Battle finally breaks out in Middle-earth as Adar’s orc army assaults the Southlands, with unexpected consequences.

Welcome back to Middle-earth, where we finally get to see a huge battle!

The Lord of the Rings: The Rings of Power has clearly taken its sweet time so far in setting everything up and introducing us all to the Second Age settings of Lindon, Khazad-dûm, Númenor, and the Southlands. But I’ve had hope since the beginning that all this build-up would eventually pay off, and with this episode we finally get to see things explode.

There’s not as much dialogue or character motivation to unpack this week, because this installment really is all action, set entirely in the Southlands. Adar’s army of orcs is marching on Bronwyn’s village. I do like the aesthetic of these orcs — years before the industrialized armies of Sauron, these warriors dress themselves more in animal skulls and tribal totems, which gives them a different flavor. Still scary, though!

Adar (Joseph Mawle) leads his orcs into battle in ‘The Lord of the Rings: The Rings of Power’. Prime Video

Luckily for the villagers, they have a particularly adept elf warrior on their side. Arondir (Ismael Cruz Cordova) shoots a few well-placed arrows at the first orcs to arrive, but that’s really just table-setting for his main trap: He collapses a tower on top of them! The shot of Adar (Joseph Mawle) and Waldreg (Geoff Morrell) side-stepping falling debris definitely reminded me of the orc general Gothmog dodging a blast of stone in Return of the King, but overall this whole battle definitely evokes the siege of Helm’s Deep from The Two Towers.

Similar to Helm’s Deep, the men (young and old) take the front lines, while the women and children are hidden away in a “keep” (in this case, basically just a farmhouse). Much to Theo’s (Tyroe Muhafidin) chagrin, he is slotted into the Éowyn role: Even though he desperately wants to prove himself in battle, Theo is assigned to guard the women and children, thus flattering his ego while still keeping him relatively safe.

We see the orcs’ second nighttime assault on the village mostly through a one-on-one contest between Arondir and a particularly burly orc. It’s nice to change things up between the macro and micro viewpoints on battles like this. Sometimes we just see armies clashing, which is fun in itself, but for this segment of the sequence we can take a duel as a microcosm of the whole thing. Arondir and the orc go back and forth, and for a minute there it seems like the orc might win… until Bronwyn (Nazanin Boniadi) stabs him in the back. That kind of teamwork is the villagers’ strong suit, and as we pan out to the rest of the village we see that the others have also dispatched their opponents. Except…

… they weren’t all orcs! As the victors peel some of those aforementioned tribal masks off their defeated enemies, they are surprised to find several humans among the slain. They aren’t just any humans, either, but the former neighbors and friends of the villagers who decided to align themselves with Adar. No sooner is this made clear than a flurry of barbed arrows emanate from the surrounding woods. Apparently Adar sent those humans in first as cannon fodder, and held his main force back to surprise the weakened survivors afterward. Not very chivalrous, but it sure is effective!

This full-length battle episode is fun because the momentum keeps switching back and forth. The orcs started with the advantage, then the villagers’ tactics seemed to give them the upper hand, and now it’s swung back to Adar’s side. His forces corner the villagers into the Keep, and threaten to kill everyone unless Arondir tells them where he hid the sword hilt. I’m pretty sure Arondir told Bronwyn that he was going to hide the hilt in a place that only he would know… but apparently Theo knows too? Maybe it’s the connection he forged with the thing. Anyway, he gives it to Adar in exchange for not killing Bronwyn, who’s already been suffering from a few arrows.

But right about then, when the orcs seem victorious, the tide changes again. The Númenoreans are here, along with Galadriel (Morfydd Clark) — who Arondir describes to Theo in an awed voice as the “Commander of the Northern Armies.” She gets to pull some truly wild stunts, like hanging sideways off her horse in order to avoid arrows, as she leads the charge of the reinforcements to relieve the village. It helps that the night is over — like the Rohirrim at both Helm’s Deep and the Pelennor Fields, this heroic cavalry brings the dawn with them.

The cavalry of Numenor arrives in ‘The Lord of the Rings: The Rings of Power’. Prime Video

As his orcs get brutally run down by the horsemen, Adar makes a break for it. Arondir warns Galadriel that he must not be allowed to escape with the hilt, and she pursues with all speed. It’s a thrilling woodland chase, and it seems like the dark elf might break free — but Halbrand (Charlie Vickers) has his scent too, and catches him in a pincer. Halbrand’s spear knocks Adar’s horse out from under him, and he faceplants. In an angry voice, Halbrand asks Adar if he remembers him, but the elf does not. It’s all Galadriel can do to stop her friend from killing their enemy. After all, they still need information.

That takes us into Galadriel’s interrogation of Adar, which is both the slowest part of the episode and one of the most interesting. Adar admits that yes, he was one of the elves originally taken by Morgoth and twisted into a servant of the darkness. My reading of The Silmarillion had always been that this process transformed elves into orcs, but apparently some retained their elf nature. Adar then took it upon himself to become a caretaker and father figure for orcs. This is something I’ve really been wanting from Rings of Power: An exploration of where the orcs are coming from and what their culture is like, rather than just painting them as faceless bad guys. Adar insists that orcs are just as much the children of Illúvatar as elves and humans are. Despite their violent assault on a peaceful village, he definitely has a point. Galadriel responds to this by saying that she’s going to commit genocide against the whole orc race and keep Adar alive long enough to witness it, which… is a pretty awful thing for an ostensible hero to say? I’m kinda reaching my limit with sympathizing with Galadriel, honestly. Soon I might just be Team Orc!

Part of Galadriel’s frustration is that she was hoping Adar would lead her to Sauron. But, in quite a surprising moment, Adar says that he killed Sauron for torturing too many orcs at that arctic laboratory we saw in the first episode. Now, Adar isn’t the kind of character whose word should be taken at face value, but there might be some element of truth in his words. After all, this certainly wouldn’t be the first or last time Sauron had been physically damaged, only to survive in a more ethereal form while he rebuilds his strength. Perhaps Sauron’s spirit has been inhabiting a host body since his confrontation with Adar, and that’s why we haven’t seen him in the flesh yet. If that’s the case, then here’s my conspiracy theory: Sauron might be hiding inside Halbrand! That would explain both why Halbrand is so angry at Adar for some unnamed injury, and why Adar doesn’t recognize him at all. It might also explain Halbrand’s unnatural strength. Something to keep in mind!

Amidst all this interrogation, it takes the victors too long to realize Adar doesn’t have the hilt at all. He passed it off to Waldreg right before embarking on his chase, and now Waldreg uses it for its intended purpose: Plugging it into a device in the nearby mountains that diverts a river, causing it to flow underground and activating a massive volcano. Now it looks a lot more like Mount Doom, doesn’t it?

The pendulum swings again! Just as it seemed like the good guys had won, the orcs achieve their coup de grace, blotting out the sun and raining fire down on the Southlands. What an episode!