Smaug's destruction of Laketown was awesome, but his monologuing and take down by Bard were eyeroll-inducing and the whole thing would have been better as the climax to DoS. Christ, five minutes after a dragon older than shit shows up and napalms the town, he's dead and everyone has moved on to become peasant superheroes who can stand against 9 foot tall, platemail-armored orc warriors with just their shoddy farm implements, dirty rags and the power of heart. Lame.
I suppose it's better than when Saruman didn't even show up to be dealt with, but not by much.
Alfrid should have vanished from the movie after the confrontation on the beach. End of story. He was worthless, and NOT funny at all (my theatre was dead silent during his scenes).
Character motivations really fell flat by this third film, too. We go from the original trilogy where it's the end of an Age and everyone is fighting and dying with the fate of the entire world in contention...to the film where everyone is fighting for some gold, or a necklace, or bauble, or vague strategic objects, or really because the script said it was time to fight.
The Elves show up with an army because...some ancestor left a necklace in the treasure trove and...mumble, mumble, mumble, suddenly elves are all about throwing their lives away for trinkets that get one three second establishing shot and then are never mentioned again? Yeah OK, that's believable. The great stag or moose or whatever the fuck the elf king rode in on was ridiculous, too. People (myself included) laughed out loud when he rode up. The character/actor are cool, but his mount was dumb.
The humans, who just got buttfucked on national tv by a dragon, suddenly think yeah, we should totally storm this dwarven fortress because 5 seconds of negotiations broke down. Form ranks everyone and join the battle line!
Two armies of orcs show up, one using giant sandworms taken straight from Dune to sneak up to the fortress and surprise everyone...when they could have just come out INSIDE the fortress and won immediately, or wait ten minutes and let the elves and dwarves slaughter eachotehr and before moving in for the kill. Then the worms just vanish, because why would you want to use these creatures you can clearly control and which are each as big as Smaug himself to undermine the battlefield and easily annihilate the dwarves and elves?
Sauron wants the fortress as a strategic base of operations? Um, what? Since when? So he doesn't want the treasure? He wants the entire mountain which is never again mentioned in the LotR trilogy because: strategery?
Ignoring all of that, the movie just looked awful. Post Smaug burning Laketown, everything looked plastic like a poorly rendered videogame cutscene. The armies were straight out of George Lucas's playbook - green screen everything! CGI orcs! CGI dwarves! CGI elves! Make smaller versions of the trolls with more human-like features, tiny hands, and big heads! Why not?
Let's remove all tension from the 90 minute battle by having huge, armored trolls show up and then all somehow get one-shot, at the same time, by dwarven arrows, just as the dozen or so dwarven adventurers (who had removed their armor) come charging out of the fortress to help...because? The dwarven army they reinforced was shown to have NO ARCHERS, just ranks of pikemen and shield bearers! Who fired those arrows? It wasn't the elves, they were elsewhere on the battlefield...also not using their bows and instead charging in Leeroy Jenkin's style. Trolls, which in the LotR films are hard as hell to stop with arrow fire, even when Legolas gets involved, and are now wearing full plate armor, get taken out instantly in a wide shot as background action. Sigh. Whatever.
Maybe Billy Connelly could headbutt a few dozen more orcs and hop around like a freak, because what the battle needed is more comic relief. Old women and children taking out hardened orc warriors with ease? Yes! Thank you, please! All that's missing is a man in drag...wait a minute, you have that too?! Perfect!
There's so many things that just struck me as foolish, non-sensical, or pointless in this film, I could go on for pages...but I won't.
I'll leave off by admitting I actually found myself missing the overly-long endings from Return of the King after we got a single Bilbo says, "Later!" to the surviving dwarves and then goes home to find his things being auctioned off in the Shire, THE END. They went from too many endings to almost none at all.