My first time at the film, (2D, 24fps, midnight premiere), I loved it, even in spite of a few (tiny) nitpicks: There were moments I'd felt the editing could be tighter, and I wasn't sure the whole Azog thing was necessary. But I did love it, maybe even as well as Fellowship.

A few days passed, I caught up on sleep, and I just kept recalling favorite scenes, remembering those fantastic performances, humming the soundtrack...

My second time at the film, (3D, 48fps), I was so thrilled to be watching it again, so delighted each time we reached another favorite scene or bit of dialog, or particularly gorgeous scenery, so awed at the clarity and beauty of the picture, that even those tiny nitpicks seemed meaningless. I came away this time, not only having adored every frame, but realizing abruptly that I'd loved the film MORE than Fellowship: the story is as exciting, (even if the stakes are lower); and the acting is at LEAST as good, but also the film is more self-contained, with concluded arcs, and with that delightful combination of playful and profound that I've always so loved in the book.

Martin Freeman's Bilbo is all I had hoped, and more (which is saying something!). For that matter, EVERY member of the cast was spot on. These were characters I didn't merely enjoy watching; I loved spending time with them. I left the theater wondering how quickly I could make my way back yet again.

Perhaps the greatest compliment I can give the film: when I went back to read the book yet again (30th time? 50th?) to compare the descriptions to the film, I kept noticing details I'd somehow never seen. Yes, the movie takes a few liberties, but not only did it stay true to the spirit of the book in every frame, it let me read my favorite book with new eyes. What greater gift can a movie give it's audience than that?

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