Nazgul, fell beast and Frodo

It was clear Jackson didn't want to go back to Middle Earth. He was producing, but he'd left the director's chair - and in the excellent hands of Guillermo Del Toro! But then development hell set in and Del Toro dropped and his producing partners pushed him until he signed back on.

So, the best theory I can come up with is that he really didn't want to be there and took short-cuts. He didn't delve in as deep as he should have. He didn't meticulously, obsessively map out every inch of the battle scenes, so the stakes feel lower and the action isn't as compelling. Compare Helm's Deep to the Battle of Five Armies. Which one advances character and tells a story through action and which one uses characters to tell a story about action? He also didn't want to deal with hundreds of extras, so they all get to be CGI now!

The rest of the problems were largely writing and, by extension, tonal. They clearly wanted to make it more kid-friendly yet they wanted it to blend nicely with the Lord of the Rings films. So there's a weird tone set where they have bird-poop crazy wizard man Radagast the White-and-Brown with his frickin' rabbit sled, but he encounters soul-stealing wraiths. Or they have a dancing, singing goblin chief, a funny fat dwarf, and yet they find time to make Gollum sinister and creeeepy.

The writing also tried to transition to the films by extending Legolas' cameo into a ridiculous subplot that made no sense. My least favourite addition was the elf warrior Tauriel who just...what the **** was that!? A subtle alteration that I despised was the alteration of the lines at the end about fates and prophecies into lines about Rings and "coming next week on Middle Earth...!" It spat in the face of the themes Tolkien developed all so they could tie the movies in.

All of this loopiness made them lose sight of the main focus: Bilbo.

And all of that stems from the fact that Jackson was just throwing elements together quickly because he couldn't be arsed to try hard.