Thorin arrived in town early that morning. Nori, Bombur, and Bifur had left for the Iron Mountains earlier that morning. Bofur had decided to stay behind with Thorin.

Dwalin was patrolling Lake-town and Oin had gone into town to acquire more apothecary supplies. Thorin walked through town, along with representatives of the other Dwarf families in his company: Balin, Bofur, Gloin, and Dori.

As he moved through town, Bard and the elves led the way towards the Master's house in the center of town. Thorin sighed as the townsfolk stopped what they were doing to get a glimpse of him and his Dwarfish envoy. Some sneered and muttered hateful insults towards him while others looked to him with hope.

Thorin was so busy trying to ignore the attention he was getting from the people of Lake-town that he almost didn't hear it. A whisper in the shadows. "Oakenshield…" Thorin glanced around but he could see nothing until he peered down a narrow alley wedged between two rows of tall wooden buildings. As he passed by the alley, he saw a cloaked figure standing at the far end of the alley.

"I can help you with what you seek," came the dark voice. Thorin halted his procession and peering deeper into the alley.

"Come to me alone…" the figure said, "And I will tell you how to kill Smaug and reclaim your mountain."

And with that, right before Thorin's eyes, the figure vanished in a cloud of dark black smoke. Thorin blinked a few times and rubbed his eyes. He must be seeing things.

"What is it, Thorin?" The king glanced to Gloin who walked over to try and get a glimpse of whatever had held Thorin's attention.

"It must have been my imagination," Thorin said with a shrug, "Come on let us continue."

Thorin still felt the eerie presence as he continued through town. He glanced at the crowd but he didn't see any sign of the hooded figure. But he couldn't shake the feeling that he was being watched more intently than normal.

When they eventually found themselves in the masters house, after being harassed at the door by Alfrid, of course, they all stood before the large overweight man as he sipped his brandy.

"It has come to my attention that you have been cheating your people out of their wages," Thorin began, as if he hadn't been aware of that fact from the very beginning, "I am here to demand that you redistribute the wealth you have been hoarding so that your people can earn a better wage for themselves."

"Demand!" the master exclaim, "Who are you to be making demands of me!"

"I am the king of Erebor," Thorin responded slowly, "I will not stand by and allow you to exploit people any longer."

"Some king!" Alfrid taunted, "You have been in our midst for months now and the dragon still lives!"

"We will get our kingdom back," Thorin said, "But until we do, we will not continue to allow you go on with your exploitations."

"And how do you profess to stop me?" The master said with a sneer, "From what I've heard, you are at our mercy. Those settlements you are living in belong to Esgaroth and we can cast you out very easily."

"You will do nothing of the sort," Legolas stepped forwards and the master raised a brow as if just now recognizing his presence, "All your wealth comes from trade with the woodland realm. If you cast the Dwarves out and you do not stop exploiting your people, we will cut off trade and you will soon find yourself as destitute as your people."

That forced the master into silence. Clearly he hadn't thought about that. He was living in luxury supported solely by Thranduil's kingdom. Having Thranduil's son standing here, telling him the terms was more than a little intimidating. He'd never imagined having to lower himself to begging in the streets like the riff raff he governed.

"Very well…" the master muttered, "I'll lower the taxes and raise the wages an extra gold piece. But that is as far as I will go, this is still my city after all!"

"Wrong," Bard said stepping forward, "This is Esgaroth. I am the direct descendant of the lord of Esgaroth, Girion."

Thorin exchanged glances with Gloin and Balin. That announcement caught him off guard. He didn't know Bard's royal blood lines.

"You lost that title when your ancestor failed to kill the dragon!" Alfrid sneered, "And don't think we don't know you are behind all unrest in this town, Bard."

"True," The master said and he gazed up at the ceiling as if he was coming to some kind of sudden realization, "In fact I think your rebel rousing days are over. You're too much of a liability."

"What are you saying?" Bard asked, "You can't arrest me you have no charges."

"Oh we won't arrest you," The master said, "But it seems you've been too friendly with these Dwarves. Maybe it's time you joined them. As of this moment, you and your brats are to be evicted from town."

"What!" Bard exclaimed, "You cannot cast me out of town, my ancestor was the king of Esgaroth!"

"We can do whatever we want," Alfrid sneered, "Besides aren't we entrusted with the safety of Lake-town? We can't have you stirring up the masses and causing riots."

Thorin felt a pang of guilt knowing their efforts had just cost Bard and his children his home. But it seemed that they had managed to persuade the master into easing up on the taxes and he hoped things would be a little calmer and more prosperous around here.

"If you are going to send him to live in the settlement, I think it would be right for you to give that land to the Dwarves, at least until they have retaken Erebor," Tauriel suggested, "In fact we insist that you do."

The master opened his mouth to protest but Legolas moved forward and fixed him with a very intimidating glare, "We have decided to become the liaisons between Mirkwood, Esgaroth and the Dwarf settlement. We will report any wrong doings directly to my father, King Thranduil. If we don't like what we see, he will cut off trade immediately."

Thorin had to doubt the validity of that statement. While Legolas and Tauriel had more than proven themselves to him thus far, he could not bring himself to trust Thranduil. After all how could he forget or forgive the elvenking's past transgressions? But Thorin would go along with the ruse for now if it would get the master to do as they wished.

"Very well you can have the land for as long as you plan to remain there," The Master said, "But if you produce anything there agriculturally, we will take a cut of your goods before you will be allowed to sell it in town or trade elsewhere."

Thorin reluctantly agreed to the terms. He didn't feel he should share anything with this greedy Human, but he didn't feel they were in a position to argue. He didn't think Legolas would be able to intimidate him too much without word from Thranduil that if they attempted to pressure the Human too much, he might expel them from the land all together and in the dead of winter, he shuddered to think of that possibility.

"It's a shame," The master jeered as Thorin and his party prepared to leave, "I have heard to word on the street about you, Thorin Oakenshield. And here we thought the mountain king would be able to deliver us from the threat of the dragon, but it seems you are nothing but a failure. After all, you failed to keep your lands 171 years ago, I guess we should have known you would fail now. It seems failure is what you shall be known for, Mountain King. Or should I say False King?"

Those words stung Thorin and it was all he could do not to turn around and break the master of Lake-town in half. But he kept his composure as he and his delegation walked back out into town. Those words, though meant as a cruel jeer, rang with truth in Thorin's mind. After all, if he wasn't a failure, then why weren't he and his people home yet?

Meanwhile, while Thorin had been in his meeting, the small cabin was under attack. Fili didn't hesitate to dive into the fight, swords first. He counted six Orcs as he quickly moved to block the doorway to the bedroom where his brother and the others were laying helplessly in bed.

He quickly dispatched the first orc, slashing his sword across it's throat while spinning around to charge a second. As he found, he caught sight of Brenna gutting an Orc with the daggers she'd taken from him. She was a very capable fighter, despite her small size and as Fili watched in admiration, as she maneuvered through the Orcs with such swiftness and speed that they had trouble keeping track of her. It seemed that her small size made it hard for the orcs to lay a blow on her and also made for ease of movement.

But Fili didn't get the chance to admire the gnome's skills for too long. He was quickly charged from the side by three orcs. He engaged in a deadly dance with his enemies. Duck, parry, swing, slash. Fili fought with passion and ferocity. He and his twin swords were deadly. He wasn't just defending himself after all. He was fighting to protect his brother and the others. Though Kili had his weapons, he would be little match for the Orcs with a broken leg. And Ori and Asphodel had begun to get feeling back into their bodies but would still be very helpless. Fili hadn't seen Asphodel fight but he knew that as a general rule, Hobbits were not warriors and he didn't see how she could be of any help to them either.

Fili swung high and suddenly the orc attacking him no longer had a head. And as he ducked and narrowly avoided the next attackers offense, Fili gasped when he saw Brenna go down, having been struck hard in the head by a orc's hilt. And the Orc moved to finish her off. A flutter of fear rushed through him as he thought he would not reach her in time.

With a dwarfish war cry and all the strength he could muster, Fili gutted his opponent and rushed to Brenna's aid, shoving his sword into the orc just as he was about to bring his sword down on the gnome. The orc barely had time to react before the golden-haired dwarf was upon him, slashing and slicing with an almost monomaniacal ferocity.

But it became too much too quickly. While cutting Brenna's assaulter down, Fili forgot about his third assailant. The orc dove in from the side and as Fili whirled, his head collided with the side of the orc's blade. He fell hard against the wall beside Brenna. He felt warm blood trickle down his face as he gazed up at his attacker.

The orc roared in laughter as it stood over the fallen dwarf and Fili swallowed as he felt the cold metal of the orc's blade against his throat. It would soon be over, he knew. He refused to show the orc filth the fear he felt but yelped a bit as the orc pressed down on the blade, cutting slightly into his throat.

As if to taunt the doomed dwarf, the orc bent down close as he brought the blade to his mouth and licked the blood- Fili's blood off. He stared tauntingly at Fili as he did it.

Fili was afraid. Not for himself. He felt anguish at the thought of this orc finishing him off and then going into the room and cutting his brother down as he lay wounded in bed. Kili was going to die and all because Fili could not protect him.

And Fili shuddered inwardly when he thought ahead to what would happen when Thorin returned home to find them all slain. He feared for his uncle in that moment. He knew that losing Erebor the first time had nearly broken Thorin. He also knew that Thorin had managed to go on with his life despite this loss. He had made a new home for his people and he had raised his nephews in relative peace. But even in that peace, Fili knew Thorin still suffered silently. And now, they had come so close and Thorin had been forced to sacrifice Erebor for the sake of his nephews. Fili had not been able to shake off that guilt, especially when he knew his uncle was suffering even more now that he lived within sight of the mountain.

Many nights, when Thorin thought they were asleep, Fili and seen his beloved uncle through the window of their new home. He would stand outside and gaze at the mountain. He would stand there for hours lost in the sight of his mountain home when he thought no one was watching.

And now as Fili waited for the orc to deliver the death-blow, he worried about what would become of Thorin. He knew that he and his brother were the only things keeping Thorin from giving himself over to the grief of losing Erebor.

But Fili refused to go down silently. He glared at the orc and shouted out a string of Khuzdul insults. The orc sneered and raised his weapon. Fili didn't shrink back or close his eyes, just continued to glare hard at the orc and to curse it and all of it's kin. And the blade came down- but just as it reached Fili's throat, the orc suddenly let out a shriek of pain and dropped the blade.

Fili gasped and sat up as the orc toppled off of him and crumpled to the floor. Glancing over, Fili saw an axe in it's back. And standing in its wake was a young red-bearded dwarf.

"Gimli!"