Nearly a decade after Frodo waved goodbye to his pals in "The Lord of the Rings: The Return of the King," J. R. R. Tolkien's Middle-earth has returned to the big screen in "The Hobbit: An Unexpected Journey," the first in a new trilogy of films by Peter Jackson. But whereas the original series was based on three separate books, Jackson has stretched the 300-page "Hobbit" across three parts, the first of which has a running time of two hours and 49 minutes.

Naturally, you have to wonder: how does a 300-page book stretch into what will likely be a nine-hour epic? Jackson adapted "The Lord of the Rings" by cutting plenty of unnecessary plot and characters just to make three three-hour movies and those still felt jam-packed. So, when faced with the opposite dilemma of having far less material, how much could possibly happen in part one of "The Hobbit"?

For those inquiring minds, here are nine various things that happen in "An Unexpected Journey" to provide its lengthy running time. Whether you find these characters and events necessary to the plot or examples of superfluous padding is strictly up to you.

WARNING: MILD SPOILERS!

1. A Lengthy Prologue Featuring the Fall of Erebor

Much like "The Fellowship of the Ring," "An Unexpected Journey" starts off with a prologue depicting the events that set the trilogy into motion; in this case, the fall of the Dwarf city of Erebor to the dragon Smaug. We learn about these events from old Bilbo (Ian Holm) as he writes his memoirs. In a cameo appearance, Elijah Wood also pops up as Frodo.

2. The Dwarves Sing a Couple Ditties

Once the Dwarves start showing up, it's only a matter of time before they start singing. And not once, but twice! The first song occurs while the Dwarves are throwing dishes around Bag End (it's not exactly "Whistle While You Work") and the second as they all stand dramatically around a fireplace mourning their lost bounty. The latter song becomes a recurring theme for the film, and we hear it a few more times on Howard Shore's epic score.

3. Bilbo Reads a Contract

For some reason, the Dwarves require Bilbo (Martin Freeman) to sign a contract if he would like to join their adventure. He proceeds to read it out loud, as we wonder with breathless anticipation whether he will sign it or not (hint: the movie still has another two hours to go).

4. Radagast the Brown Nurses a Hedgehog

The wizard Radagast the Brown (Sylvester McCoy) is briefly mentioned in Tolkien's "The Hobbit," but his role is greatly expanded in the film. We meet him as he discovers that animals in the woods are becoming gravely ill or dying, including his hedgehog friend, Simon. Radagast then races to save Simon while his hut is attacked by giant spiders for some reason. Presumably, the relevance of all this will become clearer as the series continues.

5. Thorin's Tragic Backstory Is Revealed

In yet another dramatic flashback, we find out why the Dwarf leader Thorin Oakenshield (Richard Armitage) is so darn moody. We flash back to Moria (hey, remember Moria?!) and find out Thorin has a beef with Azog the Orc (Manu Bennett) because Azog killed his grandfather. This is another element from the Middle-earth mythology that has been expanded for the film.

6. A Cameo by 'Flight of the Conchords' Star Bret McKenzie

The uninformed may not realize that "Flight of the Conchords" star Bret McKenzie was an extra in "The Fellowship of the Ring." As a result of McKenzie's rising fame amongst the hipster crowd, Jackson brought him back for "The Hobbit." So if a quarter of your audience starts laughing when a certain elf is revealed and you aren't sure why, just laugh along with them because it's probably Bret.

7. Familiar Faces Return to Rivendell

While staying in Rivendell, Gandalf (Ian McKellen) meets with Elrond (Hugo Weaving) to discuss a growing threat in Middle-earth. And who else should show up but Galadriel (Cate Blanchett) and Saruman (Christopher Lee) from the earlier films! The scene tries to tie the events of "The Hobbit" with those from "The Lord of the Rings" to add a greater sense of urgency. Of course we all know what the threat is, but the more interesting aspect of the reunion is the relationship between Galadriel and Gandalf. Shippers, start your engines.

8. Rock Giants Play 'Rock 'Em Sock 'Em Robots'

While traversing across a dangerous mountain path, the party is surprised to discover that the mountains they're traversing are actually giants! The rock giants then start fighting each other, and it's hard not to be reminded of the classic toy "Rock 'Em Sock 'Em Robots." The fight serves as little more than another dangerous diversion for our characters, but it does look pretty cool.

9. An Extended Chase Sequence Inside a Mountain and Out

Toward the end, "An Unexpected Journey" turns into less of a film than a roller coaster ride. The finale of the film finds the group making a daring escape from a mountain, slaughtering orcs, trolls and goblins along the way. Peter Jackson's talent as an action director really gets to shine here as he comes up with one elaborate set piece after another. And just when you think the group's safe, lo and behold, another threat shows up and they're off again! By this point, you're either with the film or against it, but the dazzling visuals help to make up for the occasional deliberate pace earlier on.

Bonus: The Cinematic Oddity That Is 48 FPS.

Jackson shot the film at 48 frames per second instead of the usual 24. This provides a much smoother picture (like what you might see on an HDTV with a motion smoothing setting), but according to a lot of people, it provides an additional effect of making everything look really cheap. Personally, I didn't feel that the 48 fps made everything look terrible, but it definitely does look different and takes a little time to get used to. If you're interested in the technology, it's worth seeing in 48 fps, although the film is also showing in standard 24 fps.