The running from the cave was almost as exhausting as fighting their way along the walkways, in Caleb's opinion. The adrenaline was wearing off, he assumed, the immediate threat of danger, and once they'd caught up with the rest of the group, he allowed himself a minute to breathe.

He wasn't sure how his mad plan had worked, or if it would even change anything - but the thread had been there and he'd grabbed it with both hands...metaphorically speaking. If he could kill the goblins in the mountains, it may affect things in the long run, but if it stopped more travellers from running across them later on, so be it. The goblin king always died, and a few more goblins added to the dirt wouldn't affect anything greatly.

He absently paid attention to Gandalf counting and naming the members of the Company, caught Cat being patted on the arm by Nori, and allowed his eyes to close for a second.

"Where's Bilbo?" Gandalf's question cut across the quiet mumbling, and instantly Caleb's eyes snapped open. Fuck. Fuck he'd forgotten about that. He was too tired, too caught up in trying not to die himself. Nothing had changed drastically enough that Bilbo wouldn't have survived, but still it felt like a stone had lodged in his throat. "Where is our hobbit?!"

"He managed to slip away." Cat's eyes had darted back up the hill, lips pursed and looking inexplicably terrified. She knew he would be fine, just like Caleb knew - it was written, it wouldn't change. Nothing could cause it to change...right? "He...he'll be fine. He'll...he'll be here."

"What happened?!" Gandalf's voice was harsh, and Cat's eyes grew wide, and she instinctively took a step back.

"Back off the lass - she was with us the entire time." Dwalin's voice was new when it came to defending Caleb's sister, but it wasn't an unpleasant surprise. Sure, Caleb knew very well that Cat had made friends within the company, but having one of Thorin's most trusted advisors backing her was a good idea. It meant that even if she managed to aggravate the dwarven king, she would at least have Dwalin put in a good word for her. "Besides, the hobbit's fast enough, and small. If he has any sense, he'll have run instead of standing and fighting."

"You? Approving of such undwarfish qualities?" Nori sounded smug, and was probably itching to have a matching black eye to Dwalin's. "Didn't think you'd have enough sense for it."

"Shut it, thief."

"Boys, please." Cat sounded tired. "We are missing Bilbo. Can you save your silly arguments for later, when he's not missing and possibly in danger?"

"Well, that can be now." The huge sighs of relief at Bilbo's voice were almost comical as he sidestepped a tree trunk and gave a little wave. "Sorry, I got caught up with something."

"I can imagine." Fili managed with a small, slightly breathless laugh. "How on earth did you get past the goblins?"

"They were sort of...preoccupied." Bilbo gave a little shrug, and the corner of his mouth twitched up into a half smile. "With the fire."

"...Fire?" Thorin asked, looking truly stumped, and the quirk of Bilbo's mouth vanished. The hobbit looked just as confused at that.

"You...you didn't start the fire, I take it?"

"Oh, no, that was Caleb." Kili piped up, eyes bright, and Caleb felt his cheeks heat as all eyes turned to him. "He said he smelled something - sulfur, right? Yes, so he set fire to an arrow and shot it and -" Kili mimed an explosion with his hands. "Burned the goblin king and the goblins clambering over him. It was amazing."

"It was pure luck." Caleb corrected. "I had no clue if it would actually work."

"But it did." Thorin pointed out, voice a low rumble. "And sometimes taking a risk pays off. You may have saved lives - it was your knife that struck the killing blow, your arrow that possibly destroyed that vile place. The Misty Mountains is not the safest path, but your actions may have made it a great deal easier for people to pass through it." Now Caleb knew his face was a brilliant red in colour, and Kili's positively ecstatic grin aimed at him was not helping matter. This was horrible - he was falling, hard, and Caleb had never liked the swooping feeling that falling left in his stomach.

He couldn't even say it would stop, his feet hitting the ground. He felt off balance, slightly nauseous, but it wasn't entirely awful. That just made it worse, made it scarier, and he decided not to dwell on it.

That was made substantially easier when howls broke out and Fili cursed violently and creatively.

"Wargs." He managed, and Thorin hissed out a sharp breath.

"Out of the frying pan -"

"And into the fire." Gandalf finished, already backing away. "Run!"

XoooX

Running downhill was usually something Caleb did not advise, due to speed increasing and the constant threat of tripping over your feet and rolling down until the momentum wore off. This was one of the times he just kept running, even if tree branches kept catching against his skin and leaving scratches in their wake. Wargs were fast, and downhill meant they would be even faster, and if this pack was anything similar to the one tracking them down (which he knew it was), they would be far too outnumbered if it came to fighting them off.

The few that did manage to outpace the ones with riders were taken care of, but it would only be a matter of time before they were soon faced with orcs.

"We need height!" Caleb managed to yell out, knowing they would run into a cliff edge, and Gandalf turned, nodding.

"Up into the trees! Now!"

Cat took to it like a squirrel, climbing much better than most of the dwarves, and helping to hoist a few into her tree, along with Nori when he managed to jump up into the branches. Caleb clambered up after Fili and Kili, managing to find a perch that supported him well enough that he didn't have to clutch at the trunk like it was the only thing keeping him up as high as he was.

"They'll figure out a way to get us down for sure." Kili muttered under his breath. "We're only safe for a little while."

"Stop being a pessimist." Caleb muttered, hand reaching inside his jacket to finger the throwing knives stashing there. One less than when he started, and he'd rather keep the few he still had just in case. "Our luck has been both spectacularly bad and spectacularly good - the bad luck is we're stuck in trees, the good luck has to be that we somehow get out of this situation intact."

"Both of you shut up." Fili hissed, and Kili and Caleb did as asked. Caleb absently noted that Fili's eyes had gone slightly wild around the edges, and the thought that he was terrified hit Caleb like a freight train. How was he less afraid than the crown prince? Because you know what is to happen, said a voice in his head, calm and almost soothing, like silver moonlight, and he does not have that luxury.

He also did not have the luxury of knowing Azog was alive, even if Cat had mentioned the possibility earlier. The sharp intake of breath was almost painful, and Kili's grip on his branch had gone white knuckled with tension.

"Azog." Thorin's voice was a whisper, but clearly audible in the silent night as the white warg that was Azog's steed stepped into view. Caleb knew from a glance that Azog was of a different calibre of orc than his followers, or the ones that would besiege Arda in the years to come. He looked more...human, he supposed, than the others, despite the scarred, white skin and the obvious inhuman traits he possessed. Closer to the elves that had been tormented and twisted into the orcs back in the old ages, Caleb guessed, and it terrified him. What the others lacked in cunning and cleverness they made up for in numbers, but Azog...Azog was smart, surprisingly so, and very single minded in his goal. To wipe out Durin's sons, to strip the line down until none remained.

A task that he had succeeded in, even at the cost of his own life.

Black speech had never made him feel as sick as it did when Azog spoke it now. He was here, physically, and though Caleb knew it was just a language, it still made him feel nauseous in a way that he'd never felt before. Dizzy. The voice in his head hissed, the woman...Vaire, he managed to grasp at. The weaver, the fate of this world. It would explain his silver strings, but the fact that even black speech would make a god wince scared Caleb silly. Then again, he supposed that it originated from Morgoth - it had too, right? - and maybe that was why it stung.

Then the tree shook, and Caleb let out a surprised yell. Of course - they dug up the trees. Of course they did, how had he forgotten that? The wargs were leaping high, trying to catch them between their jaws and kill them that way. When that didn't work, their claws made easy work of burrowing into the earth and uprooting the trees from the ground, sending them crashing into one another.

It was like running the deadliest assault course ever, the timing and the jumping from tree to tree. If you mistimed it, or your foot slipped or didn't jump far enough, you would fall, and it wouldn't be a broken bone you risked. It would be your neck, your flesh, and the last thing you'd see would be the flash of sharp, yellowing fangs.

In the end, there were no such casualties, but the entire company was perched on the tree at the very tip of the cliff. Of course they were - Caleb felt like, once again, this was the very bad luck part of their quest, before the good luck part hit. He grasped at that thought, that Gandalf had sent for the eagles, that they weren't going to fall to the snapping jaws of wargs, or the crude weapons of orcs, or the drop of hundreds of feet to the ground beneath the cliff.

Then he smelled smoke, and saw a flaming ball shoot past him and onto the ground below. Flaming pinecones. God, but Caleb had never appreciated pinecones until that moment.

Fili caught one, bouncing it from hand to hand before launching it, nearly hitting a warg and setting it alight.

"Don't suppose you smelled any eggs, huh?" Kili asked Caleb, who shook his head. "Too bad - guess we'll have to set this lot alight the old fashioned way."

There was something poetic about the pinecones flying through the air, though Caleb couldn't think about why it was as such. Maybe it was just the sheer relief at having the wargs back off, yelping like lap dogs. Maybe it was the look of pure, uncontrolled anger on Azog's face, his prize being so close yet so far. Maybe it was the fact that it was Ori who managed to set a warg alight to a chorus of cheers. Maybe it was all that. Something about looking death in the face and laughing or whatever.

And then the tree fell.

It started with a jolt, and then suddenly it was falling, tumbling down, just clinging to the end of the cliff by a few roots. There was a yell from Ori, followed soon by Dori, their cries and pleas for help echoing through his being. Holding on by a grip on a boot, on a staff. The only things keeping them from falling.

Eagles, Caleb remembered, and tried not to let his absolute terror show as his grip on the branch tightened. The eagles were coming...and soon, he hoped. He hoped that they would be here soon, please, please, please…

"Uncle?" Fili's voice was a small, quavering thing, and so unlike him, and Caleb joined his staring as Thorin rose to his feet, staring down his enemy, wreathed in fire.

"What…" Kili's voice broke off into a distressed sound as Thorin made his way down the tree. There was a jostling noise from further down, only to be cut short as the tree shook dangerously. Thorin didn't break in his stride, heading further down the tree, closer to solid ground. In fact, his pace increased.

As Thorin ran, sword aloft and glinting in the firelight, once again a million silver strings appeared in front of Caleb's eyes, time slowing down a fraction. A million possibilities played out in front of his eyes in a matter of milliseconds - a triumphant victory, a fallen king, the death of all -

Azog, fallen at Thorin's feet, bleeding out on the dead earth. He could do it, he could tug that thread and save them all so much anguish and all it took was a twitch of a hand to change the entire plot...

He hesitated, and suddenly it was far too late, as the threads frayed and blew away like butterfly wings caught in a gale, and Thorin and the warg met in between, Thorin knocked down like he was nothing more than a doll. Caleb registered a frustrated cry, and realised it was from him. The smoke was making his eyes water, not the sudden frustration that he'd wasted it, an opportunity to make it stop.

He could only watch through blurry eyes as the white warg circled back, Thorin stumbling to his feet, only to be knocked back by a staggering blow from Azog's mace. He fell to the ground, prone, and Balin's cry echoed through the night, drowning out the cries of terror from Dori and Ori, Nori's desperate struggle against Gloin's grip to reach his brothers and pull them to safety.

It took no second for the warg to clamp down on Thorin, and the king let out a yell of anguish, of pain, of agony, and it hurt Caleb in a way that made him feel almost guilty. He should have tugged a thread, any thread that didn't lead to this, but he was so wrapped up in keeping things the same, in not changing things in the name of the plot -

Stupid. He should have pulled the thread, and damn the consequences.

Dwalin let out a yell of Thorin's name, the branch below him cracking and nearly sending him down to the earth below. No help came from Dwalin, and the warg raised its head, Azog's eyes glittering cruelly with triumph.

This moment of distraction allowed Thorin to gather enough strength to snap his hand back towards the warg's muzzle, the pommel of his sword hitting it with a satisfying crack. This only caused the warg to bite down harder in pain, before flinging Thorin aside. He rolled once, twice, before landing prone on a rock, his head hitting it with a dull noise that Caleb could barely hear, Kili's sobbing and crying out for his uncle filling his ears instead.

Azog muttered something to the orc closest to him, and it grinned cruelly, dismounting it's warg and making its way over to Thorin. Fili spat out protests, tried to scramble to the trunk to stop, but he couldn't. He saw Kili close his eyes as the orc positioned its curved blade, ready to cut off his head -

And then he was flung to the ground by a hobbit.

It seemed that Bilbo had definitely taken Cat's lessons to heart, the move definitely one of Cat's when she panicked and decided the best thing to do was get your opponent down on the floor. That was not against a great amount of orcs, but it bought time. It had the bonus of stunning Azog.

Even as the orc Bilbo had tackled made to hit Bilbo, bash his head against the ground, the hobbit was moving, curling his legs up and kicking his stomach. It winded the beast, and it's head hit the floor before it regained it's breath. Bilbo was panting, a splatter of black blood on his cheek, but he looked absolutely furious, the fire in his eyes not just a reflection from the havok they had wreaked. Caleb was faintly aware of Cat letting out a whoop. Bilbo faced down Azog and his pack with a fury that had been absent in the film, his chin tilted up and sword held aloft, glowing blue in the moonlight.

There was no way he would be able to take down them all on his own. Fortunately, he did not have to.

It was, somehow, Cat who got there first, jabbing a spear into the side of a warg, sliding beneath it and coming up next to Azog. There was no way she would be able to take him down, and Caleb nearly closed his eyes when the mace came at her.

She managed to pull back, duck the next swing towards her head, and stab him in the side with her knife. The pale orc let out a bellow of pain, and only Cat's quick reflexes saved her from being turned into a chew toy.

This spurred on others, Dwalin finally making his way up and he cut off the arm of an orc who had deemed Cat an easy target, and he hoisted her to her feet, before they charged off to take on another warg, Cat acting as a distraction while Dwalin actually did the damage.

Fili was there, too, swinging his swords in a deadly dance with another orc, and Kili had somehow managed to situate himself on the trunk of the tree, shooting an arrow at one of the orcs who had deemed it wise to sneak up on his blond haired brother.

Then three cries sounded at once as Dori's grip finally failed and he and Ori plummeted down, Nori's yell in chorus with his brothers, only to be cut short by the flapping of wings, much bigger than a normal bird. Caleb felt his breath come easily as the eagles came into view, ready to fly them away from the battle, from the carnage.

Being picked up in the claws of a giant bird of prey was very disconcerting, as was being dropped onto the back of another, and he still screamed until he felt feathers beneath him. He was soon accompanied by Cat, who had fallen with a rather impressive amount of expletives leaving her mouth.

The sun was rising as they flew, the dawn approaching, and Caleb felt like it signified hope. A new day, a new start.

Then Fili's yell of his uncle's name cut through the air, and Caleb could only see the limp form of their leader in the talons of a great eagle. His stomach dropped, and he felt a sudden dread fill him.

Damn it. He should have pulled the thread.

XoooX

The Carrock was high, situated so they could see for miles around, with a slope that angled down so they could easily reach lower ground and continue on their journey when they deemed fit.

That was not right now.

As soon as they were put down, Caleb was at Thorin's side, cataloguing the injuries sustained, soon joined by Cat.

"This is all my fault." He whispered, and Cat shook her head.

"Don't be stupid." She hissed back, and they were joined by Bilbo and Thorin's nephews. Bilbo squeezed his eyes tight, hiding his face against Cat's arm, who merely rested a hand on golden curls. Kili muffled a sob into his hand, and was tugged into a side hug by his brother, who looked just as beaten up. Caleb's head was ringing with self blame, and he only managed to rest a hand on Kili's shoulder, rubbing in soothing circles with his thumb.

It was Gandalf who came next, resting a hand against Thorin's forehead, murmuring words that Caleb didn't bother trying to understand, just held his breath in anticipation. It left him in a whoosh as Thorin's eyes flickered open, the bright blue clear and intelligent, and Kili let his tears fall in relief, practically bawling into Caleb's shoulder.

"What…?" Thorin's eyes cleared, took in those surrounding him, before settling on Bilbo. Slowly, he rose to his feet, and Caleb was suddenly aware that Thorin had at least a head on Bilbo, and it looked very much like he was towering over him. Caleb knew how this played out before, but now -

Now, Thorin held respect for the hobbit beforehand. Now, Bilbo had stood in front of Azog with no trembling in his form. Now, Thorin had admitted he liked the hobbit.

"Thorin." Bilbo said, blinking up at the dwarven king with wide eyes.

"You could have died." Thorin managed. "You risked your life to save mine."

"Well, yes." Bilbo sounded so offhand about it, like saving the life of a dwarven king was as simple as preparing breakfast. "If anyone's going to kill you, it's going to be me, you insufferable dw -" Bilbo was cut off with a squawk as Thorin tugged him into a hug in front of the entire company.

"And to think, I believed you wouldn't last." Thorin murmured, and Caleb let out an amused noise at how red Bilbo's face turned. Thorin pulled back, but didn't get a chance to respond as soon Fili and Kili were upon him, and Thorin was too preoccupied with making sure his nephews weren't crying or otherwise distressed. Out of the corner of his eye, he spotted Nori tugging Ori into a hug, one hand held tight by Nori's fussy older brother.

"We should tell them." Cat breathed against Caleb's ear as the dwarves stood closer to the tapering edge of the Carrock, staring at the Lonely Mountain in the distance. "Soon. Now, maybe. They deserve to know - they've come this far."

"They'll blame me for...back then." Caleb hissed back, lost in the noise of Bilbo's optimistic comment.

"They won't." Cat sounded clear. "But...they're our friends. We can't hide this forever."

"And what," Caleb winced at Balin's voice, deceptively calm, and he turned his head to find the entire company, bar Gandalf, watching them with wide eyes. "Would you be hiding, exactly?"

Cat and Caleb exchanged a look, and Cat looked slightly guilty but not at all apologetic.

"I hate you." Caleb decided, and the guilt turned into annoyance.

"You know I'm right." She said, and Caleb sighed heavily, before turning to face the company. His eyes met Gandalf, who shrugged. He was absolutely no help, and Caleb felt as though that described the wizard to a T.

"It's...it's nothing bad." He managed. "But we need to tell you. It's about time you know why we're here."

XoOoX

'Tis nearly 5am on the second of January over here, so happy belated New Year let's hope this one is at least slightly better than the last.

The first third is complete, and the last two are where I am hoping things will deviate more - what with how this chapter ended, and the inclusion of some OCs, of which at least one will have a prominent role.

Dunno when the next chapter will come out, but that is when we reach the elves, so hopefully soon. Ish.

Until then, stay safe and drop a review or a like! - Jazz xx