The most powerful Lord of the Rings characters are some of the most powerful in all fantasy. Most of the ones J.R.R. Tolkien wrote about, or at least the ones with which audiences are most familiar, walked Middle-earth in the so-called "Third Age" and are featured or mentioned in The Lord of the Rings, The Hobbit, and The Rings of Power. The brave hobbits themselves, especially Frodo, are some of the truest, most tenacious, most strong-willed characters in the saga. Yet Frodo was chosen as Ring Bearer precisely because he was not conventionally "powerful," so that even if the Ring corrupted him, he would not be able to cause much harm.

In fact, most of the Fellowship's members don't stand among the most powerful Lord of the Rings characters, even though their importance to the tale is undisputed. Furthermore, many of the most powerful beings in Middle-earth aren't included in Peter Jackson’s cinematic adaptations at all. Between the book, the movies, and the games, there are several powerful characters that are extremely powerful, and many of the ones not introduced in the movies have started to show up in Rings of Power on Amazon Prime, expanding this massive world even more.

25 Treebeard

Gandalf calls Treebeard the “oldest living thing that still walks beneath the Sun upon this Middle-earth.” With such advanced age comes experience and wisdom. Treebeard, also known as Fangorn, was the oldest of the Ents left in Middle-earth. With bark-like skin and leaves for their hair and beard, Ents are ancient tree-like beings who are the "shepherds of trees."

When he learned that Saruman was cutting down the forest he protected to power his war effort, a furious Treebeard called all the Ents together and (eventually) decided to attack Isengard, in an event known as the Last March of the Ents. Leading the attack, Treebeard helps to destroy Isengard's walls, breaks the dam, and makes the fields green and growing again. Even though Saruman eventually escapes, Treebeard and his friends ruin his war effort, and he never fully recovers proving they are some of the most powerful beings in Middle-earth.

24 Gwaihir (Giant Eagle)

Without the timely assistance of the Giant Eagles of Manwë, the Fellowship might not have succeeded in their quest. The Eagles were birds that served as messengers of Manwë and at times assisted Men and Elves in the fight against evil. Among the Eagles were the Great Eagles, who were sentient and capable of speech. By the end of the Third Age, a colony of the Great Eagles lived in the northern parts of the Misty Mountains.

Gwaihir the Windlord is the greatest of the Eagles in the Third Age. At some point in his life, Gandalf the Grey saved him from a poisoned arrow, and in turn, Gwaihir rescued Gandalf from his imprisonment at the hands of Saruman. The swiftest of the Great Eagles, with keen eyesight and strength due to his huge size, Gwaihir led an army of Great Eagles to the Battle of the Black Gate and helped to carry Frodo and Sam away from Mount Doom to safety.

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23 Shelob

A gigantic spider, who even feeds on her own children, Shelob is on no side but her own. Her lair in the Mountains of Shadow, near Cirith Ungol in the passes above Minas Morgul, was known by Sauron but he allowed her to stay there as she made a fitting guard for the pass. Sauron would sometimes give her food in the form of prisoners, although she would eat Orc as much as Man or Elves. Shelob would spin a labyrinth of webs within a network of caves to indiscriminately trap her prey. Many unsuspecting victims fell into her deadly net.

Shelob, the greatest offspring of Ungoliant, the primordial spider, catches Frodo in her web as he quests to Mordor. Sam rescues him, stabbing Shelob with Sting and wounding her. It is not known whether she recovered from her injuries, but Middle-earth would certainly sleep easier without her.

22 Beorn

Beorn’s screen time in The Hobbit is limited, but this reflects his solitary nature. He is a Skin-changer and a Beorning chieftain and one of the most powerful beings in Middle-earth. During the last centuries of the Third Age, his kin inhabited the North of the Anduin valley between the Misty Mountains and Mirkwood. Although gruff at first, he takes in the Dwarven Party and gives them horses to continue their Quest of Erebor.

Beorn can take the form of a great black bear and has the great strength and durability expected in that form. He also has a miraculous effect on his animals, who seem to be more intelligent and strong than other animals when around him. He is somewhat mysterious, keeping bee pastures and spending his nights patrolling the woods and mountains in the form of a bear, protecting the creatures he encounters. Except for Goblins as he hates Goblins.

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21 Prince Durin

Prince Durin is the son of King Durin III and a close ally of Elrond in Rings of Power. This is the Dwarf who would become King Durin IV. He is also believed to be an avatar of Durin the Deathless, the founder of Khazad-dûm, and the oldest of the Seven Fathers of the Dwarves. As a Dwarf, he was already incredibly strong, but Prince Durin had even more strength than most Dwarves around him. He showed his power when he defeated Elrond at the Ceremonial Rock-Breaking competition.

He also challenged Gil-galad at his own table, which showed he was just as brash as he was strong. Prince Durin even stood up to his father, showing his will and strength in the process, although it caused him to lose his title in the process.

20 Arondir

Arondir is a Silvan Elf who spent decades honing his skills and that alone makes him a warrior above most others. He spent eight decades supervising the Southlands and during that time he mastered his sword and archery skills. He also proved that he would never give up and never surrender. Arondir showed his in Rings of Power when taken prisoner by the Orcs. However, Arondir didn't let them break him down and even when the Orcs began to kill other prisoners, Arondir stood and led a revolt, where Arondir mortally wounded Magrot.

To show how powerful Arondir was, he even picked up the respect of Adar, as the leader of the Orc army released him to deliver a message to Ostirith for him, which kept Arondir in the battle and allowed him to remain a loyal ally to Galadriel. His strength in battle even impressed Galadriel enough to receive the sword-hilt they captured from Adar, although it was a ruse. Even after Adar created Mordor, Arondir kept fighting, saving as many survivors as he could.

19 Aragorn

Aragorn deserves a place among the most powerful beings in Middle-earth not only for his skill at arms but for his importance as the First High King of the reunited Kingdoms after the fall of Sauron. Aragorn is the son of Arathorn, known as Elessar, the Elfstone, Dúnadan, the heir of Isildur Elendil's son of Gondor. He is fostered by Elrond at Rivendell in secret until he is ready to take on this heavy destiny. He served as the 16th Chieftain of the Dúnedain and the Rangers of the North, living in the wild and, at Gandalf’s bequest, acting as a guard outside the Shire’s borders as Strider.

An unsurpassed warrior, he is also unfailingly loyal and protects Frodo and the Ring, refusing to give in to the temptation of the Ring’s corruption. When the Fellowship disbands, he strives to keep the remains in one piece and leads the fight to the Black Gate. After the hard-fought victory over Sauron, he is crowned King Elessar, 26th King of Arnor, and the 35th King of Gondor. He is a powerful man in peacetime as well as war and a symbol of good ultimately triumphing over evil.

18 Smaug

Smaug was the last great dragon to exist in Middle-earth and the most powerful left in the Third Age. Other more tremendous beasts had gone before him. Glaurung, the first fire-breathing Dragon in Middle-earth, known as the Father of Dragons, or Ancalagon the Black, the largest dragon to ever walk Middle-earth, both leap to mind.

Yet Smaug the Golden, aka Smaug the Impenetrable, is not to be underestimated. He hoarded the Lonely Mountain's treasures under the mountain, drove out the Dwarves who had lived there, and ravaged the countryside and the nearby town for centuries. Or at least until a certain band of dwarves and their burglar came to call. Perhaps not the most powerful Dragon to ever live, he was certainly the most greedy and foul "worm" left in Middle-earth at the time of his death.

17 Radagast The Brown

Radagast the Brown is one of the five Istari (wizards), along with Gandalf, Saruman, and the two Blue Wizards,0- given physical form and sent by the Valar to aid those in Middle-earth who opposed Sauron. A friend of Gandalf thought to be a fool by Saruman, Radagast is more knowledgeable about plants, birds, and animals than he is about Men and Elves.

He takes very little part in the War of the Ring and his eccentric attitude leads many to underestimate him. Yet as one of the five chosen to oppose Sauron, he must have possessed impressive powers. Originally named Aiwendil, meaning "bird-friend", he was renamed Radagast, meaning "tender of beasts", when he came to Middle-earth. He was chosen to protect the great forests and have powers over the birds and beasts.

16 Durin’s Bane (Balrog)

Balrogs are Maiar who were corrupted by Melkor, the original dark lord, and turned to his dark service. Most were thought to have been killed after the War of Wrath, but one awoke in the Third Age in Moria when the Dwarves mined too deep into the Earth for Mithril. This particular creature drove the Dwarves out of their home and slew King Durin VI, leading to the Balrog’s name "Durin's Bane."

A gigantic horned figure wielding a flaming sword and whip, the Balrog is a literal creature of flame and shadow. It contended with Gandalf, albeit when he was still Gandalf the Grey, and the pair shattered the side of a mountain during their titanic struggle. Gandalf ultimately slew the Balrog but he himself died in the attempt. Although Gandalf is resurrected, this does not diminish the terrifying power shown by Durin’s Bane in the fight.

15 Witch-King Of Angmar

The Witch-King of Angmar, Lord of the Nazgûl, the Black Captain, is one of the creepiest villains in the Lord of the Rings. A cunning warrior, a strategist who is almost indestructible, the Witch-King was once a man. One of the nine Kings of Men given Rings of Power by Sauron, they achieved wealth and power but succumbed to the tragic will of Sauron and faded to exist only as Ringwraiths.

As the most powerful of the Nazgûl, the Witch-King became their chief and the most feared servant of his master. The Nazgûl’s distasteful ability to appear when least expected and injure the Fellowship was due in part to the cunning strategies of their Captain. Far from a mindless killing machine, the Witch-King had been meticulously waging war against Elves and Men in the name of his Dark Lord for a long time. He is eventually stopped despite being one of the most powerful beings in Middle-earth, but, as prophesied, no man could kill him and he was taken down by a woman and a hobbit.

14 Glorfindel

Glorfindel is one of the mightiest Elves left out of Peter Jackson’s Lord of the Rings trilogy. Wanting to elevate the position of Arwen and her romantic subplot with Aragorn, Arwen was brought in to perform certain scenes originally played out by Glorfindel in the novel.

A capable fighter with golden hair, Glorfindel’s "angelic presence” caused the Nazgûl to flee from him multiple times. His healing abilities saved Frodo’s life after he was stabbed by those same Black Riders. He guided them to Rivendell and sat in a position of honor with Elrond during the discussion over what to do with the One Ring. Glorfindel was also the major reason the Witch-King of Angmar was defeated. He took part in the Battle of Fornost to drive off the Witch King and, after the battle was over, told them not to pursue, predicting that no mortal man would ever destroy the Witch-king and prophesying his death.

13 The Blue Wizards

The least well-known of the five Istari sent to Middle-earth by the Valar to assist in the fight against evil, the Blue Wizards are notoriously mysterious. Alatar and Pallando became known as the Blue Wizards due to their sea-blue robes. In Middle-earth, it is thought they were known as Morinehtar and Rómestámo but very little is known of their time there.

Their task was to travel far to the East and stir up rebellion against those serving Sauron. They must have been successful in this, or else by the Third Age the armies of the East would have outnumbered the West, but nothing is known of their fate afterward. As two of the five Istari, there is no doubt of their incredible power and the major importance of the quiet influence they had over the history of Middle-earth in their quest East.

12 Círdan

The Lord of the Grey Havens, Círdan is one of the three oldest living elves in Middle-earth at the end of the Third Age. He was born in the Years of the Trees, along with Galadriel and Celeborn. Círdan is the Shipwright, a Telerin Elf, and a great mariner. He served as lieutenant of Gil-galad, the last High King of the Ñoldor of Middle-earth, and along with Elrond, was one of only two elves who stood with Gil-galad at his last battle against Sauron.

Originally, in possession of one of the Elven Rings of Power, Círdan gives it to Gandalf when he recognizes his skill, proving himself wise and humble as well as powerful. Once again, Círdan is a strong character mostly left out of the movies due, no doubt, to there just being too many characters to include. He worked most often behind the scenes and so his exclusion from the movies is not surprising. He does appear briefly at the end as the elves prepare to leave Middle-earth. As Lord of the Grey Havens, Círdan would sail on the last ship into the West.

11 Saruman

Saruman the White is one of the Istari (wizards), originally a Maia of Aulë the Smith named Curumo, meaning "skillful one”. He was one of the five wizards sent by the Valar to aid those in Middle-earth who opposed Sauron. Originally, he was the chief of the wizards and of the White Council, the most knowledgeable and skillful among them. However, his extensive studies of dark magic slowly led him down a dark path and he desired the One Ring for himself.

When he revealed to Gandalf his plan to join Sauron, the Grey Wizard refused and ultimately fought to have Saruman thrown out of the Order of Wizards and the White Council. Eventually, after many setbacks, he was ignominiously stabbed by Wormtongue after the Scourging of the Shire. Saruman, being a Maia, did not truly die. His spirit separated from his body to be sent to the Halls of Mandos, but he was not allowed to return. Tolkien reveals that his spirit was left naked, powerless, and wandering, never to return to Middle-earth.

10 Elrond

Elrond, Half-Elven, is a warrior, healer, and counselor. Long before he became Lord of Rivendell, Elrond’s fate was uncertain. The son of Eärendil and Elwing (a man and an elf-maiden), and a descendant of Lúthien, Elrond was born in the refuge in Beleriand during the First Age. His home was sacked by the Sons of Fëanor and he and his twin were captured and raised in that ill-fated family.

At the end of the First Age, Elrond and his twin Elros were given the choice to be counted among Men or Elves. Elros chose Men and became the first King of Númenor, while Elrond chose to be counted among the Elves. He served Gil-Galad, the High King of the Ñoldor, and fought in the Last Alliance of Elves and Men. He founded Rivendell as one of the last strongholds against Sauron and protected the heirs of Isildur, including Aragorn until he was ready to accept his destiny. Elrond was, of course, also instrumental in the founding of the Fellowship of the Ring. In sum, one of the most incorruptible and truest leaders of Middle-earth.

9 Celeborn

Lord of Lothlórien, Celeborn is the husband of Galadriel. Although only briefly featured in the movies and eclipsed by the power of the Lady of the Wood, in his own right Celeborn is one of the wisest Elves in Middle-earth at the end of the Third Age. Celeborn and Galadriel met during the First Age and fell in love. After the War of Wrath, they opted to stay in Middle-earth, keeping largely separate from the schisms affecting the Elves at this time. Instead, they sensed the growing evil in Middle-earth and strove to oppose it.

In the Third Age, when the King of Lothlórien died, they stayed to protect it as Lord and Lady, not taking on a royal title as they saw themselves only as guardians of the wood. Celeborn defended Lothlórien throughout the War of the Ring and helped keep the evil out of the Golden Wood.

8 Elendil

Elindil was the first High King of the Dúnedain, and he was considered by many to be the mightiest warrior during the Second Age of Middle-earth. He was changed physically from his description in the Tolkien books, where he was eight feet tall. Instead, he was a normal-sized man in Rings of Power, but he was still the same great warrior as he was in the written work. He was a strong fighter, a charismatic and fierce leader, and a man who would do anything to protect his people and stop the Dark Lord in battle.

Elendil ended up going into battle with Sauron, and while he had Gil-galad by his side, they were not enough to survive the battle. Both Elendil and Gil-galad died in the battle, but he was still responsible for helping end Sauron's threat. Elendil died, and his sword broke. However, that gave his son Isildur a chance to grab the broken sword and use it to cut the One Ring from Sauron's hand. If not for Gil-galad wounding Sauron and Elendil's preparation, Sauron could have won that day.

7 Gil-galad

One of the Elves born in the First Age, Gil-galad only appears fleetingly in the Lord of the Rings movie. His death scene was cut and so he only appears for a brief glimpse in battle and as one of the original ring-bearers. It is a disservice to a character bearing titles such as High King of the Elves of the West, King of the Eldar, and Lord of the High Elves.

Gil-galad was the last High King of the Ñoldor in Middle-earth. He held the highest authority among the Elves he ruled and was respected by both the Ñoldor and the Sindar. He led the undivided Elves to war against Sauron in the Last Alliance of Elves and Men with Elendil. During their struggle with Sauron, Gil-galad inflicted enough mortal wounds on the Dark Lord to destroy his body but in return, he received terrible wounds. His death marked the end of the Ñoldor Kingdoms in Middle-earth.

6 Adar

Adar proved to be a very powerful villain in Rings of Power. While he somewhat resembled an Elf, he is a pure villain and there were no evil Elves in Tolkien lore. That said, he is very loyal to the Orcs, and he is able to get them working together as a unit, which is impressive since Orcs don't like teamwork. This is mostly because he wanted to create a free world for Orcs, and they became fiercely loyal and faithful to him as a result. He also proved to be a military genius, which was shown after he and the Orcs attacked Galadriel's forces.

Adar used human defectors as a first wave of attack, dressed like the Orcs, and they weakened Arondir's Southlanders enough for the Orcs to arrive in a second attack. Galadriel was still up to the battle when the Númenóreans arrived to help, but this proved that Adar was a scary villain - and one that was smart enough to defeat the heroes if given the opportunity. It all came to an end when Adar tricked Galadriel when the villain used himself as bait so one of his loyal allies could unlock the floodgates, Mount Doom came into effect, and Adar created Mordor.