Tauriel, in pursuit of the orcs, came to a rocky promontory at the end of the river and at at the banks of the lake. Far across the lake, Laketown was visible. On the rocks were pieces of a deer that the orcs had previously shot and ripped apart. Hearing something, Tauriel turned her head slightly and reached for something at her side. She whipped around and came to a crouch with an arrow nocked to her bow. Several yards behind her was Legolas, also with his bow drawn.

"Ingannen le Orch." [Translation: I thought you were an Orc.]

"Cí Orch im, dangen le." [Translation: If I were an Orc, you would be dead.]

They both lowered their bows.

"Tauriel, you cannot hunt thirty orcs on your own."

"But I'm not on my own."

Legolas smiled.

"You knew I would come."

Tauriel smiled in return.

"The king is angry, Tauriel. For 600 years, my father has protected you, favored you. You defied his orders; you betrayed his trust. Dandolo na nin...e gohenatha." [Translatio: Come back with me...he will forgive you.]

"Ú-'ohenathon. Cí dadwenithon, ú-'ohenathon im." [Translation: But I will not. If I go back, I will not forgive myself.]

"The king has never let orc-filth from our lands, yet he would let this orc-pack cross our borders and kill our prisoners."

"It is not our fight."

"It is our fight. It will not end here. With every victory, this evil will grow. If your father has his way, we will do nothing. We will hide within our walls, live our lives away from the light, and let darkness descend. Are we not part of this world? "Tell me, mellon, when did we let evil become stronger than us?"

Legolas looked conflicted.

Bard ran through Laketown. He ran into a shop, and the storekeeper greeted him.

"Hello, Bard. What're you after?"

Bard began looking through a pile of tapestries.

"There was a tapestry, an old one; where's it gone?"

"What tapestry you talking about?"

"This one."

He picked up a tapestry and unrolled it on a table. It had the names of the members of the Line of Durin sewn into it. He overheard the woman who saw the dwarves earlier speaking to some other townspeople not far away.

"There were dwarves, I tell you. Appeared out of nowhere. Full beards, fierce eyes; I've never seen the like."

"What are dwarves doing in these parts?"

"It's the prophecy."

"Prophecy?"

"The prophecy of Durin's folk."

Bard traced through the lineage on the tapestry and found the last entry, Thorin. He looked up, thinking deeply, and talked to himself.

"The prophecy...prophecy."

The people of Laketown were beginning to talk about the dwarves now as the word spreads.

"The old tales will come true."

"Vast halls of treasure! Can it really be true? Has the lord of silver fountains returned?"

This phrase jolted Bard's memory, and he began to recite the prophecy to himself.

"The lord of silver fountains,

The king of carven stone,

The king beneath the mountain shall come into his own,

And the bells shall ring in gladness at the mountain king's return,

But all shall fail in sadness and the lake will shine and burn."

Bard ran quickly to his house; the setting sun caused the lake to glow orange as he recited the last line of the prophecy over again to himself. Bard burst into his house and found no dwarves remaining. His son came up to him.

"Da! I tried to stop them-"

"How long have they been gone!?"

It was night at Laketown. The dwarves were sneaking through the town toward the armory, hiding from watchmen. They hid behind a boat as two watchmen walk by.

"Shh! Keep it down." Dwalin forced.

"As soon as we have the weapons, we make straight for the mountain. Go, go, go!" Thorin quickly instructed.

With the watchmen gone, Thorin pointed to Nori, who got a running start and ran up a pyramid of dwarves who had pressed themselves against the walls of the city armory. He was able to get high enough that he could reach a second floor window and dive through.

"Next." Thorin whispered.

Bilba did the same thing as Nori.

Soon, several dwarves were in the armory, and they began collecting the weapons stored there. Kili struggled under a load of several different weapons, and Thorin handed him another one.

"You all right?" Thorin's voice was full of concern and empathy.

"I can manage. Let's just get out of here." Kili returned, hiding his pain.

Thorin looked at Kili, then laid another sword on the pile Kili is holding. Kili began walking down the stairs, but his wounded leg gave way and he fell with a cry. The weapons made a terrible clanging noise, and the dwarves both inside and outside looked around warily. In the distance, the watchmen cry out, and running footsteps approached.

Kili was in too much pain to get up, but the look in his eyes showed hsi uncle that he was in too much pain. Kili's eyes also showed another emotion, one that was more prominent, regret.

"Run!"

The dwarves still outside began to run, but are stopped by two watchmen pointing pikes at them. Bilba and the dwarves in the armory grabbed weapons, but several other guards pointed pikes at them too. Braga, the captain of the guard, was holding Kili with a dagger to his throat.

Alfrid poked his head out of the door to the Master's mansion to see the commotion. He saw the soldiers dragging the dwarves to the mansion, with multitudes of townspeople following behind. It was snowing a little.

"Get off of me!" Dwalin scowled.

Alfrid closed the door harshly and went to get the master. Braga arranged all of the dwarves under guard in the town square before the doors of the mansion. As guards opened the doors of the mansion, the Master stormed out, still putting on his coat.

"What is the meaning of this?" The Master bellowed.

"We caught 'em stealing weapons, sire."

"Ah. Enemies of the state, then."

"This is a bunch of mercenaries if ever there was, sire." Alfrid snaked.

"Hold your tongue. You do not know to whom you speak. This is no common criminal; this is Thorin, son of Thrain, son of Thror!" Dwalin gestured at Thorin, and he stepped forward. The crowd murmured in amazement.

"We are the dwarves of Erebor."

The crowd whispered in shock and recognition, and people craned their heads to see better.

"We have come to reclaim our homeland. I remember this town and the great days of old. Fleets of boats lay at harbor, filled with silks and fine gems. This was no forsaken town on a lake! This was the center of all trade in the North." Thorin announced, gaining nods from the crowd. "I would see those days return. I would relight the great forges of the dwarves and send wealth and riches flowing once more from the halls of Erebor!"

The people cheered and clap, and the Master looked on, calculating. Suddenly, a voice called out over the crowd, and Bard strided forward.

"Death! That is what you will bring upon us. Dragon-fire and ruin. If you awaken that beast, it will destroy us all."

The people whispered anxiously.

"You can listen to this naysayer, but I promise you this; If we succeed, all will share in the wealth of the mountain. You will have enough gold to rebuild Esgaroth ten times over!"

The people shouted in excitement and they applaud. The Master looked on, smiling and nodding at this turn of events.

"All of you! Listen to me! You must listen! Have you forgotten what happened to Dale?!"

The people quieted down and shake their heads sadly.

"Have you forgotten those who died in the firestorm?!"

The people shouted a unanimous, "No!"

"And for what purpose? The blind ambition of a mountain-king so riven by greed, he could not see beyond his own desire!"

As Bard and Thorin stared at each other angrily, the crowd got louder, but then the Master stepped forth.

"Now, now, we must not, any of us, be too quick to lay blame. Let us not forget that it was Girion, Lord of Dale, your ancestor, who failed to kill the beast!"

The Master pointed accusingly at Bard, and the crowd begins to clamor. As Bard looked away, Thorin looked at him in shock and anger.

"It's true, sire. We all know the story: arrow after arrow he shot, each one missing its mark."

Bard looked around as the crowd yelled angrily at him. He then strode forward and spoke to Thorin earnestly.

"You have no right, no right to enter that mountain!"

"I have the only right."

Thorin turned and faced the Master.

"I speak to the Master of the men of the Lake. Will you see the prophecy fulfilled? Will you share in the great wealth of our people?"

The people quietly watched in anticipation.

"What say you?" Thorin asked.

The Master thought for several seconds, then smiled and pointed his finger at Thorin.

"I say unto you...welcome! Welcome and thrice welcome, King under the Mountain!"

The Master opened his arms in welcome, and the crowd erupted in cheers. Bard looked on silently.

Thorin climbed up a few steps and turned to face the audience; the people hugged each other in excitement and joy. Thorin and Bard stared at each other.

It was morning in Laketown; the people crowded along the sides of the main channel as a boat was loaded with supplies for the dwarves to take to the mountain.

"You do know we're one short; where's Bofur?" Bilba inquired.

"If he's not here, we leave him behind." Thorin replied.

"We have to, if we're to find the door before nightfall. We can risk no more delays."

They marched along the pier and the dwarves began to board the boat. Thorin stopped Kili before he can get in the boat.

"Not you. We must travel with speed, you will slow us down."

Kili smiled, thinking his uncle was joking.

"What are you talking about? I'm coming with you."

"No."

Fili, already in the boat, turned and looked at Thorin and Kili.

"I'm going to be there when that door is opened, when we first look upon the halls of our fathers, Thorin."

"Kili, stay here. Rest. Join us when you're healed."

Thorin laid his hand on Kili's shoulder and smiled at him, but Kili looked shocked and betrayed. Thorin turned to board the boat. Kili turned away. Oin got out of the boat.

"I'll stay with the lad. My duty lies with the wounded."

"Uncle, we grew up on tales of the mountain. Tales you told us. You can't take that away from him!" Fili was trying to argue with his uncle in getting Kili back on the boat.

On the shore, Oin was examining Kili, but Kili was trying to pull away from him.

"Fili."

"I will carry him, if I must!"

"One day you will be king, and you will understand. I cannot risk the fate of this quest for the sake of one dwarf, not even my own kin."

Fili looked at Kili, then stepped out of the boat. Thorin tried to stop him.

"Fili, don't be a fool. You belong with the Company."

"I belong with my brother."

Fili pulled away from Thorin and went to join Kili and Oin.

The musicians of Laketown played their instruments as the Master climbed up to a raised platform. He waved, and the people cheered and clapped.

Further away in a house in the town, a sleeping Bofur was woken up by the sound of the music. He was asleep under a table, and as he jolted upright, he smacked his head on the bottom of the table.

"By my beard, is that the time? Oh, ugh."

Bofur scrambled up unsteadily and ran out the door, grabbing a glass of drink on his way. In the background, the Master was addressing the people. Bofur ran as fast as he could toward the crowd.

"...Bring good fortune to all," The Master smiled and waved to the dwarves in the boat as they pulled into the canal and began to paddle away. Kili looked on miserably from the dock. The dwarves in the boat smiled, waved, and bowed at the cheering people.

"Goodbye!"

Bofur pushed his way through the townspeople and reached the water, only to find the boat of dwarves far off down the canal. He turned and found Kili, Fili, and Oin.

"Ah! So you missed the boat as well?"

Suddenly, Kili moans in pain and begins to fall over, but Fili catches him, "Kili? Kili!"

Oin tried to examine him.

Bard opened his door to find Bofur, Fili, Kili, and Oin on his doorstep.

"No. I'm done with dwarves. Go away."

He tried to slam the door shut, but Bofur stopped it with his foot.

"No, no, no! No one will help us; Kili's sick. He's very sick." Bofur pleaded.

Bard saw Kili being supported by Oin and Fili; he looks extremely sick. Bard hesitated.

Kili began to mumble the same sentences over and over again, which caused Fili to go into a hysteria.

"Emilia, I am so sorry I could never do anything for you. I broke my promise. I couldn't protect you."

"You're going to make it out of the Kee, you'll see her again." Fili reassured before looking back at Bard. Doubt began to fester in his mind about his brother's health, and the welfare of his brother's love.

"Please let me go, please!" Emilia begged as she practically hung by her wrists which were shackled to the ceiling of the Ithil's old prison.

She remembered looking at her prince before feeling a sharp pain and then blacking out. Then she woke up, completely nude and hanging in the prison.

Demisrie paced around the cell.

"There is no way I am letting you out of my sight again my prize." Emilia flinched at the cold seductive word.

"Oh, don't worry. You never have to worry about that pesky dwarf again. He will not make it to Erebor."

"Kili?" She breathed, "What did you do?" She yelled before feeling the stinging pain of the back of his hand connecting with her cheek.

She gasped out of pain.

"You should know it would be very unwise to speak to me that way. But, your little pest, I had him stuck with a Morgul shaft. His blood is carrying the poison into his frail heart and into his lungs. He'll choke on it before realizing you never truly loved him."

Emilia yanked on her chains before falling against the wall, tears falling down her face.

"Don't cry my pet, you'll be with him soon enough." He breathed before snaking out of the cell.

The only sound she heard was the sound of her cries.

That was the moment where a burning liquid fell onto her uncovered shoulder. She turned her head to see the metal shackles burning away.

"Thank you," she whispered to herself creating a plan in her mind.

Meanwhile, Bilba and the rest of the Company were in their boat, heading across the lake toward the Lonely Mountain. As the other dwarves row, Thorin stood at the bow of the boat, facing ahead. They were all decked out in regal clothes and armor from Laketown.

They climbed the foothills of the mountain. At one point, Thorin, recognizing the landscape, ran atop an embankment overlooking a valley. As the other dwarves joined him, they looked at the other end of the valley and saw the ruins of Dale.]

"What is this place?" Bilba asked, slightly afraid of the answer.

"It was once the city of Dale. Now it is a ruin. The desolation of Smaug."

"The sun will soon reach midday; let's find the hidden door into the mountain before it sets. This way!"

"Wait...is this the overlook? Gandalf said to meet him here. On no account were we-"

Thorin interrupted her abruptly.

"Do you see him? We have no time to wait upon the wizard. We're on our own."

Thorin turned and walked away.

"Come."

The other dwarves followed him; Bilba looks back at the city, conflicted.

She muttered one sentence to herself, and one realization finally set it.

"If only Emilia were here, she'd know what to do."

Thorin stood his sword in the ground and panted. He called up to the other dwarves, who are all scouring the sides of the Mountain, trying to find the secret entrance.

"Anything?"

"Nothing!"

"If the map is true, the hidden door lies directly above us."

Bilba, walking around, saw a massive statue of a dwarf carved into the side of the mountain. Looking closely, she noticed a set of stairs built into the statue.

"Up here!" She announced.

"You have keen eyes, Mistress Baggins."

They painstakingly made their way up the steep and treacherous steps and find a little rock-walled clearing in the side of the mountain. Thorin ran to the clearing as soon as his feet were flat on the floor.

"This must be it. The hidden door."

The remaining dwarves and Bilba came into the clearing as well.

"Let all those who doubted us rue this day!" Thorin cheered, holding up the key. As soon as he did, the others joined in.

"Right. We have our key, which means that somewhere, there is a keyhole."

He began exploring the walls of the clearing with his fingers, looking for a keyhole. Thorin walked to the edge of the clearing and looked out at the setting sun.

"The last light of Durin's Day will shine upon the keyhole."

Thorin looked at the wall and tried to figure out what the light hitting the wall means. As the sun got lower and lower on the horizon and nothing changed on the wall, Thorin began to get frantic.

"Nori."

Nori, who was known as a thief, ran to the wall and began tapping it in different places with a spoon while holding his ear to a cup held against the wall. Meanwhile, Dwalin strained and pushed against the wall. The sun got lower.

"We're losing the light."

"Come on!" Dwalin yelled as he began kicking at the wall.

"Be quiet! I can't hear when you're thumping." Nori complained.

"I can't find it...it's not here! It's not here."

As the sun got closer to disappearing, Thorin frantically gestured to the other dwarves.

"Break it down!"

Dwalin, Gloin, and Bifur smashed at the wall with their weapons, to no avail.

"Come on!"

"It's no good! The door's sealed. It can't be opened by force. Powerful magic on it."

The dwarves hitting the door dropped their weapons in tiredness and out of disappointment. The sun disappeared behind distant mountains.

"No!" was the one word Thorin muttered.

Thorin stumbled forward and re-examined the old map, reading aloud.

"The last light of Durin's Day will shine upon the keyhole. That's what it says."

He held his arms open in disbelief; the other dwarves muttered in disappointment and anger.

"What did we miss?"

Thorin walked up to Balin and repeated his question, earnestly and tearfully.

"We've lost the light. There's no more to be done. We had but one chance."

The dwarves bowed their heads in despair and turned back toward the stairs.

"Come away; it's...it's over." Balin grieved.

"Wait a minute!"

"You wait."

"Where are they going? You can't give up now!" Bilba announced.

Bilba looked beseechingly at Thorin, but Thorin turned away. He held up his key and looked at it, then dropped it to the ground, where it clattered.

"Thorin...you can't give up now." She pleaded.

But Thorin threw the map at Bilba's chest and walked past her. The dwarves began descending down the stairs, but Bilba stayed in the clearing. She recited the riddle from the map to herself while gesturing with her hands.

"Stand by the grey stone..."

She went and stood by the grey wall.

"When the thrush knocks..."

She looked around but didn't see a thrush anywhere.

"The setting sun...and the last light of Durin's Day will shine. Hmm. The last light. Last light…"

She turned away from the wall, thinking hard and muttering to herself. With a thought, she looked up and saw the clouds move aside to reveal the moon. She looked at it wonderingly and saw that it illuminated the clearing. Hearing a noise, she turned back and saw a thrush hitting a snail against the grey wall. Just then, the moonlight hit the wall.

As the thrush flew away, Bilba laughed with relief and delight and pointed at the wall.

"The last light!" She exclaimed.

The moonlight illuminated a keyhole in the rock, and Bilba gasped in surprise, then yelled for the dwarves, who have already gone. She peered over the edge of the clearing at the stairs, but saw no sign of the dwarves.

"The keyhole! Come back! Come back! It's the light of the moon, the last moon of autumn! Ha ha ha!"

She then began looking around on the ground.

"Where's the- Where's the key? Where's the- it was here…but it was here, it was here! It was just…"

Bilba was looking frantically around on the ground in the clearing for the key, suddenly, her foot hit it and it went flying from the clearing. Just before it fell off the side of the mountain, a boot stepped on the string and stopped it. It was Thorin. Bilba sighed in relief. Thorin slowly reached down and picked up the key, then examined it. The other dwarves stepped up beside him. They all smiled in relief at Bilba.

Thorin inserted the key into the keyhole and turned it; mechanisms were heard turning behind the rock. Thorin pushed the wall, and a previously unseen door opened into the mountain. The seams of the door were completely invisible earlier. The door opened into a tunnel going into the mountain. The dwarves looked on it awe as Thorin stood on the threshold.

"Erebor."

"Thorin…" Balin choked up, and Thorin put a hand on his shoulder. Thorin then stepped into the mountain.

"I know these walls…these walls, this stone. You remember it, Balin. Chambers filled with golden light." As he said this, Thorin ran his hands over the walls, lost in memory. Balin stepped into the tunnel.

"I remember."

The rest of the Company slowly and reverently entered the mountain. Inside, Nori pointed at a carving in the wall above the door; it was of the throne of Erebor, with the Arkenstone above it, sending out rays of light in all directions. Gloin read aloud the inscription on the carving.

"Herein lies the seventh kingdom of Durin's Folk. May the heart of the mountain unite all dwarves in defense of this home."

Bilba looked at the carving in interest and curiosity. Balin explained it to her.

"The throne of the king."

"Oh. And what's that above it?"

"The Arkenstone."

"Arkenstone….And what's that?" Bilba asked, confused, yet fearful.

"That, Master Burglar, is why you are here."

All the dwarves looked at Bilba, and she looked bewildered, but resolute.

In Bard's house, Kili was laying on a bed and moaning and straining in pain. His face was covered in sweat.

As he continued moaning, Bofur filled a bowl with hot water and rushed to him.

"Can you not do something?" Bofur begged Oin.

"I need herbs, something to bring down his fever."

Bard searched through his bag of medicines.

"I have nightshade, feverfew…"

"They're no use to me. Do you have any Kingsfoil?" Oin explained.

"No, it's a weed. We feed it to the pigs."

"Pigs? Weed? Right."

Bofur pointed at Kili.

"Don't move."

Bofur then ran out of the house in search of pigs and Kingsfoil. Sure, he cared for Kili's health, but he made a promise to Emilia, and he intended to keep it.