The Hobbit: The Desolation of Smaug continues the adventure of the title character Bilbo Baggins as he journeys with the Wizard Gandalf and thirteen Dwarves, led by Thorin Oakenshield, on an epic quest to reclaim the Lonely Mountain and the lost Dwarf Kingdom of Erebor.  Having survived the beginning of their unexpected journey, the Company continues East, encountering along the way the skin-changer Beorn and a swarm of giant Spiders in the treacherous forest of Mirkwood.