In Fangorn, Merry and Pippin are waiting for Treebeard to return from the meeting with the Ents.

Merry : It's beeing going for hours.
Pippin : They must have decided something by now.
Treebeard : Decided ? No. We only just finished saying good morning.
Merry : But it's nighttime already ! You can't take forever !
Treebeard : Don't be hasty !
Merry : We are running out of time !!

Many new little scenes are added to the battle at Helm's Deep.

Treebeard takes Merry and Pippin to Isengard. There he sees that Saruman has killed many of his friends. He shouts and Pippin suddenly sees some trees moving.

Pippin : Look ! The Trees ! They are moving !
Merry : Where are they going ?
Treebeard : They have buisness with the Orcs. My buisness is with Isengard tonight with rock and stone.

After Gandalf and Éomer's arrival at Helm's Deep, the Trees arrive too. When the Orcs are fleeing from Gandalf and his soldiers, they run into the wood and are killed by the huorns.

Gandalf (to the soldiers) : Stay out of the Forest ! Keep away from the trees !

After the battle, Gimli and Legolas compare the number of enemies that each killed. Gimli is sitting on a dead Uruk.

Legolas : The final count. 42.
Gimli : 42 ? That's not bad for a pointy-eared elvish princeling. I myself am sitting pretty on 43.

Legolas shoots an arrow into the Uruk Gimli is sitting on.

Legolas : 43.

Gimli : He was already dead.
Legolas : He was twitching.
Gimli : He was twitching because he's got my ax embedded in his nervous system !

In Isengard, Merry and Pippin watch Saruman, who is standing on a balcony.

Merry : He doesn't look too happy, does he ?
Pippin : Not too happy at all, Merry.
Merry : Still I suppose the view could be quite nice from up there.
Pippin : Oh yes. It's a quality establishment. I hear the staff are very good.

Merry compares his own size to Pippin's, moving his hand from head to head.

Pippin : What are you doing ?
Merry : Nothing. The world's back to normal, that's all.
Pippin : No. It isn't. I'm starving.
Merry : Good luck trying to find something decent around here. Probably dead rats and moldy bread.

Pippin grabbs an apple that is floating in the water. More apples are coming out of a little house behind them. They follow them to a house that is full of food.

Pippin : Saruman's storeroom !

They find some pipe weed.

Pippin : I can't believe it.
Merry : It cannot be !
Pippin : It is !
Merry : Longbottom leaf. The finest pipe-weed in South Farthing.
Pippin : It's perfect. One barrel each. Wait. Do you think we should share it with Teebeard ?
Merry : Share it ? No. No. Dead plants and all that. Don't think he'd understand. Could be a distant relative.
Pipppin : I get it. Don't be hasty !
Merry : Exactly.

They start smoking.

In Osgiliath, Sam, Frodo and Gollum are about to leave. Faramir shows them a hidden tunnel.

Faramir : This is the old sewes. Runs right under the river through to the edge of the city. You´ll find cover in the woods there.
Sam : Captain Faramir, you have shown your quality, sir. The very highest !
Faramir : The Shire must truely be a great realm, Master Gamgee, where gardeners are held in high honor. What road will you take once you reached the woods ?
Frodo : Gollum says there's a path near Minas Morgul that climbs up into the mountains.
Frodo : Cirith Ungol ? (to Gollum) Is that its name ?
Gollum : No. No ! (Faramir threatens him) Yes !
Faramir : Frodo, they say a dark terror dwells in the passes above Minas Morgul. You cannot go that way.
Gollum : It is the only way. Master says we must go to Mordor, so we must try.
Frodo : I must.
Faramir : Go, Frodo. Go with the goodwill of all Men.
Frodo : Thank you.

Faramir (to Gollum) : May death find you quickly if you bring them harm !

They start leaving. Gollum stays behind.

Sam (to Gollum) : Come on, keep up ! Mr. Frodo didn't mean for them Rangers to hurt you. You know that, don't you ? He was trying to save you, see ?
Gollum : Save me ?
Sam : So there's no hard feelings. Forgive and forget.
Gollum : No, no, no hard feelings. Gollum. Gollum. Yes master. Nice Hobbits.
Sam : Very decent of you. Very decent indeed, Gollum.