The Rings of Power Season 3, Episode 4: Gundabad – Recap and Breakdown

Spoiler Warning: This article contains major spoilers for The Lord of the Rings: The Rings of Power Season 3, Episode 4.

Sauron: A new terror takes flight

The episode opens in Mordor, where Sauron’s orcs are struggling to tame a monstrous flying creature. Sauron (Charlie Vickers) reveals that these beasts were once eagles, corrupted by Morgoth.

When an orc captain explains that they have been feeding the creature dead meat, Sauron counters that it only consumes living flesh. To demonstrate his point, Sauron throws the orc from the balcony to be devoured by the beast. He then orders the remaining orcs to saddle the mount as he prepares to fly to Gundabad, where Galadriel and her companions are searching for a surviving elven smith.

The revelation surrounding the beast’s origins introduces a fascinating layer to the show’s mythology. While Tolkien describes the terrifying winged creatures ridden by the Nazgûl, he never explicitly identifies them as corrupted eagles. However, the series draws upon a familiar idea in Tolkien’s legendarium: Morgoth’s corruption and imitation of existing creations. This is reflected in the origins of orcs, originally described as corrupted elves, and trolls, who were made in mockery of Ents.

Khazad-dûm: A battle for the throne

Meanwhile, tensions are rising in Khazad-dûm as the dwarven council confronts King Durin (Owain Arthur) and Queen Disa (Sophia Nomvete) over their involvement in the war against Sauron. With Mordor now establishing garrisons near their borders, several dwarven lords and ladies demand access to the Seven Rings of Power to defend their lands.

Durin refuses, insisting that the Rings will never be used again. However, his brother Thráin (Eddie Marsan) publicly challenges his decision, arguing that the Seven are their strongest available weapon against Sauron.

Disa warns the council that a single ring drove Durin and Thráin’s father into madness and turned him against his own son. She believes Sauron intends to use the Rings to divide the dwarves, rather than strengthen them.

Seizing on this, Thráin questions the legitimacy of Durin’s claim to the throne. He asks whether their father was wearing one of the Seven Rings when he reinstated Durin as heir. According to Dwarven law, an edict issued by a king of unsound mind can be revoked.

When Narvi reluctantly confirms that Durin III was wearing the Ring, Thráin declares that the succession must be decided according to Aulë’s will. By invoking Aulë, the Vala who created the Dwarves, Thráin gives his challenge a sacred significance. This leaves Durin with no choice but to accept the ultimatum.

Durin recognizes what his brother is proposing: a trial by combat to determine who will rule Khazad-dûm. He knows that refusing the challenge would undermine his authority, despite Disa’s warning that Thráin knows exactly how to exploit his temper.

Before the fight, Thráin privately approaches Disa and offers to abandon his claim if she persuades Durin to surrender the Seven Rings. During their confrontation, he also threatens to expose a secret from their past.

Disa later confesses to Durin that she had a fling with Thráin decades earlier, during a brief separation in their relationship. She insists that nothing has happened between them since, but the revelation leaves Durin shaken.

As the brothers prepare for combat, their son Gamli mentions to Durin that he recently saw Disa and Thráin together. Gamli completely misunderstands their meeting, and his comment unintentionally convinces his father that Disa lied to him.

Durin enters the fight consumed by anger, exactly as Disa feared. Thráin ultimately defeats him, claiming the throne as the new King of Khazad-dûm.

Númenor: Kemen’s past and Elendil’s escape

Elsewhere in Númenor, Elendil (Lloyd Owen) remains Kemen’s prisoner following the ambush at the stargazing tower.

During their journey, Kemen (Leon Wadham) reveals that his mother concealed his parentage because she feared Pharazôn would kill the boy if he discovered the truth. When Pharazôn eventually learned of Kemen’s existence, he killed the mother instead and took the child into his household.

Kemen considers Pharazôn’s decision an act of mercy and believes that serving him is a way of repaying that debt. Elendil, however, challenges his loyalty, arguing that Kemen has devoted his life to satisfying his father’s darkest instincts rather than making his own choices.

Their conversation is interrupted when Anárion (Andrew Richardson) ambushes the carriage and rescues his father. He pins Kemen’s hand with an arrow and prepares to kill him, but before he can strike a fatal blow, Elendil intervenes.

Elendil insists that the Valar should decide who lives and dies. He also recognizes that Kemen may prove more valuable to the Faithful alive, choosing to spare him.

Gil-galad, Círdan and Elrond: seeking Númenor’s aid

Following another costly battle against Sauron’s forces, High King Gil-galad (Benjamin Walker) and Círdan (Ben Daniels) survey a battlefield littered with the dead.

Although the elves have secured another victory, Gil-galad questions whether it can truly be celebrated given the lives lost. Círdan reminds him that Lindon remains free from Sauron’s rule, offering a glimmer of hope among the devastation.

As they discuss the increasingly desperate position of the elves, Elrond (Robert Aramayo) arrives from Rivendell with news of Sauron’s plans. He believes an alliance with Númenor offers their best chance of defeating Sauron, recalling that his brother Elros chose mortality because he believed the kingdom could unite the strengths of elves and men.

By appealing to Elros’s legacy, Elrond draws upon a powerful history in which Elros went on to become Númenor’s first king, while Elrond chose the life of the elves. Their divergent paths shaped the histories of both peoples, making this connection deeply meaningful.

However, Círdan reveals that they have already requested Númenor’s assistance, only to receive a letter from Pharazôn refusing their appeal.

Elrond remains undeterred. He believes Pharazôn’s pride and desire for glory could make him receptive to a personal visit from the Elven High King. Rather than relying on letters, he proposes that Gil-galad sail to Númenor and negotiate directly.

Círdan endorses the suggestion, reminding Gil-galad of his determination to restore hope to his people. He also recommends that Elrond should join the High King, pointing out that Elrond’s resemblance to Elros could strengthen their appeal.

Gundabad: a reunion and a tragic farewell

Meanwhile, disguised as captives, Galadriel (Morfydd Clark) and Arondir (Ismael Cruz Córdova) arrive at Gundabad under the custody of Marnûkh (Adam Young). Using his status as a general, Marnûkh announces that he has brought Galadriel as a gift for Sauron. The uruks welcome their unexpected captives. Marnûkh orders Arondir to be taken to the torture chamber, while Galadriel is led elsewhere within the fortress.

For a moment, it appears that Marnûkh has betrayed his companions. However, he soon kills Arondir’s guards, revealing that his apparent ruse was part of the group’s plan to infiltrate the fortress. Arondir and Marnûkh discover that Maitalle, the surviving elven smith they came to rescue, has been dead for several weeks. Her death leaves them without the vital information they hoped to recover.

As another uruk patrol approaches, a mysterious prisoner reveals that they have seven minutes before the soldiers arrive, accurately describing their usual movements through the fortress. When Arondir asks his identity, the prisoner reveals that he was once known as Celeborn (Jamie Campbell Bower).

Celeborn recounts that he has escaped Gundabad several times, only to be recaptured, a brutal cycle that explains his familiarity with the fortress. He also references King Thingol, highlighting his ancient heritage and connections to the First Age.

Initially, Celeborn is reluctant to risk rescuing another prisoner. However, when Arondir reveals that their missing companion is Galadriel, he immediately changes his mind. The two are finally brought together when Celeborn reaches Galadriel during a confrontation with the uruks. Recognizing her long-lost husband, Galadriel drops her sword, approaches him, and touches his face in disbelief.

Their reunion is cut short as the alarm bells ring, signaling Sauron and the Nazgnagôl’s arrival at Gundabad. Sauron orders his forces to capture Galadriel and Marnûkh alive, but kill the others.

Upon discovering that the elven smith died, Sauron asks about the prisoner held in the neighboring cell. An orc identifies him as Celeborn, meaning Sauron has now learned of Galadriel’s husband’s survival. When another orc reports that Galadriel and her companions are heading toward the roof, Sauron immediately sets off in pursuit.

As Galadriel and her allies fight to escape, Marnûkh unexpectedly throws open the cells, creating a massive distraction as the freed prisoners turn against their uruk tormentors.

The group eventually reaches the rooftop, where Galadriel fires a signal arrow to summon an eagle. She identifies the approaching creature as Landroval, the Prince of Eagles, who is familiar to readers of The Lord of the Rings as one of the rescuers of Frodo and Sam from Mount Doom.

As the group prepares to escape, Marnûkh is grabbed by an enemy. Arondir intervenes and saves his life, marking a significant change in their relationship after their earlier hostility.

Moments later, Marnûkh is struck down by a Nazgnagôl. Galadriel urges Arondir to flee, but he refuses to leave the fight. When the Nazgnagôl confronting him removes his mask, Arondir discovers that the Ring-bearer is Theo (Tyroe Muhafidin).

Despite Theo’s transformation, Arondir refuses to give up on him. He recalls having abandoned Theo once before and vows that he will not make the same mistake again. Arondir urges Theo to remove his ring, and for a brief moment, Theo appears to hesitate.

However, Sauron arrives before he can act, causing Galadriel to visibly recoil at the sight of him. The Dark Lord then orders Theo to murder Arondir. Theo instantly obeys, impaling Arondir as Galadriel watches in horror.

With Sauron advancing toward them, Celeborn grips Galadriel and leaps into the abyss. Landroval sweeps beneath them, carrying them to safety as Sauron watches silently from the peak.

Sauron orders Theo to leave Arondir behind. He retrieves his mask, turning his back on his mentor to follow the Dark Lord into the shadows.

The episode ends on Arondir’s lifeless face: a tragic farewell to an elf who, even in his final moments, chose love over survival.