Normally I would not update this quickly, but it's an early birthday gift for my sister! Thanks again you guys for sharing your kind words and advice.

Chapter song inspiration: Night of the Hunter, by 30 Seconds to Mars

Thanks to the 256 reviewers, the 218 favorites, and the 344 followers!

Disclaimer: I own nothing but the OC's and any plot details that you don't recognize.

It was late into the evening when Smaug departed from Lake Town by way of the water. The bargeman and his son had remained quiet since the arrival of his presence, only speaking in silent conversations whenever their eyes would meet across the barge. Smaug did not need their company, and he spent his time at the bow of the boat as he watched Lake Town settle in the distance as the stars emerged across the sky. His sight had lingered on the Wind Lance held high above the settlement until he could no longer see it. Memories flashed in his mind over a time long passed, the same structures in the city of Dale that had sought to slay him. The attempts of man were unsuccessful against him, though absentmindedly his hand rubbed at his chest where he knew an imperfection marred his otherwise flawless being. Even in this form, a pale white scar ran across his pectoral, ruining the golden glow of his chest from where he had taken a hit of an iron-forged, black arrow. When he looked to Bard and his father, he was reminded of that incident, and he finally understood what it was about their faces that he could recall. They shared in the bloodline of that individual who had come close to ending him, a nameless foe whose line would have been slandered for his failure. It explained the denizens distance towards Bard when they had walked across the boardwalk. Odd it was that he should find himself there now in their presence, so unaware they were of the looming threat he was to them. He could bring death to them if he ever wished it; his dragon-fire longing to be released from within his sleeping form, but a rational part of him acknowledged he had survived because of their ancestors' poor aim. Blackly to himself, he thought it comical.

True to his word, the Master of Lake Town had arrived just before his departure, and no doubt a good bit of eavesdropping from Alfrid had led him there. Smaug had been presented with a pack of what rations the Master was willing to part with, though he knew his travels would not take him far when he entered the wood, and likely the formality of the gift was wasted on him. It would have looked bizarre if he had refused of course, so with more false smiles and clammy handshakes, he had said his farewell to the Master before taking his leave. The Master and Alfrid had combined their sour expressions, shooting them at Bard and his father as the barge pushed out from the docks. The father had been humble, keeping his head down, but Bard had returned the stare blankly, unblinking to those who wished to challenge him, and Smaug had observed with interest, not understanding why this young man was so proud when he had so little. Living a life without riches was meaningless, at least by Smaug's understanding.

"Hello . . . anyone?"

Smaug's head shot up, coming back to his mind as he looked away from the dark waters. Lily's voice was calling again, only she was blindly reaching out, no longer calling for his name. He closed his eyes, concentrating on only her while he blocked out the sounds of the river and of the creaking boat, feigning sleep on the small wooden bench so he would not be disturbed by the two other passengers. Easing into his mind, he slowly allowed for the walls he had built to tumble until he could find her. The distance he had put between himself and Lake Town had brought her closer, and he was transported into the wood that kept her from him. His body was not solid when he materialized into a small room of rock, the walls damp and veiled in ivy. A stone table was placed in the heart of the cell, and pacing around it frantically was his Lily. Her face was masked in despair, though no tears fell. Those elves had clothed her in a hideous green frock, befitting the halls of that corrupt King. Smaug wanted to reach out and hold her in his arms, but he was merely a meager specter in that place, and his only means of communication was through speech.

"Lily." He commanded his voice in his mind to be heard, and her facial reaction made him aware she had listened.

"Hello? Where are you?" Relief coloured her tone, and she uncrossed her arms, halting in her pacing as she looked about the confines of her prison.

"I am with you Lily." His illusion stepped forward through the haze, and the ghost of his fingers ran down her face. She could not see or feel him there, but her quick intake of breath made him believe she knew.

"Why did you leave me, Smaug?" Her head tilted a tad, as if leaning into his touch.

The crack in her voice caused a storm of rage in his heart, directed at himself as oceans of guilt swept through him for causing her such misery. "I never meant to leave you."

"I tried to find you." She explained timorously. "I was able to fly from the mountain, but it did not last long. I make for a very poor Phoenix I'm afraid."

He chuckled deeply at her timid doubts, and his confidence grew in the faith that he could help her learn, "You are the only Phoenix my Lily, and this knowledge is very much new to you."

"Well, I've been taken by wood elves, and this knowledge is known to them now."

A snarl flew out uncontained by his lips. That deformed King would want her tears for his half ruined face. As if they could help him now. Smaug would set a fire on his throne until all of his flesh would melt into a puddle around his feet. He would have Thranduil's bones bronzed for his hoard, and level the forest to black ash if they took even one tear from her.

"I will find you Liliana." He spoke close to her ear, and his lips would have been able to graze against her skin if he had physically been present. He closed his eyes tightly as the yearning to feel her corrupted his senses.

"Please hurry."

Footsteps broke the muted quiet of the moment, and Lily stepped away from his phantom embrace as her sight turned towards the bars of her cell. Her inexperience made her forget to close her mind, and Smaug chose not to break the connection when it gave him the opportunity to study the interior structures of the halls of the wood elves.

"Liliana." A flinty female voice called to her at the bars, and Lily scuttled over, picking up the long end of her robes that would have otherwise dragged along the ground, "The King has requested an audience with you."

Lily's company was a she-elf. Her intangible beauty was common for her kind, though she was showing respect to his Phoenix, and Smaug did not immediately hate her for it. He also felt a heat spread through him at the knowledge of Lily using the name he had bestowed on her, when she just as easily could have gone by Lirarwen.

"I must go now?"

"Yes, I am afraid he will not delay."

The elf unlocked the silver bars with a large metal key, and Lily stepped out tentatively, her eyes sweeping over the cell one last time before she followed at the side of the female. Smaug's echoless footsteps trailed after, his transparent body walking through the cage and up the stairs after his Lily. As so young and frail as she was, her height still matched the older elf, who she kept turning to gaze at admiringly. The Lily he was seeing now was not the feisty and argumentative girl he had come to know in his mountain. Out in the world, she was shy and self-conscious, notable by the way she kept wringing her hands together. Where people took away her strength, he could give it to her.

The earthy halls were dim, even as they traveled up through the Kingdom towards Thranduils' throne. Soft whispers were in the air, of a voiceless hymn being sung, and Smaug could see no other elves wandering, save for the opulently armored guards. They were clad heavily in glistening silver, and deep cedar green, blending in to the walls of which they protected. Lily glanced at them as she passed by until they entered a tall pedestal, high above the rest of the corridors.

Thranduil stood with his back turned, a large empty seat before him that he normally would have occupied. No twisted crown of antlers was placed on his head, allowing his long hair to flow free, and it appeared to produce a halo over his head when the light struck the faded locks. He was now adorned in royal purple, the delicate trim still silver while the robes brushed against the stone floor. He turned on his feet without haste, his ardent gaze settling on Lily before turning to address his Captain.

"Leave us, Tauriel." He remarked something else to her in Sindarin, and she bowed respectively at the waist before leaving the throne room.

Lily's trepidation's furthered to grow once the she-elf left her side, and she was left alone with the King once more. "You wished to speak with me?"

"As of this moment, you are the most valued possession in my halls." Thranduil replied impassioned. "How are you fairing Lithuiaew? I realize our first meeting might not have left the best impression for you, but rest assured I am willing to correct your opinions of my halls, and of my people if you cooperate. You have been gifted with clothing, and given the finest food worthy of your kind to ingest. As I first told you, my borders are well protected and there have been no sightings of the beast coming to find you. You are safe here."

The insolence of this elf! Smaug's body filled with seething hatred for the King, his animosity unwilling to cool as he filled his Lily with such ideas of him. His words did not appear to have an outward effect on her, but fear still gripped him that they would succeed in turning her against him if they were separated for too long.

"Why am I to be kept in a cell? I feel much more like a prisoner than of a respected guest, or of a valued possession." She said with some guile.

"I needed reassurance that you could be trusted, and I have that now." Thranduil started to stalk circles around Lily, sizing her up in a way that made her visibly uncomfortable. "You have not shifted since being brought here." More of a question over a statement, and his eyes were sharp as he waited for an explanation.

"I am not sure how to . . . That was my first flight." She admitted in a small voice.

Thranduil turned an acute frown towards her. "How is that possible when your life span is similar to that of an elf?"

Lily's eyes were shining as she kept locked in his devastating stare. "My memories are lost to me."

Thranduil persisted in his circling until he stopped behind her, daring to reach a hand forward to sweep her hair back from her shoulder. Smaug saw her body tense from the touch of the Kings cold and spindly fingers, trailing over the sleeve of her robe in slow caresses. Every bone in that hand would break if he harmed her flesh, Smaug would see to that, and he despised the helpless feeling that came with watching her being tormented by that foul King.

"Poor creature, you know nothing of your importance." Thranduil murmured beside her head, encompassing her form with his straight, tall figure. "Would you like me to tell you?"

Lily inclined her neck to look Thranduil in the eye, a mix of concern and curiosity in her expression. Smaug strained to hear her answer when her lips started to move with no sound being produced. Her voice was muffled and hazy, and he felt his vision start to go black and blotchy along the edges of his peripherals, outside the center of his gaze. His body was fading, and Lily was drifting further away from him as the connection crumbled between them, like chunks of ice breaking from a mountain glacier. He roared in anger, reaching in vain for Lily until he was violently pulling back to reality. He gasped deeply, propelling his body upright as his eyes adjusted to the dark morning sky overhead. The barge had stopped, anchored at the bank along the river of their destination point. His head was spinning, having jackknifed into a seated position so quickly, and he rested his forehead into his palm for a moment, breathing deeply while all of his concentration focused on what Lily could be going through at the moment. When he pulled his hand away, he realized Bard and his father were hovering beside the bench he had took rest on, studying him in a combination of suspicion and intrigue. He sighed heavily, his breath feeling hot as it left his lips.

"We have reached your destination then?" He cleverly stated, avoiding the discussion of what they thought they had seen transpire shortly ago.

"Yes, the barrels will be arriving soon." Bard explained while shooting a look to his father that he had a handle on the situation of Smaug's parting. The man silently took his leave with a gentle head nod, tangled dark hair spilling over his shoulders as he went, and that same scornful expression on his face that his son practiced. Bard crossed his arms, adjusting the bow that was hooked over his right shoulder as he gave Smaug a withering look that had no effect on the dragon. "I wonder what nightmares plague you, Caladrieng."

"My nightmares are none of your business." Smaug retorted scathingly while reaching for his rucksack. He stood to his full height, looming over Bard, who to his credit, did not waver or cower from intimidation. Smaug sidestepped him, making for the gravel bank, knowing full well Bard was following. He pulled himself over the side of the barge, landing swiftly on his two feet, pebbles being kicked up by his shoes, and for a moment he was reminded of the vision of Lily bathing under the moonlight when he looked back at the water. Her body had been so pert as the water had trickled down her mounds, glistening from silver starlight. Always a lovely vision that left him starved for more of her, to taste, to feel, and protect. He shook the memory from his mind as Bard stepped into his field of view once more, coming for a possible farewell by the look of him. "Come to wish me well, bargeman?"

"Yes, actually." Bard confessed as his rough working boot kicked up tiny rocks with the brunt of the toe when he dug it into the ground absentmindedly. "I don't know what you are looking for, but if it is important, I hope you find it."

Smaug was unmoved by the humbling's of a human, but for the sake of etiquette, he feigned appreciation. "I have no doubt I will. You will receive proper payment for assisting me, and I will make sure it goes to the hands of your family, and to no others of your town."

"Good." Bard acknowledged, "Alfrid has been known to have sticky fingers."

"I most certainly would not want him to receive anything he is unworthy of." Said Smaug flippantly, and then continued with his parting. "Farewell . . . Bard."

As if sensing his disdain for addressing him by name, Bard smirked. "I have a feeling we shall meet again Caladrieng, so in lieu of farewell, I will say, see you later."

Smaug gave him an emotionless stare before turning away in the direction of where he knew the woods to be. Bard's father watched from the side, holding his hand up in farewell, expecting nothing more from the stranger he had given passage to. Smaug kept his back to the moon, and his face forward towards Lily. He knew not of what he would find in the trees, having grown so used to floating above them. Even when he would stand on solid ground, no treetop would reach much higher than his impressive shoulders, and the hurricane of his wings would strip them of foliage with one beat. His human legs carried him for the longest time, out of touch from the spray of the river, and eventually away from the light of the sky that was caught between the suns rising and the moons falling. Not once did he look back, finding it an imprudent distraction to his goal.

He strode at a hurried pace for what felt like hours, crossing uneven terrain built of rock and earth, until he came to the edge of a solid forest. All sound in the air ceased, and the daunting wood gave a glare at him as he stepped on to the virulent path. The air was damp as it crawled up in his nose, and he could taste the moss and lichen on his tongue as he breathed. He stuck to the path until he was a good distance in the darkness, feeling eyes ever present on his form, big bulbous white ones glowing in the shadows off the trees, away from the sun dappled path. If he was to be captured by wood elves, he would have to cause a disturbance in their realm. Blood was pumping to his ears, the noise deafening, and it felt like his heart was growing too large for his body. With a deep breath, he broke away from the road, becoming lost in the Greenwood as he plunged into the black.

As Lily craned her neck to look back at Thranduil, she thought she felt the ghost of a presence leave them, the icy chill no longer lingering in the shadows. For a moment she stood with her mouth agape, forgetting that the King had asked something of her, and then she remembered it was pertaining to her true form. He was offering the information so freely that she could not help but assume it was a lie. There was no doubt that in his long life he would know about her race, but she could not see the purpose of why he would tell her these things without wanting to be deceitful.

"I would rather discover these things on my own." She finally said as her lips moved again.

"Did the beast tell you things?" Thranduil asked, his voice shaking in rage, though his countenance was cool and stilled.

"Perhaps." She replied carefully, aware that he was testing her for a reaction. "Though we would hardly converse at all, as I am one so beneath him."

"I am sure that is what he would have you believe. Dragons, ever proud creatures they are, and all the more difficult to live with." He retracted his hand from her shoulder, sliding it up over her neck where his fingers skimmed her throat while she swallowed thickly beneath his grasp. "Of course I am well aware of that. My Kingdom has shared in the threat of his presence for forty years. Such a short time for my people, but those mortals on the Long Lake have surely suffered in fear. How unfortunate it is for them."

He did not sound sincere over the situation of the lake people, and Lily was thankful she had not spoken to him of her history there. She remained stock-still under his hand, his fingers wrapped around the column of her neck, teasing with slow rubs that held nothing intimate. If his ambition was to gain her trust, she supposed she would have to play her part in the farce as well. "You want my tears?"

Thranduil's hand halted in rubbing her flesh, renouncing his hold on her as he rotated around her, coming forward to look her in the eyes. "So he did tell you something. It is interesting to me that he would bother to speak with you at all, let alone to inform you of your most valued gift. We must share in a common purpose, but then again the world has been made to believe no craft of man can pierce through his armor."

"I do not care about his purpose." Lily refuted. Feeling emboldened, she stretched her hand out and felt the left side of his face. She was stunned by her own actions, but not nearly as surprised as Thranduil was. His dark brows rose high on his forehead, and emotions swirled in the depths of his eyes. "What lurks beneath, that you wish to heal?"

The trance broke, and his face twisted into anger when his brows came down in a scowl. His hand pulled hers away from his cheek, squeezing tightly in his fist until she thought all of the bones in her fingers would shatter. "Cease with your trickery, you manipulative bird!"

He took control with his strength, steering her backwards until she was thrown back on to the hard surface of his throne. She barely held back her grimace as she clutched her throbbing hand to her chest, refusing to let any tears mist to her eyes as Thranduil stood over her imposingly, grip tight on either armrest with his hands. The grand chair looked as if it would crumble apart beneath his palms as he squeezed, leaning all of his body forward until their noses were touching. His was snarled in fury, causing her to shrink back as much as she could to create distance from his wrath. "Are you under his dragon-spell, or simply foolish to think you can outwit me?"

"It would appear I am foolish." Lily admitted candidly. "But you cannot lie. I know there is something you wish to correct, and quite badly too, or else you would not be so concerned over my staying put."

He eased back, not completely out of her personal space, but enough to give her breathing room. She watched in fascination as the pale layers of skin began to peel away from his left cheek, exposing pink muscle and tender tissue that was scorched angrily in black and red. The decaying flesh covered the whole left side of his face, making the harsh edges of his jaw visible, and the eye bloodshot as it was surrounded by the thin lids. Lily felt horrified by his disfigurement, and also a shred of pity that she dared not show as Thranduil bent at his waist to snarl unpleasantly at her.

"Dragon-fire does not heal like other wounds. It festers deep, burning and corroding until it leaves a permanent mark on the victim." Lily tried to avert her gaze, but the King held her chin firmly in his hand, turning her head so she was forced to look. "Do not look away!" Do you know how I was given this scar?"

"N-n-no" Lily sputtered while his grip on her face started to cause pain.

"Your dragon." He hissed before relenting on his hold. All at once the magical façade built up around the burns until only a pearly white surface of soft skin shielded the world from the truth. He regained his composure, stepping back with his head held high as if nothing unsavory had just transpired. In the wake of his tirade, he settled into an eerie calm expression, fixing her with a stare. "I will have you drained of your tears, until all that will remain is a shell of ash, and when your burning day comes, you will start over again. What cares have I, that you are the last Phoenix? As far as the rest of Middle-Earth is concerned, you have never existed."

"Please, I wish to help you." Lily cried.

"Enough!"

He held up his hand to silence her, half a mind to say something else before they were interrupted with the arrival of his son. Legolas stopped by the guards just before the top to the Throne room, a reserved look of puzzlement on his face when he noticed Lily on the throne with her eyes wide in terror from his father hovering over her. He respectively slowed his entrance while Thranduil gave one last hard look at Lily before turning sharply to face his son. "What news validates this interruption?" He asked tersely.

"My King." Legolas said reverently. "We have found an intruder in our wood, who has come down from the Celduin. His pack was light and his cloth new. From Esgaroth it would seem."

"A trader or a bargeman then." Thranduil remarked dismissively. "Give him food and shelter for the night, and tomorrow we will send him on his way."

Legolas looked past his father's shoulder to Lily before hesitantly replying in his Elvish tongue. Lily's eyes darted back and forth between them, noticing how fast they were speaking, and how quickly their tones changed from casual to vehement. She tried to distinguish what had gone amiss, but she was not apt in the ways of reading between the lines. The air fell stagnant as both of their voices dropped suddenly, signifying the end of the conversation. Legolas was unmoving while the King swiveled back to look at her in his high seat. "A friend of yours?"

She thought for a moment before coming up blank in confusion at who could possibly know she was there. "I have no friends."

"No, indeed you do not." He focused back on his son, who stood in waiting for orders. "Bring him to me."

"And what of her?" Legolas indicated at Lily.

"Have Tauriel return her to her cell. Lithuiaew will be our guest until I bid otherwise of her."

Thranduil did not look on her anymore as she stood, and was taken away by his sons grip on her arm. Legolas only had to tug once to remind her to keep up, but he said nothing as they descended the stairs from the Throne room. The guards kept their eyes forward, making it impossible to tell if they were watching or silently judging her as they passed. Relief flooded her at the sight of Tauriel standing with a group of elves. The she-elf was careful not to look her in the eye for too long, but Lily could see she was also relieved by her presence. As easy as it was breathing air, Legolas handed her back to the Captain while exchanging brief pleasant words with one another. Their friendship was apparent, and Lily held no ill-will towards the son for following the orders of his father. Despite his princely appearance, he embodied heroism, and good deeds were likely to come from him yet.

Lily stayed at Tauriel's side as she was led away, though she could not suppress her curiosity at wanting to see who the intruder was. She kept stealing glances back over her shoulder, stumbling once or twice on her own feet as she went about her spying. There was activity swirling at the gates of the Kingdom, and a large group of elves came through, their movements in unison as they marched with a shackled prisoner. It was difficult for her to see through the many heads of elves that were banded around him, but immediately she noticed he was tall. His head was covered in dark locks, and the hands that were tied before him were coloured deep from the sun, a rich golden hue. Just as she was about to turn the corner to the stair with Tauriel, a gap opened in the row of warriors, giving her a perfect chance to learn his profile.

She was terrible at holding in a gasp, and though it was thought impossible, he seemed to hear her across the space that separated them. His ember eyes found hers, a look of recognition on his face that Lily did not comprehend. She knew him from her vision on the boardwalk, but this stranger knew her in return. He brought his bound hands up to his face, holding a single long digit up to his lips in a gesture of silence before he was led onward to the Throne room. Lily continued on her path down the stair back to her cell, knees wishing to collapse as she struggled to hold herself steady. Her heart was beating strongly in her chest, and her face blushed terribly until she thought she might combust in flames once again. The stirrings in her stomach were of hope and arousal. Her savior had come, but she did not acknowledge that it was her dragon keeping to his promise, and that he had been there with her all along.

And now things take a turn to something wildly different. Bard, as he sort of said, will be back later again for this fic, as will the other residents of Lake Town. (I can't drop a bomb with Gaellyn's feelings for Lily, and then not explore with that after all) This story really is branching off into something I never had initiated, and I love every minute of it. More Thranduil again, as many of you had been requesting that, and Smaug and Lily are back in the same space, she just doesn't know it! More with that yet, and I now have an important question to ask of my readers. Should I continue this story up to the events of the DoS, and then end it, prompting me to do a sequel with those plot details after, or just keep it to one long story so I don't have to make you guys go digging for a part two?

Next chapter: Smaug and Thranduil have a discussion, and more elves again, also with an important event.