5 Major The Rings Of Power Plot Points To Remember Before Watching Season 3

It's been over two years since "The Rings of Power" Season 2 ended. Now, as Season 3 airs, there's a lot for audiences to remember: Prime Video's flagship Middle-earth show hasn't shied away from weaving a web of complex and sprawling storylines, and it also built up a huge ensemble of characters across its first 16 episodes. Expect Season 3 to complicate things even more with a five-year time jump. 

One result of a break in the chronological continuity is that Season 3 of "The Rings of Power" will function as a soft reboot. Showrunners JD Payne and Patrick McKay have described it as "a great jumping-on point for fans." That's good news for anyone who has missed the fun so far, but it doesn't change the fact that two full seasons of detailed storytelling led up to this point. 

Whether you watched Season 2 when it came out years ago and can't remember the details, or you're jumping onto the "Rings of Power" bandwagon for the first time and don't have bandwidth to backtrack before Season 3 starts, you don't have to go into the new season completely at a loss. Here are all the need-to-know details from the show's second season.

The showrunners of "The Rings of Power" haven't been afraid to change Tolkien's timeline as they've built their Second Age story. There are plenty of gaps in the source material, and building a coherent tale has led to some reworking of Tolkien's narrative — including how and when we get the titular Rings of Power. In the books, Sauron, disguised as the angelic being Annatar, helps the Elves create the Seven Rings for the Dwarf-lords and the Nine Rings for mortal Men. Then, the Elves forge their Three Rings without him. Finally, the Dark Lord creates the One Ring to rule them all.

In Prime Video's show, the order is a bit jumbled. In Season 1, Sauron (Charlie Vickers) actually helps the Elves forge their three rings (although the jury's out on how involved he is in the process). In Season 2, he helps the Elven lord and smith Celebrimbor (Charles Edwards) forge the Seven through conventional methods. Sauron then helps forge the Nine, with the non-canon twist that he uses his own blood to create them.

When the season ends, Sauron has the Nine in his possession, while the Seven are in Khazad-dûm with their Dwarven owners. The Three are worn by Galadriel (Morfydd Clark), Gil-galad (Benjamin Walker), and Círdan (Ben Daniels). And the One Ring to rule them all? Expect that one to arrive in Season 3.

A significant portion of Season 2 focuses on the Elves, and especially the enclave of smiths, led by Celebrimbor, located in the realm of Eregion. Early in the season, Sauron arrives in Eregion and dons his deceptive guise as Annatar, Lord of Gifts. He helps Celebrimbor forge the Rings of Power, but, by the end of the season, an army has arrived in Eregion led by Adar (Sam Hazeldine), "father" of the Orcs. Adar's troops lay siege to the city, eventually breaking in, killing its inhabitants, and burning everything to the ground.

The surviving elves — including soldiers who tried to save the city, commanded by Gil-galad, Galadriel, and Elrond (Robert Aramayo) — withdraw from the destruction under cover from their dwarvish allies. They escape north to a valley that will transform into an early version of Rivendell in Season 3.

While the remaining elves maintain the hope of resistance for Season 3, back in Eregion, things get pretty dark. Sauron reveals his true designs as the Dark Lord, attempting to enslave his enemies through Rings of Power. He seizes the Nine Rings and kills Celebrimbor, then kills Adar and takes over as the unopposed leader of his forces. As the curtain falls on the season, the Dark Lord is perfectly poised to unleash hell on the Free Peoples of Middle-earth.

Season 1 of "The Rings of Power" introduces us to the enigmatic "Stranger" (Daniel Weyman). But it isn't until the very end of Season 2 that we finally discovered that this powerful magic-wielder is, in fact, an early iteration of Gandalf. (Daniel Weyman didn't even know The Stranger's identity until filming the Season 1 finale.)

While we finally get the Gandalf reveal in Season 2, it arguably gives us more questions than answers. For one thing, Tolkien never wrote anything about Gandalf being around during the Second Age of Middle-earth — so the "Rings of Power" showrunners are already taking some creative liberties by having him in the show. In addition, in the "Lord of the Rings" books, Gandalf specifically says that he's never been into the eastern regions of Middle-earth, and yet that's exactly where he goes in Season 2. At the end of Season 1, Gandalf and the Harfoot Nori (Markella Kavenagh) head into the East, and, early in Season 2, the pair are joined by fellow Harfoot Poppy (Megan Richards).

During that season, the proto-Hobbit lasses find a tribe of half-pint Stoors, who they lead west, back toward their home. As for Gandalf, he bumps into the enigmatic Tom Bombadil (Rory Kinnear), who helps him understand his powers and identity. Gandalf also meets a mysterious Dark Wizard (Ciarán Hinds) who is dominating — and terrorizing — the local area. Don't expect much more from the Harfoot story in Season 3, but Gandalf's journey in Rhûn should become much more consequential for the conflict engulfing Middle-earth.

The Dwarves of Khazad-dûm are long gone by the time of "The Lord of the Rings." However, in "The Rings of Power," they're still occupying their subterranean kingdom — and that transition from thriving civilization to orc-infested nightmare begins in the show's second season.

Throughout the season, the Dwarves start to delve greedily, especially for the magical metal mithril. This awakens the same Balrog that will duel Gandalf on the Bridge of Khazad-dûm thousands of years later. Throughout Season 2, the fiery demon creates turmoil in the Dwarven city above its deep underground lair. And, at the end of Season 2, it kills King Durin III (Peter Mullan) in a one-on-one showdown.

As the credits roll, the Balrog is out of sight, but still clearly on the loose somewhere near the Dwarven kingdom. The Dwarves have lost their king, too, creating a potential succession crisis. Durin III's son, Durin IV (Owain Arthur), becomes the new king, but his brother Thrain (Eddie Marsan) could make a bid for power heading into Season 3. From political struggles to existential threats, expect the Dwarven storyline to heat up this season.

The story of the island nation of Númenor is a slow burn through the first two seasons of "The Rings of Power". This kingdom of Men, located on a large island off the western coast of Middle-earth, sends an army to help the Elves in Season 1. However, that expedition ends in disaster after running straight into the first eruption of Mount Doom and the transformation of the Southlands into Mordor.

At the end of Season 1, the aged king of Númenor dies, creating another power struggle for the throne — this time between his daughter, Míriel (Cynthia Addai-Robinson), and her cousin, Pharazôn (Trystan Gravelle). Season 2 sees things on Númenor go from bad to worse: Míriel is ousted from power, Pharazôn seizes the throne, and the noble sea captain Elendil (Lloyd Owen) flees the capital city.

In Season 3, the drama is set to escalate as Númenor's pro-Elvish faction, the so-called "Faithful," square off against Pharazôn and his loyal followers, the King's Men. In the books, the latter days of Númenor also mark a period in which the kingdom begins to colonize Middle-earth more aggressively. This brings them in direct conflict with the one and only Dark Lord himself. Expect the tensions between Númenor and Mordor to grow — and eventually erupt — in Season 3.