I saw the Desolation of Smaug last night with the wife, we had seen the prior hobbit movie last year in a second-run theater and thoroughly enjoyed it. Needless to say if you enjoyed the first movie or the lord of the rings this movie is a must-see.
I don't agree with the often espoused view that splitting "The Hobbit" into 3 films is just Peter Jackson trying to cash-in on the series as this fim is packed full of things happening and easily fills its running time without feeling dragged out. I was a little disappointed they dropped the goofy songs I remember from the book out of the film when a couple had made it into the final cut of the first film but I can see how the tone of the book and the tone of the film are different. While the book version may be a childrens story and a fairy-tale, this is definitely geared for adults, complete with decapitations and some very intense if bloodless violence.
As far as continuity goes the movie stays close to the story of the book (as well as drawing from the footnotes in LOTR as well as "The Quest for Erebor" from "Unfinished Tales") but with some embellishments, for example Legolas plays a major role which I don't remember from the source material. I could have done without the elvish side-story to tell the truth but it didn't ruin the film and I'm sure Orlando Bloom fans will be excited to see him reprise his role from LOTR.
The barrel-riding escape from the Silvan elves was given the action-movie treatment as well and ends up being so much fun to watch, it ended up being my favorite scene in the film. Finally the interactions between the dragon with Bilbo and co. are drawn out and greatly embellished this works out well because the dragon is really the biggest highlight of this film.
Smaug the Dragon looks frightening in the film and the voice acting by Benedict Cumberbatch is great, while Peter Jackson and his co-writers haven't re-invented the wheel at all in their depiction of the dragon it is still be best dragon I have ever seen depicted in film. It has a menace and really feels like the epic obstacle it is meant to be.
Another thing that Peter Jackson and co. got right was Bilbo and his character development, and Martin Freeman plays him perfectly. Not to say any of the acting is bad, everyone turns in a solid performance. Overall I would say the standout performances were Martin Freeman as Bilbo, Cumberbatch as Smaug, Ken Stott as Balin, and Luke Evans as Bard and his ancestor Girion.
As far as the technical aspects go, the film is beautiful and the 3D is implemented flawlessly even after its very long run time my eyes were not bothering me at all which is more than I can say for most films shown in 3D. There are however some cheap 3D gimmicks thrown in which I didn't appreciate. Overall I give the movie an 8/10 and encourage anyone looking for a fun fantasy movie and visual spectacle to go check it out.