2002, 2 hrs 55 min., Rated PG-13 for epic battle sequences and scary images.�Based on the novel by: J.R.R. Tolkein. Dir: Peter Jackson. Cast: Elijah Wood (Frodo Baggins), Sean Astin (Samwise 'Sam' Gamgee), Ian McKellen (Gandalf the White), Viggo Mortensen (Aragorn), Orlando Bloom (Legolas), John Rhys-Davies (Gimli), Billy Boyd ('Pippin'), Dominic Monaghan ('Merry'), Christopher Lee (Saruman the White), Andy Serkis (Gollum/Sm�agol), Miranda Otto (�owyn), Brad Dourif (Gr�ma Wormtongue), Liv Tyler (Arwen), Cate Blanchett (Galadriel), Bernard Hill (Th�oden, King of Rohan), Karl Urban (�omer), David Wenham (Faramir).

Me again, the guy who never read the books, but likes the movies. You may remember me from Fellowship of the Ring, or the two Harry Potter flicks.

So how did this one go down? Not bad, but as someone who never read J.R.R. Tolkein�s books, and saw the film with two big fans, I feel a little left out. The film breezes past, so there isn't much time for reflection. Two Towers goes-goes-goes and I get that I'm missing quite a bit of backstory.

Even at three hours long, it seems Jackson is trying to pack in so much of Middle Earth that the film feels jumbled. I�m trying my best to learn the mythology without having read the books, but it takes some thinking and surmising during the movie for some notes to click, which means I might have missed a few sentences. I had to ask my brother and his friend Jeremy several questions afterwards to make sense of some of the plot points, because I�m a moron. Although, I did catch on most of the time after some thought and further on-screen clarification. I need to see it again, for sure.

Still, the movie looked good, the action was intense, and the effects provided many an eye-gasm (been reading my hip-hop dictionary). It is definitely a middle film. There�s no beginning, no end, thus The Two Towers needs a third part to tie in the many pieces. I wish Jackson could have left the film on a major cliffhanger (yes, out of the Empire Strikes Back mold), since it seems that the purpose of a middle film of a trilogy is to put the characters in the worst possible situation possible, then get them out in the final movie. Either way, I look forward to seeing Return of the King next December, so that when I watch all three in succession it will all make more sense.

My first reaction from my packed theater was that it is a Gollum & Gimli show, but upon reflection I forget that Aragon gets most of the focus in the action, and Legolas shows off some cool skills that elicited applause a few times. Legolas and Gimli also provide the bulk of the humor, playing off their warrior ways and Gimli�s short stature.

As to the fanciful creatures, none are more so than the Ents. The trees were peachy keen, but the effects seemed tough for Jackson's crew. Their movements were deliberate; it was hard to see any grace in them. But, how often do you get to draw an army of trees, and it�s rare that you see Mother Nature fight back � literally. So it still provided a delightful spectacle.

Gollum/Sm�agol is definitely the best CGI character ever created for the big screen, and his split personality was pulled off exceptionally (eat your floppy ears out, Jar Jar).

The hobbits are greatly overshadowed in the second part of the puzzle, wandering the hinterlands and lacking the innocence that made Fellowship of the Ring so heartfelt. Thus the audience focuses more on Gollum than ring-seduced Frodo (Elijah Wood � in a constant drunken stupor) or Sam (Sean Astin), and the Ents than Pippin and Merry, who spend two hours of the movie walking and talking with Treebeard through the woods. Meanwhile, all the action is taking place elsewhere, with the humans in danger of existence by Saruman�s (Christopher Lee) minions.

But wait, here comes Faramir of Gondor! Wait, he�s not Baromir? My bad. All humans look alike.

Gandalf the wizard is back, with Ian McKellen fresh off his nomination for Best Supporting Actor and last seen dropping into the great unknown with a fiery beast. No worries. Gandalf still wields a mighty staff.

I�m not sure why Liv Tyler is in this one, but after seeing her on Letterman last week, I figured it out. The babe-alicious daughter of Aerosmith singer Steven Tyler is ideal to trot out for promotion, since the film is otherwise short on feminine heroes. Well, at least in that Miranda Otto (as �owyn, who draws us near the dreaded love triangle scenario � please don�t do it!) is a relative unknown, although almost as cute as Liv.

The Lord of the Rings trilogy could serve as the New Zealand tourism board�s promotional videos. Just mail it out, and watch the people come, and not just the ones with scruffy hair, glasses and �Gollum rocks� T-shirts. Even normal folk can get drawn in. The scenery is awesome, although Jackson�s constant movement around our heroes on long shots sometimes made me dizzy. Jackson needs to settle on a wide angle once in a while and let it establish the moment.

Of course, some of the more ardent LOTR lovers � and less based in reality � might be disappointed that there are no hobbits in the shires or dwarves in the mountains, and that the trees aren�t talking back to them. Still, it�s a credit to Tolkein, and I can see why he�s considered a fantasy genius. He created so many inspiring characters, races, and places that Middle Earth becomes a comfy second home, even in times like The Two Towers when the darkness becomes disheartening and their world seems doomed.

Ultimately, this battle between good and evil is becoming more intriguing with its thickening plot, monumental battles (if strategically flawed) and mind-boggling special effects. Jackson has created the epic of our generation, the trilogy to rule them all.