Sauron’s vastly different appearance in The Rings of Power season 2 sets up a major story from J.R.R. Tolkien’s mythology. Following months of speculation over the identity of Sauron in Amazon’s Middle-earth TV show, The Rings of Power season 1’s finale revealed Charlie Vickers’ Halbrand as Lord of the Rings‘ famous Dark Lord. Sauron had been missing since Morgoth’s downfall at the end of the First Age, and many presumed the villain was gone forever. Alas, Sauron made his grand return under the guise of a mortal man with a claim to the Southlands. Halbrand will indeed rule the Southlands, but not under that name.

Charlie Vickers’ Sauron returns to Amazon’s The Rings of Power cast in season 2 after a rebrand of his own. Initially, the Enemy remains in his Halbrand disguise, picking up where season 1 left off. For most of season 2, however, Sauron sports flowing golden hair that even Legolas would be envious of, two pointed ears, and regal new clothes. Sauron’s style in The Rings of Power season 2 is certainly very far from the rugged aesthetic of Halbrand, but Tolkien’s Second Age timeline provides a canon reason behind that change.

Sauron Is Using His “Annatar” Disguise In The Rings Of Power Season 2

The True Lord Of Gifts Appears In The Rings Of Power Season 2

In J.R.R. Tolkien’s Middle-earth legendarium, Sauron deceives the elves into crafting the Rings of Power by posing as an emissary of the Valar and going by the name “Annatar.” The Rings of Power season 1 remixed this story by having Sauron infiltrate Eregion as “Halbrand” instead, but he only managed to get three rings made via that method. Tolkien described Annatar as a beautiful, “fair” disguise, and the smooth, blond, angelic Sauron in The Rings of Power season 2 fits that bill. The drastic change in appearance, therefore, is entirely down to Sauron switching from “Halbrand” to “Annatar,” masquerading as a representative of the Valar instead of a man.

Sauron’s sudden makeover is possible because, up until the end of Middle-earth’s Second Age, the Dark Lord possesses an innate ability to shape-shift. This power will eventually be removed by Eru, the God of The Lord of the Rings‘ universe, but that punishment has not yet been meted out during The Rings of Power‘s era. Sauron’s full strength likely still hasn’t returned after Morgoth’s defeat, but the villain has enough juice in The Rings of Power to morph his appearance and enter Eregion to facilitate the remaining Rings of Power being crafted.

Sauron As Annatar Sets Up The Rings Of Power’s True Premise

The Rings Of Power Is Finally Getting Around To The… Rings Of Power

Sauron’s goal posing as “Annatar” is to finish the task he started in The Rings of Power season 1 when the three elven rings were forged. Seven Rings for Dwarves and nine for mortal Men still needed to be created, but Celebrimbor already knew to keep a watchful eye out for Sauron’s Halbrand form. The only way Sauron can get Celebrimbor cooking up more rings is by donning a new facade. Sauron swings this by cutting off communication to Eregion, then admitting to Celebrimbor that “Halbrand” isn’t his real identity. Instead of revealing the truth, however, Sauron claims to be a messenger from the Valar come to save Middle-earth.

This half-truth is plausible enough for Celebrimbor to discount Galadriel’s warnings about Halbrand, and the godlike transformation right before Celebrimbor’s eyes serves as further proof of Annatar’s divine credentials. While Celebrimbor is somewhat easily fooled here, this is only because, deep down inside, he knows this mysterious stranger can help him create a timeless artifact that Middle-earth history will never forget.

Annatar entering in season 2 means The Rings of Power is finally delivering on the promise of its name.

Ultimately, of course, Sauron’s ploy is to then sneak away and create the One Ring back in Mordor, dominating the wills of the other Rings of Power. Since The Rings of Power season 2 is covering Sauron’s transformation into Annatar, then the birth of the One Ring cannot be far away, making it feasible that the debut appearance of The Lord of the Rings‘ famous gold trinket will be season 2’s shocking final scene to lead into season 3.

The origin of the Rings of Power and the One Ring itself is the core premise of Amazon’s “The Rings of Power” TV show, but season 1 left that premise largely unfulfilled. The three elven Rings only became a narrative feature at the very end, and none of their counterparts in Sauron’s wider jewelry line were glimpsed. Annatar entering in season 2 means The Rings of Power is finally delivering on the promise of its name.

Does The Rings Of Power Season 2 Have The Rights To Adapt Annatar?

Middle-earth’s Rights Situation Is Even More Complex Than Its Lore

A puddle of doubt initially muddied whether Amazon’s The Rings of Power actually had the rights to adapt Annatar in season 2. For season 1, The Rings of Power could only pull from The Hobbit and The Lord of the Rings, including the appendices of the latter. These works contain plenty of Second Age happenings, but the name “Annatar” does not appear in The Lord of the Rings, suggesting Sauron could not go by that name in The Rings of Power season 2.

On the other hand, the source material available to Amazon does contain references to Sauron deceiving the elves – enough to broadly tell a version of Tolkien’s “Annatar” story. Additionally, a report (via FellowshipOfFans) claimed that Amazon received special permission to adapt aspects of Tolkien lore beyond the Lord of the Rings appendices. While the report noted this leeway related specifically to the Stranger and the Istari, it may have opened the door for The Rings of Power to haggle for a little extra freedom with Annatar. Sure enough, The Rings of Power uses “Annatar” liberally in season 2.

Why Sauron Is Played By A Totally Different Actor In The Rings Of Power Season 2’s Flashback

Jack Lowden Is Also Sauron In The Rings Of Power

Annatar isn’t the only makeover Sauron gets in The Rings of Power season 2. The premiere opens with a flashback to the moment Adar assassinated his master and seized control of the orc army for himself. Sauron is portrayed by Jack Lowden, best known for Slow Horses, during this sequence instead of Charlie Vickers. Once again, this represents a demonstration of Sauron’s shapeshifting ability. The villain apparently looked like Lowden during the First Age, but after being stabbed with Morgoth’s crown and reforming his physical body, said new body turned out a little different.

Had Sauron not changed from Lowden into Vickers, he could not have deceived elves like Galadriel.

Tactically, this makes sense from Sauron’s perspective. Upon reconfiguring himself out of black goop, Sauron would not have been at full power right away, so to challenge Adar and his entire army directly would have been reckless, especially with Adar still holding onto Morgoth’s formidable headgear. Taking a new face – his Halbrand face – ensured Sauron could move around Middle-earth largely unnoticed until ready to make his move.

Had Sauron not changed from Lowden into Vickers, he could not have deceived elves like Galadriel, who knew Sauron’s previous appearance all too well. Sauron could not have manipulated Adar by allowing himself to get taken prisoner in Mordor either, and looking even further ahead, Sauron would have had a tough time convincing Celebrimbor of his connection to the Valar if he still had the same face as he did during the First Age.

How The Rings Of Power’s Annatar Compares To The Books

Annatar Is Relatively Faithful To Tolkien Canon

The Rings of Power portrays Annatar in largely the same way J.R.R. Tolkien did, albeit with some mostly superficial modifications. Annatar’s sinister elegance and sly scheming fit with the brief descriptions offered by Tolkien’s writings, and his toxic bond with Celebrimbor feels authentic enough to avoid major scrutiny. In visual terms alone, Sauron’s Annatar appearance hits all the key elements one would expect from the villain’s “fair” form, especially since Tolkien was uncharacteristically light on details here.

Sauron uses the potency of the Three to convince Celebrimbor that the Seven must be made, then exploits the apparent failure of the Seven to force the creation of the Nine.

Annatar’s differences in The Rings of Power largely stem from the timeline alterations made elsewhere in the narrative. For example, many of Middle-earth’s big elf players know Halbrand is Sauron returned at this point, which means Annatar must take more nefarious measures to prevent Celebrimbor uncovering the truth. These include having Gil-galad’s messengers killed before they reach Eregion and convincing Celebrimbor that Gil-galad is his enemy. In the source material, Galadriel and the other elves were suspicious of Annatar, but had no idea he was actually Sauron.

The Rings of Power also provides an alternate explanation for each step of the Ring-making process. In the books, Sauron assisted with the Dwarves’ seven Rings of Power and the nine Rings for Men, then Celebrimbor made the three elven Rings alone after Annatar’s departure. In The Rings of Power, the Three came first and instigate the whole process. Sauron uses the potency of the Three to convince Celebrimbor that the Seven must be made, then exploits the apparent failure of the Seven to force the creation of the Nine. All of this is original material for The Rings of Power, but none of it necessarily betrays Annatar’s core characteristics.

Where The Rings of Power deviates most heavily is through Annatar’s teenage angst tendencies. His impatience with Celebrimbor and defiant attitude come across as somewhat bratty, which doesn’t necessarily chime with the traditional depiction of Annatar from the books. Taking advantage of his handsomeness, Sauron also spends some time in Eregion flirting with Celebrimbor’s assistant, Mirdania, despite clearly pining for Galadriel. Again, these elements are dramatic additions made exclusively for The Rings of Power.