main story. Remove the CGI and excessive fight scenes and you are left with 3x 2 hour movies and 3x 3-hour special editions (for the nerds like me) and chop 3 hours off the original run-time and 6 off the special editions.

The actual Gandalf scenes with the necromancer were really good. The dwarf portions added in the special edition cuts were also very good and right out of the books. I didn't mind expanding the roles of Azog and Bolg to create a sort of Villian, they were actually in the books. They should have added more with Beorn. The whole introduction was cut in the movies when it's one of the best parts of the books.

My issues were the stupid sub-plot with the Lake Town mayor, the forced romance with Kili, and the excessive video-gamey fight scenes that drone on and on and on.

And mudpupper is also right, there is no real "plot" to The Hobbit, it's just a tale of Bilbo's adventures, which works in a kids book but is incredibly difficult for a movie.