Granted, it's been many years since I read Tolkien's trilogy, and it made such an indefinite impression that many of the events of the films have come more or less as a surprise to me. So while I wasn't terribly surprised to be caught off guard by some of the fringe elements on display in The Two Towers, I was expecting a war movie. I certainly wasn't prepared for the level of invention this war movie reaches -- my favorite are the walking, talking tree creatures that seem to waste our time and attention but ultimately take their revenge on industry itself in a show-stopping action sequence.

What's remarkable is how deftly Peter Jackson avoids making all this look completely silly. Adapting Tolkien to the screen is risky business. What should an ent look like, anyway? How childlike can a hobbit be before he seems to behave like an imbecile? And how many jokes about dwarf-tossing can you make before you're just pathetic? It's a balancing act, and if The Two Towers feels less centered than The Fellowship of the Ring, well, the earlier film had the more clearly defined job of introducing a group of characters who would embark together on a great and violent adventure. The Two Towers, by contrast, begins in medias res, and jerks a little awkwardly between several concurrent narratives.

If the humor and whimsy in The Two Towers occasionally feel a little forced, they still serve a crucial function as a counterbalance to the bulk of the film, which is dead serious. The subjects here are the great subjects of literature. The abiding nature of love. The nobility of warfare and the unshakable conviction of heroes. Evil itself, visualized as a horde of vicious, unthinking soldiers swarming the film's gigantic vistas like so many stinking insects. Making this stuff resonate takes an unshakeable confidence in this kind of material - the knowledge, bred in the bone, that tales of hobbits, elves and orcs are relevant to the struggles of humans on earth. Peter Jackson has that confidence -- it takes an overriding passion for the fantastic to make a zombie movie as lively as Braindead -- and his bravado in bringing it to the screen with the gravity of Akira Kurosawa or David Lean remains startling and breathtaking, especially in the multiplex context. With George Lucas clearly gone cynical in his bid for the youth audience, I can't think of another filmmaker who might be interested in selling this stuff with the gusto it deserves.

There are places where the decision to shoot all three films at the same time hobbles the aesthetics. The big, repeated helicopter shot that sets the camera spinning around the characters as they trudge from one location to another shows off the various New Zealand exteriors to good effect, but they start to feel like filler, mere leftovers from the first film. In repetition, they verge on self-parody. Some of the camera angles and special effects shots similarly lack freshness. If Jackson had time to live with the first film for a while before shooting the second one, as his audience did before seeing it, he'd probably have varied the playbook somewhat.

Fortunately, the stuff that is completely new is pretty spectacular. Gollum is a formidable creation, to be sure, modeled on a performance by British character actor Andy Serkis (he played Martin Hannett, equally convincingly, in 24 Hour Party People) that never actually appears on screen. Instead, Gollum is a creation of CGI whose actions are modeled on those of Serkis. All these years since Jurassic Park and CGI effects still aren't seamless. But Gollum is one of the only truly convincing arguments to date for the validity of serious CGI-based character work (I haven't seen the second Harry Potter film, which features a superficially similar creation, but I'll go to the grave arguing that that Yoda was more convincing as a goddamned muppet and Steven Spielberg's reconstituted E.T. just an embarrassment to everyone involved). Gollum's physical non-presence is a little distracting at first -- interestingly, the scenes in which he is best blended with his human companions are those that are most brightly lit -- but the "performance," assuming you're willing to call it that, is dazzling enough to minimize my objections. The question remains, to whom should we give credit -- Andy Serkis, or the digital puppeteers who translated his work for the screen? No matter. The voice work alone is distinctive enough that Serkis richly deserves recognition, though the Academy may be too thick-skulled to understand what's really happening here.

The rest of the performances are pretty much as fine as you'd expect, though I have to admit I preferred the old Frodo, the performance of which didn't consist of much more than Elijah Wood coming to the verge of tears and then holding that almost-weepy expression on his face for the next two and a half hours. But the sense there of an ordinary fellow on the verge of either glory or absolute ruin was compelling. The routine here, which requires him to become nearly as covetous of the One Ring as his foil Gollum, is of course critical to the story but a little off-putting. I miss our Frodo and hope he comes back soon.

As Gandalf (is that a spoiler?), Ian McKellen's duties here are considerably less flashy than last time around, and he's coasting mainly on the audiences remembrance of his mano-a-mano confrontation with Saruman and the friendship and comfort he gave the hobbits once upon a time. Liv Tyler and Cate Blanchett are barely to be seen, while Miranda Otto shows up for the first time. The Two Towers is really borne on the soulders of Viggo Mortenson, who pushes a set of double doors open with great authority. He carries himself with the right combination of swagger, generosity and nobility that make you believe he may yet be the savior of Middle Earth.

Nobility is the operative concept here, and it gives the film some uncomfortable frissons. The whole film basically leads to the siege at Helm's Deep, an extended battle sequence depecting the hordes of darkness assaulting a fortress that holds within its walls substantially the last vestiges of the human race in Middle Earth. (A completely new piece of computer software was written at WETA just to handle the inhuman task of animating tens of thousands of CGI warriors.) The savage battle that takes place is thus presented as an archetypal good-versus-evil confrontation, absolving our protagonists of guilt as they set, with unshakeable resolve and nothing at all in the way of mercy, to dismantling their inhuman oppressors. Hitting screens as it does in the middle of a time of great international trauma and outright warfare, The Two Towers is a mite unsettling. I'm not suggesting that Peter Jackson is in any way at fault here, politically or otherwise. It's just that his film is so good at conjuring a violent, desperate mood that a careless viewer could take it for jingoism. (Is it coincidence that Viggo Mortenson showed up on Charlie Rose the week of the film's release wearing a T-shirt with a "No Blood For Oil" slogan?)

"I've lived the lives of 900 men and now I don't have enough time," complains Gandalf as he sets out to save the human characters from ignominious defeat at the hands of Saruman's Oruk-hai army. That sense of world-weariness infects the picture this time around: Gollum wrestles with the question of whether to trust his new hobbit masters; the King Theoden of Rohan is convinced that his subjects are fated to die fighting for a future they will never see; and wayward hobbits Merry and Pippin very nearly pack up and head back home to the Shire. Even the usually reliable Samwise gets bummed out.

I was too young when I read The Lord of the Rings to engage in much critical thinking about the books. But over the course of two films, it has become clear that the greatest subject in Jackson's telling of the tale is grief itself. Think of the devastating moments following Gandalf's plunge into the abyss in the first film, or Arwen's vision of the tomb of her beloved Aragorn in The Two Towers. The message is spelled out for us in dialogue: no matter how pure we are, no matter how well our plans are executed, and no matter how broadly the fates smile down upon us, we're left to face death in the end. Even more important than the stories of those who died are the stories of those who were left behind, the restructuring of their lives, and the demands of their consciences. The Two Towers is a fever dream, the visions of a mind gone electric with the promise of magic and heroism, yet fearful for the future of the world. To be continued.