AN: Okay, so I started this about a week and a half ago and then left it, not wanting to think about the ending. And now, finally, I have delved up the courage to finish it. This is my take on how BOFA could've ended. Yes, I have seen the movie, but I had this idea a while ago and wanted to write it down. For more feels, listen to In My Arms by Plumb.

AN: I will also have a companion piece to this, kind of. It'll be where the other brother dies first but the first section will be the same as this.

WARNING: This is a death fic.

DISLCAIMER: I own nothing of The Hobbit.

Fili and Kili look out over the ledge of the mountain, down at the fray below them. They had charged into battle earlier that day but were stopped by Gandalf announcing that Orcs were upon them. Thorin had led the company back into the safety of Erebor's gates while the others came up with a plan. And now they were waiting, watching as the Elves and the Men fought against the Orcs.

"This isn't right. We should be down there helping them," Kili growls out walking away from the ledge and pacing back and forth. Fili glances at the battle one last time before turning to his brother.

"Thorin won't listen," Fili says, his eyes watching his brother pace. Kili's body tenses and he swivels around, glaring at his brother.

"Then we make him!" he shouts, emphasizing his exclamation with a finger jabbing at the ground. Fili doesn't blink, knows his brother's anger isn't directed at him. Kili sees his brother watching him and he forces himself to calm down, turning his body away from Fili until he does so.

"Let's go then," Fili says causing Kili to turn towards him with wide, surprised eyes. Fili walks past him and towards where the company is crowded, Kili following quickly after him. Fili glances over at Dwalin and Balin and shares a look with them before turning to the other direction to look at his uncle. Thorin looks over at his nephews, seeing them watching him and fidgeting as they wait.

"You obviously have something to say. Out with it already," Thorin demands his nephew, looking between the two of them, knowing who will speak first.

"Thorin, why are we waiting here? The others are out there in the heat of battle," Fili confronts his uncle, the rest of the company standing up and watching the scene before them. Their eyes are wide as they wait for Thorin's anger to emerge.

"They brought this on themselves," Thorin replies as his gaze lingers on Fili, holding his gaze before turning and looking towards the sounds of battle. Fili's gaze darkens and he forces his voice to stay calm. Fili's jaw tenses and he takes a step forward to say something else but Kili moves in front of him and nearer his uncle, the anger rising inside him.

"The Orcs came here for us," Kili counters loudly, his gaze darkening and a scowl on his face. Thorin turns around and glares at his youngest nephew.

"You know nothing of this world," Thorin says coldly, his own gaze darkening at Kili. Fili's body tenses; if anyone knows something of this world it's his brother, after everything he's been through? Apparently, Kili thinks so as well because he takes a couple more steps towards his uncle, his body radiating anger and frustration.

"I will not hide while others fight our battles for us!" Kili shouts, his eyes never wavering from his uncle's face. Fili takes a few steps forward and stands just behind his brother, backing him up with his opinion. Everyone in the company holds their breaths, watching the Line of Durin in a stand-off.

"Very well then," Thorin says after what seems like hours. Fili and Kili relax slightly, relieved that they have won this argument. Thorin looks from his nephews to the rest of the company taking them all in and seeing the determined looks on their faces. "Ready yourselves."

KILIFILIKILIFILIKILIFILIKILIFILIKILIFILIKILIFILI

The company charges out of the Lonely Mountain, their swords held high and battle cries falling off their lips. They clash with the nearest Orcs, slicing and stabbing at them, not giving them a second glance as they fall to the ground before turning to the next attacker. Fili makes sure he is by his brother's side the whole time, relieved that he finds Kili doing the same. Fili blocks an attack from a nearby Orc, knocking the Orc's sword away and then swinging his own sword at the Orc's head, effectively cutting it off. Fili looks behind him and his eyes grow wide, seeing Kili trying to fight off two attackers at once. Fili stabs at an attacking Orc and then kicks it away, wrenching his sword out of him. Fili quickly makes his way to his brother and beheads one of the Orcs attacking his brother and then swinging his sword and slicing the second Orc. Kili stabs his sword in the second Orc's heart and yanks it free as the Orc drops to the ground. Fili glances at his brother, swiftly checking him over and seeing he's fine. Kili turns and attacks an Orc close by and Fili follows suit, the two of them fighting side by side, their attacks playing off each other and their opponents falling one after another.

In what seems like days later, but in fact is only hours, a shout is heard, shouting Thorin's name. Fili and Kili finish off their opponent and look around, their hearts picking up in pace. Fili sees it first, their uncle lying on the ground and the pale Orc approaching him.

"Thorin!" Fili shouts, already making his way towards his uncle. Kili's eyes widen at the sight and he quickly charges after his brother, deftly taking care of any Orc in their way. The two brothers reach their uncle, seeing his eyes shut and his body unmoving. Fili doesn't want to think about his uncle dying and he can feel the emotion radiating off his brother standing next to him. A cold laugh brings their attention behind them and they swiftly turn around, readying their swords. The pale Orc stands before them a sneer on his face. The heirs of Durin's eyes darken and become cold. Azog says something in black speech before attacking them and Fili and Kili move as one, dodging the strike and attacking the large Orc.

Azog blocks their attack and the fight continues, the two brothers finding their strength waning but push through it, knowing they have to protect their uncle. Fili swings his sword and slices Azog's side, causing him to shout in pain and anger. Fili and Kili share a quick look, an agreement made in a millisecond. They look at Azog and capitalize on his momentary distraction, the two heirs thrusting their swords at the Orc, the swords burying deep into Azog's chest. Azog shouts and his hand swings out with his club, knocking Fili away.

Fili stumbles and falls onto his back as Kili wrenches his sword from the creature, intent on helping his brother. A sound to his right catches his attention and he turns around just as he hears a shout from his brother. A sharp pain radiates from his stomach and Kili freezes, looking down and seeing a sword imbedded into his body. He looks up and see Bolg standing in front of him with a jeering smile on his face. Bolg yanks the sword out of the young prince and a gasp escapes Kili's lips. Kili drops to the ground, a groan sounding from his mouth and his hands moving to his stomach. He faintly hears something drop next to him but he doesn't care; the only thing he cares about at this point is his brother.

KILIFILIKILIFILIKILIFILIKILIFILIKILIFILIKILIFILI

As soon as Fili's back hits the ground, a breath of air escapes him. He groans but quickly pushes himself to his knees, knowing he has to be prepared for the next attack and get to his brother and his sword. He looks over at said brother and his eyes grow wide, seeing Bolg appear next to Kili.

"Kili!" Fili shouts, his body freezing as he watches his brother halt in his steps. Fili's heart leaps into his throat as he sees Bolg's sword sticking out of his younger brother and slowly disappearing as Bolg pulls it back out. Kili's gasp echoes in Fili's ears and the thud of Kili's body hitting the ground sounds like the rock giants crashing into the mountain. Fili shoves himself to his feet and grabs a knife hidden in his armor as Bolg sneers down at Kili. Fili throws the knife and rushes towards Azog's body, ripping his sword from the creature. Fili turns to attack Bolg but sees him lying on the ground with the knife sticking out of his face.

Fili diverts his attention to his brother, lying on the ground and he rushes over to him, sliding on his knees. His body comes to a stop as he reaches his brother and Fili looks down at his younger brother, tears welling up in his eyes. Fili grips his brother's armor and searches his brother's face for any sign that he's still alive, deep down knowing he's not. He picks up his brother and holds him in his arms. Fili bends over his brother's body, and rests his forehead on Kili's, his hands still clenching Kili's armor. A sob escapes Fili's lips and he ignores the tears falling from his eyes.

"I'm sorry Kee," Fili says, an emptiness growing inside him, encompassing his whole living.

"Fili!" Fili hears the shout and he looks up, his movements sluggish from the loss of his brother. He doesn't have time to react to anything else before his body jolts and he vaguely feels a sword pulling out of his chest. Fili listlessly looks down below him to his brother and just as his last breath leaves him and he crumples around his brother, a small smile twitches at his lips.

AN: Please send me some feedback. I cried writing this, and as much as I wanted to have it where the boys say a little something at the end, my muse had other ideas. And, I feel, in war, we don't ever get the pretty ending that we all want. And, I feel, not giving them that makes it all the more heartbreaking. Keep a look out for my companion piece. It'll be called, "Out of Air".