I didn’t have that much of a problem with the small changes to Merry and Pippin’s story. The changes to Helm’s Deep and to Faramir/Osgiliath were just awful – I felt completely sold out by the end of the movie, especially after the first one was so good.
In Helm’s Deep: First, they not only brought *Celeborn* and the Galadrim to Helm’s Deep, but they slaughtered them with common Orcs! Any Tolkien reader worth his or her salt should have been biting back a yell when that one solitary Orc killed Celeborn: that was a pathetic joke and a waste of a very old and powerful character. Second, they changed the tone to a campy, unbelievable, Arnold Schwarznegger action film, with the one-liners and unrelentingly clownish Gimli: he’s a proud dwarf warrior, not a fall guy for a bunch of short-jokes!
With Faramir: What was the point of all that garbage? Why make Faramir into an even more power-hungry man than his brother? Why take the hobbits to Osgiliath, which had already fallen by that time in the book? Why, *why* have a confrontation where Frodo reveals the ring to a full-strength Nazgul when Mordor is just a few miles away? Why have Sam tell Faramir that Boromir dies because of his lust for the ring, implying that Frodo and Sam had something to do with killing him? Why tell all the Gondorian soldiers that the Ring of Power is right there and any of them could take it? This was a completely failed re-write if you ask me.
After the first movie was such a great film *and* great adaptation of the book, I was eagerly awaiting this second film. Now I wish I’d waited to see it on DVD.