Meanwhile, Faramir was knocked unconscious by the arrows and his horse dragged him back to Minas Tirith. All of his men were killed and their heads were being launched by catapults to spread fear to the city. Denethor was driven insane further and became unable to lead the city's defenses. When the catapults attacked with flaming projectiles, the steward ordered all Gondor soldiers and Gondor archers to abandon their posts and run. The orcs and trolls broke into the city massacring every soldier and most of the civilians. Gondor was finished, the steward and his remaining son was no more.

Erebor had two kings of the two different beings: dwarves and humans inhabiting the city of Dale in the mountain. The dwarves were under the leadership of King Dain Ironfoot and Dale was ruled by Bard. The men of Dale took the role of archers that could counter pikemen and monsters as well as firing black arrows. Long ago, Erebor was retaken and Dale was rebuilt after the defeat of a dragon, Smaug. The Lonely Mountain and the city would fall again but only at the hands of a different enemy.

"Before assaulting the mountain, we must first clear the city of Dale," the Mouth of Sauron planned the attack then sent the Haradrim on foot and on Mumakil to trash Dale. "Those weaker humans won't see us coming," the Covenant Brute leader commented on those human archers and considered them as easier targets than the UNSC.

A Mumakil charged at men of Dale battalion before they could attack, then they used their tusks to destroy many Dale houses. The dwarf battlewagons had men of Dale on them; nonetheless the Mumakil could stop those vehicles regardless of their content just like opposing cavalry. One of those elephant-like beasts swung its tusks sending the battlewagon flying into air which breaks upon crashing ground killing the dwarf, the Yurg, the dwarf axe throwers, and men of Dale. The orcs, corsairs, Easterlings, trolls, the Mouth of Sauron on his wretched horse, four Ringwraiths on Fellbeasts, and Covenant Loyalists followed up. The aliens brought in Wraith tanks to provide armor support, which were strong against monsters, buildings, and siege equipment.

Bard led his men and the dwarves on the counterattack, "I will not live to see Dale fall again!" He was a skilled archer and was a match to orcs, corsairs, Easterlings, and Covenant Grunts. The orcs, corsairs, and Haradrim archers countered the dwarf phalanxes while the trolls and Mumakil took out the dwarf guardians. The Easterlings were faster than Mumakil when destroying battlewagons. The Mouth of Sauron and the Mumakil crushed the dwarf axe throwers. The Fellbeasts swooped mainly at the dwarf melee infantry and Iron Hills catapults as well as sending dwarves and humans of Dale into disarray with deadly screeches. The Covenant Loyalists on foot and on vehicles fired everything they got as well as throwing plasma grenades at the dwarves and humans of Dale. The Covenant Jackals blocked the thrown axes with their plasma shields just like deflecting arrows. This enable the Mordor forces to outnumber the defenders and to destroy the city that could never be rebuilt.

"Dwarves, fall back! Protect your king!" Bard yelled out and the dwarves began running back into the interior of the mountain. He attempted to take on the Brute leader; however the alien swung his Gravity Hammer killing the man once and for all. The humans of Dale were no more and the dwarves were left.

Orcs manning the battering ram brought down the gate allowing the Mordor attackers to storm in. The invaders also flanked the dwarves by using openings on the side. "Whatever strange creatures Mordor brought in, you shall stand your ground," the dwarf king spoke bravely attempting to boost his army morale. Nevertheless, the dwarves found themselves outgunned and outnumbered. The Mouth of Sauron casted his evil eye on the dwarf king and decapitated him. The Mordor invaders destroyed the Throne of Erebor and the dwarves were no more. The Haradrim quickly stormed into a gigantic hall taking every riches including gold and treasures the dwarves mined. Afterwards, the humans of the south began their journey home. The last target for Sauron's conquest was the elves' territory of Rivendell and Mordor would not be alone.