoth's Fire Drakes, creatures who fought alongside Balrogs as shock troops for Sauron's boss - ''"I laid low the warriors of old...''" Destroying whole kingdoms was his ''job'', and he was happy to keep doing it long after Morgoth had left the picture.
** Furthermore, it's implied that he only assaulted Erebor because King Thrór amassed an obscene amount of wealth; the only reason he didn't do so sooner was because he didn't deign it to be worth his time. He literally destroyed the greatest dwarven nation in the world ''on a whim''.
-->'''Smaug''': I kill where I wish and none dare resist. I laid low the warriors of old and their like is not in the world today. Then I was but young and tender. Now I am old and strong, strong, strong!



* Smaug's assault on Erebor and Dale is every bit as glorious as it is horrifying. He ''singlehandedly'' razed not one, but TWO of the most powerful kingdoms in Middle Earth within an afternoon. Sauron himself needed a huge army and years of planning to ''attempt'' to overthrow Gondor... but who needs countless minions and intricate plans when you are Smaug ''the Magnificent''?
** If you know his backstory, it becomes a very dark sort of awesome. He was one of Morgoth's Fire Drakes, creatures who fought alongside Balrogs as shock troops for Sauron's boss - ''"I laid low the warriors of old...''" Destroying whole kingdoms was his ''job'', and he was happy to keep doing it long after Morgoth had left the picture.
** Furthermore, it's implied that he only assaulted Erebor because King Thrór amassed an obscene amount of wealth; the only reason he didn't do so sooner was because he didn't deign it to be worth his time. He literally destroyed the greatest dwarven nation in the world ''on a whim''.
-->'''Smaug''': I kill where I wish and none dare resist. I laid low the warriors of old and their like is not in the world today. Then I was but young and tender. Now I am old and strong, strong, strong!

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* Smaug's assault on Erebor and Dale is every bit as glorious as it is horrifying. He ''singlehandedly'' razed not one, but TWO of the most powerful kingdoms in Middle Earth within an afternoon. Sauron himself needed a huge army and years of planning to ''attempt'' to overthrow Gondor... but who needs countless minions and intricate plans when you are Smaug ''the Magnificent''?
** If you know his backstory, it becomes a very dark sort of awesome. He was one of Morgoth's Fire Drakes, creatures who fought alongside Balrogs as shock troops for Sauron's boss - ''"I laid low the warriors of old...''" Destroying whole kingdoms was his ''job'', and he was happy to keep doing it long after Morgoth had left the picture.
** Furthermore, it's implied that he only assaulted Erebor because King Thrór amassed an obscene amount of wealth; the only reason he didn't do so sooner was because he didn't deign it to be worth his time. He literally destroyed the greatest dwarven nation in the world ''on a whim''.
-->'''Smaug''': I kill where I wish and none dare resist. I laid low the warriors of old and their like is not in the world today. Then I was but young and tender. Now I am old and strong, strong, strong!



** The movie takes absolutely no shortcuts in showing Smaug in all his glory, and it is amazing.




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* Legolas is just as badass as he was in the other movies.
* Bilbo saving the dwarves from the spiders, then the elves, then figuring out the riddle to find the entrance to the mountain. They would have been screwed several times over if not for him.

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** Likewise, [[spoiler: everything regarding Sauron. He initially appears as a mass of evil, tendril-like smoke, and then appears in his armor-form, ''while also on fire'']].

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** Likewise, [[spoiler: everything regarding Sauron. He initially appears as a mass of evil, tendril-like smoke, and then appears in his armor-form, ''while also on fire'']].fire'' '''that forms his Lidless Eye''']]. Much like his first appearance, he completely stole the show.

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* Gandalf single-handily infiltrates Dol Guldur, and boldly commands the evil within to reveal itself. What happens when it finally does? [[spoiler: We get to see Gandalf taking on Sauron himself in a magic duel. And while [[CurbStompBattle he is defeated]], Gandalf does manages to hold off Sauron for a surprising length of time]].
** Likewise, [[spoiler: everything regarding Sauron. He initially appears as a mass of evil, tendril-like smoke, and then appears in his armor-form, ''while also on fire'']].
* The dwarves infiltrating Erebor, and take on Smaug by [[spoiler: burying him under a tidal wave of liquid gold]].

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* Bard is this personified:
** First he raises the alarm when he realises that Smaug is coming, so that Laketown has time to prepare itself, then keeps encouraging the soldiers and archers not to lose hope as they try to bring Smaug down.
** And then, when everyone else is fleeing, he's still firing arrow after arrow as the flames draw nearer, and when he learns the secret about Smaug's weakness he makes the shot that finally kills Smaug, fully aware that he'll probably die as well when the dragon collapses on the town; he was ready and willing to give his own life to save his people. Originally he ''was'' meant to die, but Tolkien himself recognised how awesome Bard is and kept him alive for the finale.
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--> '''Bilbo:''' Was that an earthquake?

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--> '''Bilbo:''' '''Dori:''' Was that an earthquake?
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* Bilbo walks alone into a dragon's lair. A dragon, mind you, that managed to destroy two great kingdoms and their armies in a single day. Alone and with only a magic ring, Bilbo goes into Smaug's lair not just once, but twice and manages to hold his own in speaking with the beast who turns out to be cunning as well as powerful!
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* Bilbo managing to evade the notice of the Mirkwood elves for weeks while successfully finding a way for him and his companions to escape.
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* Bilbo short speech to the company manages to perfectly encapsulate the philosophy a [[InnocentBystander hobbit]] [[TheHero hero]] would have. It's not a big declaration or a promise to eradicate some evil or enemy, there are just people who don't even have the simple comforts of home and he would like to fix that.

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* Bilbo Bilbo's short speech to the company manages to perfectly encapsulate the philosophy a [[InnocentBystander hobbit]] [[TheHero hero]] would have. It's not a big declaration or a promise to eradicate some evil or enemy, there are just people who don't even have the simple comforts of home and he would like to fix that.

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* Bilbo short speech to the company manages to perfectly encapsulate the philosophy a [[InnocentBystander hobbit]] [[TheHero hero]] would have. It's not a big declaration or a promise to eradicate some evil or enemy, there are just people who don't even have the simple comforts of home and he would like to fix that.
-->'''Bilbo Baggins''': ...I often think of Bag End. I miss my books. And my armchair. My garden. See, that's where I belong. That's home. And that's why I came back, 'cause... You don't have one. A home. It was taken from you. But I will help you take it back if I can.

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* The Battle of the Five Armies, with the Humans, the Elves, and the Dwarves in a [[EnemyMine hastily forged alliance]] against the Orcs and the Wargs. And just when everything seems lost, Bilbo sees something on the horizon. What he says next serves as a very short RousingSpeech and a BattleCry for the gathered forces.
-->'''Bilbo:''' [[TheCavalry The Eagles are coming!]]
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** If you know his backstory, it becomes a very dark sort of awesome. He was one of Morgoth's Fire Drakes, creatures who fought alongside Balrogs as shock troops for Sauron's boss. Laying waste to whole kingdoms was his ''job'', and he was happy to keep doing it long after Morgoth had left the picture.

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** If you know his backstory, it becomes a very dark sort of awesome. He was one of Morgoth's Fire Drakes, creatures who fought alongside Balrogs as shock troops for Sauron's boss. Laying waste to boss - ''"I laid low the warriors of old...''" Destroying whole kingdoms was his ''job'', and he was happy to keep doing it long after Morgoth had left the picture.
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None

Added DiffLines:

** If you know his backstory, it becomes a very dark sort of awesome. He was one of Morgoth's Fire Drakes, creatures who fought alongside Balrogs as shock troops for Sauron's boss. Laying waste to whole kingdoms was his ''job'', and he was happy to keep doing it long after Morgoth had left the picture.

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