WARNING: MAY CONTAIN SPOILERS

Why can’t every fantasy epic be like “Game of Thrones,” or even the original “Lord of the Rings”movies?

“The Hobbit: The Desolation of Smaug” — the second film of Peter Jackson’s “Lord of the Rings” prequel trilogy — panders too much to the video game crowd, with superficial storytelling and ridiculous stunts that come off far-fetched, even for a big-budget fantasy picture like this.

In what may be the greatest sequence of controlled chaos ever captured at 48 frames per second, we see dwarves riding in barrels careening down a whitewater river and haphazardly taking out hordes of orcs as they go.

Now, I don’t seem to remember much at all from the book, which I probably read in middle school, but I’m pretty sure the dwarves didn’t go “orc bowling” with the barrels while riding the rapids. It was also a bit much when Legolas (Orlando Bloom) started hopping on dwarves’ heads, crossing the river, and killing orcs at the same time, all while speeding down a massive cascade. Give me a break. After a certain point in this film, all I could think to myself was, “Seriously?”

Throw in a bloated scene with the giant spiders and “The Desolation of Smaug” puts Legolas’s hokey-but-badass shield surfing in “The Two Towers” to shame in the worst possible way. The spider scene actually makes me wonder how cool that sequence might’ve been if “The Hobbit” had come out before “Lord of the Rings” or even “Harry Potter.” As it stands, I feel like I’ve seen guys get tangled up in webs and nearly eaten about a hundred times already. Yawn.

To add insult to injury, I found the CGI to be mediocre at best.

The orcs now look incredibly cartoony since they are no longer portrayed by live actors as they were in the “Lord of the Rings” films.

The combat felt much more raw and realistic with the actors as orcs.

Now it just looks and feels like a three-hour Whack-A-Mole game.

The plot, while not all that dissimilar from the earlier movies (get a group together / venture to this place in order to do this thing / meet folks along the way), simply lacks the emotional panache of the “Lord of the Rings.” I could care less about what happens to Bilbo (Martin Freeman), Thorin (Richard Armitage), Bard (Luke Evans), or any of the other characters because all their actions and reactions feel skin-deep. I sense no true change in the film’s Hobbit hero, who seems just as squirrelly as he was six hours and two movies ago at The Shire. Hell, Frodo started finding his own autonomy by the end of “Fellowship.”

“The Hobbit”’s sole saving grace is Benedict Cumberbatch, who doesn’t even appear in person.He plays the voice of Smaug – the fearsome dragon who guards the dwarves’ gold and inhabits the desolate mountain kingdom that they hope to reclaim.

It’s clear that the bulk of the special effects budget was spent on making Smaug look just right. The amount of detail on his hide and scales is impeccable, looking every bit as gnarly and battle-scarred as Tolkien could have envisioned.

Cumberbatch’s voice and motion capture work is astounding; it makes the film’s final act both frightening and engaging. Just a casual conversation with the dragon had me on the edge of my seat more than any of the big action sequences did.

The introduction of Smaug alone makes this sequel better than “The Hobbit: An Unexpected Journey.”

Though it finishes strong and leaves fans hungry for the final chapter, “The Hobbit: The Desolation of Smaug” is unlikely to convert franchise newcomers as the series continues to devolve into an emotionless shell of its former cinematic glory.

C+