The temperature drops noticeably as they enter Mirkwood and Billana's grip on Fili's had tightens. Everything seems to take on a grey sheen, becoming dull, washed out and aged. The trees are oppressive around them, even only a few steps in, their dull, dark leaves blocking most of the light and making it fell like they are walking through early evening instead of mid-afternoon. A big part of her wants to turn and run in the opposite direction, back to the safety and peace of Beorn's home. She forces herself to keep moving, refusing to let go of Fili's hand for even a moment in case her nerve deserts her. He doesn't ask it of her, seeming to want the contact as much as she does by the way that he pulls her as close as he can while not compromising on their pace with the others.

The rest of the Company walk clumped together in much the same way, their heads twitching as they look around warily. Occasionally a bird will let out a cry or a bush wlll rustle and they will all turn towards the sound, reaching for their weapons. In any other place Billana might find their jumpiness amusing, but in this place she understands it. Beorn hadn't been exaggerating when he said that the animals of this place had been touched by the darkness that has infected it. They feel wrong to her, much in the same way that Farmer Maggot's rabid dog had. Sick, dangerous.

Insane.

She pulls her senses back in as far as she can, though she has never been able to shut them off completely, and the nausea that comes from the feel of those creatures fades. She knows, however, that it will be back come morning. She has little control over that part of her magic while she sleeps. Soon, without the sense of any animals nearby, Billana is flinching and jumping as much as the rest of them. They have only been inside the forest for a little over an hour and it weighs on them all more than it should. Nothing about it is natural and, as the hours pass, Billana finds herself wondering how they will manage three weeks in this place provided they don't lose the path.

Sooner than they would like it becomes too dark to see clearly. Billana shifts her eyes to cat's eyes so that she can keep up with the others. The dwarves dark sight is something that she envies and bleakly she wonders if she will doom herself to forever moving around in half light and near darkness should she make her home in Erebor, regardless of whether she accepts any future proposal from Fili and Kili. She is not given to vanity, the daughter of Belladonna Took has rarely been given the opportunity to present herself as other hobbit maids would, but she doesn't want to spend the rest of her life using eyes that are not truly her own. She may see well in darkness, but to do so she has sacrificed all colour. Not that there is much colour in Mirkwood in any case.

They make camp upon the road, finding a place where the stones aren't as uneven as in others, and set up their blankets as much upon it as they can, although there are a couple who will not fit onto the flat place and they lay their blankets as close to the path as possible, closer to those of others where there would usually be some distance. They will all spend the night, and likely many of the rest of them, sleeping practically on top of one another. There is little dry wood for a fire, and when they try to light one it emits a thick, oily smoke which sticks in their throats and burns their lungs. Even the dwarves, who seem built to withstand the heat and smoke of great forges, struggle with it and the fire is covered in minutes. Dinner is disappointingly small, a tiny helping of dried fruit, a small wedge of cheese and a single helping of the trail bread. Two meals like this per day will be barely enough to keep her alive, she thinks darkly, although she understands the necessity of it. If she did not have her own pack to carry should would turn into something small, perhaps a mouse or sparrow, and ride upon Fili or Kili's shoulders for the duration of the trip. She would need far less food that way. She has her own belongings to manage, however, and she is reluctant to spend more than a day in any one form after the events of the Fell Winter. She will have to continue as she is and hope that the forest does not prove too dark or overwhelming.

The following days begin to form a pattern. They will rise, eat a slightly larger helping of their rations to fortify them for the day, and begin to walk. As they walk Billana will huddle near to Fili, Kili, Ori or Balin depending on who she is closer to at the outset. Fili and Kili will hold onto her tightly, as though terrified that she will disappear on them, and the three of them will try to raise each other's spirits by trading stories. The brothers will speak about their lives in the Blue Mountains, lives that are far less opulent than she would have expected for two princes, and she can hear the longing in their voices as they speak of that place that is absent when they talk about Erebor. The Lonely Mountain, she learns, is a mystery to all but two of their number. Thorin and Balin were born there and spent a good number of their formative years there, but the rest of them, even Dwalin, are more likely to call the Blue Mountains home. Oin was born there not long before the mountain fell, and likely has few memories of the place. Of the others the only one in question is Dori, and he refuses to speak on the matter when they ask. Erebor is their birthright, but in truth they have no real idea what that will mean for their future or the full extent of the consequences of taking it back. They have come on the quest because their uncle needed the support, even though their mother begged them to reconsider, and because this might be the only chance for Kili to move out of the shadows that his uncle has pushed him into.

"Not for the treasure then?" She asks, trying for a jovial tone and failing after five days of the dark depths of this place.

"A dwarf will do nearly anything for treasure," Kili laughs. "But I think we've already found a treasure more precious than all of the gold in Erebor and all the mithril in Khazad-dum." He looks directly at her as he says it and she can tell that he is utterly sincere. It is a baffling thing to hear when she has spent so much of her life being told that she is worthless, but a glance at Fili on her other side shows that he shares the sentiment. Her cheeks flare and it is too much to hope that they cannot see it, Kili grins at her. "Did you think we would value gold and gems above you, Kundith?" He asks.

"I hadn't really thought about it," she tries to ignore the odd sensation that floods her at the intense look in his eyes.

The more time she spends with the two of them, the more they make her feel like this and she doesn't understand it or know what to do with it. She only knows that it makes her breathing more rapid and her fingers itch to touch them. It makes her want to repeat that moment by the stream at Beorn's and find out just how far it might go and what it might lead to. It scares her a little bit, but it is thrilling as well. She wonders if her mother felt anything like this the night she became with child and mourns that she will never find out.

"If we thought you would allow it, Kitten, we would drape you in gold and jewels," Fili assures her with a gentle touch. "But we both know you well enough to know that you care little for such things. Perhaps, though, some rings of gold here," he drags a finger over the pointed tip of her ear and she squeaks. Balin glances back at them, then turns away again seemingly satisfied that there is no mischief afoot. "Don't you think, brother?" He asks over the top of her head.

She doesn't hear Kili's reply but knows it must have been one of agreement because Fili's grin becomes wider. Her heart lightens at the sight, Fili has been so grim since they entered Mirkwood, all of the dwarves have, but seeing both Fili and Kili carrying such weight on their shoulders hurts in a way that she cannot quite describe. Doubts and questions plague their minds in the same way that they do all of them, but their doubts are of their own worth in much the way that hers are. They are princes, but they were raised in exile and have spent the years since they were old enough to do so earning their keep rather than truly learning how to be figures of power and influence. Much as she tries to reassure them, she has her own concerns on that matter that she cannot bring herself to voice. They have been born for this role and she sees little bits of Thorin in Fili's behaviour daily, although he is definitely the more gentle and less prone to snap judgements of the two. Fili may not feel prepared to be king, but Billana has heard Kili reassure him more than once that the foundations are in place. All that there is left to do is hope that Thorin survives long enough to teach them the rest of what they need to know.

Kili's doubts are less focused on the idea that he is not ready to take a position of power and more in the fear that once they are in the mountain Thorin will once again have him hiding everything that he is capable of under the guise of a lovable fool. Kili is bright, remarkably so for one who so rarely seems to think through his actions, but she has seen on more than one occasion that he feels like he has to compete with Fili to show that he has more worth than just as the smiling second son. He has made mention of those fears over the last several days, and she sees the others doing the same among themselves. They fear what they will find when they reach the mountain, they fear what will happen when their families join them. They fear their pasts will catch up with them. Mirkwood seems to have a way of bringing all of their doubts and concerns and fears to the surface, twisting their minds with dark thoughts and suspicions and crushing them with the weight of those thoughts.

Eight days in they come across the river. It bubbles past them, running swiftly under a collapsed and rotten bridge, though no heat comes off it. Even in what passes for the brightness of midday the water is black and Billana remembers Beorn's warnings about it. It seems that Balin, at least, also remembers for when Bofur rushes forwards to refill a water skin he is halted by a sharp cry of his name.

"Remember Beorn's warning," Balin says, "do not drink the water and I doubt we should touch it either."

"That will make getting across difficult," Thorin observes.

The Company instantly begins to argue about how they are going to cross and Billana turns her attention over the river. The bridge has obviously long rotted away, this is not a recent occurrence, and she looks into the gloom at the other side. Surely, she thinks, there must be a boat somewhere. Her eyes shift again, becoming the sharp eyes of a hawk and she squints until the shape she has been looking for materialises.

"There's a boat over the river," she calls, "do we have a length of rope? I could turn into a bird and fly it over."

"We have a rope," Thorin tells her, "but I will not have any of us going somewhere alone in this place." She stares at him. "Kili, go with her. We will ensure your packs and clothes are brought with us." His words cause confusion with most of the other members of the Company, but Kili beams at his uncle and wastes no time in removing his clothes.

Billana undresses more slowly, crouching to fold and pack them away as much as she can, alarmed at how empty her pack is already even with their rationing. Knowing that Kili will become a raven she shifts into one herself before he does, and moves to land on Fili's shoulder while Kili passes the rope to him. She runs her beak through Fili's hair briefly and he leans in silently, watching as Kili shifts. He doesn't change form as quickly as she does, though whether that is because he doesn't have as much practice or if it is because his magic works differently she doesn't know.

"Well, that explains a lot," she hears Gloin comment and she shakes her head.

Kili dips when he takes the rope from Fili, and she goes to help him. They fly over the river together, something which takes less than a minute, and they land on the edge of the small rowboat. It will probably only hold three or four of their friends at a time with all of their packs as well, which will mean multiple trips, but there is nothing else to use. They shift back together and she ties the end of the rope to the prow as Kili summons a globe of his magic so that he can speak with his uncle. Once done, she unties the mooring rope and tugs on the one they brought over twice. The boat glides through the water as the others pull on it and she shivers as she watches, abruptly realising the flaw in this particular plan as she trembles due to the cool air under the trees.

Kili wraps his arms around her from behind heat coming off him in waves that are usually muted slightly by his clothes. Billana leans against him without thinking, hardly noticing the feeling of his skin against hers as she tries to warm herself. He rests his head on top of hers, watching for the approach of the boat as he holds her and she decides that she could become accustomed to this. Which is when she remembers that he is as bare as she is, and that they shouldn't be seen like this by the others who will likely arrive at any moment.

"I'm going to change back," she tells him softly, sound carries strangely on water and she can already hear the splash of oars.

"Why?" He asks.

"Because neither of us have any clothes on," she points out, "and unlike you and your brother I don't like parading around with everything on show."

"If you think you must," he shrugs, but turns her in his arms. Then his lips are on hers and it is a gentle kiss, his hands unmoving on her hips. "Quickly," he breathes when they part. She turns into a raven, fluttering onto his shoulder this time and giving his hair the same treatment that she did Fili's.

Her sense of the animals around her is stronger when she is in her natural form, but even so she feels the stag before she sees it. It is a spectacular animal, all white with antlers of pure silver. Not an entirely natural creature, she thinks, and it pauses at the bank to look at them both.

"If only I had my bow," Kili breathes, although whether he really longs for it when he sounds as awed as she feels Billana doesn't know. Nevertheless she pecks his head in warning and he flinches. "No, you're right," he agrees, "that is a creature far too magnificent to place in the stew pot." He bows slightly to the stag and the creature approaches them.

-I greet you in the name of the Greenwood that was, Child of Aulë and Child of the Hunters- he says. -Your respect will not go unrewarded. The darkness of this place shall no longer touch you and as long as you lead the way, neither you nor your companions will lose the path-

From the expression on Kili's face she knows that he has heard the speech as well. The stag touches each of them with his nose and Billana feels warmth race through her. Then there is a splash from the river and he bounds away, gone as rapidly as he came.


A.N: They have a habit of getting away from me, don't they? Plucking elements from the books and movies is fun. I liked the bit with the boat in the book, certainly more than the weird vines over the river thing in DOS. Finding new ways to take Mirkwood is always hard, though.