****A/N Thanks to everyone who has given reviews. They just encourage me to write more! This chapter has a strong PG rating, as Legolas does not fare well at the hands of the Orcs. Hang in there! It will get better in the next chapters. ;) Thanks for reading! Nebride*****



Orcs crowded around Alede as she made her way down the slippery steps into Orthanc's dungeon. She ignored their hisses and tried to ignore the stench. She had singed several of them with her staff when she'd first arrived but they weren't keeping their distance.

"Master will not like this interruption," a large one hissed at her side. The Orc seemed to have appointed himself as her guide, though she needed none and had told him so.

"Sildair and I were friends in our youth," she said through her teeth. "As I told you when I arrived. Now get out of my way. I was raised here, I do not need a guide."

She hated Orcs. Hated them with a passion. The fact that they had once been Elves was a travesty on all life. The only features they retained from their ancestors were the pointed ears, though in Orcs even that feature was twisted and grotesque.

Pushing the Orc away with her staff, she continued down the winding steps until she caught her first glimpse of the dungeon.

Most of it lay in ruins, as did much of Isengard. The Ents had flooded the dungeons and underground passages many times during the War of the Ring. But somehow the water had been drained away recently. And even more disturbing was the forest that lay outside the crumbling walls of Isengard and the Treegard appeared to be asleep. Yet the Ents had left the Watch Wood, as it was called to guard the fortress.

Alede was more frightened than she cared to admit. She wielded no great power. By combining her knowledge of necromancy and green magic, she often could surprise those who did wield power. But she had no confidence in her ability here. The "mist" that the dwarf had spoken of sounded suspiciously like the spell the Dark Lord had used to enslave Elves during the first age. And if Sildair had drained the waters and put the Watch Wood to sleep, he had grown powerful indeed.

She continued down the treacherous steps, seeing everywhere the signs of water and mud. But as she went lower, she saw that the instruments of torture had been lovingly restored. Standing in a ring of torches, one bed of torment still stood. Shaped like a bench, it had rings of iron to bind a prisoner and a dozen devices, which Alede could only guess at their use. Beside the bench, a hot fire burned and an Orc was heating a brand upon it.

Hovering over the bench, gloating, was her old friend Sildair. Even from her position on the staircase, she recognized him. The sleek black hair, the thin willow like figure, the sharp nailed hand stretched out…

Sildair moved to the side, and Alede got a good look at the bench…

A shudder passed through her.

Laying on his back, his wrists and ankles held firmly by the iron rings, was unmistakably the Elf she'd seen through Swiftwind's eyes.

Striped of the beautiful woodland clothing he'd worn, she could barely make out his features for the blood. Gashes were sliced across his ribs, burns marred his skin and arrow wounds dotted his legs. Both his hands were stained with blood. He'd obviously tried many times to pull his hands from the iron bands that held them.

Alede closed her eyes for a moment to block out the vision of pain. Saruman had often tortured Orcs during her days as a student there. But she'd had no stomach for it and had always begged off of those lessons. To see it done to an Elf, a being of such beauty and light…

A cry of pain from below snapped her eyes open again. Sildair had just sprinkled a dusting of powder over the Elf. She recognized the stench that rose up the stairs.

Necromancer's powder.

It was made from the shells of dragon eggs and burned like fire when it touched the skin, causing painful welts and blisters. Few knew how to make it though, and Alede wondered where Sildair had gained the knowledge.

Forcing her fear aside, Alede continued down the steps. She couldn't take Sildair by force, but she could take him by guile. She alone could, for he had admired her once. Perhaps she could use that in her favor.

Glancing back down at the Elf, she caught the twilight color of his eyes as he turned toward the torches. His beautiful face was twisted in agony. She'd do anything to save him despite the terror in her heart and the trembling of her limbs. But if she failed, the Elf would not be the only one to be tortured.

"Making Orcs, are we?" she said loudly in the most casual voice she could manage. She'd have to convince Sildair that she was a friend, before she could free the Elf.

Sildair whirled around. His face was gaunt and sallow and his eyes held a fanatical look. What handsomeness he'd once had was buried beneath a mask of greed and evil. In one arm, he carried a large black book. Alede forced herself not to stare at it, though she immediately suspected that it was the source of Sildair's sudden rise to power.

"Alede! What do you do here?" he asked suspiciously.

"I miss my home, Sildair. Long has Isengard been in ruin. It is good to see it brought back to life." She smiled when she reached him and forced herself to embrace him and kiss his cheek. He returned neither, but narrowed his eyes at her suspiciously.

"Who sent you?"

"Sent me?" Alede asked, trying not to look at the book too obviously. "My dear old friend," she purred. "There are none of the order left to send me anywhere."

"What about your father?"

Alede shrugged nonchalantly, "I haven't seen him in months."

The symbols on the book were that of Mordor. Alede flicked her eyes back to Sildair's face before he saw where her glance had fallen.

"I don't think you should be here," Sildair sulked.

Alede feigned astonishment. "But I thought you'd be pleased to see me. We were once such good friends. Do you not remember the flowers you used to bring me?"

"Yes," he replied slowly. "But I thought you did not care for my company then."

The book clearly bore the symbol of the Dark Lord. Had Sauron written his dark arts into a book? She knew it was possible. And she had not seen Sildair for many years. He easily could have picked through the ruins in Mordor during their long separation.

"Ah, well…" Alede said, looking back up at him quickly. She stroked a finger down the side of Sildair's face. "Gandalf warned me away from you. I had to obey my elders, didn't I?"

Sildair shuddered, though whether from her touch or the thought of Gandalf, Alede did not know. She had to resist the urge to wipe her hands on her robes.

On the bench, the Elf was using her distraction to work his hands free. She tried not to winch as she watched the blood flowing down his wrists, lubricating his hands. Even the Orcs were attending to their conversation, grumbling amongst themselves occasionally. But clearly they were waiting to see what their new master thought of this intruder. She'd have to distract them further.

"I grow tired of the world, Sildair. Men have little respect for us now. My life consists of the bitter complaints of the aged or the squalls of village brats as they enter the world…" She was making it up as she went along. In truth she loved the gentle smiles of the elderly, the light in their eyes as they told stories of old. And nothing was more precious to her than a new baby brought into the world, howling lustily with new lungs and kicking tiny legs. Sildair would know nothing of a baby's soft blurry gaze and the delight it could bring.

"I long for excitement," she finished. "To be treated with the respect that we deserve. Do you not feel so?"

Sildair eyed her for a long moment and Alede thought she'd failed. What would she do if he attacked her? Did she know any spells that could counter his? In a hand fight, she could probably take him. For Sildair had always enjoyed soft living, while Alede had roamed the wilds with Rangers on many occasions and taken part in their training. But getting past his magic would be the problem. Just how far into that book had he studied?

"You understand," Sildair said finally. On the other side of the torture bench, the Orcs had remembered their duties and applied the branding iron. Alede couldn't help flinching when the Elf cried out.

"Yes," she said brightly, trying to hide her horror and not to let tears spill from her eyes. She could kill Sildair for what he was doing. "If someone were to show me the respect I deserve," she said, disguising the loathing in her voice with effort. "I would be ever grateful."

"If you help me, Alede," Sildair said warily. "I promise to reward you. But if you betray me…"

"Of course I'll help you," she interrupted.

I'll help you into an early grave, she thought furiously.

Turning a smiling face toward him, she said, "I've always been curious how to make Elves into Orcs. You and Saruman were so much more knowledgeable than I. Obviously you've grown much in power since our last meeting."

Sildair's chest swelled with pride.

"Before we proceed," Alede said gathering her courage. It had to be now or never.

"There's a green spell," she continued. "That requires Elf hair. May I? Before we've changed him too much?" She pulled out her knife slowly, holding it loosely in her left hand so that Sildair would sense no threat.

"Of course," Sildair said magnanimously.

Alede stepped closer to the bench. She forced her eyes to meet those of the Elf and for a moment was caught in the blazing fury in his glance. Sildair hadn't broken him yet.

Reaching down, she lifted one lock of silken hair. Beside her, Sildair leaned forward to watch.

And Alede suddenly swung her left arm up and out catching Sildair on the bridge of the nose with the hilt of her knife. Sildair screamed as the bone broke with a sickening crunch. Alede whirled and brought her staff up, stabbing him hard in the stomach with it. Sildair crumpled to his knees, the book falling to the floor.

Alede dove for it at the same time that Sildair did. But an Orc collided with her, scratching and biting. She went down beneath the creature's weight, but a spell from her staff sent the Orc hurtling away.

She staggered to her feet, but Sildair had already risen. Blood poured from his nose, but he paid it no mind. He held the book in front of him like a talisman. Alede shouted "Conflagrea!" But her spell bounced off of the book.

Sildair gave her an evil smile and began an incantation. Alede could feel the vibration of the magic as it began. It seemed to shake the very ground with its power. Stabbing her staff down into the dirt at her feet, she quickly drew it around her in an encircling spell.

Saruman would have laughed at her for using such an old-fashioned spell, village magic he would have called it. But when Sildair's awful magic hurtled toward her, it bounced off of her shield and ricocheted around the dungeon. Several Orcs burst into green flames as they got in its way.

Ah ha! Alede thought. What ever magic the book contained, it was not compatible with green magic. It hadn't penetrated her circle.

Leaping from her place, she swung at Sildair with her staff. The hard Rowan staff knocked the book to the floor and she swung this time at Sildair's head. Again Orcs leaped at her, tearing her long cloak and knocking her to the ground. But her outstretched hand grabbed the corner of the book and dragged it toward her. She flung the Orcs off of her and leaped to her feet.

Sildair screamed when he saw what she had in her hands and Alede had the sudden urge to open the book and cast a dire spell of her own. She could feel the magic coursing through her fingertips where they touched the tooled leather binding. It vibrated with a life of its own.

She looked down at the runes on the cover of the book, written in the language of Mordor.

For a moment time seemed to stand still, the chaos around her stilled and she looked with longing at the book. If she read its pages, perhaps she could undue all of the evil that Sauron had wrought. She could rebuild Isengard to its former glory. She could finally become a powerful wizardess, as powerful as any wizard that had once sat on the council. The Istari need not pass over into the West as Gandalf had.

She could certainly destroy Sildair.

Her head came up and Sildair shrank back from her. She laughed when she saw that. He was afraid of her now! Her hand moved to open the cover, but out of the corner of her eye she saw the Elf.

He'd freed one hand and his bright blood flowed down his wrist as he grappled with the Orc that had tortured him. The Orc had a throwing knife in its hand, and the Elf's desperate grip was all that had kept the Orc from striking Alede with it.

She staggered and nearly fell to the ground as the book's magic lost its hold on her. What had she been thinking? While she had stood there wrapped in a fog of glory the Elf, still bound to the bench, had saved her life. With a cry of fury, she raced to the Orc, kicking him hard enough to knock him away. Then with only a slight hesitation, she dumped the book into the fire that had been used to heat the brands.

It exploded with a sound like thunder. Alede was thrown across the bench, across the Elf's chest and debris fell all around her. She tried to shield him from it. Orcs howled in pain and somewhere, Sildair was screaming.

She rose up, ignoring the pain in her back where several pieces of debris had struck her and tapped the iron bands with the head of her staff. They fell open and the Elf struggled to sit up.

"Behind you," he said weekly.

Alede whirled and sent the Orc that had been about to cleave her in two flying back. Then spinning her staff over her head, she shouted, "Conflagrea!" again. Flames erupted all around them. Orcs, who had been about to charge her, instead ran amuck as they caught fire.

Furiously, she advanced on Sildair. The young wizard dropped to his knees as she approached.

"Please, Alede… have mercy."

She looked down at his pathetic state. Moments ago she had been intent on killing him. But now, seeing his blanched face and trembling hands she hesitated. She had never killed anyone before and to strike him down when he had neither staff nor any other weapon to defend himself seemed horribly wrong. She still smarted from the temptation that the book had put into her mind. The ways of evil were not in her nature.

"Stand up," Alede commanded. She'd have to find a way to imprison him…

"Thank you Alede," Sildair stumbled to his feet. "You were always such a good friend.." he broke off as his face twisted in rage. The knife she'd used on him earlier flashed in the air and Alede raised her staff just in time to block the blow he'd aimed at her. The blade skittered across her knuckles and scraped the hard Rowan wood.

"Damn you!" Alede shouted in pain. Then shouting another spell, she threw Sildair back, flinging him up the stairs and out of Orthanc. So great was her fury that the spell carried his unconscious body far out onto the plains of Rohan.

Turning back to the Elf, she pulled off her cloak and fastened it around his shoulders. "Can you stand?" she asked urgently

"If you get me out of here," he said weekly. "I think I could fly."

She gently helped him to his feet. There was pandemonium all around them as the Orcs screamed and raced around the dungeon; setting anything they came in contact with on fire.

Alede slipped her arm around the Elf. He was much taller than she expected and incredibly week. He limped heavily beside her and they both nearly lost their balance as Alede stopped to gather up the discarded pile of his clothes. Orcs swarmed around them and any that got too close she flung back with her staff.

Encumbered by her staff, the clothes and the injured Elf, Alede struggled to get them both up the steps.

He blinked long lashes as they stepped out into the light of Orthanc and seemed to revive just a little as he took a deep breath of cold air. Alede helped him out onto the grounds. He leaned against some fallen stone as Alede carefully retied her bundle of ragwort.

She heard the Elf's gasp as the spell horse came to life. Tossing the green charm over the horse's mane, she knelt to give the Elf a knee up. Handing him the staff and the clothes she climbed up behind him and commanded the horse to rise into the air.

Orcs came flooding out of the burning dungeon, screaming as they came into the light of day. The horse lifted above their heads and the Elf suddenly pitched forward in a faint. Alede grabbed him in time to prevent him and their things from spilling to the ground. Then she turned the horse's head north toward the Misty Mountains.