"The Lord of the Rings: The Two Towers" Movie Transcript

Transcribed from "The Lord of the Rings: The Two Towers".
Screenplay by Peter Jackson, Fran Walsh and Philippa Boyens.
Based on "The Lord of The Rings" trilogy by J.R.R Tolkien.

Transcript Credits:
Accela, Aina, Bad burn, Bridget Chubb, Brionn Equus (Lochrann), Drusilia, Elf Lady, Éowyn Unquendor, Feanari, Finafyr, Flourish, Galadriel, Heri, Julamb, JustinsIce(Mdjasrie), Kazren, Krystal, LadyÉowynKenobi, Lady Evenstar, Legolas’Bow, Lithorose, Melody, Mormegil, Nilmandra, Padfoot, Penwiper, Pilgrim Grey, Primula Baggins, Randy Savage, Samwise the Brave, Sirius Black, Tethra, The Lidless Eye, Turnar, Xyla, Yaksha

Elvish dialogue from The Elvish Linguistic Fellowship.

New Line Cinema Presents...

A Wingnut Films Production

<<TITLE: THE LORD OF THE RINGS>>

<Camera pans over the Misty Mountains as voices drift in from the background.>

Gandalf: You cannot pass!

Frodo: Gandalf!

Gandalf: I am a servant of the Secret Fire, wielder of the Flame of Anor!

<Camera pans closer to the mountain side.>

Gandalf: Argh! Go back to the shadow. The Dark Fire will not avail you, Flame of Udûn! <Camera zooms in through the mountain and focuses on Gandalf and the Balrog on the bridge of Khazad-dûm. The Balrog strikes down on Gandalf with its flaming sword. Gandalf parries the blow with Glamdring, shattering the Balrog’s sword.> YOU… SHALL NOT... PASS!!!

<Gandalf strikes his staff onto the bridge. As the Balrog steps forward, the bridge collapses from under it and the demon plunges backward into the chasm. Gandalf, exhausted, leans on his staff and watches the Balrog fall then turns to follow the others. At the last minute, the flaming whip lashes up from the depths of the abyss and winds around Gandalf’s ankle, dragging him over the edge. He clings onto the bridge but is straining to keep his grip.>

Gandalf: Argh!

<Frodo rushes forward but Boromir restrains him.>

Boromir: No! No!

Frodo: Gandalf!

Gandalf: Fly, you fools!

<Gandalf loses his grip and falls into the chasm>

Frodo: Noooooooooooooooo!!!!

<<Gandalf loses his grip and falls into the chasm>

Frodo: <Calls after Gandalf as he falls into the abyss> Gaaandaaaaalf!!

<Gandalf falls after the Balrog and grabs hold of his sword Glamdring on his way down. As they continue to plunge into the depths, Gandalf hacks away at the Balrog even as it thrashes and bounces off the walls. They continue to plunge at great speed, sometimes with Gandalf clinging to the horn of the demon. The battling pair then falls into an enormous cavern and plunges into the water. Just then Frodo awakens as if from a nightmare.>

Frodo: Gandalf!

Sam: What is it, Mr. Frodo?

Frodo: Nothing. Just a dream. <Lies back down.>

<<TITLE: THE TWO TOWERS>>


<Frodo and Sam climbs over the rocky terrain Emyn Muil. They look into the distance at the Mountain of Fire.>

Sam: Mordor. The one place in Middle-earth we don’t want to see any closer, and the one place we’re trying to get to. It’s just where we can’t get. Let’s face it, Mr. Frodo, we’re lost. I don’t think Gandalf meant for us to come this way.

Frodo: He didn’t mean for a lot of things to happen, Sam... but they did.

<Suddenly Frodo feels and sees the Eye zooming in on him. He gasps and pants as he backs away.>

Sam: Mr. Frodo? It’s the Ring, isn’t it?

Frodo: It’s getting heavier. <Clutches the Ring by his chest and sits down, still panting. He then fumbles for his water bottle and takes a sip.>

Frodo: What food have we got left?

Sam: Well, let me see. <He takes out a package of lembas bread from his pack> Oh yes, lovely – Lembas bread. And look! <He digs deeper into his pack> More lembas bread.

<Sam shows another package. He then breaks off a piece and tosses it to Frodo, and munches on a piece himself.>

Sam: I don't usually hold with foreign food, but this Elvish stuff, it’s not bad.

Frodo: <smiles> Nothing ever dampens your spirits, does it Sam?

<Sam smiles back, and then looks ominously towards Mordor.>

Sam: Those rain clouds might.

<They continue trekking through difficult terrain, often huddling underneath their cloaks.>

Sam: <Looks around> This looks strangely familiar.

Frodo: <Exasperated> It’s because we’ve been here before! We’re going in circles.

Sam: Ah! What's that 'orrid stink? I'll warrant there's a nasty bog nearby. Can you smell it?

Frodo: Yes. I can smell it. <Drops to a whisper> We’re not alone.

<Nighttime: Frodo and Sam are sleeping. A dark shape appears on top of the cliff. The creature Gollum has appeared and is making his way down to the hobbits.>

Gollum: The thieves! The thieves! The filthy little thieves! Where is it? Where isss it? They stole it from us. My preciousss. <Gollum creeps closer and closer.> Curse them! We hates them! It’s ours, it is... and we wantssss it!

<Gollum reaches out his hand towards the hobbits. Suddenly the hobbits spring up, grab hold of Gollum’s arms and pull him down. Amidst the struggle, Gollum wriggles loose and leaps onto Frodo. As Frodo falls back, the chain and Ring around his neck is revealed and Gollum jumps straight for the Ring. Sam tries to grab at him but is knocked away. Gollum now jumps on top of Frodo and tries to reach for the Ring even as Frodo grabs his hands and tries to push him away. Gollum’s cheeks puff with exertion as he struggles with Frodo, his enormous eyes fixed on the Ring. Sam grabs hold of Gollum again and tears him away from Frodo. Gollum then turns around and bites Sam on the shoulder, wriggles around and clasps his arms around Sam’s neck and legs around his waist in a death grip. Frodo unsheathes Sting and holds it to Gollum's throat.>

Frodo: <menacingly> This is Sting. You’ve seen it before, haven’t you... Gollum! Release him or I’ll cut your throat!

<Slowly, Gollum loosens his grip on Sam and as the latter disentangles himself, Gollum wails. In the next scene, Gollum is being dragged with Sam's Elvish rope around his neck, wailing and writhing in pain.>

Gollum: It burns! It burns us! It freezes! Nasty Elves twisted it. Take it off us!

Sam: Quiet you!

<Sam tugs fiercely at the rope. Gollum cries some more and collapses onto his back. Sam turns to Frodo in dismay.>

Sam: It’s hopeless! Every Orc in Mordor’s going to hear this racket! Let’s just tie him up and leave him.

Gollum: No! That would kill us! Kill us!

Sam: It’s no more than you deserve!

Frodo: Maybe he does deserve to die, but now that I see him, I do pity him.

Gollum: <Begging> We be nice to them if they be nice to us. Take it off us. We swears to do what you wants. We swears.

Frodo: There’s no promise you can make that I can trust.

Gollum: We swears to serve the master of the preciousss. We swears on... on the precious. *Gollum. Gollum.*

Frodo: The Ring is treacherous. It will hold you to your word.

Gollum: Yes... on the preciousss. On the preciousss.

Sam: I don’t believe you! <Gollum backs away, frightened, and climbs onto a boulder> Get down! I said, down!

<Sam jerks strongly at the rope as Gollum tries to get away from him. He crashes onto the ground, choking.>

Frodo: Sam!

Sam: He’s trying to trick us! We let him go he’ll throttle us in our sleep!

<Gollum lies panting and holding his throat. He backs away, frightened, as Frodo approaches him.>

Frodo: You know the way to Mordor?

Gollum: <nods warily> Yes...

Frodo: You’ve been there before?

Gollum: <nods again> Yes...

<Frodo reaches out and takes the rope noose off Gollum’s neck. Gollum seems surprised and relieved.>

Frodo: You will lead us to the Black Gate.

<Gollum scrambles off in the direction of Morannon and the hobbits follow in his wake.>

<A band of Uruk-hai marches across the plain, with two hobbits bound to the backs of two Uruk-hai. Pippin tries to call to Merry, who is unconscious with a gash on his right brow.>

Pippin: Merry. Merry! <He receives no response.>

<Suddenly, an Uruk-hai puts up his hand and signals a stop.>

Uglúk: What is it? What do you smell?

Man-flesh Uruk: <sniffs the air> Man-flesh.

Pippin: <quietly to himself> Aragorn!

Uglúk: They've picked up our trail! Let's move!

<The Uruk-hai quicken their pace. Pippin struggles to reach his Elven brooch with his teeth. He then tears it off his cloak and drops it onto the ground. A foot stomps onto the brooch but it remains unbroken and visible on the grass.>

<Aragorn is lying with his eyes closed and ear pressed to the ground, listening for the sound of footsteps.>

Aragorn: Their pace has quickened. <He looks up.> They must have caught our scent. Hurry! <He runs off.>

Legolas: Come on, Gimli! <Looks back at Gimli and then runs after Aragorn>

Gimli: <pauses in his steps and huffs> Three days’ and nights’ pursuit. No food. No rest. And no sign of our quarry but what bare rock can tell. <Runs after his companions.>

<The Three Hunters run across rocks and plains, with Aragorn in the lead, followed by Legolas and Gimli. From time to time, Legolas looks back to make sure that Gimli is keeping up. Aragorn suddenly bends down to pick up an Elven brooch from the ground.>

Aragorn: Not idly do the leaves of Lórien fall.

Legolas: <stops and turns to Aragorn.> They may yet be alive.

Aragorn: Less than a day ahead of us. Come! <Runs off again>

<Gimli stumbles from behind some rocks and rolls to the ground>

Legolas: Come, Gimli! We are gaining on them!

Gimli: <Panting> I am wasted on cross-country! We dwarves are natural sprinters! Very dangerous over short distances!

<The trackers come over a hill and pause as they gaze across the plains below.>


Aragorn: Rohan. Home of the horse-lords. There is something strange at work here. Some evil gives speed to these creatures, sets its will against us.

<Legolas runs ahead and looks out to the horizon.>

Aragorn: Legolas, what do your Elf eyes see?

Legolas: The Uruks turn northeast. They’re taking the hobbits to Isengard!

Aragorn: Saruman.

<The tower of Orthanc stands amidst the smoking caverns of Isengard. Saruman stands in his chamber, communicating with the Dark Lord through the Palantír.>

Saruman (V.O.): The world is changing. <View changes to the tower of Barad-dûr, with its huge Orc armies on a bridge.> 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?

<Camera pans upwards along the height of the tower of Barad-dûr until the flaming Eye is in view.>

Saruman (V.O.): Together, my lord Sauron, we shall rule this Middle-earth.

<The trees around Isengard are being ripped down, chopped up and used to feed huge furnaces. The caverns of Isengard glow with the fires of industry, sounds of hammering fill the air and molten iron is poured into casts to forge weapons.>

Saruman (V.O.): The old world will burn in the fires of industry. The forests will fall. A new order will rise. We will drive the machine of war with the sword and the spear and the iron fists of the Orc. We have only to remove those who oppose us.

<Saruman stands in the midst of a gathering of Dunlanders.>

Saruman: The horsemen took your land. They drove your people into the hills to scratch a living off rocks.

Dunland Man: Murderers!

Saruman: Take back the lands they stole from you! Burn every village!

Crowd: <Roars with approval> Argh!!

<They stomp off to destroy the villages of Rohan as Saruman stands coldly still among the stampede. A Rohan village is in pandemonium as people try to escape the on-coming pillage.>

Saruman (V.O.): It will begin in Rohan. Too long have these peasants stood against you. But no more.

<A woman with her hand on a horse calls out to her children.>

Morwen: Éothain! Éothain! You take your sister. You’ll go faster with just two.

Freda: <As Morwen puts her onto the horse in front of her brother> Papa says Éothain must not ride Garulf, he is too big for him!

Morwen: Listen to me. You must ride to Edoras and raise the alarm. Do you understand me?

Éothain: Yes, Ma!

Freda: <starts to cry> I don’t wanna leave! I don't wanna go, Mama!

Morwen: Freda, I will find you there.

<A woman screams>

Morwen: Quickly!

<The children ride off.>

Morwen: <Looks after them> Go child!

<Dunlanders and Uruk-hai enter the village, burning everything in sights as the Rohirrim scream and run in all directions. Éothain and Freda weep as they look back from a distance.>

Saruman (V.O.): Rohan, my lord, is ready to fall.

<A group of horsemen ride to Edoras. Éomer is in the lead, carrying a gravely wounded Théodred.>

<Éowyn runs hastily up the stairs to the Golden Hall and enters a bedchamber. She runs to the bed.>

Éowyn: Théodred!

<Théodred seems to hear her call but is unable to respond. He has a bloody gash on the side of his head. Éomer nods to Éowyn in the direction of Théodred’s torso. Éowyn draws back the covers and upon seeing Théodred’s fatal wound, her lips tighten and eyes close. She looks up to catch Éomer’s eye.>

<Éomer and Éowyn are speaking to Théoden-king who sits motionless on his throne, wizened, and aged beyond his years.>

Éowyn: Your son is badly wounded, my lord.

Éomer: He was ambushed by Orcs. If we don’t defend our country, Saruman will take it by force.

Gríma: That is a lie! <Appears from the shadows.> Saruman the White has ever been our friend and ally.

Théoden: <mumbles feebly> Gríma… Gríma… <Gríma leans down close to the King.>My son...? Gríma...?

Éomer: Orcs are roaming freely across our lands. Unchecked. Unchallenged. Killing at will. Orcs bearing the white hand of Saruman. <He drops a helmet onto the ground, which topples over to reveal the white hand of Saruman.>

Gríma: Why do you lay these troubles on an already troubled mind. Can you not see? Your uncle is wearied by your malcontent, your war-mongering.

Éomer: War-mongering?

<Éomer grabs Gríma and pins him against a pillar.>

Éomer: How long is it since Saruman bought you? What was the promised price, Gríma? When all the men are dead you will take your share of the treasure?

<Gríma’s eyes flicks to right, watching Éowyn as she walks by. Éowyn stops to stare back for a moment before departing form the hall. Éomer jerks Gríma again and clutches his hand around Gríma’s jaw.>

Éomer: Too long have you watched my sister, too long have you haunted her steps.

<Gríma's eyes look to the left and relax as Éomer is suddenly pulled off Gríma by his thugs.>

Gríma: You see much Éomer, Son of Éomund. Too much. <The thugs punch Éomer n the stomach> You are banished forthwith from the kingdom of Rohan. Under pain of death!

Éomer: <Being dragged away> Argh!!

<Uruk-hai and Orcs continue to march across the plains with their hobbit captives, with Aragorn, Legolas, and Gimli hot on their pursuits.>

Gimli: Keep breathing! That’s the key! Breathe! Ho!

Legolas: They’ve run as if the very whips of their masters were behind them.

<They continue running over vast distances. The Uruk-hai and Orcs halt at nightfall, many panting with exertion.>

Mordor Orc: We’re not going no further till we’ve had a breather!

Uglúk: Get a fire going!

<As the Orcs and Uruk-hai take their rest, Pippin crawls over towards Merry.>

Pippin: Merry! Merry!

Merry: <opens his eyes> I think... we might have made a mistake leaving the Shire, Pippin.

<A group of Orcs chops down the trees nearby for firewood. Low groans and rumbles start to emerge from the forest.>

Pippin: What’s making that noise?

Merry: <looks towards the forest> It’s the trees.

Pippin: What?

Merry: Do you remember the Old Forest? On the borders of Buckland? Folk used to say that there was something in the water that made the trees grow tall... and come alive.

Pippin: Alive?

Merry: Trees that could whisper. Talk to each other. Even move.

Maúhur: I'm starving. We ain't 'ad nothin' but maggoty bread for three stinkin' days!

Snaga: Yeah. Why can’t we have some meat? <His eyes rest on the hobbits.> What about them? They’re fresh.

Uglúk: They are not for eating!

Grishnákh: What about their legs? They don't need those. Ooh… They look tasty!

Uglúk: <Shoves at the Orcs> Get back, scum!

<The other Orcs are getting restless.>

Mordor Orc: Carve them up!

Snaga: <Moves towards the hobbits with his blade drawn> Just a mouth full.

Uglúk: No!

<Pippin and Merry recoil in fright. Uglúk jumps on the Orc and cuts off his head, which bounces off the hobbit's shoulders.>

Uglúk: Looks like meat’s back on the menu, boys!!

<The Uruk-hai and Orcs cheer and started tearing into the fresh meat, intestines flying, taking their eyes off the hobbits for a while.>

Merry: Pippin, let’s go.

<Their hands still bound, the hobbits try to crawl away. Suddenly a foot comes down on Merry and Pippin is turned onto his back.>

Grishnákh: <Brandishing a blade in front of Pippin’s face> Go on, call for help. Squeal! No one’s gonna save you now!

<Suddenly, a spear pierces the Orc's back. Mayhem ensues as Riders of Rohan burst out from their hiding places and ambush the Orcs.>

Merry: Pippin! <Gestures for them to make their escape.>

<The hobbits try to escape from the pandemonium to the forest, dodging bodies and stomping feet. Suddenly Pippin turns onto his face and looks up to a pair of thrashing hooves bearing down on him.>

Pippin: ARGH!!!

<The Three Hunters are still chasing after the Uruk-hai. It is dawn.>

Legolas: <Pauses and looks up> A red sun rises. Blood has been spilled this night.

<Camera pans over the rock and plains, alternating between the band of Uruk-hai and the Three Hunters giving chase. The trackers hear the sound of horses. Aragorn and company hide behind some boulders. A large group of horse-men appears, galloping quickly with their banners flying. Aragorn comes out of hiding as they pass, followed by Legolas and Gimli.>

Aragorn: Riders of Rohan, what news from the Mark?

<At a signal from Éomer at the lead, the riders make a quick turn and head towards them, surrounding them in ever-tightening circles. As they stop, they point their long spears menacingly at them.>

Éomer: What business does an Elf, a man and a Dwarf have in the Riddermark? Speak quickly!

Gimli: Give me your name, Horsemaster, and I shall give you mine.

<Éomer hands his staff to another rider, and gets off his horse. Aragorn puts a hand on Gimli’s shoulder.>

Éomer: I would cut off your head, Dwarf, if it stood but a little higher from the ground.

<Legolas, in a lightning fast move, points an arrow at Éomer.>

Legolas: You would die before your stroke fell!

<The riders all point their spears closer at the travellers. After a tense moment, Aragorn pushes down Legolas’ arm.>

Aragorn: I am Aragorn, son of Arathorn. This is Gimli, son of Glóin and Legolas of the Woodland realm. We are friends of Rohan and of Théoden, your king.

Éomer: Théoden no longer recognizes friend from foe. <Takes off helmet> Not even his own kin.

<The spears are withdrawn.>

Éomer: Saruman has poisoned the mind of the king and claimed lordship over these lands. My company are those loyal to Rohan. And for that, we are banished. The White Wizard is cunning. He walks here and there, they say, as an old man, hooded and cloaked. And everywhere his spies slip past our nets.

Aragorn: We are not spies. We track a party of Uruk-hai westward across the plain. They’ve taken two of our friends captive.

Éomer: The Uruks are destroyed. We slaughtered them during the night.

Gimli: But there were two hobbits. Did you see two hobbits with them?

Aragorn: They would be small – only children to your eyes.

Éomer: We left none alive. We piled the carcasses and burned them. <Points to a smoking pile in the distance.>

Gimli: Dead?

Éomer: <nods> I am sorry.

<Legolas puts a hand on Gimli’s shoulder in grief. Éomer turns and whistles.>

Éomer: Hasufel! Arod! <Two horses move up.> May these horses bear you to better fortune than their former masters. Farewell.

<Éomer puts on his helmet and gets back on his horse>

Éomer: Look for your friends. But do not trust to hope, it has forsaken these lands. <To the riders> We ride north!

<Aragorn, Legolas and Gimli look on as the Riders go off. They then ride towards the burning carcasses. Gimli starts to shift through the smoldering pile, and pulls out a charred belt and dagger sheath.>

Gimli: It’s one of their wee belts.

Legolas: <with his head bowed and eyes closed> Hiro îth… ab 'wanath... (May they find peace in death)

Aragorn: <Kicks a helmet and yells> AAARRGGHH!!! <He falls to his knees.>

Gimli: We failed them.

<Aragorn looks to the side as some tracks catch his attention.>

Aragorn: A hobbit lay here, and the other. <Flashback: Pippin yells as he looks up at a pair of thrashing hooves bearing down on him. He rolls over, avoiding the hooves.> They crawled.

<Aragorn starts to follow the tracks, with Legolas and Gimli behind him. Flashback: Merry and Pippin crawl frantically away from the battle.>

Aragorn: Their hands were bound. <Flashback: Merry rubs his bonds furiously against the sharp edge of a weapon.> Their bonds were cut. <Aragorn holds up a broken length of thick rope.>

Aragorn: They ran over here. They were followed.

<Flashback: Their hands freed, the hobbits run away from the battle scene, dodging under a horse and trying to stay out of harms way. As they flee, Grishnákh grabs Pippin by his belt and clings on.>

Merry: The belt!

<Pippin undoes his belt and Grishnákh is left holding it.>

Merry: Run!

Aragorn: The tracks lead away from the battle... <They break into a run and then stop> into Fangorn Forest.

<The Three looks up into a dense and dark forest>

Gimli: Fangorn. What madness drove them in there?

<Scene moves from the trackers into the nighttime chase of Merry and Pippin. The hobbits run into the Fangorn, seeking to lose the pursuing Orc. They collapse onto the ground, out of breath.>

Pippin: Did we lose him? <Looks around> I think we lost him.

<Suddenly, Grishnákh appears from behind the trees, brandishing a blade.>

Grishnákh: I’m gonna rip out your filthy little innards! Come here!

<Merry and Pippin run and hide behind a tree.>

Merry: Trees! Climb a tree!

<Pippin and Merry quickly scramble up a tree each.>

Merry: <Looks around and then sighs in relief.> He's gone.

<Suddenly, Merry is pulled by his legs and falls to the ground. Grishnákh leans over him with his menacing blade. Merry tries to kick him off but to no avail.>

Pippin: Merry!

<Pippin looks down in horror but as he turns his head, he spots a pair of gleaming yellow eyes blinking in the tree he’s clinging to. The tree starts to move and groan.>

Treebeard: Hooooo...

Pippin: Argh!!

<Pippin loses his grip in fright and grabs at the air futilely as he falls. The tree catches him before he hits the ground.>

Grishnákh: Let’s put a maggot-hole in your belly. <Suddenly he senses something behind him and as he looks up, the tree stomps and squashes him onto the forest floor.>

Pippin: Run, Merry!

<Merry tries to run away but is scooped by the tree.>

Treebeard: <Looks at the creatures in his hands> Little Orcs! Burárum...

Pippin: It’s talking, Merry. The tree is talking!

Treebeard: Tree?! I am no tree. I am an Ent. <Stomps slowly through the forest.>

Merry: A treeherder! A shepherd of the forest.

Pippin: Don’t talk to it, Merry. Don’t encourage it.

Treebeard: Treebeard, some call me.

Pippin: And whose side are you on?

Treebeard: Side? I am on nobody’s side because nobody’s on my side, little Orc. Nobody cares for the woods anymore.

Merry: We’re not Orcs. We’re Hobbits!

Treebeard: Hobbits? Never heard of a hobbit before. Sounds like Orc mischief to me! <Tightens his hold on the hobbits and squeezes them. Merry and Pippin whimpers in pain> They come with fire, they come with axes. Gnawing, biting, breaking, hacking, burning! Destroyers and usurpers, curse them!

Merry: No, you don’t understand. We’re Hobbits... Halflings! Shirefolk!

Treebeard: Maybe you are and maybe you aren’t. The White Wizard will know.

Pippin: The White Wizard?

Merry: Saruman.

<Treebeard drops them on the ground and the hobbits look up at the White Wizard.>

<Following Gollum, Frodo and Sam reach the end of Emyn Muil and see that Mordor is now closer.>

Gollum: See, see, we have led you out! Hurry hobbitses hurry. Very lucky we find you.

<Gollum jumps on a rock. Frodo walks past, Gollum shrinks as Sam draws near.>

Gollum: Nice hobbit. <Leaps after Frodo, putting a wide berth between him and Sam.>

<Sam’s foot slipped into muck.>

Sam: Whoa, it’s a bog! He’s led us into a swamp!

Gollum: A swamp, yes, yes. Come, master. We will take you on safe paths through the mist. Come, hobbits, come. We go quickly.

<Gollum looks back and gestures for the hobbits to follow.>

Gollum: I found it, I did. The way through the marshes. Orcs don't use it. Orcs don't know it. They go round for miles and miles. Come quickly. Swift and quick as shadows we must be.

<The marsh lands stretch for miles and miles as far as the eye can see. The hobbits and Gollum appear as little specks. As the three pick their way gingerly though the marshes, they see faces floating in the water, still, rotting and pale, and flickering flames on the swamps.>

Sam: There are dead things! Dead faces in the water!

Gollum: All dead. All rotten. Elves and men and orcses. A great battle long ago. <Turns to face the hobbits.> The Dead Marshes. Yes, yes that is their name. This way. Don’t follow the lights.

<Sam’s foot slips again into the water.>

Sam: Ohh!

Gollum: Careful now, or hobbits go down to join the dead ones and light little candles of their own.

<Frodo is drawn to one of the faces in Elven armour. He stares at it intently, until suddenly its eyes open and Frodo falls face-down into the water.>

Sam: Frodo!

<Frodo is in the water and sees many faces of the dead, no longer still but screaming and grasping, their rotten robes and hair flowing about their gruesome faces. Their hands are reaching for him. Suddenly he is grabbed from behind. Frodo sputters and gasps for air as Gollum pulls him out of the water.>

Frodo: <Looks at Gollum in perplexed gratitude and disbelief.> Gollum...

Gollum: Don’t follow the lights! <Crawls away>

Sam: <Runs to Frodo’s side.> Mr. Frodo! Are you alright?

<Frodo lies panting, staring after Gollum>

<Nightfall: Sam is asleep but Frodo is still awake. He is holding the Ring in the palm of his hand and stroking it, mesmerized. Suddenly he hears Gollum.>

Gollum: Sooo bright. Sooo beautiful. <Frodo quickly puts the Ring back inside his shirt. He looks up to see Gollum crouching away from him, stroking the centre of his palm> our preciousss...

Frodo: What did you say?

Gollum: Master should be resting. Master needs to keep up his strength.

Frodo: <Moves over and crouches in front of Gollum> Who are you?

Gollum: Mustn’t ask us. Not its business. *Gollum, Gollum*

Frodo: Gandalf told me you were one of the River Folk.

Gollum: Cold be heart and hand and bone. Cold be travellers far from home.

Frodo: He said your life was a sad story.

Gollum: They do not see what lies ahead, when sun has failed and moon is dead.

Frodo: You were not so very different from a hobbit once, were you... Sméagol?

Gollum: <Looks up slowly.> What did you call me?

Frodo: That was your name once, wasn’t it? A long time ago.

Gollum: My name... My name... S... S...Sméagol…

<Suddenly, the piercing cries of the Nazgûl are heard overhead>

Gollum: Argh!!

Sam: Black Riders!

Gollum: Hide! Hide!

Frodo: Argh!

<Suddenly Frodo feels the pain of the Nazgûl's sword piercing him and the call of the Ring. Images of the Ringwraiths come to him in flashes.>

Frodo: Argh!!

Sam: C’mon Frodo! C'mon!

<Frodo continues to clutch at the Ring on his chest, immobilized. Sam drags Frodo across to hide beneath some bramble bushes. The Nazgûl appears, tightening his hold on the reins. Camera then shows him riding a Fell Beast, swooping down across the marsh lands. Chilling screams of the Nazgûl fill the air.>

Gollum: Quick! They will see us! They will see us!

Sam: I thought they were dead!

Gollum: Dead? No, you cannot kill them. No.

<A loud screech from the Nazgûl flying high above the marshes.>

Gollum: <cowering> Wraiths! Wraiths on wings! They are calling for it. They are calling for the preciousss.

<Frodo feels the call of the Ring and gropes for his necklace. Sam sees this and grabs hold of Frodo’s hand.>

Sam: Mr. Frodo! It’s alright. I’m here.

<The Nazgûl continues to circle overhead and then flies off towards Mordor.>

Gollum: Hurry, hobbits. The Black Gate is very close.

<Scene returns to Fangorn forest. Gimli fingers a dark stain on a leaf and brings it to his mouth.>

Gimli: <Spits> Ptui! Orc blood.

Aragorn: These are strange tracks.

Gimli: The air is so close in here.

Legolas: This forest is old. Very old. Full of memory... and anger.

<Groans reverberate through the forest and Gimli raises his axe.>

Legolas: The trees are speaking to each other.

Aragorn: <Whispers> Gimli!

Gimli: Huh?

Aragorn: <Gestures> Lower your axe.

Gimli: <Lowering his axe slowly> Oh.

Legolas: Aragorn, nad nâ ennas! (Something is out there.)

Aragorn: Man cenich? (What do you see?)

<Close-up of Legolas’ eyes>

Legolas: The White Wizard approaches.

Aragorn: Do not let him speak. He will put a spell on us.

<Aragorn wraps his hand around the hilt of his sword, Gimli tightens his hold on his axes, and Legolas notches an arrow to his bow.>

Aragorn: We must be quick.

<With a yell, the three swing round to attack. Gimli’s axe and Legolas’ arrow are deflected. Aragorn drops his sword as it becomes red hot in his grasp. They shield their eyes with their hands from the bright light emanating from the White Wizard.>

White Wizard: You are tracking the footsteps of two young hobbits.

Aragorn: Where are they?

White Wizard: They passed this way the day before yesterday. They met someone they did not expect. Does that comfort you?

Aragorn: Who are you? Show yourself!

<The bright light dims, revealing Gandalf, all dressed in white. The three are astounded. Legolas and Gimli bow.>

Aragorn: It cannot be. You fell.

Gandalf: Through fire and water. <Flashback: Gandalf is battling the Balrog atop Dúrin’s Tower.> From the lowest dungeon to the highest peak, I fought with the Balrog of Morgoth.

<Gandalf holds up Glamdring and a flash of lightning strikes it before he plunges the sword into the Balrog. With a final cry, the Balrog falls from the peak and lands, smoking, onto the icy mountainside.>

Gandalf: Until at last, I threw down my enemy and smote his ruin upon the mountainside.

<On top of the mountain, Gandalf crawls a bit and then collapses.>

Gandalf: Darkness took me. And I strayed out of thought and time. <Camera zooms in Gandalf’s eye and enters an amorphous realm of stars and galaxies, ending in a blinding white light> Stars wheeled overhead and everyday was as long as a life-age of the earth. But it was not the end. I felt life in me again.

<Camera zooms out from Gandalf’s eye, lying naked and very still. His hair has turned white and wounds are completely healed. He suddenly shudders with a deep gasp and pants as life returns to him>

Gandalf: I've been sent back until my task is done.

Aragorn: Gandalf!

Gandalf: Gandalf? Yes... That's what they used to call me. Gandalf the Grey. That was my name. <He smiles>

Gimli: Gandalf!

Gandalf: <With a twinkle in his eye> I am Gandalf the White. <Aragorn grins> And I come back to you now at the turn of the tide.

<They walk through the forest, with Gandalf leading the way, now wearing a grey cloak over his white robes.>

Gandalf: One stage of your journey is over, another begins. War has come to Rohan. We must ride to Edoras with all speed.

<Outside the forest, Gandalf whistles piercingly. Soon an answering neigh is heard and a white horse appears from the plain, answering the call.>

Legolas: That is one of the Mearas, unless my eyes are cheated by some spell.

<The horse comes round to stop in front of Gandalf.>

Gandalf: Shadowfax. <Gimli bows in the background.> He's the lord of all horses and he's been my friend through many dangers.

<The Three Hunters and Gandalf ride across the plains to Edoras.>

<Back at Fangorn, Treebeard is walking through the forest with Merry and Pippin sitting on his shoulders.>

Treebeard: My home lies deep in the forest near the roots of the mountain. I told Gandalf I would keep you safe and safe is where I’ll keep you. The trees have grown wild and dangerous. Anger festers in their hearts. They will harm you if they can. There are too few of us now. Too few of us Ents left to manage them.

<Frodo and Sam are climbing a high rock overlooking Morannon.>

Gollum: The Black Gate of Mordor.

<The enormous Black Gate comes into view with Orcs patrolling and standing guard on the towers and atop the walls. From the right, an army of Easterling soldiers is marching to the Black Gate.>

Sam: Oh save us. My ol' Gaffer'd have a thing or two to say if he could see us now.

Gollum: Master says to show him the way into Mordor, so good Sméagol does. Master says so.

Frodo: I did.

<Orcs are patrolling the Black Gate.>

Sam: That’s it then. We cannot get past that.

<A command is heard and an Orc sounds a horn, signalling for the Gate to be opened. Two enormous cave trolls stretch and growl and then pull the mighty Gate open.>

Sam: Look! The gate, it's opening! I can see a way down.

<He moves closer to the edge. Suddenly, the rock underneath him gives way and he falls.>

Frodo: Sam, no!

Sam: Argh!!

<Frodo goes after Sam.>

Gollum: Master!

<Two Easterling soldiers see streams of dust coming down the cliff made by Sam and Frodo. They move away from the troop to investigate. Frodo reaches Sam who is stuck in the scree. As the Easterlings move closer and closer, Frodo throws his Elvish cloak over himself and Sam. The soldiers are now directly in front of Sam, but their eyes see nothing but rock. Frodo and Sam peer from underneath the cloak. The soldiers soon leave and after a moment, Frodo throws back the cloak and pulls Sam out.>

Frodo: I do not ask you to come with me, Sam.

Sam: I know, Mr Frodo. I doubt even these Elvish cloaks will hide us in there.

<They prepare to make a run for the Gate.>

Frodo: Now!

<Gollum pulls them back.>

Gollum: No! No, no master! They catch you! They catch you! Don’t take it to him! He wants the preciousss. Always he’s looking for it! And the preciousss is wanting to go back to him. But we mustn’t let him have it.

<Frodo tries to make a run for it.>

Gollum: No! <Pulls Frodo back again.> There’s another way. More secret. A dark way.

Sam: Why haven’t you spoken of this before?!

Gollum: Because Master did not ask!

Sam: He’s up to something.

Frodo: Are you saying there’s another way into Mordor?

Gollum: Yes. There is a path, and some stairs, and then… a tunnel.
<Frodo and Sam watch as the Black Gate closes. Gollum is stroking Frodo’s arm and burying his face in his cloak.>

Frodo: He’s led us this far, Sam.

Sam: Mr. Frodo, no.

Frodo: He’s been true to his word.

Sam: <Whispers> No!

Frodo: Lead the way, Sméagol.

Gollum: Good Sméagol always helps.

<Frodo follows Gollum as Sam stares after him in disbelief.>

<On the plains of Rohan. Gandalf, Aragorn, Legolas and Gimli stop as Edoras comes into view.>

Gandalf: Edoras and the Golden Hall of Meduseld. There dwells Théoden, King of Rohan, whose mind is overthrown. Saruman’s hold over King Théoden is now very strong.

<In the Hall, Éowyn is kneeling before Théoden, holding his hand in hers.>

Éowyn: My lord, your son, he is dead. My lord? Uncle?

<Théoden just sits and stares ahead, his eyes clouded and unseeing.>

Éowyn: Will you not go to him? <She weeps.> Will you do nothing?

<Scene returns to Gandalf and company.>

Gandalf: Be careful what you say. Do not look for welcome here.

<They ride on towards Edoras.>

<At Edoras, Éowyn is weeping at the dead Théodred's bed. She kisses his hand. Gríma appears at the door.>

Gríma: Oh, he… he must have died sometime in the night. What a tragedy for the king to lose his only son and heir.

<He sits on the bed and puts a hand on Éowyn’s shoulder.>

Gríma: I understand his passing is hard to accept, especially now that your brother has deserted you.

Éowyn: <jumps back and throws off Gríma’s hand> Leave me alone, snake!

Gríma: <Rises from the bed and moves ever closer to Éowyn> Oh, but you are alone! Who knows what you have spoken to the darkness. In bitter watches of the night, when all your life seems to shrink, the walls of your bower closing in about you, like a hutch to trammel some wild thing in.

<He puts a hand on her cheek and moves down to her throat.>

Gríma: So fair, so cold, like a morning of pale spring still clinging to winter's chill.

<Éowyn and Gríma stare at each other intently.>

Éowyn: Your words are poison!

<Éowyn runs out of the hall. Weeping, she looks away into the distance. A flag comes off its pole and is carried by the breeze. Éowyn sees riders coming towards Edoras. As Aragorn passes the entrance to Edoras, the flag floats down to land near him. Edoras is silent and somber. Everyone is dressed in black and staring at the newcomers in wary silence. Aragorn looks up at the hall and sees a lady in white standing on the steps. He looks around at more somber people.>

Gimli: You’ll find more cheer in a graveyard.

<Aragorn looks up to the hall again but the lady has disappeared. The company climbs up the stairs to the hall and is met by guards.>

Gandalf: <sees Háma> Ah.

Háma: I cannot allow you before Théoden-King so armed, Gandalf Greyhame. By order of Gríma Wormtongue.

<Gandalf nods in understanding and signals for the others to surrender their weapons. Aragon hands over his sword and knives. Legolas gives a little twirl to his knives before handing them over to the guards. Gimli hands over his axes reluctantly.>

Háma: <gestures to Gandalf> Your staff.

Gandalf: Hmm? <Glances at his staff.> Oh. You would not part an old man from his walking stick? <Looks at Háma innocently.>

<Háma hesitates for a second and then gestures that they follow him into the hall. Gandalf gives Aragorn a tiny wink and enters the hall, leaning on Legolas’ arm.>

Gríma: <Leaning down and whispering to Théoden.> My lord, Gandalf the Grey is coming. He’s a herald of woe.

Gandalf: The courtesy of your hall is somewhat lessened of late, Théoden King.

<As Gandalf approaches Théoden, Aragorn, Legolas and Gimli pull back and survey the hall and its hostile occupants. A group of men starts to follow their steps with hostility.>

Gríma: <Whispering to Théoden.> He’s not welcome.

Théoden: Why should I… welcome you, Gandalf… Stormcrow? <Looks to Gríma for affirmation.>

Gríma: A just question, my liege. <He walks towards Gandalf.> Late is the hour in which this conjurer chooses to appear. Lathspell spell I name him. Ill news is an ill guest.

Gandalf: Be silent! Keep your forked tongue behind you teeth. I have not passed through fire and death to bandy crooked words with a witless worm! <Raises his staff against Gríma.>

Gríma: His staff! <Backing away from Gandalf while addressing the guards> I told you to take the wizard’s staff!

<The hostile guards attack. Aragorn, Legolas and Gimli engage them in a fist-fight as Gandalf continues to approach Théoden. Gamling tries to go forward but Háma holds him back.>

Gandalf: Théoden, son of Thengel, too long have you sat in the shadows.

<Gríma tries to crawl away unnoticed, but Gimli catches him and pins him to the floor.>

Gimli: <Growls> I would stay still, if I were you.

Gandalf: Hearken to me! I release you from the spell. <Gestures with his hand>

Théoden: <Menacingly> Hahahhhahahahah! <Gandalf opens his eyes in surprise.> You have no power here, Gandalf the Grey!

<Gandalf throws back his grey cloak, exuding blinding white light. Théoden is thrown back against his seat.>

Théoden: Argh!

Gandalf: <Points his staff towards Théoden.> I will draw you, Saruman, as poison is drawn from a wound.

<Éowyn rushes in. Seeing her uncle threatened, she tries to go to him but is held back by Aragorn.>

Aragorn: Wait.

Théoden: <In Saruman’s voice.> If I go. . . Théoden dies.

<Gandalf moves his staff sharply and Théoden flies back against the chair again.>

Gandalf: You did not kill me, you will not kill him!

Théoden: <in Saruman's voice> Rohan is mine!

Gandalf: Be gone!!

<Gandalf smites Théoden as he lunges at him. Théoden is thrown back into the chair and the shot changes to Saruman flying backwards from the Palantír which he used to manipulate Théoden. He lands landing hard on the floor of Orthanc, bleeding from a gash in his forehead. In the hall, Théoden lets out a moan and slumps forward in the chair. Éowyn runs to her uncle’s side as he falls. Théoden’s head rises again and his face begins to change gradually into that of a much younger-looking man. Clarity and recognition returns to his eyes.>

Théoden: <Looks closely at Éowyn> I know your face. Éowyn… Éowyn.

<Éowyn weeps with joy>

Théoden: Gandalf?

Gandalf: Breathe the free air again, my friend.

<The hall is shown to be filled with light again, as everyone marvels at the rejuvenation of the king.>

Théoden: <Standing up and looking around him.> Dark have been my dreams of late. <He looks down at his trembling hands.>

Gandalf: Your fingers would remember their old strength better... if they grasped your sword.

<Háma runs up with his sword. Théoden reaches for it with trembling hands. He wraps his fingers around it slowly and then draws it, gazing upon the shiny steel. In a corner, Gríma trembles and tries to escape but is pulled back by Gimli. Suddenly, Théoden’s gaze turns to Gríma. Gríma is thrown out of the hall and down the stairs.>

Gríma: Argh! <Beseechingly to Théoden> I've only ever served you, my lord!

Théoden: <Advancing towards Gríma, holding the sword firmly in his hand> Your leechcraft would have had me crawling on all fours like a beast!

Gríma: <Grovelling> Send me not from your side.

<Théoden raises his sword to kill Gríma. Aragorn holds him back.>

Aragorn: No, my lord! No, my lord. Let him go. Enough blood has been spilled on his account.

<Gríma scrambles to his feet and pushes through the crowd>

Gríma: Get out of my way!

Háma: Hail, Théoden king!

<The crowd kneels in homage before Théoden. Aragorn kneels also. Gríma rides out of Edoras. As Théoden turns to go back into the hall, he looks up.>

Théoden: Where is Théodred? Where is my son?

<A white flower comes into view, held up by a hand. It is released and spirals down to land among similar flowers, in front of a tomb.>

Théoden: Simbelmynë. Ever has it grown on the tombs of my forebearers. <Looks at Gandalf> Now it shall cover the grave of my son. Alas, that these evil days should be mine. The young perish and the old linger. That I should live to see the last days of my house.

Gandalf: Théodred’s death was not of your making.

Théoden: No parent should have to bury their child.

<Théoden starts to weep>

Gandalf: He was strong in life. His spirit will find its way to the halls of your fathers. Westu hál. Ferðu, Théodred, Ferðu. (Be-thou well. Go-thou, Théodred, go-thou.)

<Gandalf turns to go back to the hall and leaves Théoden to grieve in private. He spots two children on horseback. The boy collapses and falls off the horse. Later, inside the Golden Hall, the two children are eating at a table, and Éowyn is with them.>

Éowyn: They had no warning. They were unarmed. Now the wildmen are moving through the Westfold, burning as they go. Rick, cot and tree.

Freda: Where’s mama?

Éowyn: Shh...

Gandalf: This is but a taste of the terror that Saruman will unleash. All the more potent for he is driven now by fear of Sauron. Ride out and meet him head on. Draw him away from your women and children. <Leans forward and puts a hand on Théoden’s chair. Théoden looks at his hand warily.> You must fight.

Aragorn: You have two thousand good men riding north as we speak. Éomer is loyal to you. His men will return and fight for their king.

Théoden: They will be three hundred leagues from here by now. Éomer cannot help us. I know what it is that you want of me. But I will not bring further death to my people. I will not risk open war.

<Gimli takes a bite of his bread as he watches the exchange between Aragorn and Théoden.>

Aragorn: Open war is upon you. Whether you would risk it or not.

Théoden: When last I looked, Théoden, not Aragorn, was king of Rohan.

<Gimli takes a drink and burps.>

Gandalf: Then what is the king’s decision?

<Scene shifts to outside Meduseld>

Háma: By order of the king, the city must empty. We make for the refuge of Helm’s Deep. Do not burden yourselves with treasures. Take only what provisions you need.

<People are moving about, gathering their belongings and preparing to move. Gandalf, Aragorn, Legolas and Gimli walk towards the stables.>

Gimli: Helm’s Deep! They flee to the mountains when they should stand and fight. Who will defend them if not their king.

Aragorn: He’s only doing what he thinks is best for his people. Helm’s Deep has saved them in the past.

<They enter the stables>

Gandalf: There is no way out of that ravine. Théoden is walking into a trap. He thinks he’s leading them to safety. What they will get is a massacre. Théoden has a strong will but I fear for him. I fear for the survival of Rohan. He will need you before the end, Aragorn. The people of Rohan will need you. The defences HAVE to hold.

Aragorn: They will hold.

Gandalf: <Turns to Shadowfax and strokes him> The Grey Pilgrim... that’s what they used to call me. Three hundred lives of men I’ve walked this earth and now I have no time. With luck, my search will not be in vain. Look to my coming at first light on the fifth day. At dawn, look to the East.

Aragorn: <Opens the stall gates> Go.

<Legolas jumps back as Gandalf rides out of the stable and over the plains of Rohan.>

<Éowyn opens a chest in which lies a sword. She unsheathes it and begins to practice. She swings around and is met by Aragorn, who blocks her parry.>

Aragorn: You have some skill with a blade.

<With a swift move, Éowyn swings her sword and renders Aragorn vulnerable, gaining the upper hand.>

Éowyn: <Stepping back and sheathing her sword.> Women of this country learned long ago: Those without swords may still die upon them. I fear neither death nor pain.

Aragorn: What do you fear, my lady?

Éowyn: A cage. To stay behind bars until use and old age accept them and all chance of valor has gone beyond recall or desire.

Aragorn: You are a daughter of kings, a shieldmaiden of Rohan. <He sheaths his knife.> I do not think that would be your fate.

<He bows and Éowyn gazes after him as he walks away.>

<The people of Rohan are moving out of Edoras towards Helm’s Deep, with Théoden leading the way. At Isengard, Gríma confers with Saruman, holding a cloth to his mouth.>

Gríma: Théoden will not stay at Edoras. It’s vulnerable, he knows this. He will expect an attack on the city. They will flee to Helm’s Deep, the great fortress of Rohan. It is a dangerous road to take through the mountains. They will be slow. They will have women and children with them.

<Saruman’s eyebrows rise in response. He walks through the depths of Isengard and gives orders to an Orc.>

Saruman: Send out your warg riders.

<The Orc smiles. In a pit behind him, ferocious growls are heard and shadows dances.>

<Gollum is trying to catch a fish in the river. He slips and falls, grasping at a slippery fish as he goes. Frodo and Sam follow behind.>

Sam: Hey Stinker! Don’t go getting too far ahead!

Frodo: Why do you do that?

Sam: What?

Frodo: Call him names; run him down all the time.

Sam: Because… because that's what he is, Mr. Frodo. There's naught left in 'im but lies and deceit. It's the Ring he wants. It's all he cares about.

Frodo: <Glaring at Sam> You have no idea what it did to him. What it’s still doing to him. <He walks past Sam and stops.> I want to help him, Sam...

Sam: Why?

Frodo: Because I have to believe he can come back.

Sam: You can’t save him, Mr. Frodo.

Frodo: <Snapping at Sam>What do you know about it? Nothing!

<Sam walks away slowly.>

Frodo: <With remorse> I'm sorry, Sam. I don't know why I said that.

Sam: <Looks back at Frodo with tears in his eyes.> I do. It's the Ring. You can't take your eyes off it. I've seen you. You're not eating. You barely sleep. It's taken a hold of you, Mr Frodo. You have to fight it!

Frodo: <Grows angry again> I know what I have to do Sam. The Ring was entrusted to me! It's my task! Mine! My own! <He walks away>

Sam: Can’t you hear yourself? Don’t you know who you sound like?

<Frodo continues to walk away without looking back.>

<Nighttime, Frodo and Sam are asleep. Gollum is crouching in a corner by himself.>

Gollum: We wants it. We needs it. Must have the precioussss. They stole it from us. Sneaky little hobbitsesss. Wicked, trickssssy, falssse!

Sméagol: No! Not Master.

Gollum: Yes, precious. False. They will cheat you, hurt you, lie.

Sméagol: Master’s my friend.

Gollum: <Tauntingly> You don’t have any friends. Nobody likes YOU...

Sméagol: <Covers his ears> Not listening. I’m not listening.

Gollum: You’re a liar and a thief.

Sméagol: <Shaking his head> Nope.

Gollum: Mur…derer…!

Sméagol: <Starts to weep and whimper> Go away.

Gollum: Go away! <Cackles> HAHAHAHA!!

Sméagol: <Weeping and in a small voice> I hate you. I hate you!

Gollum: <Fiercely> Where would you be without me? *Gollum, gollum*. I saved us. It was me. We survived because of me!

Sméagol: <Resolute> Not anymore.

Gollum: <Startled> What did you say?

Sméagol: Master looks after us now. We don’t need you.

Gollum: What?

Sméagol: Leave now and never come back.

Gollum: No!!

Sméagol: <Louder> Leave now and never come back!

Gollum: <Growls and bares his teeth> Arrrgh!!!

Sméagol: LEAVE. NOW. AND. NEVER. COME. BACK!

<Sméagol pants and then looks around.>

Sméagol: We... we told him to go away! And away he goes, preciousss. <He hops around in joy and does a little dance.> Gone, gone, gone! Sméagol is free!

<The next day, while the hobbits were resting, Sméagol comes back with two rabbits and drops them onto Frodo’s lap.>

Sméagol: Look! Look! See what Sméagol finds! Hehehe! Hahaha!

<Frodo looks at up him with bloodshot eyes. He smiles at Sméagol and looks at Sam. Sméagol raises a fist in self-congratulation and dances around. He then picks up one of the rabbits and snaps the rabbit's back in front of Frodo.>

Sméagol: They are young. They are tender. They are nice. Yes they are! Eat them! Eat them!

<He bites and tears into the raw meat. Sam rushes over and snatches the rabbit out of Gollum’s hands>

Sam: You’ll make him sick, you will, behaving like that! <Holding up the two rabbits> There’s only one way to eat a brace of coneys.

<A pot of stew is simmering over a fire.>

Sméagol: <Looking into the pot> Argh!! What’s it doing! Stupid fat hobbit! It ruins it!

Sam: What’s to ruin? There’s hardly any meat on ‘em.

<A faint calling sound catches the attention of Frodo.>

Sam: What we need is a few good taters.

Gollum: What’s taters, preciousss? What’s taters uh?

Sam: PO-TAY-TOES! Boil ‘em. Mash ‘em. Stick ‘em in a stew. Lovely big golden chips with a nice piece of fried fish....

Sméagol: <Sticks out his tongue in disgust> Pbbbttt!!

Sam: Even you couldn’t say no to that. <He takes a sip of the stew>

Sméagol: Oh yes we could! Spoil nice fish... <scrambles up close to Sam> Give it to usss rrraw... and wrrriggling! <Makes sickeningly happy face.> You keep nasty chips. <Hops away>

Sam: You’re hopeless.

<Frodo follows the source of the sound. Sam suddenly notices that Frodo is no longer in his sight.>

Sam: Mr. Frodo?

<He goes in search of Frodo and finds him lying down near some bushes looking at a Haradrim army marching across the land. He moves to lie low beside Frodo. Sméagol also moves in beside Frodo.>

Sam: Who are they?

Gollum: Wicked men. Servants of Sauron. They are called to Mordor. The Dark One is gathering all armies to him. It won’t be long now. He will soon be ready.

Sam: Ready to do what?

Gollum: To make his war. The last war that will cover all the world in shadow.

Frodo: We’ve got to get moving. Come on, Sam.

Sam: <Suddenly grabs Frodo’s arm> Mr Frodo! Look! It’s an Oliphaunt!

<Gigantic Oliphaunts appear, carrying soldiers and supplies on their backs.>

Sam: No one at home will believe this...

<Sméagol slips away unnoticed.>

Frodo: <Looking around> Sméagol?

<Suddenly, pandemonium breaks out from below; the soldiers are being ambushed. Cloaked rangers are firing deadly arrows at the soldiers and Oliphaunts from behind bushes. One of the Oliphaunts starts trumpeting and stomping towards Frodo and Sam, swinging his huge trunk and tusks. Faramir takes aim and shoots a soldier. He falls from the Oliphaunt and lands right behind Frodo and Sam, dead.>

Frodo: We’ve lingered here too long. Come on, Sam!

<Frodo runs right into a Gondorian Ranger, who grabs hold of him and throws him onto his back. Sam sees Frodo in danger and grapples for his sword>

Sam: Ah!

<He charges at Faramir but is grabbed by another ranger and thrown down. A sword appears at his throat. Faramir appears.>

Faramir: Bind their hands.

<Meanwhile, the Rohirrim refugees are heading towards Helm’s Deep. Gimli is on a horse, chatting with Éowyn who is leading it by the reins.>

Gimli: It’s true you don’t see many Dwarf women. And in fact, they are so alike in voice and appearance, haha that they’re often mistaken for Dwarf men.

<Éowyn smiles and looks back at Aragorn.>

Aragorn: <Gestures and whispers> It’s the beards....

Gimli: And this, in turn, has given rise to the belief that there are no Dwarf women. And that dwarves just spring out of holes in the ground!

Éowyn: <Laughs gaily> Hahahaha!!

Gimli: Hehehe! Which is of course ridiculous… Whoa!!

<The horse suddenly rears up and gallops away as Éowyn loses her hold on the reins. Gimli falls off after a short distance and lands with a loud thump.>

Éowyn: Ooh! <She rushes forward to Gimli>

Gimli: <Struggling to get up> It’s alright, it’s alright. Nobody panic. That was deliberate. It was deliberate.

<Éowyn helps Gimli up. She laughs as she brushes him off and looks back at Aragorn with the sun behind her and the wind in her hair. At that particular moment, Aragorn seems enchanted by Éowyn’s light-hearted image. That night. Aragorn could not sleep and smokes his pipe as he thinks of Arwen.>

Arwen (V.O.): The light of the Evenstar does not wax and wane… It is mine to give to whom I will... Like my heart… Go to sleep...

<Flashback: Aragorn is lying on a chaise in Rivendell. He opens his eyes and sees Arwen before him, smiling down at him.>

Aragorn: I am asleep. This is a dream.

Arwen: <Bends down to kiss him> Then it is a good dream. Sleep…

<She kisses him lightly on the lips and then steps away to look out upon Rivendell. Aragorn closes his eyes but for a while. He looks over at Arwen.>

Aragorn: Min lû pennich nin i aur hen telitha. (You told me once that this day would come.)

Arwen: <Turns to look at Aragorn> Ú i vethed... nâ i onnad. Boe bedich go Frodo. Han bâd lîn. (This is not the end... it is the beginning. You must go with Frodo. That is your path.)

Aragorn: <Walks over to Arwen> Dolen i vâd o nin. (My path is hidden from me.)

Arwen: Si peliannen i vâd na dail lîn. Si boe ú-dhannathach. (It is already laid before your feet. You cannot falter now.)

Aragorn: Arwen…

<Arwen hushes him, resting her fingers on his lips. As her hands moves down to rest on the Evenstar pendant around Aragorn’s neck, he clasps her hand in his and they gaze into each other’s eyes.>

Arwen: Ae ú-esteliach nad... estelio han. Estelio ammen. (If you trust nothing else... trust this. Trust us.)

<They kiss.>

<The next day, on the journey to Helm’s Deep. Éowyn is walking alongside Aragorn.>

Éowyn: Where is she? The woman who gave you that jewel.

<Aragorn smiles and says nothing. Flashback: Elrond is speaking to Aragorn in Rivendell, before he sets out with the Fellowship.>

Elrond: Our time here is ending. Arwen’s time is ending. Let her go. Let her take the ship into the west. Let her bear away her love for you to the Undying Lands. There it will be evergreen.

Aragorn: But never more than a memory.

Elrond: I will not leave my daughter here to die.

Aragorn: She stays because she still has hope.

Elrond: She stays for YOU! She belongs with her people!

<Aragorn and Arwen are together before the Fellowship departs.>

Aragorn: Idhren emmen menna gui ethwel. Hae o auth a nîr a naeth. (You have a chance for another life. Away from war... grief... despair.)

Arwen: Why are you saying this?

Aragorn: I am mortal; you are Elfkind. It was a dream, Arwen, nothing more.

<He takes Arwen’s hand to return the Evenstar necklace to her.>

Aragorn: This belongs to you.

Arwen: <Closes Aragorn’s hand over the Evenstar> It was a gift. Keep it.

<Scene shifts back to Aragorn and Éowyn>

Éowyn: My lord?

Aragorn: She is sailing to the Undying Lands, with all that is left of her kin.

<Gamling and Hamá ride to the front. Legolas watches them as they pass.>

Gamling: What is it? Háma?

<Their horses become restless.>

Háma: <Looking around> I’m not sure.

<A warg scout appears on a slope above and charges at them. The warg attacks Háma and kills him.>

Gamling: Wargs!

<Just as it starts to turn on Gamling, Legolas runs over and kills the warg with an arrow. He then draws his knife and kills the Orc.>

Legolas: Argh! <Shouts to Aragorn> A scout!

Théoden: What is it? What do you see?

Aragorn: <Running back to Théoden> Wargs! We are under attack!

<Hearing the alarm, the villagers begin to cry and panic.>

Aragorn: Get them out of here!

Théoden: All riders to the head of the column!

Gimli: <Trying to mount Arod> Come on, get me up here, I’m a rider! Argh!

<Gimli gets onto the horse with some help. Legolas gazes into the distance and sees many warg-riders coming fast towards them, kicking up dust trails as they go.>

Théoden: <To Éowyn> You must lead the people to Helm’s Deep. And make haste!

Éowyn: I can fight!

Théoden: No! You must do this... for me.

<Éowyn holds Théoden’s gaze for a moment and then turn to attend to the villagers.>

Théoden: <To his men> Follow me! Yah!

Gimli: <Tries to get Arod to move> Forward. I mean, charge forward! March forward! <Arod moves off with Gimli seated rather unsteadily.> That’s it! Go on!

Éowyn: <To the villagers> Make for the lower ground! Stick together!

<She looks back at the Rohirrim and sees Aragorn on Hasufel. They hold each other’s gaze for a moment before Aragorn turns to join Théoden. Éowyn departs with the villagers in the opposite direction.>

<Legolas takes aim at the distant target and fells a warg rider. He draws another arrow and kills another. Just as he reaches for a third arrow, he sees Théoden and company approaching. He quickly runs and mounts Arod with a smooth leap and joins in the fray with Gimli behind him on horseback.>

Warg-riders: Argh!!

Théoden: CHARGE!!

<The Rohirrim and warg riders crash head on and the battle begins. Théoden and company hack away at the warg riders. In the midst of fighting, Gimli falls off Arod. He turns to find a warg growling at him.>

Gimli: Bring your pretty face to my axe!

<Just as the warg leaps at Gimli, Legolas kills it with one shot.>

Gimli: <Jumping back as the warg falls, outraged> Argh! That one counts as mine!

<As Gimli swings his axe at another warg, it dies and falls onto Gimli, pinning him under.>

Gimli: Argh! Stinking creature. Argh!

<As he tries to lift the warg off him, an Orc leans over them both. Gimli kills him quickly, twisting his neck, and it lands on him also. Gimli sniffs at the Orc and makes a face. He tries to lift both the warg and Orc off him. Just then, another warg comes upon him and bares its teeth, ready to strike. >

Gimli: <Eyes widening> Ooh..!

<Aragorn plucks a spear as he passes on horseback and throws it at the warg. It dies, landing on Gimli and adding to the pile on top of him.>

Gimli: <As the warg lands on him> Oooh!!

<Théoden stabs at a warg rider. Aragorn is knocked off Hasufel and attacked by Sharku. Aragorn tries to kill the warg rider but Sharku blocks his attempt and grabs Aragorn by the neck, while the latter is half-dragged by the warg. In the struggle, Sharku is thrown off and he rips the Evenstar pendant from Aragorn’s neck as he falls. Aragorn tries to let go of the warg but finds his wrist tangled with the saddle straps. He tries unsuccessfully to disentangle himself and is dragged closer and closer to the edge of a cliff at great speed. The warg runs right off the cliff and they both disappear over the edge. The battle is winding down as the Rohirrim finish off the last few wargs and Orcs.>

Legolas: <Looking around> Aragorn!

Gimli: Aragorn?

<They come near to the cliff and hear Sharku wheezing and laughing>

Gimli: <Standing over the dying Orc> Tell me what happened and I will ease your passing.

Sharku: He’s <cough> dead. <Laughs evilly> Took a little tumble off the cliff.

Legolas: <Looks towards the edge of the cliff, and grabs Sharku> You lie!

<Sharku chortles and dies. Legolas looks down at Sharku’s fist and finds the Evenstar pendant. He takes it, runs to the edge of the cliff and looks down to see the great drop and rushing waters below, with no sign of Aragorn. Gimli comes to stand beside him.>

Théoden: <To his men> Get the wounded on horses. The wolves of Isengard will return. Leave the dead.

<Legolas turns to Théoden, an expression of perplexed anger on his face.>

Théoden: <Puts a hand on Legolas' shoulder> Come.

<He leaves Legolas and Gimli to stare down at the river.>

<The Rohan villagers are drawing close to Helm’s Deep. Cries of relief are heard as the refuge is within sight.>

Refugees: Helm’s Deep! At last! There it is!

Old Woman: <To Éowyn> We’re safe, my lady! Thank you!

<Éowyn embraces the woman and they walk on towards Helm’s Deep. The gate is opened for the villagers. Many have already taken refuge within and are resting along the passage. Éothain and Freda run towards their mother.>

Freda: Mama!

Morwen: Éothain! Freda!

<The three hug and cry with joy. Théoden and company returns from the battle with warg riders>

Gamling: Make way for Théoden!

Soldiers: Sire!

Gamling: Make way for the king!

<Éowyn rushes down to meet them>

Éowyn: <Looking about> So few. So few of you have returned.

Théoden: <Dismounting> Our people are safe. We have paid for it with many lives.

Gimli: <Going up to Éowyn> My lady...

Éowyn: Lord Aragorn, where is he?

Gimli: He fell...

<Éowyn is shaken and raises teary eyes to Théoden. The latter looks down and then walks away, confirming her unasked question.>

<At the battlements>

Théoden: Draw all our forces behind the wall. Bar the gate, and set a watch on the surround.

Gamling: What of those who cannot fight, my lord? The women and children?

Théoden: Get them into the caves. <Walks down the steps and past a sewer gate> Saruman's arm would have grown long indeed if he thinks he can reach us here.

<Camera zooms in on the gate>

Gríma (V.O.): Helm’s Deep has one weakness. Its outer wall is solid rock but for a small culvert at its base which is little more than a drain.

<Camera turns to Gríma and Saruman at Orthanc. Saruman is pouring some dark dry substances into a vessel. Gríma is holding a lit candle in his hand.>

Gríma: How? How can fire undo stone? What kind of device could bring down the wall?

<As he steps closer to the vessel, Saruman takes hold of Gríma’s hand and pushes the candle away from the vessel firmly.>

Saruman: If the wall is breached, Helm's Deep will fall.

<He walks away towards the balcony.>

Gríma: <Following Saruman> Even if it is breached, it would take a number beyond reckoning, thousands to storm the keep.

Saruman: Tens of thousands.

Gríma: But, my lord, there is no such force.

<Both of them came onto the balcony of the tower. Gríma suddenly sees and hears the enormous armies laid out below in neat rows and is astounded and awed. He continues to hold the extinguished candle aloft as he gapes at the vast army below. A horn is sounded, announcing the appearance of Saruman. A loud cheer is heard from the army. Saruman raises a hand.>

Saruman: A new power is rising. Its victory is at hand!

<The army cheers and roars.>

Saruman: This night, the land will be stained with the blood of Rohan! March to Helms Deep! Leave none alive!

<The camera keeps zooming out from the balcony over the incredible size of Saruman’s army, past Uruk-hai, spears, and banners and yet more Uruk-hai. The camera focuses back on Saruman who then raises his hands in the air>

Saruman: To war!!

<The army cheers and roars even louder.>

Saruman: <Sneers> There will be no dawn for Men.

<A tear flows down Gríma’s cheek. The Uruk-hai army began their march to Helm’s Deep.>

<Merry and Pippin are travelling through the forest, carried by Treebeard.>

Pippin: Look! There’s smoke to the south!

Treebeard: There is always smoke rising from Isengard these days.

Merry: Isengard?

<The two hobbits climb higher up onto Treebeard for a better view.>

Treebeard: There was a time when Saruman would walk in my woods. But now he has a mind of metal and wheels. He no longer cares for growing t