Answers to reviews:

jiubantai-taicho Hmm...

Ltbutterfly287: True.

Disclaimer: I do not own the Lord of the Rings or the Hobbit. I only own the OC Liante.

The Dwarves all gave Gandalf looks of disbelief. Liante wasn't bothered. He knew what the bear was just by looking at him. A Skin-Changer.

"His name is Beorn." Gandalf. "And he's a Skin-Changer. Sometimes he's a huge black bear and sometimes he's a great, strong man. the bear is unpredictable, buyt the man can be reasoned with. However, he is not very fond of Dwarves."

The Dwarves shared worried looks at that.

ori, who was at the door, looked at them. "He's leaving."

Dori pulled him away. "Come away from there! it's not natural, none of it." he glanced at Gandalf. "it's obvious, he's under some dark spell."

"Don't be a fool." Gandalf scoffed. "He's under no enchantment but his own. Right, now, get some sleep, all of you. You'll be safe here tonight." Under his breath, he muttered. "I hope."

"The Orc Pack won't make a move while the bear guards the area." Liante said. "Azog isn't stupid enough to try taking on a bear, no matter the size of the pack. If he had an army, it would be easy for him."

Gandalf hummed in acknowledgement before glancing at him. "Couldn't you go out there and speak with him? Considering you can..."

Liante gave Gandalf a look, glancing at the Dwarves but none of them were close enough to hear what was being said between him and Gandalf. He gave Gandalf a subtle nod.

When night came, and most of the company was asleep, Liante stealthily snuck out after taking his armour off, leaving him shirtless and in his pants. He moved to stand in the arched entranceway that was built into the stone wall around the property. In the distance, at the forest line, stood the bear, watching him.

Liante closed his eyes and was clouded in shadow, before it faded away to reveal the great Spider in his place. While this form may make Liante unpredictable, and not the best to approach, he did have control and his mind intact to a degree.

The sight of him changing into a Spider seemed to make the bear curious yet wary as he edge forward with Liante doing the same until they were a respectable distance from each other.

"Who are you, and what are you doing in my territory, Spider?" The bear questioned with a growl.

Liante clicked his pincers. "I apologise on behalf of myself and my companions for invading your home. We sought shelter from an Orc pack that has been tracking us for some months now." The bear gave a growl at the mention of Orcs, "My name is Liante, and accompanying me are thirteen dwarves, a hobbit, and a wizard. We will not be here long."

"If you an enemy of orcs, you are welcome for a few days." He tilted his head to one side. "What is your destination? It is rare for Dwarves to venture to these parts. And what brings a child of Ungoliant with them?"

Liante was surprised the bear made the connection that easily. But then again, only children of Ungoliant have been known to take shape from mortal to Spider form. Well, those strong enough to do so could, such as Liante and Shelob.

"We aim for Erebor. Thorin Oakenshield seeks to reclaim the mountain from Smaug." Liante said.

The bear's ears flattened against it's skull. "You walk to the fate of death, then. That dragon has slept for so long and been undisturbed. None have dared try to slay him for the riches in the mountain."

"I have dealt with dragons in the past. Smaug will be no different." Liante said, before he senses picked up something nearby and he recognized it. The bear seemed to catch the scent as well for he growled a moment later.

"Orcs."

Liante looked at him. "Shall we hunt?"

When morning came, Liante was up in the support beams of Beorn's home. He and Beorn had hunted several of the Orcs down and feasted on their flesh before returning to the house. It did the job in satisfying Liante's hunger for flesh. He won't need to hunt again for a while.

Liante soon dropped down and joined the Company at the table.

"So you are the one called Oakenshield." Beorn said to Thorin as he poured some milk. "Tell me, why is Azog the Defiler hunting you?"

Thorin's face barely changed. "You know of Azog?" he asked. "How?"

"My people were the first to live in the mountains," said Beorn, allowing the unsubtle diversion, "before the Orcs came down from the north. The Defiler killed most of my family, but some he enslaved." He raised his arms, revealing wrists bound by shackles with short chains dangling from them. The chains had long since been snapped and rusted, but the shackles themselves were still strong enough to resist being broken open.

"You must understand," Beorn finally continued after seemingly remembering dark memories. "my people were not kept as workers. We were sport for the Defiler and his kind; caging Skin-Changers and torturing seemed to amuse him."

"There are others like you?" Bilbo asked curiously.

Beorn glanced at the Hobbit before speaking, with a sad tone. "Once there were many."

Bilbo gulped, seeming hesitant to ask the next question. "And now?"

"Now there is only one." Beorn said, indicating himself. He put the jug of milk down and glanced at Gandalf and Liante. "You need to reach the mountain before the last days of Autumn?"

"Before Durin's day falls, yes." Gandalf nodded.

"You are running out of time." Beorn informed him.

"Which is why we must go through Mirkwood." Gandalf said with a sigh.

"A darkness lies upon that forest. Fell things creep beneath those trees." Beorn said. "There is an alliance between the Orcs of Moria and the Necromancer in Dol Guldur. I would not venture there, except in great need."

"Then we'll take the Elven road." Gandalf said, which seemed to upset Thorin as the Dwarf stood. "Their path is still safe."

"Safe?" Beorn seemed to snort at the thought. "The Wood Elves of Mirkwood are not like their kin. They're less wise and more dangerous, but it matters not."

Thorin turned to him. "What do you mean?"

"These lands are crawling with Orcs. Their numbers are growing and you are on foot. You will never reach the forest alive." Beorn said, standing without breaking eye contact with Thorin. "I don't like Dwarves. They're greedy and blind, Blind to the lives of those they deem lesser than their own... but Orcs I hate more. What do you need?"

Beorn supplied the company with his ponies, though Liante had Shadowmere and the horse arrived upon his master calling him.

Before they left, Beorn had pulled the son of Morgoth aside, speaking to him in low tones.

"Mirkwood is a dangerous place. There is no doubt in my mind that you will come across Thranduil's Elves while there, no matter your leader's wish to avoid them. Be very careful, great Spider. They are not like the Elves of Rivendell." Beorn said.

Liante nodded. "I have met Thranduil before. Since then, I've hoped to not encounter the Elf again afterwards. But Thranduil is not of my main concern, it's the stirrings recently, especially this Necromancer in Dol Guldur."

"Yes, this Necromancer." Gandalf, having been close by, turned to Beorn. "What do you know of him?"

"I know he is not what he seems." Beorn said seriously. "Fell things are drawn to his power. Azog pays homage to him."

"Gandalf, Liante." Thorin called. "Time is wasting."

Before Gandalf and Liante could leave, Beorn continued. "Not long past, word spread... the dead had been seen walking near the High Fells of Rhudaur."

Liante froze at that. He knew what was buried there. He was there that day after all. If the dead have been seen wandering around there... could the Nine have risen again? But how?

"The dead?" Gandalf questioned.

"Is it true? Are there tombs in those mountains?" Beorn asked.

Liante and Gandalf shared a look before the son of Morgoth looked at the Skin-Changer. "Yes. There are tombs up there."

Beorn glanced around, looking quite... scared and slightly shaken, his tone grave and serious as he spoke. "I remember a time when a great evil ruled these lands. One powerful enough to raise the dead. If that enemy has returned to Middle-earth... I would have you tell me."

"Saruman the White believes otherwise." Liante said. "Sauron is destroyed and can never return."

"And what do you two think?" Beorn asked.

Liante and Gandalf said nothing, but the sound of ravens and crows cawing caused them to look to the sky.

"Go now, while you have the light." Beorn urged them. "Your hunters are not far behind."

Liante and Gandalf did as he said and got to their horses before they rode on with the Company.

They rode for many an hour, the plains stretching out before them, but they were as vast as they were empty. No orcs came to meet them. There was an element of relief that their path was so easy, but also a noticeable tension - if the orcs had chosen to abandon their hunt, what had caused it? Why now?

Still, they made it to the borders of Mirkwood without encountering any resistance, the dark wall of trees looming ominously over the group and causing their ponies and horses to shuffle anxiously on their hooves as the group started untying their packs.

"The Elven Gate," Gandalf announced. "Here lies the path through Mirkwood."

"No sign of the orcs," Dwalin reported. "We have luck on our side."

'No... something has called Azog off his hunt.' Liante thought with a frown. 'The Necromancer most likely...'

"Set the ponies loose," the grey wizard commanded lightly. "Let them return to their master."

Liante looked to Shadowmere. "Return to the shadow realm, my friend." He muttered, putting a hand on his trusted horse's side. "I will call you again."

Shadowmere snorted and dipped his head in a nod before he ran off with the other ponies, disappearing into the shadow realm soon after, ready to be summoned when his master needed him.

"This forest feels sick," Bilbo called from the treeline, peering into the darkness in front of him. "As if a disease lies upon it." He turned back to Gandalf. "Is there no way around it?"

"It is a two hundred mile trek further north, should we choose to go around," Liante told him. "And doing so would take us past the Grey Mountains."

Bilbo cocked his head to the side. "And... what's wrong with those mountains?"

"They once held many Dwarven strongholds, but now they have been overrun by dragons. And where there are no dragons, you'll find Orcs and Goblins of many kinds. The chances of us going that way and not being seen are... slim at best. Truly, though the state of the forest troubles me, I do believe there is no safer route to the mountain than this one." Liante said, eyeing the forest.

"Not even if we go south?"

"If we do that, we will most likely run out of time."

Sighing in resignation, Bilbo nodded his head. Liante blinked when Gandalf suddenly rushed past him. "Not my horse!" he called frantically. "I need it."

"You're not leaving us," Bilbo murmured, sounding utterly terrified by the thought.

Gandalf sighed, pausing beside his horse and grasping hold of its reins. "I would not do this unless I had to," he said, "though I must admit I have travelled far further with you than I had originally intended. But there is pressing business to the south that I must attend to." He peered down his nose at the suddenly disheartened little hobbit. "You have changed, Bilbo Baggins," he noted idly. "You are not the same hobbit as the one who left the Shire."

"A-Actually I was... going to tell you, I... found something. In the Goblin tunnels."

The weight of the wizard's stare doubled in an instant - Liante could feel it from where he was stood, and even in spite of the fact the look was not directed at him.

"Found what?" asked the wizard, and when Bilbo hesitated, he pressed again. "What did you find?"

"My courage," the halfling said at length, forcing a smile, letting his arms flop down by his side and rocking on his feet.

It was a lie, and an obvious one, but Gandalf let it slide. "Good," he said, straightening his spine. "That's good. You'll need it."

Bilbo's face dropped, the ominous words leaving a sour and heavy note in the air as Gandalf gestured to speak with Liante in private.

"I must go to the High Fells." Gandalf said to him quietly. "I must be certain the Nine are still in those tombs. What Beorn said about the dead wandering aroun dthere troubles me. You are in charge of keeping the company alive and getting them to the mountain."

Liante sighed but nodded. "You believe Sauron has returned." Liante stated more than asked. "If the Nine have risen again, Sauron can only be the one behind it. The Nine only answer to him and him alone."

"I know." Gandalf nodded, looking like he hoped it wasn't Sauron that's behind all this.

Gandalf got onto his horse, but addressed the company before he left. "No matter what may come, stay on the path!" Gandalf called, before wheeling his horse around and urging it into a gallop. He quickly became a shrinking blot in the distance.

"Come on," Thorin ordered gruffly, apparently no more pleased than Bilbo that their wizard had gone. "We must reach the mountain before the sun sets on Durin's Day."

Liante wasn't one to fall for illusion so easily, and he's been in the forest of Mirkwood before. He knew how the forest worked, it would try to enter the minds of those who enter the forest and lead them astray, lead them off the path and into danger. However, Liante was a much darker creature and being, one that could not be fooled by mere illusion done by a forest.

It was easy for him to keep an eye on the path and lead the Company onwards. However, he soon noticed how quiet it had gotten and frowned to himself before he turned around and groaned.

The Dwarves and Bilbo were gone.

"They couldn't fight the illusions the forest put on them." Liante said with a sigh, pinching the bridge of his nose. Thankfully, he knew the way around and went in the direction he could smell the company in... and he could also smell Spiders as well.

Shelob's children.

"Oh good, one of them can take a message back to their mother for me." Liante muttered as he entered the Spider territory, knowing this due to the mass amount of webs in the trees and on the ground. He paused, waiting.

With a hiss, a Spider leaped at him but Liante jumped up, grappled with the Spider and threw it to the ground before he landed and pressed his boot down on it.

"Is that any way to say hello to your father and master?" Liante hissed with displeasure.

"M-Master!" The Spider hissed in surprised and fright, knowing it was very outmatched with the firsborn of Ungoliant, the much more stronger one. And it was true, most of Shelob's brood did happen to be Liante's children, as Liante and Shelob have mated with one another and produced children, though Liante never had or wanted anything to do with them.

Liante snapped his head up and saw more Spiders arrive, but they froze upon seeing him.

"Master!"

"Father!"

Those were the two words the Spiders called him, but most called him their master.

Taking his boot off the Spider he stood upon, allowing it to stand but it remained in a position where it was basically bowing to him.

"What brings my sister's children so far from her caves?" Liante questioned.

"We feel the power of the sorcerer!" One of the Spiders said. "It commands us!"

Liante's eyes narrowed. "None may command you but your mother and I. Speaking of her, I want one of you to relay a message to her in Mordor. Tell her, that once I'm done with my current business, I am coming to see her and she better have answers for me relating to the Dark Lord. Am I understood?"

"Yes, master." The Spiders said, cowering in fear at the presence of the firstborn.

Liante nodded. "Now, a company of Dwarves and a Hobbit came through these woods. Where are they?"

"Taken by the Elves, my lord!" A Spider said.

"The Wood Elves!" Another added.

Liante knew who. "Thranduil. Return to your nests, little Spiders. But one of you will go to Mordor and tell your mother my message."

Without another word, Liante turned and left as the Spiders did as ordered...

Yeah, I'm just gonna point this out. Liante and Shelob don't have the typical brother and sister relationship you probably expect. They have had sex with each other, many times, and it's birthed children. However, the spiders not born from that union know Liante is the master and must obey him.

And yeah, he's not the best father, but considering who his parents are, and the fact he was raised by Morgoth, you REALLY think he's gonna learn about being a good father? Do you really think Morgoth's gonna sit his son down and tell him all about being a good father?