An improvement on the first one in terms of pacing, and with a number of very strong setpieces. At the same time, the movie doesn't end, it just stops.
I give credit to Richard Armitage, who really carries this movie for me. The other dwarves apart from the old guy are still pretty interchangeable. Freeman's Bilbo, despite moments of conspicuous heroism, tends to get lost a lot of the time (which makes the moments where the story switches back to him feel almost jarring), and it's kind of easy to forget that this story was originally centered around him. Legolas' appearance feels very superfluous, though I actually like new character Tauriel, even though she's stuck regurgitating a lot of the same interventionist dialogue that Galadriel and Arwen had in the original trilogy. Lee Pace as Thranduil verges on camp at a couple of points.