There is no other way to phrase it—The Hobbit: The Desolation of Smaug (The Hobbit 2) is a fast-paced thrill ride through Middle Earth, brimming with action and suspense throughout. The second movie in the Hobbit franchise, Desolation far exceeds its predecessor in brains, bronze, and pace by continuing directly where the first left off and leaving a cliffhanger directly into the third installment: There and Back Again. The entire world of Middle Earth is coated in a vibrant gloss that allows one not just to enjoy from a distance, but watch up close and personal with each character.

Peter Jackson returns to direct The Hobbit 2. This is his fifth film in J.R.R Tolkien’s Middle Earth Saga and the sixth and final film is to arrive next winter, concluding the adventures of the Hobbit Bilbo and his friends. As usual, Jackson contributes a feeling of wonder and amazement over his world. Each rustic setting is permeated with his classic touch of atmosphere above all else and the feeling of standing next to the character on screen, not just watching from the theater seat. New Zealand returns with Jackson, bringing the pinnacle of beauty to base his fantastical world in. Everything from An Unexpected Journey is brought back with vigor, plus a few faces and twists.

A significant improvement over last year’s decently average flick is notably the pacing of this film. While the first hobbit had a tendency to drag on and elongate monologues at every chance, The Hobbit 2 is a nice balance, building character when the heat of the moment has died, yet switching to a blistering pace as the mood calls for it. This back and forth leaves a pleasant feeling of expectance when the action slows but rewards the feeling tremendously as another fight breaks out around the heroes.

Another major improvement upon the original is simple–keeping track of the characters and events throughout, and relating them to one another in an easy yet semi-complex manner. Simple in the theater at least, which is the way any casual fan would want it. Tired of guessing which characters’ are related, why one elf is significant to a dwarf, or what the Orks have to do with anything? These questions, unlike the first Hobbit, are answered neatly in the second when the pace is slow, taking advantage of conversations unlike the first could. The plot is simple and laid out before the heroes, keeping them in tune as much as the audience. Of course, there are still some twists and turns always ahead, to keep things fresh in the comfort.

The Hobbit: The Desolation of Smaug thrilled as the first could not. Finished with exposition and moving forward to real character development and the best action sequences of any of the five films, Bilbo and his companions will thrill you as no other January movie can hope for.