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See SFMZ's feature on The Fellowship of the Ring for remaining cast / characters.


Bernard Hill as Théoden

Théoden, born in 2948 of the Third Age, was the son of Thengel and Morwen. Théoden became king of Rohan in 2980. His wife, Elfhild, died giving birth to his only son, Theodred. When their father died, he adopted Éowyn and Éomer, his sister's children.

Miranda Otto as Eowyn

Eowyn was the niece of King Theoden of Rohan - her mother was Theoden's sister, Theodwyn. Her father, Eomund, was killed by Orcs when she was very young, and her mother died of grief. Eowyn and her brother Eomer were then raised in Theoden's household.

Karl Urban as Éomer

Théoden's nephew and previously Chief Marshal of the Riddermark, exiled by Gríma.

Brad Dourif as Grima Wormtongue

Grima Wormtongue was King Theoden's councellor. He was bribed by Saruman and twisted King Theoden's will, until he was rendered useless.

Bruce Hopkins as Gamling

Théoden's chief lieutenant and a skilled member of the Royal Guard of Rohan.

John Leigh as Háma

The loyal doorwarden of the Golden Hall and a majordomo of Théoden.

Calum Gittins as Haleth

Son of Háma

Bruce Allpress as Aldor


David Wenham as Faramir

The captain of the Ithilien Rangers, who captures Frodo, Sam and Gollum. Also, Boromir's younger brother.

John Noble as Denethor

Steward of Gondor and the father of Boromir and Faramir.

John Bach as Madril

Faramir's closest aide, who informs him of battle preparations.


Andy Serkis as Sméagol / Gollum

A wretched hobbit-like creature, owner of the Ring for centuries, who guides Frodo on his quest.

Nathaniel Lees as Uglúk

Robbie Magasiva as Mauhur

Stephen Ure as Grishnákh

Jed Brophy as Snaga / Sharku


Paris Howe Strewe as Théodred
Prince of Rohan

Robyn Malcolm as Morwen

Olivia Tennet as Freda

Sam Comery as Éothain

Ray Trickitt as Bereg

Sala Baker as Man Flesh Uruk

Excerpts and References:,,

Screenplay by Peter Jackson, Fran Walsh and Philippa Boyens.

Based on "The Lord of The Rings" trilogy by J.R.R Tolkien.

Transcription credits

Aina, Bridget Chubb, Drusilia, Elf Lady, Feanari, Galadriel, Heri, Julamb, Kazren, Lithorose, Mormegil, Nilmandra, Penwiper, Randy Savage, Sirius Black, Tethra, Xyla, Yaksha (visit the link for full transcript credits).

Detailed Plot & Screenshots

SFMZ Note: This detailed plot is a combination of imdb's synopsis, excerpts from the transcript, and our own descriptions.

Flashback from The Fellowship of the Ring: After Gandalf battles the Balrog, the great wizard loses his grip and falls into the chasm. The Two Towers picks up with Gandalf falling 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 fall into an enormous cavern and plunges into the water.

Just then Frodo awakens as if from a nightmare. Lies back down. Frodo and Sam climb over the rocky terrain Emyn Muil. They look into the distance at the Mountain of Fire. Suddenly Frodo feels and sees the Eye zooming in on him. He gasps and pants as he backs away. He clutches the Ring by his chest and sits down, still panting.

Frodo then fumbles for his water bottle and takes a sip. Sam takes out a package of Lembas bread. He digs deeper into his pack. More Lembas bread. Sam breaks off a piece and tosses it to Frodo, and munches on a piece himself. Sam looks ominously towards Mordor. They continue trekking through difficult terrain, often huddling underneath their cloaks. They finally realize they are going in circles. . . and they are not alone.

Later in the night, 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. He creeps closer and closer. The twisted creature reaches out his hand towards the hobbits. Gollum desires to retrieve "his precious" from the ones he thinks stole it from him.

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. Slowly, Gollum loosens his grip on Sam and as the latter disentangles himself, Gollum wails.

Later, Gollum is being dragged with Sam's Elvish rope given to him by the Elven elder Galadriel in Lórien, around his neck, wailing and writhing in pain. Sam tugs fiercely at the rope as Gollum tries to get away from him. Gollum cries some more and collapses onto his back, choking. Gollum lies panting and holding his throat. Sam turns to Frodo in dismay and would prefer to abandon the wretched creature.

But Frodo understands the burden of the creature and takes pity on him. Gollum backs away, frightened, as Frodo approaches him. Frodo reaches out and takes the rope noose off Gollum’s neck. Gollum seems surprised and relieved. In need of a guide, Frodo persuades him to take them to the Black Gate of Mordor. Gollum scrambles off in the direction of Morannon and the hobbits follow in his wake.

Near Rohan, 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. He receives no response. Suddenly, an Uruk-hai puts up his hand and signals a stop. Ugluk smells Man flesh.

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. He sense Uruk-hai's pace has quickened. He looks up, realizing they must have caught their scent. He runs off. Legolas looks back at Gimli and then runs after Aragorn. Gimli runs after his companions. The Three Hunters run across rocks and plains, with Aragorn in the lead.

He is 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. They return to their chase. Gimli stumbles from behind some rocks and rolls to the ground, but somehow manage to keep up with them.

The trackers come over a hill and pause as they gaze across the plains below, they have reached Rohan, home of the horse-lords. Legolas runs ahead and looks out to the horizon. His Elven eyes see the Uruks turn northeast. They’re taking the hobbits to Isengard . . . to 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. We see the tower of Barad-dûr, with its huge Orc armies on a bridge, panning upwards along the height of the tower until the flaming Eye is in view. The armies of Isengard and Mordor.

The might of Sauron and SarumanAnd the union of the two towers - the ingredients to rule 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 stands in the midst of a gathering of Dunlanders, rallying them to attack the villages of Rohan. They stomp off to destroy the villages as Saruman stands coldly still among the stampede. We see a Rohan village is in pandemonium as people try to escape the on-coming pillage.

A woman, Morwen, with her hand on a horse calls out to her children, Éothain and Freda, helping them mount the horse. She orders them to ride to Edoras and raise the alarm. The children ride off. 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.

In the kingdom of Rohan, home of the horse lords, King Théoden is mentally and physically weak due to the enchantments of his steward, Gríma Wormtongue, who is secretly in the service of Saruman. Orcs and Wild Men of Dunland incited by Saruman freely roam the land and kill the people including the king's only son Théodred. 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. 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.

Éomer and Éowyn are speaking to Théoden-king who sits motionless on his throne, wizened, and aged beyond his years. They implore to him the growing concern of invading Orcs and his badly wounded son. But Grima appears from the shadows, disputing their claims.

Éomer drops a helmet onto the ground, which topples over to reveal the white hand of Saruman. Grima only spews words of diversion blaming Éomer's malcontent and war-mongering. Éomer grabs Gríma and pins him against a pillar, he knows Grima is an agent of Saruman.

Gríma’s eyes flick to the right, watching Éomer's sister, Éowyn as she walks by. Éowyn stops to stare back for a moment before departing from the hall. Éomer jerks Gríma again and clutches his hand around Gríma’s jaw. Éomer is repulsed by Grima's ever lustful eyes for Éowyn.

Gríma's eyes look to the left and relax as Éomer is suddenly pulled off Gríma by his thugs. The thugs punch Éomer in the stomach. Through deception, Grima tricked the King to have Éomer banished from the kingdom of Rohan. Éomer sets forth to gather the remaining loyal men of the Rohirrim throughout the land.

Uruk-hai and Orcs continue to march across the plains with their hobbit captives, with Aragorn, Legolas, and Gimli hot on their pursuits. They continue running over vast distances. The Uruk-hai and Orcs halt at nightfall, many panting with exertion. As the Orcs and Uruk-hai take their rest, Pippin crawls over towards Merry. A group of Orcs chops down the trees nearby for firewood.

Low groans and rumbles start to emerge from the forest. Merry looks towards the forest. Folk used to say that there was something in the water that made the trees grow tall . . . and come alive. Trees that could whisper. Talk to each other. Even move. The Orcs and Uruk-hai grumble they are starving. The Orc Snaga's eyes rest on the hobbits. Ugluk, shoving the Orcs, reminds them they are not for eating.

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