The Dwarves, Bilbo and Gandalf have successfully escaped the Misty Mountains, and Bilbo has gained the One Ring. They all continue their journey to get their gold back from the Dragon, Smaug.

Frodo Baggins and the other members of the Fellowship continue on their sacred quest to destroy the One Ring--but on separate paths. Their destinies lie at two towers--Orthanc Tower in Isengard, where the corrupt wizard Saruman awaits, and Sauron's fortress at Barad-dur, deep within the dark lands of Mordor. Frodo and Sam are trekking to Mordor to destroy the One Ring of Power while Gimli, Legolas and Aragorn search for the orc-captured Merry and Pippin. All along, nefarious wizard Saruman awaits the Fellowship members at the Orthanc Tower in Isengard.