Immediately after the events of The Desolation of Smaug, Bilbo and the dwarves try to defend Erebor's mountain of treasure from others who claim it: the men of the ruined Laketown and the elves of Mirkwood. Meanwhile an army of Orcs led by Azog the Defiler is marching on Erebor, fueled by the rise of the dark lord Sauron. Dwarves, elves and men must unite, and the hope for Middle-Earth falls into Bilbo's hands.

The Dwarves, Bilbo and Gandalf have successfully escaped the Misty Mountains, and Bilbo has gained the One Ring. They all continue their journey to get their gold back from the Dragon, Smaug.

Bilbo Baggins, a hobbit enjoying his quiet life, is swept into an epic quest by Gandalf the Grey and thirteen dwarves who seek to reclaim their mountain home from Smaug, the dragon.

While Frodo and Sam edge closer to Mordor with the help of the shifty Gollum, the divided fellowship makes a stand against Sauron's new ally, Saruman, and his hordes of Isengard.