Thorin woke to star filled sky. He woke cold and frightfully lonely. Despite the fire burning a few feet away he shivered. For one seemingly endless moment he stared at the dark expanse above him in confusion. Usually Lori would be burrowed firmly into his side, heating him quite nicely. His hand searched the slightly humid ground. In his half-asleep state it came as a surprise to meet emptiness. Muddled thoughts crossed his mind, crowding into one another. Unfocused eyes started clearing as understanding seeped into them.

Bolting upright, Thorin bit back a mouthful of crude phrases. Mahal, he was losing his mind. Rubbing still sleepy eyes viciously the dwarf ignored the regret welling up in him. He'd left her in the human settlement for her own good. It all sounded so reasonable in his head that Thorin found himself growing angry by his heart's refusal to cooperate. In fact his whole being beside that rational part of him groaned in protest at the she-hobbit's absence. His hand clenched, fingers digging into the soft soil, bringing in his palm a poor substitute to warm flesh. Thorin breathed in deeply, hoping the chilly air would cool his newfound, and wholly impotent at that, rage.

Closing his eyes, he forced himself to his original position, pulling the fur lined cloak tighter around his body to warm better. The hollow felling at his side was not so easily assuaged, but Thorin decided he could no nothing but ignore it. With grim determination he pushed back the urge to curl into himself. He was not some wounded beast, made mindless by the absence of its mate. Lori was fine in the town and she would await his return with both his nephews. Believing anything else was not an option. Thorin cursed himself for a fool.

Kili would get over that wound of his. He had both Lori and his brother by his side. The lad was a strong one; both his nephews were. If anything he could count of them to look death in the eye and deny its right over them. The line of Durin would endure, it had to.

"Trouble sleeping?" Bofur asked, his voice deceptively cheerful. He nudged a log deeper into the voracious flames, watching the wood splinter and crack under the ministration of the fire.

Answering with a faint sound of agreement, Thorin sat up again. There was hardly any room for embarrassment this far into their journey. "How long until the watch changes?"

"Not long." Bofur lit his pipe. Absently he blew out a puff of smoke. "We ought to have a shower or two come daylight," he warned, glancing hurriedly to the sky. "I don't like the look of those clouds." There was hardly any need to point out which clouds he spoke of.

"I'll take over, go sleep," Thorin ordered. He rose from his place and stepped closer to the fire, warming his chilled hands.

"Probably for the best that you do. Must have been having one of those dreams; you kept tossing around." And that was about as much as Bofur said, before he rolled onto his side.

Truthfully Thorin did not remember what he'd dreamed of; it was rare from him to do so. It could have been many things. He might have seen his glorious home burning, or his sister breathing her last. It could have been the death of his grandfather, or that of his brother. Or quite simply it might have been his father that he had seen. Many terrors had he seen and lived; it would have been a wonder if he would go through life untroubled by them.

He sat before the fire, staring straight into the flames. If he tried he could smell the scent of death in the air. An old friend, Thorin thought bitterly. Smaug waited for them inside the mountain, and Mahal knew what else. The slug would be hard enough to defeat on its own, but what would happen if somehow Azog reached them too. Thorin's insides churned. He couldn't be worrying over that. Before that filth got them Smaug would have already made a tasty meal of them. Something tasting like desperation filled his mouth.

Would he make it back to Lori? He had made her no promise but to try. It would have been fair to set her free upon his departure. Had he entrapped her? Lori was young; she had her whole life ahead of her. Perhaps he should not have been so hasty in asking for her hand. But to his defence she had clung to him just as tightly as he had to her. Thorin wasn't exactly the sort to promise and forget. He'd said he would marry her if he survived. But only now did he wonder if she wouldn't have been better had he married her earlier. Most certainly she would have ended up a widow, but better a widow when travelling back than a friendless maiden.

On the last night of his stay in Lake Town he had not sought her out for a proper farewell. Thinking about his excuses of that time made him want to pull his hair out. She had needed him to offer some comfort, as he had need of her kind touch. Instead of seeking her out, Thorin had allowed her to fade from his mind, as he concentrated on his own grief. He had sensed her longing, and ultimately he had ignored it.

Never would he know how she'd spent that night. Thorin had locked himself in his sleeping chamber, locking the door. The whole night he rolled about, trying in vain to fall in deep slumber. As soon as his eyes closed and he felt sleep approaching something would jolt him awake, be it a sound from outside or a feeling of wrongness. Stubbornly he had refused to get up from the bed.

If he had gone in search of her, Thorin did not know what he would have done. He had been desperate then too, and that misery he would have sought to loose within her. The king knew himself well enough. Lori would have given in, considering what was to come. Would that have made being away from her and the closest of his family any easier? It was most improbable, that. Had she allowed him to have his will, Thorin would have likely never left come morning. And the worst part was that Lori would not have blamed him, she would have accepted him anyway. That knowledge dug a deep wound in his heart. She was the better of them.

In the distance the Lonely Mountain loomed, a great shadow upon them all. The mists swirled around its upper half, cold and inhospitable. Thorin wished, for the first time in along time, that Gandalf had not left them. The wizard should have stayed to help them. He had been the one to convince Thorin to undertake this quest. It seemed only fair that he remain with them until the end. But he hadn't. Thorin closed his eyes in frustration, the inside of his mouth burning with the burden of all the words he could not say.

Far away, Gandalf walked his own treacherous path, surrounded by darkness and too few friends. Dol Guldur, the old wizard thought grimly, as he eyed the pitch-black marble. The wind howled, beating against him mercilessly. Gandalf pulled his cloak tighter about his weary bones. There was evil in those stones, there was evil in the very air. The scent of decay and hopelessness. Gandalf had hoped that there was still time.

Putting one foot in front of the other, the wizard was conscious that he was entering the domain of a dark enemy. Although he could not pinpoint the exact source of the force thrumming in the atmosphere, he could feel its vile, wicked origin. The Necromancer, he shuddered only thinking of it. Was the world ready for his awakening? Nay, never that. Gandalf knew that even if they had been given eons, they would not be ready for such an evil. And yet, he had to question, what had brought the One to the surface after so many peaceful years?

His staff hit the chipped rock weakened from disuse. A crack formed, and Gandalf avoided stepping on it. In the language of the Light he called upon the powers of the righteous. Their strength was needed. Moreover he had to unmask whoever was behind the energy emanating from Amon Lanc. Id it was not the Nameless, there was still a chance he could prevent the villainy from spreading.

Sorrow to him that had to choose between duties. Gandalf looked to the darkened sky. By now Thorin and his company should have been close to the Mountain. Regrettably Gandalf would not be joining them. They would have to make due with their own strength. It was not ideal, that he would allow, but the wizard had faith. The dwarves were not to be easily defeated. The wyrm had to be defeated, and with a bit of luck they would do just that. Only Smaug's weakness did they still have to uncover.

Lost in his thoughts, Gandlaf did not notice the shadow slinking against the wall. His staff cam upon the ground again in a succession of sharp thrusts. Whatever malevolent creature lay in Dol Guldur time had come for it to de dispensed of. "Show yourself!" he ordered, startling gray eyes snapping to the side.

Had he expected to be ignored, Gandalf would have been unpleasantly surprised to find Orcs jumping out of the shadows. They surrounded him, trapping him in their circle. Not waiting for them to make the first move he brought his sword down in an arc, cutting through the first enemy. That was enough to prompt the fiend's companions to attack. Gandalf parried and jabbed, defending himself as best he could. Frail looking as he was, his skill in battle brought down many opponents. Orcs swarmed around him, hand grabbing and teeth gnashing. It was a sight of nightmares to be entrapped by these vile creatures thirsty for blood and mayhem. He could not allow himself to be caught.

Too many were they, and Orcs had never been fair in their fights. Gandalf grunted upon feeling his legs were giving way. But even on his knees the wizard refused to be subdued. He fought to escape the clutch of filthy hands, and perhaps he would have managed to in the end, hand it not been for a well placed hit from behind.

Blinding pain exploded behind the wizard's eyes. Gandalf crumbled to the ground with a yell. Consciousness was leaving him, air was becoming harder and harder to breath and the contents of his stomach threatened to spring up his throat. Then, blessedly and mercifully, darkness took over.

Grabbing the man by the hair, one Orc lifted Gandalf's head and snarled into the grimacing face. Sharp nails drew closer, ready to slice through the throat and have warm blood to drink, and raw meet to eat. It looked like a feast. Although the old wizard wasn't as fast as he would have liked, there was still power in that tough meat.

"Leave him!" Azog's voice boomed from behind him. The Orc hurried to obey, yet he grumbled under his breath about greed. "Master wants him. You're not to touch him." What could Master want with a leathery old wizard?

A fist connected with the top of the Orc's head. The creature yelped and jumped away, just in time to avoid a second blow. Azog watched with hate filled eyes. "You do not question me," he roared, lunging for him. The Orc tried to get away, yet he was a slow one, and Azog a more experienced fighter than he. Cold metal bit into his throat, and blood, black and thick, rushed out of the wound. A hot waterfall of putrid stench came upon the cool stones.

Pleased with the kill, Azog hauled the wizard up on his shoulder. He turned on his heel and walked away, presumably to find accommodations for their guest. If Master wanted to see him, it was his duty to keep the man alive until such time that he was no longer needed.

Farther from that particular source of evil, yet closer to the another kind of ancient wickedness, two dwarves and a hobbit stayed together in a small room. Had there been no disarray in their quarters and no gloominess to their cast they would have looked a family without a worry.

Fili shuffled his feet idly and looked to his brother. Kili slept, as he'd been doing for hours and hours on end. Why would he not wake up? Lori had cleansed his wound and bandaged it. She had done more than the healer anyway. "We can only pray now," she'd told the older of the brothers. Fili had woken up feeling disoriented, and remembering about his brother's misfortune he had rushed to the sickroom to see him only to find the she-hobbit already there.

"But he is showing signs of improvement, is he not?" At least to his eyes, Kili did not look so flushed anymore, nor was he drowning in cold sweat. That had to count for something.

"His fever broke," Lori acknowledged in a soft voice that bespoke of her own exhaustion and anxiety. "I even got him to swallow a quarter of the soup."

"If he's eating, then he's clearly on his way to mending," Fili opinionated in an almost cheerful manner. He remembered from their younger days that an eating Kili was a healthy Kili. "You're a wonder, you are." This he'd said to the female placing another wet strip of material on his brother's forehead.

"I'm stubborn," she shrugged. Then a small smile spread on her face. "Thank you." She hadn't turned from her work, but Fili had heard her all the same and could not help returning that smile.

Uncle was a very lucky man to have someone like Lori loving him. She was not the sort he would have thought appealed to a man like Thorin, yet there was a sweetness about her. Fili, for some reason, had thought that his uncle would eventually marry a woman of their own race, a proud faced, strong armed female to keep his kingdom in line together with. Instead he'd gone and gotten himself entangled with this small, fragile Halfling. That was not to say she wasn't strong, but hers was a strength of will, stubbornness as she'd called it. She would need time to gain the unconditional obedience of the people, if only because she was no dwarf.

Strange, that. Fili wondered how she would adapt to it. Aye, she ordered himself and his brother around because they allowed it, and even liked it at times. She mothered them in a way they had not been in a long time. The other of his uncle's company gave deference to her for they'd seen and knew her character was one worthy of their king. But other wouldn't. To other dwarves she would be a simple whim of Thorin's, a pretty bauble to hang on his arm and elicit their admiration. They would not question his uncle, not directly, but Lori would not be queen in their hearts. The lot of them would need to be shown that she was as important as any of Thorin's warriors to their mission.

"Mahal knows I'm grateful for your stubbornness." Else he would be burying his brother now, instead of watching his sleep.

Stroking the top of the slumbering dwarf's head, Lori hummed quietly. The fever was not completely gone, but it had dropped some. And indeed she'd managed to get down the boy's throat a good many spoonfuls of soup. Even better was that Kili had kept them down. It would have been problematic had he not. Poor darling was already weakened by the poison, famine would be the end of him. Lori pulled the blankets higher, until they rested just under his chin.

"I wonder what we shall eat today?" Her stomach protested at the thought of food, but Lori knew that she too needed some form of nourishment. Wisely she ignored the tightening of her middle.

Groaning, the young dwarf threw a look of hatred the outside world. "We've been eating fish ever since we got here. Likely as not it'll be fish again."

"Fish is good," Lori consoled him with a wave of her hand. "Fish is meat. You like meat."

"Sure I do. But at this point I'll take anything other than fish." He was sick of fish. There were only so many food that contained fish, and if he never saw one again, he would die a happy man.

"Hush now," the female chided gently. "They give us what they can, Fili. These people are poor." Lori had seen the gaunt faces and the hungry stares. "You should be thankful."

"The Master of the Lake Town feeds us," he pointed out.

"Silly Fili," Lori murmured sadly. "It is not the Master that works his fingers to the bone with catching fish. It is not he that prepares them. The people feed you. And be sure that they are the poorer for it, for I don't think the Master gives them anything for it." Lori had only then realised that, of course, the two younglings would have been protected by the harshest of their decline. They might have been princes in exile, but they were still princes.

"You want to help them," Fili said, finally understand her point. "How shall you accomplish that?" As far as he knew, none of them possessed enough money to help all the poor.

Reading him like a book, Lori barely hid her smile. "Erebor is filled with gold, is it not? And these people have helped us. They must be repaid somehow. If we help them rebuild their town, both parts will have gained something out of it."

Of course, she was ignoring the opposite outcome. What if Thorin did not come back? What if Smaug woke and turned them all to ash? Fili nodded along though. There was hardly any need to crush her optimism and her way of thinking did hold some appeal. If they invested in this town, make it a good place to live in, trade would flourish. Trade was good. Trade was profitable. "It does merit some consideration."

Most likely Lori had not thought farther than that. As a hobbit, he had noticed, she was nowhere near as attached to her coin as a dwarf. What she'd said had been spoken out of the goodness of her heart. To her it was a reward in itself to be able to help. Fili didn't suppose he would ever understand it, but he was glad for that. It did them all good to have at least one or two persons less focused on personal gain.

Insistent and sudden knocking on the door made the dwarf jump from his seat. Lori's eyes narrowed slightly, in confusion or irritation, and she heaved a sight. Placing the rag she'd been holding down, the she-hobbit went to see who had thought it a bright idea to make a racket out there. She climbed down the stair, two at a time, and almost ran to the door. What if they woke poor Kili up? After all she'd done to make sure he got a good rest.

She pulled on the door with a bit more force than would have been necessary. To her great astonishment, and a healthy dose of displeasure, in the doorway stood the Master of the Town, clad in fine silks and heavy furs.

"Good day, little mistress," he greeted her cheerfully, beady eyes racking her form. "I have hear one of your lads is not quite well, and I thought to see if I may offer any aid." He sat himself down in one of the chair in the parlour.

Gritting her teeth, Lori ordered herself to remain calm. "You are too kind; you needn't have troubled yourself" She had a brief moment of indecision. "Would you care for a drink?" Her mother would have been so proud, Lori thought. There, she even treated that disgusting being in front of her eyes with courtesy.

"Ah, a cup of mead would be lovely, but not as sweet as you company. Would you not have a drink with me?" His impertinent gaze stopped somewhere on her rumpled skirts. "I hope I am not inconveniencing you. I would so hate to be an impediment, or to keep you from your duties."

Uneasily Lori swallowed the initial protest. "It is no trouble to have you here. Mead? Of course, I shall have some brought right away. Excuse me but a moment."

Hurrying off to the kitchen, Lori made sure to have the best mead brought out. "Tea for me," she instructed. "And be so kind as to tell Fili I shall be down if his brother needs anything." With that, she had little choice but to return to the visitor and the awkwardness of him being there. She did not like it one bit. His stares were a little too long and probing, as if he were measuring her.

Lechery too, she could see that in his eyes also. Whatever for? She was, without meaning to sound vain, pretty. She had to have some attractive feature or else Thorin would not have found her pleasing. Yet he had never demanded of her what the man in the parlour claimed with his eyes. Lori felt almost violated by the harassing looks. But still she had to play his game. He could kick them all out at any moment and she was not under the impression that aid would come from the people of the town. For Kili's sake, until he got better, she had to put up with the unpleasantness. Or wait until Thorin returned. If he returned. No, when he returned, Lori obstinately proclaimed in her mind.

"Our King under the Mountain," the man drawled when she had appeared back in the room, "he likes you very much. You are indeed a lovely sight for sore eyes."

Fiend, Lori spat in her mind. He'd waited until Thorin departed to sneak like a serpent and drip poison in her ears. "Hardly, but you are kind to say so." And he would have been even kinder to disappear entirely from the parlour.

"And you have been travelling long with him and his men?" There was almost a gleeful look on his face. "You have taken care of them for the duration of their journey."

Foolish son of an Orc. Lori blanched. "How dare you?" she hissed through clenched teeth. "I am a respectable woman." For his definition of care likely did not coincide with hers. How dare he insinuate that she was a lightskirt?

"In the company of thirteen warriors," the Master added, clearly not given to believing it was possible for a woman to be anything but a lightskirt if she travelled with men not related to her. "You're clean, I'll give you that. So neat and orderly. Aye, you don't look like a harlot."

"Because I am not! If you must know, I have promised myself to him." Had Thorin not told the man as much? Lori shook with rage.

"He told me that you are," the man replied lightly, as if the enormity of his words and behaviour did not affect him. "But girl, I require proof. Words are smoke."

"You have the word of a king," Lori dared to point out to the vile man.

"The word of a dead king," he parried. "Oh, you don't think he'll return, do you? How sweet, you have that much faith in him. Very well, let us make a deal then."

"I have no wish to make any deals with you," she responded, glaring at him something fierce. "I don't even want to see you before my eyes."

"That's unfortunate. As I'm aware, you have nowhere to go, not with that sick friend of yours up there." He smirked as understanding dawned upon her features. "Aye, lovely, you must stay, and I won't throw you out, despite your ungrateful behaviour. The deal then." The tapped his chin. "The journey to the Mountain should take no more than a week. Say that they spend a little time there, and make it two weeks for going and two for coming. That's a whole moon-turn, lass."

"And if they do not come back in a moon-turn?" She was almost afraid to ask. The answer was glaringly obvious.

"Then I will have done my duty by them, having provided what I had promised. Your two companions will be free to go." A disgusting, lewd smile crossed his face. "But you, you'll stay. Don't look so stricken. I'll take good care of you."

And that worried her. She could not turn his proposal away without risking Kili's life. Neither could she tell Fili. He would insist that they had to go. "It is a deal then. A moon's turn, no less than that."

"Neither longer than that," the Master stressed. "It was delightful speaking with you. I shall see myself out and leave you to your business."

Stonily, Lori watched him go. Her stomach jumped at the thought of what she'd done. Dear Valar, how could she ever get out of this? "It's done and I cannot undo it." Feeling drained, Lori picked herself up and decided she ought to have a little rest. A lot could happen in a moon. She tried to convince herself that all would turn out well. When Kili was better, they could all run away together if it came to that.

On barren planes, long ago destroyed by flames, the company of Thorin marched on toward the Lonely Mountain. They were quiet, a disheartening silence about them. Without the youngest of the dwarves to make light of the danger, to distract the rest of them, allowing the illusion of peace to fall over them. Indeed, Fili and Kili were dearly missed.

Bilbo kept his hand in his pocket, fingering the cool band of metal from time to time. The ring soothed him in such times. It almost felt like he had to worry over nothing. How could Smaug catch him if he could not see the hobbit? Aye, Smaug knew not his smell or his form, and that was as well as it could ever get. Dwarves he knew well, so Thorin and his company were at a disadvantage. If anything, Bilbo would have to save them again.

Beneath him was a sea of charred earth, no sight of plant or life anywhere. This really was a dreadful place, the Halfling considered, looking around. Couldn't Smaug have spared a bush of blueberries? Delicious blueberries, what would he not give to have some. Bilbo toyed with the idea of slipping the ring on his finger and vanishing. But the dwarves already knew the trick. It would do not good, it would lack honour. But it would surely save his skin. And yet he didn't. At the end of it all, he would have a treasure all of his own, and recognition, and dare he say it the position of a hero. Surely, facing a dragon merited at least that much.

Pity that Gandalf was not with them. Bilbo took a moment to wonder what had become of the man. He had said something about business, but offered no real explanation. Could it be that he'd abandoned them to a cruel death? No, Bilbo could not believe that. Gandalf had rescued them, he had gone, but he had returned and saved them before. Perhaps this time would be the same. They only needed to wait awhile longer for the wizard to reach them.

"Would it not be better to wait for Gandalf?" the hobbit voiced that particular though. "Surely he would provide us with much help."

"We have tarried enough," Thorin growled. Ever since the dawn broke and they had resumed their travel pace, the dwarf had been in afoul mood. "Durin's day is almost upon us."

Agreeing to what the king had said, the other dwarves shrugged Gandalf's absence off. The wizard could take care of himself, and if his business didn't keep him, he would join them. If not, well, they'd survived a dark forest without him, and they would survive a dragon's lair also. Indeed, Gandalf would have been an asset, but a desired result could be achieved by more ways than one. "Don't worry, laddie," Bofur encouraged. "The wizard knows what he's doing, and if he does not come, it means we can handle the lizard without him."

Preposterous, Bilbo decided the moment the words left Bofur's mouth. "Aye, maybe it is so," he replied instead, taking care to sink his hand lover into his pocket.

Back at Amon Lanc, Gandalf had been found appropriate accommodations. The wizard woke with a pounding head only to see himself behind bars. Tentatively he reached a hand out to test the strength of the rods. Perhaps if he concentrated enough of his magic, he could make them crack under the pressure.

"It is useless," hissed Azog, appearing from behind black mist. "Don't waste your energy on that. Master will see you now." He pulled the door open, and dragged Gandalf out. "You'll have to make due without your cane, old man."

Magic staffs did tend to disappear if their wielder was not in direct contact. Gandalf did not worry about that. He could summon his weapon at anytime. For the moment he would be better pleased to find out what was going on. Whatever or whoever had woken the dark powers, he needed to know, to warn the world if peril were to come. Pretending to be drained of all force he followed silently, not opposing the strong paws dragging him across the stone floors.

Dol Guldur had grown quiet once more. There was hardly any life within the walls of the fortress. It was not necessarily a good sign. But Gandalf opted to keep his wits about him. Piecing the information together, the wizard began to understand a little better. Azog was no longer chasing after Thorin. That had to mean there was a new purpose which he sought to fulfil. What could take precede over annihilating Durin's line in that sick mind of the Orc's? As far as Galdalf could think only one creature had the power to cause one such as Azog to temporarily shift his aim.

To his horror, Gandalf saw before him the greatest of misfortunes that could have possibly hit Middle Earth. There, over the stone bridge, a dense smoke, black as coal, shifted in all directions, tendril sprouting out of it. The sight would have made even the strongest of wizards balk. And Gandalf knew he was not the strongest, not by far. But he could not allow this creature to takeoff his mind through his fear. Nay, he would stand against the darkness. He would face even this monstrosity he had been brought before.

Terror, pure and strong, surged through him. Each step closer to the darkness was a step closer to death. It was not death that frightened him. Not the death of his body anyway. Far greater the loss would be if it was his mind that died. Darkness bred monsters. And a mind without light was a dark mind, therefore Gandalf resolved to not allow the Enemy into his head, no matter what it took. The scent of burning flesh assaulted him, making the man falter for a short moment.

"Think you that I will allow myself to be thus intimidated?" he roared upon meeting the malicious glow of a dying star.