- Now that the wall's down, Théoden orders Aragorn and the elves to retreat to the keep. But before Haldir can fall back, he's struck down and dies.
- Meanwhile, the main gate is being attacked with a battering ram until it finally breaks.
- In order to buy some time, Aragorn and Gimli jump out on bridge and hold off the orcs so the gate can be re-braced.
- Unfortunately, it's just too little too late. The Orcs have gotten in and now everyone is in full retreat.