Hello all! So sorry for the long wait. I had to leave town for a family emergency (I won't bore you with the details of my family drama) and I didn't have a chance to write. I promise that I will never make a promise for a speedy update again, though. Life is too unpredictable.

Anyway, thanks for your support with this story and all the reviews, favorites and follows. It is much appreciated.

Some of the content from this chapter comes from The Hobbit (novel) which I do not own, and some of it comes completely from my imagination, which I do own.

Chapter Eleven: Attercop

It seemed the spiders carried them a very far way, though Airemis couldn't be sure in the pitch-black darkness. She couldn't see anything, but she could feel the hairy legs of her eight-limbed captor, and the night air rushing passed her. She didn't have to yell out to know that the others were with her; she could hear the sounds of their struggling and Dwalin letting loose some very creative curses.

Airemis pulled and wiggled, trying to loosen the sticky bonds that held her limbs tight to her torso, but it did no good. Her captor merely readjusted its hold on her and continued on. She could feel tree limbs snagging at her, leaves adhering to the bonds and sticking in her hair.

She tried not to dwell too much on what would happen when the spiders finally stopped. She had seen enough of the giant webs with their half-rotted skeletons to know that whatever fate awaited them would not be pleasant. They needed a plan, some way to get free before the spiders could eat them. But how? Airemis racked her brain, trying to think of anything useful that she knew about spiders.

…They have eight legs…they build webs to trap their prey…they like dark corners and the musty space beneath floorboards…they dislike heat. Well, that would be promising, if they had anyway of creating a fire.

Airemis suddenly felt her captor drop from the trees onto the ground, jostling her around as it braced its other legs and began to scuttle between trunks. The canopy had become too dense for the spiders to traverse with their burdens, so they formed a horrible line between the trees, marching single-file toward their destination.

When the spider had dropped Airemis felt something cold and heavy bang against her leg, and realized, with no small amount of joy, that her sword was still strapped to her hip. She could feel the scabbard against her thigh, rubbing over her breeches. The bindings must have loosened from the spider's jump! She could move her legs just the tiniest bit, and it seemed that the ropes were losing their stickiness. She twisted and shifted around, feeling her clothes start to pull away from the bindings. Her fingers brushed against the hilt of the sword.

It was slow, hard progress, but progress nonetheless. She twisted her wrist, the skin pulling and chafing against her sleeve until she could wrap her hand around the hilt of the sword. She strained, the muscles in her back and neck going taut and sweat beading down her spine, as she tried to pull the blade and her arm free. She felt the smallest nudge, the sword shifting up into her hand, but it wasn't enough. At this rate it could take hours to get free, and she figured they had very little time to come up with an escape.

The spiders suddenly slowed their pace and all took to the trees again, dragging their prizes into the leafy boughs. Airemis's head banged against a limb, and, luckily, her side scraped over a rough patch of bark. Some of the threads came apart and she could feel more freedom of movement in her arm. She wiggled her elbow loose and would have tried to free her entire arm, but her spider captor pulled her up from where it had been carrying her beneath its body.

She caught a terrifying glimpse of the creature's fangs as it spun some more thread and hung her from one of the lower branches of an old oak tree. She swung dangerously over the ground as she fought harder than ever to get her arm free. The threads ripped and snapped, but there were so many and her arm was getting tired from the struggling.

There was a horrible clicking, rustling noise then. It was too rhythmic to be unintentional, too measured and inflected to be anything but speech. The spiders were speaking to one another! It took her a moment, but beneath all the clicking and clacking of their mandibles, Airemis was able to understand what they were saying.

"It was more work than expected, but well worth the effort," one spider said.

"We'll see," said another. "They have thick skins and smell even worse up close than they did from afar."

"No worries," said a third spider. "They'll make a fine meal, once they've hung for a bit."

"Don't hang them too long," a fourth hissed. "They are not as fat as I'd like. Missed too many meals, I'd wager."

"We should just kill them already," said the first spider. "Let them hang dead for a while. I like it when they've started to fester a bit."

"They're dead now, I'd say," said the second.

"No they ain't," said the third. "I've just seen them struggling. And they wiggled enough when we brought them through. I'll show you." And with that the spider began to climb back into the boughs from which the dwarves and Airemis now hung. It scrabbled through the leaves, shaking the entire branch with its movement.

Airemis pulled her arm back tight against her side as the spider came to a pause only a few feet from her. She closed her eyes tight and sucked in a deep breath as she felt one hairy leg brush over her head, her heart hammering, waiting for the creature to take notice of her loose bindings. But the spider paid her no heed, and instead passed right over her to where Bombur hung.

The spider crept down the rotund dwarf's side, bracing itself on his belly. Bombur's face was mostly covered by webbing, but his nose stuck out quite a bit and the spider, feeling its way up the dwarf's body, stopped when it reached the jutting extremity. Airemis watched as the spider leaned in, its mouth moving intimately close, and for one absurd moment she thought the beast was going to kiss Bombur. But then the dwarf let loose a great yelp and kicked the spider hard in the abdomen.

The spider fell from the tree and landed on its back, its legs churning the air. It took several rolling heaves and the assistance of one of the other spiders for the creature to right itself. The other spiders laughed, horrible hissing chuckles in the dark, as their fallen comrade started back up the tree, though with a noticeable limp in its foremost legs. "I'll kill him for that! I'll kill them all!"

Airemis squirmed and yanked her arm viciously from the bindings. Her shoulder, the same one she had injured after their flight through goblin time, flamed with agony but she ignored it and tugged her sword free from the scabbard. It was awkward trying to cut herself loose with only one arm and the tree limb swaying and shaking under the burden of the dwarves and the angry spider's scrabbling ascent. She sawed at the thick, sticky rope that bound her, but not fast enough. She could feel the tickle of little hairs ghosting over her head again. She wouldn't be able to free herself in time!

But just as the spider had reached Bombur and lowered its head in position to sink its fangs into the dwarf's neck, something came whizzing through the air and struck the spider right on the head. The creature fell back with a pained squeal and landed with a crash in the undergrowth. Its legs curled in on itself and the spider remained motionless.

Another stone flew through the air and snagged through a web, cutting right through the middle and striking another spider down. It fell dead to the ground next to the first. The other spiders erupted into a panic, ignoring the dwarves and turning about, searching out their mysterious attacker. They threw out their threads in all directions, ensnaring trees and bushes and each other, but unable to find their enemy.

Airemis didn't waste any time. She slashed at her bindings with a fury, the threads raining down to the ground below. Soon she was able to pull her other arm free, then her torso, and finally her legs. She took hold of the sticky rope that had held her bindings, replaced her sword in the scabbard, and climbed up to the tree branch. Once again, it was slow progress. Her hands kept sticking to the rope and the threads kept trying to trap her legs again. But finally she pulled herself up onto the branch and braced herself against the nauseating swaying and dipping of the limb.

The chaos on the ground was moving further away. Whatever had attacked the spiders was leading out into the forest, which gave Airemis the perfect opportunity. She slid down the tree branch until she came to the first sticky rope. Carefully she pulled her sword back out and started to cut through the bindings. It was a long drop to the ground, but dwarves, Airemis knew, were tough and would survive the fall without injury. She would have to be more careful when she reached Bilbo. Hobbits were not as sturdy as dwarves, and she couldn't imagine letting her cousin drop to the ground and risk breaking his much more fragile neck.

The bindings tore free from the limb and Bombur fell to the forest floor with a thump and a grunt. The branch bucked from the loss of his weight, and Airemis nearly tipped off herself. Suddenly she heard a voice singing in the woods. It was faint, but she recognized the voice and a cold drop of dread hit the bottom of her stomach.

Bilbo sang:

"Old fat spider spinning in a tree!

Old fat spider can't see me!

Attercop! Attercop!

Won't you stop,

Stop your spinning and look for me?"

It wasn't the best song she had ever heard, but Bilbo, Airemis realized, was doing his best to distract the spiders from the dwarves, much like he had done with the trolls. Hobbits, her cousin included, were creatures of habit. They relied on tried and trusted methods, on the things they knew worked best. If distraction worked against monsters once, then it stood to reason that it work equally well again. Airemis just hoped Bilbo knew what he was doing.

She started back down the line, cutting through bindings and letting the dwarves drop. She was about halfway down the line, her shoulder screaming, her hands cramping from gripping her sword so tightly, when she felt the branch shudder behind her. Startled, Airemis turned, only to come face to face with the dripping fangs of an incredibly fat spider. It leapt at her and she yelled out in surprise. She tried to bring her sword up to slice through the spider's legs, but only succeeded in blocking the snapping mouth from latching onto her head.

The momentum was too much. Airemis and the spider both flipped off the tree branch. She was lucky to fall on top of Bofur's wiggling body, though the impact still sent a jolt of pain through her body and her breath gasped from between her teeth. The spider had landed on its feet and wasted no time on charging right at her. Airemis lifted her sword, but her whole body was aflame and aching and her hand trembled so badly she nearly dropped the blade.

The spider was nearly on her and she thought, sort of absently, that this was not the way she had imagined she would die. She had always envisioned being killed in some grand and glorious battle, not eaten by a hairy, eight-legged creature. Of course, it seemed that more and more often she was facing down death and she hadn't succumbed to it yet. So she lifted her sword and readied herself for the assault. But it never came.

The spider reared up with a sudden screech and then fell to the side, legs curling in. It was dead. Airemis stared at it, dumbfounded, before she raked her eyes over the forest. "Bilbo?" she asked, feeling stupid.

"It's me," he answered, panting.

She squinted. "Why can't I see you?"

"Oh, right," Bilbo said, and then she heard a rustle in the bushes and he popped out from behind a tree, holding his little sword which was stained black with blood.

"I can't tell you how happy I am to see you," she said, pulling him into a quick hug. She tried not to think too much about the danger he had put himself into, or how he had been able to sneak around without being seen. She squeezed him tightly and let go. "We need to free the others."

Bilbo nodded and began cutting through the bindings of the dwarves on the ground as Airemis scaled the tree again and set to sawing the spider threads from the branch again. Soon all of the dwarves were on the ground. Those that Bilbo had freed helped to pull loose the others until they all stood there, angry and sore, but alive despite everything.

Airemis climbed back down from the tree. Her body was throbbing and she could feel fresh scratches and splinters across her palms, down her arms. She was nearly to the ground, but her limbs were shaking so badly from exhaustion and relief that she feared she would simply fall to the ground and be unable to pick herself back up. Her hands slipped on the bark and she started to tumble from the tree, but before she could drop a pair of hands grabbed hold of her and swung her down to the ground.

She braced her hands on a warm, solid chest as her feet found the ground. The hands on her waist didn't slacken their grip, and she could feel the thick, strong dwarf fingers digging into her flesh. She looked up, her heart tripping over itself, and saw Thorin staring back down at her. There was a bit of spider web still stuck to his clothes and hair and he looked immeasurably tired, but even in the darkness she could see the intensity of his eyes as they ran over her, assessing, burning. She wished she knew what he was thinking.

"Are you alright?" Thorin finally asked.

"Yeah," she said, and then noticed that her hands were still resting on his chest. She pulled them back, trying not to think about how small her hands had looked against him, or how warm his body felt. She cleared her throat awkwardly and felt heat spring up in her cheeks. She wasn't sure where these thoughts were coming from, or why she seemed to feel so jittery around him. "Thank you," she said.

Thorin nodded wordlessly and removed his hands from her ribcage, though the phantom heat of his fingers still lingered. Airemis took a step back and rubbed her arm uncomfortably. She didn't know what to say to him but was spared having to flounder for words when Dori suddenly cried out, "They're coming back!"

They all spun around and pulled free their weapons, and, just as Dori had proclaimed, the spiders were now bursting back at them through the trees. A rush of adrenaline lit through Airemis's body, staving off her crushing exhaustion, and as the spiders came upon them, shooting webs and snapping fangs, she met them with calculated stabs and slices.

The dwarves fought valiantly, unwilling to be trussed up and hung from a tree again. They hacked at legs and cut through abdomens, sending the spiders reeling back with pained hisses and squeals. But when one spider fell there was another to take its place. It seemed that they materialized from the trees, from the underbrush, from the very darkness that loomed in upon them. It seemed they would never see the end of these beasts!

And then Bilbo suddenly appeared between Thorin and Airemis, his sword dripping dark blood and a fever in his eye that she had never seen before. "I'm going to disappear again," he said, addressing both Airemis and the dwarf king. "I will draw them away. You must keep everyone together and head back toward the path. You remember the direction?" he asked Airemis.

She hesitated. The spiders had carried them a long way, and it had not been a straightforward path, but she thought she could recall the way back. Still, she didn't like the idea of Bilbo playing bait, even if he did have some way of making himself disappear, as he'd said. "I can find the way," she said. "But what about you? How will you find us?"

"I will manage," Bilbo said confidently. And then he reached into his pocket, gave his cousin a wink and disappeared from view.

Airemis gasped, staring at the spot Bilbo had just occupied. She looked at Thorin and met his equally startled gaze. He seemed to recover first though. He roughly took hold of her arm and dragged her through the whirlwind of swinging blades, gnashing fangs, and flying limbs. Behind them she could hear Bilbo's voice yelling taunts at the spiders. At first it seemed to have no effect, and then, one by one, the spiders backed off the dwarves and began to pursue the invisible hobbit.

Thorin took the lead. "Come, we must make haste and return to the path. No dallying. Keep your weapons at the ready!" He dashed into the woods at a brisk run, not bothering to wait and make sure everyone followed. There was no need; no one would be questioning the need to put as much distance between themselves and the spiders as possible.

They ran for a long time, and covered a great distance, going further than the spiders had carried them. Airemis tried to keep pace, but her body was losing the energy borne from battle and her limbs felt as though they were turning soft as butter. Soon she had fallen to the back of the group, farther back than even Bombur. She didn't know if she would be able to keep going much longer. It seemed her lungs were about to burst, and her arm was throbbing.

It was terrible luck that she had taken her bag off to sleep, for now it, and the tisane and poultice that Dagget had given her, were lost somewhere to the darkness. How she could have used such medicines now!

"Airemis? Are you okay?" Fili asked. He had dropped back after noticing she was struggling along at the rear. He gave her a concerned look.

"Are you hurt?" Kili asked, falling in on her other side. His eyes roamed over her body worriedly.

"I just took a hard fall from the tree, is all," she said. Even landing on Bofur, the jolt had been painful. At the time, the heat of the moment, the instinct to fight and ensure her own survival had been so great that it had been a little easier to ignore her body's protests, but now they were back and more insistent than ever. She wished she could just lay down somewhere.

"Perhaps we should ask to stop," Kili said.

"No," Airemis said. "We need to carry on. Get as far away as possible."

"We've covered a fair distance," Fili said. "And I'm not sure you have much more left in you."

"I could carry you," Kili offered, and looked a little too enthusiastic about the prospect.

Airemis shook her head. "I'm really okay. Please don't worry about me."

The brothers shared a glance, and before she say another word, Kili leapt to a stop in front of her, sinking to his knees. She wasn't able to stop in time and crashed into his back. He took hold of her legs and pulled them around his waist. He stood up quickly and Airemis dropped her sword and had to hurry and latch onto his shoulders, lest she fall off.

"Put me down!" she protested. Behind her Fili had gathered her sword up and was following after, chuckling in amusement.

"You're too tired," Kili said. "Just relax."

"But you'll only tire yourself, with me as a passenger," Airemis argued.

Kili laughed. "I helped carry Bombur when he fell unconscious. I think I can suffer your weight without issue."

Airemis wanted to argue some more, but it was an undeniable relief to be off her feet and to let her body unknot. She slipped her arms around Kili's neck and rested her head against his back, careful to avoid the quiver full of arrows that was strapped there. It was true that dwarves were strong and resilient, and she didn't doubt that her weight would be an insubstantial burden. But still, she couldn't stop thinking how unfair it was that she was able to hitch a ride when all the dwarves were probably as tired as she and still able to carry themselves.

Before she could worry for too long, though, Thorin was calling the company to a halt. His chest was heaving and his face was streaked with sweat as he surveyed everyone, making sure they had left none behind. When his eyes met Airemis's and saw to whom she was currently clinging, they narrowed and something dark swirled within them for a moment that made her heart stutter in her chest. But then he looked away and she sank from Kili's back onto her own sore feet.

"We will wait here for Bilbo," Thorin said.

"Wait here?" Gloin asked. "What if the spiders come for us again? I think we should move on."

"I don't like these woods," Ori agreed, staring into the trees in trepidation.

"We should find the path," Nori said. "The hobbit knows to make back for the path."

"The hobbit," Thorin said, his voice steely and brooking no more argument, "led the spiders off so that we may escape. We will not abandon him to these woods. We will await his return here."

"And what if he doesn't find us?" Bofur asked, looking concerned. He and Bilbo had become pretty close over the course of the journey.

"Then we will go back for him," Thorin said, as if that should have been obvious.

Airemis felt relief balloon inside her chest. She too had worried that Bilbo might not find them, but it lifted her spirits to hear Thorin say that they wouldn't just leave him to rot out there. She smiled and Thorin stared at her for a second, as if transfixed, before he tore himself away and ordered everyone to find somewhere to rest.

"Oin and Gloin, you have first watch," Thorin said, leaning against a tree trunk and sinking to the ground.

Airemis cast another apprehensive look into the forest, praying that Bilbo found them soon, and then lowered herself to the ground. She lay on her side, nestled between Fili and Kili (and ignoring how they both crowded in on her), and let her eyes slide shut. Her body slowly relaxed, but even as sleep crept over her, her mind focused on her cousin and all the things that could be happening to him right at that moment.

It seemed she had only been asleep for a few minutes before she was woken to the sound of a commotion. She sprang upright, just as Fili and Kili jumped to their feet, drawing weapons and swinging around groggily. The other dwarves were all up and readying themselves for another fight, when a voice called from the woods, "It's me! I'm back!"

And then Bilbo emerged from the bushes, looking more than a little winded and bruised, but still alive and intact. The dwarves all greeted him and Airemis patted him on the back, so happy to see him that she could have wept. Everyone wanted to know how Bilbo had managed to disappear and how he had led the spiders off. But just as Bilbo was readying to tell the whole long tale, Airemis noticed something that made her throat close with a sudden panic.

"Where is Thorin?" she asked. Everyone paused and grew silent, exchanging confused glances as they scoured the area and saw that their king was, indeed, missing.

"Oh no," Ori wailed. "The forest has taken him!"

"Thorin!" Dwalin yelled, searching the trees near where Thorin had made bed. "Thorin!"

The others joined in the search, none too willing to venture off very far. They circled through the underbrush, yelling and calling for their leader, but to no avail. Thorin had seemingly vanished.

"The spiders came back for him," Gloin said.

"They'll be back for us all," Dori said.

"No," Airemis suddenly called. She pointed to a large beech tree and felt her insides squirm with dread. The beech trees only grew in one place in Greenwood Forest: right outside King Thranduil's palace. "Not spiders. Elves."

And then they heard it, the soft musical laughter floating through the trees, haunting and mocking and beautiful all at once. Wood elves closing in around them. The dwarves all huddled close, raising their weapons, but the magic of the elves was too much. It drifted around them, pulled heavily at their eyelids, lulling as a soft bed and warm blanket. Soon they all fell to the ground in an enchanted sleep. All but Airemis, who was immune to such tricks.

She stood her ground amongst the slumbering dwarves and watched as the elves emerged from the woods. They were tall, graceful, fair. Their eyes sharp and their bodies lithe and leonine. Airemis had feared encountering the wood elves, feared she would be met with a face she recognized, and that's precisely what happened. There, amongst the elves whom she did not know, was a familiar visage.

"Well, well. Airemis Took, the half-elf, half-hobbit back in Greenwood, and with a band of dwarves, no less! I had not thought you would show yourself around her for many more centuries, after what you did," the elf said, stepping closer as her comrades encircled the dwarves.

Airemis looked around nervously and noticed, to her sudden relief, that Bilbo was not amongst them. He must have slipped his ring back on and hid in the forest. "It was not my intention to return here, Tauriel. I am not here to rub salt in a wound."

"And yet your presence hurts us all," Tauriel said, a bit sadly. "I had counted you a friend. I adored you. We all did. And then you delivered such an offense when the king made you a most generous offer."

"The true offense would have been in my accepting, not in my refusal," Airemis said.

Tauriel was unmoved. "King Thranduil will want you taken into custody immediately for your trespass. As well as all of your friends."

"Trespass?" Airemis asked. "Since when does the king arrest travelers in the woods?'

"Since those travelers wandered into his lands, disrupting the peace and merrymaking of its inhabitants," Tauriel answered. "Arrest them all."

The other elves leapt at the enchanted dwarves and at Airemis, securing them with rope. Airemis was yanked roughly by one of the elves, forced to follow on foot as they dragged the dwarves over the ground.

"Please," she said, "this isn't necessary. We meant no trespass! We were only trying to escape a danger in the woods. We are not your enemies!"

Tauriel cast a cool look over her shoulder. "We will let the king decide that."

Thorin was no stranger to his rage. That was one emotion, one aspect of his personality, to which he had become intimately acquainted over the years. He knew that his was a monstrous temper, quick to ignite and hard to suppress. He had often struggled with it, biting back hateful words or fighting to keep his fists from striking out. Sometimes he was successful, other times he was not. Age had taught him one trick to handling his anger, and that was silence. To speak naught a word. To immerse himself in quiet and peace until the emotion ebbed away.

That method was not working well for him now.

The elves had snuck upon him in the dark, ensnaring him in their ropes and dragging him through the forest none too gently. His body was sore and scratched and a great deal of leaves and mud covered him and stuck to his beard. It was a terrible insult to dirty a dwarf's beard, but it was nothing to the insult of where the elves had taken him.

He had never been inside these halls before. Never looked upon the richly carved arches and gleaming wooden floors, nor seen the great elk-horn chandeliers with their glittering teardrop crystals. He had never seen the thrones made from smooth, woven branches or the hall that glowed with ethereal light and was hung with swathes of colorful fabric and silver tassels. Thorin cared not for the richness of the place, nor for the smell of fresh roasting meat and the honey-sweet scent of baked cakes.

No, Thorin's full focus was on the figure that sat before him on one of the branch thrones. His chest constricted with the need to let loose a battle cry. His hands burned with the want to wrap around a slender throat. His muscles bunched and rippled beneath his armor in anticipation of a fight. But Thorin did not move. He remained motionless, his face an expressionless mask. As much as he loathed Thranduil—and really, there were no words to describe the depth of that emotion—he would not let the elf king see him so riled. He would betray nothing.

"Thorin, Son of Thrain, Son of Thror, King Under the Mountian," Thranduil said softly, "returned at last to this corner of the world. But what, I wonder, were you doing in the forest and so close to my palace?"

Thorin did not answer.

"I know there are others with you. Twelve more dwarves, a hobbit, and an old acquaintance of mine."

Thorin's eyes flitted to the king at the mention of an acquaintance. That would be Airemis. She had said she had visited this palace before, but that things had gone poorly. Suddenly he wished he had pressed her for details.

"Did you think you could pass through so near to my borders without drawing attention? Did you not think we would discover you?" Thranduil's voice was low, quiet, and yet seemed to resonate throughout the hall. He stared at Thorin, trying to discern anything from the stubborn dwarf. But Thorin remained a statue, unyielding.

"What were you doing in the forest?" Thranduil asked. "Why are you here?"

Thorin grit his teeth against the sudden urge to spit at the elf's feet. He would never tell this traitorous scum that he was planning on taking back his home. The elf king was greedy and not to be trusted. He wouldn't risk leveling any information to such a weasel.

Thranduil seemed to be at the end of his patience. "Very well. You can enjoy your stay in the dungeons until you feel ready to talk, even if it takes a hundred years." And then the elf signaled the guards to come forward and take Thorin away.

He was seized roughly by the arms and dragged backward through the hall. Thorin did not scream all the words and curses biting against his teeth, but he did keep his eyes locked on Thranduil until the elf guards pulled him from the hall.

The elves bound him with strong chains and shut him away in a room with a large, sturdy wooden door. They gave him food and drink, enough to slake his great thirst and fill his empty stomach. The elves were despicable, he thought, but not so inhumane as to be like goblins and allow their prisoners to starve.

Thorin rested his head against the wall of the cell, his anger still gnawing at his nerves and burning his stomach with acid. How he wished he could run his blade through that elf king's gullet!

But worse than the anger that still ran its course through his system was the fear biting at the back of his mind. What had become of the others? If Thranduil knew of their existence, then would he also have had them captured and imprisoned? Thorin needed to think of a way out of this, preferably a way that allowed him some victory over the elf king. He would not allow anything to come between him and his quest, and he certainly would not abide anyone threatening his comrades.

There was nothing to do for it now, though, so he would just have to wait and bide his time.

Oh no, captured again!? Next chapter, Airemis and Thranduil's history revealed! And how does Thorin feel about this?...and that's all the teaser you're going to get.