The fighting continued although clearly it was a losing fight. Lily, Aragorn, and Gimli were fighting as hard as they could. The three then heard Theoden yell down to them.

"Aragorn. Fall back to the keep." Aragorn nodded and yelled up to Haldir who nodded.

"Come on." Lily said grabbing the dwarf's arm as he refused to leave.

"What are you doing stop it!" Gimli growled. Aragorn grabbed his other arm and then looked to Haldir and saw an orc cut Haldir's arm. He was about to charge the stairs when he saw the blond slayer running to Haldir.

            Buffy heard Aragorn's yell to fall back into the keep, she started to make her way to the stairs when she saw the elf Haldir get his arm sliced pretty badly. Buffy took a running leap and caught the orc behind Haldir by surprise by slicing his head clear off. Haldir turned around and saw Buffy there although now she was spattered with the orcs black blood.

"Looked like you needed a hand there." Buffy said.

"Thank you my lady." Haldir said nodding his head. More orcs were coming up the stairs and the pair fought them off Buffy fending off more. Noticing Haldir was weakening.

"Ok we have got to get you inside you aren't looking all mighty elf warrior now. Buffy went to wrap an arm around him to help him in his weakened state but he shoved her off.

"I am capable of walking myself." Haldir stated.

"Ok well then you can stay up here and try to get into that keep without my help or suck it up and let me help you. What's it gonna be elf boy?" Buffy almost yelled. Haldir was quiet and then allowed Buffy to help him.

            Aragorn, Gimli, and Lily went inside the keep and found themselves face to face with Theoden whose features showed remorse and despair. He had begun to lose hope.

"Hold them." Theoden yelled to the men at the gate.

"How long do you need?" Aragorn asked the king formulating a plan in his mind.

"As long as you can give me." Theoden answered trying to keep the gate.

"Gimli. Lily." Aragorn yelled to them and lead them to a side door. The three made their way outside and around the cliff to the main pathway to the gate where the orcs were trying to get in. Lily turned and looked at Aragorn and Gimli.

"Come on we can take them." Gimli said. Lily nodded in agreement.

"Toss me." Lily watched amused.

"What was that." Aragorn asked.

"I cannot jump the distance you have to toss me." Gimli said. Aragorn nodded. "Not a word to that other elf." Gimli said worried. Aragorn then picked up Gimli and threw him the distance. Then he jumped followed by Lily. The three made a small circle cutting the orcs away from the gate giving Theoden time to patch of what the orcs had done to the gate.

            Buffy lead Haldir into the keep and set him down on the floor. She then put her sword down and went to move his clothing up on his arm. He pulled it away sharply.

"Hey. I was just trying to see how deep it was." Buffy said noticing his discomfort. Buffy grabbed his arm back and rolled his sleeve up noticing it was still bleeding but not too deep. She tore part of one of her sleeves off of the shirt and wrapped it tightly around the wound.

"Doille le." Haldir said.

"Ok no idea what you just said. I'm assuming thank you so you're welcome." Buffy said with a smile. Buffy then looked around the room for her sister. She heard Theoden yell.

"Aragorn, you three need to get out of there." Theoden yelled. Buffy then realized her sister was probably outside on the bridge fighting the orcs off.

"Get out of here? That's looking pretty hard." Lily said shoving another orc away.

"Aragorn." The three looked up to see Legolas throw a rope down at them. The three grabbed on and Legolas pulled them up. Once over the ledge they made for the inside.

            The gate could not be held much longer and Theoden yelled for everyone to pull back. Buffy helped Haldir up and they locked themselves into the hold. Once Lily came in Buffy ran over to her sister and hugged her.

"I was worried about you. Don't go jumping off walls and leaving me to worry." Buffy stated. Lily smiled and wrapped her arms around her sister but pulled back when she found blood on her hands. "Not mine." Buffy said motioning to Haldir who was sitting on the ground with his hand covering his arm.

"Are you alright Haldir?" Lily asked worried for him. He had been the one to teach her how to fight to see him injured worried her.

"I am thanks to the lady." Haldir said.

"Drop the lady crap. It's Buffy." Lily smiled at her sister and turned back when she heard Aragorn and Theoden talking.

"The fortress is taken—it's over." Theoden said sadness evident in his voice.

"You said this fortress would never fall while your men defend it, they still defend it. They have died defending it." Aragorn yelled not ready to lose hope.

"So much death. What can men do against such reckless hate?"

"Ride out. Ride out and meet them." Aragorn answered.

"For death and glory."

"For Rohan. For your people."

"The sun is rising." Gimli said. Aragorn then remembered Gandalf's words of looking for his coming at sunrise.

"Let this be the hour when we draw swords together. Fell deeds awake. Now for wrath, now for ruin and the red dawn." Theoden said. They were all seated on horses. Buffy was behind Lily.

"Ride out. Right. So this is just a car with four legs." Buffy was muttering to herself. Lily smiled.

"Just hold on and you'll be fine." Lily said with a smile. The horn sounded and they charged. Lily leaned down and whispered into her horse's ear. "Noro lin Nerwen noro lin." They all galloped out into battle.

            Lily was trying to keep control of the horse and make sure Buffy was still on the horse and fighting as well. She heard Aragorn speak and then saw Gandalf atop the hill with the Rohhirim behind him. They ran down the hill and with the help of them the uruks were sent running. They chased them until they came to a forest. Lily slowed the horse to a stop as did everyone else.

"Stay out of the trees." Eomer yelled to everyone.

"Call me crazy Lils but there wasn't a forest here before." Buffy said.

"The forest of Fangorn has their own battle with the orcs." Legolas said. "They are very angry for what wrongs have been done to them." Legolas answered.

"Trees that are angry and walked here? Now I really have seen everything in the world." Buffy said. The company turned their horses and headed back into Helms Deep to get the women and children out as well as tend to the wounded.

            Buffy and Lily were walking through the battlefield looking for anyone who may be wounded and in need of help.

"How could anyone do this." Buffy asked as they walked by the body of a boy who was much to young for battle.

"I don't know." Lily said sadness etched in her eyes and voice. They walked a few more feet and overheard Legolas and Gimli.

"Sixty seven is a noble number. Yet I am sitting on a pretty sixty eight." Gimli said from his seat atop an orc. Legolas whipped out an arrow and nailed the orc.

"Sixty eight." Legolas said.

"He was already dead."

"He was twitching." Legolas said.

"That's because he's got my axe imbedded in his nervous system." Gimli yelled. Before they could argue anymore Buffy walked by.

"Seventy-two." Was all Buffy said as she and Lily walked by and back into the Deep to see Dawn.