It is night time. Men stand ready and armed on the battlements of Helms Deep and along the top of the Deeping Wall elves are lined up. They watch as the Uruk-hai armies advance with lit torches. Legolas, Iladya, and Gimli stand next to each other on the Deeping Wall.
"You could have picked a better spot," Gimli grunts, too short to see over the Wall. Aragorn walks through the elves and stops behind Legolas, Iladya and Gimli.
"Well, lad, whatever luck you live by, let's hope its lasts the night."
"Your friends are with you, Aragorn," Legolas says. Aragorn shifts his eyes to Iladya, who sends him a small smile. They only have eyes for each other, since it could be their last.
"Let's hope they last the night."
Aragorn walks away. Lighting flashes and thunder rumbles through the skies. Rain starts to fall, the drops can be heard falling on the metal armour of Theoden and his soldiers. The Uruk-hai armies draw closer. The women and crying children in the caves can hear their advancing footsteps and look up in fear. As the Uruk-hai reach Helms Deep, and Uruk captain stands on a rock and raises his hand.
"A Eruchîn, ú-dano i faelas a hyn an uben tanatha le faelas!" Aragorn yells, walking amongst the lines of elves.
"Show them no mercy, for you shall receive none," Iladya translates to Gimli while staring at the Uruk-Hai outside the wall.

The Captain Uruk raises his hand and signals for the Uruk to stop moving forward. The people in the caves wonder at the silence. The Uruks grunt and growl.
Gimli jumps up and down trying to see over the wall. ''What is happening out there?'' Gimli asks.
''Shall I describe it to you? Or would you like me to find you a box?'' Legolas' comment made Gimli laughs. "Heheheh."
The Uruk-hai begin stamping their spears on the ground in unison and beating their chests.

Aragorn takes out his sword and holds it in front of him. The men load their bows and draw them back ready to fire. An old man loses his grip on his arrow and it shoots an Uruk in the neck. Aragorn holds his hand up.
''Dartho!'' Aragorn demands.
"Hold it!" Iladya commands to the men. The Uruk falls to the ground dead. The others growl ferociously. Captain Uruk thrusts forward his scimitar and shouts and the Uruk-hai advance upon Helm's Deep at a run.
''So it begins,'' Theoden comments, standing overlooking the battle with his captains.
''Tangado a chadad!'' The elves load and aim their bows. Iladya and Legolas do the same.
''Faeg i-varv dîn na lanc a nu ranc!'' she yells, "their armour is weak at the neck!"
''Hado i philinn!'' Aragorn commands. Arrows rain down on the Uruks and many fall dead.
''Did they hit anything?'' Gimli asks.
''Give them a volley,'' Theoden speaks to Gamling.
''Fire!'' Gamling yells, throwing his arm forward. ''FIRE!'' More arrows hit the Uruks killing many. Aragorn raises his sword to the elves on the ground behind the Deeping Wall.
''Ribed bant!'' More Uruks fall from the enslaught of arrows, but more come. ''Send them to me! Come on!'' Gimli yells.
The Uruks begin to fire at the elves with their cross-bows killing some. Other Uruks set ladders against the Deeping Wall.
''Pendraith!'' Aragorn yells.
''Good!'' Gimli laughs, readying his axe. The bezerker Uruks are raised on the ends of the ladders as they are pushed to the top of the Wall.
''Swords!'' Aragorn yells. "Swords!'' Aragorn, Iladya, Legolas, Haldir and Gimli and the elves fight and kill the bezerkers as they appear.
''Legolas! Two already!'' Gimli yells proudly.
''I'm on seventeen!'' Legolas grins.
''I'll have no pointy-ear outscoring me!'' Gimli grunts and kills a bezerker.
''Nineteen!''
Gimli is standing on top of the Deeping Wall swinging his axe and killing Uruks with each sweep as they climb up the ladders to the top of the wall.
''Seventeen! Eighteen! Nineteen! Twenty! Twenty-one!''
A pack of Uruk-hai are advancing up the causeway towards the Main Gates, shielded by their shields on their backs and at the front of the group.
Aragorn suddenly notices them and rushes through the elves pointing at them. ''Causeway!'' Aragorn points. The elves turn to fire arrows at them, and the ones at the side of the group fall away dead.

''Is this it? Is this all you can conjure, Saruman?'' Theoden asks, watching this all.
A huge metal spiked ball is carried roughly by two Uruk-hai and placed under the wall next to the sluice gates. Another pair carry another ball.
The way is cleared and a bezerker comes running through holding a lit torch. Aragorn suddenly notices him and shouts to Legolas.
''Togo hon dad, Legolas!'' Aragorn yells. Legolas takes aim with his arrow and shoots the bezerker in the shoulder, but does not stop him.
''Dago hon! Dago hon!'' Aragorn yells. Legolas shoots another arrow into his other shoulder, but the bezerker dives into the sluice. The bombs explode, demolishing the wall, masonry flies everywhere.
Iladya's head snaps in the direction of the explosion. Her expression shows horror as she sees Aragorn knocked out. She desperately fights her way to him. Theoden looks over amazed. As masonry flies around, Aragorn is knocked out and falls to the ground.
The pack of Uruk-hai advancing on the Gate have grown and are close to the Gate. Theoden suddenly notices them. Other Uruks barge through the pack with a massive ram.
''Brace the gate!'' Theoden commands. Soldiers rush to the back of the Gate and brace themselves as the Uruks ram the gate. Other men lift up their barricades and throw rocks and spears at the Uruks.
''Hold them! Stand firm!''

As the Uruks stream through the gap in the wall, Aragorn comes round and shakes his head. The Uruk-hai runs toward him. Aragorn raises his sword gesturing to the elves still behind him.
''Hado i philinn!'' he yells. They fire their arrows killing many Uruk-hai. Iladya jumps down from the wall, in order to fight before her beloved one.
"You will have to kill me before you get him!" she shouts in Elvish.
''Ilmarë,'' Aragorn breathes before turning to the Elves. ''Herio!'' He holds his sword in front of him and races towards the advancing Uruk-hai as hundreds of elves follow him.
As they fight the Uruks, Legolas from on top of the Deeping Wall, grabs a Uruk shield and throws it in front of him, using it to slide down the steps, firing arrows as he slides, and releasing the shield straight into the body of an Uruk as he reaches the bottom.
Gimli meanwhile, surfaces from underneath the water and is grabbed by Aragorn who drags him away as the Uruks flow through the gap in the wall, fought by the elves. Legolas, Iladya, Gimli and Aragorn continue to fight and kill the Uruk-hai behind the Deeping Wall. Theoden looks on and shouts to Aragorn.
''Aragorn! Fall back to the Keep! Get your men out of there!''

''Nan Barad! Nan Barad! Haldir, nan Barad!'' Haldir nods and gestures to his Elves. Legolas and an elven warrior grab Gimli on either arm and carry him, protesting away.
''What are you doing? What are you stopping for?'' Gimli shouts. Haldir continues to beckon the elves to leave.
''Nan Barad!'' Haldir shouts. As he turns to run he kills an Uruk, but then one runs up to him and stabs him in the stomach. He clutches his stomach feeling blood, and stumbles. As he turns the Uruk stabs him in the back. Aragorn sees him falling and shouts, ''Haldir!''
Aragorn fights his way to the top of the wall. Haldir kneels seeing the dead elves on the ground before him. As Aragorn reaches him and grabs hold of him, Haldir falls back in his arms, dead. Aragorn places a hand on his own chest and then on Haldir's.
He suddenly notices the Uruks running towards him, he leaps up, punches an Uruk and jumps to the top of a propped up ladder, swinging it to the ground and falling with it, he jumps into a group of Uruk-hai on the ground.
Meanwhile, at the Gate other Uruk-hai are still battering down the Gate with their ram. They make a hole in it and fire their cross-bows through the hole, killing many men.
''Brace the gate!''
''Hold them!'' Theoden is on top of the Hornburg wall, speaking to Gamling and his other captain.
''To the gate. Draw your swords!''

At the Gate Theoden and the others attempt to push the Uruk-hai away. Aragorn runs up with the remaining soldiers into the Keep. Theoden is stabbed in the arm with a long spear.
''Make way! We cannot hold much longer.'' The Gate is starting to give way. Aragorn appears, touches Theoden's arm and joins in the fighting at the Gate.
''How long do you need?'' Aragorn questions.
''As long as you can give me.''
Aragorn nods and pushes Gimli into a side passage. ''Gimli!'' The men surge forward to the gate and Theoden shouts to them.
''Timbers! Brace the gate!''
Meanwhile, outside the wall, Aragorn and Gimli open a secret side door on the right-hand side of the causeway on the rocks. There is a gap between the rocks and the causeway. Aragorn peers around the corner of the wall, to see many Uruks fighting to get in through the gate.
''Come on,'' Gimli urges "Wcan take them.''
''It's a long way,'' Aragorn breathes, looking down at the Dwarf. Gimli looks and hesitates.
''Toss me,'' he mumbles.
''What?'' Aragorn tilts his head.
''I cannot jump the distance. You'll have to toss me!'' Gimli grunts. Aragorn nods and reaches down to Gimli's back. Gimli closes his eyes but suddenly opens his eyes and turns to Aragorn.
''Don't tell the Elves.''
''Not a word,'' Aragorn whispers and throws Gimli onto the causeway amongst the Uruk-Hai and jumps after him. Between them, they fight off the Uruk-Hai, leaving the gate free from attack. Inside the Hornburg Theoden shouts to his men.
''Shor up the door!'' Theoden commands. ''Make way!''
''Follow me to the barricade!'' ''Watch our backs!'' ''Throw another one over here!'' Soldiers yell.
''Higher,'' Theoden yells.
The men bring wood to repair the door. Gimli and Aragorn continue to fight. Meanwhile on the ground before Helms Deep, Uruk-hai are launching massive grappling hooks attached to rope at the Hornburg walls. They pull on the ropes once launched and raise massive ladders, with many Uruk-hai clinging to them, to the walls. Legolas notices this and quickly fires an arrow at one of the ropes causing the ladder to fall back to the ground, crushing many Uruk-hai.
''Hold fast!''

''Gimli! Aragorn! Get out of there!'' Theoden yells.
''Aragorn!'' Iladya calls, seeing their plight throws a rope down to them from on top of the Hornburg wall. Aragorn grabs hold of it, and with his other arm holds onto Gimli. Legolas and Iladya pull up the rope. More ladders are being launched against the wall.
They drag them over the wall. Inside the Hornburg Theoden sends out orders.
''Pull everybody back. Pull them back!'' Theoden commands. ''Fall back! Fall back!'' ''They have broken through! The castle is breached, RETREAT!''
The Uruk-Hai finally break through the Gate. ''Fall back!'' ''Retreat!'' Men hurry inside the Keep.
''Hurry! Inside! Get them inside!'' Aragorn urges. ''Into the Keep!'' The run inside. Iladya and Legolas leave a departing shot of two arrows.