DISCLAIMER: All rights belong to J.R.R. Tolkien. No CR infringement intended. I own only my OC's which have no basis in canon. Any characters that can remotely be considered canon belong to J.R.R. Tolkien.

A/N: This is a fic I have been working on for about a year and a half but haven't gotten around to posting. It is quite sprawling at this point and I aim to piece it together meaningfully, over time. Part of my own "healing process" over canon-Thorin is to create an AU where he experiences something truly pure and good, which is the woman that he comes to love against all odds (because everything can't be perfect). This is the story of their lives, but it is also the story of Erebor in a "what if" universe. And it's a story about dwarf culture and especially dwarf women. Some are my original creations; others are confirmed-canon and speculative-canon that I really want to flesh out and develop as characters in their own right. I hope you will enjoy reading.

DUNININH- "The Female Guide"

2

He had no time to figure from this distance which one that actually was (as if it would be hard to miss). Already the cry had gone up that the king had come at last, and the dwarves were roused immediately.

Emli wife of Gloin was the first to offer her bent knee to the king, along with her son, Gimli. The lad was growing up so fast, fiery of hair and with the quick though not ignoble temperament of his father. He had begged and lamented like a petulant child to go on the quest. And Gloin had held a firm no, in spite of the grief it gave him to leave them in Ered Luin.

Gloin was the lucky one. Emli beamed with pride as Thorin praised Gimli's fine beard and ax, what a fine young dwarf he was growing into, on the cusp of manhood. Alas he was still a boy, in so many ways, exactly the way Thorin had remembered him. Gloin was the lucky one, the luckiest one of all.

He blinked back the stinging of tears and embraced the boy tight, while Emli looked on in silent understanding, with fine, wistful lines drawn about her face, remembering.

She could still see theirs, with hair ratted making mischief with little Gimli, carrying him about as if he were a toy, and how she scolded them for their muddy feet and ruined clothes even though they were the nephews of the exiled king, as they trod in her door. The smell of mud and rain on them, and little Gimli sopping, snarl-headed, laughing. She could still see their faces, one fair and confident always, the other sweet and smiling and swarthy. She could still see their faces…

And Dori and Nori and Ori followed, reverently, and Ori seemed frightened to approach him but was nudged forth by Dori. Bofur and Bifur all but leaped at him, crushing him in an embrace though too overwhelmed to look into his eyes, as if he were a ghost. It was what Bifur muttered in Khuzdul again and again until Thorin put his hand over his to see that he was flesh and bone. And Bifur had embraced him once more, as tight as a child greeting a loved one after a long absence.

Thorin remembered that feeling, though by smaller arms. If only, if only. To feel it one more time, another minute, even another second.He banished the thought from his head, a long-practiced banishment. His people were before him, ever-forgiving. If he could not do so for himself, theirs was good enough for the time.

When it seemed all had greeted and pledged their fealty to the king, Dwalin asked his leave and took a handful to gather firewood and water the ponies. Thorin looked everywhere for the woman who led them, and could find her nowhere. In the distance, he heard the sound of howling dogs and then a pony at a trot. From the road ahead of them came a bare-faced dwarf woman on the back of a shaggy black pony. By her side was another female dwarf, hearty-looking and pale-haired, donning a coat of mail. A trio of hounds begged the attention of the smaller, beardless one as several dwarves huddled around her for some news or another. She scratched the hounds behind their ears. "No orc tracks that can be found, none of their scent on the air or the ground."

The dwarves looked palpably relieved at the news, and of the directive to make camp there for the night. "Rest up well. We make for Bree in the morning," the woman said officiously. Sundown was coming; the dwarves were tired. Dwalin returned with Donbur, son of Bombur, who, like his father, was both colored and shaped like an orange. Donbur huffed and puffed, hauling armloads of firewood; he dropped his load near Thorin's feet, catching his breath. "Atta boy," Dwalin rumbled, slapping at Donbur's well-padded back. The beardless woman caught Donbur in her view like a bird of prey. "Best ye get a fire going and some stew in the pot," Dwalin laughed. "Before she gives you another dressing-down."

Now she was standing before Thorin, and looking up at him with eyes that were a harsh metallic shade somewhere between hazel and topaz. If Thorin and Dwalin were considered tall among dwarves, then this woman was positively minuscule by the same considerations. She was small and plump and stood no higher than Thorin's chest. Her size was momentarily irrelevant; her eyes, heavy and weary as they were, cut deep. Donbur straightened up under their examining gaze.

"So it is true," the woman said, eyes melting to a kinder expression toward the king under the mountain. "You have my fealty, Thorin son of Thrain. You are welcome to what is ours," and she curtsied stiffly before him, a reverent and stoic way about her.

"My lady," Thorin responded quietly. He gave the dwarrowdam a cautious glance, a quick study. Beardless, the enigmas in her face were utterly bared, her age uncertain, being neither elder nor particularly youthful; a harshness to life had aged her, whatever her years. Creases flanked her eyes, her orange hair in two long plaits that fell past her hips and were cinched in heavy sterling silver clasps.

"My king." She was called for by the women, bobbed a quick bow of her head to Thorin and went about her business.

"Who is that woman?" Thorin inquired of Dwalin.

"Ah, Meisar the Shepherdess. She's a tough stone to carve." He squinted his eyes after the orange-haired woman and together they watched the caravan begin settling down, except for the Meisar the Shepherdess, ringing the camp with her hounds to set out a perimeter for the night-watch.

Balin interrupted soon enough. "May we speak of… somewhat complicated matters? Walk with me, my king."

They walked away from the campsite together, into the night with only a small lantern between them. Balin finished a long train of thought and began to speak. "There is an odd crisis afoot in Erebor."

"I meant to inquire. I didn't know quite where to begin," Thorin muttered, darkly.

Balin pressed on. "A great council of the Seven Dwarf Families was called seven months past, but of pithy result. By law, the throne passes to Dain's son, Thorin Stonehelm, but he is a boy, not even old enough to wield an ax. And he has the Iron Hills to contend with. Or should I say, his mother does. Dain's widow rules in his stead, though her small council are a useless, bickering lot. The Hills are in chaos, and Stonehelm will not come to the Lonely Mountain to accept the crown or otherwise. I do believe the dwarves of the Iron Hills believe it cursed."

"Indeed." He remembered that strange twitch in Dain's eye, at the summit of the seven families in Ered Luin, those years past, pleading their alliance in the quest. It was not guilt hiding in his obstinacy, but fear. The dwarves of the Iron Hills understood something he had just begun to.

"The throne is empty, Thorin, but it is not the throne that dwarves- or men- desire. Best you know that Erebor thrives and grows stronger each day, but it is so for the regiments that guard it day and night. Gloin has overseen the running of the treasury. It keeps the sentries paid and at their watch. A small council rules in your stead, until your return. They will serve you well. I should know best. I am head of it."

"Until I return…" Thorin sighed, into the wind so Balin couldn't hear.

"As for the other matter of throne, the people call for Dis as their queen though no dwarf woman has ever sat on the throne of Erebor as regent. But she is…" "You have given her my apologies, surely?" Thorin inquired with a flit of self-loathing showing at his brow. He had not meant to hurt her, his beloved sister whose grief was already beyond measure.

"Aye, she forgives you with all of her heart- or what is left of it." Balin's eyes were filled with worry, in the grandfatherly way he had cared for them even as children. "I fear for her, my lord. She does not wish to rule… nor is she capable of it. She has isolated herself in the mountain halls. She can hardly bring herself to eat or sleep. Dis mourns as a mother would, but far more gravely than ever I have seen," Balin lamented.

"To breathe life back into them I would give my own. I did not keep my promise, Balin."

He watched the movement of Thorin's throat, the tightening of the skin over the laryngeal swell, the twitch of his jaw. He pinched his breath off and the color drained from his face. He stopped and set down his lantern and braced Thorin firmly about the shoulders.

"There is no oath you could have sworn, not even upon the honor of your forebears or the lives of your kin, that could have prevented what happened."

"I am not placated by that answer, but I accept it."

"It ended not in fire but in blood. That blood is not on your hands. Not theirs, not mine."

"You seem very sure of that." Balin's eyes shifted down a bit. "You are alive, and you are a king. That is all that matters now."

When they returned the campsite had already been laid down, and perimeters set with two armed watchers at each corner. Meisar the shepherdess ate while walking, an eye set to every dwarf and every pack animal and pony. Her eyes caught Thorin's at a distance, nodded with brief reverence, and quickly looked away.

There was only a small fire over which to eat, now that it was near dark. Four dwarves, Bofur, Nori, Dori and the iron-smith, Freyda, had been sent out on the first leg of watch. It left the remaining dwarves, not sent on watch or already bedded down, to gather around the fire and eat and commiserate before bed. Urdlaug, daughter of Bombur, cooked and served a hearty stew with conies and scallions. She had her father's skill at the cooking pot, if lacking his jovial personality. She carried a wooden tray as wide as she, laden with bowls, and offered the king his first, the biggest and the hottest bowl. It reminded him of days gone past, more troubled days of exile and uncertainty and hunger aplenty indeed. Alas, how there was always relief and simple pleasure at a dwarven hearth, where one could expect to find a hot supper, even in lean times. How they took care of each other even in the darkest hours. How Dwalin, seated beside him, yielding him a better heel of bread in exchange for his own, had done the same as they traveled, hammers in hand, from Rohan to Dunland to the Blue Mountains. He put his hand on the hot, crusty heel of bread and bid Dwalin keep it. And he thought of his home there in the West, which had grown over time to a comfortable lodging, as fit for a king in exile as it could be. His halls there had been modest in comparison to the splendor of Erebor but well-maintained.

"Who keeps my halls in the Blue Mountains now?"

The dwarves looked up when he spoke. The king had been near-silent all of the day, except in his salutations.

"The Broadbeams keep them well and fine," Emli assured him. "The dwarves that decided to stay in Ered Luin have done well. They look after each other." She finished combing Gimli's hair and pursed her lips. "Some could not bring themselves to come home."

"'Amad?" Emli's hands had stopped moving with the comb halfway through Gimli's hair.

She plucked a snarl out of his undone braid as he grimaced. "You were born in exile, my sweet son. You will know Erebor only its glory. But there are those who saw terrible things there, and they can never bring themselves to go back."

Seated close to where the fire's light dimmed and started to blend into night, Meisar the shepherdess looked up from her carving, and studied Thorin's melancholy face. Wisps of steam rising from the stew bowl between her knees concealed her side-eyed look toward Thorin, but only for a moment. She knew. He met her eyes for a brief moment and knew that she did.

The dwarves on the road called her Meisar the Beardless, though never to her face.

They said she was a guide-for-hire, a dwarrowdam who dwelt in the wilderness away from their kin, and had none that any of the dwarves could name. When Meisar the Shepherdess gave an order the dwarves on the road listened. She had a harsh voice for such a tiny woman, a voice that shook stone and moved bodies when she raised it. It was a peculiar profession for a dwarf, even more so for a dwarf woman. And she was peculiar. In Ered Luin she was a solitary woman, with a particular, deep solemnity written upon her beardless face. She had lived among the dwarves of Ered Luin since they had settled there, though none were certain where her origins lay. Bombur had taken her into his home some years past as a fosterling, but she did not stay, neither at Bombur's hearth nor in Ered Luin. Nori claimed her to be the offspring of a dwarf and a human whore, but Nori did not like having his fingers struck by a sheathed sword for stealing dried meats either, and thieves, Thorin knew too well, were cunning if fanciful liars too.

Nori, as his nature would have it, had slipped away from watch again, and Meisar was circling the perimeter with her dogs and a wind-licked torchlight. Calling his name into the night, gravelly with displeasure. A thief and a deserter, pursued with righteous indignation. Little wonder such sordid things had come from his tongue, mused Thorin, eyes fixed at the roving torchlight and the pattering of the dogs' feet on the hard earth. She returned to the campsite guided by the light of a fire that was kindling away from the main circle of the dwarves. Most had already put down their blankets and bedrolls in the center of the tight corral made by the wagons, and fell asleep in heaps and lumps as dwarves would do. Only a few remained awake, the same ones as the past nights- Thorin and Dwalin, tonight a few others. Heated by the dying embers, the evening stew was going cold; Donbur and Balin came with bowls of it for Thorin and Dwalin, around their little fire. Meisar entered the ragged circle about the fire, silently, to rekindle her torch in their fire, and set out again into the darkness to take up Nori's watch. She gave Thorin a short curtsy and disappeared into the night, as quickly as she had come.

"We traveled this land well, as merchants, as diplomats, as refugees. What need is there for a guide?" inquired Thorin, blowing on a bowl of stew heated to steaming, over the fire.

Dwalin nodded his head, tacitly. He had not left Thorin's side since they met on the Brandywine Bridge.

"Half of these dwarves have never been further East than the Last Bridge. Why, their sense of direction is about as sound as your own, laddie," offered Balin. "I know my way home," Thorin retorted, defensively. He felt a sharp prickle, ghost-like, on the back of his shoulders.

"Even if some among us do not, it is best we stay together."

"Best they have our protection. The lasses. The lot of them. What have our people come to that they travel alone?" Dwalin added, suddenly in agreement with his brother.

"Not alone," said Bofur. Smoke rings wafted from his pipe, his shoulders rested back against the bosom of his sweetheart, Brynja. "Not anymore," the dwarrowdam corrected, brown eyes as sweet as a honey tart framed in firelight and glinting, courtship braids visible in the mass of her walnut colored hair.

Thorin put his hands toward the warmth of the flame that Meisar had kindled up again with her torch. "You are led by a woman."

"Dunininh. A female guide, the Lady Meisar," said Brynja.

"The Beardless," snorted Dwalin. "Well, what of her, besides that?" Thorin asked gruffly.

"Honorable, I think, in character and in capability. Some uncommon traits for a dwarf, but a dwarf all the same, and our people look after each other. Always," mused Balin. There was a surety in his voice that comforted Thorin, momentarily.

"Sitting out by the rocks as we speak… watching for trolls, drinking alone…" Donbur shook his head, as he held his empty bowl to Bofur for refilling. "I've never met a soul lonelier than Meisar the Beardless."