The Lord Of The Rings: The Rings Of Power Season 3 Episode 3 Recap — Oh Gandalf, My Gandalf

Buckle up, because "The Lord of the Rings: The Rings of Power" Season 3, Episode 3 dives deep into the lore of Middle-earth. This episode reveals more about why Gandalf (Daniel Weyman) fell from the stars in the first place, while we finally get some answers about the Dark Wizard (Ciarán Hinds) and what he's really up to in Rhûn.

The episode leans into "The Rings of Power" Season 3 being a soft reboot, as, in answering those questions, it explicitly explains key lore from J.R.R. Tolkien's universe to the audience. This is clearly something the writers have been concerned with after some of the polarized reactions to the show: "The Rings of Power" showrunners know about the backlash, and they'll no doubt be interested to see how longtime fans respond to Gandalf's story in Episode 3. 

Of course, the third chapter isn't just about wizards; it also picks up with Galadriel (Morfydd Clark), Arondir (Ismael Cruz Córdova) and Marnûkh (Adam Young), who set out on a new quest in Episode 2, while giving us some tantalizing glimpses into ongoing events in Mordor and on Númenor.

"The Rings of Power" Season 3, Episode 3 reveals a lot about the so-called "Dark Wizard." For starters, he wants one of Sauron's rings to restore Rhûn to its former glory, which is why he's formed an uneasy alliance with Mordor. Gandalf and Tom Bombadil (Rory Kinnear) spy on his meeting with Khamûl (Zubin Varla), and they leave seemingly undetected. After a brief encounter with a soldier and an oliphaunt, Gandalf makes it back to Bombadil's hut, but he starts getting annoyed with the whimsically mystical fellow for not speaking plainly, which, honestly, is fair enough. Gandalf becomes even more annoyed when Bombadil declares he needs to leave for the Withywindle — the river in the Old Forest where, in a few thousand years time, he'll encounter Frodo, Sam, Merry, and Pippin on their journey to Rivendell.

When Gandalf briefly heads out to find food, he comes across an entity in the wilderness called the Secret Fire. This is the power of creation itself, and it gives him a vision of "five servants sent to save Middle-earth," otherwise known as the Istari, of which Gandalf is one. Most importantly, the Secret Fire reveals that the Dark Wizard is actually called Pallando. This Istar murdered his partner when he arrived in Rhûn in order to acquire more power, a betrayal so shocking and powerful that it transformed the land into a desert. 

The point of the vision is that Gandalf can try and turn Pallando back to the light so that the pair of them can stop Sauron. After this hefty lore dump, Gandalf returns to Bombadil's hut to find it deserted and empty — but a grey hat blows towards him, which he picks up and wears for the first time. With this, he completes his transformation into Gandalf the Grey ... at long, long last.

After filling most of Episode 2, Númenor takes more of a backseat this time around. Still, we finally meet Isildur (Maxim Baldry) and Eärien's (Ema Horvath) younger brother, Anárion (Andrew Richardson), who is training an army of Faithful soldiers on the western side of the island. They clearly all respect him, but he's not afraid to give his warriors a stern reminder that their enemies won't hesitate to gut them in battle. What a natural motivator! But there's paranoia on both sides of the Númenor conflict, because Elendil (Lloyd Owen) warns his son that Pharazôn (Trystan Gravelle) may have a spy in the Faithful's ranks ...

And it turns out his information is correct, because Elendil is later captured by Pharazôn's son, Kemen (Leon Wadham), and a handful of the King's Men after falling into a trap. Surely I'm not the only one who's getting really sick of how slimy and pompous Kemen is getting? The prospect of potentially inheriting Pharazôn's crown has clearly gone to his head. He's not quite as unbearable as Joffrey in "Game of Thrones," but he's well on his way.

Anyway, Anárion manages to kill a handful of the soldiers, but he's not quick enough to save Elendil from being whisked away in a horse and carriage. So, for now, it seems Pharazôn has the upper hand over the Faithful.

Sauron has been pretty busy for the last two seasons, what with all of that scheming, ring-crafting, and general villainy — so Episode 3 gives him a little break to figure out his plans going forward. Isn't that nice? Just a little Mordor staycation for the Dark Lord. Okay, maybe he's still doing a little bit of scheming. Most importantly, we see that he's crowned a new Ring-Servant, but the episode makes a point of not showing us who this person is. Curious.

Could it be that Theo has succumbed to temptation after Sauron revealed the truth about his parentage in Episode 2? Arondir is not going to be happy if Theo's face is beneath that metal mask. Regardless, the villain's inner circle is getting bigger. He also learns from Khamûl and his crows that Marnûkh found an elven-smith in Eregion at the end of Season 2, which isn't a good sign for the heroes who are out looking for her. Sauron also quickly establishes that they're heading north to Gundabad, and he demands a saddle for his fell beast so he can fly there. It's faster than traveling by horse, that's for sure.

The weirdest roadtrip in Middle-earth continues, as Marnûkh leads Arondir and Galadriel around a siege that he knows the orcs are planning in the Coldfells, just north of Rivendell. It's his old legion launching the assault, so they really need to stay undetected. To make things more tricky, two of the Nazgnagôl are on the group's tail. It's all very reminiscent of "The Fellowship of the Ring," when Frodo and his fellow hobbits head out of the Shire and hide from the Nazgûl in the woods.

There's even a moment where Arondir, Galadriel, and Marnûkh are forced to hide from the Nazgnagôl in the undergrowth. But, with the help of a little magic, they're thrown off by a swarm of butterflies, and the trio remain hidden. Despite staying one step ahead of their enemies, there's a sense of unease among the gang, which is made all the worse when Marnûkh taunts Arondir about the death of Bronwyn (Nazanin Boniadi).

It's no surprise that this almost pushes Arondir over the edge, considering he's clearly feeling guilty about leaving Theo behind in Pelargir. Arondir's reaction is so fierce, in fact, that Galadriel offers up some poignant advice, saying: "Memory is like a sea: pleasant to swim in, but those who never leave are doomed to drown. And you, my friend, are drowning." For better or for worse, Arondir sticks with Team Gundabad. Hopefully, the course of their quest runs smoother in Episode 4 ...