As Aragorn searches for Frodo, he suddenly hears Boromir's horn. He finds Boromir mortally wounded by arrows, his assailants gone. Before Boromir dies he reveals that Merry and Pippin had been captured by Orcs in spite of his efforts to defend them, and that Frodo had vanished after Boromir had tried to take the Ring from him and that he truly regretted attempting to take the Ring from Frodo. In his last moments, he charges Aragorn to defend Minas Tirith from Sauron. With Legolas and Gimli, who had been fighting Orcs themselves, Aragorn pays his last respects to the fallen hero and sends him down the Great River Anduin on a funeral boat, the usual methods of burial being impracticable. The three then resolve to follow the Uruk-hai captors. Meanwhile, after some hardship, the hobbits escape when the Uruk-hai are attacked by the horsemen of Rohan, called the Rohirrim or "Riders of Rohan".
Merry and Pippin escape into the nearby Fangorn Forest, where they encounter the giant treelike Ents. The Ents resembled actual trees, except they can see, talk, and move. These guardians of the forest generally kept to themselves, but after a long contemplation on whether or not the Hobbits were friends, or foes, their leader Treebeard persuades the Ent council to oppose the menace posed to the forest by the wizard Saruman, as suggested by Merry and Pippin, as Treebeard realizes that Saruman's minions have been cutting down large numbers of their trees to fuel the furnaces needed for Saruman's arming of his dark army.
Aragorn, Gimli the Dwarf and Legolas the Elf come across the Riders of Rohan led by Éomer, nephew of King Théoden. The trio learn that the horsemen had attacked a band of Orcs the previous night, and that they had left no survivors. However, Aragorn is able to track a small set of prints that lead into Fangorn, where they meet a wizard in white robes. They shortly afterward meet Gandalf, (They at first take him to be Saruman) whom they believed had perished in the mines of Moria. He tells them of his fall into the abyss, his battle to the death with the Balrog and his resurrection and his enhanced power. The four ride to Rohan's capital Edoras, where Gandalf rouses King Théoden from inaction against the threat Saruman poses. In the process, Saruman's spy in Rohan (and King Théoden's trusted advisor) Gríma Wormtongue, is expelled from Rohan. Aragorn, Gimli, and Legolas then travel with Théoden's troops to the fortress of Hornburg, in the valley of Helm's Deep. Gandalf rides away before the battle begins, though he gives no reason for doing so. At the Hornburg, the army of Rohan led by King Théoden and Aragorn resist a full-scale onslaught by the hosts of Saruman. Yet, things begin to go ill with Rohan, until Gandalf arrives with the remains of the army of Westfold that Saruman's forces had previously routed. The tide now turns in Rohan's favour, and Saruman's orcs flee into a forest of Huorns, creatures similar to Ents, and none escape alive. Gandalf, Aragorn, Gimli, and Legolas, along with King Théoden and Éomer, head to Saruman's stronghold of Isengard.
Here, they reunite with Merry and Pippin and find Isengard overrun by Ents, who had flooded it by breaking a nearby dam of the river Isen, and the central tower of Orthanc besieged, with Saruman and Wormtongue trapped inside. After giving Saruman a chance to repent, who refuses, Gandalf casts him out of the Order of Wizards and the White Council. Gríma throws something from a window at Gandalf but misses, and it is picked up by Pippin. This object turns out to be one of the palantíri (seeing-stones). Pippin, unable to resist the urge, looks into it and encounters the Eye of Sauron, but emerges unscathed from the ordeal. Gandalf and Pippin then head for Minas Tirith in Gondor in preparation for the imminent war against Mordor, while Théoden and Aragorn remain behind to begin the muster of Rohan, to ride to the aid of Gondor.
Frodo and Sam discover and capture Gollum, who has been stalking them in their quest to reach Mount Doom and destroy the One Ring, for Gollum hopes to reclaim the Ring for himself. Sam loathes and distrusts him, but Frodo pities the poor creature. Gollum promises to lead the pair to the Black Gate of Mordor and for a time appears to be a true ally. He leads them through a hidden passage of the Dead Marshes in order to avoid being spied by Orcs. Frodo and Sam learn that the Dead Marshes were once part of an ancient battlefield, upon which the War of the Last Alliance was fought. Upon reaching the Black Gate, Gollum persuades the hobbits not to enter, where they would have been surely caught. He tells them of a secret entrance to Mordor. Thus, they head south into Gondor's province of Ithilien and are accosted by a group of Gondorian rangers led by Faramir, the brother of Boromir. Frodo learns from Faramir of Boromir's death and Sam accidentally reveals to Faramir that Frodo carries the One Ring. As a result of this Frodo reveals the plan to destroy the Ring in the fires of Mount Doom. Later that night Gollum is captured diving into the sacred pool, the penalty for which is death. Frodo negotiates Gollum's freedom with Faramir. The following morning Faramir allows them to go on their way.
Gollum leads them past the city of Minas Morgul and up a long, steep staircase of the Tower of Cirith Ungol into the lair of an enormous spider named Shelob. Gollum hopes to get the Ring from Frodo's bones after Shelob is done with him. The hobbits escape Shelob in her lair and mistakenly assume that they are safe. However, Shelob sneaks up on Frodo. Sam attempts to warn Frodo but is attacked by Gollum. Shelob stings Frodo in the back of the neck and he collapses to the ground.
Sam fends off Gollum and Gollum runs off back towards Shelob's cave. Sam then drives off Shelob. After seeing Frodo lifeless and pale, Sam assumes that Frodo is dead and debates chasing Gollum and abandoning the Quest in favour of vengeance. Sam resolves to finish the Quest himself and takes the Ring. But when Orcs take Frodo's body, Sam follows them and learns that Frodo is not dead, but only unconscious, and is now a prisoner. The book ends with the line, "Frodo was alive but taken by the Enemy."
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