As a movie, I think that it was great. The battle scenes were awesome. Gollum was amazing, especially when you realize that he was totally CGI generated.

As a fan of the books, I had a harder time with this one as opposed to the Fellowship of the Ring. In Fellowship, there were a few minor things that bothered me. In The Two Towers, there were some things that I really had a hard time with.

Example 1: I really didn't like how Gimli was portrayed. I couldn't see any reason why it was done this way except perhaps to inject some kind of comedy. For me, the comedy came off poorly, and there was lost much more than was gained. In the books, the relationship between Elves and Dwarves is strained, at best. Both races have deep ties to the land. The whole Legolas / Gimli subplot is about two individuals overcoming their prejudices towards each other and becoming friends/comrades whatever. By dumbing Gimli down, this aspect is lost -- and for no reason as far as I can see.

Example 2: Faramir is portrayed as cut from the same cloth as his brother, when he is definitely not. Given how his character grows in the Return of the King, I was disappointed by the way he came out.

There were some additions that were done well. I felt that the way that Eowyn's role was fleshed out was good.

It's an enormous task to reduce 1500 pages of prose to 9 hours of movies -- changes have to be made. Even though I don't like some of the changes in the Two Towers, I definitely enjoyed the movie. Who knows, perhaps Jackson will find some way to correct some of this in the Return of the King. I don't really think it's fair to judge the individual films until the whole is released. What a year 2003 is for movies: the 2 Matrix films, and the Return of the King. Time to go find more babysitters...