A/N: so I didn't do TOO bad on my English essay exam, but I have math Monday! Thanks everyone who reviewed and wished me good luck ;)

I dont know about you guys but I loved this chapter because bam I wrote it while doing math and this huge plot twist came up out of absolutely nowhere!

I try to keep them all in character but hey I'm not perfect xD so there is probably some AU in here

Enjoy...


Kili looked empty.

His eyes were empty, hollow. His voice was broken. In truth, he wished he was dead. There had been a small hope inside of him, telling him that Thorin would come back for him, try to find him... But now that he had been with Azog for four days, the hope only kept diminishing.

Azog was actually not happy with this. He wanted to feel the pleasure of breaking the dwarf, making his life agonizing and filling him with despair. However, kili was already broken. No matter what Azog did to him, Kili did not seem to be affected. He even stopped flinching and screaming when he tortured him. It was like the boy was already dead.

Azog had removed the poison from Kili's hand. He wanted to have some more fun with the boy and didn't want him to die just yet. He wanted to kill him in front of Thorin. Azog threw a rock into the horizon as Kili sat still behind him. He turned around and growled. "You annoy me!" He yelled to Kili. "You are nothing like your uncle. I imagined I would enjoy killing you, torturing you! But there is no joy or fun in killing the dead!"

Kili looked at him, still emotionless. He shrugged. Azog narrowed his eyes. "Listen, boy. Your life has no value now anyways. Thorin would not risk staying behind to find you." He said angrily. Then he smiled, "Yet I..." he paused, "I may have something for you."

Kili raised an eyebrow. "Something?"

"Yes." Azog walked away slowly, clearly in thought. Kili already felt hopeless towards Thorin, and very hurt by him. Azog wanted to capture this opportunity and make the best of it. Perhaps he could turn Kili against Thorin, and have him by his side. Azog had the dark magic that could heal Kili in an instant, but first, he wanted to make sure that Kili would stay by his side.

"First," he said, walking back to Kili, "you must become loyal to me."

Kili didn't answer. Azog raised an eyebrow. He was expecting at least a strained "never!" or a curse of some sort. He grinned. "Second, you must promise to never hide anything from me."

"And what will I get in return?" Asked Kili quietly.

Azog held Kili's burnt arm. "You will use this again." He told Kili determinedly. "You will be able to use your bow better than you ever did before." He gestured over Kili's body. "Those scars will all heal." Then he pointed to Kili's thigh. "And I will erase all those memories from your mind. The goblins memories."

Kili's breth caught in his throat. "Don't you fear I will run off?"

Azog laughed. "No. I can use dark magic." He reminded Kili. "I prefer not to, though. I prefer to have you loyal, by my side, against Thorin."

"Never." Kili responded. "I would die before I betray him."

"But he betrayed you!" Yelled Azog, annoyed with Kili's stubbornness. Kili flinched and looked away. "He betrayed you, you idiot! That is how he has always been!"

"What do you mean?" Asked Kili slowly. "Uncle never betrayed anyone."

"I believe he had a brother, did he not?" Azog asked. Kili nodded, confused. "And I can bet he refuses to talk about him!"

"Uncle, I want to name my sons Fili, Thorin and..." Kili said thoughtfully one day as they ate dinner. He was only thirty seven years of age. "And Frerin!"

"Frerin?" Thorin asked warily.

Kili nodded. "In memory of uncle!"

Thorin stood up, putting his fork down with a loud thud. He stormed out of the kitchen. Fili elbowed Kili angrily, who looked to him in confusion. FIli sighed. It is a sensitive topic for Uncle, Kili."

Kili, however, ran after his uncle. "Uncle, why don't you tell us about Frerin?" He i followed him angrily.

"Kili!"

"He as brave, wasn't he?" Asked Kili. "Why don't you tell us tales of you as children? Why can't we know anything about him?"

Thorin looked at Kili with hurt eyes. "It pains to remember. The loss is too harsh." He rubbed his temples. "You will never understand it, and I hope you never experience it, either."
"How did he die?" Asked Kili.

"Kili! Leave uncle alone!"

Kili nodded. How did Azog know? Azog smiled. "I witnessed Frerin's death. I saw it as your uncle stabbed him repeatedly while no one was watching-"

"No!"

"And how do you think his father died?" Azog bellowed. "I killed his grandfather, not his father! Thorin lies! He is not the hero he pretends he is!"

"Stop!"

"He killed his own brother in battle! He took the opportunity to kill him! Is that not what he did for you with the goblins? Tell me, did he try to free you from them? Did he even stand up for you?" Azog had no idea, actually, what Thorin had really done. He expected that Thorin would have stood up for Kili, and he prepared an answer for that.

Kili's eyes watered. "No." He whispered. "He did not."

"He did that only because a party of dwarves were watching him, he did not want to seem like a bad leader who didn't protect his-what?"

"He didn't stand up for me," kili repeated.

Azog raised an eyebrow, then grinned again. "Then you can believe me." He said slowly. "You can believe that your uncle would rather kill you and Fili after you help him reclaim Erebor so he can become the only king. He is just using you two."

"No... He can't kill Fili." Kili protested. "He loves him. He can't harm him!"

"But he will. He will kill him if we don't stop him."

"And how do I trust you won't kill us after we help you?" Asked Kili angrily. "You are an Orc who wants to kill all of us!"

"I wanted to kill you for revenge!" Azog screamed. He paused, making up yet another believable lie to tell Kili. "The orcs did not invade Erebor to help Smaug! We went to help the dwarves against him! But your uncle told his whole army we were enemies, and they attacked us! I had to kill his grandfather as revenge, but he didn't stop! He killed all of my army, and neither of us beat Smaug and reclaimed the mountain!"

Kili shook his head, sobbing. "That's not possible." He said in denial. "You are lying."

"I do not blame Thranduil. Had he come for Thorin's aid, Thorin would have assumed Thranduil wanted to invade him as well. Thranduil was smart than I." Azog said, faking envy. "He feared for his army not from Smaug, but from Thorin. He saw how Thorin attacked us and killed us even though we went to his aid." He shook his head. "You poor boy, born and raised without parents, only taught about your history by Thorin, who destroyed your homeland because of his greed."

Kili looked at him, and for the first time, Azog saw what he wanted: anger. True anger. He grinned. With some magic, Kili would become his ally. He would become his best spy, his best warrior.

"I promise you Kili," He lied, "I promise that if we regain Erebor, Fili will become king. I know Fili is a brave man, smart, and honest."

Kili nodded.


Fili rubbed the pony's neck. It was Kili's pony, Daisy. They had camped and Fili and Dwalin were in charge of the ponies. "Do you miss Kili, too?" He asked. "Don't worry. We will reclaim Erebor for his sake. I will raise my son to be called Kili, and I will make him an archer." He said softy. "You know what, though? Kili hasn't died yet. I can feel it in my heart."

Fili startled when he felt a hand on his shoulder. He looked up to see Dwalin. "I know what you mean, Lad." He said. "Kili would not give up so easily. You know, many times Balin was in danger and they thought him dead, but I knew he was not. I felt it deep inside, that our bond was still alive. If you feel he is alive, he probably is. He is fighting for your sake."

Fili smiled. "Kili is so brave." He said. "I just want to see him again. If I see him again, I will hug him so tightly his bones might break!"

Dwalin grinned. "Keep your hopes high. Thorin has too many things on his mind, so forgive his actions and hopelessness."

Fili nodded. "Thanks Dwalin."


"Sir!"

Azog turned to one of his orcs. The Orc grinned. "Sir, we have spotted their campsite!"


Some hours later, Fili heard a rustling in the bushes. He pulled out his sword and walked slowly over to the source of the noise. "Reveal yourself." He hissed.

"Fili?"

Fili furrowed his eyebrows. "Fili, is that you?" He turned to his right, where he heard a soft whisper.

His eyes widened. "Kili...?"

Kili ran over to him, and Fili pulled him into a hug. "Kili! How are you-how did you-"

"I beat that Orc up. He had a potion- a healing one! -and I drank it and I followed you as soon as I could." Kili answered, speaking the lines Azog had made him memorize.


A/N: what what what

Azog using dark magic oh oh

The more reviews there are, the stronger Kili gets against Azog! Let's see if you guys can save Kili!