The Return of the King, the final part of Peter Jackson's Lord of the Rings trilogy, hit theaters in December 2003. By that point, there was little doubt that the movie was likely to be an enormous commercial success. What's more, unless Jackson had really dropped the ball, audiences were set to love it. The previous two movies, The Fellowship of the Ring and The Two Towers, had set a new standard for fantasy moviemaking, vividly bringing JRR Tolkien's classic novels to life on the big screen.

Thankfully, The Return of the King was no disappointment. This was the biggest film of the trilogy, both in terms of the scale of the action, the drama of the story, and the $1.14 billion box office gross. The fight for the very existence of Middle-earth was realized via some incredible battle scenes, but also in the deeply emotional final journey of Frodo and Sam, as they worked their way through Mordor to destroy the One Ring in the fires of Mount Doom.

However, the success of The Return of the King didn't stop with a huge box office take and critical and audience acclaim. The film also swept the 2004 Academy Awards--it took home all 11 Oscars it was nominated for, including Best Picture, Best Director, and Best Adapted Screenplay. The previous two movies had only won awards in the technical categories, and many saw the third film's Oscar victory as a reward for the entire trilogy. But either way, it was an amazing result for any movie, let alone a fantasy film, and sealed the trilogy's status as one of the greatest achievements in cinema.

As with The Fellowship of the Ring and The Two Towers, an extended version of The Return of the King was released on DVD a year after its theatrical run. This cut took the running time to over four hours, and as before, the discs were packed with commentaries, interviews, and behind-the-scenes documentaries. We've been back over this material, in particular the must-listen audio commentary with Jackson and co-writers Fran Walsh and Phillipa Boyens, and rounded up some of the most fascinating facts, references, and Easter eggs in this classic fantasy adventure. And once you've read this, check out our guide to all the things you missed in The Fellowship of the Ring and The Two Towers.

1. Other actors were considered for Sméagol

Andy Serkis was cast as the voice of Gollum but wasn't originally going to play Sméagol in the flashbacks. Jackson said he considered "other actors" before realizing that Serkis was the obvious choice.

2. The Sméagol and Déagol scene was cut from The Two Towers

This entire flashback sequence was originally intended to appear in The Two Towers. It was cut from the shorter theatrical version of that movie, and by the time Jackson was working on the extended version of The Two Towers, he had decided it would work better at the start of The Return of the King.

3. This burnt landscape was a real location

This ashy landscape of burnt trees that Frodo, Sam, and Gollum walk through was actually the result of a forest fire on Mount Ruapehu, the volcano location these scenes were shot in, six months earlier.

4. Christopher Lee was blasted by a wind machine

Christopher Lee returned to shoot dialogue close-ups for this scene, three years after it was originally shot. The crew had to blast him with a wind machine on the small studio set, to match the effect of the real wind during principal photography.

6. Gimli's line was inspired by a very different movie

Gimli's line, "Here's to dwarfs that go swimming with little hairy women" was improvised by John Rhys Davies, and was adapted from the line in Spielberg's Jaws, in which Quint (Robert Shaw) says, "Here's to swimming with bow-legged women."

5. Many water scenes were shot in the same place

The scenes in Isengard were filmed on what Jackson called the "wet set." This was a large expanse of water the crew created by flooding a parking lot. It was also used for the lake outside the entrance to the Mines of Moria in Fellowship of the Ring, Dead Marshes in The Two Towers, and the waters outside the port city of Pelargir later in this movie.

7. The movie features an upgraded Gollum

The CGI Gollum in The Return of the King was an "improved" version from the one in The Two Towers. Jackson said that the year between the release of the movies allowed WETA time to "re-engineer" his face, to allow for more subtle expressions.

8. The actors didn't film this scene together

Viggo Mortensen and Orlando Bloom were not in New Zealand at the same time to shoot this short scene of Aragorn and Legolas talking on the balcony at Edoras, which was added during reshoots. Each actor filmed his part in front of a blue screen several months apart, and the two shots were composited together in post-production.

9. Big hands were needed to hold Pippin's face

For the scene in which Gandalf holds Pippin, Jackson's team had to find someone with unusually big hands to place on the small Hobbit face. The hands were provided by 7-foot tall Paul Randall (aka "Big Paul"), who also appears in all three movies as a double for when characters need to appear much bigger than the hobbit actors. Jackson said that Gandalf actor Ian McKellen directed Randall for this scene, as he had a better idea of how to place his hands on Billy Boyd.

10. This was originally two different scenes

This important scene in the hall at Edoras was originally two separate scenes that were edited into one. Jackson said he had to flip a lot of shots to make sure the actors were looking in the right directions, and at one point a shot of Gandalf was reversed.

11. This elf is an in-joke

The elf who tells Arwen that she "cannot delay" her journey to the Undying Lands was played by Bret McKenzie, who subsequently became famous as half of musical comedy duo Flight of the Conchords, alongside Jemaine Clement. McKenzie very briefly appeared in Fellowship of the Ring, and his character became known as Figwit among admiring fans--an acronym for "Frodo is great... who is THAT?" Jackson decided to put him in Return of the Ring and give him some dialogue "just for fun for the fans."

12. This scene was shot for The Two Towers

The Elven scenes in the forest and the subsequent one between Arwen and Elrond were intended to be part of The Two Towers. However, while editing the films, Jackson decided he wanted the resolution of Arwen's story to be entirely in the third movie.

13. Jackson doesn't think he did a good job with the White Tree

The White Tree is an important part of the mythology of Gondor, but Jackson admits he "ballsed it up a little bit" for the movie, and really never made it clear what it is.

14. The only studio big enough to shoot this scene was next to a noisy train depot

The scenes between Gandalf, Pippin, and Denethor at Minas Tirith were one of the last things shot for the entire trilogy. The King's Hall set was built in a huge warehouse in Wellington that was right next to a train depot, meaning that the sounds of trains moving in and out occurred throughout shooting. All the sound was subsequently replaced.

15. Denethor was deliberately clean shaven

Actor John Noble, who plays Denethor, was deliberately clean-shaven, because so many other male characters in the movies--Gandalf, Aragorn, Theodon, Boromir, Faramir, Théoden--are bearded.

16. This scene was a reversal of one from the first movie

This scene in which Sam encourages Frodo to keep going to Mordor was written as a reversal of the scene in Fellowship, where Frodo helps Sam to leave the Shire for the first time.

17. Minas Morgul wasn't based on an existing design

Most of the famous locations and scenes from Tolkien's trilogy have been illustrated by artists in the decades since its publication, and were used as visual inspiration for the movies. However, Jackson said that no one had really drawn the fortress of Minas Morgul before, leading artist John Howe to develop its look specifically for the movie.

18. The Witch-king's helmet was redesigned

The Witch-king's helmet was given a new look after these scenes were initially shot, as Jackson decided the original design was too similar to the helmet worn by Sauron in the Fellowship prologue and that audiences might confuse the characters.

19. Royd Tolkien has a cameo

Royd Tolkien, the great-grandson of JRR Tolkien, makes a cameo as a soldier handing out spears to the Gondorian warriors.

20. Gothmog and the Witch-king were played by the same actor as Lurtz

The deformed orc leader Gothmog is played by Lawrence Makoare, who also appeared as the Uruk-hai commander Lurtz in The Fellowship of the Ring. Jackson said he is "brilliant at pushing energy through a rubber mask," so wanted to use him again. Makoare also played the Witch-king in this movie.

21. Sean Bean filmed his part scene a long time before the rest of it

The brief shot of Boromir walking towards Faramir, imagined by a tormented Denethor, was filmed by Sean Bean a year earlier. Bean had finished all his other scenes in the trilogy and was about to leave New Zealand, so Jackson asked him to shoot this moment in case he could use it later.

22. The ledge scene was shot a long time before the rest of the movie

Some of the scene of Frodo, Sam, and Gollum on a ledge in Mordor was filmed long before the rest of Return of the King. Jackson was only a few weeks into the massive 18-month production of the whole trilogy, but when flooding stopped exterior shooting on Fellowship, the director tried to think of a scene they could film in the small studio space, built on a hotel squash court, they had available at short notice. He decided on this important scene from Return of the King. It was hard for the actors to get into character for this moment, which was much further into a story they had only just started filming. Sean Astin filmed his close-ups, and Elijah Wood didn’t return to do his close-ups on the same set until a year later. Andy Serkis hadn't even been cast as Gollum when the initial filming took place.

23. Billy Boyd sang this moving song

Phillipa Boyens discovered that Boyd is a great singer during a cast karaoke night, and came up with the idea of Pippin singing a song while Faramir rides to his possible death. Boyd also wrote the melody of the song, using lyrics from Tolkien's novel.

24. Andúril was ridiculously long

Andúril, the sword that Elrond gives to Aragorn, was so long that it was actually impossible to wear around the waist without it dragging on the ground, and couldn't be pulled out of a scabbard properly. As a result, the sword is never resheathed after Aragorn takes it.

25. Jackson had used this location before

Fans of Jackson's 1992 horror-comedy classic Braindead (aka Dead/Alive) might recognize this rocky valley from the opening of that movie. It's a place named the Pinnacles, in New Zealand's Kauaeranga Valley.

26. This shot was intended for Fellowship of the Ring

This helicopter shot of the Rohirrim charging was actually filmed for Fellowship of the Ring. Originally it featured Gandalf's cart heading towards Hobbiton, but wasn't used. Jackson asked WETA to digitally remove Gandalf and replace him with hundreds of CGI horses.

27. Jackson doesn't like the Army of the Dead

Jackson was not a big fan of the ghost army. In the commentary, he states he felt "uninspired" about how to deal with them in the story, as they are "all a bit Dungeon & Dragons."

28. This was the last thing shot for the movie

This shot of skulls rolling toward Aragorn, Legolas, and Gimli was the last thing Jackson ever filmed for the Lord of the Rings. It was filmed specifically for the extended version of Return of the King. In the commentary, Jackson revealed that he filmed it after he'd already won the Best Picture Oscar for the movie in February 2004, and stated that it must be the only case of a director still finishing his film after he'd collected an Oscar for it.

29. Gandalf definitely doesn't hit Denethor in the novel

Jackson admitted that the moment that Galdalf hits Denethor with his staff "isn't very Tolkien." Nevertheless, it always got a big cheer when audiences saw it.

30. Jackson appears as a comedy pirate

Jackson appears as the pirate who is hit by Legolas's arrow. In the commentary Walsh states that this is the moment the film turns into a Monty Python movie.

31. The Shelob scene was moved for a good reason

The Shelob sequence appeared at the end of the The Two Towers novel, but was moved to be halfway through The Return Of the King movie. While this change was a controversial one for some fans, Jackson, Walsh and Boyens defended it by stating that had it stayed in The Two Towers it would've left Frodo and Sam with very little to do in the third film.

32. Shelob was based on a real spider

Shelob was based on the Black Tunnelweb spider, which can be found throughout New Zealand. However, the final creature design wasn't decided on until the post-production, so the actors had no real idea of what she would look like while filming these scenes.

33. This was Sean Astin's audition scene

The scene in which Sam finds Frodo, wrapped in Shelob's web, was the one he was originally asked to audition with. Walsh says that while some of the actors struggled with the scene, Astin "just nailed it."

34. It was Bernard Hill's idea to ride in front of his men

Hill suggested that Théoden ride along the line of soldiers, hitting their spears with his sword to get them ready for battle. However, because Jackson needed him to ride toward the camera while doing so, Hill had to switch hands and hold his sword with the hand he was not accustomed to using, while also riding his horse.

35. Jackson cut out Mûmakil suffering

The Mûmakil that the armies of Mordor use in the battle of Pelennor Fields are enormous and fearsome beasts. However, Jackson cut several shots of the creatures in pain after being hit with arrows, as they were getting too much sympathy whenever he showed the scenes to anyone. Jackson says instead he included shots of the Mûmakil "stomping on horses" to swing sympathy the other way.

36. The Witch-king fight was shot twice

The fight between Eowyn and the Witch-king was reshot after the Witch-king's helmet was redesigned. In addition, his mace was made much larger after Jackson said he wanted one that could "take off her head with one hit."

37. Jackson gave Legolas this action scene after audiences loved his other ones

The scene of Legolas scaling the Mûmakil to take out the rider before surfing back down its tusk was added because similar action scenes for the character had gone down so well with audiences. Orlando Bloom was only available for three days of reshoots, during which time he filmed the close-ups for this scene.

38. Bernard Hill interrupted a holiday to reshoot Théoden's death scene

Bernard Hill had completed all his work on the movie and left the production, but when viewing the footage back, Jackson, Walsh, and Boyens decided that Éowyn was too "weepy and distraught," and they wanted to make her character much stronger when speaking to her uncle for the last time. Luckily, Hill hadn't left New Zealand; he was on holiday on the South Island, so he was able to quickly return to film the scene again.

Gimli asks Aragorn why they don't just keep the Army of Dead to help them defeat Sauron, because Jackson knew the audience would be asking exactly the same question.

In the theatrical version, this scene of Pippin and Merry reuniting on the battlefield is set in the daytime. Jackson used color grading to switch it to night for the extended cut, because the addition of a previously cut scene--the Houses of Healing--meant the length of the day had changed.

41. This scene was made more dramatic in editing

The scene in which Sam gives Frodo the Ring back was changed while the movie was being edited. Originally, Sam just handed the Ring over, but it was changed so Sam hesitates before returning it, as the power of the Ring starts to affect him. Jackson used various takes of Astin looking at Wood to make it seem like Sam was struggling with the decision.

42. This location had to be swept for unexploded bombs

The scenes set outside the Black Gate were shot on an army munitions training ground near Mount Roperau, where most of the Mordor scenes were set. It was the only very large and flat expanse of land that Jackson's team could locate in the area, but there was concern from the army that it had been used for 40 years to test bombs and explosives, and there could be dozens of potentially unexploded weapons there. However, Jackson got permission from the New Zealand government to film there, so the army had to sweep the entire area ahead of filming. They were also on-set the whole time, in case any more bombs or grenades were found during the shoot.

43. The Mouth of Sauron appeared in two Mad Max movies

The Mouth of Sauron was played by Bruce Spence. The Australian actor is best known for his roles in the classic movies Mad Max 2 (aka The Road Warrior) and Mad Max: Beyond Thunderdome. Spence's mouth was digitally enlarged during post-production to give him a disturbing appearance.

44. Fran Walsh and Philippa Boyens sent a sweet note

After Walsh and Boyens viewed the emotional footage of Sam and Frodo making their final ascent up Mount Doom, they sent Wood and Astin a fax with an official production company cover sheet. The second page simply read, "You made us cry."

45. Aragorn originally fought Sauron, not a troll

Originally Aragorn was going to fight the physical version of Sauron in the Battle of the Black Gate--the scene was edited and you can see footage of it here. But Jackson decided to omit it after he decided it was too similar to the fight scene between Sauron and Isildur in the Fellowship prologue. However, he used the same footage of Mortensen fighting for when he takes on a troll in the battle.

46. There were three versions of Gollum's fall

Jackson considered three different versions of Gollum's fall into the Crack of Doom. In one, Frodo throws Gollum and the Ring into the fire, while another was the same as in the book, where Gollum is dancing with joy at getting the Ring back and accidentally falls. In the end, Jackson chose the third way--Gollum and Frodo both fall while fighting over the Ring.

47. This is Jackson's favorite moment

Jackson states that his single favorite scene in the entire trilogy is when Aragorn tells the hobbits, "My friends, you bow to no one," before he--and the entire assembled crowd at his coronation--bow down before Frodo, Sam, Pippin, and Merry.

48. Phillipa Boyens wrote an amusingly self-referential line for Frodo

Boyens originally included a line for Frodo, in which he says, "Bilbo always told me that the great stories never end," because she was very aware of just how long the entire ending of the movie was. However, Walsh vetoed it, because she felt it was "too much of a comment on the film itself."

49. This powerful scene had to be shot three times for annoying reasons

The moving sequence in which Sam, Merry, and Pippin say goodbye to Frodo had to be shot three times. The four hobbit actors had given extremely emotional performances, but during the shooting, Astin had broken off and returned for the rest without wearing his full costume. So the scene was filmed again. But after this, to his horror, Jackson discovered that all the footage was out-of-focus. He had to ask his stars to perform the entire scene yet again the next day.