"But Jackson was just following Tolkien's lead!" one might say. No. In fact, Tolkien wrote The Lord of the Rings as a six-part narrative, bound for convenience in three volumes, and it was partially Jackson & Company's efforts to force it into a three-part structure that gave the films some of their narrative problems. But this is surely not the time for that conversation.
-from this site's review of For a Few Dollars More

I guess it's the time for that conversation now.

J.R.R. Tolkien's The Lord of the Rings, if you haven't read it, is divided into six "books": Book I is the story of Frodo Baggins's journey into the greater world to destroy an evil ring, while Book II follows the fellowship that has gathered to protect him on the longest, though not most dangerous, leg of his quest. They are gathered into the volume The Fellowship of the Ring. Book III follows several members of the fellowship, west of the Great River, in two groups, and more or less describes the act of preparing for a great war. Book IV follows Frodo and his faithful friend and servant Sam Gamgee as they wander through a very small patch of very dangerous wilderness, aided and threatened in equal measure by the ring's former owner, a monstrous thing called Gollum. We needn't concern ourselves with Books V and VI right now, but they follow the same pattern: "everybody who isn't Frodo & Sam" followed by "just Frodo & Sam". Because Books III and IV are collected into volume two, The Two Towers, and it was this book that was nominally adapted into Peter Jackson's second part of his unbelievably ambitious and costly cinematic version of Tolkien's lengthy work, The Lord of the Rings: The Two Towers, from 2002. I say "nominally", because of all three films Jackson directed and co-wrote with Fran Walsh and Philippa Boyens, The Two Towers includes by far the most invention, particularly in the case of a major character who is virtually unrecognisable from the form he took in the novel, requiring a climax that doesn't resemble anything that the original author ever wrote in all his considerable body of work both published and unpublished.

And thus we come to that question of how one "ought" to adapt The Lord of the Rings: in six parts, or three? (Or two, one of which never gets produced?) The difficulty in filming The Two Towers as Tolkien wrote it is that Book III covers a significantly shorter period of time than Book IV, and while this communicated only through implication in the book itself, hidden away for the kind of obsessive reader who wants to take the time to work out something that ultimately pointless at the risk of turning the story into a math exercise (we call them "Tolkien's fanbase"), it ends up being really quite significant in the last book, The Return of the King, where the Frodo & Sam plot is wrapped up in hardly any time at all, because it was so much more advanced by the end of The Two Towers. Meaning that if you want to do what Jackson and company did, and cross-cut between Books III and IV, you're going to end up out of balance.

But the fun is just starting: unlike The Fellowship of the Ring, which ends with a momentous point of decision-making, and can function, relative well, as a single narrative arc - as demonstrated just the year prior in Jackson's adaptation, the only one of his trilogy that's genuinely effective as a movie, considered separately from the other two - The Two Towers doesn't really climax, but stop. So in order to leave audiences feeling like they just saw a movie, the writers pull back even farther, adapting only the first seven of Book III's eleven chapters (in fact, in both plotlines, they stop at nearly an identical point to Ralph Bakshi's 1978 animated The Lord of the Rings, a dreadful film that influenced Jackson's first two movies more than I think he's ever willingly admitted). And thus Book IV would have to be cut back even more, or they could just throw out a huge portion of that segment, and make shit up. Which they did. Making things even worse, The Two Towers is the shortest of the three parts of The Lord of the Rings, and proportionately the least dense with plot points, making this the most stretched-out of the movies, or if you prefer (as I do), the least-rushed.

The worst of all this monkeying around wouldn't be felt until the following year's The Lord of the Rings: The Return of the King, and we'll discuss it when we turn to that movie, but in the meanwhile, I think there's enough to go on: turning six overlapping books into three movies turned into a logistical nightmare for Jackson and company, which could only be resolved in the case of The Two Towers by using Tolkien's book as a guide, but hardly the specific blueprint that it was in the case of The Fellowship of the Ring (the most faithful of the three movies, by far). As a direct result, The Two Towers has received by far the most criticism from the Tolkien faithful for whom "this is a good movie" and "this is a slavishly accurate recreation of the book on celluloid" are identical propositions; and by virtue of containing neither a beginning nor an ending - true of the book as well, but exacerbated by the specific place where the film ends (the book's last sentence is more of a cut to black, like the series finale of The Sopranos), it has generally received the most dubious response from normal people audiences, though "criticism" and "dubious" must be understood to be very relative terms. It was still one of the highest-grossing movies of 2002, and continues to enjoy an altogether rosy reputation.

Anyway, though I consider myself a Tolkien fan, I am also not a fanatic, and the very same freewheeling liberties it takes with the book is partially why The Two Towers is and has always been my favorite movie in the trilogy: I find that the scale of its departure from the source material had a liberating effect on my as a moviegoer, and where even now a little piece me (it was a much, much bigger piece in 2001) still mentally checks The Fellowship of the Ring constantly against the book, I don't have that problem with its sequel. And I don't think that my particular relationship to the material is really at issue, either: the changes made to the source material open up the plot a great deal, letting the movie work as a movie and less of a museum piece - that is to say, the endless walking around fighting things that sometimes bogs down the first movie simply isn't an issue here, as fewer events are given a bit more space and the whole thing conforms more to movie rules: unlike the other two movies in the trilogy, The Two Towers has motifs and themes that are woven throughout, not the message of The Lord of the Rings as a whole, but ideas that are teased out and echoed in different places.

The flipside is that, by insistently - and rightfully - refusing to incorporate a recap (the film opens with a revised version of one of the most important scenes from Fellowship, in which we see a great deal of what went on afterward, for more depth and foreshadowing), The Two Towers doesn't have an opening, but just plunges us right into the action, and since everything about the ending is designed to lead into The Return of the King, it doesn't have a conclusion, either. So even though the film is given more of a chance to tell its own story in a more cinematic idiom than Fellowship, its own story doesn't, in point of fact, exist. We are given instead just a dramatic fragment, and given what the whole Lord of the Rings movie project was, that's not inherently an evil thing, though it makes it a bit hard to take it seriously. But the odds of someone only seeing just this one movie out of the three strikes me as being extremely small.

Far worse for the film's narrative structure is that there are three entirely distinct plots happening. Two of them are both from Book III: human Aragorn (Viggo Mortensen), elf Legolas (Orlando Bloom), and dwarf Gimli (John Rhys-Davies) are hunting orcs that have stolen their friends, but are re-directed to the primitive kingdom of Rohan to help its king, Theoden (Bernard Hill) prepare for war against the traitorous wizard Saruman (Christopher Lee); while hobbits Merry (Dominic Monaghan) and Pippin (Billy Boyd), the orcs' captives, are able to escape and encounter the massive tree-like ents, chief among them Treebeard (voiced by Rhys-Davies), spending virtually their whole sequence of the movie attempting to convince the ents to move against Saruman. And these at least take place in reference to one another, concerning, broadly, the same immediate conflict. But the Book IV material, in which Frodo (Elijah Wood) and Sam (Sean Astin) trap the corrupted Gollum (Andy Serkis, in the performance that made motion capture a thing), who was a hobbit-like person before his five-hundred year ownership of the ring turned him into, basically, a monster, and force him to take them to the closed-off land of Mordor, doesn't really intersect with the Book III material whatsoever, and the game attempts by the four screenwriters (Jackson, Walsh, and Boyens joined for just this one film by Stephen Sinclair) to find places to cut in between the various subplots doesn't do very much to convince us that there is any such intersection.

Still, all of the stories, connected or not, march along with considerably more assurance and smoothness than the desperately crammed Fellowship of the Ring: my single greatest structural complaint about that film, that it's impossible to tell how long events are meant to take, does not apply to its sequel.

It's not the only way in which the second movie is, for my tastes, a marked improvement: the acting is very nearly across-the-board better, though Elijah Wood, who made for an awfully good callow young hero in the first movie, flails about pointlessly for most of the film, being thoroughly out-acted by Astin, Serkis's CGI alter-ego, and some of the more well-positioned trees and rocks, until he gets something more active and dramatic to play near the end; and Ian McKellen's Gandalf, returned all Christ-figure-like, lacks the twinkle and old man charm that he had in such quantities in the last film. Where the cast really thrives is in the new characters: Hill's Theoden is a terrific depiction of royalty in self-doubt, and his interactions with Mortensen's king-in-waiting are some of the best-acted scenes in the whole trilogy; Theoden's niece, Eowyn, played by Miranda Otto, is pretty much the only interesting female character in the franchise (and even then, the filmmakers play up the "lovelorn" angle, relative to the books), and Otto does much better than the blank Liv Tyler or the stilted Cate Blanchett in the last movie; David Wenham's Faramir, the human warrior who captures Frodo and Sam at the midpoint and proceeds to send the film spinning into brand new plotlines that Tolkien never imagined, is a wonderful depiction of the military man as wounded soul, though most of his best stuff is left to the extended cut, as we'll discuss presently.

The best, of course, is Serkis's Gollum/Sméagol, and in fact his work in this film competes only with McKellen's in Fellowship as the absolute finest acting in the trilogy; his showpiece scene, in which the murderous, thieving "Gollum" half of his broken psychology quarrels with the guilt-ridden, pathetic "Sméagol" half is my favorite moment in all the many hours of The Lord of the Rings; and as Jackson has recently admitted, the scene was directed by Fran Walsh. Take that as you will. The point, though is Gollum as a performance and a character: not subtle but damnably effective. And not only is Serkis's work surprisingly sensitive and nuanced given the technological wall between him and the rest of the movie, the effects work itself is deservedly legendary: Gollum was easily the best visual effects work in CGI history at his '02 debut, and while he's been surpassed a few times since then (Avatar, the recent Life of Pi, the Jackson/Serkis collaboration King Kong), it's shocking how much better Gollum has aged than pretty much any other 10-year-old CGI you could think of - compare, for example, Spider-Man from the same year, which looks absolutely rinky-dink now - not just because his realism remains largely intact, but because of the care and detail put into his visual personality by a very talented roster of effects artists, visual effects made with love that will, for that reason, still look good fifty years on, just like Ray Harryhausen's skeleton warriors in Jason and the Argonauts do today, or going even further back, the parade of wonders in Alexander Korda's production of The Thief of Bagdad. In fact, the visual effects throughout hold up extremely well, what doesn't look great by the standards of 2012 already didn't look great by the standards of 2002. And this is true of the whole trilogy, though The Two Towers has my favorite effects overall simply because there was too much obvious CGI in The Return of the King, while The Fellowship of the Ring overplayed its hand in the Moria sequence - I simply don't like the design of the place, and the demonic Balrog, regardless of their technical quality.

Other points of improvement: the overbearing score in the first movie gives way to something far more elegiac and thoughtful - there is, in particular, a theme associated with Rohan that I think is, undoubtedly, the best piece of music in the trilogy and maybe even Howard Shore's entire career; and Andrew Lesnie's cinematography, with fewer points at which the technically impressive and even more technically daunting forced perspective used to make normal-sized actors look like they're under four feet, has more of a chance to breathe, and not default so often to easy "look at how painterly my vistas are!" grandeur, though there is still a great deal of that. Certainly the editing is massively improved, if only because it is more coherent (the editors were the only crew heads swapped out between projects, so that all three movies could be in post simultaneously: Michael Horton steps in here, replacing John Gilbert), and as a direct result, the action is better: the massive film-ending battle at Helm's Deep might very well be the best battle scene in American cinema of the '00s, a tremendous improvement from the busy, choppy fight scenes in Fellowship.

And then there are the points where The Two Towers doesn't quite measure up: as a work of design, it's not remotely as interesting, in large part because there are fewer locations; but the locations we see also aren't as impressive. The Rohan court at Edoras, and the fortress of Helm's Deep, are both lavish and costly, but they look an awful lot like a lot of movies set in England and Scandinavia around the 8th Century or so. And the ruined city of Osgiliath, for the first time in the series, looks like a set: towers and walls where they need to be for striking visuals and blocking, not because they feel right (I guess Moria felt like a set, but it was more fantastic; Osgiliath is comparatively prosaic and thus its inauthenticity is heightened). The only point where the second film comes even close to matching the first is its impossible depiction of the Mordor gate, a titanic slab of shiny black that has all the atmosphere and detail of the best fantasy.

There's also Jackson's directing; he's switched out one problem for another, and while his inability to switch tones has been obviated, if not replaced (The Two Towers has a script that requires less tonal flexibility than The Fellowship of the Ring), he introduces a much nastier trick this time around, a crippling affection for using helicopter shots everywhere, including, in one gruesome moment, a helicopter shot right onto the battlements of Helm's Deep, where Theoden and Aragorn discuss strategy: if there's one thing a helicopter shot should never be used for, it's a dialogue scene.

It all comes down to the same problem as before: Jackson is too overawed at his own movie, and can't stop showing it off to look as big and epic as possible. There's less domesticity inherent in the material this time around, but it's still the case that Jackson's sprawl is always at the expense of the humanity of the story, and only the extra strength of the human element this time around, coming mostly in the form of Aragorn and Gollum/Frodo/Sam - the former given an increasingly deep and conflicted arc, the latter featuring in several three-way conflicts that were already the most piercing character scenes in Tolkien's novel, and thus inherently primed to be the best in the movies - keeps The Two Towers from descending fully into spectacle at the expense of feeling; certainly the director does not fight that impulse.

And now a word on the extended cut: it is not nearly as all-round wonderful as in Fellowship. For one thing, it ends up producing a 223-minute long film and at some point in there, one needs to seriously start to consider where the padding can be snipped out. But unlike the previous film, where every single addition deepened the characters, the world, or both (the only exception: the cameo from the stone trolls of The Hobbit, blatant fan service), very few of the additions here are actually vital: in fact, only the expanded scenes with Faramir, who we now discover has a severe case of daddy issues that explain and even justify his harsh treatment of Frodo, actively improve the movie. Some of the additions are, admittedly, more welcome than not: several short scenes near the end give the film a bit more of a wind-down than the "okay we're done, see you next year" feel of the theatrical cut, and I am generally fond of the light humor given to Gimli in several expanded moments (though this would pay off terribly in the last movie). But far too much of the added material is strictly to depict more of the book just for the sake of it: a wandering dialogue scene that exists largely to establish that Aragorn is 87-years-old, because that's germane; or a scene about elven rope that was charming in the book, but here means only that the movie gets saddled with two different scenes which both function, in the blocking and the dialogue, like the opening scene of the movie, which thus feels redundant and draggy from the word go. None of it actively hurts the movie, but it does slow it down, and the one thing you don't want from a nearly four-hour commitment is undue slowness.

Reviews in this series
The Lord of the Rings: The Fellowship of the Ring (Jackson, 2001)
The Lord of the Rings: The Two Towers (Jackson, 2002)
The Lord of the Rings: The Return of the King (Jackson, 2003)
The Hobbit: An Unexpected Journey (Jackson, 2012)
The Hobbit: The Desolation of Smaug (Jackson, 2013)
The Hobbit: The Battle of the Five Armies (Jackson, 2014)