Bilbo Baggins (Martin Freeman) lives a simple life with his fellow hobbits in the shire, until the wizard Gandalf (Ian McKellen) arrives and convinces him to join a group of dwarves on a quest to reclaim the kingdom of Erebor. The journey takes Bilbo on a path through treacherous lands swarming with orcs, goblins and other dangers, not the least of which is an encounter with Gollum (Andy Serkis) and a simple gold ring that is tied to the fate of Middle Earth in ways Bilbo cannot even fathom.
After encountering dangers and obstacles in Mirkwood Forest, Thorin and Company have reached Lake-town and it is time for the hobbit Bilbo Baggins to fulfill his contract with the dwarves. The party must complete the journey to Lonely Mountain and burglar Baggins must seek out the Secret Door that will give them access to the hoard of the dragon Smaug. And, where has Gandalf got off to? And what is his secret business to the south?
When we last left Bilbo (Martin Freeman) and Thorin's (Richard Armitage) company, they had just retaken Erebor from the dragon Smaug, but at a terrible cost as the dragon headed towards Laketown to take his revenge. While Bard (Luke Evans) is faced with defeating the dragon to save his home, Bilbo and the dwarves are forced to look for the Arkenstone on command of a power-hungry Thorin, whose gold sickness gets worse by the hour. As the dwarves dwell in the mountain, forces of Orcs and Elves descend on them, bringing possibility of a war that threatens all of Middle-earth. Bilbo must take it upon himself to end the conflict, but his actions may come at a terrible cost.