Please don't hate me after this chapter. There will be one more after this as kind of a prologue or something.

Please Enjoy to the best of your ability.

"Where are they?" Bard whispered to the wind. The leaders met at the head of the armies, surveying the desolate land before them. "Gandalf, there are no orcs to be seen."

"Indeed." The wizard hummed to himself, peering from under bushy gray brows. Their enemy's lack of appearance had set unease upon the three armies. "If they were delayed, all the better. It will give time for our reinforcements to arrive."

"What reinforcements?" Thranduil asked skeptically. The wizard merely hummed again.

Thorin, in the meantime noticed someone standing at his elbow. He looked over and frowned. "Emilie, it would be wiser to stay behind the ranks."

The hobbit shook her head. Someone's got to watch your back. She set her jaw in determination.

Thorin sighed, seeing that the woman would not heed his words. "Very well, but you must promise me this: You will not risk your life for mine." Emi looked up at him in confusion. "Promise me." She frowned, but nodded her agreement. Thorin nodded and turned away again, looking out over the ridge like the others. Waiting for their quarry.

Then the earth began to tremble.

The clamor of weapons being brought to the ready filled the air as everyone looked around in confusion.

And the earth seemed to tear in two as giant; earth-eating monsters tore through the ground. Rocks and dirt sprayed through the air as the creatures flailed above ground, shrieking horrible cries to the sky. Then, as quickly as they had come, they retreated again, back into the earth. The armies shared glances of confusion. Silent, horror-struck confusion.

Then the drums sounded.

Drums. Drums in the deep.

The sound of feet marching… marching… Out they came, the hordes of Gundabad. By the hundreds.

And high up atop the ruined tower of Ravenhill, raised a strange, skeletal flag. It creaked through the wind, shifting and changing its shape. A command in Black speech echoed across expanse, and the orcs charged.

The dwarves rushed forward, shields and spears at the ready, taking the brunt of the attack, and before the orcs could adapt, the elves arrived in elegant, deadly splendor. And the war began.

Emi had seemingly disappeared at the very beginning of the battle. Thorin had not caught a glimpse of her since the orcs charged. In the back of his mind, he vaguely hoped the sight of the enemy had swayed her mind and she had fled back into Erebor with the women of Laketown. But something made him doubt it strongly.

The battle raged on more orcs and trolls continued to arrive. This second wave started towards Dale until they realized the ruined city was now empty as a hollow reed. And so they turned their attention towards the armies. Four armies, fighting for the mountain.

How they fought. Through sweat and blood. The taste of iron and salt filled everyone's senses. And they were loosing. Thorin looked around in horror. They were losing!

The orcs had numbers, but they were often a mindless horde. This time was different. His eyes turned to Ravenhill. This time they had a leader. Azog.

"Dwalin! Fili! Kili!" he shouted to the three closest to him. All three followed his gaze and understood. They had to sever the head of the snake.

The four fought their way through the battle, heading up the steep cliff into the ruins. It was quiet atop the hill. The sounds of battle merely noise in the distance. They looked up to the tower. Empty.

"They saw us coming." Dwalin spat.

"We must find them." Thorin started forward towards the frozen lake between them and the tower.

"This is a trap." Kili said, putting a hand on his uncle's shoulder. Thorin nodded. It was most definitely, a trap.

"We need reinforcements." Fili looked around. "With just the four of us-"

"There's no TIME!" Thorin barked. He whirled to face Fili. "Our allies are dying as we speak, we have no time to wait." She could be dying.

"Look out!" A blade came swinging toward his head. He ducked just in time before turning around and swinging his own sword straight into an orcs chest. It crumpled to the ground as Thorin turned around to see Dwalin finishing off another.

"Scouts." The tall warrior growled. "There are more orcs coming. Mercenaries." Thorin gritted his jaw.

"Kili, Fili, destroy that flag." He ordered. "Dwalin and I will hold them off." The brothers glanced at each other and nodded before disappearing into the mist, just before the orcs arrived. Dwalin and Thorin met the attack bravely, continuing to fight as more and more continued. None noticed the few orcs who fell from seemingly nothing, wounds appearing from nowhere. Just when their seemed to be no end to the horde, the creatures ceased their endless stream, and a voice rang across the valley.

Eyes turned to the tower. Azog stood at the edge, blade in one fist, Fili in the other. He spat black speech to the wind as his eyes fixed on Thorin. When his roar reached its peak, he struck, his blade driving into Fili's back before dropping him over the edge.

Thorin watched the motionless body fall, slamming to the ground at Kili's feet.

The dwarf stumbled back in horror. His worst nightmare, made real before his eyes. "No." he whispered. "NO!" The dwarf cried out in rage and charged up aiming to get revenge, but orcs got in the way, large, crooked swords swinging dangerously.

"KILI! NO!" Thorin shouted as he watched his other nephew disappear into the ruin. No. He couldn't loose Kili too. He had to take out Azog before that could happen. Azog had to die.

Emi groaned. A rock jutted painfully into her back from her position on the ground. An orc had hit her on the head… that was the last thing she remembered. The hobbit forced her eyes to focus, looking around. The world was still shrouded in the ring's domain. Good. Where had Dwalin gotten? And… Thorin. Her eyes widened as she spun around frantically. Thorin no no no no no! She had promised to watch his back! Where had he gone?

Then the mist cleared and she spotted him, walking in almost a daze towards the edge of the icy cliff. She frowned. What was he doing? The signal flag was still up. Swallowing, she padded out onto the ice. It was cracked in several places, especially from where Thorin was walking from. What was he doing?

Then he cried out in pain, a sharp, metal blade sticking up through his foot. Emi watched in horror as Azog burst out of the ice, knocking Thorin back. The pale orc rushed forward, rage flaming in his eyes. He struck at Thorin again and again, each time the dwarf lord just managed to roll out of the way until at last, he was pinned. Orcrist was now the only thing between him and Azog's blade. And it was coming closer. Closer. Thorin looked up at Azog, all his energy going into his arms, keeping the blade at bay. He could kill him. Thorin could kill him once and for all, but… It was a price he had to pay.

"THORIN!"

The dwarf gritted his teeth, and slid his sword away, plunging it forward as he braced himself for the blow he too would receive. But it did not come. And his own blade did not find its mark. For Azog was no longer over top of him.

The pale orc was rolling across the ice, trying to get something off of him. Something that wasn't there. Thorin scrambled to his feet. Now was his chance. He gripped Orcrist tightly as Azog stood and plunged his blade through the air. At the same time, Thorin leapt forward. His sword dug deep, blood seeping to the hilt as he plunged it further and further. Until Azog grew still.

Thorin yanked out Orcrist with one sharp pull and stepped back wearily. The pale orc flopped to the side, the sound of slicing accompanying it. Blood sprung from thin air where the orc's blade had been moments before. Thorin's eyes widened as someone appeared behind the blood that was now sloshing to the ice below.

Emi trembled, one hand around a tiny gold ring, the other holding loosely to sting, which was just slipping out of her grasp. The blade clattered to the ground… and the hobbit followed quickly.

"NO!" Thorin shouted rushing to her side. Emi was gasping for breath as Thorin cradled her head in his arms. "No, no, no! Stay with me, Emi!" The hobbit's glassy eyes struggled to focus on him.

"Th…" she wheezed. "Thorin?"

"What did you do?" He shook his head, eyes wide in horror. "Why? WHY?"

Emi smiled. "You h-had to live… long enou…gh…"

"Shh." Thorin told her. "Don't speak. You're going to live. Focus on me Emi. Stay with me."

"long… enough to… to prove… him wrong!" Emi finished.

"Who?" Thorin searched her face. She was smiling.

"The… dragon." She spoke, each word getting harder to speak.

"No, Emi. You have to live. You cannot die! You cannot!"

"He said… you… would… fall. Like… your gra…andfather."

"Just breath." Thorin shook his head. "Breath. We'll get help. We'll get help."

"You… aren't… like… him." The hobbit smiled. "You're-" She hacked loudly, crimson blood gurgling from her mouth and spilling over the corners.

"No! Emi! EMI!" Thorin could only watch as the blood stopped, and she grew still. Her eyes staring unseeingly into the sky.

"NO!"

Emi looked down at Thorin, cradling her body in his arms. His tear-streaked face was buried in her now lifeless body as his own quaked and shook with sobs. Emi frowned. "You aren't like him." She repeated, her voice echoing soundlessly. "You're Thorin." He didn't hear her. He couldn't.

She looked down at her own hand to see it shrouded in a silvery mist. She could see everything on the other side as clearly as if her hand were not there at all. She stared over the cliff down at the armies warring below. So many of them were shrouded in the same silver mist. Many had continued to fight, not even knowing they had died. It was a funny thing when she thought about it.

"Thorin!" She turned to see Kili and Fili rushing towards their uncle. Both were wrapped silver as well. "Thorin!" they shouted again, stopping by his side.

"It's alright." She told them. "He's alive." The brothers collapsed to their knees in relief.

"Thank Mahal." Fili smiled. "Thank Mahal." Kili nodded in agreement, a smile on his face. But it left as he noticed his uncle's tears.

"See Fili, he's not even weeping for us." The younger shook his head in disappointment.

"I told you they would have ended up together." Fili grinned. "Pay up."

"And how exactly am I suppose to do that?" Kili scowled. "Besides, they didn't end up together now did they?" Fili and Emi stared at him blankly. "Too soon?"

"What about Tauriel?" Emi changed the topic.

"She's fine." Kili nodded. "Alive, at least…" his voice trailed off as his head dropped.

"Go to her." Fili clapped a hand on his brother's silvery shoulder. "You need to." Kili nodded and rose to his feet, leaving heavily towards the ruins once again. Fili looked down at his uncle one more time before rising as well. "I'll go look for any others that we know amongst the dead. And… let you two have your moment."

"Some moment." Emi sighed as Fili left in the other direction from his brother. The hobbit watched him leave before looking down at the dwarf lord. He had grown quiet now, but remained hunched over, face hidden. Emi slowly sat down, and waited. He did not move, even as shadows flew over him towards the battle below. Emi watched as the large birds swooped down upon the enemy, Radagast and Beorn among them. And she smiled sadly to herself. "The eagles are coming."

And then she waited.

After an eternity, Thorin stirred. He rose to look into Emi's blood stained face and shook his head; face askew from the tears… the pain.

"Why?" He asked the body. "Why did you do it? I should have died instead. It should have been me!" His face grew angry. "You promised me. You promised not risk your life for mine. You promised! YOU PROMISED!" Emi watched as the tears began to fall once more.

"And that is why I am the burglar, Thorin… and you are not." She whispered.

Thorin shook his head as tears dropped further. "It should have been me."

Emi continued to watch in silence until the sound of music filled the air, calling to her, tugging her away. She looked up to see a Maiar riding a winged horse through the sky. Silvery spirits floated up to follow her as she led the music away into the undying lands. Emi smiled and looked back down at Thorin. "It's time for me to go. Goodbye Thorin."

And she disappeared.

Leaving behind a cold, lifeless body…

Which lay…

In Thorin's arms.

.

.

.

Soooooo not hating me is always a good thing. yeah that would be nice. please don't hate me.