DISCLAIMER: I DO NO OWN THE HOBBIT

"Uncle Thorin I am ready!" Kili said bouncing in front of Thorin with those deep dark eyes glinting with happiness. Thorin nodded to the dwarfling. Kili had been sick for the past three weeks and could not start his training with Fili and Dwalin. He probably would have gotten better sooner but the child was stubborn and kept doing things that he should not have. Thus he took really long to get over the illness. It had broken Thorin's and Fili's heart every time Kili stood at the door crying when they left for fighting training.

"Are you ready Fili?" Thorin called. Fili came out from the back rooms dusting his hands.

"All done Uncle," Fili replied, "Come on Kili, let's go learn to fight alright!"

"YAY!" Kili shouted and grabbed his brother's outstretched hand and with a laugh began to drag Fili out the door. Thorin shook his head at the antics and followed them down the street, making sure to guide them to the right house.

Dwalin's house was small but behind lay a huge yard with equipment racks and a small but efficient forge to the left. To the right had climbing ramps, rope bridges, and dummies. In the middle was a clearing for sparring.

"Dwalin we are here," Thorin called shucking off coat. Fili did the same and they placed them on the pegs. Kili just stood looking wide eyed around at the yard.

"What's the matter Kili?" Fili asked frowning at his younger brother.

"Nothing," Kili squeaked and hurriedly pulled off his coat. His arm got caught in the sleeve somehow and Thorin had to pull him out of it.

"Relax," Thorin said a bit gruffly, "You are just here to practice. It's not like we are going to toss you to an Orc hoard and let you fight your way out."

"Is that what happened to you?" Kili asked in horror. Thorin rolled his eyes.

"That only happened after we were trained sufficiently," Thorin said, seriously. Kili looked like he was going to faint. Fili's snort reached his ears and Thorin saw the dawn of realization in Kili's eyes.

"Uncle!" he protested realizing that he had been fooled. Thorin gave him a smile and Kili stuck his tongue out at an almost doubled over Fili.

Dwalin came out at that moment and stood with his hands on his hips. Fili immediately straightened up and went and stood by the weapon racks.

"Come on Kili," he whispered urgently; gesturing wildly to his side. Kili gulped and ran over to stand next to Fili. Dwalin walked over to them while Thorin took a seat on the steps.

Dwalin paced slowly in front of them, his face never leaving theirs.

"So you are Kili," Dwalin said in a low voice. Kili nodded his face a mask of barely concealed awe and fear.

"What kind of weapon do you want to learn Kili?" Dwalin asked. Kili glanced at his Fili who did not look at him. Then at Thorin who just stared at him. Then he looked back to Dwalin.

"A sword I guess?" Kili squeaked. Dwalin bent down so that his face was close to Kili's. Kili seemed as though he was going to step back but then Thorin saw it. A look a determination passed over Kili's face and the dwarfling raised his head a bit higher and met Dwalin's gaze. They stood like that for a while then Dwalin threw his head back and laughed. He reached over and ruffled Kili's hair.

"Well done laddie, well done," Dwalin said, "We'll make a warrior out of you!" Kili looked a bit shocked then broke into a grin.

"Fili, you take your sword. Go and do the warm up swings," Dwalin ordered. Fili nodded and flashed a grin at Kili before going off.

"As for you," Dwain said to Kili, ,"Let's get you a blade." Thorin watched at Fili went through the motions. He noted the careful emphasis Fili placed no getting his stances right. He was about to make some remarks but stopped. If he made them, he might be asked to demonstrate and that he didn't want to do. For all of the three weeks that he had been here with Fili he hadn't touched a single weapon. It's not like he didn't want to. His body called to hold a blade in his fist again, but his mind was still shaky.

He turned to see Kili nodding excitedly while Dwalin gave him a sword. As Kili held the blade upright with his hand held out the way Dwalin told him to, Thorin could see that the blade was too heavy.

Kili's little eyes were fixed with steely determination on the sword but the blade had begun to shake violently. More like Kili's arms were shaking violently from having to hold the blade up. Then it happened in slow motion. Thorin saw Kili's panicked face as the dwarfling began to tilt sideways. Kili never took his eyes off the blade as he fell slowly to the floor. He hit the ground with a soft thump and the blade hit with a resounding ring. Dwalin stared at Kili for a few seconds his mouth open in shock, then he glanced at Thorin. They both held gazes for all of five seconds. Then Dwalin's mouth curled into a smile and without warning he and Thorin both burst in laugher.

"Uncle Thorin!" Kili plaintive wail did nothing more than help them to laugh harder.

A few hours later, Dwalin let Fili drag Kili inside of his house to get some water and to rest up before having to trek home. Kili had made small wailing grunts as Fili grabbed him under the arms and was trailing him across the yard.

"Seriously Kili," Fili groaned, "You are smaller than me! How can you be so heavy?"

Thorin turned from the funny sight to see Dwalin looking at him with a grin on his face. He then extended a sword toward Thorin. Thorin looked at it and then stepped back.

"You know I can't" He said in a low voice.

"I know you want to hold this blade," Dwalin said gruffly, "Just take it."

"I won't be able to control it," Thorin said, his voice becoming just as gruff.

Dwalin rolled his eyes, "Since when do you control a blade Thorin. You work with a blade." It was Thorin's turn to roll his eyes.

"Control myself I meant," Thorin sighed.

"Think about this. You haven't held a sword for more than twenty years right? Do you honestly think that you can beat me?" Dwalin countered. A surge of wounded pride flooded Thorin. He grabbed the sword from Dwalin.

"Just cause I haven't been practicing does not mean I can't give you a run for your money," Thorin growled falling into fighting stance. Dwain laughed at him and spun his blade in his hand.

"Well come on then. Show me what you got," Dwalin taunted.

The first blow that fell came from Thorin. The blade struck a loud ring in the air and after that things began to go hot and fast. Dwalin drove Thorin back all over the yard. Then it was as if someone flicked a switch on in Thorin's head and he began to remember his training. In a brief moment, when Dwalin's return blow had been too slow Thorin stepped up and changed the tempo of the fight. Suddenly they were matching blow for blow, loud grunts through gritted teeth and kicks were being traded.

Then it was as Thorin feared and he felt the memories begin to ride him. Dwalin was fading out of his vision and horrible scenes of death and torment was swirling around him. He tried to stop the fight but in his hesitation Dwalin nicked his shoulder. The feel of the iron cutting his flesh and the sound of his voice kissing in pain drove Thorin from reality into the past. With a low growl he charged at the enemy. His blows fell harder, stronger and faster than ever. His enemy was skilled and Thorin didn't know if he could best him but he intended to keep fighting till either he or his enemy was dead. Round and round the battlefield they went and finally Thorin saw his opening.

The enemy had swung a bit too high and the chest was open for a clean slice up. The stroke would pass through the enemy's face and victory would be his. He feigned back a bit then lunged forward his sword already arcing up in a silver blur; then it was if he was waking out of a nightmare. The enemy changed face and became Dwalin.

It was the tightest twist Thorin ever did, but he made it. The tip of the blade sliced through cloth and metal but not flesh. That much he knew. He stabbed the sword into the earth and rested his head on the hilt. He was panting hard from the fight and his head was pounding from the realization that he had almost killed his best friend.

He felt a hand rest on his back. He looked to see Dwalin's boots standing next to him.

"Well done," Dwalin said cheerfully, "I guess you were not so rusty after all." Thorin felt a deep rage build up inside him at Dwalin's tone. He flew up and grabbed Dwalin by the dwarf's ruined clothes.

"What do mean well done!" Thorin yelled at him, "I could have killed you." Dwalin held Thorin's hands.

"But you didn't," He replied softly, "You came out of the memories. On your own. With a sword in your hand." He raised an eyebrow at Thorin. Thorin stared back at him then sighed and rested his forehead against Dwalin's.

"Could you have done this for me with some warning?" Thorin asked feeling suddenly very tired. Dwalin just laughed.

"So shall we at it again? That could have just been beginner's luck," Dwalin mock -sneered at him.

"In your dreams it was," Thorin taunted back. The fight that followed was much better. The blade felt natural in Thorin's hand and his mind was clear and heart was light and happy with exhilaration.

A sudden noise interrupted them and they turned in mid strike to see both Fili and Kili standing looking at them.

"Wow," said Kili, "I didn't know you guys could fight like that! When I get old like you two, will I be able to fight like that?"

"Who are you calling old?" Dwalin and Thorin both said sounding offended. Kili slapped his hand across his mouth as Fili slapped him behind the head.