The Desolation of Smaug, in my opinion, was even better than the first prequel because the antagonist Smaug was brilliantly portrayed and highly relevant to the previous older works - his character, personality, and dialogue was brilliantly executed. This sequel contained more exciting and thrilling action sequences with the orcs, spiders, and the dark encounter with the dark lord Sauron. The violence is relatively graphic and intense, but there's hardly no blood or gore, some of it is partially humorous - due to the dwarfs. There's a few scenes and implications of drinking and drunkenness (dwarfs and the elves), but nothing graphic at all. The scenes with the ferocious and ruthless dragon Smaug and the giant spiders can be quite frightening and scary for younger, more sensitive viewers.