While I love the great Tolkien books and am still amazed at the accomplishment of Peter Jackson’s ‘Lord of the Rings’ trilogy — a film powerhouse that’s raked in almost three billion dollars worldwide — I have to be candid and say that I was not as thrilled with ‘The Hobbit: An Unexpected Journey’. That’s the first part of a trilogy based on J.R.R.Tolkien’s book that introduced us to Middle Earth and its epic battles between the powers of good and those of evil, with us humans rather ambiguously stuck in the middle.

Still, Jackson’s Weta Digital team has the ability to realize a fantastic vision in a way that no other filmmaker can match, and even his flawed works (like the remake of ‘King Kong’) still feature breathtaking sections like its opening scenes in 1930’s New York City. There’s a lushness about his films that I just love.

So with anticipating and some trepidation I attended a press screening of part two of ‘The Hobbit’ trilogy, ‘The Hobbit: The Desolation of Smaug’.

And I loved it!

All the story elements that made the first one move slowly and awkwardly shift between being humorous/self-aware and darker/more thrilling a la ‘The Lord of the Rings’ trilogy have vanished, and the film moves along at a good pace with a remarkable number of action sequences. My favorite: a truly epic fight between Smaug (voiced by Benedict Cumberbatch), the Dwarves (led by my favorite, Thorin Oakenshield (Richard Armitage)) and the indomitable hobbit Bilbo Baggins (Martin Freeman) that is breathtaking, a superb demonstration of the award-winning special visual effects that the Weta Digital team bring to moviemaking.

Fans will recall that ‘The Hobbit: An Unexpected Journey’ ends with Bilbo and the Dwarves being dropped safely on a mountaintop by the Eagles, after having just barely escaped an attack by the evil Azog (Manu Bennett) and his hoards. Surprisingly, ‘The Desolation of Smaug’ doesn’t open up immediately afterwards, but offers us some backstory before bringing us up to date with Bilbo and his traveling companions.

There are a number of elements in this film that aren’t in the original book, including major new characters like the terrific Tauriel (Evangeline Lilly), and expanded roles for fan favorites like Legolas (Orlando Bloom). While purists will doubtless criticize this decision, they were great additions to the story and make sequences like the escape from the wood elves in empty wine barrels far, far more exciting than they were in the book.

And Tauriel. Ah, now there’s a great female character for us to rally behind, a fighter who is tougher, faster and more dangerous than even Legolas himself while managing to be gorgeous and completely believable in her affection for the roguish Kili (Aidan Turner). When she and Legolas take on the entire Orc army and their Wargs, led by Bolg (Lawrence Makoare) it’s just a sheer delight to watch: fast, fluid and exciting.

And where’s Gandalf the Gray (Ian McKellen) during this sequence? He’s gone up to the abandoned fortress Dol Guldur to face the Neuromancer (Benedict Cumberbatch again), and when they do meet, we finally get to see Gandalf show off some of his own fighting skills. It’s a surprise as it’s easy to forget that he has more ability than just banging around his staff to yells of “you shall not pass!”

The next big scene is in Lake-town, a beautifully realized city on the water where a variety of downtrodden townspeople are mercilessly taxed by the town Master (Stephen Fry) with the lurking help of his assistant Alfrid (Ryan Gage). Fortunately, Bilbo and the Dwarves have been befriended by Bard (Luke Evans) who helps the party prepare for their assault on the Hidden Mountain prior to their Durin’s Day deadline.

When they get to the Lonely Mountain, Thorin and the Dwarves fail to find the hidden keyhole into which their key can be inserted to open the hidden door, and they abandon the enterprise. But Bilbo, little Bilbo who is growing into a courageous leader of men, persists and with the help of a portent or two, finds the crack in the wall. That’s all it takes and they’re able to go into Erebor.

Converting “a dark hole in the ground” into the lovely Hobbiton home of Bilbo was just the warm up for the challenge Weta faced with the Kingdom of Erebor, because it needed to be vast, unimaginably massive, with halls large enough that a dragon could reasonably fly in pursuit. And Erebor is just that in ‘The Hobbit: The Desolation of Smaug’. It’s an awe-inspiring vision of an underground city that isn’t dark and brooding but majestic, even if it’s been long since abandoned after the arrival of Smaug the Terrible 60 years earlier.

The entire sequence where Bilbo and Smaug converse even as Bilbo skulks about looking for the Arkenstone and then the rest of the Dwarves arrive and boldly battle the massive dragon in its lair is terrific. It’s the best sequence in a film full of really great scenes, a superb cinematic accomplishment making the dragon not just seem real, but frightening. Can the Dwarves and Bilbo defeat Smaug? Maybe, just maybe, if they’re really smart. Or perhaps not.

I just loved ‘The Desolation of Smaug’. It’s everything I want out of a film: big story, amazing visuals, powerful characters and a storyline that keeps moving forward, revealing unexpected aspects to characters we already know and expanding on what’s already a splendid story.

This is a no brainer. Go see it. On the biggest screen you can find.