-Lots of Viggo yumminess! ;)
-Eowyn! She's great! I really want her to get Aragorn now, even though I know that he ends up with Arwen (about whom more later), and she ends up with Faramir. She's one of my favourite characters in the books, and IMHO they did a good job with her. And I'm looking forward to seeing her kick ass in the next movie.
-the fact that the "cute Rohan refugee children" were played by two kids whose last names were "Jackson" -- any relation, I wonder? ;)
-the Ents. I am satisfied with their portrayal. Not quite how I imagined them... but well-done.
-Gollum/Smeagol. Wow. I never thought I'd be so completely won over by a CGI character.
-The Battle at Helm's Deep. Excellent use of technology to create a really scary number of enemies.
-Arwen. I was actually on her side in the first movie, but she was just ridiculous in this one. What was up with that transparent dress? Okay, so it's Aragon's dream, but that was still utterly gratuitous. And it annoys me that they're trying to convince the audience she'd actually leave for the Grey Havens and leave Aragorn behind. While simultaneously making Eowyn so attractive. If they don't do something to rehabilitate Arwen in the next movie, I'm actually going to be pretty disappointed when she and Aragorn end up together. :P
-Faramir. What was going on with that? Faramir's supposed to be a kind of counterpoint to Boromir. I was not impressed with the filmmakers' efforts to turn him into another version of Boromir. Okay, so he lets them go eventually, but --
-They actually bring the ring into Gondor -- where one of the Nazgul sees Frodo, only to be chased off by (from what we could see) one arrow??? I'm so sure. And then they're just going to go merrily skipping off into Mordor again??!! Please. They should have left the Faramir episode alone. This one was a mess.
-What were the Elves doing at Helm's Deep? Having said that, if they were supposedly sent by Elrond, why was Haldir leading them? And how can they justify killing off Haldir? That quite annoyed me.
Bitching aside, I enjoyed the movie. It gets 4 stars.