The Brandyfoot clan catch up to the rest of the caravan, only to encounter danger in the woods. Galadriel and Miriel's alliance faces delays as Halbrand is reluctant to join them. The human refugees learn of Adar's offer, causing division over what to do. Elrond learns the truth of why he was sent to meet with Durin.
- Actually Pretty Funny: Elrond can't help but laugh once he finds out Durin was lying to trick Gil-Galad into giving him the dining table.
- Adaptation Deviation: Gil-Galad's story about the origin of mithril exists only in the show.
- All There in the Script: The white robed figure and her two companions are named in the end credits as The Dweller, the Nomad and the Ascetic.
- Art Shift: The flashback of Gil-Galad's story about the origin of mithril is shown to be heavily stylized, similar to The 300 movie.
- Berserk Button: Adar does not take kindly Waldreg mistaking him for Sauron and knocks him to the ground.
- Best Friend: Valandil admits Isildur being his best friend since childhood.
- Big Damn Heroes: The Stranger saves Nori, Poppy and Marva just in the nick of time from being killed by a wolves. He scares them away by hitting the ground with his palm and forearm and creating a Shockwave Stomp.
- Call a Smeerp a "Rabbit": The Harfoots call the predatory animals hunting them "wolves", but these creatures aren't even canine, but based on a family of prehistoric ungulate called Entelodont. Notably, they are an entirely different species from the warg seen in a previous episode, which was indeed a canine animal.
- Camp Unsafe Isn't Safe Anymore: Malva notices that the forest they set up the camp in used to be safer during this period of the year in other times, and then she goes to pick mushrooms alone in the woods far from the camp. Nori and Poppy come and warn her about the wolves' tracks they saw, just to get attacked by said wolves.
- Conflicting Loyalty: Elrond realizes that it is in his hands to decide what to do with the mithril; he has to choose between keeping a promise and dooming his people, or break his promise and destroy the trust of a friend, possibly forever. He ultimately decides to Take a Third Option.
- Creepy Blue Eyes: The Dweller has pale blue eyes.
- Curb-Stomp Battle: It takes a five on one fight for the Númenor troops to even nick Galadriel's arm. Justified by the fact that they're green recruits and she's been a Master Swordsman since before Númenor existed.
- Curse Cut Short: While meeting with Gil-Galad, Durin mocks the elves for their longevity and bureaucratic ways by saying it takes them several weeks "to decide to take a sh-", which Elrond strategically interrupts.
- Dance Battler: Galadriel demonstrates her combat prowess with the Númenorean recruits with fluid, dance-like motions that let her run circles around her opponents effortlessly, even as they try attacking her all at once.
- Darkest Hour: Bronwyn thinks that the Tower of Ostirith will not protect her and the refugees from Adar's forces.
- Eye Motifs: The crater formed by the Stranger, has the form of an iris.
- Feud Episode: Halbrand has a fall out with Galadriel because she lied to the Queen that he agreed to join them in their military expedition and about him wanting to unite his people. He feels used by Galadriel and accuses her of being a False Friend. She gets offended that Halbrand is upset at what she did and not appreciative of her efforts.
- Fiery Cover-Up: Kemen tries to sabotage the expedition by leaking the gasoline from the casks. Isildur, hiding on one of the ships, catches Kemen and tries to stop him. They fight and accidentally set on fire the ship, the explosion destroying a second one in the process. Isildur saves his life and lies to his father that Kemen was on a fishing boat and was simply caught up in the explosion and he had to save his life. Isildur theorizes that it was all an accident provoked by one of the casks. Elendil takes everything at the face value.
- Forging Scene: Halbrand finally gets to show off his blacksmith skills, depicting the process step by step by forging swords for the Númenoreans, impressing the very people that doubted and refused him earlier for not having the smith guild crest.
- Foreshadowing: Valandil tells Isildur that he hopes one day, Isildur will find something he’ll be willing to sacrifice everything for. The Precious is coming.
- The Gadfly: Durin makes a show of claiming that the table the Elves are dining at is made of stone that is sacred to Dwarves. After Gil-Galad promises to repatriate it, Elrond realises Durin was making the whole thing up to mess with them. And because he needed a new dining room table.
- Grey-and-Grey Morality: Director Wayne Che Yip and writer Justin Doble intended in this episode to muddy the morality of otherwise good people by making their choices more complicated than "good" or "bad". Elrond being conflicted over his duty to his friend versus his obligation to his people, Gil-galad manipulating Elrond to find the secret of the dwarfs for him because he is convinced that the salvation of the elves are in the hands of the dwarfs, Bronwyn’s deciding to accept the enemy's proposal in the face of impending genocide, or Nori telling the Stranger he is a good man only to get scared of his power when he accidentally hurts her, and Galadriel using Halbrand's royal origins to push her agenda of convincing Numenor to join her quest when he just wanted a peaceful life.
- Heroic Bystander: When Bronwyn despairs that half of her people went on to join the forces of evil in spite of everything they've gone through, Arondir reminds her that half of them still chose to stay.
- He Cleans Up Nicely: When he finally agrees to take part in the expedition, Halbrand gets a haircut and some armor to go from some wandering vagabond to looking like a king.
- Helmets Are Hardly Heroic: Galadriel dons a full suit of Elven plate armour for her return to Middle-earth, but unlike all the Númenorean soldiers alongside her, she refrains from any kind of head protection. Averted in the case of Isildur and Elendil who do wear proper helmets.
- Hidden Depths: Poppy sings a song her mother taught her to keep the Brandyfoot clan moving as they catch up to the rest of the caravan.
- An Ice Person: The Stranger uses ice magic to soothe the pain in his arm after driving away the wolves. In his meditation, he doesn't notice Nori touching his arm, and unconscionably freezes her hand, almost harming her. She becomes afraid of him after this.
- If You're So Evil, Eat This Kitten!: Adar tests Waldreg's loyalty by handing him a blade and ordering him to kill Rowan. The episode cuts away before we find out if he went through with it.
- I Gave My Word: When Gil-Galad presses Elrond to tell him the secrets of the Dwarfs, Elrond refuses to elaborate because he promised to Durin IV never to reveal his people's secrets.
- In the Blood: Being hopeless in the face of such menace, Bronwyn wants to propose to just bow down to the enemy because her people are maybe really meant for darkness.
- Internal Reveal: Theo reveals he has Sauron's sword to Arondir and his mother, Arondir recognizing it as a key used to bind the people of the Southlands in service to Morgoth and a weapon of devastating power in the wrong hands.
- I Take Offense to That Last One: Valandil tells Isildur that unlike Ontamo, who would've Easily Forgive him, he doesn't want his half-assed apologies for getting them kick out of the Sea Guard. Ontamo grimaced in offense at hearing the statement.
- Lampshade Hanging: When Gil-Galad asks Elrond if he has heard of the myth about mithril, Elrond responds that the myth is apocryphal as a nod to the fact that the mithril origin does not come from Tolkien's writings.
- Lightning Can Do Anything: In Gil-Galad's myth of the origins of mithril, the light of the last Silmaril was mixed together with the unyielding virtue of an unnamed Elven warrior and the relentless evil of a Balrog of Morgoth when a bolt of lightning struck the combatants, creating the supernatural material with miraculous properties. Whether there's supposed to be any truth behind this myth is left unanswered, though.
- Line in the Sand: For some reason, instead of having an already permanent professional army, The higher ups must ask for volunteers for the military expedition to the Southlands. Elendil himself handles the recruitment.
- Not in This for Your Revolution: Pharazôn is supporting saving the Men of the Southlands from Sauron... because in doing so the Númenorans will establish a human vassal state in Middle-Earth, which will have all sorts of future benefits. He is also quick to reconsider his support the moment victory starts seeming less certain.
- Manipulative Bastard: Celebrimbor is starting to show signs of this towards Elrond, bringing up the latter's father and a convenient piece of mythology yet again in order to gain what he seeks, exploiting Elrond's friendship with the Durin.
- My Fist Forgives You: Isildur tries to convince Valandil to forgive him and get him on the the military expedition and offers Valandil a free hit where he wants. Valandil is more than happy to honor Isildur's proposition, in fact he is ready to hit Isildur three times, but he settles down for two.
- Mythology Gag:
- The Grey Marshes are hinted to be the future Dead Marshes, wherein Gollum will lead Frodo to Mount Doom on day.
- The "no all who wonder or wander are lost" line from Poppy's song is a reference to "Not all those who wander are lost" from The Riddle of Strider poem written by Bilbo Baggins.
- Visually, the scene of the mysterious elf fighting the Balrog in Gil-galad's story is a nod to Glorfindel fighting a Balrog during the fall of Gondolin.
- The Only One: Celebrimbor tells Elrond the story of his father, Eärendil, a mortal man convinced he could ask the Valar to fight in the war against Morgoth. In the night he left, Elwing begged him to stay and asked him why it must be him to go on this mission. His answer was that he was the only who could do it.
- Not-So-Omniscient Council of Bickering: The aristocracy is not happy with Miriel's decision and are trying to appeal to Pharazon to stop the military expedition to the Southlands.
- Passive-Aggressive Kombat: The exchange between Durin and Gil-galad at the banquet.
- "The Reason You Suck" Speech: When Isildur asks his father why he wasn't selected for the expedition, Elendil points out how he washed out of the Seaguard, never earned rank in any guild, and that the expedition has no use for someone who has never truly applied himself to anything.
- Reused Character Design: The Balrog in Gil-Galad's story resembles the Balrog of Moria from The Lord of the Rings: The Fellowship of the Ring.
- She Who Fights Monsters: Halbrand gets Galadriel to admit in tears that she had become undistinguished from the evil she is fighting, getting herself exiled in the process by her closest people.
- Take a Third Option: Gil-Galad and Celebrimbor both tell Elrond that he has to choose between breaking his oath to Durin to keep the mithril secret or allow his people to perish. Elrond comes up with another idea: he just honestly tells Durin why the Elves need the mithril, and Durin promises to try to convince his father to give it to them.
- Tell Me How You Fight: Elendil asks Galadriel to provoke the young volunteers into fighting her to test their determination and military training against the orcs. Galadriel begins with instructing them that in order to take down for good an orc, they have to "stab, twist, gut". Elendil then invites the young apprentices to fight Galadriel with promising them a promotion to lieutenant. Valandil responds first than he is joined by Ontamo. Galadriel is shown being nimble and faster, while the boys prefer to use brute force. Her second lesson is that swordmanship is about balance than strength. Galadriel easily disarms Ontamo and Valandil then, but others join the fight to help them. She defeats them all anyway by being faster with the sword. Her last lesson is that the is a better choice to outmaneuver an orc than use brutal force on them. Valandil gets promoted to lieutenant by managing to land a hit on Galadriel at some point during the fight.
- Travel Montage: A classic one happens showing the migration of the Harfoots, with shots of map with lines appearing on it to mark the route and the locations they travel through (the Grey Marshes, Trout Bend, the Braids), while Poppy is singing her mother's walking song.
- The Quisling: Waldreg eagerly takes Adar's offer of being spared if he swears fealty to them. When Adar reacts poorly to him mentioning Sauron by name, Waldreg quickly amends himself.Waldreg: I'll serve you, then, whoever you are.
- The Voiceless: The Dweller and its two followers don't say a word while tracking the Stranger.
- Watching the Sunset: Adar watches the sun setting, reflecting over his own condition as a corrupted Elf. He bathes in the rays of the sun talking to an orc about how pleasant it is to feel them, then he becomes melancholic to the thought that one day he won't feel them either anymore.
