I'm back with the next chapter of Shadows of the Past! Sorry for the wait. It may take a bit, but we'll see this journey through to the end. Enjoy!

Chapter Seventeen

A Web of Danger

Dwalin's gaze swept over the members of their company one by one as he tried to shake the memory of what he'd experienced from his mind. Even knowing what he saw wasn't real had not made the experience any easier for the hardened warrior. Though, who wouldn't be shaken by all of your friends and loved ones dead at your feet. Before he could stop his mind, Dwalin heard the hollow voice of his brother echoing in his head once again, "This is your fault, Brother. You didn't protect us. You couldn't save us. We're dead because of you."

"Brother, are you well?" Balin's true voice won out over the taunting one in Dwalin's mind.

The gruff warrior grunted in response while his eyes continued their critical scan of the company members. Dwalin's sight lingered on Fili and Kili as they walked shoulder to shoulder with each other at the front of the group. His mind flashed once more to the fear he experienced, and the sight of the youngest Durin's dead bodies at his feet. Fili and Kili were like the sons Dwalin never had a chance to have, their mother someone he secretly loved before her death. Dwalin clinched his jaw with the resolve that he would not let his fear come to pass. He would die first.

"Ah yes…your grunt is very convincing. Tell me, Brother, did you see a fear as well?" Balin asked in a low voice, trying to keep their conversation private.

Dwalin spared his brother a glance before he turned away and answered. "Aye, but it doesn't matter. I won't let it happen." By the firmness of his voice Balin could tell his brother wanted to drop the subject so the wise dwarf respected his wish.

The dwarf brothers walked in silence for a time both of them lost to their thoughts. While Dwalin thought about the company's next steps in the hopes to keep everyone safe, Balin reflected on the state of the company members' minds. Most of the company had seen some type of fear, some more obvious than others when affected, but there seemed to be a few members that hadn't been affected yet. Balin had only suspected that Dwalin had experienced a fear when he let an opportunity to tease Bofur pass without comment.

It was eye opening to the wise advisor to be able to know what truly troubled the minds of his companions. Fili's fear of losing Kili was not something that surprised the aged dwarf, especially knowing the young heir his entire life. Nor was Bombur's fear of running out of food and Nori's unscrupulous past catching up to him a surprise. However, Ori's fear of being left alone, Bofur seeing Smaug the great dragon in the sky, and whatever Bifur had seen that sent him into a full on panic was troubling.

Balin's tired eyes shifted to observe the youngest Durin as they so often did these days. Kili had reason more than most to be troubled by his demons, yet it seemed as though he had yet to be affected by the dark woods. Balin's mind flashed back to the concerning conversation he had with Fili just before leaving for Hobbiton.

"He almost shot me today! My little brother looked at me and I knew it wasn't me he was seeing...he was terrified."

"Has that happened before?"

"Not like that. Sometimes when he's alone or thinks no one is watching he will just stare at nothing. He will be caught up in his mind, in a memory, or who knows what."

Balin hummed to himself in discontent. If anyone would be able to hide seeing a fear in these damned woods it would sadly be Kili. The youngest heir had always been concerned with being a burden to his loved ones.

Balin was pulled from his musing by Gloin's sudden voice. The advisor sighed; it seemed to be the hardened warrior's turn.

"Gimli! What are you doin' here, laddie?! This is no place for you, my son." The red-headed dwarf dropped to his knees arms wide, inviting to the empty space where only he could see his son.

Thorin moved towards Gloin, but his footsteps were halted by the red-headed warrior as he abruptly jumped to his feet and pulled his great axe free. The dwarf king quickly realized the danger of the situation and barked out, "All of you stay back! He is not seeing the truth and would not hesitate to strike at any of us in this state."

The members of the dwarven company promptly complied with their leader's order. All but Dwalin who instead of moving back, positioned himself opposite of Thorin, and gave his friend a sharp nod to let him know he was ready if the king should need help.

"Gimli, watch out! Stay away from my son, goblin scum!" Gloin lunged forward with his weapon raised, but was halted by Thorin's sudden and strong grip on his shoulder.

"Your son is not here, my friend. Look closer." The dwarf king said firmly to the aggressive warrior.

The reaction was immediate as the tension in Gloin's stance relaxed with his king's words. The redhead lowered his axe and blinked a couple of times, as he tried to shake the image of his son in danger from his mind.

"Aye…thank you" Gloin said softly as he replaced his axe to the holster on his back; his eyes lingering on the spot where his son was only moments ago.

Thorin released Gloin and stepped to the middle of the gathered company. His deep blue eyes swept the forest around them, as if looking for an enemy he could not see, before settling his gaze on his nephews. "Fili, Kili, scout ahead a bit. See if you can find any break in these trees."

Balin stepped forward. "Do you think that wise, Thorin? Should we not stay together?"

"We have to do something, Balin. Believe me I don't like it, but we have to get out of here."

The hesitant clearing of a throat pulled Thorin's attention to Ori. The young dwarf seemed to shrink under the dwarf king without a kingdom's scrutiny. But Ori knew he had to prove himself after the embarrassing display he made while under the thralls of his fear. After a quick steadying breath the young dwarf pulled himself straighter. "May I go with Fili and Kili scouting? I feel I could be helpful to them."

Thorin eyed the young dwarf critically. "Fine. Just don't slow them down." The dwarf king moved to Fili and Kili's side. "Take Bilbo with you as well."

Bilbo's eyebrows shot up in surprise and confusion. "Who me?!" The hobbit gestured to himself with a hand on his chest, and started babbling nervously.

Kili chuckled at the hobbit's reaction, but stumbled back suddenly when Thorin turned sharply to face him with a look of disgust on his face. "I don't even know why you're still here. You're nothing but a burden. Nothing but a used goblin's plaything. You should go back to the Blue Mountains where you belong, or better yet…Goblintown." His uncle's cold voice leaked into Kili's mind, giving a voice to some of his greatest fears.

Each sentence Thorin spoke pierced into Kili's heart like a blade, but the young dwarf found he could do nothing to defend himself from the sudden and cruel onslaught. The dark-haired heir knew that what was happening wasn't real, that he was just experiencing a fear like the others in the company. However, a part in the back of Kili's mind, a part that sounded suspiciously like Carrek, told him everything being said was true. Fear or not, Kili felt he couldn't breathe.

Fili noticed after only a few steps that Kili wasn't following the scouting group. An unease settled in the young dwarf's stomach as he quickly stepped back to his younger brother's side. "Kili?" The blond called gently as he placed a hand on his brother's elbow and pulled slightly to gain his attention.

Kili blinked, the action caused a single tear to slip from his haunted brown eyes. It took only a moment for the youngest Durin to note that Thorin stood in a completely different place than before he blinked and concluded that it was only a fear he'd experienced; nothing more. Kili exhaled a shaky breath, but the tightness in his chest didn't lessen.

"You know it's true, Little Kili." Carrek's voice taunted in the back of the young dwarf's mind.

Kili swallowed and shook his head clear after Fili called his name for a second time. "Sorry. I must be tired. Let's go."

Fili looked unconvinced. "I don't think it's just being tired. Did you see a fear?"

For a moment Kili thought about lying, not wanting to worry Fili further, but remembered the promise he had made about no longer keeping secrets. "I did, but I know it wasn't real. I'll be fine."

Fili seemed satisfied with Kili's answer and sent him an encouraging smile. "Alright. Let me know if anything else happens."

The dark-haired dwarf gave his brother a sharp nod. "I will."

As the dwarf brothers turned to lead the scouting group Fili caught a glimpse of Balin's concerned eyes following after them.

Balin watched Fili and Kili leave, but couldn't dwell on his worries as Thorin addressed the remaining company members as soon as the scouting group was out of earshot.

"Given what has happened since stepping foot in these cursed woods I feel I should ask. Does anyone else see the trees covered in spider webbing?" The dwarf king asked with clear apprehension.

It was Bofur that answered. "You're bloody right we do!" The usually joyful dwarf clung to his weapon so tightly that his knuckles began to turn white from the strain.

The tiredness Thorin felt escaped through his rough voice without permission. "I was afraid of that. Keep a sharp eye. The last thing we need to deal with right now is territorial giant spiders."

"Is this why you sent the young ones away?" Balin asked with a small disapproving shake of his head.

Thorin's deep blue eyes flashed with irritation. "Yes. I thought it best to not worry them needlessly. Now if you're done disapproving of my actions-"

Balin cut Thorin off. "Disapproving? I wouldn't say that. Though, your word of choice is an interesting one. Don't want to 'worry' them? Perhaps you think it best to have not brought them on this quest at all?" The aged advisor questioned in a knowing voice.

To have the worry that has been plaguing Thorin's mind spoken aloud felt like a sharp slap to the face. The dark haired dwarf clenched his jaw tightly and tried to decide if he was more angry at Balin for questioning him in front of the company or at himself. The dwarf king didn't have a chance to decide before Balin continued.

"You cannot have it both ways, Thorin. You cannot bring our young ones on such a quest and then not trust them to handle the dangers of it. Trust that they are ready for this." Balin's voice was firm, but not unkind.

The aged advisor spoke in a tone he often used for teaching that reminded Thorin of the countless times Balin was his voice of reason. It reminded the dwarf king of how Balin was family; a guiding force in his darkest times. Thorin reflected on how Balin took on the role of a caregiver to not only Thorin, but Fili and Kili as well after the tragedies their family had suffered. After his musings, Thorin firmly decided he was angry with himself, not Balin…never Balin.

After dismissing his initial reaction of lashing out Thorin placed an accepting hand on Balin's shoulder. "I will try, my friend."

The older members of the dwarven company began their trek once more following their scouts' tracks. Every-so-often the dwarves would have to duck under a stretch of webbing that reached from one tree to another, creating an eerie archway. Aside from the dwarves careful footsteps and the light clinking of their armor the woods around them were unnervingly silent. It was because of the quiet, that a sudden snapping to their left echoed loudly throughout the corrupt woods. The sudden sound jarred several black birds from their high perch in the trees and sent them flying away in a panicked escape. The frantic fluttering of ebony wings was swiftly followed by a sharp scraping noise of various weapons being unsheathed.

The dwarves stood with their weapons drawn, various experienced eyes scanned the trees in anticipation of an attack. Suddenly, instead of giant spiders as the dwarves expected, a dozen orcs broke through the trees and lunged at the dwarven company.

Thorin dodged a swinging axe aimed for his head which caused his newly healed chest to twinge with pain and his breath to catch. The dwarf king without a kingdom clenched his teeth against the pain and brought up his sword, blocking another vicious attack. As their weapons clashed Thorin couldn't help but wonder if his nephews with the scouting group would come running with the shattering noise or if something had happened to them first. The dwarf king's anger spiked with the thought that something may have happened to his beloved nephews and pushed back against the snarling orc. As his enemy stumbled Thorin swung his blade in a wide arch and cut the creature's head clean off.

The body of the orc fell, but Thorin's deep blue eyes were already scanning the surrounding area to survey the battle around him. His gaze found Dwalin who was fighting against three orcs alone and took a step towards his friend to aid him. However, the dwarf king's steps were halted by a snarling orc that moved into his path. Thorin clutched the hilt of his sword tighter and readied himself for his enemy's attack.

Unexpectedly, the orc charging at Thorin dropped to its knees for a moment before falling the rest of the way face down in the dirt. Protruding from the creature's back was a green and gold feathered arrow with intricate carvings along the base. In confusion, the dwarf king gazed up to find the archer responsible and glared at the elf standing in front of him.

The slender elf had long blonde hair and wore a green tunic with golden designs matching those on his arrow. The elf's intense stare bore into the dwarf king as he notched another arrow pointedly at Thorin; the threat not to move obvious.

The elf smirked as Thorin lowered his sword slightly and several elves appeared from the trees and surrounded the battlefield. Within seconds the elves had finished off the remaining orcs and held the dwarven company still with the ends of their weapons.

As soon as the elves had all the dwarves under control the elf in front of Thorin spoke in a voice laced with authority and strength. "You have trespassed on King Thandril of Mirkwood's land and will be taken before him to answer for this transgression. I advise you all to come quietly or suffer the consequences of any hostile actions."

As they always did, the company of dwarves looked to their king for orders after the elf's declaration. Thorin assessed the situation his company was in critically and knew there was no way they would be able to fight their way out. So clenching his teeth in frustration, The dwarf king sent a firm nod to his followers and dropped his sword to the forest floor.

The commanding elf's eyes widened almost imperceptibly, as if he expected more trouble from the dwarves, but Thorin noticed the subtle action.

The elves made quick work of disarming and shackling the dwarven company. All-the-while the elven leader's keen eyes scanned the trees all around. His steely gaze snapped to Dwalin as the massive dwarf moved to stand next to Thorin. The warrior glared at the elf challenging him to say something against his movement, but surprisingly the elf just smirked and returned to his task of scanning their surroundings.

"I woulda thought the scouting group would be back by now. What do ya think?" Dwalin asked in a low voice for only Thorin to hear.

Thorin's concerned blue eyes shifted to the side to look at his friend. Not surprised in the slightest that his second in command had come to the same conclusion as him. "Aye. Either they're waiting for the moment to strike or something has happened to them as well."

"More elves?" Dwalin's asked and unconsciously tugged on the cuffs restraining him.

The dwarf king exhaled slowly and his shoulders sagged under the weight of their situation. "Elves, orcs, giant spiders…take your pick. We never should have listened to the blasted wizard."

"Let's move. My father will want to talk to our uninvited guests as soon as possible." The elf leader ordered as he moved to Thorin's side and gripped his upper arm before pulling the dwarf king forward.

Thorin dragged his boot across the ground deeply before falling into step beside his enemy's son. "I thought you looked familiar. Legolas right?"

The fair-haired elf turned and tilted his head slightly down to look at Thorin. "That's right. I recognized you as well, Thorin Oakenshield. My father will be pleased that we found you. There's no telling what kind of trouble you could've gotten up to in our woods."

Fili ducked under a low hanging branch that was covered almost entirely in spider webs. His thoughtful gaze traveled up to follow the path of the webbing and noted the alarming increase of the sticky substance. The fair-haired dwarf was pulled from his observation by his younger brother's voice.

"Your leg looks to be doing much better, Fili. How does it feel?" Kili asked; his tone of voice light despite his obvious concern.

His brother's sudden question made the blond dwarf realize his leg hadn't been hurting him…not since entering Mirkwood. "Not bad at all. If Uncle wasn't so against elves I would say we should try to trade with them to learn their ways of healing. Maybe Oin could learn with them."

Kili stopped walking and beamed proudly at Fili causing the older of the two to shift uncomfortably. "What?"

"You're going to make a great king one day, Fili." The young archer replied with absolute certainty.

Fili returned his brother's genuine smile with a matching one. "Of course I will, because I'll have you by my side."

With his words Kili's smile faltered slightly and he looked away to scan the surrounding trees. His younger brother's unexpected reaction caused Fili to frown. However, before the fair-haired dwarf could comment on his brother's odd reaction Kili was smiling back at him only this time Fili could see it was forced. A smile the older of the two had become far too accustomed to over the past year.

"Obviously things would be much too boring without me by your side. No one wouldn't want that."

Fili shook his head. Something about what he said had clearly bothered his younger brother and Fili had a suspicion that whatever it was had to do with that damn scar on Kili's neck. Nope! There was no way Fili was going to let Kili get away with making a joke to act as if he was fine. Not anymore.

As Fili opened his mouth with the intent to figure out what was wrong with his brother, Kili tensed beside him. Fili knew that Kili was aware he wasn't going to let his reaction slide, so the fair-haired dwarf readied himself for an argument with his stubborn little brother. However, before Fili had a chance to speak a huge black mass dropped from the treetops and landed with a thunderous thud in front of the two dwarf brothers.

The massive creature had eight spindly legs that extended into a sharp points. Its body towered over Fili and Kili as it turned to hiss at the pair with fangs the length of the dwarves' forearms.

It registered in Fili's mind that he was being stared down by a giant spider just as one of the terrifying creature's legs came crashing towards him and his brother. The dwarf brothers sprung apart and rolled with the momentum only barely avoiding the spider's strike.

The spider shrieked just Fili rose to his feet and pulled his sword free in the same movement. The fair-haired dwarf watched the creature recoil and use one of its legs to try to dislodge Kili's arrow that he had shot into one of the spider's red eyes. Not giving the spider a chance to retaliate, Fili lunged at the creature and dug his sword deep into its' side. Black blood splattered from the wound, ran down the hilt of the blond dwarf's sword, and covered his hands.

Fili was vaguely aware of Ori calling out for Bilbo and the sound of Kili fighting with another spider that had crashed to the ground, but he could do nothing for the others. Focusing on the enemy in front of him, the fair-haired heir yanked his blade free of the monster's side and immediately used it to cutoff one of the spider's legs.

Unexpectedly, another spider landed behind Fili and without warning the blond's legs were pulled out from underneath him. Fili's face slammed against the forest floor before he was lifted high into the tree tops and encased in a layer of webbing.

The heir to the Durin throne struggled uselessly, and with each unsuccessful attempt to break the webbing binding him Fili's frustration increased. The blond dwarf couldn't see, could barely hear, and most definitely could not move.

The giant spider that hovered over Fili's trapped and slighting swinging form abruptly shrieked in agony. The massive creature reared back, legs flailing as it scrambled away from an unseen threat. "It stings…it stings!" A hissing voice wailed as the spider retreated and fell off the branch crashing to the ground dead.

Fili strained his ears, trying in vain to hear passed the sudden and unnerving silence surrounding him. The weightless feeling of falling assaulted the young heir's senses only moments before he hit the ground. Luckily, the young heir didn't have to wait long to find out what had happened as Bilbo's face appeared in Fili's line of sight as the hobbit pulled the webbing apart with slightly trembling hands.

"Oh thank goodness. I was worried you lot were dead." Bilbo sighed with relief and offered his hand towards the young heir.

"Thanks." Fili responded sincerely, accepting the hobbit's help. A slight pain shot through the blond's bandaged healing leg as he stood, but he paid the pain no mind. He had a little brother to help. Moving passed Bilbo to the first of two cocooned victims Fili continued, trying to be reassuring. "It'll take more than a few giant spiders to take us out, Bilbo."

Carefully, Fili began to pull the webbing away just barely catching Bilbo's quiet "right" as the webs gave way. The young Durin heir concealed his disappointment well at seeing Ori's not Kili's face beneath the sticky substance. His concerned gaze sought out his younger brother while helping Ori to his feet and easily found him thanking Bilbo.

Fili did a quick assessment of his little brother from the distance and felt relief at seeing him unharmed. Abruptly, the thought of the company in the same danger crossed Fili's mind and oldest of the scouting group knew they had to move. "We need to get back to the company."

What did you all think? If you have a moment, leave a comment to let me know what you enjoyed about this chapter or hope to see in the coming chapters. Comments help me know people are still reading and enjoying this story, which in turn helps me write faster! Thank you to everyone that read, favorited, followed, and/or reviewed last chapter. You are all amazing! Until next time.

Coming soon,

Chapter Eighteen: Uninvited Guests