Dis watched Thorin leave. She stood motionless, it was the same as when Ragan had left her that fateful night.

"Mum" Fili's voice sliced through the silence. Dis however did not move.

"Mum, come on uncle said we have to go" Fili was at her side, pulling on her elbow. Dis turned to stare at Fili. He nodded to her and tried to pull her towards him. Suddenly Dis noticed Kili standing by Fili's side. Her brain began to focus.

"It's not the same" Dis said out loud. Fili frowned

"What's not?" Fili was completely confused.

"Come on boys quickly now, Kili hold my hand" She pulled at her sons hand making his head jerk as he looked at her

"Don't let go"

Dis was suddenly focused and headed out of the door, she took in the scene quickly, dwarrowdams running away into the mountains, they were hiding caves for them and that's were Dis was headed. She began to run, the boys had no idea where she was going but Fili kept at her side and Kili held on tightly although his little legs could hardly keep up. There was a lot of noise. Fili could hear the dwarf warriors' battle cries and the screeching of the orcs. He had never been so afraid in all his life. He risked a glance at Kili, his little brother was being half dragged by their mother, his feet not seeming to touch the ground. Dis finally came to what looked like nothing. She stopped her breathing almost breaking her chest. She reached to the ground and scrabbled around as if looking for something which she then found, she pulled at the ground and it opened up. Fili and Kili were in awe.

"Fili down you go"

"What mum where?"

"Fili climb in its not deep, I'll be right behind you"

Fili sat on the edge tentatively,

"Fili quickly or the orcs will see us" Fili took one last look at his mother and jumped. She was right it wasn't deep, Fili almost landed on his feet, but stumbled in the darkness, he could see his mother sitting with her legs dangling in and Kili whom she placed at her side.

"Fili grab your brother"

Dis lowered Kili into the hole and Fili only just could reach him, then suddenly in jumped Dis and the trapdoor closed, Dis was feeling around for the lock. Keep it locked that's what Thorin had said, Fili remembered his Uncles words before he left.

Once they were in, Dis took up both her sons' hands and began to walk

"Where are we going mama" Kili whimpered "I'm scared, I don't like the dark"

"We are inside the mountain Kili, it is one of the ways to hide from the orcs, we have to hope that they do not catch our scent"

"What happens if they do" Fili asked afraid of the answer for he did not want an orc to come down here after them.

Dis did not reply but squeezed Fili's hand.

"We have to be brave" Dis soothed

"Like uncle Frerin said" Kili's words made Dis stop

"What" she looked at him blankly

"My dream about the orcs, Uncle Frerin said I had to be brave"

Dis continued and then letting go of Fili's hand she felt the walls.

"Here, let's hide here" Dis pulled her boys into the crook of the wall and huddled up with Kili climbing onto her knee, and with one arm she wrapped it around her eldest and pulled him to her.

Thorin looked about, the gate had been breached, there were orcs everywhere and they were streaming into the village, He crushed his axe into the head of an orc who dared come to close to him. The dwarves were holding their ground but were being pushed back in the process. He did not dare to think about his family but he hoped that Dis had got to the cave, he had built for them. There were other caves that many of the dams would hide in, but Thorin had ensured that should that be breached, Dis and the boys would be safe. He shouted words in Khuzdal, battle cries from lost days and the dwarves by his side repeated them. There were so many of them, were they as many as this the last time, orcs had broken through. The dwarves closed ranks obeying the commands that both Gloin and Dwalin were yelling at them, but they continued to be pushed back. Thorin had no choice but to attack full on and stop any more orcs coming through, he glanced behind the line of dwarves and saw that there were orcs that had broken through, he gasped and again prayed to Mahal that the dams and dwaflings would be kept safe.

The battle was bloody, Thorin saw as some of the many dwarves that had come to protect the settlement had perished. The orcs had been defeated as far as there were none left alive, although Thorin knew some had broken through defences and were hunting further up the mountain. Thorin motioned to Dwalin that they must search out the rest of the orcs. Dwalin gave a cry in khuzdal and the dwarves began to move.

Dis sat in the darkness. She could feel both boys shivering in the cold and dampness of the tunnel. They were quiet, She marvelled this was probably the longest they had been quiet in their lives especially Kili, who seemed incapable of being quiet for long. She hugged them to her, Fili looked up at her she could just about see his face.

"Have they gone yet" His voice was childish as he whispered to her

"I don't know darling, we will wait for Thorin to come for us I think"

A noise above the ground stopped her speaking, it sounded like thudding and then all three occupants of the tunnel froze as they heard black speech right above them. Fili looked at Dis in panic. There were orcs directly above them, how had they gotten so far up the mountain, her mind wandered to Thorin and she tried to shut out the thought that the orcs had killed the dwarves that had tried to protect the gate. She did not dare to move in case they heard her but she was afraid to stay in the same place as well. She knew that if the orcs so wanted they could hunt out the dams and dwarflings, not that there were many in Ered Luin but to lose them would be a tragedy. Dis was a daughter of Thrain, a princess of Erebor and she knew that she had to get to the dams and warn them, bring them into this tunnel and barricade it if she could. She motioned to Fili and Kili to be quiet, holding her finger to her lips as she nudged them, she pushed them both forward and made them crawl along the floor, Kili hindered his mother as he was unwilling to much further forward than her, his small body wedged under her arm, she did not mind though, she comforted him with a stroke on the small of his back and gently pushed him on. She was not sure if the orcs heard them or not but the black speech stopped abruptly. A slight rise of panic began in her chest. If they were to break through she had no chance of protecting the boys, with only a sword by her side, the orcs would cut her down or perhaps take them as prisoners. As she edged down the tunnel, she realised she was coming to the end of it. She stopped and listened she could no longer hear black speech or anything, it was deathly silent. It was only then that she heard a scream, icy and close by, she would not recognize it as her own voice but the foot that had fallen through the end of the tunnel heard it clear and knew it full well to be that of a dwarrow dam!