Rings of Power Season 2 Episode 3 shakes up the hierarchy of power in Númenor, with Ar-Pharazôn currying favor with the people over Queen Miriel, all while Sauron (sorry, Annatar) forges ahead with Celebrimbor.
I’ll forgive you if you’ve forgotten what happened with the Númenoreans in Rings of Power Season 1 (it’s okay, everyone else probably has too). Galadriel and Halbrand’s arrival planted the seeds of a political rift between Miriel and Pharazôn; she hesitantly helped them, but he’s covertly anti-Elf (unlike his outspoken prat of a son, Kemen).
Unfortunately, fate dealt her a difficult hand when she joined Galadriel with a small army of Númenoreans to assist the Southlanders against the Orcs. Not only were many of them killed in the ensuing battle (not to mention the massive volcanic eruption), but she was left blind.
Episode 3 finally reacquaints viewers with the not-so-quiet whispers of the island kingdom, ending with a big shift with likely dire consequences.
Ilsildur is alive… obviously
We open on Elendil, trying to calm Berrick, Isildur’s horse. “He won’t listen to you; he won’t listen to any of us,” Valandil tells him, so Elendil allows him to run off into the distance, free.
Anyone with a faint knowledge of Lord of the Rings would have known Isildur’s ‘death’ in Season 1 was a fake-out. As expected (after making light work of some Orcs), the horse finds its rider… in a cave in the Black Forest, tangled in a spider web.
Don’t worry, Shelob doesn’t appear, nor do we see Ungoliath (if you’re an arachnophobe, don’t Google them), but we still get some creepy-crawly action when Isildur wakes up. After fighting off an Orc (well, a spider rips half of his head off like the cap of a strawberry), he fends off the surrounding spiders and climbs on Berrick before managing to escape.
Númenor loses its king
Back at Númenor, Elendil and Eärien stand over Tar-Palantir’s body. “You speak so freely of dead kings, but you refuse to utter your own son’s name,” she tells him. “You blame yourself, but you needn’t – true blame belongs to another.”
Lest we forget, Eärien found a palantír in Season 1, so she probably thinks Miriel is the source of all of Númenor’s pain to come (no spoilers).
Pharazôn arrives with Miriel to pay their respects to the late king, but Elendil notices noblemen from the North – including Lord Belzagar.
Suddenly, a woman who lost her son in the Southlands steps forward and slaps Miriel in the face. Before her guards grab her, she tells them to stop and embraces her.
Later, Pharazôn talks to Miriel, relaying how he dealt with his father’s death. He tries to help her choose a gown: “Crimson for Númenor’s future, or white for the past.” He’s keen to tend to the needs of the living rather than remain stuck in grief. “My father wore white… that’s all I can recall. That and an eagle,” she says. Pharazôn tells her such things are rare, and it’d be seen as an “auspicious omen” if one arrived during her coronation.
Despite his advice – that red conveys the dawn of a new monarch and how she’ll be a new kind of ruler – she chooses white.
Pharazôn is a smooth operator
Pharazôn goes to the pub, where Kemen laments Miriel’s ability to rule. “It is the ale talking, would be wise to lower its voice,” Pharazôn says, but Belzagar tells him he has a strong claim to the throne with how much people resent Miriel after the Southlands deaths.
“Many is hardly enough to supplant a queen,” Pharazôn says, but Eärien offers a way forward. Before she outlines her plan, Valandil walks over to the table. He says he would have liked to have been at the king’s ceremony but noted the “lower class of people” who attended.
“Did you just insult my father?” Kemen asks, even though he’s obviously speaking about him. “I bled with the queen on the battlefield. I watched her walk into an inferno to save lives; to try and save her brother’s life. Speak ill of the queen again and it’ll be you who suffers,” he tells Kemen, who submits like a scared dog.
Eärien then explains the “secret, dangerous, and forbidden” palantír, which has since been removed from its place.
Adar hires a troll
We pivot to Mordor, where an Orc asks Adar if they have to go to war again. “There are some dangers in this world but which it is a father’s burden to know and a son’s burden to trust him. Trust me, my son, that we will never truly be safe until we’ve made certain that Sauron is no more,” he tells him.
We’re then introduced to a huge troll carrying the head of an orc messenger – more specifically, Damrod, Hill-troll of the Ered Mithrin, “killer of stone-giants, eater of dragon bones.” Adar clearly wants him for his army, but he has just one question: where is Sauron?
Celebrimbor and Annatar lobby the Dwarves
Durin and Disa pay a visit to Eregion, where Celebrimbor offers the aid of rings, one for each of Middle-earth’s most powerful Dwarf-lords. He explains that they’re beyond any power devised by man, Dwarf, or Elf – and, crucially, they could heal Khazad-dûm just like Lindon’s tree.
Of course, there’s a reason Celebrimbor really wants the Dwarves to support the rings: he needs their mithril, which needs to be mined from their mountain. And, given how “hesitant” King Durin is to “outside aid,” he thinks it may be best for his son to communicate the offer.
When the prince is crassly dismissive of the idea, Annatar speaks up. “We summoned you here to help you. Bringing your father a means of saving his kingdom might just be the way to win back his respect – perhaps even your inheritance,” he tells him.
Durin asks about Elrond, and Annatar tells him that “Lindon’s restoration requires his full attention” and that he spoke highly of the Dwarves, especially the prince. Disa steps in and asks for some time to mull it over, and before Sauron says no, Celebrimbor tells her to take as much time as they need.
Durin is suspicious of Annatar, but Disa thinks it’s a compelling offer. “Magic rings… does no part of this sound strange to you?” he asks, but he’s more worried about having to cough up an apology to his dad in order for the king to find out about Celebrimbor’s offer.
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Celebrimbor tells Annatar that they need to be patient with the Dwarves – however, according to Annatar, Gil-Galad has forbidden the forging of further rings and doesn’t believe Dwarves are worthy of them. Sauron plays a smart game, sneakily goading Celebrimbor into lying to the High King (he even writes a letter saying he’s closing the forge).
“I would grant us the space to complete out work… I have spent an age preparing for this. I’ve reached the very height of my craft. This is my moment. He will not take it away,” he tells Annatar.
Isildur finds a new ally
We return to Ilsildur, who drinks from a pond… until he sees corpses and bones rotting underneath. He gets back on his horse and rides into the woods, stumbling on dead soldiers. Somebody leaps out with a knife and stabs him in the leg. Her name is Estrid, but she seems innocent – she just thought he was an Orc.
When he tells her he’s trying to reunite with his people, Estrid says he’s too late. There’s nothing but hoove prints and mud left, but she found a map charting a route to Pelargir. She joins him on Berrick, and after finding a sunny clearing, they see the settlement in the distance.
Soon after, they find a man supposedly wounded by Orcs. It’s a trap, and they’re both ambushed by “wild men” who’ve sworn allegiance to Adar. As they’re about to kill Isildur, arrows fly in from nowhere – it’s Arondir (flipping, twirling, and kicking ass as you’d expect)! In less than a minute, they’re all dead, and Isildur and Estrid are safe.
Arondir is Pelargir-bound, so Estrid and Isildur join him. Sadly, there’s a rather downbeat affair to handle: the death of Bronwyn (Nazanin Boniadi quit the show). Her son Theo lights the hay beneath her body as people pay their respects, but he can’t watch – he just stares out at the water and shrugs off Arondir’s reassuring hand.
Heart to heart, Durin to Durin
As the king prepares to meet with food merchants, Durin tells his father about Celebrimbor’s rings. “Is that all you’ve come to say?” he asks, and the prince finally apologizes.
“I’m your son; I’m as hard as you, stubborn as you, as crusted with pride… and I was wrong to disrespect you. I’m sorry.”
All seems well between them, but Durin insists he doesn’t trust the rings. “You told me once that the fate of Elves is decided by wiser minds than our own; that to try and alter it, to try and cheat death might lead to an even greater catastrophe. I keep wondering… what if you were right?” he says.
Estrid is hiding a secret
The next day, Theo stitches Isildur’s wound, and we find out exactly what happened to Bronwyn: she was hit by an Orc arrow, and its “foulness” left her with a fatal infection. Despite his cold attitude, Arondir is happy to see Isildur and hopes to see Elendil again. “He did not abandon you. Númenor will return, your family will be whole again,” he tells him.
Arondir then tells Theo that the village needs a healer, and Theo should overcome his anger and sadness and fill his mother’s role. Let’s just say he’s still processing the loss because he rather harshly tells Arondir that he’s not his father and “anything he was to him is ashes now… we don’t ever need to speak again.”
Later, Theo offers to tell Isildur how to find Berrick, but he needs to meet him at night and come with a sword. Meanwhile, Estrid sits by the fire, unaware of what lies ahead. “It’s hard not to blame myself… for being alive, for surviving when so many others didn’t,” she tells him.
Ilsildur recalls losing his mother at 10 years old. She tried to save him after he swam too far. “After my mum… I keep wondering what it’s like for her now,” Estrid says, but Isildur admits: “The truth is… back home nobody knows. Ever since I’ve felt bound to do something singular, something special… to try to find a way to earn what she did.”
Estrid tells him he can’t earn something like that – he should accept it as a gift, something that shows how precious he was to her. As Isildur heads off with Theo, we see Adar’s brand on the back of her neck, which she tries to burn further with a knife.
Isildur and Theo cautiously approach a group of wild men. He finds his horse, but the clattering of their saddles and gear nearly gives away their position. Theo steps out and shows him a brand that looks a bit like Adar’s but not quite the same. They don’t fall for it, but before they can kill him, something starts attacking them. Theo looks up in terror before he’s lifted into the air – it’s probably an Ent, a type of humanoid tree.
Pharazôn becomes King
Miriel’s coronation is a disaster. As she steps up, the crowd brands her a “queen of lies.” She doesn’t avoid it: she acknowledges the grief of Númenor and urges that she’s not only heard everyone’s sorrow and anger but shared it.
“Know this, we will find our course. Should there be another among us who feels moved to speak, firstly ask yourself this. For whom do you cry out: for those we’ve already buried, for your kingdom, or for yourself?”
It’s a moving moment, but it’s interrupted by Eärien, who tells everyone that Miriel sought counsel from the palantír. “It is because of this our kinsmen died in Middle-earth,” she says.
Elendil calls for silence, but as the ball drops and rolls toward Pharazôn, he defends Miriel. “Númenor’s true ruler would never place trust in an Elvish artifact. Take it away and destroy it,” he says, but Miriel confesses that it belongs to her. “We need it,” she insists, and the crowd immediately tries to swarm and attack her.
As Elendil tries to save her, Pharazôn (adorned in crimson robes) grins in the background. Moments later, a giant eagle arrives. Belzagar starts a chant for Pharazôn, even though the eagle arrived for Miriel, but everyone eats it up; the queen’s reign is over before it even begins.
The episode ends with a huge development: King Durin gives Celebrimbor the mithril, and Annatar drops it into the forge. The next Rings of Power have begun.
Make sure you’re up to date with our Rings of Power Season 2 release schedule, and check out our guides on Morgoth’s origins and powers, Rings of Power’s filming locations, and the biggest complaints about Season 1. You can also read our review of Rings of Power Season 2.
