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"There will be no dawn for men."
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The Lord of the Rings: The Two Towers is the second chapter of the Lord of the Rings film trilogy, following The Fellowship of the Ring. It was directed by Peter Jackson and released in December 2002.

After the Fellowship of the Ring broke apart, Frodo and Sam continue their journey towards Mordor with the One Ring, and encounter the devious creature known as Gollum, who held onto the ring for hundreds of years and has been stalking them for a while. Pippin and Merry manage to escape their Uruk-hai captors and ally themselves to the Ents, living humanoid trees whose millennia old forest has been destroyed by the armies of Saruman, who is allied to the forces of Sauron and wages a war of annihilation against the human kingdom of Rohan.

Meanwhile, Aragorn, Gimli and Legolas encounter a resurrected Gandalf, and the four of them set out to help the Rohan and its king Théoden against the incoming Uruk-hai forces of Isengard after freeing Théoden from Saruman's mental grip. To stand a chance against the gigantic and implacable army of Saruman, the people of Rohan, Aragorn, Gimli and Legolas entrench themselves in the fortress of Helm's Deep, hoping for reinforcements that Gandalf has gone to seek.

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Followed by The Return of the King in 2003.


This film provides examples of:

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     A through C 
  • Acoustic License: When Saruman is addressing his army of ten thousand Uruk-hai, his voice appears to be magnified by magical means.
  • Action Bomb: During the battle at Helm's Deep, the Uruk-hai placed a bomb in the drainage tunnel at Helm's Deep, with an Uruk with a torch blowing himself up to set it off.
  • Action Film, Quiet Drama Scene: While the film has a very loud build-up with the arrival of Saruman's army at Helm's Deep, the extended edition cuts away from this bombastic action to focus on cowering civilians in the caves underneath, with the Uruks chanting in the distance. Theoden also delivers a monologue where he doubts whether the Rohirrim can win and wonders what will become of his kingdom.
    • When the orcs are trying to break down a gate deep within Minas Tirith, Gandalf takes a few minutes to tell Pippin about the peaceful nature of the afterlife — a Far Green Country. The music at this point transitions from fearsome to quietly spiritual.
    • Frodo and Sam have many scenes that show The Power of Friendship. Likewise, there are many flashback scenes that show Aragorn and Arwen's romance.
  • Action Girl: There are also female warriors among the Easterling army. Women can be glimpsed in the army of elves that show up at Helm's Deep too.
  • Adapted Out:
    • Beregond (and his son's) role as Pippin's friend is given to Faramir. His role in defending Faramir from premature cremation is simply cut, so Pippin's dash for Gandalf is even more desperate and they only get there just as the pyre is about to be lit. Purportedly, Ian Hughes' character was meant to be Beregond, but the name was changed in post-production because the role had been so reduced. (Not that you hear either name said onscreen.)
    • Ghan-buri-Ghan and Elrond's sons Elladan and Elrohir are also absent. Quickbeam the Ent appears in the crowd shots, Demoted to Extra.
  • Adaptation Expansion: The fight between Gandalf and the Balrog is only mentioned in the book. Here, it's the opening scene of the movie.
  • Adaptation Explanation Extrication:
    • Gandalf stops at Rohan in the first book before going to Rivendell, attempting to warn Theoden about Saruman's Face–Heel Turn - but Grima Wormtongue has already started poisoning his mind. This is eliminated from the film, so it's not explained how Gandalf is so up-to-date on what's been happening in Rohan.
  • Adaptational Villainy: Although never a villain, Faramir was more hostile to the hobbits in the movie than he was in the books, and is tempted by the Ring, until Samwise tells him what the Ring did to Boromir.
  • Adult Fear:
    • Théoden was under a spell from Saruman for a long time and was unaware of his son dying until much later. He was freed from it in time for the funeral, though.
      Théoden: No parent should have to bury their child.
  • Always Chaotic Evil: Orcs and Uruk-Hai.
  • Annoying Arrows: The Uruk-hai berserker with the bomb-igniting torch at Helm's Deep keeps running unimpeded even though Legolas hits him twice. Notable since the trope is heavily averted in the rest of the movie, with Legolas himself one-shotting many enemies.
  • Armor Is Useless: There are instances of mooks and redshirts dying from a single blow despite being encased in armor. Most notably, orc and goblins tend to wear particularly heavy-looking plate armor, yet often go down to a single swipe or arrow. Aragorn and Legolas also go without armor for a majority of the series, despite being some of the most capable fighters.
    • Slightly justified where the elves (and Aragorn) are concerned: Legolas is heard to pass advice on the weaknesses of Uruk-hai armor to his fellow elves in Helms Deep, so they can Attack Its Weak Point. When humans or orcs fire a volley, it tends to fell significantly less troops per arrow fired, though orcs get around this by sheer numbers.
    • Also averted when Théoden is speared at Helms Deep. While he had to withdraw from the battle for the time being, he was seen back in the fight later.
  • Award-Bait Song: "Gollum's Song" averts the trope by being in a minor key, having a much darker tone, and being sung in a dissonant, shrill voice.
  • Back-to-Back Badasses: In the film adaptation, during the battle of Helm's Deep, Aragorn and Gimli fought the Uruk-hai while the main gate is repaired.
  • Badass Army:
    • The Elven army is implied to be one of these in the film given how disciplined and co-ordinated they are. Not because they're inherently better, mind you, they've just had literally thousands of years of training and combat experience.
    • The Uruk-hai army that attacks Helm's Deep definitely qualifies as a villainous version.
  • Batman Gambit: While Treebeard is taking him and Merry home, Pippin tells him to take them past Saruman's tower, claiming that the closer they are to danger, the further they are from harm. However, it's all a ruse to get Treebeard to see the devastation that Saruman wreaked upon the forest, which drives the Ents to attack Isengard.
  • Battle in the Rain: The Battle of the Peak (when Gandalf fights the Balrog on top of the Misty Mountains). Gandalf uses the thunderstorm to his advantage by letting a bolt of lightning strike his sword, which he then stabs into the Balrog's chest, killing it.
  • Beauty Is Never Tarnished:
    • Théoden also gets a spear in the shoulder during the battle of Helm's Deep. He's not badly injured, due to his armor, but he has to switch his sword to his other hand for a bit.
  • Behind the Black:
    • Aragorn, Legolas, and Gimli stop their run after Aragorn senses something. The Three Hunters run behind a rock and miss, by a matter of inches, being trampled by a huge contingent of horses and riders that are coming over the hill. Why the particularly perceptive Legolas or Aragorn couldn't see or hear the riders coming from a mile off is left unexplained, but the scene is played purely for effect. In the books, the hunters did in fact spot the riders coming from a long way off and had plenty of time to prepare themselves.
    • Sam steps into the Dead Marshes before realizing he's walking into a bog that stretches as far as the eye can see.
  • Big Badass Battle Sequence: Helm's Deep fills out this role quite nicely. We also see a bit of the fighting in Osgiliath near the end of the film, as well as an ambush of the Rohirrim refugess by a pack of orc raiders and the ents' destruction of Isengard.
  • Big Damn Heroes: There's a scene when Merry and Pippin have been abducted and Pippin was about to be eaten by an orc when they were unintentionally rescued by the Riders of Rohan. They are saved again by Treebeard stomping on the orc a little later.
  • Big "NO!": When Faramir discovers that Frodo possesses the One Ring and contemplates delivering it to his father, Frodo has one and immediately retreats from Faramir, much to Faramir's surprise.
  • Blade on a Stick: The Chinese style polearms carried by Haldir's Elves at the Battle of Helm's Deep.
  • Blinded by the Light: The Uruk-Hai at the end of the battle of Helm's Deep are blinded by the rising sun when Gandalf and his army of Rohirrim come charging towards them.
  • Bookends: Several examples (which may seem odd as it's the middle film):
    • Near the start of the film, Frodo attacks Gollum with Sting held in his left hand and holds the tip to his throat. Near the end, he does the same to Sam, except with Sting in his right hand.
    • Faramir's arc starts with Denethor mockingly asking if Faramir wants to attend the Council of Elrond to "show his quality". At the end, Sam earnestly tells him that he has shown his quality.
  • Bottomless Magazines: Nobody ever runs out of arrows despite firing dozens of them and never being shown replenishing their quivers or picking the arrows out of the bodies.
  • Breaching the Wall: The first part of the battle at Helm's Deep has Rohan's army easily keeping Saruman's Uruk-hai at bay. Unfortunately, no one's aware Saruman has found out the fortress wall can be destroyed by placing a bomb on a sewage drain nearby. Guess what happens a few minutes later...
  • Breaking Speech: Elrond gives one to Arwen about how if she marries Aragorn, she will live to see him and their child die. This is an unusual example because he does it out of love.
  • Bring Him to Me: Saruman wants the ring bearer brought to him alive and unspoiled.
  • Chekhov's Gun: In the beginning, Saruman instructs his mooks to dam the river. At the end of the film, the Ents break the dam, dramatically destroying Saruman's army and Elaborate Underground Base in the ensuing flood.
  • Child Soldiers: There is a scene where the soldiers suit up to defend Helm's Deep and we see a number of people being armed are very young boys needed to up their soldier count. Mercifully, we're never shown the kids doing any actually combat besides throwing stones at the besiegers from the wall.
    Gimli: Some of these men have seen too many winters.
    Legolas: Or too few.
  • Comically Missing the Point: As Sam and Frodo are left alone with Sméagol:
    Sam: It's too quiet. There hasn't been sight nor sound of a bird for two days.
    Gollum: No, no birdses to eat. No crunchable birdses!
  • Conveniently Timed Attack from Behind:
    • When Merry and Pippin try to escape from the orc camp and are chased by Grishnakh, he has them at knifepoint and says nobody will save them now ... then the Rohirrim attack the camp and one of them throws a spear into his back.
    • Later on, Treebeard saves Merry and Pippin by stepping on an orc for them.
    • When the Rohirrim are attacked by orcs on the way to Helm's Deep, Gimli gets pinned under the body of one of the Wargs, and another one creeps up on him. Aragorn then grabs a spear out of the ground and skewers it before it can attack.
  • Creative Closing Credits: They contain the names of every single member of the Tolkien fan club in the special edition.
  • Creator Cameo: Artist Alan Lee and Production Designer Dan Hennah appear as old men being armed when Legolas and Aragorn argue at Helm's Deep. Peter Jackson appears as a spear throwing Rohirrim at Helm's Deep.
  • Curb-Stomp Battle: Ents vs. Isengard.

     D through I 
  • Death Glare: The crowning one has to be the one Theoden gives Grima after being freed from Saruman. You can almost hear Grima piss himself.
  • Death Wail: Aragorn lets out one when he finds Merry and Pippin's elven belts on the Orc funeral pyre. In Real Life, it was because Viggo Mortensen had just broken his toe on the helmet he kicked, but he went on with the scene.
  • Devoured by the Horde: The orc pack who take Merry and Pippin to Isengard are starving, and one of them attempts to eat the hobbits. Under strict orders to bring any hobbit back in one piece, the leader of the orc pack kills this orc instead, who is then devoured by his hungry comrades.
  • Didn't Think This Through: During the siege of Helm's Deep, the Uruk-Hai use Saruman's newly-created explosives to blow up the wall in order to make a breach. However, they were caught off-guard by the blast almost as much as the defenders were. The Uruks near the grate are blown up along with the ones already on the wall and countless more are crushed beneath massive chunks of falling rubble that were blown sky high by the blast. After the dust settles, instead of immediately storming through the breach, they stand there staring at it, clearly not realizing that Saruman's new weapons would be that powerful. Of course, it's probably likely that Saruman just didn't bother to inform them of its destructive power because he didn't care, given that We Have Reserves was in full effect for the Uruks.
  • Disney Death: Alongside Frodo's examples from the book that made it into the film, we also have Aragorn's plunge off of the cliff.
  • Door Closes Ending: Seen as Sam returns to his family and home, having just seen the last of the fellowship leaving.
  • Dream Intro: At the beginning, Frodo has a dream that reminds us what happened to Gandalf at the end of Part 1, although in this case it continues into a sequence which he couldn't possibly have seen.
  • Early-Bird Cameo:
    • The extended version has a flashback to Boromir and Faramir's past, which serves to introduce Denethor before he becomes a major character in Return of the King.
  • Earn Your Happy Ending: A very heavy price is paid for their victory. Poor Frodo will never be the same.
  • Elite Mooks: The Uruk Hai.
  • Enemy Civil War: The orcs of Mordor and Isengard do not play nicely together. In fact, Saruman is only allied with Mordor out of convenience; he plans to betray Sauron once he gets the Ring and overthrow him.
  • Establishing Character Moment: Quite a few.
  • Evil Gloating: See Fate Worse Than Death.
    Saruman: Who now has the strength to stand against the armies of Isengard and Mordor? To stand against the might of Sauron and Saruman ... and the union of the two towers? Together, my Lord Sauron ... we shall rule this Middle-Earth!
  • Evil Sounds Raspy: A side effect of corruption by rings of power. Gollum speaks this way after possessing the One Ring for centuries.
  • Evil Tower of Ominousness: The (original) Dark Tower, Barad-dûr revealed in the film.
  • Extended Disarming: Gandalf, Aragorn, Legolas and Gimli are asked to hand over their weapons before being allowed in to see Theoden. Gandalf plays up the "weak old man" angle to keep his staff, which is the one thing Grima wanted taken away from them. It's strongly implied Háma knew what he was doing and let Gandalf keep it so he could free Theoden from Grima's control.
  • Fanfare: The Rohan theme at points.
  • Flash Forward: Elrond warns Arwen what will happen if she stays in Middle-Earth and marries Aragorn, and there is a scene of Aragorn's funeral, after he has become king and has died of old age, while Arwen lives on in grief and loneliness.
  • Foreshadowing:
    • Gollum's Song, sung by Emiliana Torrini and played over the credits ends with 'You are lost, you can never go home.' While it's ambiguous who exactly this is directed towards, by the end of the quest Frodo at least suffers a tragic case of You Can't Go Home Again.
  • Forgot About His Powers:
    • Sometimes Gandalf uses his magic powers, and sometimes he doesn't. He does when battling Saruman, or when facing the Balrog, or when he scares off the Nazgûl that are chasing Faramir's men on the road to Minas Tirith. But at other times he seems to forget he's a wizard and is content simply to whack bad guys with his staff, most notably when he's fighting in hand-to-hand combat in the siege of Minas Tirith or in the final battle at the gate to Mordor. Ian McKellen even asked this question once.
      McKellen: Why don't I zap them?
      Jackson: (thinking quickly) ...ah, you see, the staff is out of batteries and the local alchemy shop is closed for the war.
    • Saruman shows the ability to levitate an enemy and toss him through the air, and to call down storms and avalanches from dozens if not hundreds of miles away, and Treebeard predicts that the Ents are probably doomed fighting against him. But during the actual battle, the Ents win easily and Saruman just watches angrily without using any magic.
      • In the books he actually kills one of the Ents with a jet of fire, making this an inversion of the ususal Adaptation Deviation tendency to add much more blatant magic use than was in the source material.
  • Funny Background Event:
    • During the Entish assault on Isengard, one of them catches fire. The Ent running around and then dousing himself in the overflowing Isen is hilarious if you notice it.
    • As the Ents break the dam overlooking Isengard, there is an Ent in the foreground holding a struggling orc in his hand. When the Ent sees the dam breaking in the background, he casually throws the orc in the path of the torrent and walks away.
  • Giant Wall of Watery Doom:
    • The Ents when...
      The Ents: Break the dam; release the river!
    • Near Isengard at the end, flooding all foulness out of it.
  • Godzilla Threshold: The reason Theoden recruits young boys as Child Soldiers for the Battle of Helm's Deep; the Uruks plan to kill everyone and they need to up the soldier count. To be fair, everyone involved in-universe (Theoden, the soldiers taking the children to the armory) was thoroughly unhappy with the situation.
  • Gollum Made Me Do It: More pronounced in the film than the book, where we're asked to take Gollum as more of a whole person.
  • Green Aesop: The conflict between Isengard and the Ents.
    Saruman: "The old world will burn in the fires of industry. The forests will fall!"
  • Grievous Harm with a Body: It's easy to miss and hard to see, but at one point when the Ents are fighting the forces of Isengard, one Ent is swinging an orc around and whacking other orcs with it.
  • Groin Attack: Happens a couple of times to orcs during battles, particularly to an Uruk-Hai at Helm's Deep. Gimli hits him with an axe.
  • He Didn't Make It: It has a strange example because that scene was filmed before the script was totally ironed out: the director wasn't sure what actually did happen to Aragorn, so decided to keep the dialogue vague to save time.
    Éowyn: Where is Lord Aragorn?
    Gimli: He fell.
  • Hollywood Darkness:
    • The night battles at Helm's Deep and Osgiliath are shown in a blue tint. Helms Deep occurs with rain during the bulk of the battle,meaning that the only light would have been lightning and scattered torches, but this isn't cited as nor provides any obvious difficulty. Osgiliath is a retreating battle in which both sides tried to ambush the other, no one has torches lit, but the orcs in the boats stay low, and the Gondorians took cover in the broken urban landscape
  • Hollywood Drowning: Averted. Sam's near-drowning occurs without much flailing or noise. Frodo knows he's drowning because he knows Sam can't swim.
  • Hollywood Tactics:
    • The Rohirrim defenders of Helm's Deep let the Orcs neatly form up outside the fortress without shooting - until one bowman prematurely does, which (only then) provokes the Orcs to charge.
    • The Rohirrim cavalry charge at the conclusion of Helm's Deep - downhill, towards thousands of Uruk-Hai armed with pikes and spears pointed right at them is a textbook example. In real life, this would have skewered the horses and their riders like shish-kebab. But the Orcs, blinded by the sunlight (and perhaps Gandalf's magic) ridiculously start to raise their weapons when they could've just stuck their spears into the ground and pointed them straight forward at their attackers, and the Rohirrim cut them down.
  • Horns of Villainy: The Balrog wasn't clearly described in the novels, but it's given large ram-like horns, giving it a beast-like appearance.
  • I Am Not Left-Handed: When Gandalf confronts Saruman while the latter is speaking through the possessed King Théoden, Saruman mocks him with the declaration "You have no power here, Gandalf the Grey!". At this, Gandalf casts off his grey outer cloak, revealing himself (to possessed!Théoden's shock) as Gandalf the White before successfully casting Saruman out of the king's mind.
  • "I Know You're in There Somewhere" Fight: Sam to Frodo.
    Samwise: It's me. It's your Sam. Don't you know your Sam?
  • Iconic Sequel Song: While the motif for Rohan is one of the most recognizable parts of the series' score, it first appears in this film.
  • I'm a Humanitarian:
    • "You will taste man-flesh!"
    • "Looks like meat's back on the menu, boys!"
  • I Meant to Do That: Gimli, when he falls off his horse.
    Gimli: Nobody panic! It was deliberate. It was deliberate.
  • Inertial Impalement: Subverted: The Rohirrim cavalry charges down a steep incline where orc pikemen are massing. However, the sun rises just in time for them to be dazzled, and the charge completely breaks the line apart.
  • Insane Troll Logic: There is the following exchange where it's used twice in a row:
    Pippin: If we go south, we can slip past Saruman unnoticed. The closer we are to danger, the further we are from harm. It's the last thing he'll expect.
    Treebeard: That doesn't make sense to me, but then you are very small. Perhaps you're right.

     J through P 
  • Kill Steal: Gimli accuses Legolas of this during the fight with the warg-riding orcs.
    *riderless warg charges at Gimli*
    Gimli: Bring your pretty face to my axe!
    *Legolas shoots the warg when it's within mere feet of Gimli*
    Gimli: That one counts as mine!
  • Lampshade Hanging:
    • Performed by Sam in one of the Osgiliath scenes. His big speech to Frodo starts "By rights, we shouldn't even be here!" In-universe, this makes sense as a comment on what unlikely heroes they are, but it also references the fact that the two characters never go to Osgiliath in the book.
    • Also occurs when Haldir and the Elves arrive at Helm's Deep. Theoden's question, "How is this possible?", can also refer to the fact none of the elves appear in the book.
  • Leave No Survivors: In the film, Saruman tells his minions to kill everyone in Helm's Deep.
  • Leitmotif:
    • The "Rohan Theme." Wistful when we first hear it on the Norwegian fiddle when the heroes arrive at Edoras, it later appears in full-on brass mode for Helm's Deep. Plays over the charge of the Rohirrim at the Battle of Pelennor Fields, with Norwegian fiddle and brass sections working together.
    • "Gollum's Theme," appears all the way through the film whenever Gollum is around, but most notably as a song in the end credits sung by Emiliana Torrini.
    • Éowyn's theme (the only theme other than Gollum's associated with one character), played usually whenever she's standing at the front of the Golden Hall.
    • The March of the Ents/General Badassery about to Happen theme (can be heard here).
  • Lethal Chef: Éowyn, as seen in the extended edition. She provides Aragorn with a bowl of stew—he eats one bite, and tries to pour it out as soon as her back is turned.
    • She first offers some to Gimli, but despite the Dwarven appetite and being already moving unlike the sitting Aragorn, he says "oh no, I couldn't!" and rushes off before she insists.
  • Man on Fire: An Ent on fire at one point. Dousing the flames as the dam on the River Isen burst is a fairly notable Funny Background Event.
  • Meaningful Echo:
    • The tune from "Concerning Hobbits" (the piece that plays as the Shire is introduced) appears at the end of the first movie in "The Breaking of the Fellowship".
    • After Gandalf removes the spell of age from Théoden, Éowyn looks at him and he says, "I know your face." When Théoden lays dying on the Pelennor, he looks up at Éowyn and says the same. In the book, he died without knowing she was there, but his last moment here is definitely a heartwarming one.
    • Not precisely word for word, but the essence of this is present in Boromir's first and last scenes. In the former, when he's informed that Aragorn is heir to the throne of Gondor, he retorts that "Gondor has no king. Gondor needs no king," pouring as much scorn into the words as he can. In the latter, when he's dying in Aragorn's arms, his last words are "I would have followed you, my brother. My captain. My king."
  • Melancholy Moon: Sméagol fishing in the waterfall has a curious use of the moon. Sméagol, who has found a measure of redemption helping Frodo and even banishing Gollum, is "betrayed" by Frodo under Faramir's threat of killing Sméagol.
  • Monogender Monsters: The movie's portrayal of Uruk-Hai, being all male and spawned from mud pits.
  • My God, What Have I Done?:
    • Grí­ma seems to believe that Saruman is biting off more than he can chew and that he might be able to play both sides against the middle - right up until Saruman shows him the magically frenzied 10,000+ superhumans in plate armor. The look on his face is priceless.
    • Frodo has a "What did I almost do?" moment. Under heavy influence from the Ring, Frodo doesn't notice that the Witch-King of Angmar is swooping in to grab him. Sam pulls him out of the way, simultaneously trying to get the Ring off. In response, Frodo pins him and threatens him with Sting. Sam manages to talk him down, but you can clearly see the horrified expression on his face as he drops the sword.
  • Neutral No Longer: Treebeard after seeing the destruction Saruman has caused to Fangorn Forest.
  • Never Found the Body: Aragorn's plunge off the cliff with the warg (Gimli even ambiguously says simply "He fell"), as well as Gandalf in Moria & Gollum on the Stairs.
  • Nice Job Breaking It, Hero!: Aragorn stops Théoden from killing Wormtongue because too much blood had already been spilled. Wormtongue turns around and gives Saruman the secret to defeating the defenses at Helm's Deep thus causing nearly all the defenders to be killed. Too much blood indeed.
  • No Adequate Punishment: Treebeard's reaction to seeing Saruman having chopped down a good portion of his home forest lets the reader know just how unspeakable an action it is. The ents end up resorting to a Neutral No Longer and enacting Gaia's Vengeance by attacking Saruman's city of Isengard to, at the very least, put a halt to it.
    Treebeard: There is no curse in Elvish, Entish, or the tongues of men for this treachery.
  • No-Holds-Barred Beatdown: Sam starts giving one to Gollum after being accused of having eaten the Lembas Bread. Frodo intervenes before it can get really ugly.
  • No One Could Survive That!": Seen in both Aragorn's line "It cannot be. You fell..." speaking of Gandalf, and Sharku's line "He's dead. Took a little tumble off the cliff" speaking of Aragorn.
  • Notable Original Music: Particularly the themes that went along with Rohan, which involved a Norwegian spike fiddle for its distinctive sound.
  • Oh, Crap!: Many examples.
    • Bernard Hill as King Théoden does a series of great Oh Crap faces:
    • Théoden's Death Glare after he's freed from Saruman causes a great Oh Crap face on Grima.
    • The huge orc army gets their Oh Crap moment as the Rohirrim charge, completely ignoring the arrows and spears (slightly) thinning out their numbers. Gothmog in particular gets a close-up of his face turning from a confident grin to wide-eyed fear when he realizes the thousands of screaming madmen on horseback aren't even slowing down.
    • There's also Saruman's reaction to the Ents trashing Isengard. It's exactly the face you'd expect to see if someone was woken up with the news that the trees had come alive and were trashing his yard.
  • Offscreen Inertia: Played for Laughs. In the extended version (but not the theatrical version), the last thing we see Merry and Pippin doing before the film ends is lighting one up, and they're still smoking away several in-movie days later at the beginning of the next film.
  • Older Than They Look:
    • In the Extended Edition, Aragorn admits to Éowyn that he is 87 years old during the events of The Two Towers. Being a descendant of Númenor, he's in his prime. He goes on to live to 210.
  • Parental Marriage Veto: Emphasized a lot more in the films with Elrond's outright disapproval of Aragorn's and Arwen's relationship. In the book he is saddened, but gives the conditions not out of spite but to provide the best for his daughter.
  • Plot Parallel: Because the film shows Frodo and Sam's travels concurrently with Aragorn's, the scene where Frodo reminds Gollum of his original name is immediately followed by one where Aragorn reminds Gandalf of his.
  • Poor Communication Kills: Faramir is benevolent enough to offer Frodo the chance to talk Gollum out of the Forbidden Pool before Faramir's troops shoot Gollum for violating the law, but instead of carefully explaining to Gollum that there are soldiers waiting above and that Gollum can either risk capture or be killed on the spot, Frodo doesn't bother to explain the situation beyond "you must come with Master." When Gollum obeys and is captured by Faramir's men, Gollum confuses the "come with me" offer for a betrayal and shortly begins plotting his revenge.
  • Pragmatic Adaptation:
    • Peter Jackson himself invoked this in his explanation as to his complete rewrite of the meetings of Faramir and Frodo's group: in the books, he lets them go free after learning of their quest and agreeing with it; in the film, he keeps them captive in order to take The Ring. Jackson said specifically this was because after the first book, the Ring's power to corrupt became an Informed Ability until it surfaced again at the tail-end of Return; in order to remind the viewer that it was basically evil incarnate, and keep with the rules Tolkien himself set, he had to have Faramir be tempted by the Ring.
    • The Osgiliath detour even gets a subtle nod in Sam's speech:
      Sam: By rights we shouldn't even be here!
    • He wanted to move Shelob to the third movie because anything was going to pale next to Helm's Deep, and that left Frodo and Sam completely out of (action-y) danger for the entire movie. There had to be a threat, and poor Faramir got drafted.
    • When Tolkien commented on ideas for a film version by Forest J. Ackerman, he said they should probably skip the Hornburg entirely so that the Ents' attack on Isengard as well as the final battle would look that much more impressive. (We’re all glad the filmmakers didn’t take him up on that.)
    • In the books, there's a lot of random elves who show up, do one incredibly plot-crucial thing, and are never seen again. Most of their jobs went to Arwen, so she'd have something to do to make the audience actually give a damn about her. Elrond got the rest. And then later completely turned on its head when Arwen was to be added to the Battle of the Hornburg before Peter Jackson decided it would be too much, which led to another elf getting a one-off: Haldir. Unfortunately, he dies in the films, while in the books his fate is undetermined.
    • In the books, as Saruman's power wanes and Gandalf's grows, the white of Saruman's robes and hair fragments change so much that he becomes "Saruman of Many-Colours." The film-makers, realising how utterly ridiculous a rainbow-coloured wizard would look, represent this by having Saruman's robes get dirtier as he descends into evil.
  • Punctuated! For! Emphasis!: "LEAVE! NOW! AND NEVER... COME BACK!"
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     Q through Z 
  • Rain of Arrows: The defenders of Helm's Deep unleash a rain of arrows on the attacking Uruk-Hai, who have reserves. It sadly isn't enough to stop them, but it does mow down a lot of them.
  • Real Life Writes the Plot: Legolas's famous display of elf agility in mounting a horse was entirely improvised in post when Peter Jackson realized that, in throwing together the warg attack sequence, he had forgotten to shoot Orlando Bloom getting on a horse.
  • Red Sky, Take Warning: "The Red sun rises. Blood has been spilled this night!"
  • Refuge in Audacity: Seemingly Pippin's near-suicidal plan to go back to the Shire by going past Isengard.
  • Reports of My Death Were Greatly Exaggerated: Gandalf is Not Really Dead. Aragorn is Not Really Dead.
  • Right Under Their Noses: Pippin wants the Ents to drop him and Merry off right at Isengard: "The closer we are to danger, the further we are from harm. It's the last thing he'll expect!" Lampshaded when Merry looks at him like he's crazy and Treebeard says the plan makes no sense to him, but Pippin was bullshitting. He really wants the Ents to see the desolation so they'll get mad and go to war.
  • Rule of Symbolism: Christian symbolism is carried over from the books, although in a very discreet manner:
    • Perhaps the most obvious is Gandalf's arrival at Helm's Deep atop a white horse, in a scene straight out of Revelation.
  • Savage Wolves: The Wargs are as evil and vicious as the orcs who ride them.
  • Saved by the Platform Below:
    • Frodo starts climbing down a cliff face when the cry of a Nazgul causes him to freeze and fall. A fortunately-placed ledge catches him.
  • Scarily Competent Tracker: Aragorn actually listens to the rocks to track the Uruk-Hai. Specifically he was listening to the vibrations coming from several hundred Uruk-Hai in heavy armour running at full speed. Tolkien's avowed fondness for "Red Indians" is showing there.
  • Scenery Porn: Some shots just gush over the scenery, like the mountains in the opening.
  • The Siege: The battle of Helm's Deep.
  • Shield Surf: Legolas does this down some stone stairs during the battle for Helm's Deep, blazing a trail for shield surfers everywhere.
  • Shout-Out:
    • The long shot of Gandalf and the Balrog, still locked in combat, plummeting together down from the hole in the roof of an enormous underground cavern beneath Moria bears a strong resemblance to a shot in episode 24 of Neon Genesis Evangelion where Unit 01 and Unit 02, still locked in combat, plummet down through a hole in the roof into Terminal Dogma, an enormous underground cavern beneath NERV HQ.
    • And to The Wizard of Oz and the Winkie Guards when Frodo, Sam and Gollum get to the rocky cliff above the Black Gate and witness the Easterlings marching from stage left into the castle, unintelligible chant and all.
    • During the battle at Helm's Deep, the Uruk-hai placing a bomb in the drainage tunnel is one to the Sergei Eisenstein film Ivan the Terrible, where Ivan uses a similar device to blow up one of his enemies' walls. If you watch the film, the shot-angles are even similar.
    • When Grima ignorantly brings a flame near Saruman's gunpowder bomb only to have the latter firmly but carefully move it away from the fuse, it very closely mirrors a virtually identical scene in Army of Darkness between the Wise Man & Ash respectively.
  • Simple Score of Sadness: The solo hardanger fiddle version of the Rohan theme.
  • Solemn Ending Theme: "Gollum's Song".
  • Spared by the Adaptation: In the book, one of the Ents is set on fire during parley with Saruman and presumably dies. In the film, it is lucky enough to be ignited just before Isengard is flooded and douses its head in the rising waters.
  • Split Personality: Gollum and Sméagol.
  • Split-Personality Makeover: Most notably with their voices, but there are subtle visual differences as well. (Sméagol's pupils are far more dilated than Gollum's, for instance.) Metaphysical theses have been written on the "diagnosis" of DID for Gollum/Sméagol. Tolkien did not mean it this way. Several characters in the book, notably Sam, dialogue with themselves when they're trying to decide something. Jackson made it look more like what happens in Fight Club.
  • Stab the Sky: "For Gondor!."
  • Standard Female Grab Area: Aragorn does this to Éowyn, when she sees Gandalf working his magic on Théoden. She tries to fight him off until he tells her to wait.
  • Starring Special Effects: Gollum.
  • Storming the Castle: The Ents attack Isengard and absolutely obliterate the place.
  • Stupid Statement Dance Mix:
  • Taking You with Me: There are quite a few examples of this trope:
    • Saruman threatens to do this to Theoden while he is in possession of him, but thankfully, Gandalf overpowers his spell.
    • Then there is the Uruk-Hai suicide bomber that takes out the main wall of Helm's Deep and its Elven Archers.
  • Tattered Flag: The royal banners outside of Rohan's Golden Hall are so beat up, one of them gets torn off by the wind.
  • Tempting Fate:
    • "Is this it? Is this all you can conjure, Saruman?"
    • "No one's coming to save you!” *Orc promptly gets speared by Rohirrim*
  • This Is Unforgivable!: Clearly the tone in Treebeard's voice when he furiously exclaims "A wizard should know better!" - especially clear in the novels and other backstory as Saruman's (and Gandalf's) line of wizards are somewhat comparable to archangels sent to the world to watch over creation, and Saruman used to wander the forest on friendly terms with the Ents.
  • Throwing Your Shield Always Works:
    • Legolas does it at Helm's Deep; after sliding down the staircase, he picks up his shield and throws it at an orc, pinning him around the neck.
  • Title Drop:
    • "To stand against the might of Sauron and Saruman, and the union of the Two Towers."
    • The name of a chapter from The Lord of the Rings was brought up on occasion.
  • Trailers Always Spoil: Gandalf returns in the film, although anyone who read the book would spoil that, anyway.
  • Trail of Blood: Gimli tracks the hobbits in Fangorn by following the trail of blood left by the orc chasing them.
  • Translation Convention: The movies made a point of having characters speak in Tolkien's invented languages when appropriate, with English (Common) subtitles for the 99.9% of viewers who don't speak Elvish. However, when native speakers were talking among themselves, they reverted to Common (or Westron). Thus Galadriel speaks to Elrond in Common rather than Sindarin; the Witch-King addresses his orc minions in Common rather than Black Speech; et cetera.note 
  • Translation Train Wreck: There's a fantastic Chinese subtitle track out there, here's a page with some screens.
  • Troperiffic: Since it's based on the Trope Codifier for all of high fantasy.
  • Urban Warfare: The Battle of Osgiliath is a rare medieval fantasy example, with the orcs and Gondorian soldiers fighting each other in brutal close quarters combat amidst the ruins of the city while the Nazgul fly overhead on their fell beasts killing any human soldiers that dare expose themselves. This also happens in Minas Tirith after the orcs breach the main gate using Grond. In both cases the orcs are able to utterly overwhelm their opposition.
  • Voice of the Legion: When Gandalf first appears to the Three Hunters in Fangorn, Ian McKellen's voice is over/underlain by Christopher Lee's, which has a wonderful triple meaning: the blend concealed the newcomer's identity until the last moment so that those who hadn't read the books (or been spoiled by the trailers) would not know of Gandalf's resurrection; it played to Aragorn, Gimli, and Legolas's worries that Saruman was after them thanks to Éomer's warning and Saruman's pre-Face–Heel Turn habit of wandering the forest to talk to the Ents; and it suggested that after coming back as the White Wizard, Gandalf actually was Saruman—or as Gandalf said, "Saruman as he was meant to be." (Also, having become Saruman "the Many-Colored" it could be said he truly wasn't the White any more even aside from his fall to evil.)
  • What Beautiful Eyes!: Close ups of Galadriel's eyes (especially in the first film) reveal that they're incredibly beautiful with dozens of points of eye shine in comparison to the single points of everyone else. According to the Word of God this was done deliberately (using christmas lights rigged up in front of the camera) to help portray Galadriel's unique 'otherworldliness' in that she's the only Elf left in Middle-earth who has been to the Undying Lands (she was born there) and seen the light of the Two Trees.
  • We Have Reserves: Just like in the books, Isengard and Mordor use this as their primary MO when it comes to war, swarming over the forces of Men with sheer numbers, though they do occasionally bring in huge weapons of war in order to help their armies get past formidable defenses like the Deeping Wall at the notoriously defensible Helm's Deep (which was destroyed with gunpowder), and the massive, nigh-unbreachable gate of Minas Tirith (which was broken by the massive battering ram Grond).
  • What Happened to the Mouse?: Though it's somewhat justified by their presence not existing in the book, what happened to the elven army at Helm's Deep? Are they all victims of Death by Adaptation? The supplementary book The Lord of the Rings: Weapons and Warfare states that they died to the last man.
  • What Measure Is a Non-Cute?: Invoked: Wargs look nothing like wolves, because killing wolves is no longer the acceptable behavior it was when Tolkien wrote the books. They were later made more wolflike for the adaptation of The Hobbit, supposedly at Guillermo del Toro's behest while he was still slated to direct. Of course, they are still referred to as "Wolves of Isengard" at one point.
  • When Trees Attack: The massive numbers of ents (who basically look like giant tree people) marching on Isengard, who stomp and crush orcs with very little resistance despite Treebeard's prediction that the ent attack was likely to fail.
  • "World of Cardboard" Speech: Sam's monologue at the end.
    There's some good in this world, Mr. Frodo. And it's worth fighting for.
  • Younger Than They Look: Théoden while being possessed by Saruman looks to be a decrepit old man in his 80s or 90s. After Gandalf releases Théoden from the spell, Théoden quickly reverts back into his mid-50s look.
  • You Are Better Than You Think You Are: The "Samwise the Brave" scene includes Frodo reassuring Sam that he is an important part of the story.
    Sam: I wonder if anyone will ever say, "Let's hear about Frodo and the Ring!" "Yes, that's one of my favorite stories. Frodo was really courageous, wasn't he, Dad?" "Yes, m'boy, the most famousest of hobbits, and that's saying a lot."
    Frodo (laughs): Why, you've left out one of the chief character — Samwise the Brave. I want to hear more about Sam. Frodo wouldn't have gotten far without Sam.
    Sam: Now, Mr. Frodo. You shouldn't make fun. I was being serious.
    Frodo: So was I.
  • You Didn't Ask: When Frodo and Sam hook up with Gollum to guide them, Frodo asks Gollum to "take us to the Black Gate" of Mordor, which he does. They see how massive and impenetrable the entrance is, and when they are about to make a charge for it, anyway; Gollum pulls them back and tells them there is another way in. Sam asks why he didn't mention this before. Well... you didn't ask...
  • You Know What You Did: Many Tolkien fans have lamented Peter Jackson's decision to insert this, to drive a wedge between Frodo and Sam when the one absolute element in the books was their unswerving loyalty to each other. Then again, doing nothing but walk all over Mordor gets kinda boring after a while, and Jackson didn't have Tolkien's detailed descriptions of the journey to help him out.
  • You Shall Not Pass!: The Trope Namer, since Gandalf actually says "You cannot pass" in the book. He says both in the film, but the long, more meme-inducing one was "shall not."

Alternative Title(s): The Two Towers

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