Buffy belongs to Whedon and everything else is Tolkien's.

Note: Wow, that was a hard chapter to write! If nothing else this time of year is good for a few days off which meant that I finally had some time to write. I really hope everyone enjoys it. Once again I just want to warn those that have not read The Two Towers that there will be spoilers for both the book and the film in this story.

Thanks for the reviews!

Happy New Year everyone!!

Helm's Deep

It was raining.

Fat, cold drops pounded onto Buffy's head and shoulders causing her to shiver slightly. Her fingertips went numb but she pushed the pain aside and gave her full attention to the approaching hoard. Surely Aragorn would give the signal soon. Any minute now . . . Honestly, the suspense was killing her. Was he going to wait until the Orcs were on top of wall before he let them fire? Water dripped into her eyes and she furiously blinked it away. Aragorn's cry came loud and sure as he raised his hand into the air. Buffy's fingers tensed on her bow and she focused her aim on one of the Uruk-Hai below. Aragorn's hand dropped and Buffy let her arrow fly.

She then cursed loudly when she saw she had only hit her target in the shoulder. Not giving it any more thought she quickly aimed and fired again. And again. And again. The first lines of the Uruk-Hai were falling under the fierce assault of the arrows being rained down upon them but there were simply too many. Just to her right Buffy heard a loud thunk as a ladder landed against the wall. She looked down to see that several of the Uruk-Hai were quickly climbing up. Grabbing one side she pushed with all her strength and was rewarded when the ladder fell away from the wall.

Unfortunately the Uruk-Hai had been successful in scaling their ladders further down the wall and soon they began to pour over the top. Buffy quickly abandoned her bow, her arrows had all been spent anyway, and drew her sword. As soon as she saw an Orc head appear over the edge of the wall she promptly chopped it off. Her strategy was working quite well until she found herself thrown to the ground from behind. Her sword flew from her grasp and she managed to roll away in time to avoid the massive club that had been aimed at her head. She quickly flipped herself back onto her feet and drew her daggers.

"These are my favorites anyway," she said to no-one in particular.

Her opponent, a very tall mean looking Uruk-Hai, growled loudly and beat his chest before charging directly at her. Buffy stepped out of his way and watched as his momentum carried him right over the edge of the wall.

"Big, dumb and ugly," she said, "just the way I like 'em."

She recovered her sword and ran back to where Gimli and Legolas were fending off the invading soldiers. A quick sword thrust took care of an Uruk-Hai aiming for Legolas's back and swift kick sent another back over the wall.

"That's four!" Gimli said.

"I am on twelve," answered Legolas. He shot off an arrow directly behind the Dwarf.

"Thirteen."

"Are you keeping score?" Buffy asked incredulous.

"Of course," replied Gimli swinging his axe into an the middle of an Uruk-Hai.

"Five!"

"Ughh," Buffy rolled her eyes. "Men."

* * *

"That's gonna leave a bruise," Buffy mumbled after being punched in the shoulder and knocked to the ground. She retaliated by sweeping her leg into the feet of her opponent causing the Uruk-Hai to crash to the ground.

"Hurts doesn't it?" She asked before plunging her daggers into his heart.

The fight was not going well. No matter how many Uruk-Hai were killed more and more took their place. They had been forced to retreat further and further into the fortress but Buffy was not about to give up. The Uruk-Hai could not be allowed to make it to the caves.

Buffy had long since lost her companions in the midst of the fighting but things were to hectic for her stop and wonder for their well being. She heard a familiar voice behind her and turned to see Eomer taking on a group of Uruk-Hai. She aimed one of daggers and threw, hitting one of the monsters in the head.

"My thanks," said Eomer as Buffy came to stand beside him.

"No prob - Ooof!" Buffy was knocked flat once again and she gritted her teeth in frustration. She heard the clang of metal and knew that Eomer was engaged. The crowd of Uruk-Hai began to grow around them and Buffy quickly made it back to her feet. Her sword was gripped tight in her hand as she launched a brutal attack upon the nearest Uruk-Hai. He fell to the ground with a satisfying thunk and Buffy turned to find her next victim. As she was fighting she heard the sound of another sword joining that of hers and Eomer's. She felt a little relief at the much needed help. A fierce battle cry sounded from the newcomer and Buffy instantly recognized the voice. It was King Theoden.

She ducked a slash meant to take her head off and thrust her sword into the side of her attacker. She suddenly wondered what number she might be on and if Legolas and Gimli were still keeping count. Turning to go after another Uruk-Hai she found herself face to face with the King of Rohan.

"You!" Theoden said. "You should be safely in the caves! You'll be slaughtered out here!"

"I'm still alive aren't I?" Buffy responded with irritation evident in her tone.

"It is a miracle!" Theoden exclaimed.

"No miracle," Buffy said swinging her fist into the face of an Orc and sending him sprawling in the mud. She quickly dispatched her foe with a slash of her dagger and looked up at the astonished King. "Just skill."

A tingle in her senses warned her an instant before a beefy fist would have slammed into her head. She spun to the side and found herself staring down a massive Uruk-Hai. All the Uruk-Hai were big but this was one of the bigger ones. And meaner too by the look in his eyes. She sprung into action with a powerful kick to the creature's torso. He doubled over and as Buffy came in for the kill he sent his fist right into her jaw. She saw stars for a moment before her vision cleared and it was just long enough for the Uruk-Hai to swing his club right at her head. Rolling to the right she flipped herself back onto her feet.

"You know I am really tired of getting knocked down," she said throwing a series of kicks and punches.

Her attacker growled and tried to backhand her but she swiftly ducked out of the way.

"And just a bit of advice," Buffy continued, "you might want to rethink the wardrobe." Punch, kick, spin.

"Cause animal skin?" Duck, punch. "It's so last season!"

She shoved the Uruk-Hai away from her with a burst of strength causing the creature to fly back several feet. He growled and grunted in a loud, disgusting way and Buffy looked at him with recrimination.

"Do you kiss your mother with that mouth?" She asked and then paused before continuing, "Do you even have a mother?"

Her opponent charged at her and Buffy stiffened in preparation. As soon as he was in striking distance Buffy spun and landed a powerful kick right on the creature's knee. He buckled slightly but managed to take Buffy down with him. She struggled under the Uruk-Hai's weight and managed to get her hand down to the top of her boot. His fingers were around her neck now and she felt the breath being squeezed from her. Spots danced before her eyes for a moment. With a swift motion Buffy thrust her boot knife into the side of the Uruk-Hai's neck. The monster collapsed on her, dead. She used what little strength she still had to push his carcass of her and then she laid in the mud breathing hard.

"My Lady!"

"My Lady!"

"Buffy!"

"Huh?" Buffy turned her head to see Aragorn and Eomer standing over her. A strong hand under her elbow pulled the exhausted slayer to her feet.

"The King has ordered the remaining forces to retreat inside the fortress." Aragorn began to lead her in the direction of a large doorway.

Buffy's senses came back to her as her lungs became full again. Things must be going badly if they were forced to retreat inside.

"I saw your fight with that last Uruk-Hai," Aragorn began but then paused as if unsure of what to say next.

"And?" Buffy prompted.

"Do you always speak so much when you are fighting for your life?"

"Oh," she replied, "yes I do. It's sort of my trademark."

"Your what?" Eomer asked.

"As a slayer it is what I am known for."

"Your speech," said Aragorn. "That is most strange."

"I prefer to call it my witty repartee," Buffy said.

Eomer and Aragorn looked at her blankly and Buffy gave up trying to explain. They reached a large circular room and Buffy was disheartened to see so few of the Rohan soldiers left. She scanned the room quickly and felt her heart squeeze.

"Where is Legolas?" she asked.

"I have not seen him," answered Aragorn grimly.

"I have to find him," Buffy turned and headed back out the door.

"No!" Aragorn held her back. "It is too dangerous, we are being overrun."

Buffy turned and removed Aragorn's hand from her arm. She looked him directly in his grey eyes with resolution etched in the tired lines of her face.

"I have to find him," she repeated.

Aragorn let her go.

* * *

It was hell outside.

There was no other word for it. The demon like Uruk-Hai were everywhere and the screams of dying soldiers filled the air. Several fires were burning bathing the early morning in a red glow. Buffy tried to shut her ears to the screams but she couldn't shut her eyes. There were dead everywhere. Most of them from Rohan. Bodies bleeding and dead were strewn about while the Uruk-Hai continued their slaughter. And it was a slaughter. Buffy felt nauseous and bile rose in her throat.

She had to find Legolas. He couldn't be one of these broken bodies. He couldn't be.

As she passed those Rohan soldiers who were still fighting she told them of the orders to retreat and hoped that they made it back safely. She quickly did away with any poor Uruk-Hai stupid enough to put themselves in her path as she searched. Barely blinking she separated one's head from its body and moved on.

"Legolas!"

Where was he? Buffy heard a cry for help from behind her and turned to see a soldier of Rohan under assault from an Uruk-Hai. As he ducked a blow his helmet fell off and Buffy heard herself gasp. He was just a boy. She broke into a dead run but she wasn't fast enough. The Uruk-Hai's sword speared through the boy's body and he fell to the ground.

"No!" Buffy cried. "You sick bastard!"

She unleashed a flurry of kicks and punches in a fury. The Uruk-Hai had no idea what hit him and was only just beginning to figure it out when Buffy ran her sword through his chest.

"Hurts doesn't it?" she asked quietly.

* * *

"Buffy!"

Buffy slowly came back to herself. She had no idea how long she had been standing staring blankly at the body of the boy. He couldn't have been more than fifteen.

"Buffy!"

Joy and relief rushed through her as she recognized the voice. She turned from her vigil to see the Elf running towards her. As he reached her she had the sudden urge to throw herself at him but she fought it.

"You are all right," he said relief evident in his voice.

"Yes," she answered. "But there are many who are not."

"True, but we have not the time to dwell on the fallen," He touched Buffy's arm. "We must get inside."

With a last glance at the boy she followed the Elf back into the fortress.

* * *

"So you found our wayward Elf?" Aragorn asked as they returned.

"He actually found me," Buffy answered.

"Well, either way I am glad to see you both safe."

"Gimli?" Legolas asked looking around for the Dwarf.

"Gone to help gather things to barricade the door," answered Aragorn.

At his words a loud pounding began as the Uruk-Hai began to work to break the door down.

"Things just get worse and worse," Buffy stated bleakly.

"But look," Legolas said pointing to a small window, "the sun rises."

And as the light began to filter through the room a great commotion could be heard outside the doors. The pounding stopped and silence fell over room. Buffy looked at Legolas and then at Aragorn. The Ranger seemed to have suddenly remembered something and a look of wonder and hope crossed his face.

"What is it?" she asked Aragorn.

"I believe Gandalf has arrived."