But (you knew that was coming), they strayed from Tolkien a lot. They added new characters and new plot Tolkien never devised. The dialogue in some of those scenes clunks badly. I know they are making three movies (why? greed?) so they need more plot than Tolkien provided. Maybe if they'd stuck with two movies, stuck more with Tolkien, it would have been better. They also used any excuse to have a sword fight.
And, I know it's a fantasy, but I doubt even dwarves could fall 100 feet onto rock, groan a bit, and jump up and fight orcs as if nothing happened.
I find myself wondering if I'll pay to see the other two movies in the theater or just wait for them to come out on Blu-ray.
Oh, and this wasn't the film makers' fault but there were 20 minutes of previews before the movie. I found that excessive (especially for a two-and-a-half hour long movie).