A/N: Thanks for all the positive feedback. Here is chapter two. Hopefully you won't find it slow. Obviously I need the build up! I appreciate everyone who takes the time to review my stories. It really makes me so happy!

Chapter 2: A Last Chance

Fili climbed. His movements were significantly slower then they usually would be. He was exhausted and beaten down. Although he had been able to breath more fresh air than his brother while in the web, he had still been poisoned. He could still feel the sluggish effect of spider venom in his veins. It made everything more difficult, even the familiar act of climbing a tree.

He was also distracted, and he would glance down at his brother's form every few seconds until he was too high to do so any longer. It was when the thick leaves blocked his view of his brothers raven hair that Fili began to feel nervous. When he was in eye sight of his brother he felt better, safer, and calmer. Once his brother was out of his line of vision, Fili found the familiar stress of this forest closing in on him and disorienting him.

He focused on the task at hand. Neither Kili nor himself would survive much longer without a water source. They could go longer without food if they had too, but in their weakened state water had to be of the upmost priority. Fili focused his senses. His uncle had trained both himself and Kili. They were both more than capable of surviving in the wild. They were both strong hunters, they both knew how to track, and they both knew how the spot signs of a nearby water source.

Sure enough, once he was able to focus and reset his mind, Fili spotted a doe in the distance. His uncle had always taught the boys that bigger game was not only a food source, but something to be followed, for they would never stray too far from a source of water. His eyes traced the path the doe was traveling in. Although he couldn't be sure because of the thickness in the trees, there did seem to be a clearing in the direction the doe was heading.

Eager to get back down to his brother, Fili decided their course of action should be to track the doe to the water. With any luck, they might be able to catch something to eat as well. Tracking a doe of that size would be simple for the boys. It left a trail without even realizing it.

Kili was more alert when Fili reached the bottom. He had been whittling a branch into a shaft for an arrow with one of their remaining daggers.

"Are you feeling better, Kili?" Fili asked, glad to see his brother moving around, even if the movements were limited and slow.

"Aye. Fresh air and spending a few moments not running for our lives helps quiet a bit." Kili replied, glancing around them as though knowing he tempted fate with that statement.

"I spotted a doe not twenty paces from here. We should be able to track it and find some water." Fili said, gesturing in the direction he spotted the doe. "We need to first find water. Then we can focus on finding the company. I still don't know how we got separated."

Kili looked thoughtfully at his brother before he looked back to arrow shaft he had been working on "I think they are dead."

Fili felt his heart stop in his chest at his brother's words. He wasn't sure which was worse, the subject matter of the words or the impassive deliverance which his brother gave them. Kili was optimism. Kili was happiness. Kili was idealistic to the point of being naïve. This was wrong.

"Kee…"

"They were taken by the spiders before we were." Kili started voice now tense. "We got lucky. Somehow you were able to escape and somehow you freed me. I don't know how you did it. Had you not cut me loose when you did, I would have suffocated. I think I would have been dead shortly just from the lack of air, let alone the poison." As Kili continued, his voice escalated. His hands began shaking slightly. Tears welled up in his eyes. "I've never felt such blackness before. I was dying, Fili. And if I was dying, the company was DYING."

Gone was the composure and impassive tune of Kili's voice mere moments before. "I just can't bare that our friends went through that. I can't bare it." Kili finished, as tears now ran freely down his face as he fought to regain control of his emotions.

Fili did the only thing he could think of and pulled his brother into a hug. "Don't despair, nadadith." He tried not to show how his brother's narrow escape from death had shaken him to the core. "For we did make it, and as we made it, so did the company. The reason we escaped was because the spiders were elsewhere. They were likely distracted by the escape of our kin. We survived, and we are the least experienced, save Ori. It will take more than a couple spiders to take down our Uncle. "

Kili smiled with that thought. "You are right, nadad." Kili took a deep breath. "Certainly Dwalin is not going to let his end be by a monster in an elven forest."

"No certainly not." Fili said with a grin as a small smile returned to Kili's face for the first time since the company had entered Mirkwood.

"I was wrong to despair, Fee." Kili said, placing the half-finished arrow shaft in his empty quiver before turning back to his brother. "If I'm being honest, the experience in web left me a bit on edge. I feel nervous." Kili confessed.

"Aye Brother, I do as well. Let us move track the doe and find water." Fili said and helped his brother to his feet.

With renewed spirit, the two brothers began tracking the doe. For the first twenty minutes or so, Kili felt slightly better. He no longer needed his brother to support his steps, but he knew his strength would wane from this point onwards if the brothers did not find a source of water and food in the near future.

As the two trekked on, they grew weaker by the minute. The sun was grew high into the sky, but the light barely made it through the trees. The heat, however, much to the brother's despair, made it through just fine. Fili felt his skin glistening with sweat as heat rose to his cheeks.

Kili focused on the doe's tracks as it lead them through the woods. One foot in front of the other, each track giving him a glimmer hope that they would soon be led to a spot to drink. For surely the doe was just as hot if not hotter than they were? Surely the doe needed to drink as well?

It was not much longer that Kili began stumbling again. Fili, usually so attune to his brother's needs, didn't even notice it at first. Fili was starting to feel very sick and detached himself, and so did not notice his brother's suffering as sharply as he usually would have. Still the brothers marched on, slower with each step.

It wasn't until Kili tripped, that Fili finally realized they were closing in on the end. "Come on Kee, just a little further." He helped his brother too his feet and took a good look at him for the first time since they left the rock where they had rested. Kili's face was flushed, but he had stopped sweating. His eyes, usually as sharp as a hawk's, were sluggish and his lips were chapped.

"Sorry, Fee. I'm ok." Kili said with a sigh. "Just dizzy." He added softly. Fili bit his lip before he slid his arm under his brothers and the two continued walking again.

It happened suddenly, Kili not giving his brother any inkling that it was about to happen. Suddenly, Kili's knees gave out and the two brothers came crashing to the forest floor. It took everything in Fili's power to bring himself back to his knees.

"No, Kee. Please." Fili begged, seeing his brother's eyes now closed. "Please Kili, I won't leave you here. I can't." Tears welled in the young prince's eyes. "Kili…" With every second that his brother did not rouse, Fili felt himself giving up as well. It wasn't a grand end to the heirs of Durin, dying of exposure in Mirkwood, but Fili couldn't bring himself to continue further. He placed his head to Kili's chest, content just to listen as his brother's heartbeat slowed; knowing his own would soon follow.

Then he saw it. The doe. It was only feet away, yet it seemed to stare right at him, right through Fili's soul. He watched it as it seemed to bow its head towards the dying prince before it turned away. Fili watched it take a few steps away from him and a sad feeling filled his heart as he watched it leave. Just as Fili was about to shut his own eyes, the doe dipped its head. Into what, Fili could not see.

But when the doe lifted its head back up, and turned its long graceful neck over towards Fili, it licked its lips.

Water.

With reserves he didn't know he had, reserves he only could have reached at the thought of saving Kili, Fili got back to his feet. He stumbled towards the doe, which didn't move away from him until the last second. Sure enough, a narrow but small river was trickling through the forest. It had been hidden from the brothers because of the thick underbrush, yet now Fili was unsure how they missed it.

He would have time to ponder the mysteries and horrors of Mirkwood and possibly elven magic later. He had a brother to save. Fili took his water skin quickly lowering it into the river. He gulped as much as he could down before filing it completely and running back to his brother.

He placed the water skin to his brothers lips, tilting it slightly and letting no more than a spoonful into his brothers mouth. He was terrified that his brother was too far gone to take the water, but the fates, for once, seemed to be on the young heir's side. Kili responded to the water by licking his lips and parting them.

"Ah, thank Mahal." Fili whispered as his brother took in some of the water. Fili gave him as much as he thought his brother could handle before taking another long drag himself. Feeling slightly better, or at least slightly further from the arms of death, Fili glanced around at his surroundings.

They would have to stay here in this clearing for at least for a day or two. They would need to find something to eat, they would need to restore their strength, then and only then, could the brothers find their friends… and their king.

Notes: thanks again for checking out my little story! Let me know what you think.