OK, first I’d like to stress that I did like most of The Two Towers the first time through. It was mainly the non-ending that bugged the heck out of me, and that was the impression I was left with leaving the theater.
I can say now that not only does the movie hold up to a second viewing, it was actually more enjoyable this time around. Perhaps because I knew where it was stopping, it didn’t bother me so much that it stopped there.
One review I read lamented not seeing the developing friendship between Gimli and Legolas. That puzzled me, since I saw it even during my first viewing of the film. From Legolas ready to defend Gimli to Eomer, to their camaraderie during the battle: Legolas offering to get Gimli a box to stand on (and Gimli smiling at the joke instead of growling), their competition over who can kill more orcs, etc. Actually, that competition was one of my favorite character bits from the battle, and I was glad to see it make it to the screen.
Most of the story changes didn’t bother me much. I liked that it actually explored the Arwen-Aragorn-Eowyn love triangle, rather than leaving it at a “let’s be friends” speech and pulling Arwen out of a hat in the third book. By introducing the relationship in the first movie, then showing Elrond trying to convince her to leave, we get both depth for Arwen and tension for Aragorn. If Aragorn thinks she might not be there even if he gets through the war, he has reason to consider Eowyn. Not only are they attracted to each other, but she’s got a strong spirit and she’s of royal lineage. And if Arwen does leave, he can’t afford to turn Eowyn away just yet. Aragorn’s disappearance and revival by Arwen’s – magic? memory? – serve to restore in him some hope, both for his relationship with Arwen and for the fate of the world.
While I still don’t think Galadriel’s telepathy did anything to serve the story, this time I do understand Elrond’s rush to send Arwen away. He may not be leaving just yet, but he’s damn sure he’s going to get her on a boat before she changes her mind, and he’s not going to give her a chance to say, “don’t worry, I’ll take the last boat” and then have her disappear before boarding.
I do still feel that putting blinders on Faramir was a mistake.
My biggest gripes are still the “character assassination” of Faramir and the rushed ending to Helm’s Deep. It’s been pointed out to me that Eomer had a lot more knights than I thought (2,000 rather than 300), but the fact remains that the end of the battle got very little coverage compared to the rest of it. Gandalf shows up, Eomer’s forces charge the orcs, we cut away to another plot thread and the next we see is a ten-second clip of the orc army running away.
Update: I re-read the section from the book, and Helm’s Deep does end just as abruptly there – the only difference is the arrival of the forest to mop up the fleeing orcs. But the book goes on for several more chapters before switching to Frodo and Sam, so it seems less abrupt.