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 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.

30 King Théoden

The Great King

When King Théoden appeared in Peter Jackson's Lord of the Rings trilogy, he was possessed by Saruman and was a shell of his former self. However, outside of this moment, Théoden was a great leader, with an influence and decades of knowledge as a leader in Rohan. Thanks to this and his notability as a military tactician, he is one of the most powerful leaders in Middle-Earth.

His plans to hole up in Helms Deep and his stampede charges in the Pelennor Fields are examples of his impressive leadership in action.

Théoden's worth as king and his power as a leader is shown when realizing he was a good king during some very bad times in his kingdom's history. The fact he rebounded from Saruman's possession and still had the presence to lead his people into war shows that Théoden was a king like no other at a time when his people needed him the most.

29 Eowyn

The Witch King Slayer

There was a moment in The Lord of the Rings trilogy where a doorwarden points at Eowyn and declares that she is "fearless" and beloved by all. This fact is especially important, considering she is a woman in a world where even the most powerful are overlooked compared to the men around them. While King Théoden was a great leader, he couldn't even see the power that rested in that of his daughter, as he ordered her to lead people to safety and leave the war for the men.

It is lucky she is independent and won't let anyone tell her to stand down. She ignores her father, disguises herself as a man, and s the war battle. She then shows how strong she is after the Witch King mortally wounds her father. She decapitates the Witch King's Fell Beast first. When the Witch King then says no man can kill him, Eowyn takes off her helmet, says, "I am no man," and then stabs him through his head. With no special powers or magic, Eowyn defeats one of the mightiest of Middle Earth's creatures.

28 Azog The Defiler

He Killed The Dwarven King Thrór

Azog the Defiler might be the most powerful Orc to ever walk in Middle-Earth. He received his title thanks to beheading the Dwarven King Thrór of the Lonely Mountain, Thorin's grandfather. It was this deed that began the bitter war between the Dwarves and Orcs. When Thorin avenged his family by taking one of Azog's arms, the Orc replaced it with a metal spike, making him an even scarier villain in The Lord of the Rings trilogy.

Azog isn't just a strong Orc, but he is also a brilliant and cunning military strategist. He prefers to corner his enemies and wear them down until it is time to strike at the perfect moment and land the killing blow. In the Tolkien books, he staged war against the Dwarves and also killed killed Náin, the king of the Iron Hills, before Náin's son finally brought an end to his reign of terror.

27 Mûmakil

Middle-Earth's Version Of Elephants

The Mûmakil are majestic creatures in Tokien's world. They are basically Tolkien's take on this world's elephants. The Haradrim used the beasts in the Southern region of Middle-Earth after Sauron indoctrinated them to serve him as his human allies during the War of the Ring. These are massive beasts, which is where most of their natural power comes from.

The Mûmakil stand 90 feet tall, and over 18,000 roared into battle against King Theoden's forces. The only equivalent is thinking of them as unstoppable tanks, roaring through warriors like nothing, with naturally armored skin that is almost impossible to penetrate. Almost nothing can stop them, and anything that tries would either get squashed under their feet or swatted aside by their trunks or tusks. These beasts were not only used for brute force but, as with all War Elephants in history, armies use them as psychological warfare because seeing them immediately caused panic in the enemies.

26 Watcher In The Water

Middle-Earth's Version Of The Kraken

The Watcher in the Water is one of the more mysterious Tolkien creatures in his fictional world. The creature doesn't even have a proper name and its biggest similarity is something like the Kraken, as The Fellowship of the Ring describes it as having 21 tentacles and emerging in the lake at the gate of the mines off Moria. The Fellowship couldn't even defeat it when it grabbed Frodo, and they could only get it to release him before escaping to the magically sealed gate.

Gandalf talks about the creature's history, saying it is older and fouler than the Orcs. Tolkien never went further in describing its origins or other powers, but the comparison is easy to see between this creature and that from the stories of Odysseus. If this is Middle-Earth's version of the Kraken, it is easily one of the most powerful creatures in the entire fictional universe. However, as that is only speculation, all that is known is that it almost caught Frodo but failed.

25 Treebeard

The Oldest Living Thing

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."

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.

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)

The Majestic Flying Beasts

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.

23 Shelob

The Deadly Giant Spider

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 es above Minas Morgul, was known by Sauron but he allowed her to stay there as she made a fitting guard for the . 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 is 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

The Skin-Changer

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 creaturess 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 — he hates Goblins.

21 Prince Durin

The Dwarfen Prince

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 powerful and 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 the full magnitude of his will and strength, although it caused him to lose his title in the process.