Keeping track of the various dwarfs is impossible in the film, and that's a real issue.  It's just too many character to dump on the audience all at once.  The rhyming names are cute as an idea, but in execution, it's overload, and I gave up trying to keep track of Fili and Kili and Bombur and Biffur and Bumpo and Dinko and Plinko and Trinko and the whole lot of them.  I like George Harrison dwarf and they get some comic value out of Harry Knowles dwarf and Aragorn dwarf is, of course, awesome.  There's Billy Barty dwarf, and he's got most of the exposition to deliver, and he does it well.  And then there are about six or seven other dwarfs that basically register as "and the rest," and that's just sort of the way it's going to be.  It's a massive number of characters to juggle.  The script by Fran Walsh & Philippa Boyens & Guillermo Del Toro & Peter Jackson has twin duties to service.  First, it must establish the overall shape of this story.  In "Lord Of The Rings," the entire world lies in the balance of what happens, and it is clear.  Frodo must take the ring to Mount Doom, and he must destroy it.  And then he does.  The end.  Here, the story is "They must go to the mountain to reclaim it for the dwarfs." And in order to tell that very simple story, Peter Jackson and his co-writers have decided to tell every single story there is to tell along the way, expanding in a way that most adaptations normally have to contract.

Let's put it this way… if Tom Bombadil came from "The Hobbit" and not "Lord Of The Rings," fans would be listening to Tom sing every word of ever song and watching him prance about in vivid 48FPS 3D this Christmas.

And we'll get to the technical stuff.  But later.  I want to talk about the film first.  Ultimately, most people are going to see this in either regular 3D screenings or in 2D screenings or at home or on a plane or in a hotel in bits and pieces or whatever.  Either it works as a movie, or it doesn't work as a movie.  And in addition to the heavy lifting that it has to do for the trilogy as a whole, it has to work as a movie.  They have to build to some sort of satisfying conclusion.  That was true of "Fellowship," of "The Two Towers," of "Return Of The King."  It is the real trick of making giant serialized film stories.  They must always presume that some of their viewers are approaching it cold.  For someone, "The Hobbit" will be their introduction to Middle Earth.  And for them, the filmmakers have to treat this as a self-contained thing.  They don't, really, and there is a whole lot of this one that feels like it exists solely to service those fans who have been waiting for this return to Middle-Earth.  And why not?  There were a lot of fans and they spent a lot of money and a lot of time on these films, and if Jackson wants to spend at least a half-hour of his total runtime on things that ultimately feel like him saying "Thanks for coming! Remember THIS?!?" then so be it.  Gandalf bumping his head on the lamp in Bilbo's Hobbit hole is Han Solo saying "I've got a bad feeling about this."  It's the reassuring "Look! This is the same!" that fans need, evidently.  It doesn't overwhelm the movie by any means, but it's hard to ignore.  As far as whether or not it works as a stand-alone, there is definitely a character beat between Thorin Oakenshield (Richard Armitage) and Bilbo that wraps this one up, but it's such a familiar pat beat that it's sort of shocking to see them trot it out.  As a friend said to me after the film, "Gee, I sure am glad Bilbo eventually proved his worth to the one person who was unsure about having him along on the adventure.  I was really worried."  And to some degree, "The Hobbit" is the source of many of the tropes of fantasy and hero myth storytelling in modern film, but that doesn't mean it's any less of a cliche when they play the beat at the end.

Perhaps the single best sequence in Tolkien's entire career as a writer is the "Riddles In The Dark" sequence which introduced Gollum and the Ring, and it is also perhaps the single best sequence in this film.  If you want to see just how far CGI and performance capture technology has come in the last decade, look at Gollum here and then go back to look at him in "The Two Towers."  While he is undeniably the same character, the level of technical sophistication in bringing him to life is wildly different.  There is such subtle, genuine work done on his face that I would swear he is an actual thing, photographed and not created.  In this one sequence, there is the feeling of real magic, and you can't discount just how hard it is to summon that sort of thing.  Jackson and company are at their best when they are hitting the big beats of this story.  I also quite liked Radagast The Brown, his sled pulled by giant bunny rabbits, and his story of an encounter with a dark force known as The Necromancer.  It's an exciting addition to the story, seeing it played out this way, and it suggests some great material ahead in the next two films.  On the other hand, some of the action here has been cranked up to such preposterous physic-defying levels that they actually become less exciting because of all the frenzy.  There's a major sequence inside a goblin cave, featuring the truly repulsive Goblin King (voiced by Barry Humphries), who may be the most overt use of a scrotum in a character design since "Family Guy," and it is so big, so crazy, so non-stop that I had trouble accepting that any of the characters would actually make it through it intact.  It feels like they're trying to top the Mines Of Moria, knowing that they're dealing with an audience that has had 11 years to grow accustomed to that scene, and it borders on the ridiculous by the time Gandalf and the dwarfs have surfed their fifteenth collapsing structure to safety, only to launch into another extended chase and fight.  There comes a point where I want to see the cumulative impact on these people.  "Lord Of The Rings" always made the victories seem hard-won, while "The Hobbit" unfortunately makes them feel more like save points.

I feel like I must offer a special warning to parents.  I spent the past year reading "The Hobbit" aloud with my sons, who are now seven and four years old, and much has been made of this film's lighter tone, how it's more family friendly.  Don't believe it.  While older fans will be fine and teenage fans will probably enjoy the largely-bloodless carnage in the film, there's not a chance my two kids are seeing it theatrically.  It is violent throughout, and the goblins and the wargs and the trolls and the constant threat of being eaten or killed is simply too much for kids.  This movie pushes up against the limits of the PG-13 rating at least as much as "Lord Of The Rings" did, and in some cases, more.  There's a featured Orc, a primary adversary for Thorin, who is a nightmare, pure and simple, and while I think it's a striking design, he's one of the main reasons my kids won't see this film for at least a few more years.  Your kids may be different, but if you have any question or hesitation, I would urge you to see it first.  You'll be glad you did.

Now… about that 48FPS.  It's being advertised as HFR on the posters, so if you're curious about it, then that's what you need to hunt down.  When they showed ten minutes or so of the film at CinemaCon in Vegas, there were many reactions to that, but I wanted to wait and see an entire film in the format, and now that I have, I still don't know what I think.  I'm half-convinced that there was a projection problem when I saw the film, because I have trouble believing that what I saw reflected the desires of Peter Jackson and his team.  Throughout the entire film, there was a strange Benny Hill quality to sequences, with things that appeared to be sped up.  It happened in both dialogue and action sequences, and the overall effect was like watching the most beautifully mastered Blu-ray ever played at 1.5x speed.  It doesn't make any sense to me that this process, which is supposedly all about clarity and resolution, would create that hyper-speedy quality unless they were doing something wrong in the projection of it.  Peter Jackson would see this immediately.  The voices are off-pitch, and the pacing of scenes goes to hell when it's played this way.  This cannot be the point of 48FPS, and so, despite having seen the film projected in the format, I'm still not sure I've seen a proper demonstration of it.

In terms of the 3D and the clarity, it was impressive, and there is a strange dreamy quality to the more-video-than-video nature of the format.  I think it will definitely throw people who expect that same rich, lush quality that comes from something made on film, and it doesn't really look like anything I've seen before.  But that's a surface thing.  This is still recognizably the world that was created for "Lord Of The Rings," but it looks more like you're seeing behind-the-scenes footage that reveals it was all a real location instead of seeing something created for a movie.  I think the 48FPS format actually makes the digital and practical work more seamless in some ways, but the overall impression takes a while to get used to as a viewer.  If you already dislike 3D, I'm not sure this is going to change your mind, and I'm planning to go back and see the film again in regular 2D to see if the issues I have with the look are simply part of seeing the format projected or if they are inherent to the way the movie was created.  I'm also determined to see at least a few minutes of another 48FPS screening so I can figure out if it was the projection or the process I had the problem with.

There are several returning artists on the film, like Ian McKellen and Howard Shore and Andrew Lesnie, whose work is every bit as good as it was before, and I think for the most part, "Lord Of The Rings" fans are going to feel like this is a welcome return to MIddle Earth.  But there are enough uneven qualities this time around that I find myself astonished by the letter grade I'm assigning the film.  My hope is that the three films taken together will work better than this one does on its own, and that the pacing issues are not going to be ongoing as the series continues.  We've got another six hours or so of Middle-Earth to look forward to in 2013 and 2014, and I have to hope that my issues with the overload of characters and the episodic quality of the story will be addressed by the rest of the series.  For now, "The Hobbit: An Unexpected Journey" is a good start, but with the expectations resting on the film, is good going to be good enough?

"The Hobbit: An Unexpected Journey" opens December 14, 2012.