The Lord of the Rings: The Rings of Power is about to kick off its most ambitious season yet, and Middle-earth will never be the same. While Prime Video's fantasy series has often delighted in exploring the nooks and crannies of Tolkien's world, in season 3 the stakes are too high for anything other than a fight for survival. The Dark Lord Sauron (Charlie Vickers) stands on the verge of crafting the One Ring, and when he succeeds, his power will terrorize the Elves, Dwarves, and Men for centuries to come.
Much ado has been made about the fact that The Rings of Power season 3 begins with a five year time jump, serving as a sort of soft reboot for the series. While that should in theory mean we can dive right in and pick everything up as we go along, it's still not a bad idea to brush up on what's come before, especially with a show as complex and sprawling as this one.
At the same time, rewatching The Rings of Power in its entirety can be quite a commitment, since it spans 16 episodes to date, most all of which are an hour or longer. That's why we've put together this list of the most essential episodes of the show to revisit before season 3, so you can pick and choose where to spend your valuable time — before Sauron comes along and devours it all.
1. Season 2, episode 8: "Shadow and Flame"
If there's one episode of The Rings of Power to rewatch before season 3, it's the season 2 finale. "Shadow and Flame" features the show's largest and most devastating battle to date: the Siege of Eregion, which results in the first major defeat for the Elves at the hands of Sauron. Afterward, the status quo is completely shifted, with Sauron taking control of the Orcs and Mordor, while the Elves discover a glen where they'll found the safehaven of Rivendell. And that's just in Eregion; there are also a number of other important plot beats that happen in this episode, such as Durin IV's heroic stand against the Balrog, Gandalf bidding farewell to the Harfoots, and a dramatic political coup in Númenor.
All of these developments set the stage for The Rings of Power season 3. Even though there will be a time jump, it's still extremely useful to watch the immediate events that preceded it. Of course, it helps that "Shadow and Flame" is also one of the best episodes of the entire series.
As an added bonus, if you have the time I'd also highly recommend watching season 2, episode 7, "Doomed to Die," as well. These two essentially function as a two-parter, with episode 7 doing most of the set up for the Siege of Eregion, before episode 8 drags the Elves through the bloody resolution of the clash. Both are among the strongest episodes of The Rings of Power and feature a lot of important developments, but because "Doomed to Die" excludes basically every cast member who isn't directly involved in the battle at Eregion, episode 8 is the more essential installment if you have to choose.
2. Season 2, episode 6: "Where Is He?"
The sixth episode of season 2, "Where Is He?" brings several plotlines to a head before their big finish in the season finale. The most important of those is in Númenor. Tar-Míriel faces a watery trial that her enemies fully expect will kill her, only to receive the sort of divine blessing that convinces her Faithful followers that she actually is the rightful queen of Númenor. Meanwhile, Elendil says goodbye to his daughter Eärien, who has thrown in with his enemy Pharazôn. The Stranger spends time with Tom Bombadil, the Dark Wizard closes in on the Stoor village, and Sauron forces Celebrimbor toward forging the Nine Rings by trapping him in an illusion.
A lot happens in "Where Is He?," and while quite a bit of it is set up, it's all important and much of it has far-reaching consequences that will likely extend into season 3. It's an extremely helpful episode to give context to what comes near the end of season 2, and make sure we better understand the complexities of the relationships at play, especially in Númenor.
3. Season 1, episode 8: "Alloyed"
The season 1 finale, "Alloyed," is a crucial episode of The Rings of Power that serves as a point of no return. It's here that Halbrand's identity as Sauron is first revealed...right after he helps the Elven smith, Celebrimbor, forge three Rings of Power for the Elves. The subsequent revelation shatters Galadriel, who was coming to care for the man she believed to be the long-missing kind of the Southlands.
With these developments, The Rings of Power launches into its next phase, with Sauron becoming a much more dangerous threat as he takes on a new identity to help steer Celebrimbor toward creating even more rings. "Alloyed" is a key turning point, and very much worth a rewatch ahead of season 3.
4. Season 1, episode 6: "Udûn"
The first major battle and culmination of much of season 1 of The Rings of Power is "Udûn," where the simmering battle for the Southlands finally boils over. This episode is packed with action, as it was the spot where The Rings of Power sought to prove it could pull off a large-scale action setpiece to rival what viewers had seen in other series, like Game of Thrones and The Witcher.
The battle itself is thrilling, but some of the personal dramas at the heart of it are also crucial. This is where we see Sauron — going then as Halbrand — bond the most with Galadriel, and get hints at his past with Adar. It's where the Men of Númenor first land and join the fight for good in Middle-earth. And, most importantly, it shows the birth of Mordor when Adar's plan to set off a volcano comes to fruition.
Like the final two episodes of season 2, "Udûn" is set up as a two-parter with the following episode, "The Eye." While "The Eye" features a very important moment where Galadriel first references her long-missing husband, Celeborn, I'd still call "Udûn" the more essential watch.
5. Season 1, episode 1: "A Shadow of the Past"
You may be surprised to see the series premiere on this list considering how far we are into the show, but really, that just makes it all the better for a rewatch. "A Shadow of the Past" introduced us to the overall vision of The Rings of Power, as well as Galadriel, Elrond, High King Gil-Galad, Arondir and Bronwyn, the Dwarves, and the Harfoots. There's no better way to understand and appreciate just how far we've come then to go back to where it all started.
Beyond the nostalgia of it all, "A Shadow of the Past" is also a very important episode in terms of how it sets up the events of the show. The extended prologue sequence reveals both the Elven land of Valinor — their version of paradise across the sea — as well as the War of Wrath, where the Elves went to war against Morgoth, Sauron's boss from the First Age. There's never any telling how those events might come up again, especially considering Celeborn has seemingly been missing for centuries, possibly dating the last time he saw Galadriel back to that earlier era.
Honorable mention: The prologue of season 2, episode 1: "Elven Kings Under the Sky"
While I was tempted to include the season 2 premiere, "Elven Kings Under the Sky," on this list, in reality there is primarily just one part of the episode that I would consider utterly essential to revisit: the cold open, which shows how Sauron was first betrayed by the Orcs and ended up assuming his identity as Halbrand. The episode as a whole is solid, but that cold open is the key to understanding the dynamic between Sauron and his closest followers. Since we're now going to see the Dark Lord ruling the Orcs for the first time in the series, it's a very good time to brush up on how they drifted apart in the first place.
After watching these episodes, you'll be much more prepared to dive into the latest adventure in Middle-earth. The Lord of the Rings: The Rings of Power season 3 premieres November 11 on Prime Video.
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