“The past is dead,” Elendil (Lloyd Owen) lectures his children. For many of the characters in Episode 3 of Prime Video’s The Lord of the Rings: The Rings of Power, “Adar,” the only way out is through, leaving the past where it lies. Familiar characters meet new ones on unfamiliar shores, friends are reunited in circumstances both dire and hopeful, and alliances are cemented. Amid (literally) visceral action and production design that earns every inch of the show’s most-expensive-ever bona fides, this episode is all about moving forward — through trial, against hardship, beyond the past — for better or for worse.

A barely-conscious Arondir (Ismael Cruz Cordova), last seen being yanked through an underground curtain of roots, is dragged through dirt-walled passages teeming with skull-clad orcs and their captive humans. With an orc hiss of “for Adar,” Arondir is chained and tossed into a group of human prisoners who are digging a passageway, exposed tree roots reaching out to them like orc fingers, caging them like gnarled bars. He is helped up by another elf — Arondir’s cheeky patrol buddy Médhor (Augustus Prew) and the watch warden Revion (Simon Merrells) are captives here too.

As screams of prisoners echo in Arondir’s ears, Galadriel (Morfydd Clark) awakens in the belly of a ship as if from a nightmare. “Saviors or captors?” she asks Halbrand (Charlie Vickers). When they emerge onto the deck, the answer remains unclear. Their captain, presumably the caped silhouette from last week’s cliffhanger, is taking them to his home for guidance — and he’s wearing Galadriel’s blade. As Halbrand marvels at the waterfalls and carved giants of this new land (same, Halbrand, same), Galadriel has pieced it together: They are in “the land of the star, the westernmost of the all mortal realms, the island kingdom of Númenor.” The boat lowers its sails like wings as it passes through an arch into port, all white-washed buildings, climbing trees, and sea blue. It’s a breathtaking new location, putting those many Amazon dollars to work.

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Galadriel tells Halbrand that these people fought on the side of the elves, who rewarded them with the island. But Númenor broke that relationship, and elves have been unwelcome ever since. This is made abundantly clear by their hostile reception from Queen Regent Míriel (Cynthia Addai-Robinson), clad in shimmering jewel-toned scales like a fish from Númenor’s waters. Galadriel, so good with a sword but so bad with diplomacy, demands a ship to Middle Earth, immediately pulling the “Elves gave you this island” card. It takes Halbrand’s surprisingly smooth tongue to defuse the situation. The “companions by chance” will be Númenor’s “guests” while the queen weighs the request. Before they are escorted away, Halbrand gives Galadriel her blade, swiped from the captain. His list of skills grows longer.

Meanwhile, Míriel asks her luxuriously coiffed advisor Pharazôn (Trystan Gravelle) about the captain who brought the unwelcome pair ashore. He is Elendil, a guard of noble blood, who has a son, Isildur (Maxim Baldry). These names will be familiar to book or movie fans; I’ll avoid spoilers by not saying why. Isildur is part of a crew of cadets, working to become a member of the Sea Guard. It’s just nine days before the Sea Trial, but this may not be the life he wants to (ahem) dive into. Elendil’s name means "one who loves the stars," but the queen knows it also means “elf-friend,” and she wants to know which meaning is truest for him. To test his loyalty, she asks him to perform a mysterious service.

We fly east across the Sundering Seas to Middle-earth. Númenor’s sun-soaked beauty is traded for the pillaged Southlands, where Arondir, caked in grime and blood, learns that the orcs are ransacking villages, looking for something for their revered leader “Adar”; the captive elves wonder if this Elvish word is one of Sauron’s many names. Has Morgoth’s disciple returned at last? The elves hatch a plan to escape, but before they can enact it, Revion defies the order to tear down an ancient tree. His company is given water in return for his show of strength — but some terrible game is clearly afoot. When Médhor drinks deeply, an orc strikes with whip-crack speed, slashing his upraised throat. The orcs laugh as Médhor collapses, still drinking before he realizes he’s already dead. Arondir takes an ax and climbs up the roots, which now stretch into the pit like pleading arms, and gets a view over the trench to the no-man’s-land devastation above: trees uprooted, grass scorched away, smoke rising from the barrenness. He touches the bark, speaks what sounds like an apology, then begins to chop.

Back to Númenor, where Galadriel, dressed in the flowing ocean blue of the Númenor people, her ears carefully concealed, flits above the guards from roof to roof, eyeing a boat. From the shadows, Elendil stops her — he has been charged with watching her. Galadriel would like him to shut up now, thank you very much, but when he speaks in Elvish, her attention is turned; where he’s from, on the western shores, it’s still taught. When next we see them, they are riding through a wide plain and along the sea. Galadriel is smiling unguardedly for the very first time, her hair and dress rippling behind her like the waves they gallop alongside.

Halbrand wants a fresh start as a smith, but he can’t have a job unless he earns a guild crest. He finds his mark in a tavern and steals a crest from a mouthy bully. But the mark and his crew follow Halbrand into an alley and knock him flat with two punches. Just when they and we think he’s done for, Halbrand jumps screaming to his feet and single-handedly takes out all four attackers, including breaking one’s arm in closeup — the captions said “[screaming]” and so did I. But even he has limits — namely, the tips of the spears from the approaching guards. Who is this mystery Southlander and what else is he capable of?

Galadriel and Elendil arrive at the Hall of Lore, a library piled high with scrolls. The last king kept it from being torn down, and was forced from the throne for his loyalty to the elves, “an exile in his own kingdom.” The materials pulled for her include Sauron’s sigil, as drawn by an escapee from a dungeon. Galadriel suddenly understands: it’s not a sigil, but a map of the Southlands. Morgoth planned to create a land where evil would thrive in case he was defeated, to be built by his successor — Sauron. “If Sauron has indeed returned,” Galadriel warns, “the Southlands are but the beginning.” That’s two portentous references to Sauron’s return, for those keeping score.

Need a break from the doom and gloom? The Harfoots are dancing through a dense and sun-dappled Middle-earth forest, costumed as fanged animals or crowned with grass-and-ivy headdresses. Sadoc (Lenny Henry) leads the merry march and a chant of “nobody goes off trail, and nobody walks alone.” But Marigold (Sara Zwangobani) isn’t so sure. She fears they’ll be left behind because Largo’s (Dylan Smith) foot hasn’t healed. He is relying on Nori’s (Markella Kavenagh) persistence to keep them on course. Right on cue, she pops out of hiding elsewhere in the camp, absolutely plotting mischief. She wants to look through Sadoc’s book for her meteor-man friend’s stars. “There’s head-sense, Poppy, and there’s heart-sense,” Nori pleads. “There’s common sense and there’s nonsense,” Poppy (Megan Richards) replies. But when Nori blackmails Poppy with the knowledge that she put fireweed in Malva’s toe cream (ow and ew), Poppy distracts Sadoc so that Nori can get her hands on the star chart. Full carts, fuller bellies, can’t lose.

At the festival, Sadoc honors those from prior migrations “who fell behind.” “In life, we could not wait for them, but here now, we welcome them to our circle,” he says, and each lost Harfoot’s name is greeted with a chorus of “we wait for you.” Among the roll are five Proudfellows, taken by landslide, intoned as Poppy Proudfellow sits alone, eyes wet for the family she couldn’t wait for. The Stranger (David Weyman) sneaks into camp and takes the star chart to an untended fire. By its light, he finds the lights he seeks: the stars of his constellation. But the festival fires begin to pulse, and the chart begins burning. The Stranger panics, crashing about the half-his-size camp, calling for Nori, who is now in deep trouble. Nori is defiant: “Without friends, what are we surviving for?,” she asks. “Heaven forbid we explore something new for once.” Sadoc won’t decaravan the family, but their cart will travel at the back of the line.

Back in Númenor, Elendil and his children catch up about the eventful day in a fire-bright courtyard. But Galadriel isn’t the only topic of discussion: As his far-off looks implied, Isildur wants to defer his sea trial. Elendil is not pleased; he wants his son to look forward, not back: “The past is dead. We either move forward or we die with it.”

In the prettiest dungeon this side of the Sundering Seas, Halbrand is grappling with the same choice. Galadriel visits to show him something else she found in the Hall of Lore — the winged symbol on the pouch around his neck. A man under that mark united the Southlands ages ago; might that same banner unite the Southlands against Sauron? “Your people have no king, for you are him,” Galadriel reveals. “The armor that ought to rest upon your shoulders weighs upon your soul.” Move forward, Halbrand, she seems to say. Past need not be prologue. While Halbrand’s family sided with Morgoth and lost the war, Galadriel’s people started it; she thinks that this pair of self-exiles can redeem their bloodlines if they go to Middle-earth, together. But it might not be so simple to leave. High above the sea of Númenor’s glowing lights, Míriel visits her deposed father. “It is here, father. The moment we have feared. The Elf has arrived.”

Back in Middle-earth, the camouflaged Harfoot migration caravan rolls along. Poppy carries her cart alone, while Largo struggles with the Brandyfoots; they may all fall behind. But then the cart starts to shake, and the Stranger emerges from behind it. “Friend,” he says simply before beginning to push the cart along the long trail. Nobody goes off trail, and nobody walks alone, because without friends, what are we surviving for?

Friends are all Arondir has back in the orc pit, where rebellion has exploded. Revion and Arondir kick their chains into orc faces, and during a deadly game of tug-of-war, Arondir runs nimbly across the taut chains, leaping off them to take down the ragged sun shelter with one blow, exposing the orcs to the skin-searing sun. “Release the warg,” an orc commands, and a snarling part-dog, part-boar, all-fang creature promptly rips out the guts of two prisoners before Arondir binds it. The felled tree offers its jagged roots up to him: as he is yanked backward, he sinks one into the leader’s throat. Revion frees his own chains and takes off for home. But as Arondir claws his way over the trench, Revion is standing stock still. Is he astonished at his freedom? Immobilized by the ravaged landscape? No — he is struck with an arrow. As Revion falls to the earth he’ll now rejoin, Arondir is pulled screaming back underground. He is saved from certain death for a fate that may be much worse — “bring him to Adar,” snarls an orc.

A sea of skull-helmeted orcs parts for a figure that looks more human than orc, wearing a familiar clawed glove on his left hand. Is this the big bad we, and the elves, have been waiting for? Just as he’s about to come into focus, we cut to black. The show sure knows its way around a “who’s this guy now???” cliffhanger!

The Lord of the Rings: The Rings of Power premieres new episodes weekly every Friday on Prime Video.