A/N: This is an AU-story, the first I have tried my hands on, and also the first multi-chaptered story. I will try to have regular updates, probably about once a month.

I would like to thank the people on GoI for help with both niggles, the hammering out of the plot and help with keeping the AU as close to canon as I could. A thanks to Wendy too for additional beta and encouragements.

The premises for the AU is the question: what would happen if Sam had not shown Gollum pity on Mount Doom?

My answer is at places quite dark, as I believe that the Quest would have failed and Sauron would have regained the Ring, but my main inspiration is this quote from a conversation between Pippin and Beregond in Minas Tirith:

"We may stand, if only on one leg, or at least be left still upon our knees.'

'Rightly said!' cried Beregond, rising and striding to and fro. 'Nay, though all things must come utterly to an end in time, Gondor shall not perish yet. Not though the walls be taken by a reckless foe that will build a hill of carrion before them. There are still other fastnesses, and secret ways of escape into the mountains. Hope and memory shall live still in some hidden valley where the grass is green.'" RotK, Minas Tirith

Warnings: several canon characters will be dead as I do not believe they could all survive. There will be scenes of violence in later chapters, and since it is an AU about Sauron winning, it will be many dark places.

Adittional warning May 30th: While the story is marked "Complete", the story-line is not resolved in this book. It is the first of in all six books, best compared with the books of LotR itself. The second book will be published as a separate story.

June 9th 2012: I have made some corrections and brushed up some of the language in the chapter. Thanks to Old Stoneface who helped with this. Any remaining problems are all due to my stubbornness on the matter.

List of characters can now be found in my profile.

Disclaimer: All characters and places are the property of the Tolkien estate. This is written purely for entertainment and at no monetary gain.

Chapter 1: The Triumph of the Shadow.

"The armies of Mordor hesitated and the Nazgûl turned under the attack of the eagles and fled towards the Dark Land. For a moment the hearts of all the armies of the West was lifted and victory seemed within our grasp.

Then a great shadow rose up over the Dark land. It took the shape of a hand that claw-like stretched out towards the West, and as it closed our short-lived hope flickered and died.

The silence that had fallen over the field was broken by shouts of triumph from our enemies. Roaring they attacked anew and the noise of their voices deafened all other sounds. Some of our men dropped their weapons to cover their ears and the horses cried in fear. All that stood in the first lines were killed or swept away in the rush and our formations wavered.

Underneath his banner on the other hill lord Aragorn stood. I could not hear his commands over the din of the fighting, but I could see one of his men take the banner. A turn of the head, and our eyes met. He gestured westwards. A short nod and then I had only time to see him raise his sword and stride down the hill, leading his men to meet the onslaught.

That was the last I saw of him.

I ordered the men to mount what horses were left, and the White Horse charged down the hill. Running across the black field it led its herd, keeping us together.

I do not know how we were able to break though the lines of the enemy. In the midst of battle I could see little but the enemy before me and after we charged there was no break that would let me see how the battle went. There was little enough need; we had lost, and we knew it. All that was left was to try to save what lives I could.

It was a desperate charge. We knew we were doomed, and that may have aided us. We cut through the ranks of lesser Orcs, easily trampled by the horses – there was little need for sword-work – and our desperation made us fearless. What did we have to lose by charging heedless into the throng? Better to die on horseback, sword in hand and spears set. Better to die riding, feeling the horses move beneath us, running, running, running; bearing us out of this life beyond the darkness of our desperate failure.

It was not until later I learned that the main body of the enemy had pressed past us, pursuing the White Tree and Seven Stars. It lessened the ranks that barred our way and I am certain that this was what enabled our escape. This, and the valour of our steeds. Their swiftness bore us away, and their hearts it was that held until our enemy was left behind.

Scarce two éoreds returned to bear news to the City of Stone. Among us some of Imrahil's knights had escaped but they were few, for many had not followed our charge but rushed to help their lord. I could not fault them though their aid yielded little but their deaths.

None on foot returned."

These were the words of Éomer king, set down so that the few testimonies that remain from that time shall not be lost. I have taken it upon myself to preserve the tale of those days, for few are now alive that remember them and their bravery should not be forgotten. It is a dark tale, and I pondered long on whether such a dark tale should be told. Yet I have decided to tell it faithfully and truthfully, so that by knowing the darkness our fathers lived through, we will better preserve what light they bought us.

When the survivors from the battle at the Gate reached Minas Tirith it was thought that the enemy would follow quickly. Soon, however, it became clear that either the outpost by the River was holding back the invasion longer than it was thought possible, or the Enemy, being sure of victory, did not intend to strike quickly. Therefore Éomer king – for he was already king though in later days his kingdom was for a time lost – spoke with the Steward and it was decided that those that were willing should seek to escape the Shadow and leave the City to find hidden places from where they could continue to fight the Dark.

Many of those that had come from the southern fiefdoms after the capture of the Corsair fleet by the lord Elfstone wished to return south in the hope of protecting the people there, and to warn Dol Amroth of the coming defeat. They manned the Black Fleet and sailed down the Anduin, but Éomer king would not forsake the Riddermark and his own people. He sent riders to find Elfheim and bide him return to the Mark. There he would send news to all of their defeat and bid all that were left to be prepared.

With the surviving Riders and those of the men of Gondor that would follow him, the king took the road by which he had come, seeking the cover of the Druedan forest to hide their passage as long as they could. With him travelled the Halfling, Meriadoc Brandibuck, and the sister of the king, the lady Éowyn. Neither the lady nor the Halfling had been willing to leave at first, but Éomer king overruled them both and they could not gainsay his words.

"If all who still can fight the Enemy are killed, there will be none left to protect those who can not."

"Brother," the lady Éowyn had answered. "What you say is true, but there are many men that follow you and one or two more or less will make little difference. My taste for battle has lessened and I do not wish to wield my sword in endless fight, nor do I wish to leave this place that has become dear to me. More important still; I cannot leave knowing those I leave behind will be slaughtered or worse."

"Nor could I," the Halfling had added. "My friends went all to battle and died, I was left behind. I do not wish to flee now and leave others to die, least of all your sister. I will stay with her, even if it means death."

"Then you had better make yourself ready to leave, master Holdwine," the king replied, "for my sister will travel with me."

He turned to his sister again, and his voice was stern. "Éowyn," he said. "My duty is to our people as is yours. You abandoned them once, but this time I will not tolerate it. If I have to bring you under guard, I will do it." He swallowed once, then met her eyes. "Sister," he said, "how can I leave you behind? How can I fight knowing that I left you for death or torture? When I found you lying as dead on the Pelennor, I led my men to ruin in my grief. Only luck and the arrival of the lord Aragorn saved us that day; I can not risk my people that way again."

"Éowyn, " he said. "You must live!"

And turning towards Meriadoc he continued: "You must both live. Do you not know that of all of us that still are free, you must live? Live and escape the Enemy? You destroyed his greatest servant. If he finds you, he will destroy you utterly; crush you into dust and use you as an example to crush us. And we who are left need you to live, so that we can hope."

At those words the lady bowed her head and consented, and the Halfling with her. But she cried bitterly for that which she would leave behind.

That evening Éowyn came to her brother with still-fresh tears on her face, but when he rose to comfort her, she would not let him.

"Brother," she said, "when must we leave?"

"Upon the morrow," he answered. "We dare not wait any longer."

"The morrow?" she cried. "But we can not! It is too soon, surely we can spare more time; the Enemy has not yet come within a day's march from the River. The gravely wounded are not yet ready to be moved."

"Éowyn, we dare not wait. We cannot take the wounded with us. You know this; you were there when the lord Faramir took their protection upon him."

"Faramir has too few men left to protect them, too few to protect anyone. You will take too many with you; you know, as well as I, that all we leave behind will die! Do not lie to me or to yourself, brother."

"Sister!" He reached for her, but she evaded him again. "Éowyn," he pleaded. "More than the wounded trouble you. This despair… ah, sister, do not let the darkness take you again. We can only hope that the lord Aragorn fell in battle, for now he is lost, but he would not want you lost as well. He…"

"Brother," she stopped him. "I grieve the loss of lord Aragorn, but not to the point of despair. Still, though it grieves me to leave the wounded to such a harsh fate, I know it cannot be helped. You are right; there is someone else for whom I would stay, had he but let me."

At that he caught her hands and drew her into his arms, holding her close.

"Éowyn," he said. "Who is this man? Is he among the wounded that he can not follow us?"

"No," she said. "I met him in the Houses of Healing, for he was wounded, yes, but he has recovered far quicker than I. It is his duty that forbids him to abandon the City."

"I know but one…"

"Faramir," she said, and her voice broke.

He held her in silence for a long time, unsure of what he should say. She stirred, and though he had not yet found the words, he spoke.

"Sister, what would you have me do?"

"I do not know. When Aragorn left for the paths of the Dead, I wished for glory and death in battle. Not so now, yet I can not bear to think that I have found a man whom I would wed only to lose him before the wedding-day."

"But would you bear to lose a husband mere days after your wedding-night?" Éomer asked. He held her out from him. "Look at me, Éowyn, and answer; what would you have me do?"

"I would rather live a widow than only with a widowed heart."

He drew her close again, and kissed her on the forehead. "Then I will speak with him." And leaving the chamber he went to find the Steward.

What words they spoke have not been told, nor has any tale been preserved that tells of that night, but in the morning the Lady of the Shieldarm covered her hair after the manner of the women of the Mark, and on her finger she wore a ring that once belonged to Faramir's mother. Not once did she turn back to see the White City as they rode off, for her farewells had all been said and to see him standing on the walls would destroy her resolve.

The lord Steward stood on the walls to see the last remains of the Free People leave. He bore no token save a strip of white cloth bound around his right arm, and he stirred not from that place until the last troop had disappeared from sight and the sun had climbed beyond the midday-height. He did not stir nor look away until he felt a shadow fall upon his back and saw it crawl over the City and the fields around. Only then did he turn to face the darkness spreading from the Land of Shadow. A darkness thicker, or so it seemed, than ever was the Dawnless Day.

"Seven ships," he mumbled. "Seven ships held the reminder of the Faithful of Atlantë. What ships can bear us now?"

And through the coming wave that would swallow Minas Tirith, Faramir bore the white cloth of the lady of Rohan upon his arm.

The men Elessar had sent to strengthen Cair Andros were able to hold off the vanguard of the armies of Mordor for a little while. None returned to tell of that battle, only the Enemy's troops and their testimony cannot be trusted. They boasted that it fell quickly, that the men had thrown down their weapons in fear and attempted to flee, but the army halted there for more than one day, and the Enemy is known for his lies.

King Éomer had left the city of Minas Tirith on the fourth of April and on the evening the same day the vanguard of the Enemy came to the ruins of Osgiliath. There they crossed the river and began their march towards the City. Faramir sent no force against them to halt their march across the Pelennor fields, for he did not want to divide those men he had left. He prepared to hold the Gates as long as was possible, and then to withdraw to the next level, closing off each level as they retreated, to hold off the enemy and buy as much time as they could for Éomer and the fleeing men.

They were able to hold the enemy for a longer time that any had thought possible, but this was more due to the Enemy's tactics than the skill of the defenders – though they fought bravely. The vanguard did not attack at once, but laid siege to the city and waited for the main army. It arrived in the evening the two days later, but it was smaller than they expected. The Enemy had regained his strength and was confident in his victory; he therefore did not waste his troops on the invasion of Gondor but sent much of his army to the north to strengthen Dol Guldur. Even so, what he sent to the White City was more than sufficient to overcome it.

The second attack on Minas Tirith began in the morning on the eighth of April. The fight for the Gates were short; the men left had no hope of prevailing against even the vanguard of Orcs that had first arrived, and even less when they had been joined by the lager army of corsairs and haradhrim. The army was lead by the Lieutenant of Barad-dûr, who was also known as the Mouth of Sauron but he had no other name, and he had brought with him prisoners with which to purchase the Steward's surrender, for the Enemy's plans were more subtle than could be seen at first, and more cruel. He also, it would be revealed later, had other concerns than the ruling of Gondor, and wished to make the Steward serve His purposes.

It amused the Lieutenant to let his men fight their way up to the last level of the City, seeing the useless determination of the defenders turn to desperation and despair; giving no quarter as they conquered one level after another.

At the seventh level the army halted. In row upon row they stood before the last gate. Dull torchlight revealed their numbers to the men within; too many to withstand even before the first battles had lessened their own numbers. Two lines of torches marked the road where the ranks opened to let a Man on horseback through. It was the Lieutenant of Barad-dûr who had come to deliver his final stroke.

"Where is the so-called Steward of this town?" he asked. "The Master, in his great mercy, will give him one last chance to spare his people."

"Speak," a voice from the battlements answered. "Lord Faramir, Steward of Gondor, hears you."

"Surrender thyself and the City," the Lieutenant said, "and thy life will be spared."

"I do not value my life over the freedom of Gondor," Faramir answered. "Have you no other terms? Then know that we will fight you and your master with what strength we have left."

At that the Lieutenant of Barad-dûr laughed, and his laugh was loud and mocking for he knew his plan. He waved his hand and more men came forward. All carried torches so that the place before the gate was clearly lit, and last they brought their prisoners. They were still clad in the clothes they wore when they left and on one could be seen the blue of Dol Amroth. The other's colours could not be made out but on his breast still hung, as in mockery, a green stone.

If the men of Gondor gave any sound to voice their despair, it was drowned in the jeers and sneers that the army of Mordor let sound when the two men was dragged before the Lieutenant of Barad-dûr and was made to kneel in sight of the men on the wall. Their faces were forced up so that it could be clearly seen that this was indeed Elessar and Imrahil, the Prince of Dol Amroth.

"Surrender," said the Lieutenant, "and their lives will be spared. Surrender, and thy life and the lives of thy men will be spared. Surrender and the lives of all that are left within the City will be spared. Surrender now and Gondor will be allowed to govern its own affairs as a tributary of Mordor."

And he laughed; for he knew that the Steward was already beaten.

And so it was that Faramir surrendered and the Lieutenant of Barad-dûr entered the last circle of the White City. He ordered that all men in Gondor should be disarmed and set up a guard of corsairs and easterlings to "keep order and enforce the laws." He must have known of Éomer's escape, but he made little of it and sent no men to pursue him.

Later it became known that the Enemy had sent many of his troops north to strengthen the attack on Lothlorien. He also withdrew the army that had attacked Mirkwood and sent them across the mountains to destroy Imladris. It fell shortly after Lothlorien for the Enemy, it seems, would secure the Elven Rings and their Bearers as soon as he could after they were revealed to him. The Grey Havens too was attacked and destroyed, though the elves there had fled before the Enemy could reach them. It happened quickly after the fall of Imladis and in this the winged Nazgûl played the main part, for they could move more quickly than any of the Enemy's other servants and when he regained his Ring, their power increased with his own. In that way he was able to stretch his hand far, and with the destruction of the Havens the surviving Elves were trapped.

These doings spread out the resources of the Enemy and he did not wish to spend more than needed on subduing Gondor. He also thought it a cruel joke to let the son of Denethor continue to rule on His sufferance and to force him to follow the dictations of Mordor, leaving him only little power to protect his people. What reasons he had to offer such mild terms other than to force the lord Faramir's surrender, would not be clear until later.

Even with the surrender of the Steward, the pursuit of Éomer and the invasion of Rohan had to be delayed. The Lieutenant of Barad-dûr thought that Éomer would withdraw to one of his own strongholds and that the Rohirrim could easily be trapped and overcome later. Time, he deemed, would only weaken Rohan, and he left it to the Dunlendings and roaming Orcs to harass and weaken the horselords while he secured his grip on Gondor.

And so the whole of Gondor was overrun by corsairs and easterling soldiers. All those who had fled the city of Minas Tirith before the war began were ordered back and willing or unwilling they returned to rebuild their lives. No songs were heard in the streets and no joy marked their return to broken homes.

In mockery the Lieutenant of Barad-dûr reinstalled the Council of Gondor so that they should crown their king.

When the demand first was made – delivered formally in writing by the Lieutenant of Barad-dûr after the Council had been rounded up and forced into session at sword-point – they did not believe it. A cruel joke they thought it, and they were right, but the jest was more deadly and cruel than they had first thought. And far more would depend on the outcome than even the Enemy had imagined.

The Council had little choice, however, than to bow to the demands.

At midsummer all was ready for the coronation and many witnessed the procession. It started at the gates and wound its way up to the circles of the City. Banners in black and red had been hung along the road but above the citadel the white flag of the Stewards flew alone, until the King had been crowned. Black and red guards lined the streets and among the crowd more soldiers were stationed to insure that the people would behave.

At the head of the procession a man from the South rode on a blood-bay. He carried the standard of Mordor and behind him the banners of Harad and Umbar. Corsairs followed on foot and huge Uruks after them. Then the Lieutenant of Barad-dûr came leading Haradric men on black horses.

The Lieutenant of Barad-dûr rode a stallion with no marks. It glistened in the sun and its thick mane was braided with red silk. Red gold sparkled on the leather-bands; on saddle and bride, reins and chest-band. With arched neck and high-lifted feet it went in the slow, ceremonial trot and on occasion it would toss its head. It so chomped and gnawed at the bit that white foam littered its chest and legs in specks and lumps. Its rider sat still, but for the left hand that held the reins.

He wore amour that shone in the sun and all black and red colours. By his side hung a sword and behind him walked a page that carried his shield; black with the Red Eye as the device.

Twenty knights followed the Lieutenant of Barad-dûr. They were dressed in red and their armour was of brass with ornaments of red gold. Their heads were bare and their black plaits were braided with gold. They carried long spears and bore the mark of the Black Serpent. Their teeth flashed white against their dark faces. Dark-eyed and tall they were, and their horses were quick and small.

Behind them the prisoner was brought.

Three lines of guards surrounded his cart; first great Uruks, then dark Southrons and at the inner ring Corsairs with their curved blades. Six oxen drew the cart and on it stood Elessar, silent and tall.

He stood alone, dressed in his battle-gear but stripped of sword and helmet. The colours of his clothes could barely be seen even in the light of day, so torn and tattered, so filled with stains they were. A grey cloak was cast about his shoulders, but it did not hide His stance, nor wholly obscure the chains that bound him to the cart. The Elessar hung around his neck and before him on the cart – just out of reach – they had put his sword on display.

On that cart alone could be seen the White Tree. Above Elessar's head his standard had been raised. Blowing torn and slashed, dirty with mud, still the White Tree and Seven Stars were clear. As the procession moved up the levels of the City all eyes were drawn to the cart, and the murmur of the people grew.

"The Elfstone."
"What will he do?"
"What can he?"
"Oh, cruel! Cruel!"
"Why have they brought him?"
"What have they done to him?"
"What will they do?"

But all the people knew was that he was but a hostage to ensure the Steward's obedience, and his display but a mockery to degrade both him and them.

At the Citadel the procession ended, and with it the public display. The crowning would be held inside with the Council and a few chosen guests to bear witness. The accounts given by the Enemy's men cannot be trusted, but lord Faramir's words have been preserved.

"It was a sunny day. It was the first day the sun broke through the clouds since the second darkness had swallowed us but the light did not lift our hearts. A cruel mockery it seemed to me that the sun should shine on this day.

I held the crown. I had not thought that I one day would. And I waited, waited while the procession moved thought the City. I could not hear what happened outside, so I waited. I waited, the guards around me all in black and red, each member of the Council guarded with drawn blades and in my sight my uncle – still in chains – was made to kneel; all to remind me of what I knew too well: I had no choice. I must obey.

Though I knew what would happen, I still did not expect the sight.

He bore the same clothes that he had borne at my surrender; only a cloak had been added. It hid some of his form, but the hood was thrown back and his head was bare.

He bore himself proud.

Despite the bruises on his face, despite the chains that kept him bound, despite the gag that silenced his tongue he held his head high and his eyes burned proud; more kingly than his captor he looked, were he ever so finely dressed.

Then I knew; the Enemy could not win. Though beaten we would stand, even on bended knee and a day would once dawn again without mockery, and sun and stars and water and the green grass would still be. The king had come again, despite the mockery. And that I whispered as I put the crown upon his head, and though the darkness that followed, that will follow still, yea, though the darkness may remain until my death, I will still cling to the memory that day; to the memory of the crowning of my king."