It was... okay. I think it would've been better had they stuck to the two-partner plan: Part 1 was a nice, standalone movie, but this one is obviously bisected and suffers for it. Too much reliance on flashbacks/callbacks, a lot of which ended up really over the top with the special effects (i.e. most of Thorin's stuff: just have him quoting Smaug with his normal voice and remember the jerkass things he did and how he's not his grandfather and leave out the weird drowning in the gold bit). Meanwhile, other little details don't connect easily, like how Legolas was using the sword Thorin had originally (iirc), and then he got it back. Then the opening sequence with Smaug is completely disjunct from the rest of the film, while the second film got saddled with a bunch of cheap cliffhangers and Azog was MIA for the most part.
I dunno, I'm cool with adding connections to LotR with with the White Council subplot and even Legolas and his dad. Expanding Bard's part of the story was better than him just being the random dude who killed Smaug too, although Smaug talking to him was too much imo (plus, doing it got him killed and Smaug's too cool a character to deserve a cliche "the villain sews the seeds of his own destruction by being too stereotypically evil" death). Vut what I can't stand is the entire Tauriel plot. Like, if they were going to go to all the trouble of adding a girl to the boy's club, the least they could do it make her a big hero, instead of falling in insta-love with Kili and then getting him killed trying to save her and then requiring the dude with the unrequited crush on her to save her ass again when she wasn't even able to avenge the dwarf herself. Hell, even Galadriel spent most of her screentime incapacitated while the boys do most of the legwork - I'm just glad she got the opening and closing blows, and made 'em count. Plus that one townswoman being like "let's fight with the men" - props to her.
But that being said, I didn't dislike the movie even though it was disappointing in a few respects. Everything involving Bilbo was good and the pre-war interpersonal relations were well played out, Thranduil and Dain were great, and there were lots of good funny bits. Granted, there were a couple parts that the theatre laughed at that weren't supposed to be comedic, particularly with ridiculous one-on-one fighting stuff, but the battle scenes were excellent as always. Thorin was really dumb to think that drowning Azog was gonna be enough (always go for the kill, not the pain), but in the end, how the battle ended was nicely satisfying, as was his final friendship moment with Bilbo (much more effective than in the book when he died in a tent long after the fighting, I thought; him and his nephews dying on the mountain was also better than them going down in the fray with random orcs in the book): aside from Tauriel getting reduced to a damsel in distress at the worst moments, the entire sequence on the peak was a fitting climax for the film, I thought.
Overall, both the film and the trilogy as a whole could have been better, but it wasn't bad either.
