At the end of Hobbit 1, we last saw the company of dwarves plus hobbit and wizard high upon the eagle's rock shelf, gazing off into the distance at the Lonely Mountain. Here are 10 things to watch for in the recently released trailer for Hobbit 2: Desolation of Smaug.

Mirkwood! The sinister forest which is home to both the kingdom of the Wood-elves and some massive spiders. In one shot, Bilbo takes a short reprieve above the trees surrounded by butterflies.

Lake-town! The Venice–like human settlement on the edge of the Long Lake and the last stop before the desolation of Smaug.

Beorn! The giant, shape-shifting, bear-man who comes to the rescue.

Barrels! Bilbo's scheme for the dwarves to escape from the Elves.

Gandalf and Radagast at Dol Guldur--the Necromancer’s hideout!

Spiders! Bilbo is on his own (and covered in spider web). Without Gandalf to help, how will he get the dwarves out of this mess?

Legolas! While technically he is not mentioned in The Hobbit is the son of the elf king and would have been plenty old enough to have played a part with his amazing bow and arrow. He tells Thorin, “Do not think I won’t kill you, Dwarf” setting the stage for his great friendship with Gimli in The Lord of the Rings.

Bard the Bowman! He is the one who warns Thorin, “If you awaken that beast, it will destroy us all!”

Smaug's Great Hoard and Smaug Himself (or at least his HUGE head)! We finally see the dragon who started it all (and caused all the desolation) when he seized Erebor, the Lonely Mountain, many years ago, sending the few surviving dwarves into exile.

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