Classic Remarks: How The Two Towers Film Differs from the Book

Classic Remarks is a meme hosted by Krysta and Brianna at Pages Unbound. Each week, they pose a question about classic works of literature in order for readers to engage in a continuing conversation about elements of classic literature, the literary ‘canon’, and the timelessness of story. If you’re interested in participating, you can find the schedule here.

This week’s Classic Remarks topic is about Dante’s Inferno, which I haven’t read since college and don’t plan to reread anytime soon, so instead of that I’m going to write about an earlier Classic Remarks topic about movie adaptations as a follow-up to a post about the movie of The Fellowship of the Ring vs. the book. Because I can.

So. The Two Towers.

Of all the Lord of the Rings films, The Two Towers is the one that diverged the most from the books. Some of the changes made sense when it comes to telling a story via film, and some of them made… less sense.

  • I Put a Spell on You

When we first meet Movie Théoden, he is literally under a spell of Saruman’s that makes him physically weak and destroys his will, making him susceptible to Gríma Wormtongue’s suggestions. Book Théoden is under no such spell, but he’s aging and his only son has just been killed in battle. He’s grieving, his lands are under attack on multiple sides, his allies don’t seem to be responding at all, and everything seems hopeless. All this makes him susceptible to Gríma’s odious advice to stay home, rest, marshal his strength and not ride out against the orcs, Saruman, etc. In both cases, Gríma is Saruman’s tool in Rohan, but the movies make Saruman’s involvement more blatant.


Remember Jeff and Phyllis from Fargo? And remember that they haven’t read the books and so don’t understand Saruman’s insidious nature? In the book, Tolkien can take his time and have Gandalf explain how Saruman has used Gríma to influence Théoden, but can you imagine that happening in a movie? You’d have to have Gandalf standing there explaining how Théoden’s had a rough ten years, and that he’s lost hope, his son is dead, and that Saruman is taking advantage of this fact to use Grima as a philosophical weapon that prevents the king of Rohan from sending his warbands against the enemy, thus allowing Saruman’s forces to encroach deeper into Rohan’s territory until it’s entirely too late, the Uruk-hai are everywhere, and there aren’t enough warriors left to defend the vast plains of Rohan.

See? You’re yawning through that explanation. Do you really want to watch Gandalf expositing on the subject for five minutes? I thought not.

“Gosh, Jeff. I didn’t realize this movie was going to have a lecture about having hope in the face of despair, and how one must stand up to fight evil even in the face of hopeless odds. I just wanted to see if that Aragorn fella married that pretty Elf girl. ”
Photo by Pixabay on

Movie Théoden is under a spell, Gandalf comes in and breaks the spell, and we’re off to the races. So to speak.

  • The People of Rohan Evacuate to Helm’s Deep

This is a big change from the book, as Book Aragorn and Book Théoden lead the Rohirrim to the fortress of Helm’s Deep, but the people evacuate to Dunharrow. In Peter Jackson’s films, the entire population of Edoras heads out to Helm’s Deep, along with the army. This makes sense from a cinematic point of view, as the average viewer needs to see how high the stakes are for the upcoming battle, and being able to show women and young children being chased by and later hiding from orcs shows just how important it is for the good guys to win this battle. If they don’t, everyone dies, the orcs and Uruk-Hai burn Rohan to the ground and then head for Gondor, game over.

But. It doesn’t make a lot of sense from the standpoint of the books, or really in a practical sense, as Bret Devereaux explains in detail in this post from his blog, ‘A Collection of Unmitigated Pedantry’. In the books, Aragorn, Legolas, Gilmli, and King Théoden and his fast-moving mounted warband rush to Helm’s Deep, a fortress that guards a valley and is the home to Erkenbrand, the master of the Westfold (who, alas, doesn’t appear in the movies) to prevent Saruman’s army from swarming across the greater part of Rohan. They meet up with the forces already at Helm’s Deep, and are aided later on when Gandalf (who wanders off in both book and movies) returns with Erkenbrand in the books, and with Éomer in the movie.

In the movie, the warband heads to Helm’s Deep with the civilians in tow, which should make the journey take far longer, as many of the people are on foot and they’re bringing supplies in slow-moving carts. This opens them up to attacks from warg-riding orcs, who are either very sneaky or manage to get super close to the civilians because Movie Théoden has bad tactics and doesn’t have an advance guard in place until they’re actually under attack.

There is no warg attack in the book, but hey, action sequence! It also allows Aragorn to get separated from the group for angst reasons, and also for allowing Arwen to have a metaphysical moment with him. And so the movie can logically(?) cut to Rivendell so Elrond can talk her into leaving Middle-earth for Valinor, so she can have a vision of one of the kids she’ll have with Aragorn so she’ll change her mind and stay in Middle-earth and marry Aragorn, assuming he survives and… Yeah. That was all added in, because Book Arwen never had any doubts about her decision to stay in Middle-earth while the rest of her people left, but anyway. Back to our regularly scheduled programming, already in progress.

“Keep going, everyone. No, we’re not there yet. No, we’re not going to stop so you can use the bathroom. There’s a nice bit of underbrush over there. Use that.”

So Aragorn gets separated from the group, has a dream moment with Arwen, and meets up with the horse, Brego, who used to be Theodred’s horse, but Theodred’s dead so the Rohirrim released an immensely valuable and highly-trained warhorse into the wild and left all his valuable tack on him, including bit, bridle, and reins so that this valuable horse could potentially get those reins tangled up in underbrush and die slowly….

Fortunately, Brego did not get tangled up in anything and found Lost!Aragorn and they get to have a moment because there was one point where Aragorn talked Elvish to him.

Story-wise, Aragorn’s separation allowed him to do some scouting on his way to Helm’s Deep so he could report back to Théoden that there’s an army of 10,000 on its way to wipe out the people of Rohan. Because apparently when those two cute kids showed up on the giant horse earlier, their story wasn’t quite enough to convince Théoden of the gravity of the situation.

But again, Jeff and Phyllis from Fargo haven’t read the books, so they need reminders of how dire the situation is. So we need warnings from everyone and their horse that Saruman’s army is ginormous and will wipe out everything in its path, and that Théoden’s army is outnumbered by a lot, and they’ll need all the help that they can get. So Aragorn is fashionably late to Helm’s Deep, makes his report, and everyone’s like, “We’re all going to die!”

Which is when…

  • “We come to honor the allegiance we never made”

Haldir of Lothlorien shows up for… plot reasons?

You might wonder why a border patrol officer of Lothlorien who would report to Celeborn and Galadriel would bring word from Elrond of Rivendell.

I wondered that, too.

So I went back to my copy of the extended edition, brought up the director’s commentary with Peter Jackson, Fran Walsh, and Philippa Boyens because I hadn’t watched it for a long time. It turns out that Jackson wanted to build the battle up just that much more– the Rohirrim are vastly outnumbered, and at the last minute they get a bit of help. Book Elves are fighting battles in their own lands and drop out of the story after Lothlorien. But Jackson and Co. wanted to reinforce the notion of the Last Alliance, which existed in the first War of the Ring, when Men and Elves fought together against Sauron at the end of the Second Age (and got Gil-Galad and Elendil killed, among others, and didn’t end the problem of the Ring, or else we wouldn’t have the story now).

And really, I don’t mind this change, though I will forever be annoyed when Haldir says, “An alliance once existed between Elves and Men…we come to honor that allegiance” because while the Elves fought alongside Men on the slopes of Orodruin, the Elves did not swear allegiance to Men. So Haldir saying “we come to honor that allegiance” is wrong. He should have said something like, “We come in honor of that alliance”.

That said, they look pretty amazing in the rain…

  • The Fool of a Took Manipulates a Tree

Merry and Pippin spend a large portion of the movie in Fangorn Forest with Treebeard, listening to his endless stories, getting themselves tangled up in some angry trees (in an homage to the skipped scenes from the Old Forest in The Fellowship of the Ring), and waiting around while the extremely long-winded Ents spend all day saying ‘Good morning’ to each other at the Entmoot.

In the book, Merry and Pippin continue just hanging around while the Ents decide to go to war against Saruman and the Uruk-hai, but Jackson and Co. decided that Merry and Pippin were a bit like luggage at this point, so to give the Hobbits more of a story, they decided to give the Hobbits more of a role in the proceedings. So instead of the Ents deciding to go to war on their own, the Ents initially decide that the war on their borders is not their problem. Merry gives an impassioned speech about the Ents being part of the world, and having a stake in the oncoming war, but Treebeard is unmoved.

Ultimately, Movie Pippin comes to realize just what the stakes are– if the war doesn’t stop here, it’s going to spread to the rest of Middle-earth, and that eventually the Shire will be destroyed. And so as Treebeard is taking the Hobbits to safety, Pippin asks him to take them south– past Isengard, stating that it’s the last thing anyone will expect. What this does is to take them into the part of the forest that Saruman and his minions have destroyed. This infuriates Treebeard, so calls to the rest of the Ents so they can see the destruction, and this is what drives the Ents (and the Huorns in the extended edition) to go to Isengard and tear the place down.

  • Faramir: The Dark Knight

Oh, Faramir. The Two Towers film did you wrong.

Movie Captain Faramir. Much dark. So brooding.

So Book Faramir is the character that, according to Tolkien himself, most resembled Tolkien. He also has one of my favorite quotes from the book:

“War must be, while we defend our lives against a destroyer who would devour all; but I do not love the bright sword for its sharpness, nor the arrow for its swiftness, nor the warrior for his glory. I love only that which they defend.”

J.R.R. Tolkien, The Lord of the Rings

Book Faramir is a wise young captain of Gondor who has an air of Numenor about him. He loves knowledge, holds Gandalf in high regard, and states quite clearly that he would not take up the Ring if it lay by the side of the road.

Movie Faramir… let’s say he has some issues. They come from textual sources, at least. His father, Denethor, resents Faramir for a number of reasons. Faramir’s mother, Finduilas, grew weak after his birth and eventually died while Denethor neglected the boy. Faramir has that noble air of Númenor about him, while Boromir doesn’t really. Faramir loves listening to Gandalf, who doesn’t get along with Denethor. Boromir was the favored son, and he up and died while Faramir just keeps living. No matter how good at everything Faramir is, Denethor is never happy with it.

So Faramir has some issues and wants to show his father how good of a son he is, especially after Boromir’s death.

But… The dark and brooding Faramir who looks away after ordering his men to beat up Gollum? Who is sorely tempted by the Ring and the idea of bringing it to his father in Minas Tirith? Who drags the Hobbits into the middle of a battle in Osgiliath?

Yeah, not a fan.

I mean, I get his being tempted by the Ring in the movies. They spent hours showing just how insidious it is, how it tempts everyone who comes near it, how it calls to people, how horribly addictive its power is– and if Faramir just says, “Yeah, it’s not affecting me, because I’m wise, and I swore an oath that if I found it on the side of the road, I would leave it there”, then the power of the Ring is diminished.

Because you have to remember that it’s not just Tolkien nerds watching the films. Jeff and Phyllis from Fargo are also there, and they have no idea what this ‘air of Númenor’ is and why it makes Faramir immune to being tempted by the Ring when he’s never seen it.

But… Alas. We get Dark Faramir. We get the Hobbits being dragged to Osgiliath. We get one of the Ringwraiths showing up on a winged fell beast and the Ring tempting Frodo to put in on again and Sam saving the day (again), and Frodo holding a knife to Sam’s throat because he’s so caught up in the Ring’s power.

The next part is lovely, because we get that wonderful speech from Sam about being in the dark part of a story and not wanting to know how it ends, because how could the ending be good when so much bad had happened? But then you keep going, and the heroes persevere because they were holding onto the hope that there is still good in the world, and it’s worth fighting for.

So… Yeah. Faramir the Dark shows up in the movies, and it’s a major break in character from the books, and I’m not a fan but I understand why they made the changes, and it leads to one of the best speeches in the entire trilogy, so it has redeeming qualities.

I’ll live with it.

  • The End

I mean, the ending is different.

In the book, The Two Towers the story ends after Gollum has betrayed Frodo and Sam to Shelob after that long climb to Cirith Ungol. After nearly making it out of Shelob’s terrifying lair, Frodo is stung by Shelob (a giant spider creature) and is paralyzed. Sam thinks Frodo is dead, freaks out for a little while, then realizes that he has to carry on with the quest, so he takes the Ring and starts to walk down the road. At that point, orcs find Frodo and Sam overhears them talking, and in so doing he discovers that Frodo isn’t dead. The book ends, “Frodo was alive, but taken by the enemy”.


But the Hobbits’ flight from Shelob takes place at the same time as the siege of Gondor, which happens days after the Battle of Helm’s Deep, so if you’re taking the chronology of events into account, we can’t get to Shelob’s lair during or immediately after Helm’s Deep.

Also, if you’re going to end the film with the victories at Helm’s Deep and Isengard, and then have a several-minute sequence with Frodo and Sam running away from Shelob, it’s going to make for an unsatisfying ending, as well as one that ruins any dramatic tension that’s built up between the Hobbits and Gollum. And one that ruins that emotional high we get after seeing all the victories.

So Frodo and Sam end the movie The Two Towers feeling pretty good about things, and everyone else gets to feel pretty good about things, and we end on a high note before getting whacked upside the head with all the awful things that happen in The Return of the King.

So sorry, Shelob. You’ll just have to wait a little longer for those Hobbits to wander into your lair. We have All the Feels to deal with at the end of this movie.

But you’d better keep a watchful eye on things, Mr. Frodo…

10 thoughts on “Classic Remarks: How The Two Towers Film Differs from the Book

  1. This is so detailed. I love it! I just read the books and watched the films this summer, and I was pretty disappointed in the film version of The Two Towers, for almost all the reasons you pointed out – including the change to Faramir’s character. Like you said, the movie has to be different in some ways for sequence and audience appeal purposes, so I think they are really good especially if one hasn’t read the book. But after reading the book, it was just so much better than the movie (as often goes with movie adaptations haha). Thank you for sharing!

  2. These posts are exceptional. ❤ I'm so glad to see Phyllis and Jeff have returned!

    I agree with the changes of Grima/Saruman's spell as well as the evacuation to Helm's Deep for the film. It was weird that Aragorn got split off like he did, but I think the connection with Arwen and Elrond was a good one to keep us invested in the romance. And, yeah, I cringed with Haldir said he brought word from Elrond… but, let's go with it.

    But, man. Poor Faramir. He deserves better.

    The other thing that bothered me a lot was when Faramir takes Sam and Frodo to Osgiliath. I remember being confused when I saw the film in the theatre and then laughing aloud when Sam says, "By all rights, we shouldn't even be here!" So true, Sam. So true. I don't think that we needed to make this particular change. Perhaps it's because Jackson felt like we couldn't follow Faramir's story unless members of the Fellowship were with him? I dunno. I never watched the commentary (but now I totally want to!). I'm glad we were able to introduce Osgiliath before RotK, but I don't think it's importance came across to the Phyllis's and Jeff's of the world.

    Oooh, I do like the addition of Eowyn discovering that Aragorn is Dunedain. I don't recall that happening in the books. Perhaps in the appendices I never read? I dunno. What I do know is it increased Eowyn's interest in Aragorn and therefore the tension of the romance with Aragorn/Arwen. I liked that a lot.

  3. I’m sure Jeff and Phyllis went to all three movies! Is there anything else to do in December/January in Fargo? 🙂

    I was okay with most of the changes, too. I didn’t mind that Elves showed up at Helm’s Deep, and you can make excuses for Haldir saying he’s brought tidings from Elrond (the Elves are telepathic, after all, so Elrond could have been in touch with Galadriel….).

    Poor Faramir…. They do better with him in the third movie. And I definitely laughed, too, when Sam said “By all rights, we shouldn’t even be here!”. No, they shouldn’t have been!

    I’ve watched all the commentaries. All of them… And all the behind the scenes stuff….

  4. Thanks!

    I didn’t mind most of the changes from book to movie, since I could understand why they made the changes. Faramir being drastically different and letting his men beat up Gollum still baffles me…

    Thanks for reading! I hope you enjoy the third installment of this little series, which will be out… sometime.

  5. Another great comparison. And you do a very good job helping us understand why the movie version is different, and that if it weren’t different it likely wouldn’t have worked as well. There’s only so much history and back story you can pack into a movie, even a long movie. Whereas a book, it has the time and the readers are used to spending that time. As I probably said with your comparison of The Fellowship, I did prefer the books, but I also very much enjoyed the movies. Though they had their differences I think they stayed true to the spirit of the story. I’m looking forward to your thoughts on The Return of the King.

  6. Thanks! That’s the thing about adaptations. There’s only so much explanation you can pack into it. What a good author can do in a few sentences might take several minutes for a film director to do, if at all. I do prefer the books, too, but as far as films go, they’re still my favorites. I’m looking forward to doing the post for The Return of the King! Not sure when it will happen, though. I’ll need to check on the Classic Remarks schedule.

  7. Of course they went to all three films! I am just glad to hear the rest of their tale.

    I’ve only see the commentary for Fellowship with the actors. I loved that. It’s so funny because you can tell the Hobbits are in one sound booth, the rest of the Fellowship is in a different sound booth, and the remaining key cast is in a third sound booth. The Hobbits are talking about something silly or random from the set, the Fellowship are all trying to tell stories that one up each other, and then Christopher Lee is trying to get his Tolkien Scholar on and no one seems to care. Perfection. I should watch the rest. Maybe next time I’m feeling under the weather?

    I wonder if they are effective with closed captioning… Perhaps this is a good while-nursing-the-baby task…

  8. Let’s be real, though, five minutes is woefully inadequate for how long Gandalf would actually take to exposit on everything that’s going on in Rohan. We’d be there for half the movie as he just kept accidentally diverting into a long-winded tale about some obscure piece of history. And oh my gosh, your commentary on Helm’s Deep is KILLING ME. It’s my favorite battle in the movies, or probably just of all time, but you’re so right, none of it makes sense! Especially the bit about Brego, but my angsty heart loves so much that Aragorn is alone in the wild with a horse he whispered Elvish to earlier. Plus, I mean, there is literally nothing more awe-inspiring in the world than Aragorn bursting through those double doors.

    Haldir is possibly my favorite elf ever–well, in LOTR, let’s not even touch on Silmarillion, because that’s a whole other can of worms–and I know it’s 100% because of the movies, but I just love him so much at Helm’s Deep, it destroys me every time.

    Honestly, I don’t think dark!Faramir makes any sense, even in the movies. Every single other scene we see him in, he DOES have that air of the Númenor about him (which, side note, I just love that as a description for him), and it seems really out of character when he looks away from them beating up Gollum. Right from the beginning, he seems gentle and kind and willing to talk rather than fight, and when we find out he’s Boromir’s brother, it just seems kind of obvious that he’s going to be the sweet one since Boromir was the bit of an ass one. So to have him get all dark and brooding doesn’t make sense because it doesn’t fit with the rest of his character that Jackson’s presented. It was like he thought we couldn’t just love Faramir for who he was, and he needed to add a bit of tragedy on top of him.

    Two Towers is up next for me to reread & rewatch, and I’m even more excited now!

  9. Yay! I made you even more excited for Tolkien!

    I get some of why they made Faramir dark for the movie, but having his men beat up on Gollum was just unnecessary. Gollum was tricksy the whole way through, and we know he wants the Ring back and will do anything to get it, including betray Frodo. There was no need for Faramir’s men to beat him up to provide the impetus for it. So I just put up with that part, knowing that he gets better treatment in The Return of the King.

  10. Pingback: Vanity Fair: The Rings of Power, a First Look | Traveling in Books

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