The Lord of the Rings: The Two Towers is a 2002 epic fantasy adventure film directed by Peter Jackson, based on the second volume of J. R. R. Tolkien s The Lord of the Rings. The film is the second instalment in The Lord of the Rings trilogy and was produced by Barrie M. Osborne, Fran Walsh and Jackson, and written by Walsh, Philippa Boyens, Stephen Sinclair and Jackson. The film features an ensemble cast including Elijah Wood, Ian McKellen, Liv Tyler, Viggo Mortensen, Sean Astin, Cate Blanchett, John Rhys-Davies, Bernard Hill, Christopher Lee, Billy Boyd, Dominic Monaghan, Orlando Bloom, Hugo Weaving, Miranda Otto, David Wenham, Brad Dourif, Karl Urban and Andy Serkis. It was preceded by The Fellowship of the Ring (2001) and followed by The Return of the King (2003).

Continuing the plot of The Fellowship of the Ring, the film intercuts three storylines. Frodo and Sam continue their journey towards Mordor to destroy the One Ring, meeting and joined by Gollum, the ring s former owner. Aragorn, Legolas, and Gimli come to the war-torn nation of Rohan and are reunited with the resurrected Gandalf, before fighting against the legions of the treacherous wizard Saruman at the Battle of Helm s Deep. Merry and Pippin escape capture, meet Treebeard the Ent, and help to plan an attack on Isengard, fortress of Saruman.

The Two Towers was financed and distributed by American studio New Line Cinema, but filmed and edited entirely in Jackson s native New Zealand, concurrently with the other two parts of the trilogy. It premiered on 5 December 2002 at the Ziegfeld Theatre in New York City and was theatrically released on 18 December 2002 in the United States, and on 19 December 2002 in New Zealand. The film was highly acclaimed by both critics and audiences, who considered it to be a landmark in filmmaking and an achievement in the fantasy film genre. It received high praise for its direction, action sequences, performances, and CGI, particularly for Gollum. It grossed $920 million worldwide, making it the highest-grossing film of 2002 and the third highest-grossing film of all time at the time of its release. Following subsequent reissues, it has as of 2021 grossed over $947 million.

The Two Towers is widely regarded as one of the greatest and most influential films ever made. The film received numerous accolades; at the 75th Academy Awards, it was nominated for six awards, including Best Picture, winning for Best Sound Editing and Best Visual Effects

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Awakening from a dream of Gandalf fighting the Balrog in Moria, Frodo Baggins and Samwise Gamgee find themselves lost in the Emyn Muil near Mordor and discover they are being tracked by Gollum, a former bearer of the One Ring. Capturing Gollum, Frodo takes pity and allows him to guide them, reminding Sam that they will need Gollum s help to infiltrate Mordor.

Aragorn, Legolas, and Gimli pursue a band of Uruk-hai to save their companions Merry and Pippin, entering the kingdom of Rohan. The Uruk-hai are ambushed by a group of Rohirrim, allowing the Hobbits to escape into Fangorn Forest. Meeting Aragorn s group, the Rohirrim s leader Éomer explains that he and his men have been exiled by Rohan s king, Théoden, who is under the control of Saruman and his servant Gríma Wormtongue. Éomer believes Merry and Pippin were killed during the raid but leaves the group two horses. Searching for the Hobbits in Fangorn, Aragorn s group encounters Gandalf, who reveals that after his fight against the Balrog he was resurrected as Gandalf the White to help save Middle-earth.

Gandalf leads the trio to Rohan s capital, Edoras, where Gandalf frees Théoden from Saruman s control. Aragorn stops Théoden from executing Wormtongue, who flees. Learning of Saruman s plans to destroy Rohan with his Uruk-hai army, Théoden evacuates his citizens to the fortress of The Hornburg at Helm s Deep. Gandalf departs to find Éomer and his followers, hoping they will fight for their restored king. Aragorn befriends Théoden s niece, Éowyn, who becomes infatuated with him. When the refugees travelling to Helm s Deep are attacked by Saruman s Warg-riding Orcs, Aragorn falls from a cliff and is presumed dead. He is found by his horse Brego and rides to Helm s Deep, witnessing Saruman s army marching to the fortress.

In Rivendell, Arwen is told by her father Elrond that Aragorn will not return. He reminds her that if she remains in Middle-earth, she will outlive Aragorn by thousands of years, and she reluctantly departs for Valinor. Elrond is contacted by Galadriel of Lothlórien, who convinces him that the Elves should honour their alliance to men, and they dispatch an army of Elves to Helm s Deep.

In Fangorn, Merry and Pippin meet Treebeard, an Ent. Convincing Treebeard that they are allies, they are brought to an Ent Council, where the Ents decide not to take part in the coming war. Pippin asks Treebeard to take them in the direction of Isengard, where they witness the deforestation caused by Saruman s war effort. Enraged, Treebeard and the Ents storm Isengard, trapping Saruman in his tower.

Aragorn arrives at Helm s Deep and reveals that Saruman s army is close and Théoden must prepare for battle despite being vastly outnumbered. The army of Elves from Lothlórien arrives, as does Saruman s army, and a battle ensues. The Uruk-hai breach the outer wall with explosives and during the ensuing charge kill the Elves commander, Haldir. The defenders retreat into the keep, where Aragorn convinces Théoden to meet the Uruk-hai in one last charge. At dawn, as the defenders are overwhelmed, Gandalf and Éomer arrive with the Rohirrim, turning the tide of the battle. The surviving Uruk-hai flee into Fangorn Forest and are killed by the Ents. Gandalf warns that Sauron will retaliate.

Gollum leads Frodo and Sam through the Dead Marshes to the Black Gate, but recommends they enter Mordor by another route. Frodo and Sam are captured by Rangers of Ithilien led by Faramir, brother of the late Boromir. Frodo helps Faramir catch Gollum to save him from being killed by the Rangers. Learning of the One Ring, Faramir takes his captives to Gondor to bring the ring to his father Denethor. Passing through the besieged city of Osgiliath, Frodo tries to explain to Faramir the true nature of the ring, and Sam explains that Boromir was driven mad by its power. A Nazgûl nearly captures Frodo, who falls under the ring s power, fortunately Sam saves him and reminds him that they are fighting for the good still left in Middle-earth. Impressed by Frodo s resolve, Faramir releases them. Gollum decides to betray Frodo and reclaim the Ring by leading the group to "Her" upon arriving at Cirith Ungol