Disclaimer: I don't own anything even remotely recognizable in this story. JRR Tolkien, New Line Cinema, and a LOT of other interests with a LOT more money than I have do and I'm just borrowing to have a little fun. Everyone will be put back when I'm finished (maybe a little the worse for wear) and I'm not making any money off this so please don't sue me.

THIS STORY CONTAINS SOME PRETTY SERIOUS SEX OF THE SLASH PERSUASION. If same sex couples bother you or you object to homosexuality, give it a pass. You've been warned. Flames will be saved for this winter to heat the house with.

Author's note: This story is NOT beta'd. I accept responsibility for any and all mistakes contained herein. If you'd like to point one out, and will do it nicely, you're more than welcome to do so via PM. If you just want to bitch, take it out the door please.

Author's note the second: This is a big departure from my comfort zone. PirateColey asked me for some serious Dwori smut and this is the result.

Dedicated to: My darling AJ, whom I still miss terribly and always will. A piece of my soul is with her where she waits for me. She would have loved this story. And to PirateColey, for pushing me outside my comfort zone and making me deliver what I think is some of my very best writing.

Dwalin was cleaning his axes. Again.

They had been in Laketown for some time now. And during their stay, he had kept to himself.

There was no danger here to protect Thorin from. No danger to any of them, truth be told, and it put him in a foul humor. He needed something to occupy himself with and there was nothing.

Well... there was ONE thing, but he'd not yield to that temptation. Ori deserved far better than an aging warrior who knew more of battle than of life. He deserved someone better suited to his bookish ways. And he deserved better than a quick roll in the sheets.

But, he considered carefully again, the lad had no lack of courage. A fair bit of stupidity, truth be told, willing to throw himself into any fight that threatened, no matter the danger to himself. The boy could barely fight with any success. He'd depended on that slingshot for far too long.

It wasn't a worthy weapon in Dwalin's eyes, not really. A real weapon let you see, up close and personal, just how frightened your opponent was. And that fear was usually shown right before they died on his axes or crushed by his hammer.

But Ori was good with it, he admitted. Pegged that Warg right in the eye. If he'd had a bigger rock or something even better in it, he might have blinded it. Still, it wasn't enough.

He'd passed the boy his hammer in the goblins' cave, and watched with half an eye whenever he could spare it to be sure he didn't need help. He hadn't done badly. A little training with it, a little more strength to his arms, and he'd be a passable fighter. But he couldn't bring himself to make the offer.

He'd protected Ori since their journey began. At first, it had been with a sense of resignation, a sense of necessity. He had to protect Ori and Bilbo; neither was really suited for what was out in the world. But where Bilbo had learned, at least somewhat, Ori had still clung to that bloody slingshot until Dwalin wanted to take it from him and shove it firmly up his arse. It wasn't enough.

But he still couldn't make himself offer to teach Ori how to use that hammer.

And the reason for that was, quite simply, that he felt something for their scribe.

He couldn't call it love. He'd never had any acquaintance with the emotion but it certainly didn't seem akin to anything the others had described. He didn't have an overwhelming urge to shower the lad in jewels and precious metals, to make declarations of undying affection, to court him, or any of that nonsense.

What he did want was to protect Ori, even at the cost of his own life. And surely taking the time to teach him to defend himself would further that aim. So why couldn't he do it?

Because that would put him a little too close. While Ori might DESERVE a bit more than a roll in the hay, that was what Dwalin wanted. He wanted to touch the scribe, to unwrap him from those ridiculous knit items, to see each and every bit of him finally exposed, and then to tease him and torment him until the lad was mindless with it before claiming him in every way possible.

So call it lust and be done with it, he told himself firmly. It wasn't going to happen anyway. Not with Ori being stuck in his journal all the time, and not with his brothers Dori and Nori watching him like a hawk. Although – he had seen Nori with Bofur a bit earlier and it hadn't seemed like either of them was going to return any time soon. He'd seen that look before.

He rather thought it might be the same look he wore when watching his scribe. Well, when he knew others weren't looking. That "I want that and I'm going to have it" look.

He growled at himself and set Grasper aside, reaching for Keeper to give it the same treatment. Although he might have the edges worn off them at this rate. There was only so much cleaning they could take.

(Ori)

Ori's fingers were busy with his ink and parchment, but his mind was elsewhere.

After the third try to record the day's events, such as they were, he sighed heavily and set them aside, choosing instead to walk about the town, wandering here and there with no clear destination in mind.

He'd caught Dwalin watching him a few times since they arrived here and to put it bluntly, it – well, it thrilled him. It gave him a feeling deep inside that perhaps there was hope that the warrior would eventually return the feeling Ori had discovered in himself.

It wasn't like anything in his books. He'd read extensively, of course, and nothing he felt matched what had been described as love. Not even really lust, although the idea of having Dwalin strip him naked and no, stop it, Ori, RIGHT NOW.

Okay, so maybe it WAS lust.

But it didn't really matter, in the end. In the end, what mattered, was that he wanted Dwalin and he would never have him. He couldn't fight, not like Dwalin. Not even close. And while he had his knife and could use it passably well, it was nothing like Dwalin did.

So why couldn't he ask for help? He knew Dwalin would train him if he asked. He knew any of the others would, as well. But it was Dwalin's help he wanted, Dwalin he wanted near. And the way things were going not only would it never happen in this lifetime, it probably wouldn't happen in any other, either.

So. He had to do something or he'd never know one way or the other. And while it would hurt if Dwalin rejected him, it would also tell him where he stood. But this was so far outside of his experience that he didn't know how to go about it.

His books, which should have explained at least something about how to deal with this sort of situation, had let him down. Of course, he didn't have access to everything he had in Ered Luin, in the Blue Mountains. Out here, all he really had were memories of what he'd read, and those were admittedly a bit weak.

He was stalling. He didn't really want to face the bigger Dwarf, and certainly not with the threat of rejection looming. It wasn't exactly fair, either. Nori had Bofur and while that pair certainly didn't make any sense to him, it clearly underscored the fact that none among them would quibble at an affair.

Dori might, considering he was Ori's oldest brother and a bit of an overprotective one. But he would have to learn to live with Ori's choices eventually.

Enough. Ori thought he might have the answer to how to approach Dwalin, but he had no idea what to do once he got there. He'd have to improvise.

And so thinking, he went and got Dwalin's warhammer from his room. He hadn't given it back yet, though he wasn't very good with it either. He still preferred his sling – but he'd learn this if it would give him time alone with Dwalin.