Their lion companion was watched closely when night fell, suspiciously as she went to where the ponies were kept – though she did little more than sniff curiously around them, tilting her head to the side with an ear cocked as she listened. She seemed hardly bothered at all when a pony would come and sniff at her, butting their head against her in a manner of friendliness.

"Do you think she is just seeing to them?" Ori asked, though he was ever the more timid one of the Company, for some time he had stopped fearing she would harm them all.

His brother was not of the same mind. "Don't be a fool," Dori told him sternly. "The moment we left her with them I guarantee you we would be one pony short." A strange whimper sounded in his throat when he turned to look at her over his shoulder to find her inches from his face. He stared wide eyed as she gave him a cool look before walking slowly away, laying herself beside Gandalf who patted her head sympathetically.

"They should come round soon," he assured, hearing her grumble of disbelief as she ate the stew he saved for her.

Dwalin stood beside his king glaring at their newest member, thinking the moment she offered threat to a single one of them – pony included – he would have her pelt to wear around his shoulders.

"Watch her closely," Thorin bid him. "I won't have her dragging one of us off in the middle of the night." He stared hard at her, meeting her burning eyes with his own – finding it so very strange he could read their depths as though she were as human as her eyes appeared.

Dwalin nodded his agreement, sitting against a tree with his ax in hand as he took first watch; doing as he was ordered in not letting her out of his sight. Several times his hand had tightened around the hilt of his weapon, watching her head rise as she listened to something in the distance. He would be left on edge for long moments after she settled once more.

"I assume she has not eaten any of the others," Balin said when Dwalin woke him.

He gave his brother a hard look. "Do not act as though you trust her anymore than I."

Balin looked to the lion seeing her ears were not twitching. "And do not behave as though that is an ordinary lion," he told Dwalin harshly. "She understands the words we say and she responds to them in kind. Would you like to be the one who hurts her feelings because I for one, brother, would not."

Though Dwalin wished to disagree with his brother saying it did not matter what they said for she was no more than an animal, not even he believed that. Her eyes gave her away, showing every thought that registered in her mind proving her intelligence was more than an average beast. And so he growled a sigh before laying himself down, his eyes boring into her back before he fell into slumber.

It was the same the next night and then the one after that, she circled the camp they made ending with the ponies before stretching herself out beside the wizard; her tail flicking restlessly every so often.

Though when Thorin was startled awake by the sound of distant shrieking he looked first to the lion to find her gone from Gandalf's side. He stood prepared to ask the wizard where his companion had gone, before he noticed her lean body pacing back and forth in front of their camp, growling softly at what was in the distance. He watched her walk near to where he had been sleeping before turning and pacing near the ponies, she did this over and again as she kept guard of them.

"They strike, in the wee small hours, when everyone's asleep. Quick and quiet, no screams. Just lots of blood."

He turned sharply at the sound of his nephew's voice, seeing their burglar pale and fearful. "You think that's funny?" he demanded, knowing they were close from Dolraw's behavior; nearly feeling how tense her shoulders were as she continued to growl into the night.

She could smell them they were so near, hardly half a league away – much closer than they should have been, either a coincidence or there was an orc pack looking for them. It made little difference, soon they would catch the scent of the dwarves or least that they had made camp in this spot; and then they would track the company, sending word to Azog when they discovered Thorin Oakenshield was the leader.

It was a long while before she ceased her pacing, stilling at a hesitant hand on her back. Her surprise was nearly palpable as she looked up at Thorin, so much so she sat and waited for what he wanted.

"Go to sleep, I'll keep watch," he said, feeling rather silly for giving a lion an order though he knew they would be kept restless and worried by her continuous pacing to and fro. Though she did as was told, laying herself beside the hobbit though her head often rose to sniff at the air.

Bilbo looked at her with wide eyes, having not thought she would chose him to sleep beside – his little heart beating fast as he thought of what he should do. "Thank you," he told her softly, finding he felt a small bit of comfort at having her warmth so near.

Thorin sat once more against a rock though this time he did not rest, he stared into the night thinking of Azog and orcs and the battle, and everything that had been lost. Several times he saw out of the corner of his eye her head raise, either catching a scent or a sound, though she rested her head on her paws once more. And not a wink did she sleep, continuously keeping watch over them through the night – forcing the dwarf king to wonder if perhaps he had misjudged her, a thought he may have shaken himself of if he had not stood to wake the others to find Bilbo sleeping with an arm around her and his face buried in her fur.

He woke to a rough tongue on his cheek and he blinked once before sitting up, an apology on his tongue. Though she stood and stretched, arching her back at an impossible angle, before moving to stand beside Gandalf. Bilbo took Balin's hand and climbed to his feet. "Seems she's taken a liking to you," he told the hobbit with a kind smile. "I would consider you a very lucky lad."

"Why is that?" Bilbo asked, itching his nose still feeling fur in it.

Balin arched a brow. "Would you want her as an enemy?" he asked, considering themselves very lucky Gandalf had crossed her path; with the top of her head reaching Bilbo's chest he had no doubt she would kill most of them before they could stop her.


Beorn sat against the cold stone with Dolraw half over his lap as she lay purring as he stroked her head, occasionally nipping at his fingers before licking them and settling once more with her tail flicking. He knew she was restless, that she wanted freedom as much as she simply wanted to run – it was simply in her nature, as it was in his own. It was cruelty to cage an animal, refusing to allow them space to roam – even for a skin changer it was a fate worse than death.

Though she sat up suddenly and moved to the door of his cage, breathing in something before rushing back to him. "He's returned," she said shifting skins, sitting on her knees staring down at him. "I don't know if I'll see you again."

"I will not let him take you," he assured her, hearing the panic in her voice. Nor would he, he would refuse entrance into the cage – killing all who tried.

But she shook her head. "That is exactly what you cannot do," she told him confusing him. "I am nothing to you and you are nothing to me, do not even look at me."

"Dol,"

"No," she interrupted, looking over her shoulder worriedly before turning back to him. "I am his and he does not share. The moment he discovers anything resembling fondness and his wrath will be upon you. You mustn't let him see anything. And I am begging you, please, stop fighting him."

He moved away from her shaking his head, though her hands clenching his arms stilled him and he waited.

"Let him believe he has broken you, you only have to make him believe it," she said seeing his refusal, casting another glance behind her as she listened. "When he has stopped fearing you then we will make to escape, but he cannot be here when we do. If it were only him then perhaps you could match him, but their numbers are too great and only growing. You and I could not take him with them all upon us, it must be when he is away."

"How will we make this plan if I do not see you?" he asked, trying to find some way to keep her from leaving – knowing what would happen to her if she did and finding he could not allow it.

She looked at him helplessly knowing he was right. "I don't know," she admitted, unable to accept hopelessness when she had finally found hope in him. "But please, Beorn," she said taking his face in her hands, "please just live."

He stared at her pleading face, seeing the worry and fear in her dampening eyes as she awaited his answer. For several months death had seemed a mercy, one he only hoped he would be granted quickly; her presence had ruined that. Knowing she was there and alive, having laid beside her listening to her breathing, speaking to her of her past and his own – she had given him a strength he had not had since his family had been killed, she had given him something to live for. "You have my word little lion, I will live for you," he swore to her, watching the relief settle on her face as she released the breath she had been holding.

At the sound of heavy footsteps she shifted skins and sat beside the door, looking to Beorn to see he'd turned so his back was to her; glad he was listening when Azog stood before her looking down at her with hard eyes. He jerked the door open watching her quickly slide out before standing at his side, and he looked at the last bear seeing his back to them – wishing he had been watching her so he would have reason to chain him up and make him scream.

His lion woman let him lead her back to her own cage, allowing him to take her before he left to retrieve the bear.

She sat with tears streaming down her face as she listened to the strokes of the whip, hearing Beorn grunt with every lash until he could not keep himself from crying out; though she did not hear him shift skins and aim to kill Azog as he should have done, as she had begged him not to.

Though she quickly dried her eyes when the yelling stopped, watching as Azog came to her spattered in blood, letting him force her to her knees and take her again. She did not know when, she did not know how long it would take – but she and Beorn would be rid of this place. She swore it to herself as she bounced with Azog's cruel rhythm, and she swore it to Beorn who lay on his stomach bleeding and in pain as he thought of her – speaking her name as a prayer, offering it up to the gods he had stopped believing in hoping they might take pity and grant him live for her.


Ali: thank you, I'm so glad you're liking it. And that you're liking the past, because I'm sort of enjoying it. I will admit that it is very dark at the moment, and will get a little darker before it gets better - but it will get happier, I cannot stress that enough, especially with how I ended this chapter.