Characters significantly changed between books and TV series

Inherently, adaptation of any long series of novels will lead to certain characters being altered in the process of adaptation, or the actions of several minor characters will be condensed into one character. This it is entirely expected that details about several characters will be changed in the process of adapting author George R.R. Martin's A Song of Ice and Fire book series into the HBO TV series Game of Thrones.

However, fans who are watching the TV series who have not read the books may be confused by several changes or condensations, and may need a guide explaining in-context how these changes may affect the makeup of the narrative.

This article is therefore intended as a spoiler-free guide to TV-first fans about recurring characters that were significantly changed between the books and the TV series. It is not meant as an utterly comprehensive analysis of these changes for fans who have already read the books.

Defining "significant" differences in adaptation
There is no exact definition of what constitutes a "significant" overall difference in adapting a character from book to screen. There will always be some difference due to the process of adaptation, and the simple fact that certain characters who were POV narrators for hundreds of pages in each book have to be condensed down to 10 hours of television.

Certain characters have been renamed, or their appearance changed from the books, and these need to be explained to TV-first fans to avoid confusion. Certain minor characters may be "faithful" to actions in the books, but act as a condensation of several characters (i.e. rather than making five separate messenger characters, just having one character who delivers messages, etc.). One major example of this is that in the books, Davos Seaworth has four sons who serve in Stannis' army - Dale, Allard, Matthos, and Marc - all four of whom are killed in the Battle of the Blackwater. The TV series functionally condensed all four characters into one son, who retains the name, "Matthos Seaworth".

Moreover, some events happened "off screen" in the books, due to their third-person POV narration style, which the TV series chose to actually depict on-screen. This still does not necessarily constitute a "major change", as while they have no specifically corresponding scenes in the books, they still happened within the story. For example, the TV series contains scenes of Renly Baratheon and Loras Tyrell in Seasons 1 and 2, presenting them as lovers, but this was only alluded to in the books. Similarly, Margaery Tyrell was given significantly more scenes in the TV series, explicitly showing her motivations. None of this, however, is out of keeping with the books. The scenes at Renly's camp are told from Catelyn Stark's POV, and logically, she was never inside of Renly's bedchamber to witness scenes between Renly and Loras, or Renly and Margaery, in private.

Thus, only particularly drastic changes between books and TV series will be noted as "significant".

Osha
Osha the wildling is somewhat different than in the books. She is described as hardly looking like a woman, having a dour face, and being lean and tall, a head taller than Robb Stark. She has shaggy brown hair, and is significantly older than how she is portrayed in the TV series. Actress Natalia Tena's portrayal of Osha is not only younger, but more energetic and sarcastic. However, George R.R. Martin enjoyed Natalie Tena's performance so much that in a rare occurrence, he has said that it will actually affect the future depiction of the character in the book series: Osha's personality in later books will be changed to actually be closer to the TV version.

As George R.R. Martin himself explained at Worldcon 2012:


 * Question: "You talked in the past about how the portrayal of Osha in the TV show actually really influenced you, and actually caused you to kind of look at the character in a new light as you're writing the books. Has that happened with any of the other characters, were you kind of looked at what the actor brought to the role, and it made you conceive of a storyline or a personality element differently?"


 * GRRM: "Well, there are a couple of characters that are significantly different from the way I portrayed them in the books. Osha is the only one where I think it may have an impact later on, because - although it hasn't actually happened yet, because I haven't gotten back to her - Osha is still an ongoing character in the books. So Natalia Tena's portrayal of her is quite different from the way I originally wrote her but I think it actually more interesting than the way I originally wrote her, and when I bring back Osha that may indeed have an influence on me. But I'll have to see when I actually get to Osha once more."

In the novels, Osha never had sex with Theon. After he conquered Winterfell, she did request to serve him as fighter, and he agreed on condition that she bent her knee and swore an oath to him. This was only a pretense so Osha could lull Theon into granting hr free movement in the castle, which she then used to help Bran and Rickon escape. Essentially the plotline is similar, but it only involved Osha offering to serve Theon as a fighter; the sex scene and full frontal nudity were an invention of HBO creative consultant Adam Friedberg.

Shae
Shae, the prostitute who enters into a relationship with Tyrion Lannister, is somewhat different in the TV series. A change from the books is that Shae is now stated to be from Lorath. Cersei says she had a Lorathi handmaiden once and recognizes Shae's accent. In the books, Shae is just a camp follower of the Lannister army and her backstory is never gone into in detail: she is simply a common-born camp follower from Westeros, and not particularly subtle or mysterious. The TV producers stated that they changed it so that when she is introduced in Season 1, Shae is stated to be "from the Free Cities" (they hadn't settled on which one yet) because they enjoyed the audition of actress Sibel Kekilli, but wanted to have some explanation for why she speaks with a German accent. As it is, Kekilli is of Turkish descent but was born and raised in Germany, hence her German accent.

As George R.R. Martin himself explained at Worldcon 2012:


 * "Some of the other characters, Sibil Kekelli's version of Shae, TV Shae, is very different from book Shae. I've come to, initially I didn't like it very much, but then I came to particularly in the episodes late in the second season, really like TV Shae, but there's no question of that having any influence on future portrayals (I won't say more than that), so that's just a question of which you like version you like better. But certainly, they're two different characters."

From Jeyne to Talisa
Talisa Maegyr isn't the TV version of Jeyne Westerling: she is the TV series' "replacement" for Jeyne Westerling. The distinction is subtle but vital.

In the books, Robb Stark receives a light wound while taking the Crag, a castle in the Westerlands held by House Westerling, minor vassals of House Lannister. Jeyne Westerling, the daughter of the castle's lord, binds Robb's wounds and helps nurse him back to health. While at the Crag, Robb learns of the murder of his brothers Bran and Rickon at Winterfell by Theon Greyjoy (which, secretly, is actually a ruse by Theon, and unbeknownst to all, his brothers are still alive). Robb is grief-stricken at the death of his brothers, and Jeyne comforts Robb by having sex with him. Robb wasn't thinking in his grief, but after coming to his senses the next day, quickly marries Jeyne to preserve her honor. The key point is that Robb didn't marry Jeyne out of grief, or because he was out of his mind with love: he had sex with her in his grief, but with a clear conscience, due to the firm sense of honorable action which his father Ned instilled in him, Robb feels that he has no choice but to marry Jeyne. Robb therefore knowingly ruins his badly-needed alliance with House Frey, jeopardizing the Starks' already precarious position in the war (due to the Greyjoy's betrayal and the Lannisters' new alliance with the Tyrells) because marrying the girl is "the honorable thing to do". This is directly comparable to how his father Ned would not take up Renly Baratheon's final offer to stage a coup against Cersei while they still had the chance, because Ned felt it would be dishonorable to support Renly ahead of his brother Stannis (or to shed blood within the Red Keep).

House Westerling itself is only a minor vassal House of the Lannisters: they have an old and prestigious bloodline, dating back to the time of the First Men, but their gold mines failed years ago and they fell on hard times, having to sell off their best lands, and in the present day barely have enough funds to maintain their own keep. In contrast with the Freys, who contributed 4,000 troops to Robb's army, once Robb marries Jeyne the Westerlings can only contribute 50 troops to his cause (of which only 12 are knights), a drop in the bucket compared to the loss of the Freys. House Westerling is composed of Lord Gawen Westerling, his wife Sybell Spicer, and their children Raynald, Jeyne, Elenya, and Rollam. House Spicer, Jeyne's mother's House, isn't even a minor vassal House, but a family of spice traders who were promoted to the ranks of the petty nobility. Sybell's grandfather was a spice trader from the Free Cities in the east, who moved to Westeros with his wife, and was at one point rewarded with noble rank by the Lannisters.

Fans and major reviewers were confused when Robb's love interest first appeared in "Garden of Bones", but introduced herself as "Talisa", not Jeyne Westerling. Adding to the confusion was that casting announcements had previously stated that actress Oona Chapman would be playing a character named "Jeyne Westerling". Jeyne did act as a nurse and healer for the soldiers at her home castle, but Talisa became a battlefield medic and healer, following the Stark army's campaign through the Westerlands. This led to a widespread fan theory that perhaps "Talisa" actually was Jeyne Westerling, but using an assumed name, as if it were known that she is the daughter of a minor Lannister bannerman, the Stark army might hold her hostage and try to ransom her. Up until the Season 2 finale, even major reviewers such as Maureen Ryan (of the Chicago Tribune and Huffington Post) were unclear as to whether "Talisa" was or was not Jeyne, i.e. if she was going to turn around after marrying Robb and reveal, "my name is actually Jeyne Westerling." However, this was later revealed to not be the case: there is no secret identity, "Talisa Maegyr" really is a battlefield nurse from Volantis.

George R.R. Martin himself explained the change from "Jeyne Westerling" to "Talisa Maegyr" during a panel at Worldcon 2012 with Maureen Ryan, during which even the other panelists weren't certain if "Talisa" was or was not Jeyne. Martin confirmed that Talisa is the TV series' "replacement" for Jeyne...that is, confirming that "Talisa" isn't an assumed name that "Jeyne" is operating under to avoid suspicion, etc.

Moreover, Martin pointed out that the road to making Jeyne into Talisa was a two-step process. Benioff and Weiss have frequently waved away the drastic changes to Robb Stark's storyline in Season 2, by saying that his storyline occurred "off screen" in the books, so they were just putting it on-screen to give Robb more to do. Martin specifically points out that he fully agreed with that first choice...but that it was and entirely separate, second choice to make Jeyne a healer from Volantis, and changing the circumstances in which she marries Robb. Thus the token explanation that "we had to show what Robb was doing off-screen" in the books doesn't hold up, because as Martin himself pointed out, this isn't what Robb's storyline "off screen" in the books was like:


 * GRRM: [Sometimes, as with Shae, it's as if the book and TV versions of a person are two separate characters]..."Literally, in the case of Jane Westerling/Talisa, it is a completely different character. So that's not even, you know, 'two different versions of the same character', it's a DIFFERENT character, and a different storyline there...but also that's not a...well, I don't know I shouldn't say more about that."


 * Question: "So you can't tell me whether she is Jeyne Westerling? I'm still confused about that."


 * GRRM: "Well she's the character, she...she's not Jeyne Westerling."


 * Question: "She's still in that 'role'? My guess is that the producers decided that it wasn't satisfying to have Robb stake so much on a relationship that was entirely 'off stage' in the books. That they wanted to put that on-screen."


 * GRRM: "Well there are a number of decisions there. I mean yes. The FIRST decision was, we want to SEE Robb: we have a great young actor playing him in Richard Madden, he's very popular. You know, in A Clash of Kings, Robb is almost entirely 'off-stage': there's some scenes in the beginning of the book, and then he goes galloping off, and every so often a raven comes in and tells us what Robb is up to. And then, of course, in A Storm of Swords, Robb shows up and says 'Hi ma, I'm married.' So they wanted to show that. And of course, in the books, we learn what is the history, what happened to him, but we learn about it after the fact, and third-hand, and through letters, and ravens, and so forth. They wanted to actually show that decision. So, I think that was a good choice--"


 * GRRM: "--BUT then there was a SECOND decision, which is WHAT they showed. I mean they could have showed the events as they happened in the book . But, for whatever reason, they came up with a different thread, and changed the character of Jeyne Westerling significantly. It was actually my suggestion that they change her name, because once they gave her the backstory where she was not the daughter of a Lannister bannerman, but actually was this sort of healer, nurse, battlefield nurse/healer from Volantis, I said, "well, 'Jeyne' is not a Volantene name, so if you're gonna, you know, if we're gonna have a different character, we should have a different name for her as well. Otherwise, people are gonna get really confused here."

During the writing process, Benioff and Weiss decided to change Robb's love interest from being the daughter of a minor Lannister bannerman (who treats Robb's wounds at one point), to being a field medic from Volantis. The reason for this change isn't clear, as when asked about "Talisa", they tend to wave away the issue by saying that they needed to show what Robb was doing "off screen" -- even though author George R.R. Martin has said, word for word, that this isn't what happened in the books, even "off screen".

This changed "Jeyne Westerling" so much that Martin felt she fundamentally wasn't "Jeyne Westerling" anymore. Thus Martin had to convince the other writers that if they were going to change her so much that she wasn't the same character, they might as well flat-out make her a different character with a different name. Simply renaming the character is a tacit admission that the TV producers drastically altered the source material to the point that it is unrecognizable. "Talisa Maegyr" is more of a foreign, Volantene name, so this is what she was renamed to ("Maegyr" is a surname used by several other characters from Volantis in the books).

However, it is notable that this did not significantly change Jeyne/Talisa's physical appearance: Jeyne's mother is from House Spicer, and Jeyne's maternal great-grandfather and founder of House Spicer was a spice merchant from the Free Cities (though it was never specified that it was Volantis). Thus, Jeyne is described as having dark features, with chestnut-brown hair and brown eyes, the sort of dark features which an ethnic Volantene would have. Thus Jeyne in the novels is (plausibly) ethnically part-Volantene, and Oona Chapman does indeed match her physical appearance. Then again, as major fansite Westeros.org pointed out, Volantis is a heavily segregated society, between the large slave population (about four fifths of its people) and a small noble class which traces its decent back to the old Valyrian Freehold. As a result, Volantenes from noble families tend to have Valyrian features, i.e. like Daenerys: fair skinned with fair hair and light colored eyes (anywhere between white hair and purple eyes like the Targaryens, to the blonde hair and blue eyes typical of Lys). So maybe Volantis wasn't the best choice out of all the Free Cities.

As Game of Thrones Special Collectors Edition, a publication produced by major fansite WinterIsComing.net between Seasons 2 and 3 observed:


 * "Trading Jeyne Westerling for Talisa Maegyr - Depicting the unseen love story between Robb Stark and his bride was a great idea. But instead of Jeyne Westerling comforting Robb (in her bed) after he is told of the death of Bran and Rickon, which leads to Robb breaking his promise to the Freys in order to save her honor, we got a foot-amputation meet-cute with a totally new character. Is Oona Chaplain delightful as Talisa? Of course. But the character change itself feels unnecessary as well as odd."

Linda Antonsson, co-owner of major fansite Westeros.org and a co-author of The World of Ice and Fire along with Elio "Ran" Garcia and George R.R. Martin himself, reacted to the change from Jeyne to Talisa by saying:


 * "We knew that Robb's love interest, Jeyne Westerling, would be introduced early: in the second season rather than later on - she's from Book 3, in fact. But it seems that Jeyne Westerling has gone missing, and has been replaced by this "Talisa from Volantis". Who is apparently this spunky, outspoken, cliched Fantasy healer. It doesn't feel like anything that George would have written in a million years. It feels incredibly, like hitting you over the head with the clumsy social commentary, having this "outspoken woman" who doesn't mind telling a king that it's wrong to be fighting wars and having peasants killed for his cause, especially when he doesn't know precisely what he's planning. It felt very trite. It doesn't really feel like it belongs in the show at all, unfortunately."

And as Elio "Ran" Garcia said of the change to making Robb's love interest a cliched spunky healer, "It's not very compelling."

In summary, Talisa is the TV series' version of Jeyne Westerling, not Jeyne using an assumed name. However, she is so different from the "Jeyne Westerling" character of the books that George R.R. Martin asked that she be renamed, and Martin is hesitant to even refer to her as being the "TV version" of Jeyne, instead preferring the term "replacement" for Jeyne's role in the narrative.

Catelyn Stark in Season 2
Given Robb's disagreement with his mother in the Season 2 finale, this also ties in with how Catelyn Stark's character and interactions with her son were changed in Season 2.

In the books, Catelyn Stark is the tough-as-nails matron of House Stark during the War of the Five Kings. She never outright dominates Robb's decisions, but the leadership of the Stark faction is much more of a joint endeavor between the two of them (much as it was in Season 1). Robb leads the military, tactical aspect of the war, while due to her age and experience, Catelyn plays a greater role in the political maneuverings which their faction needs to perform.

The TV series apparently felt the need to stress Catelyn as a sympathetic character, to make up for how she is utterly cold to her husband's bastard son, Jon Snow. All of this despite a scene in Season 1 in which Catelyn weeps and tells Ned how much it hurt her to raise his bastard son in her own home. Even in Season 1, the TV series changed it to have Catelyn pleading with her husband not to leave her and their family, i.e. as a stereotypical home-bound mother. In the books, it is Eddard who does not want to go to the political viper-pit of the capital city, and it is Catelyn who urges him that he must leave if they are to find who killed Jon Arryn.

Season 2 increased this trend dramatically, treating it almost as a zero-sum game between Robb and Catelyn: major decisions which Catelyn makes in the TV series are increasingly given to Robb. In the books, Catelyn realizes that her place in the war is near the front, and she has no problems with staying at Riverrun to coordinate that front of the war with her brother Edmure. The TV series resorts to having Catelyn whining that she wants nothing more than to return to Winterfell to be with her children, i.e. like a stereotypical mother-figure, and as if Catelyn can only be a sympathetic female character if she is a family-bound mother, not a tough political leader as well.

As Ours is the Fury, an editor on major fansite WinterIsComing.net put it:


 * "Whatever Happened To Catelyn Tully? - The issue with her that we’ve encountered, slightly in season 1 and more noticeably in season 2, is that we’re only seeing one aspect of her character: her motherhood...All motivations, actions and value are directly connected to Catelyn’s role as mother to her children, her possible failures in that role, and her desire to be reunited with the kids. While dedicated parenthood is an admirable trait, in Cat’s case we have seen all other aspects of her character erased. The simple archetype of the strong mother may be powerful, but frankly, it’s not that interesting to watch or particularly relatable. I’m saying that as a mother myself. We are more than our love of our offspring, and George R.R. Martin’s Catelyn was more complex than a woman who desires nothing but to be at home with her little ones. She adores her children and acts in their interest but she is politically astute. She doesn’t necessarily think that she has to be by their side all the time in order to be doing what is best for them. The problem with TV-Catelyn is that archetypes only make for interesting drama when they’re being deconstructed, and that isn’t happening...The show insists that Catelyn’s children be her entire world by phasing out her political agency...What is the point of these changes? Alterations to make the story flow are expected, and sometimes welcomed; the POV chapter structure of ASOIAF would make a direct translation jarring and disconnected onscreen. However, we’re seeing some arbitrary character changes that take away what we loved about the story to begin with."

As Game of Thrones Special Collectors Edition, a publication produced by major fansite WinterIsComing.net between Seasons 2 and 3 observed:


 * "Catelyn who? - The outspoken and politically savvy woman in the novels has been replaced with a sighing widow who wants nothing but to be back home with her children. Taking nothing away from Michelle Fairley's performance, the Cat of the show is a woman more easily ignored and pushed aside than the strong-willed matriarch presented in the books. Hopefully Season Three will find ways to showcase the Cat readers fell in love with."

The greatest changes came with the circumstances surrounding Catelyn freeing Jaime Lannister from captivity. In the books, Catelyn does this upon hearing that Bran and Rickon were killed by Theon at Winterfell. This makes Catelyn realize that there is no guarantee of her daughter Sansa Stark's safety while in captivity in King's Landing, and that she must retrieve her as soon as possible. This is actually a fairly accurate assessment, as King Joffrey Baratheon was having Sansa repeatedly beaten to a pulp in public for his own amusement, and there is a strong possibility that Joffrey may have killed Sansa simply on a whim, even despite Tyrion's desperate efforts to rein him in. The TV series changed this around so that Jaime killed Torrhen Karstark during a recent failed escape attempt, adding a ticking-clock scenario in which Jaime wouldn't live out the night had she not freed him. This gives Catelyn less "agency" than in the books, though at the same time, it arguably makes Robb even worse for condemning her for it.

However, Robb Stark doesn't condemn his mother for releasing Jaime Lannister in the books. They both reacted poorly to hearing that Bran and Rickon were dead: Catelyn freed Jaime, but Robb slept with a random girl and married her, ruining their alliance with House Frey. Neither one yells at the other, because both of them made decisions with disastrous consequences for their standing in the war. Indeed, ruining the alliance with House Frey and losing their thousands of soldiers, from an immediate tactical perspective, was probably worse than freeing Jaime Lannister (a prisoner exchange of an experienced enemy commander for a teenaged girl might be drastically uneven, but losing the Freys meant losing an entire army-group and cutting off their retreat across the Twins back to the North).

Robb Stark in Season 2
The overall trend is that the TV writers have lionized Robb Stark into a great boy-king hero... when in the books, while certainly a positive character, he also possesses deep flaws. Robb is every bit his father Ned's son, and like his father, he is a great military leader, but a horrible politician.

Robb wins every battle he fights, but politically, his decisions are disastrous. Not suspecting that the Greyjoys might turn on him was one problem, but at least, even Theon pointed out that it was a counter-intuitive plan: betraying the Starks was no guarantee that the Lannisters would just ignore the Greyjoys as they seceded the Iron Islands, or let them rule as an independent kingdom. Because Robb won't actively pick between Stannis or Renly, and has no real plan for who to put on the Iron Throne if they defeat Joffrey, the Starks lose the chance to ally with the powerful House Tyrell, which subsequently allies with the Lannisters, tripling the size of Joffrey's forces and decisively crushing Stannis. Worst of all, given the choice between his personal honor in marrying a maiden he deflowered or maintaining his alliance with House Frey, Robb consciously and deliberately chose his honor, knowing full well the consequences.

TV-Robb has been changed significantly: instead of sleeping with Talisa/Jeyne out of grief at news that Bran and Rickon have died, Robb sleeps with her because he is having a protracted romance with her. In many ways this is actually worse, as in the books Robb admitted that sleeping with Jeyne was a stupid action but that he was blinded by grief, and afterwards he openly admitted that marrying her was politically disastrous, he just felt the rules of honor his father taught him left no other choice. In contrast, TV-Robb doesn't have sex with Talisa out of grief, because this would be an "excuse" and present the romance as somehow a mistake: instead, Robb simply has sex with Talisa because he is deeply in love. Thus, Robb doesn't admit the next day how reckless this was: moreover, the entire point that Robb marries Talisa due to his strong sense of honor is removed. Instead, he feels no blame for having sex with her, so he simply marries her because he is in love. Book-Robb at least realized that his actions were politically disastrous, he just felt he was bound by honor in his actions (similar to how his father turned down Renly's last-minute offer to stage a coup: he knew the danger he was putting himself in, but couldn't honorably support Renly over Stannis). TV-Robb, in contrast, seems to feel honestly blameless over ruining their vital alliance with House Frey.

In summary, the changes to Robb, Catelyn, and Talisa/Jeyne have all been focused on essentially lionizing Robb and ignoring his faults, which in the books were actually a key point: just as Ned was too honorable to deal practically with politics, so is his son Robb.

The point with Talisa/Jeyne is still relatively the same: Robb marries a political nobody at the cost of his alliance with House Frey. The functional difference is that Talisa is no longer the daughter of a minor Lannister bannerman, but a foreigner. Martin explained that this change was made but not why the other writers made it: perhaps, as with changing "Cleos Frey" to "Alton Lannister", they thought that audiences would be confused that a minor Lannister noblewoman was marrying Robb. Maybe they thought Robb was such a perfect king that it wouldn't make sense for him to have a star-crossed romance with the daughter of a minor vassal of his enemies. Even so, this change to making her "Talisa of Volantis" doesn't particularly affect the point that "Robb married a political nobody"...the major change was somehow attempting to remove the blame from Robb for making such a reckless decision.

Hopefully, all of this could be set to rights in Season 3, if when Robb's uncle Brynden Tully is introduced, his first action is to smack Robb in the head, and call the "boy-king" out on how idiotic and reckless his decision was to marry for love and ruin his alliance with House Frey; at which the most Robb can say is that "it was the honorable thing to do!", and at which point audiences should realize he's making the same mistake of putting honor before reason that his father did.

Daenerys and the Qarth storyline in Season 2
Daenerys Targaryen simply doesn't have that much to do in the second book, A Clash of Kings, as the narrative is largely focused on the outbreak of the War of the Five Kings. Daenerys only has five POV chapters in the second book, and arrives in Qarth in the second one. In general, Daenerys has to confront the same problems that her brother Viserys had for years: she has no army and no allies in Westeros, and has to beg foreign courts for aid which they are reluctant to give. Instead of essentially sidelining Daenerys so that she barely appears on-screen, the TV producers decided to drastically expand upon Daenerys' storyline in Qarth.

This was frequently achieved by padding: notice that Daenerys spends a full four episodes in the Red Waste before entering Qarth at the very end of episode 4, "Garden of Bones", so that Daenerys isn't even seen within Qarth until episode 5. Even so, this left six more episodes in the season, and the TV series couldn't just take a two or even three episode break from Daenerys' storyline (though Dany doesn't appear in episode 9, "Blackwater", but that episode focuses entirely on the battle at King's Landing, so other characters such as the Starks, Greyjoys, and Night's Watch don't appear either). Thus they faced the task of giving Daenerys more to do across five episodes.

These changes affect all of the characters in the storyline, so it would waste space to address them all individually:

Before they even leave the Red Waste, Rakharo dies, decapitated by Khal Jhaqo, his severed head returned to Dany on his horse. Rakharo does not die in the books, but is alive and well throughout the Qarth storyline. Instead, the character that Jhaqo kills in this manner is one of Daenerys' handmaidens, Eroeh. She was one of the Lhazareen women being raped by Mago when Daenerys ordered a stop to it, and when the khalasar collapsed in the wake of Khal Drogo's death, Mago reclaimed her, had her gang-raped, killed her, and sent the mutilated pieces of her corpse to Daenerys. As this character was not introduced in the TV series, another took her place. Moreover, in the books, Doreah dies of a wasting disease while crossing the Red Waste. She was always loyal to Daenerys, and at her death, Dany personally buried her, and wept as she did so. In this light, Rakharo's death may have been meant to stand in for Doreah's death (or simply, both Doreah and Eroeh). While on the subject, Mago didn't die in the books either, but instead abandoned Daenerys after Drogo's death to become the new chief lieutenant of Khal Jhaqo. Mago was killed in the TV series in an invented fight with Khal Drogo: Jason Mamoa pointed out that it was odd to have Drogo constantly described as a great warrior, even though he had no on-air fight scenes. Thus, the fight in which Drogo kills Mago by ripping out his throat bare-handed was added. Mago is actually still alive in the books and serving Khal Jhaqo, and as Martin has noted, this may complicate future seasons of the TV series.

In the books, Qarth is not ruled by a council of merchant-princes known as "The Thirteen". Qarth is nominally ruled by the Pureborn, a group of aristocrats that descend from the ancient kings and queens of Qarth. However, three powerful merchant guilds hold much of the real power in Qarth: the Thirteen, the Tourmaline Brotherhood, and the Ancient Guild of Spicers. These three merchant guilds compete with the Pureborn, and amongst themselves, for dominance in Qarth, leading to a four-way political tug-of-war and constant court intrigues. Xaro is a member of the Thirteen and fabulously wealth, but the Thirteen are only one of three merchant guilds in Qarth. The Warlocks of Qarth, led by Pyat Pree, are an ancient order claiming to wield vast magical powers, but their magical abilities, power, and significance decayed centuries ago (similar to the Alchemists' Guild in Westeros). While more of a curiosity in the present day, the warlocks are still respected and feared throughout the East.

In the books, in Daenerys chapter II, Daenerys takes up residence in Xaro’s palace and he introduces her around to the social scene of Qarth’s ruling elite, and she learns that King Robert is dead and the War of the Five Kings has broken out in Westeros, and sees it as an opportunity to return and reclaim the throne. In Daenerys chapters II and III, she attempts to acquire ships and soldiers from the various factions in Qarth, but is turned down in every attempt. This generally matches the events depicted in episodes 5 and 6, “The Ghost of Harrenhal” and “The Old Gods and the New”.

The major point of divergence from the books happens at the end of episode 6, when it introduces the “stolen dragons” subplot. Daenerys’ dragons are never stolen in the books. Instead, in Daenerys chapter IV, Dany voluntarily enters the House of the Undying out of desperation: every other faction in Qarth has refused to give her aid, so she turned to the Warlocks as a last resort. However, once in the House of the Undying, the book reveals that it is a trap, and the Warlocks do indeed intend to trap her and steal her dragons, at which point she is saved by Drogon’s dragonfire, killing many of the Warlocks (including their leaders, known as the Undying Ones), and burning out the House of the Undying. Thus moving events around to have the Warlocks outright steal Dany’s dragons, forcing her to travel to retrieve them from the House of the Undying, isn’t fundamentally that big of a change from the books, because they did want to steal them in the books.

However, Pyat Pree was one of the Warlocks who survived Drogon's destruction of their headquarters, and has vowed revenge against Daenerys. Future seasons of the TV series may therefore have to invent a new Warlock character to fill Pyat Pree's role in the later books (or perhaps, have one of his magical doubles, etc.)

The problem is that everything in Daenerys story after being rejected by the Spice King in episode 6, to the Warlocks stealing her dragons, to recovering them in the season finale, is basically all from a single book chapter (Daenerys IV in A Clash of Kings) which had to somehow be stretched out across three to four episodes. Thus, the subplot was introduced in episode 7 of Xaro and Pyat Pree assassinating the other members of the Thirteen to make Xaro king of Qarth. Daenerys barely appears in episode 8, simply for another retread scene to establish "Daenerys still hasn't gotten her dragons back from the Warlocks". Then episode 10 covers the actual events of the book chapter in which Daenerys confronts the Warlocks.

The greater changes came with the character of Xaro Xhoan Daxos. Physically, Xaro in the books is a wealthy Qartheen merchant, and like the other Qartheen he is white-skinned, not black. Indeed, the Qartheen are so infamously pale compared to other people that the Dothraki call them the "Milk Men". In casting actor Nonso Anozie, who is black, the TV series simply has Xaro give the explanation that he is a foreigner from the Summer Islands who has been accepted into Qartheen society. Such physical differences being irrelevant, Xaro's actions in the story are drastically different. He never tries to assassinate all of the other rulers of Qarth to become its king. He does prove to be a fairly untrustworthy ally, but not an overt enemy. In the fifth and final Daenerys chapter in the book, after escaping the Warlocks, Daenerys discovers that while Xaro always presented a marriage alliance with him as mutually beneficial, he actually intended to slyly undermine the deal. As it turns out, a marriage custom in Qarth is for the groom to claim any gift from the bride's possessions, which she cannot refuse, and he intended to use this clause to claim full possession of one of her dragons. Angered by his maneuvering, Daenerys learns that it is also customary for a bride to make a similar claim from the groom. She counters Xaro's offer by saying that her marriage gift of one of her three dragons could only be matched if Xaro gave her one third of the ships...not one third of his ships, but all ships in the entire world. Balking at this, Xaro leaves. Daenerys doesn't quite flee Xaro, however; rather, she leaves Qarth because she is afraid of any attempt at revenge by the surviving Warlocks. Thus, Xaro wasn't trying to imprison Dany or steal her dragons, as in the TV series, nor was he (explicitly) in league with the Warlocks. At worst, he was trying to give her the short end of a deal, but he would have actually given her the money to invade Westeros - however this is much the same scenario that Ser Jorah warned Dany about: if she conquers the Seven Kingdoms entirely dependent on Xaro's money, then it isn't really her conquest, and it would be Xaro who ends up ruling the Seven Kingdoms through her.

Because Xaro never outright betrayed Daenerys in the books, she never locked him in his vault to (apparently) die. Moreover, Xaro actually is a fabulously wealth man in the books: there is never any hint that he has a "vault", much less, that the vault is actually empty. Xaro is alive and well in later books, along with Pyat Pree.

Daenerys' handmaiden Irri is killed in the TV series when the dragons are stolen; because they were not stolen in the books, she is alive and well in later novels. Irri's death, however, was not a creative choice: the character had to be written out because Norwegian actress Amrita Acharia's EU work visa expired, so she had to leave the production. Also troubling is that Irri basically served as a condensation of two characters who were Dany's handmaidens, Irri and Jhiqui, who always appear paired together. Jhiqui does appear in the TV series, but only briefly in one episode in Season 1. Therefore, both roles were functionally condensed into Irri, serving as Dany's handmaiden and confidant. In the behind-the-scenes commentary, the TV producers point out that this change removes one of Daenerys' few remaining friends, making her much more out of her element in Qarth.

Finally, the Qarth storyline drastically changed Doreah, Dany's handmaiden from Lys. As explained above, she died in the Red Waste, was always loyal to Dany, and even personally buried by her. The TV series has her survive and enter Qarth. Moreover, Doreah never betrayed Danerys to Xaro, so Dany never locked Doreah up with Xaro in his vault to (apparently) die.

In summary:


 * Irri is not killed in Qarth, but is still alive in the books.
 * Doreah died in the Red Waste, and never betrayed Dany in the books.
 * Rakharo is not killed in the Red Waste by Khal Jhaqo (also, Rhakaro and Kovarro's names were switched in the TV series, see "renamed characters" below).
 * Mago was never killed by Drogo in the books, and is still alive when Drogo's khalasar dissolves.
 * Pyat Pree and the Warlocks didn't steal Daenerys' dragons (they do attempt to capture Daenerys and the dragons when she enters the House of the Undying, but not before that). Pyat Pree is still alive in the books.
 * Xaro Xhoan Daxos never tried to assassinate the other leaders of Qarth to become king of Qarth, and never explicitly allied with the Warlocks or allied with Daenerys. Xaro is still alive in the books.
 * The Thirteen, including the Spice King, are condensations of other groups of characters who rule Qarth, the Pureborn and the three merchant guilds, who are each competing for power. The Thirteen are only one of the three merchant guilds in the books. Thus each of the members of the Thirteen appearing in the TV series is somewhat of a "new" character, particularly the Spice King, though they're based on groups in the books.

In the grand scheme of things, the Qarth storyline isn't vitally important to Daenerys' storyarc. It was just to give Daenerys something to do while her entire storyline was backburnered in the second book. Given that Qarth is loosely analogous to India, fans sometimes refer to it as "when Daenerys dropped out and bummed around India for a year." Thankfully, Daenerys' storyarc returns to the forefront when she arrives in Slaver's Bay in book 3/Season 3.

New characters from the TV series only
Inherently, a large-scale TV adaptation of a series of novels, with dozens of characters and sometimes hundreds of background extras, will invent several characters who are "new". For example, "Unnamed Lannister Guard #2" might have some actual speaking lines in one episode. Other times the TV series might bother to invent a name for an insignificant one-shot character, i.e. naming "Unnamed Lannister Guard #2" as "Tom" so if Tyrion is pointing at him, he can say "Tom, come over here", instead of, "hey you there, come over here.", etc. Neither of these cases merits particular mention.

What is relevant are new "recurring characters", who have prominent dialogue and new names, and don't really correspond to any characters in the books. Also, sometimes new characters may only appear in one episode, but prominently enough (with names and/or speaking dialogue) that they are worth noting.

Ros
Ros the prostitute does not appear in the books, and is the first character created specifically for the TV show. However, some fans have speculated that her role is based on the "red-headed whore" who appears very briefly in the first novel. This is strengthened by the fact that Bianco was originally announced as playing "Red-Headed Whore". She was originally only supposed to appear in the first episode at Winterfell when Tyrion visits the local brothel. According to the episode's Blu Ray commentary, the producers were impressed with Bianco's performance, particularly that even though the shooting location was freezing cold at the time of her nude scene, she acted through it and gave no hint of discomfort due to the temperature in her performance. Ros' role grew as Season 1 went through production, and as it became a recurring role, author George R.R. Martin suggested that her character should be given a name.

Loosely speaking, Ros does stand in for, or act as a condensation of, several different prostitute characters that existed in the books. For example, in the books Cersei does imprison a prostitute that she thinks is Tyrion's lover (although his actual lover is Shae), but it is a different character named Alayaya, the daughter of Chataya, the woman who owns the whorehouse. The entire subplot involving these prostitute characters was cut from the TV series, and Ros functionally assumes this role in the story.

Martin has stated that he intends to work the character into later books in the series, probably as a throwaway cameo just to tie her presence into both the series and books.

Armeca
Armeca is another prostitute who works in Littlefinger's brothel with Ros.

Daisy
Daisy is another prostitute who works in Littlefinger's brothel with Ros.

Alton Lannister
Alton Lannister is an odd case, in that he is technically more of a renamed character than an outright new character, but his backstory has been altered. He stands in for the book character Cleos Frey, whose mother Genna Lannnister is Tywin Lannister's sister, making Cleos a first cousin to Cersei, Jaime, and Tyrion. His name appears to have been changed so that TV viewers would not be confused that he is on the Lannisters' side, despite House Frey officially declaring for Robb Stark.

While Alton does serve in the same role as Cleos Frey in the books, it is later made clear that he is not the son of Genna Lannister, as he mentions his mother is "Cynda Lannister", whom Jaime has difficulty remembering. Thus "Alton Lannister" isn't as important a familial relation as Cleos Frey is; he is not Lord Tywin's nephew and Jaime's first cousin the way Cleos is in the books.

Reginald Lannister
Reginald Lannister is a minor character who only appears in one episode, "The Ghost of Harrenhal", at Tywin Lannister's war council. He is apparently a distant cousin from an lesser branch of the family, who is only in the meeting of Tywin's officers because his surname happens to still be "Lannister". Tywin thinks he's an idiot, so he dismisses him and sends him back to Lannisport.

Renamed characters
A few characters were renamed between the books at TV series, though otherwise, their behavior and actions were not significantly altered. The biggest example of this so far is "Yara Greyjoy", who is actually named Asha Greyjoy in the books. This was done to prevent confusion with Osha the wildling. Ironically, as the daughter of a Great House and one of Balon Greyjoy's only two surviving children, Asha Greyjoy is actually a much more prominent character than Osha the wildling; Asha Greyjoy is even a POV character in several chapters. Thus it is curious why they changed Asha's name and not the other way around. It is probably because Osha was already introduced in Season 1 and the similarity with Asha Greyjoy's name simply wasn't realized until production on Season 2 began.

"Robin Arryn" is actually named "Robert Arryn" in the books. He was named after King Robert Baratheon, but it was apparently felt that having too many characters named "Robert" would be confusing. The name "Robin" was picked because it allows him to keep his nickname of "Sweetrobin" from the books. In either case, the character is most often referred to by his nickname "Sweetrobin" anyway. Otherwise, the character is unchanged from the books.

In the books, after Khal Drogo dies, Daenerys' three bloodriders are Aggo (who is skilled with a bow), Jhogo (who is skilled with a whip), and Rakharo (who is skilled with a sword). Jhogo is very young, while Rakharo is older and has a moustache. In the TV series, her three bloodriders are Aggo, Rakharo, and "Kovarro" - Jhogo was apparently renamed to avoid confusion with Jhaqo, one of Drogo's kos who after Drogo is incapacitated declares himself Khal and takes a portion of the khalassar as his own. Jhaqo thus becomes a bitter enemy to Daenerys, so Jhogo was renamed to "Kovarro" to keep his name distinct.

More importantly, the TV series seems to have basically switched the descriptions of Rakharo and Jhogo/Kovarro. In the TV series, it is Rakharo who shows proficiency with a whip, and is relatively young, like Jhogo/Kovarro in the books. Meanwhile, Jhogo/Kovarro in the TV series is now (slightly) older than TV-Rakharo, and it is Kovarro who has a moustache. Thus the TV series character "Rakharo" corresponds to the book version of "Jhago" (Kovarro), while "Kovarro" corresponds to the book-version of Rakharo. Besides this name switch, the two characters are not particularly different from their characterization in the books.

However, neither Rakharo nor Jhago are killed in the aftermath of Khal Drogo's death, as Rakharo is in the TV series. Nor is this a condensation of a different death scene, as both characters remain alive and well throughout the second book.

Changes in appearance
In many ways, living actors will never make a perfectly exact, one-for-one match with the physical description of characters in a book series. Most of the actors in the TV series generally match the physical description of the characters they portray.

Certain characters, however, appear quite differently than they do in the books. For example, in the books, Syrio Forel is actually bald, but actor Miltos Yerolemou, who plays him in the TV series, has a full head of tall, frizzy hair. In the Blu Ray commentary, author George R.R. Martin himself said that he didn't care about such minor differences, being more concerned with the satisfying performance of the actor. Thus, such "cosmetic" difference are not very important.

Along these lines, sometimes a character who is right handed will end up being played by a left-handed actor (and vice versa) based on the strength of their performance. In the books, Davos Seaworth is right-handed, but actor Liam Cunningham is left handed, and plays Davos this way. This is significant, because Davos had the tips of the fingers on his non-dominant hand cut off as punishment for smuggling, which was his left hand in the books, but (due to Cunningham being left-handed) is changed to his right hand in the TV series. In the novels, Arya is left-handed, and actress Maisie Williams is right-handed; however, Williams consciously plays Arya as left-handed to be true to the books, including learning how to fight with a sword in her left hand.

Similarly, in the books, members of House Targaryen have a unique set of features inherited in each generation, possessing silver (platinum-blonde) hair and purples irises. The TV series actually tried having the actors use purpose contact lenses early in production, but quickly abandoned their use, partially do to the logistics of matching up the contact lenses in every location shot, and because they felt that "actors act with their eyes" and the colored contacts affected the emotion of their performances.

Another small change is that in the books, "Asha Greyjoy" is described as having short black hair, a lean build, and a sharp beak of a nose. In the TV series, "Yara Greyjoy" has blonde hair. Again, other than these minor naming and cosmetic differences, Gemma Whelan's portrayal is actually quite faithful to Asha Greyjoy's behavior and actions in the books.

Changes in character age
One of the initial changes between the books and TV series is that several of the younger characters have been aged-up. This was inescapable in a modern television production. As Westeros is a medieval society, its people have no concept of "adolescence". Girls become "a woman" and fit to marry as soon as they menstruate, and boys instantly become "a man grown" when they reach 16 years old. Several of the younger characters are depicting having sex at age 16 or earlier in the books. Because the TV series is primarily filmed in Northern Ireland, it is subject to the United Kingdom's decency laws for broadcasting, and the legal age of consent in the UK is 16 years old.

Much of the decision to age-up the younger characters hinged on Daenerys Targaryen specifically. To begin with, while some of the other teenaged characters have sex later in the books (i.e. Robb Stark has sex at age 16 then marries Jeyne Westerling), Daenerys explicitly has a sex scene on her wedding night in the very first episode. This instantly grabbed the attention of UK censors, so Daenerys had to be aged-up. However, Daenerys' age is inherently linked to the timeline of the series, because her mother was pregnant with her when Robert's Rebellion ended and her father the Mad King died. The TV series increased Daenerys' age by two years to be fifteen years old in Season 1, but this meant that Robert's Rebellion accordingly had to be pushed back two years. This affected the age of other children who were born to characters returning from the war, i.e. Robb Stark and Jon Snow were newborn infants immediately after the war ended. Thus, to keep the chronology and character relationships intact, most of the child characters were aged-up, usually by roughly two years.

Keeping in mind that in medieval times the age of maturity was lower than it is today, this younger age in the books isn't quite as unusual as it sounds. Robb Stark is "on the cusp of adulthood" when the story begins, which in the fantasy world of the books is defined as "almost 16", but to a modern TV viewing audience is defined as "almost 18", etc. So in many cases, this simply makes it more appropriate to a modern audience's sensibilities, due to age differences in a medieval society. Still, this can at times lead to some discrepancies with some of the younger characters: when Joffrey Baratheon torments Sansa Stark in Season 2, he is portrayed as being about 15 years old, while in the second book, he is 13 years old. Thus, Joffrey's torment of Sansa doesn't have quite the same inherent sexual tension to it in the books, because they're both two years younger.

Another way that character ages are affected by UK decency laws is that their rules are very specific. According to the rules for underaged nudity in UK broadcasts, what matters is how old the character being portrayed is, regardless of the actor's actual age in real-life. In other countries with different decency laws for cinema, a 22 year old can portray a 15 year old character in a nude scene, albeit unconvincingly. Such is not the case in the UK. Sansa Stark is only 11 years old in the first book, making her 12 years old during the second book, and because Sansa has been aged-up in the TV series, this makes her 14 years old in Season 2. In episode 4 of Season 2, "Garden of Bones", King Joffrey Baratheon has his guards beat and strip Sansa in front of the entire court. The TV series scene, however, had to be drastically toned down: in the book, her gown is quickly ripped off down to the waist, and she is left covering her breasts with her hands as Ser Meryn continues to pound away at her bare flesh with his sword. Even though actress Sophie Turner, who plays Sansa, had actually turned 16 a few months before this scene was filmed, "Sansa Stark" - the character being portrayed - was still only 14 years old, and thus UK decency laws restricting depicting of under-aged nudity still applied. Tyrion's line in the episode ordering "Someone get the girl something to cover herself with!", which is from the book, thus seems somewhat out of place because she isn't very exposed in the TV version, but this is because it had to be toned down.

An unrelated change was the decision to increase the age of major character Margaery Tyrell, who is slightly older in the TV series than she is in the books. At the time of her marriage to Renly, in the books Margaery is 16 years old (making her the same age as Robb Stark). As with most teenage characters, Margaery's age has been increased in the TV series, but viewers must again keep in mind that sixteen was the age of adulthood in medieval societies: Margaery is treated as a young adult, one of marrying age. Even so, Margaery is still slightly older than Robb Stark in the TV series, as Natalie Dormer is four years older than Richard Madden (who plays Robb). The TV series producers enjoyed Dormer's audition so much that they decided to overlook this minor difference, which does not significantly change her character.

Overall, while some characters have had their ages slightly changed for the sensibilities of modern audiences, or because of a preference for a specific actor whose age was different from their character's by a few years, there has been no particularly significant change in the age of any established characters.