Truthfully, The Hobbit: The Desolation of Smaug didn’t have much to do to be a good movie given our reception to the last one. However, the success of the second film is based not on low expectations, but on the sheer force of good movie making. By ratcheting up the tension and delivering some of the best set pieces of the year, Pater Jackson and company manage to craft a fairly engaging tale.

The Hobbit: Desolation of Smaug begins with a flashback to when Thorin Oakenshield first meets Gandalf who alerts the dwarf that he knows about his quest and in forms them that they’ll need a bugler. Flash forward to now, when the merry group of dwarves, Gandalf and Bilbo are getting closer to their goal of reaching the mountain. But the journey is more perilous than they thought it could be. Spiders have begun to take over the woods, the elves are not being helpful and there’s a darkness growing in Middle Earth that could prove a bigger danger to Middle Earth than a dragon could ever pose.

Peter Jackson is an Oscar winning director and for the first time in a long while I felt like he showed us why we all respected him so much. This film is such a spectacle, which big action sets pieces driving the narrative. There’s a one minute take set on a river that’s simply magnificent to watch and takes the kind of skill that a filmmaker like Jackson has in order to pull off. Combined with some improved visual effects, the movie is certainly a wonder to look at.

Also improved from the last film is the screenplay, which finally allows for some character beats inside a self contained story. Many of the reasons why the first one failed was that it never gave any of the characters real stakes or any kind of interesting moments that made us like them. In this film our heroes finally make it to their destination, but are sidetracked several times. However, each side track introduces a new piece to the puzzle or a new relationship that enhances the story, instead of just being a plot point to hit. Heading into this third film, I’m now fully invested in these characters and was able to appreciate both their strengths and weaknesses as characters far better than any other entry. The movie also wisely realizes that it’s at it’s best when it halts the major action and lets Bilbo and a villain (previously Golem, in this film Smaug) have at it. Martin Freeman is brilliant in these moments and the movie gets out of the way of these great moments.

For all of the accolades I can laud on this film, this movie, much like the first one, can’t help but feel like just a long commercial for the next film, especially with the abrupt cut to black ending. In the theater, I literally yelled in the theater “Oh come on!” Much more than just this abrupt ending that hurts the film is the overabundance of storylines that Jackson tries to bring to a head at the end. While he does a fantastic job of maintaining real time sequencing, the jolt that one gets from having to move between the battle with Smaug and the goings on of Lake-town is not good. In these moments Jackson tries to have his cake and eat it too and it just doesn’t work.

Grade: ***/**** (B-)