"Why should we stop, Gandalf? There is plenty of daylight to be had." Thorin looked up at the wizard with clear confusion. The sun had not yet gone down and he had no desire to waste any time. Why would they make camp at that moment?

"Because, I have it on good authority that we should stop here. Daylight there may be, but we do not want to continue on to have nowhere to stay once it is gone. Here is the safer place."

The way the wizard refused to meet his eye made the dwarf suspicious. Gandalf had disappeared into the trees a few hours prior and when he returned was when he'd begun having these irritating ideas. Unless he was quite mistaken, Thorin knew of only one person who would be in the forest. Eyes narrowing, he growled, "The hobbit told you, didn't she? What does her forest wisdom have to account for stopping before the afternoon is half gone?"

Bushy eyebrows coming together in a frown, Gandalf replied tightly, "You have me on this venture to aid in things such as this. You never gave me restrictions on whom I consulted." The way the old man said restrictions made Thorin wonder if his words had been wise, although he stuck to them. King he may be, but who that walked the earth gave a wizard 'restrictions'?

"We move on until nightfall like usual." Thorin nudged his pony on, the animal quickening its pace to a trot. Though the others had all heard the conversation and the wizard's suggestion to stop for the day right there, they followed their king in varying states of hesitance. A wizard was a wizard for a reason.

The company had proceeded another mile before Poppy reappeared. A worried frown was on her face when she silently broke out of the underbrush and walked beside her cousin's pony. Smiling at her, he asked, "How was your day in there?"

The worry abated just long enough for her to smile back. Lowering her voice to a more private level, she replied, "It was just like old times. Everything is different, yet the same. It's rather comforting, the way nature passes the time. How has yours been?" Blue eyes flicking to Fili and Kili right behind him, both giving her smiles in return, she grinned suddenly, "Have you had good company?"

"Oh, it's been lovely. I've been spending some quality time with Fili and Kili and their incredibly delicate senses of humor."

Poppy couldn't help but laugh at her cousin's troubles. Maybe he'd get used to how the dwarves thought the longer they were with them. "Ride with Bifur if they make you uncomfortable. Perhaps he'll take a 'shine' to you." Bilbo gave her a wide-eyed, strangled glance that made her laugh more. As the dwarves began to notice her presence, she patted Myrtle's neck. The pony promptly swung her head around for a scratch. Poppy did as the kind creature bid before jogging toward the front where Gandalf rode, her reason for coming back on her mind.

Looking down with a smile, the wizard gently grabbed her arm and lifted her onto his horse behind him. "Ah, good afternoon, Anna. I was just discussing our camping arrangements with Thorin."

Sparing a short, fearful glance for the dwarf king, Poppy looked imploringly at the back of Gandalf's head. Her voice was anxious when she pleaded quietly, "Gandalf, we have to stop now. We're already too close."

"I have tried, my dear, but my advice is being questioned."

Not noticing how the group had become silent except for the gentle noises of their ponies, a shaky breath was sucked in between her teeth, "We won't be able to pass them before night falls. The ponies won't take us. We'll be stuck."

"What's this you're talking about, lass?" Dwalin questioned. "We can pass anything we need to, day or night. We're well armed, lass."

The look she sent him clearly said they couldn't and they weren't. Each of them knew what fear looked like on her face, but this was different. This fear wasn't Thorin making her uncomfortable or telling her to go home. It wasn't her being forced to speak when she didn't want to. This was…more real. Even Thorin took note of it, though it was a begrudging note.

"We-We're almost to the Downs, aren't we?" Bilbo said, her worry beginning to mirror on his face, too, as he understood where they were headed. "We'll be stuck in the Downs."

Gandalf's voice was deceptively light with irritation when he replied, "That is precisely our current prospect, Bilbo. Downs, barrows, wights and all."

Bilbo pulled Myrtle to a quick stop, making the pony munch uncomfortably at her bit. She began fidgeting at the unusually high tension of her rider. Fili and Kili halted as well, looking from him to Poppy a few times. Catching the beseeching look in her blue eyes and realizing something was very wrong, Fili asked warily, a hand unconsciously going to the knife in his left gauntlet, "Bilbo, what's going on? What are you two so worried about?"

Voice shaky, the hobbit explained, "The Barrow-downs are coming up. We're told about them as children, of why it's dangerous to leave the Shire. Travelers get lost on the Downs and are never seen again. People hear the clinking of jewelry and never come out of the fog. You get lost in the fog and can't find your way out and the only thing to get your bearings with is the clinking. It takes you right to them, to the wights."

Barking out a laugh, Dwalin shrugged as he cracked his metal-clad knuckles, "Sounds like childhood tales to me, intended to scare little children to bed."

"So did I." Again, the men all turned to stare at Poppy, at the fear and knowledge in her voice. She turned to face Thorin, a pleading look on her face. He may not like her and she did not expect him to, but he needed to listen to her this time.

The king looked from girl to wizard a few times, anxiety on one face and irritation on the other. Sighing heavily, he turned his pony toward the trees. "Fine, we'll stop here. Where are we to camp, Gandalf? Over there?" He nodded behind him toward the open field, clearly not happy with the idea of sleeping out in the open.

"No, in there. Should we stop now, we will be at a safe distance from the Downs," the wizard replied. Smiling warmly, he helped Poppy down, "Lead on, little Anna. We trust you." Smiling, she nodded and took hold of his horse's bridle, slowly walking toward the trees.

The company did not follow at first, their mounts recognizing their hesitance. Dwarves and dark creepy forests did not go together when they could help it… At the tree line, noticing she was alone but for Gandalf, Poppy turned and clucked her tongue twice. Springs in their steps, the ponies surged forward and followed the girl without a second thought.

"Are you sure you know where you're going, lass?" Nori asked after twenty minutes of riding through the dense underbrush.

Green-hued light that filtered through the thick canopy made its way down to light their path, though none but Poppy seemed to know where it led. The ponies were only too happy to follow along in a herd behind her. It really wasn't that terribly dark in the forest. Appearances were worse than reality, though there was an aura to the place that disliked their presence. They all kept a subtle hand on their weapons, and Bilbo voluntarily rode closely with Balin and Kili.

"Indeed," Dori added with his ever-present pessimism, "how far are we going? We shan't get lost, will we?"

Huffing angrily, Bifur frowned in the brothers' direction, barking out harsh words in Khuzdul. Both of the dwarves quieted, no longer so quick to question their guide. Adding to the dwarf's sentiments, Gandalf called, "I know of only one who knows this forest better than our current guide, and he will not be joining us, I daresay. Have you met him, Anna?"

Smiling at the way her friends defended her, Poppy replied softly, "I know where we're going and we won't get lost. I promise. And no, Master Gandalf, I haven't. But I've heard he and his wife singing."

Trotting forward to ride beside Gandalf, whose mount was still being happily led by the woman, Fili came up on her other side. Nickering excitedly, Moira lipped at her shoulder. With her free hand and a smile, Poppy turned to rub the pony's neck and glanced back at her rider. The dwarf couldn't help but notice she seemed infinitely more comfortable in the dimmer light of the woods. Her steps were lighter and her face more open, as if this was where she belonged, where she knew. Whatever pain of the world that usually weighed her down held no sway in there.

The blonde dwarf rode behind her in silence for a few minutes, basking in the wide smile the hobbit was sporting. He felt a matching one begin to creep over his face. Though unsure why, he was beginning to take an extreme interest in making her happy. She was just so, well, lovely when she had a smile and it felt as if they were far too seldom.

Feeling an odd tingle on his neck, Fili tensed. Someone was watching him…

Glancing to his side, he saw Gandalf looking at him with an incredibly amused expression. Blushing slightly, he snapped his head away from the wizard. To Fili's chagrin, Gandalf began to chuckle beneath his large hat, causing attention to be brought toward the front. Sighing silently, wondering if this was how Bilbo felt when they all laughed at him, the dwarf looked resolutely forward, staring at the scenery between Moira's ears.

"How is this at all funny, Gandalf?" Bilbo questioned, glancing about apprehensively as the trees thickened, as if that were possible.

Sending a crinkled smile from Poppy to Fili and back, the wizard lied lightly, "I just find it amusing, Bilbo, that of a company of thirteen dwarves, two hobbits, and a wizard, it is the shortest of us all that is the least afraid of a dark little forest. Wouldn't you say, Anna?"

Poppy made to turn around and nod, but she froze when Thorin cut in coldly, "She is not a part of this company, Gandalf. She is merely…in front of it."

Fili watched as the weight came back and the openness closed.

Attempting to save her mood before it floundered completely in the harsh tide that was his uncle's temper, Fili quickly asked with genuine interest, "Where are you taking us, Poppy?"

The smile was gone, but he thought he saw some life in her eyes when she glanced quickly back at him. "There's a clearing ahead with enough room for the ponies. Right next to it is a good place to stay for the night."

"And we won't have to worry about your wights here?"

"No, we won't hear them from here and they don't leave the fog of their barrows."

Smirking, he asked, "So are they the substitute for orcs you talked about?"

Confused, she turned to look at him, deftly avoiding a tree despite not looking. At the smile on his face, she remembered her earlier threat of sleeping amongst the trees. Giggling lightly, she shook her head, "No, I was referring to the squirrels, actually. They're not scared of anything and have the tendency to steal your trinkets in the night."

Bilbo's voice broke through their combined laughter excitedly a few moments later, "Poppy, is this where the elves stay?! Is this where they come through on their way?!" He had always been fascinated by elves.

Looking a bit sad that her moment with Fili had ended, though forgiving him because he was her cousin, Poppy looked back and answered, "Yes. They come through here and usually spend a night or two. But," she added, looking at Thorin's deeply frowning face, "they will not be here now. They travel to the Havens in autumn so we will be alone."

The king grunted in reply.

No one had time to ask anything further because the trees suddenly thinned out into a clearing that would easily make the ponies all comfortable for the night. Holding his horse's bridle as the wizard dismounted, Poppy only stayed long enough for the company to follow her to a small dell nearby. "This should work. Please, just don't take out your axes," she said simply before disappearing into the underbrush, her staff in hand.

Looking about in awe, Bilbo found himself quite speechless. The place was beautiful with many forest flowers in full bloom and a small, slow stream lazily babbling by. It was incredibly shallow, he noted. Though all trees in the Old Forest were tall, the ones surrounding them were obviously quite old, their thick branches reaching high toward the sky. There was a circular indent on the ground in the center of the hollow that was ringed with stones. Though overgrown with disuse, it struck him remarkably as a fire pit. Bofur and Bombur would come to the same conclusion when they started a fire not long after.

Watching as the wizard unsaddled his horse and carried his things over to a comfortable-looking place on the ground, Bilbo caught Gandalf's eye. Padding quickly over to him, the hobbit asked anxiously, "Is…Do you think this is where she…?"

Placing a calming hand on his shoulder, Gandalf replied comfortingly, "I daresay it is, Bilbo."

Letting out a deep breath, the hobbit dropped heavily to the ground, more than a bit overwhelmed. He sat there on the grass, hugging his pack limply in his arms. It was just so very odd to be there, to see it. She'd told him of it. She'd told him the whole story, but being there in the flesh was just…different.

Pulling out his pipe and reclining against the tree, planning to take advantage of the free hours before them, Gandalf stayed by Bilbo's side. The hobbit would work things out in his mind. He imagined it would be a bit of a shock. The dwarves paid their smallest member no mind, also leaving him to his thoughts.

Bombur quickly began working on dinner, citing that stew was better the longer it was cooked. And so, he and his companions settled down in varying states of actual relaxation. Bifur lay upon the ground and proceeded to take a nap, his glaive in his hand. Leaning against a tree, Thorin conversed quietly with Balin and Dwalin. Ori ran about writing notes on everything that he saw, muttering about needing to ask Poppy about things later. His two brothers sighed at his antics and cleaned their already spotless weapons. The merriest of the group refused to allow the forest to dampen their spirits; Bofur, Bombur, Fili and Kili sat together, laughing as they went about telling stories. Bofur was particularly known for his storytelling skills and their deep laughter soon echoed about the trees as the sun slowly shifted down toward the horizon they couldn't see.


A/N: Why hello there all! :)

So, I know this isn't terribly much, but I'm still working on the second part and want to have it perfect. And, just so all of you know, I spent three hours last night writing just Fili and Poppy. They shall converse a lot terribly soon. :) On that note, all your reviews and thoughts have been positively wonderful! They just make me so happy and give me great ideas and pushes to write. I'd like to specifically thank the Guests who reviewed since I can't send you a PM like everyone else. And so I'll now say, thank you so much for reading, review if you could, and I hope you enjoyed. I'll see you all Friday (unless I get lots done today in which case I'll put up the second half of this chapter sooner). :D