They had managed to find a way off of the rock, and the rocky fields soon turned into dense forests. It was both a pro and a con. On one hand, Azog and his orcs would have a hard time seeing the Company through all of the shrubbery, but on the other hand, the dwarves would also have a hard time seeing the orcs.

Liliana could tell that Thorin had been shaken by the fact that Azog was, in fact, alive. Every day, he just walked silently, lost in his own mind. Finally, one night as the others got to work setting up camp, she walked over to him. "You and I need to talk."

"There is nothing to talk about," Thorin stated simply, and Liliana rolled her eyes. "The Oliphant in the room has to be addressed eventually. Now, are we going to talk about this like mature adults, or am I going to have to knock you out and tie you up so that you'll be forced to listen to me?"

Thorin chuckled softly. "I have no doubt that you would do that," he said quietly, but he didn't fight her on the subject any longer, and walked with her a little ways from the group.

Liliana waited a moment before speaking. "Thorin, I know that the fact that Azog is alive must be shocking to you."

Thorin sighed. "All this time, I thought that he was dead. I was foolish, arrogant to think that he could have been slain so easily, and my Company was put into jeopardy because of it, you were put into danger because of it."

A teasing smile formed on Liliana's lips. "Are you actually starting to become attached to me?"

"If you tell anyone about it, I'll deny it vehemently, my grandfather would be rolling over in his grave if he knew. But yes, I suppose that I am growing attached to you. How can I not, when you are as annoying as a thorn in my side?" But the look on Thorin's face told Liliana that he was just teasing her. "I let my prejudices against both you and Bilbo get the better of me, something that I am trying to make up for."

"And you're doing very good at it."

Suddenly Bilbo came running up to them. He had been scouting around, trying to see if he could see or hear any of Azog's orc pack.

"Well?" Thorin asked him urgently. "How close is the pack?"

Bilbo didn't say anything for a moment, trying to catch his breath. "A couple of leagues, no more." He finally answered. "But we have another problem."

Oh wonderful, that was just what they needed, wasn't it? "What kind of problem are we talking about?" Liliana asked Bilbo, or rather, tried to, but the other dwarves, as well as Gandalf, had joined them by this time, each of them trying to ask Bilbo questions.

"Will you lot just shut up?!" Liliana demanded. "How is Bilbo supposed to tell you anything when you're all clucking around him like a group of chickens that have just lost their heads?"

Everyone quieted down, and Liliana motioned for Bilbo to continue.

"There's something else out there," Bilbo stated.

"What form did it take?" Gandalf asked urgently. "Like a bear?"

"Y-yes." Bilbo was obviously surprised by the fact that Gandalf seemed to know what Bilbo was talking about.

Liliana's brows furrowed together in thought. She too, had a vague idea of what Bilbo was talking about. "Gandalf, you don't think that it could be a shapeshifter, do you?" She murmured. "Last I heard, they had all been wiped out."

"There was one who survived. But whether he will help us or harm us, I do not know. He has a house, not too far from here."

Not many of the dwarves seemed too keen about this prospect, but they also had to admit that they didn't have much of a choice, the orcs would soon catch up to them, they needed someplace that they could spend the night at.

As they started to run off in the direction of the house, Liliana heard the sound of a bear growling loudly. It definitely didn't sound happy, and Liliana was starting to reconsider going into this person's house.

Soon the house was in sight, but they had another problem. Liliana looked over her shoulder, and she could see the large black bear running after them.

The dwarves reached the house and managed to get the door open, and they all tumbled inside. They had almost closed the door when the bear reached them, trying to shove his way inside, his large black snout keeping the door from shutting completely.

Liliana took out her sword, hitting the bear's snout with its hilt. The bear yelped in pain before backing away, allowing the dwarves to shut and lock the door.

Now that the danger was past, Liliana took in their surroundings. Everything in here was built for someone quite large in size. But the shapeshifters, or 'skin-changers', as most people had known them as, had been quite large people.

They slept that night in the large barn, it was dry, and there was plenty of hay, making it a quite warm and comfortable place to sleep in.

But sleep wasn't coming easily to Liliana that night. Her mind kept going to the skin-changer. He was the last one of his kind, he didn't have any family, and Liliana found herself relating to him.

Bilbo shuffled over to her, sitting down next to her. "I see that I'm not the only one that isn't able to sleep."

Liliana chuckled softly, keeping her voice low so that she didn't awaken the snoring dwarves. "I suppose that my mind is too preoccupied to get much sleep," Liliana noted that Gandalf was also awake, although she didn't think that she could recall a time where Gandalf had actually slept. Did wizards sleep? She didn't know. "What's on your mind, Bilbo?"

"Do you think that we're safe here?"

"I really don't know. The skin-changer definitely didn't look happy that we had been invading his home. Gandalf seemed to be somewhat confident that he would help us though, so I suppose that the only thing we can do is just try to get some sleep and wait and see what the morning brings us."

Bilbo nodded and he soon went back over to his own bedding. Liliana closed her eyes, sighing softly to herself. Eventually, exhaustion overcame the woman, and she was able to finally fall asleep. Unfortunately, her dreams were anything but peaceful.