Beta: RoyalLadyEmma
Disclaimer: I do not own the Hobbit, if I did it would have had a much happier ending.

Chapter 1

It had been young Kili of all dwarves who'd started it. He had been bothering Gandalf since they'd finished breakfast to show them some kind of magic – any kind, Kili wasn't particular – he just wanted to see something amazing. Bilbo was convinced that when the wizard finally agreed it was only – and there was no nice way of putting it – to shut the young dwarf up. After all Kili had been pleading for five hours straight and there was only so much pestering even a kindly old wizard could take.

"Please! Just one little spell!" Kili had unleashed the full effect of his puppy-dog eyes on the wizard who was rubbing his forehead with frustration. "Please?"

Bilbo beginning to worry about the young dwarf's health as Gandalf's right eye began to tick, a sure sign that the older man was beginning to lose patience, and he turned his attention to the one dwarf who may be able to stop Kili. "Fili, is there any way to make him stop? I'm afraid that Gandalf might do something to him if Kili doesn't stop bothering him and soon."

Fili glanced down at the worried hobbit then over to where Gandalf did indeed seem to be twitching more noticeably. "I'm afraid when Kili gets like that there is no stopping him," the blond prince sighed. "It would be easier for everyone if Gandalf just gave in, it would spare him the Kili-sized headache he is getting."

"Master Kili, if I agree to show you one spell will you promise to cease your endless chattering and be silent for the rest of the day?" Gandalf looked down at the smaller hobbit from his greater height, his eyes stern.

Everyone blinked in surprise at Gandalf's sudden capitulation; he couldn't really be serious about giving into Kili's demand, could he?

Always quick to adapt, Kili was the first to get over his shock before a bright smile over took his face. "Yes! You have my word, Gandalf! I won't say another word to you for the rest of the day," he agreed happily excitedly bouncing on the spot. "I promise!"

"The things I must endure for a little peace and quiet," Gandalf muttered under his breath as he realised what the others already knew, that yes, this was the only way to get a moment of peace from and overly curious Kili.

Bouncing on his toes like the overly eager puppy he resembled Kili nearly pulled Fili and Bilbo's arms out of their sockets as he dragged the two of them to stand next to him. Now the trio had a front row view to see the spell that Gandalf was about to do for them.

It was only later Bilbo realised that he should have stopped Kili or at least told him he was fine just where he was, but his own eagerness to see the spell overwhelmed his senses. 'You know what they say about hind sight; it's always twenty-twenty.'

Later, no matter how hard he tried to recall what happened, a flash of light that was all that Bilbo remembered before he heard a set of words that no one ever wanted to hear:

"Oh dear, that's not supposed to happen."

Those were the words no one wanted to hear, least of all from a wizard who could do the most incredible feats of alchemy and magic in an instant.

It no doubt goes without saying that Bilbo Baggins, a simple hobbit from the Shire who had just been hit by the wizard's spell, was probably the one person who wanted to hear them the least.

Bristling like a mad hare, Bilbo turned towards where he'd last heard Gandalf's voice, ready to give the wizard a piece of his mind, only to stop as he came face-to-face with said wizard's shoe.

Everyone stared in absolute amazement, for where once stood their burglar now crouched a small orange and white ball of fluff otherwise known as a...

"Kitty!" Kili cried out happily as he scooped the tiny ball of fur into his arms and cuddled the kitten close to his body.

A little stunned at the sudden change in size and perspective, Bilbo allowed the young dwarf to hold him; in fact he took a great deal of comfort from being pressed against Kili's chest and the dwarf was very warm.

"Gandalf! What have you done to my burglar?" Thorin demanded, his voice thundering through the treetops as he stared at the tiny orange creature that his youngest nephew was currently snuggling with.

Bilbo's newly acquired and rather sensitive kitty ears flattened against his skull at Thorin's angry roar.

Kili shifted and covered Bilbo's ears with his hand. "Uncle, your scaring Bilbo! If you're going to yell do it away from our hobbit-kitty," Kili demanded as he turned his attention to Bilbo. "Who's an adorable little hobbit-kitty? You are that's who."

Thorin could only stare at his youngest nephew who had just dismissed him to focus on the newly-turned kitty held snug in his arms.

"Hey! Don't you dare hog Bilbo!" Overcome with jealousy, Fili darted forward and tried his best snatch Bilbo out of his brother's arms.

In response Kili tightened his grip on Bilbo and darted just out of his brother's reach. "No way! I saw him first."

Bilbo was beginning to grow more distressed the longer that Fili and Kili fought over him and a tiny but insistent meow escaped his mouth. Just as he was contemplating using his needle-sharp claws to make himself heard, he was rescued by the most unlikely of saviours.

"Oi! Hand him over, now! You're going to drop or worse, you'll crush his little body," Dwalin growled as he reached in and gently plucked Bilbo out of Kili's hands. "Until you two can be trusted with our newly changed hobbit you will have limited and supervised time with Bilbo."

Fili and Kili's disappointed pouts were completely wasted on Dwalin as he had already turned away and was giving the two sulking princes his back. Ignoring them completely, he instead focused all of his attention on the kitty who was staring up at him with immense awe and just the tiniest hint of fear. "Don't worry, little one, I don't plan on dropping you," the dwarf promised in a soft voice as he gently cradled Bilbo against his chest.

Slowly Bilbo began to relax as Dwalin ran his fingers through his fur and scratched behind his ears. It only took a few moments before a rather loud purr tore itself free from Bilbo's mouth as he melted into a boneless mess in Dwalin's arms; everything the dwarf was doing felt so good Bilbo completely relaxed.

Silence fell around the campsite as everyone watched Dwalin draw another such loud purr from the newly-changed hobbit. Sensing everyone's eyes on him Dwalin lifted his gaze off of the kitten in his arms, turned back around and favoured everyone who was looking at him funny with a glare. "What?" he barked out indignantly.

Balin shook his head with mock exasperation; he knew his brother's great love of animals and children very well and he so was not at all surprised with how gently Dwalin was handling the small creature. Balin held up his hands in surrender; "Nothing brother, it's all good. I just think many of them aren't used to seeing your softer side," he helpfully pointed out with a smile.

A slightly embarrassed scowl graced Dwalin's face as he grumbled at them. "Yeah, well…"

While the others were coming to terms with seeing this new side of Dwalin's personality, Bilbo was beginning to have a small panic attack.

'I'm a kitten!' Bilbo wasn't sure how he should feel about that, after all it's not every day one went from being a hobbit one second to being a kitten the next, one small enough that he managed to fit snuggly in the palm of a dwarf.

"So am I the only one who wishes to know how long our hobbit is going to stay a kitten? Because let's face it, if Bilbo in his normal hobbit form had little to no chance against Smaug then as a wee tiny kitten he's doomed for certain." Bofur piped up with a truth none of the others had even considered.

No one noticed the tiny growl that escaped Thorin when Bofur called Bilbo their hobbit.

Stroking his beard in thoughtful consideration, Gandalf studied the nervous orange kitten in Dwalin's arms. "Well, to begin with, I have no idea how this happened and trust me I will figure it out, but I wouldn't worry about him too much; the spell should wear off in about a week, give or take a day or two."

A terrified meow escaped Bilbo's mouth and he dug his claws into Dwalin's hand. He didn't want to be a kitten at all, not for a day and certainly not for an entire week! The world was already terrifying enough when he was a hobbit, thank you very much, but as a tiny kitten it was far, far worse. 'Never mind the Smaug; I'm more likely to be stepped on by one of these oafs and squashed like a bug long before the Smaug even find out I'm so vulnerable!'

Dwalin felt Bilbo's tiny claws dig into the unprotected flesh on his hands and he could clearly feel Bilbo shivering against him in terror at the idea of being stuck like this for any length of time. Dwalin felt an unexpected sense of protectiveness wash over him; "Then until our hobbit is back to normal he is under my protection," the tattooed dwarf declared with a finality that dared anyone to argue with him.

Everyone was stunned by Dwalin's declaration, none more than Bilbo but that feeling quickly gave way to a sense of warmth and safety. The newly-made kitten-hobbit knew beyond a shadow of a doubt that he would be safe with the dwarf and Bilbo began to purr and knead his soft little paws against his saviour's skin, showing Dwalin his acceptance of protection.

In vain Thorin tried to ignore the sharp pain in his chest as he watched Bilbo cuddle deeper into Dwalin's embrace. 'It's not fair! If anyone should be cuddling with our hobbit-kitten it should be me!'

Dwalin glared at everyone daring each one in turn to say anything against his offer of protection, but his gaze lingered on Thorin the longest; he could see a hint of challenge in his best friend eyes. He wasn't blind, he knew the reasons why Thorin often acted like a jerk around their hobbit but all he could do was tell Thorin to attempt to be nice to Bilbo. Maybe that way the hobbit would stop getting that scared-little-rabbit-look in his eyes whenever he so much as glanced at the dwarf king.

As much as Thorin wanted to raise a protest over Dwalin being the only one to look after Bilbo he knew that if he did, it would raise unwanted questions amongst the others about why he should be the one who looked after Bilbo. Another thought struck the king, 'Besides if it isn't Dwalin looking after him then Fili and Kili will offer and I think my hobbit is in safer hands with my brother.' Thorin didn't have much of a choice as he reluctantly bowed his head and said, "Very well, you will be in charge of caring for our burglar."

"Hobbit-kitty," Kili piped up at that moment and Thorin gazed at his nephew with a confused look in his eyes. "Bilbo's not our burglar, uncle, he's now our hobbit-kitty," Kili declared with a firm nod.

"I like it." Fili piped up his agreement; he really liked the sound of that name, and he repeated it softly, "hobbit-kitty, yeah!"

Thorin could feel the beginnings of a headache forming and he knew if he didn't agree to call Bilbo their hobbit-kitty his two sister-sons would sulk and pout for the rest of the day. He'd been though that before and had absolutely no desire to experience it again; with a quick eye-roll, he agreed. "Fine, Bilbo is now our hobbit-kitty. Does anyone else have an problem with that?" he demanded as he looked around at the others.

A growly, protesting meow came from the small orange and white ball of fur in Dwalin's arms. A smirk appeared on the dwarf's face as he glanced down at the hissing kitten and he noticed that Bilbo's angry yellow eyes were firmly locked on Thorin. "I do think there is one here who has a problem with being called a hobbit-kitty."

A slow mischievous smirk appeared on Thorin's face causing Bilbo to arch his back and hiss furiously; his hair was standing on end and his tail had grown to the size of a bottle-brush. He just knew that that blasted yet gorgeous dwarf was going to keep that blasted nickname just to annoy him. "Yes, I think hobbit-kitty fits our new addition perfectly," Thorin declared with a toothy grin.

Another angry hiss tore itself free from Bilbo's tiny mouth before he decided to show Thorin his displeasure and doing the only thing a wee creature currently be cuddled by a dwarf could do, he turned around as best he could in Dwalin's arms and gave Thorin his back. 'So there!' he snorted as he settled in for a nap.

Fili and Kili forced themselves to smother their laughter as Bilbo blatantly shunned their uncle and even more so when they saw the look of utter shock that appeared in their uncle's eyes. As king, Thorin was not used to being ignored or slighted by anyone, but to be put in his place by a hobbit-kitty was… well, simply unthinkable! Sharing a look that said "We should get away from him," the two brothers quickly made their way over to Dwalin's side.

Sensing eyes on him Bilbo lifted his head abandoned his attempt to sleep and blinked wearily up at the two brothers peering at him eagerly. His brain may have suddenly become the smallest of the group but that didn't mean he was fooled by the innocent look in their eyes; they wanted something.

"Can we please hold you, Bilbo?" Kili pleading using his famous puppy-dog eyes, the ones that he knew their hobbit couldn't say no to, and, Bilbo suddenly recalled, the very ones that had gotten him into this mess in the first place.

If Bilbo knew how to speak cat, he would have cursed up a storm as Kili's brown eyes widened and began to water slightly and he knew it was over; he was so completely helpless against that look. He didn't dare look at Fili, knowing full well that the blond dwarf was giving him a similar look. With a tiny sigh of exasperated surrender, he nodded his furry head and let out a tiny meow as Fili snatched him away from Dwalin's arms.

"Careful now, remember he's fragile, you can't squeeze him or treat him rough, okay?" Dwalin reminded them.

"He really is a tiny thing, isn't he?" Fili commented as he gazed down at the kitten in his arms, smiling as Bilbo gazed back at him and his tiny ear flickered in acknowledgement.

"And much more breakable," Bofur pointed out. "I have a feeling that our hobbit-kitty would make a tasty snack for old Smaug," he added rather cheerfully.

Terror ran through Bilbo's tiny kitten body at the mention of the dragon and all his hair stood on end as he automatically tried to make himself look bigger and scarier than he really was. Feeling Bilbo shiver against him Fili tucked him in closer to his body and stroked a comforting hand along his side. "Stop that," he chided. "You're frightening Bilbo and besides, there's no need to mention the dragon because there is no way that Kili or I will allow Bilbo to face Smaug like this!" Fili declared fervently. Next to him Kili nodded his head in agreement as he took a brave and protective stance next to his brother and Bilbo.

A grateful meow escaped Bilbo's lips as he looked up at the two dwarf princes with gratitude shining in his honey-coloured eyes.

It took all of Fili and Kili's princely training to stop them from cooing all over the kitten, well, that and the knowledge that the group would never let them live it down if they did.

"You do know that until Bilbo changes back, you cannot travel; the journey is far too dangerous for such a small kitten," Gandalf stated as he came to stand next to the two protective young dwarves.

"What are you suggesting, wizard?" Thorin did not like the tone of Gandalf's voice.

"Rivendell is nearby and I believe it's the safest place for Bilbo until he changes back," Gandalf suggested wisely.

In Fili's arms it did not escape anyone's attention at the way Bilbo perked right up at the mention of elves, something which earned him a scowl from all the dwarves present and none was darker than Thorin's.

"I hate to say it, laddie, but Gandalf is right; we need to stay somewhere safe until Bilbo returns to his former self." Balin could see the wizard's point; there were many dangers out there and for a helpless kitten they would be even greater. 'Plus, there is the whole fact that I do not wish to face the wizard's wrath should anything happen to young Bilbo. I wouldn't forgive myself if our hobbit-kitten were to get hurt,' the older dwarf thought to himself.

As the dwarf king, Thorin greatly disliked asking the elves for anything, but Bilbo's life was in their hands and he could not deny that Gandalf and Balin were right. This journey would be too dangerous with a kitten aboard and they really did need their burglar back to his normal self before they reach Erebor. "How do you know that the elves will grant us sanctuary?" Thorin asked reluctantly; he had very little hope of the elves offering them anything more than a slammed door in their faces.

Gandalf looked to the sky. "Save me from the stubbornness of dwarves," he pleaded with the powers that be. "I've told you before Lord Elrond is not your enemy, Thorin Oakenshield, and it would serve you well to remember that. They will give you shelter."

"I don't like the situation any more than you do, brother, but we do need our burglar whole and back as his normal hobbity self before we can even think of continuing on," Dwalin whispered lowly to Thorin; still it wasn't low enough and Bilbo's ears flickered as he caught Dwalin's statement.

'I am not hobbity!' Bilbo thought sourly to himself. 'See if I cuddle with him again.' In that moment Bilbo decided he would only allow Fili, Kili, Gandalf, Ori and Balin anywhere near him. 'Hobbity indeed!'

Fili glanced down at Bilbo when heard the small huff that escaped the hobbit-kitten's mouth. "I don't think Bilbo is too happy with Uncle right now," he whispered softly to his brother.

Kili fought the urge to sigh with irritation; their uncle was making no progress with wooing their hobbit and darn it all, he wanted a hobbit uncle by the time they reached Erebor! "Uncle is rather hopeless at this whole love thing, isn't he?"

Fili nodded his head. "Indeed he is, brother; you know what this means, don't you?"

A look of pure mischief entered Kili's eyes. "That we're going to have to do something about it?"

"Oh yeah!"

Bilbo didn't know why but the look of gleeful mischief that the brother's exchanged had him shivering in pure terror; he knew very well just how imaginative the boys could be when they wanted something.

As the rest of the group stood about uncomfortably, trying not to stare, Thorin and Gandalf were engaged in a silent contest of wills until finally Thorin growled, "Very well! We shall head for your elves, but I will be expecting an apology when we are turned away."

"And yet I hold out no hope of getting one from you, Thorin Oakenshield, when I am proven right," Gandalf shot back. 'Oh yes this is going to be a rather fun visit. I do hope Elrond will forgive me for unleashing dwarves upon his fair Rivendell.'

From his perch in Fili's arms Bilbo perked right up as he heard the two come to an uneasy alliance; after all he was finally going to see real elves!

TBC...