A/N: Early update because it's hobbit day!

It had been nearly a month since they had left the Last Homely House east of the sea and the company of Thorin Oakenshield (minus Gandalf, for he said he had business to attend to and would meet up with them in the High Pass) found themselves beginning to miss Rivendell. They had traveled over miles of beautiful landscapes—including, at one point, having to cross under three different waterfalls. Bilbo, Baylee, and Ori had enjoyed seeing such sights; when they made camp at night, Bilbo and Ori would go off and find a good vantage point to sit and admire the view.

But now, the view was nothing but rocks, snow, and snow-covered rocks. Two days had passed since they had started climbing the road that would take them through the Misty Mountains. The ground was hard and the path was clear, making their journey easy—for now. As they climbed higher and higher, though, the hobbits started to feel like it was getting harder to breathe.

At first, they thought it was just their minds playing tricks on them; after all, they were climbing uphill and that was always harder on the body than going downhill. But now, on their third night in the mountains, they knew it was no trick.

"Are you alright, Baylee?" Fili set his hand on her back as he leaned over, looking at her with concern. Her face was red and covered in sweat while her breathing was labored. They had been in the middle of her lessons when she suddenly called a halt to the sparring and fell to her knees, her hands and forehead resting against the hilt of her sword. She hadn't gotten like this with her archery practice earlier, so he was rather perplexed as to why she was suddenly so out of breath.

"H-Hard to-to-to br-breathe," she wheezed.

Looking to their right, Fili could see that Bilbo was in much the same predicament as his daughter. Nori was awkwardly trying to help the hobbit, though it was clear he didn't know what was wrong with him either.

"We'll call it quits for today," he then said, looking back at Baylee. "There's no sense in making you practice when you can scarcely breathe." Letting her hold onto his arm for support, he took her sword—which was an elvish short sword given to her by Lord Elrond—and slid it back into its sheath. Then, scooping her up, he started to carry her towards Nori and Bilbo.

"I swear I didn't nick 'im," Nori said hurriedly as he saw the prince approaching. "He just called a halt to things and—"

"Started complaining about being unable to breathe? I know; Baylee did it, too," Fili assured him.

Frowning amidst his panting, Bilbo looked up. "B-Baylee? How—" He went silent as Nori shushed him.

"The two o' you need to concentrate on breathing," Fili gently scolded. Baylee was surprised by how serious he sounded; it was the first time she hadn't heard any mirth or mischief in his voice. "Nori, get his sword put away and carry him back to camp. Maybe Oin will know what's wrong with them." As Nori nodded, he started to walk back towards camp.

"I-I'm sorry," Baylee wheezed.

His brow rose and he looked down at her in confusion. "Why are you sorry? You clearly can't help this." He then gave her a reassuring smile. "I'm sure whatever it is, Oin will be able t' fix the two o' you right up."

"N-Not sure it's-it's sickness." Her breathing was finally starting to ease up, though it was still labored. "Si-since yesterday, the-the air—the air's felt thin. Li-like there's n-not enough of it."

His brows furrowed. "That…doesn't make any sense. The air feels the same to me." He glanced over his shoulder, seeing that Nori wasn't too far behind him. As such, he stopped and waited for him to catch up and, when he did, he found Bilbo still panting. "Bilbo, I'm goin' to ask you something. You only need t' nod or shake your head, alright?"

Bilbo nodded.

"Does it feel like there's not enough air up here?"

He nodded again.

"But there's plenty o' air here," Nori said, his confusion evident in both his voice and his expression. "You can't get much more air than bein' out in the open in the middle o' nowhere like this."

Fili shook his head. "I don't know. Baylee said she doesn't think it's a sickness, but maybe it's just one she an' Bilbo don't know about?"

"Yo-you'd be…you'd be sick, too," Bilbo grunted.

"We dwarves don't get sick like humans an' hobbits," Nori reminded him. "Mahal made us hardy an' that means no illnesses for us."

A quiet sigh left Fili's mouth and he turned his attention back to the approaching camp. He watched as a few of the dwarves looked at them. Of them, it was Bofur who first noticed that Bilbo and Baylee were being carried. His eyes widened in worry.

"Wh-what's wrong with the hobbits?!" he cried, his voice echoing around them. His words made the rest others turn to look.

"We're not sure," Nori answered. He knelt down and carefully set Bilbo on his bedroll. "They're sayin' it's really hard for them to breathe." As he stood, he took a step back as Bofur hurried over.

"Th-the air feels thin," Baylee added as Fili set her down on her bedroll. "It feels—it feels like th-there's not enough of it." She started to fan herself with her hand, glancing over in time to see Bofur helping her father take a drink of water from a waterskin. As a few of the others started to gather around them, she felt her cheeks grow a bit redder; both her and Bilbo disliked being the center of attention.

"Do either o' you have other ailments?" Oin questioned, aiming his hearing trumpet down at them.

Bilbo nodded as he swallowed a bit of water. "I-I've had a headache s-since yesterday morning. Haven't been—haven't been too hungry, either."

Baylee bit her lower lip. "I've-I've felt dizzy on and off since yesterday," she said, trying to speak loud enough for Oin to hear. "I haven't been t-too hungry, either; I've been feeling a bit—a bit nauseous, actually." Realizing that fanning herself was only making her become out of breath again, she stopped.

As he listened to them, Oin slowly nodded. "I've heard o' this," he announced after a moment, "though, I've only heard o' it affecting humans. I suppose it's because hobbits don't leave their lowland Shire very often."

"Is it an illness?" Thorin demanded, his brows furrowed. He watched as Bofur turned to face Baylee now, helping her to drink a bit of water as well.

Oin shook his head before scratching his beard. "Not an illness, no. The lassie says the air feels thin an' that's because, to the two o' them, it is thin. Humans an' hobbits aren't as hardy as we dwarves. We thrive in environments they're weakened by thanks t' how Mahal molded us."

"Is there a way t' treat it?" Bofur questioned, looking up at him with worry. "Will they be alright?"

"They just need t' get used to it up here, I'm afraid. They should be alright, so long as the road doesn't take us much higher. They just need time t' acclimatize."

Thorin nodded slowly in understanding, crossing his arms over his chest. "Very well then. Mouse-Lass, Master Baggins, this means the two o' you are to spend the evenings resting. No sword or archery practice and no foraging until we get to lower elevations. Do the two of you understand?" He looked down at the two hobbits—Baylee in particular, as he had come to learn that she often grew restless if she had no tasks to do. "No arguments, either, Mouse-Lass," he gently warned before she could argue. "We don't need either of you somehow suffocating out in the open." He then looked at Bofur. "Bofur, I want you to make sure they follow orders."

"Understood," Bofur chirped.

Thorin moved to return to his spot, but then paused. Turning slightly, he wore stoic expression, though there was the slightest hint of humor in his voice. "If Mouse-Lass tries to put up a fight about having to rest, just start telling her about dwarvish culture—that should keep her rooted."

Just as the color had faded from her cheeks, Baylee felt it rush back into them. Beside her, Bofur was chuckling as he looked at her.

"You like hearin' about dwarvish culture? I didn't know that, lass," he said. "I expected you t' fancy elvish culture like your da' here."

"I can read about elvish culture," she told him, a bit of a pout still on her lips. "But there's next to no literature on dwarves."

He was glad to hear that her breathing was practically back to normal. "Ah, not in Westron, there isn't," he agreed. He offered her the waterskin again and she took it. "But in our cities, there's plenty o' books about dwarves. Dwarvish history, dwarvish folklore, dwarvish industry—dwarvish anythin', really." Sitting cross-legged, he looked down at Bilbo, finding him still sprawled out. His breathing, too, seemed to have returned to normal, bringing a sense of relief to the dwarf. "To be honest, we're rather secretive folk…an' you can, one hundred percent, blame that on the elves."

"How so?" She handed the skin back, using the back of her hand to wipe away a bit of water that had dribbled down her chin. "I mean, I know the two races aren't fond of one another…"

Nudging Bilbo, Bofur offered him the skin again and chuckled as he greedily took it. "I don't know the story too well, but the gist of it is that, ages an' ages ago, elves used t' hunt dwarves for sport. They didn't know what we were—they just thought that we were another sort o' wild animal."

"That's horrible," Bilbo frowned as he corked the skin. As he handed it back to Bofur, a hint of color came to his cheeks when Bofur's fingers brushed against his. "You're very clearly not wild animals, even if you do have the manners of one sometimes."

Both Bofur and Baylee snorted at that. "Hey now," Bofur joking scolded, wagging his finger at him. "Just because you hobbits think we have the manners o' wild animals at times doesn't mean we do. We were just testin' you that day in Bag End."

Baylee let out a laugh. "Ha! I knew it had to be some sort of test!"

"Testing me!?" Bilbo pouted. "Testing me?! Testing me for what exactly?"

"Obviously t' see if you'd be able t' handle being around us dwarves without losin' your head," Bofur stated with a cheeky grin. "Though, I'm afraid you failed that one, Bilbo. Your wee lassie here passed with flyin' colors, however." He lightly tousled her hair before leaning back and resting his weight on his palms behind him.

Baylee flattened her hair back down before tucking a stray lock of hair behind her ear; she met no resistance, as she no longer had to wear the bandage over her eye. Sadly, as it healed over the weeks, her vision had deteriorated, leaving her totally blind in that eye. "Believe me…I only looked calm that night. Inside, I assure you, I was panicking. Especially given how much food you lot were eating. I thought our pantry would have been left entirely empty." With her hair disheveled anyway, she untied the ribbons holding it in place before making quick work of undoing the braids.

"Yes, but they instead left our pantry only mostly empty," Bilbo sighed. "I don't want to think about the sort of mess we're going to return home to find." His nose scrunched up and he stuck his tongue out. "Our impeccably clean Bag End…smelling like long-rotten food and over-fermented wine…"

"Could'a been worse," Bofur chirped. "You could have left with a full pantry!" He looked over at Baylee as she started to comb her hair. "Anyway, it's just one room—it won't be too much t' clean up."

"One—one room!? Bofur, we had food stored in our kitchen, too! And, if-if-if I recall, there was half a pot of porridge near the hearth when I went running out of Bag End!"

At that, Baylee cringed. "Er…that was my doing, I'm afraid. I had thought I would have eaten more of it, but then I got distracted with cooking for the lads," she explained.

He wagged a stern finger at his daughter—at least, it would have been stern if he weren't sprawled out on his bedroll like a child. "That was one of our best pots, young lady! No doubt, by now, it's ruined!"

She wore an apologetic look. "I'll have Mister Goldworthy make us a new one when we get back."

"That's if you remember," Bofur chuckled.

"Oh, she will—Baylee's memory is quite good," Bilbo said with a sigh. "You could practically name a date and she could tell you what took place that day." Closing his eyes, he sighed again; he had to admit, out of all the dwarves, he got along with Bofur the best. Even if he could be frustratingly optimistic at times.

"It's not that good," she retorted, her brow rising. When she saw a small smirk come to Bilbo's lips, she paused in her combing, knowing he was about to say something embarrassing.

"Says the girl who probably remembers that kiss Halfast gave her in perfect detail."

Her lips pursed in a pout and her cheeks turned red; as Bofur began to snicker, though, they grew beet red. She started to comb her hair a little more quickly.

"I wasn't aware you had yourself a lad!" he grinned.

"That's because I don't have myself a lad." She cleared her throat. "He—he and I aren't exactly courting," she told him. Then, realizing how that sounded, she quickly added, "Nor are we married! We're—we're just friends!"

Bofur's brow rose as he took his hat off, deciding to also redo his braids. "Ah, lass, I don't think friends kiss each other—'cept, maybe, on the cheek. Or if they're drunk," he chuckled. "An' judging by how red you are, the kiss he gave you wasn't one o' those." From under his tunic, he pulled out a metal pendant that hung around his neck on a silver chair. He pulled it in half, revealing the lower portion to be a comb.

Still wearing the pout, she glanced away; she felt herself starting to get a bit out of breath from detangling her hair in addition to all the talking. "It was just one—"

"Two," Bilbo interjected. He was doing his best to bite back a grin, but was failing miserably. "You told me he gave you two kisses."

"It was just two quick kisses on the day that we left," she grumbled. "That's not remotely close to courting. Anyway, by the time we get back, he'll probably have his eye on another lass…" Closing her eyes, she let her hands come to rest in her lap, trying to catch her breath.

Since her eyes were shut, she didn't see the rather fatherly frown Bofur gave her and the exceedingly fatherly frown Bilbo was wearing.

Sitting up, Bilbo crossed his arms over his chest. "And just what makes you think that, young lady!?" he demanded, his tone stern. His frown grew slightly when he noticed that she was breathing a bit heavier.

She shrugged. "We have no idea how long we're going to be gone," she explained. It wasn't entirely a lie, but she most definitely wasn't about to tell them that was because of her looks that she thought Halfast wouldn't want to court her anymore. "We could be gone for just a handful of months or we could be gone for a handful of years. In either of those time frames, another lass could easily catch his eye." Opening her eyes again, she resumed combing her hair; it was free of any tangles, but it kept her hands busy.

It was Bofur's turn to shake a scolding finger at her. "Now that's not anyway t' go thinkin', lass." Finishing combing the first half of his hair, he started on the other half. "If the lad likes you enough t' give you two smooches before you leave, then it's not going t' be very easy t' sway his mind away from thoughts o' you. Anyway, I doubt there are many hobbit lasses out there that can compare t' you—how many o' them tried t' rescue their dads from a group o' trolls?"

"None, that's how many," Bilbo agreed with a nod. "Not to mention how sweet, thoughtful, and caring you are. And you're a wonderful baker—practically the whole Shire knows about your cranberry-orange bread! What kind of lad would go after a different lass when he's got you, hmm?"

Her brow rose slightly. 'It feels like I've got two fathers and they're both scolding me,' she thought. 'With da' being the sterner one of the two and Bofur being the sillier one.'

"Ooh, cranberry-orange bread?" Bofur then chuckled. "Don't tell Fili about that. The lad loves cranberries." He paused for a moment, thinking over his words. A mischievous grin came to his lips. "Then again, if you do tell him about the bread, then it might be this Halfast lad who has t' worry about you gettin' wooed away from him."

"Now that I highly doubt would happen," she snorted. "My bread is good, but it's not nearly good enough to make a dwarven prince not only court someone outside of his status, but also court a hobbit."

Bilbo, still wearing a frown, rolled his eyes. "I'm beginning to wonder if I raised you to be too humble."

She frowned. "I'm not being humble. I'm bein' honest."

"Yes-Yes, you are! Your bread is fantastic enough that it would make a dwarf fall in love with you. I-I-I daresay it'd make even an elf fall in love with you!" Bilbo argued, getting rather flustered by her modesty—or, rather, what he took as her modesty.

Baylee gave him a bland look; Bilbo hated to admit it, but with her left eye being almost colorless now, it was actually a fairly eerie expression. Before she could say anything, however, Bofur spoke.

"This isn't an argument either o' you can win. I hope both o' you know that," he told them. "Everyone's got different thoughts on what's humble an' what's not—clearly, the two o' you have entirely different definitions." Having finished combing his hair by that point, he was now halfway done with braiding half his hair. "Though, I do agree with you a bit, lass. It'd take more than just cranberry-orange bread t' woo an elf. You'd have t' make lots o' salad, too." A cheeky grin came to his lips as she gave him a small shove.

Another three days of travel took them even higher into the mountains before the road evened out. By that point, both hobbits were having a hard time walking; they had to stop almost every half hour despite their best efforts to push themselves. In the end, they reluctantly let themselves be carried.

But with another week's passing, the road finally began to head back down. After three days of descending and a day of rest, Bilbo and Baylee were able to walk on their own again—for which they were quite relieved. For Bilbo, it had been embarrassing, being unable to walk more than a dozen yards on his own; Bofur, however, had assured him that he didn't mind in the least, as Bilbo was quite light compared to his pack. For Baylee, being carried wasn't so much as embarrassing as it was disheartening, since it left her feeling less like a Mouse-Lass and more like a piece of luggage. Fili and Kili (who took turns carrying her), though, told her to stop fretting and that, as soon as they were back in the lowlands, she could go back to her foraging and her sword practice.

Traveling at the lower altitude wasn't entirely joyful for the group, however: Not only did the road grow quite narrow, but the weather also started to turn. It grew grey and the air got heavier. As the road evened out on their fourth day of descending, the wind started to pick up and, with it, a strange scent filled their noses. It was almost sweet, but there was a sharpness to it that told them a storm was fast approaching.

And fast it was.

It was the time they usually stopped to make camp when the first sheets of rain started to pour down. With little in the way of shelter, the company decided to press on until they could find a cave or wider strip of path where they could seek some refuge from the weather.

As they would soon learn, they should have stopped where they were.

The storm grew worse as the night grew darker and no shelter was to be found. The wind grew stronger and colder and it blew against them, making it difficult to walk at times. It also drove the rain against their faces with such force that it felt like dozens of tiny needles were stabbing into them. When lightning ripped the sky in half and thunder followed shortly after, it was so loud and so close, it felt like the entire mountain shook.

Baylee found herself thankful that she was walking between Kili and Bifur. Bifur, being wider and taller than her, blocked most of the wind and rain from hitting her. There were times, however, when they would come around a bend that the wind would practically slam her small frame into the rock wall.

The worse part, however, was the path. It was already narrow, but there were times when the edge would crumble away as someone walked past it, startling them. At one point, Bilbo nearly went tumbling because of a collapsing edge, but Bofur and Nori quickly pulled him backwards, keeping him from certain death.

As lightning lit up the sky, something moved in the corner of her vision. Looking up, her eyes widened in horror and she cried out, pointing up as an enormous hunk of rock flew through the air. Dwalin, having seen her pointing, looked up as well.

"WATCH OUT!" he shouted, his voice rising above the storm.

Shoving herself against the wall, Baylee felt her heart racing in her chest. What in the world could make a chunk of rock that large fly through the air as if it were a pebble? As the rock impacted with the mountainside above them, it made the mountain tremble like an earthquake. It shattered on impact, large bits and pieces of rock raining down. Thankfully, none of them hit any dwarves or hobbits.

"This isn't a thunderstorm!" Balin called out in a mixture of terror and awe. "It's a thunder battle!" He pointed in the distance, where the silhouette of gigantic creature could be seen. As lightning flashed, Baylee saw that it was some sort of creature birthed from the mountainside itself. It tore the top off one of the lower mountains with ease and got ready to throw it.

"Bless me!" Bofur gawked as the creature chucked the boulder towards them. "The legends were true! Giants! Stone giants!"

"Take cover, you fool!" Thorin shouted above the wind.

Bilbo and Fili pulled Bofur just as the boulder hit the rock above them. Once more, stone came toppling down around them, threatening to crush them if they hadn't taken cover. The impact, however, had been great enough that the mountain began to shift and shake. A large, vertical crack formed in the wall and, suddenly, the wall began to split in half—it also split the company in half.

"Kili!" Fili shouted, reaching out towards his brother. "Grab my hand! Ki—"

Kili and Baylee watched in horror as Fili, Bofur, Bilbo, Dwalin, Dori, Ori, and Bombur were pulled away from them by the mountain. Glancing upwards, Baylee did a doubletake—she saw a pair of arms emerge from the stone above them.

They were on the leg of a second giant, who was pushing itself up from a seated position. Before it could stand entirely upright, however, the first giant came over and slammed its head into the second. The second giant fell backwards against the mountainside.

"Go, go!" Thorin shouted, running forward.

A curse left Baylee's mouth as Kili picked her up and put her over his shoulder before running forward as well. Just as the giant started to stand up once more, he jumped over the gap between its leg and the solid mountain ahead of them. His landing wasn't the most graceful and he fell onto his stomach, accidentally flinging the hobbit lass onto the ground. Thankfully, her petticoats acted as a bit of a cushion.

"Cover!" Gloin shouted, watching as a massive fist came flying towards the second giant.

Grabbing the stunned Kili, Baylee dragged him backwards as she scooted back against the wall. Her timing couldn't have been better; just a few seconds after she pulled him back, a chunk of rock slammed into the spot where he had fallen, taking part of the ledge with it.

Above them, a third giant emerged from the mountain nearly three hundred yards away. A single one of its steps, however, easily covered half that distance. While the first two giants were distracted with punching one another, it ripped off part of a small mountain and threw it at them. The boulder slammed into the back of the second giant's head. It stumbled forward a step before its legs gave out from beneath it. The group watched in horror as the others, still stuck on the giant's leg, rushed towards the solid mountainside.

"Da'!" Baylee cried, though her voice was lost to the storm. She felt her stomach churn as the leg slammed into the wall.

There was no way they had survived that impact. A few seconds later, the giant toppled backwards, falling into the chasm below.

Hoping beyond hope that their friends and family were still alive, the group scrambled to their feet and raced forward. The path widened out as they rounded a small bend, making it so they could sprint without worry of falling over the edge. Then, as they went around another turn, they breathed a collective sigh of relief.

Somehow, the group had survived. They were laying in a disoriented heap, but they were alive. Kili rushed past Baylee, running to help his brother up while she stood back, looking for Bilbo. Bofur, also looking for the hobbit, called out his name.

"Help!"

Bilbo's voice came not from the pile ahead of them, but instead from below. Her brows furrowing, Baylee swore loudly as she saw her father dangling from the edge of the cliff.

Her eyes shot open and her heart skipped a beat in fright. "Da'!" Diving forward, she grabbed onto his wrist, trying to help pull him up. But while she had been able to drag Kili along the ground, she was not able to pull her father up and over the cliff's edge. "Help!" she cried, desperation in her voice.

She suddenly screamed as Bilbo's wrist slipped out of her grip and he started to fall. The Valar must have been on their side, however, for Bilbo was able to catch himself a few feet down on a small outcropping just wide enough for his hands to hold on.

Cries arose from the dwarves and, suddenly, Ori and Bofur were beside the hobbit lass, their arms outstretched as they tried to reach for her father. They were just short of reaching him, however, even when they scooted forward in an attempt to reach lower.

Out of nowhere, Thorin grabbed hold of the road's edge and swung himself down. Grabbing the back of Bilbo's jacket, he hoisted him up far enough that Ori and Bofur were able to take hold of him and pull him up. As he started to pull himself up, however, the bit of edge he was clinging onto crumbled. Before he could fall more than a few inches, however, Dwalin was able to snatch Thorin's wrist. With some effort, he managed to get the king pulled back up to safety.

Baylee scrambled forward, practically throwing herself against her father as she hugged onto him. A small sob left her mouth as she felt him cling onto her in return. "I thought I'd lost you," she choked out.

"I thought so, too," he admitted, holding her close. "But I'm safe now. Everything's alright, Baylee. I'm here." He kissed the top of her head; his heart was still racing inside his chest. Twice in the span of five minutes he had looked death in the face only to walk away, unscathed.

Part of him was horrified.

But another, larger part of him was absolutely thrilled.

"Come on, dear," he said after a few minutes. Holding onto her with one arm, he used the other to push himself to his feet. Getting his daughter righted, he set his hands on her shoulders and, leaning back slightly, gave her a reassuring smile. "No more tears. We're both safe and sound. And, from the sounds of it, Dwalin's found a cave for us to hide in."

Sniffling, she turned her head to see Thorin ushering the others into a cave about twenty yards ahead of them. She nodded, her lower lip still wobbling slightly, and started to walk forward. Bilbo followed along behind her, though he paused at the cave's entrance.

"Thank you," he said to Thorin. "You—you risked your life to save me. I don't know how I can repay you."

Thorin shook his head. "Now's not the time t' think of such things," he replied, his voice a bit gruff. He followed Bilbo into the cave, finding Oin and Gloin getting ready to assemble a fire pit. "No—No fires," he told them. "Not in this place." He moved a bit further into the cave. "Get some sleep. We start at first light."

"We were to wait in the mountains until Gandalf joined us," Balin said, a frown on his face. "That was the plan."

"Plans change." He looked over at Bofur. "Bofur, take the first watch."

Bofur nodded, moving to sit closest to the cave's entrance. As Baylee sat down, she couldn't help but notice how Bilbo picked a spot rather close to Bofur.

'Those two seem to have grown quite close over the last few weeks,' she thought, shrugging off her pack. 'I'm glad da's finally made a friend in the group, though I can't help but wonder if—' She squeaked as, out of nowhere, a cloak landed overtop her.

"You're shaking like a leaf in a storm," Fili said as he and Kili sat down on either side of her.

"She's about the size o' a leaf in a storm," Kili chuckled.

Poking her head out from under the cloak—which was, actually, quite warm—she found it to be Fili's. "Th-thank you," she said, hugging it closer to her body. She then frowned. "Am I shaking…?" Holding out her hand, she found that she was, indeed, shaking quite badly.

"Can't blame you," Fili told her. "The mixture o' adrenaline, relief, an' the cold can shake a little thing like you up quite badly."

She half-heartedly smiled. "Says the one who nearly died and isn't shaking at all."

Fili shrugged. "It's not the first time I've looked death in the face…Though, it is the first time I've stood on death's kneecap." He grinned as both Kili and Baylee snorted.

"You should try and get some rest, Baylee," Kili then told her. "Uncle's not lying when he says 'first light'. And there's no tellin' how far off that is."

Nodding, she moved to lay down, still wrapped up in Fili's cloak. Her brows furrowed slightly. "Why…Why is the floor covered in sand?" she thought aloud. Picking up a handful of the stuff, she let it fall through her fingers back onto the ground. "There shouldn't be sand in the mountains…" Her nose scrunched up and she sat up once more, removing her sword belt from around her waist before putting the sword on the ground next to her. Then, once again, she laid down, keeping the Fili's cloak wrapped around her.

"You'd be surprised," Kili yawned. "With all the wind—and, apparently, fights between stone giants—the smaller rocks can easily get ground down t' nothing. Bein' so light, they accumulate wherever they can get caught. In this case, a cave."

"Fili, Kili, Baylee," came Thorin's voice. "Sleep."

Baylee shrank down in the cloak; that was the first time she had heard Thorin use her proper name since the day she resolved to call him only by 'Oakenshield'. This time, though, it wasn't the least bit lighthearted.

"He'll be less grumpy in the morning," Fili whispered, unaware of how well his voice carried in the cave.

"Fili."

The prince quickly laid himself down and tucked his hands behind his head. He glanced over at Baylee, giving her a cheeky grin before closing his eyes.

Also closing her eyes, Baylee let out a soft sigh. 'It still bothers me that there's so much sand in here,' she thought. 'While I now know it's entirely possible—and that there's certainly been enough time for it to have accumulated this much—it still feels wrong. But maybe that's just me being on edge after everything that happened tonight?' A nearly-silent sigh left her mouth; she was still shaking, but not nearly as bad, and she was already beginning to feel the effects of sleep taking hold of her. 'Whatever it is, I hope it goes away soon…'