Ok, so everyone knows how I feel about LotR and Peter Jackson in general, so I won't waste my time with generalities. I only went to see it to take a look at the 48fps format. Now that I have, I will not be seeing the sequels at the theatre. I will try to be nice here, so as not to wind anyone up. Let's see...
Music: The main theme is much, much better than the LotR's one. Epic, foreboding, it's genius. The rest of the music (the new pieces, not the return of existing themes) was bland as hell. It's like Jackson hired King Kong era's James Newton Howard and slapped Shore's name on the credits. The use of the Nazgul theme when Thorin goes to face Azog was a huge wtf moment. Easily the worst soundtrack of the 4.
Story: Smaug prologue was fine. Older Bilbo/Frodo scenes were completely pointless, but they didn't bother me as much as I thought they would in terms of length, but their execution was terrible. Everything up to Bilbo joining the dwarves and Gandalf was awkward and truly a chore to get through.
After that it kinda gets better. The trolls scene was fun, I must admit. Everything with Radagast made me roll my eyes, apart from the Nazgul/Necromancer scene, that genuinely gave me chills. Rivendell was ok, but the White Council scene was vintage Jackson, dragged on and on and on and on. The Stone Giants scene was nice, everything until they get captured by the goblins is meh (thankfully it's short).
Now, the entire Gollum scene and everything after Gandalf saves them is pure gold. Amazing. Everything after Bilbo rejoins the company, however, is bad. We had the climax, but noooo, they had to re-insert the already pointless Azog subplot. I switched off, knowing the movie MUST be ending (thankfully it did).
Characters: Bilbo was entertaining, but the focus was clearly on the dwarves, so after a point there really wasn't much for him to do. Still, Jackson did manage to strike a balance, so that he didn't fade to the background completely. Gollum is better than ever. Gandalf was fine, I guess. I expected to be more entertained, but sure, whatever.
The 12 dwarves... actually my favorite was Bofur. The rest are inconsequential, I remember none. I don't even remember Kili for not being dwarvish enough. I expected for Thorin to really stand out, but I didn't feel it.
Frodo, as always, was there. Saruman was more of a ******** than I had surmised by reading in the books. I half expected him to attack Gandalf and do that break dancing thing again. Elrond was extremely likeable. Galadriel was extremely fu... yeah, well, she's fairer than ever. I did enjoy her. Radagast was a total meh. I liked the hedgehog he saved more.
Azog was a good villain, visually, if not completely pointless. The Goblin King was a bit of fun, but absolutely nothing more.
Acting: Ok, Martin Freeman IS Bilbo. In every conceivable way. Won't dwell on him, he's 100% perfect. McKellen was, as always, perfect. No complaints here. Armitage... I don't know, he tried and tried and he succeeded to a point, but I think he lacks charisma. The Radagast guy was having fun and it shows. The rest of the dwarves... Kili is a bad actor, but I enjoyed Bofur and the white bearded one who told Bilbo Thorin's story. The rest were meh.
Lee and Blanchett were class, as always. Humphries was also good. Lee Pace should be interesting to see, he looked regally creepy. Weaving as Elrond NAILED the f**k out of it. I always thought (still do) he was terribly miscast in the LotR movies, but in this one he was perfection. He may have been my favorite one in this movie. Azog's voice was creepy, me likey.
Ian Holm was terribly awkward. I was kinda uncomfortable watching, although that was partly the editing and camera work's fault. Elijah is Elijah, whatever. Andy Serkis was f**kin' genius as Gollum. He's evolved so much and he's done wonders with the part. Wow, just wow.
FX: Makeup effects were fine, if not somewhat exposed in the 48fps format. Ian Holm-Bilbo looked really really weird.
CGI was generally LotR level. Azog was fine, especially in the battle of Moria, so was Smaug's eye. Gollum was outstanding, really gave me chills how realistic he looked. And they really challenged themselves, 'cause he was more expresive than he was in the entire trilogy. Wargs were terrible, so were the eagles, and so was the entire scene were the Orcs hunt Radagast.
Editing: Fire the editor. No, really. And not because of the length of the movie, that's pure Jackson. Everything up until they leave the Shire is awkward as hell. The character interactions, the scene establishing shots, it's embarassing. The fights fell victim to the 00s action editing for a big part.
Cinematography: It was alright, maybe better than the LotR movies. The 48fps really really helped with the landscape shots.
Direction: I never liked PJ as a director, and I still don't. He kinda showed he can do something more in the Gollum scene, but then he was off to his usual antics. His camera work is still TV-like to me and I see he's still trying to use slomo to get emotion out of the viewer. Only this time it stands out more, since there are far fewer emotional moments in the Hobbit.
Action: Much much inferior to the LotR trilogy, save for the Goblin Town sequence, which trumps almost every LotR action scene. Don't know how that's possible. But I really didn't enjoy his one-on-one or his 13-on-enemies fights, so to speak. The final "fight" was terrible.
48fps: Yeah... I'm not feeling it. I was surprised that I got used to it after the dwarves cleaned up Bilbo's dishes, and then Bilbo started running to find them and join them. It's hideous in motion. And it's terrible for green screen and the meshing of backgrounds with sets and CG characters and actors. It's REALLY good for CGI characters alone, though. Azog and Gollum, as well as Smaug's eye really benefit from the format. But that final shot of the company posing... oh my dear sweet god. This format will be great for documentaries and animated movies, but I will not be preferring it in the future.
Overall: 5/10. Jackson has caught the Lucas bug, like a friend said. These are his Prequels, in terms of what people have accused Lucas of doing. Jackson has clearly become a technocrat and has barely evolved as a filmmaker. And this movie was somewhat exciting, since it was us meeting the characters and setting up the "story" and what have you. I do disagree with Bilbo that the worst is behind us. The worst is coming. This was already inferior to FotR (and TTT and RotK), I think TDoS will be worse than TTT respectively and TaBA will be worse than RotK.
PS: The tone was also very inconsistent. Sometimes it was pure Hobbit, sometimes it was LotR, and not its good moments. Very uneven. The pacing was also worse than FotR's.