In the aftermath of Frodo and Sam's departure on their mission to destroy the Ring of Power, Merry and Pippin are captured by orcs. Boromir of Gondor, in a desperate bid to protect them, is fatally wounded and confesses his attempt to seize the Ring from Frodo, who managed to escape using its power. Aragorn, Legolas, and Gimli honor Boromir with a solemn send-off and then embark on a quest to rescue the two hobbits.

Encounter with Rohan

As the trio tracks the orcs, they encounter the Riders of Rohan led by Éomer, King Théoden's nephew, who informs them of his victory over the orcs. However, he has not seen Merry or Pippin. Despite this, Éomer provides them with horses to continue their pursuit.

A New Ally in the Forest

Meanwhile, Pippin has cunningly convinced an orc that the hobbits possess the Ring, prompting the creature to attempt escape with them. In the ensuing chaos, a Rider kills the orc, allowing Pippin and Merry to flee into the mysterious Fangorn Forest. There, they find refuge with Treebeard, the ent leader, who, after listening to their tale, convenes an Entmoot. After three days of deliberation, the ents decide to march against Isengard, Saruman’s fortress.

The Return of Gandalf

Hopeful signs suggest to Aragorn, Legolas, and Gimli that Merry and Pippin have escaped. As they venture into Fangorn, they encounter Gandalf, resurrected and imbued with greater power. Joining forces, they ride to Théoden’s hall on Shadowfax, the swift horse from Rohan.

Transformation at Théoden’s Hall

Initially met with hostility by the aged Théoden, who is under the influence of his malevolent minister Wormtongue, Gandalf breaks the spell with a display of power. Freed from Wormtongue’s manipulations, Théoden regains his vigor and resolves to lead his people against Saruman. Wormtongue is given a choice but chooses to flee and join Saruman.

The Battle at Helm’s Deep

The forces of Saruman, comprised of orcs and wild hillmen, besiege Helm’s Deep. Heroic acts by Éomer, Aragorn, Gimli, and Legolas become legendary, as they fight to protect Rohan. As dawn breaks, a mysterious forest appears, and Gandalf returns as the White Rider, turning the tide of battle. The enemy is forced into retreat, captured by the enigmatic forest.

Journey to Isengard

Following their victory, Gandalf leads Théoden and his company to confront Saruman at Isengard. They witness the devastation wrought by the ents, who have transformed the once-mighty stronghold into a waterlogged ruin, with only Orthanc standing. Merry and Pippin, stationed by the gate, recount the ents' attack and their subsequent encounter with Treebeard.

Saruman’s Downfall

Gandalf summons Saruman, who unsuccessfully attempts to bewitch them with his voice. Offered a chance to join them or leave for Mordor, Saruman refuses both. Gandalf expels him from the White Council and snaps his staff, signaling his fall from power. As Saruman skulks away, Wormtongue angrily hurls a crystal ball at Gandalf. It misses, and Pippin retrieves it, but Gandalf quickly takes it back, aware of its peril.

Pippin’s Encounter with the Dark Tower

As the group returns to Rohan, Pippin, unable to resist his curiosity, peers into the crystal ball. Drawn to the Dark Tower, he is confronted by Sauron and faints. Gandalf revives him, relieved that Sauron gleaned nothing about the Ring's whereabouts.

Frodo and Sam’s Trek with Gollum

While these events unfold, Frodo and Sam journey through desolate lands, shadowed by Gollum. Capturing him, they spare his life, and he swears on the Ring to guide them faithfully. Their path to Mordor is fraught with peril, as Ringwraiths occasionally soar overhead, instilling fear.

Capture and Release...