The game had a few slight differences from the original Battle for Middle-Earth, like the controls and uninclusion of build plots, but players soon forgot the old controls and picked up on the new ones. With the addition of a new difficulty level, The Battle for Middle-Earth II also added new factions and maps, as well as a system to create your own heroes in the PC versions. A new Evil Faction was added in the Form of Goblins and many of the units and Heroes in for the Good factions in the first game joined together to become one big faction. 2 new Good factions were therfore introduced: Elves and Dwarves. This time, the Campaign (which still contains a Good Campaign and an Evil Campaign) took place in the North to explain what happened during the films.
The factions included in The Battle for Middle-Earth II are: