The Hobbit: The Desolation of Smaug is a 2013 epic fantasy adventure film directed by Peter Jackson. It is the second installment of a three-part film adaptation based on the 1937 novel "The Hobbit" by J. R. R. Tolkien. The film's screenplay was written by Peter Jackson, his longtime collaborators Fran Walsh and Philippa Boyens, and Guillermo del Toro, who was originally chosen to direct before leaving the project in 2010. The ensemble cast also includes Martin Freeman, Ian McKellen, Richard Armitage, Evangeline Lilly, Lee Pace, Luke Evans, Orlando Bloom, James Nesbitt, and Ken Stott, and features Stephen Fry, Sylvester McCoy, and Manu Bennett.