Thorin was unsettled, a feeling he'd been unable to shake since the moment he came face to face with a certain halfing. He had been oddly impressed with the way the hobbit handled everything they'd thrown at him. In all honesty Thorin had half expected him to faint at word of the dragon but the hobbit seemed rather unimpressed by the mention of the beast. His only response was to call them all mad, something he had heard in length from the other dwarven dignitaries, and stomped off to bed. Thorin was angered at the feeling of disappointment that had begun to bubble in his chest at the hobbits rejection. His own kind and kin turned their back on him and his quest, he refused to let the opinion of a stranger matter.

When the hobbit startled them all the next morning Thorin didn't know whether to be relieved or annoyed; never being a dwarf known to show many emotions he chose the second and clung to it hard. He was not the slightest bit impressed by the halfing's ability to remain unseen, not even a little bit; he reminded himself. In fact he wasn't sure he truly believed he had been following behind them at all, for all he knew the little bugger could have been hiding in the trees along the road waiting for them to come upon him.

Yes, that was the only logical explanation.

Though he did have to give him credit for being clever he had managed to fool some of the company with his little trick.

Another unsettling fact was how quickly Kili and Fili had taken to the hobbit. It was true his nephews were open and friendly with everyone they met but it went beyond that. Thorin could see the way the hung close to the hobbit, it was becoming rare to find him with out two dwarf shadows. While Kili and Fili were much more open than Thorin they were very protective and possessive of each other and were never quick to allow anyone to get closer than a friendly acquaintance. They trusted each other fully and with out restraint sharing a bond few ever had a hope of experiencing in their entire lives. They lived and breathed for each other; to the point of them sharing a single identity. There was no Kili without Fili and equally true the other way around.

Yet it seemed they openly embraced Master Baggins ushering him past their carefully constructed and guarded walls allowing him to see the real Kili and Fili. A privilege no one outside of their family had ever been granted.

Thorin saw the way they guarded him; it hadn't gone unnoticed how one would casually step in front of him quickly distracting him with conversation when another member of the company would make a joke at the halfings expense. All while the other shot daggers and the offender silently warning them to stay their tongue. They ate their meals with him, rode next him during the day, and would eagerly keep him company while on watch if Thorin would allow it.

They were becoming as possessive of the burglar as they were of each. Thorin thought himself dreaming when he saw Kili dragging the burglar over to the brother's area. As if that wasn't enough they put snakes in Bofur's bedroll sending everyone a clear message about exactly where they believed the burglar belonged and that worried Thorin more than he'd like to admitt.

He wasn't even sure the hobbit knew what was going on, how could he he'd just met the pair and was unaware of their normal behavior towards others. He would have to speak to his nephews soon about their behavior, he couldn't have their actions having a negative effect on the jounery. The halfing was already proving to be a distraction and distractions were something he could not allow. Distractions led to mistakes and mistakes led to people getting hurt. Deciding to speak to his nephews that night he pushed thought of the burglar from his mind.

Bilbo rode next to Bofur listening to a rather rowdy yet hilarious tale, completely oblivious to the inner turmoil he was causing their fearless leader.

"And that dear Bilbo is how I ended up running through the market naked as the day me mam brought me into this world." Bofur ended, proudly puffing out his chest.

"I pretended he wasn't my brother for a month afterwards, didn't want the ladies to think I was cursed with so little to work with between my legs." Bombur gibed and Bilbo didn't even attempt to hold in his laughter.

"'Oy you fat bastard take that back!"

"Don't be embarrassed brother, everyone knows I got all of the good looks in the family." Bombur tsked.

"The day I'm less attractive than you is the day I don't want to live in this world anymore." Bofur groaned.

"You hear tha' Bilbo the day I start lookin like that." he called hooking a thumb in his brother's direction. "Be a good mate and put me out of me misery. Do it quick though; maybe in my sleep, not to messy, try 'an keep it classy."

Bilbo snorted,"the classy murder of a friend; it would be my honor." he chuckled bowing low over Myrtle ' s neck.

"Now that is a sign of true friendship." Bofur quipped as he dismounted his pony.

Bilbo quickly followed and took in their surrounding, they appeared to be near what used to be a house of some kind.

"If Bofur needs killing I volunteer my serivces." Fili sassed throwing an arm around Bilbo's shoulders.

"We're quite a clever pair I'm sure we could come up with lots of interesting ways to carry out the deed." Kili added sending Bofur a teasing smirk.

"Good thing I'll never have to worry about that, everyone knows I'm going to age beautifully." Bofur sang batting his eyelashes while fluffing his braids and beard.

"About as beautifully as a pigs ass." Bilbo countered.

"Now that was just hurtful." Bofur sniffed making a show of wiping his eyes spurring a very unmanly giggle to bubble from Kili 's lips.

The foursomes ' s laughter died in their throats as Gandalf storm passed wearing a thunderous expression.

"Everything alright?" Fili asked the passing wizard.

"Gandalf where are you going?" Bilbo called when his old friend ignored the young dwarf.

"To seek the company of the only one around here who's got any sense!" Gandalf exclaimed.

One day Bilbo would learn when to leave a question unasked but it would not be today, " Who's that?" he asked possibly a little too brightly.

"Myself Master Baggins!" Gandalf roared, "I've had enough of dwarves for one day!"

"Are you offended, because I'm a little offended" Kili grunted.

"Eh, not really," Bilbo shrugged, "but then again he said nothing about being tired of hobbits." Bilbo smirked only to find himself on the bottom of a three high dwarf pile up.

"Bofur get up! Kili and Fili watch over the ponies!" barked Thorin pulling the boys to their feet.

Bilbo rose to his feet as the other three dwarves scurried away raising his chin to look Thorin in the eye, only to be immediately ensnared in in their icy blue depths. Bilbo's breath caught in his throat at and he swayed forward dizzy.

Thorin reacted instinctively; steadying the hobbit. Pure energy shot up Thorin ' s arms from where his hands gripped the hobbits. His head spun and he feared that he himself would buckle at the knees and crash onto the grass below his boots. His arms squeezed tighter and he closed his eyes against the buzzing in his mind and veins gaining a slip of control. He ripped his hands back as if burned dragging a deep breath into his lungs. He shot an accusing glare at the halfing only to see that he looked just as bewildered as Thorin felt.

What in Aulë had just happened?

Thorin and Bilbo both starred accusingly at each other each thinking the other was responsible for what had just transpired and Thorin ' s famous temper flared.

"Do you plan on finding something useful to do or are you just going to stand here all night?" He snapped.

Bilbo flinched at Thorin' s tone still unsteady from the buzzing in his ears and the humming under his skin. He didn't process what ever response left his lips, the only thing he could focus on was the feeling of cold that began to take hold with in him as Thorin stomped away. When the dwarf king was completely out of sight and Bilbo's body returned to normal he sat on the ground and put his head in his hands with a groan.

He was in big trouble.

Later that night Borfur handed him Fili and Kili ' s diner and waved him in their direction. He softly picked his way over the rocks and fallen twigs coming to stand in between the mute dwarves. His stomach sank at their mirroring expressions, he'd seen that look before and it always meant trouble.

"What's wrong?" he questioned bracing himself for whatever ridiculousness they had gotten into.

"We've seem to encountered a small problem." Fili started not turning to turn and look at Bilbo.

"We were supposed to be looking after the ponies." Kili added.

"There were sixteen-"

"Now there's only fourteen."

"Hence, small problem." they finished together turning their heads as one to face Bilbo who was standing between them.

"That is a problem, when did you see them last?" Bilbo asked.

"About a half an hour ago when we heard this tree," Kili flung his arm out towards a large fallen oak," fall and came to investigate."

"We think who ever took the ponies knocked this down on their way through." Fili theorized playing with one of the braids that hung from his face a nervous habbit Bilbo had noticed.

"So you're telling me that something strong enough to up root a giant tree walked right past you, made off with two ponies, and you didn't notice until the tree fell. What in Yavanna ' s name where you doing?" he asked flabbergasted.

Seeing a deep red blush sweep over their cheeks Bilbo flung out his hands, "Nope, never mind I don't want to know." he clipped.

"All I want to know is what you plan on doing about it, and before you ask no I will not be the one to tell Thorin."

"Well, we were kind of hoping to figure this out without having to inform our uncle." Fili answered.

"We could really use your help." Kili added giving Bilbo a pleading look that reminded him very much of a small helpless puppy, which was probably exactly what Kili was aiming for.

"Ugh, fine but you both owe me." he sighed walking in the direction the pony thief took with Kili and Fili falling into step behind him.

In retrospect listening to a plan concocted by two people who had completely missed a full grown mountain troll bumbling past them was not Bilbo's smartest moment and something he swore never to do again. In their defense everything had been going perfectly, Bilbo had made it into their camp and to the ponies unseen, until Daisy decided to whiny sending the rest of the ponies into a loud cheerful chorus that caught the attention of the three trolls.

He'd actually had the situation quite under control when Kili jumped out of the trees slicing the back of the leg of the nearest troll demanding Bilbo's release. When the rest of the company came charging into the fray Bilbo was thrown into Kili's arms and they landed in a heap.

"I am going to kill you." Bilbo swore, his eyes promising retribution. "Go let the damned ponies." he snapped at the dark haired dwarf who looked to pleased with himself for Bilbo's liking.

As Kili sprinted off ducking under and around dwarves and trolls both Bilbo scanned the scene before him. Dwarves were leaping and slashing as if they were born for it and Bilbo was quite impressed by their skill. It was only then that he noticed Ori was wielding a sling shot as his only weapon. Bilbo mentally smacked his face off of the heal of his hand.

Damn the stupidity of dwarves.

Why would anyone let him charge into battle with nothing more than a glorified rock thrower to protect himself. Bilbo watched as Ori hit one of the trolls in the eye, in what was an impressive shot, but a stupid one because it only managed to anger the troll and fix it's attention on him. Ori ducked and ran towards the trees zig zaging away from his persuer but the troll was on a mission. Bilbo sprang into action pushing his legs hard to cover the distance between Ori and himself slamming into the young dwarf hard, his shoulder sending him crashing to the ground just as the trolls hand grasped where Ori had just been. Unluckily for Bilbo he was now occupying that spot and was scooped up into the angry trolls fist.

He mentally cursed Thorin and the dwarves for laying down their arms. The only thing that accomplished was instead of Bilbo being at the mercy of the trolls now the entire company was bound in large burlap sacks or tied to a spit over the fire. When this was over with Bilbo really needed to have a discussion with their leader about smart choices.

It all ended fine on account of some smooth talking by Bilbo and the timely arrival of Gandalf the trolls were turned to stone and the dwarves realeased. That was how he found himself leaning against the entrance wall of a troll hoard.

"I saw what you did back there." sounded a low voice behind him.

Bilbo jumped as Nori circled around to his front casually leaning next to him but said nothing to the dwarfs vague comment.

"I saw that troll go for Ori but was too far away to do anything about it. I saw you shove Ori out of the way when that troll tried to grab him and I thank you."

"You don't have to thank me anyone else would've done the same if they had seen him in trouble." Bilbo shrugged.

"Maybe, maybe not but I appreciate that you did something, your not half bad burglar."

"Just Bilbo if you please."

"Just Bilbo then." NorI smirked before pushing off of the cave entrance to make his way over to his younger brother who was trying to escape the grasp of his fussing older brother Dori.

Just then Gandalf exited the cave and sat down next to Bilbo on one of the large rocks. Bilbo cast him a sideways look noticing the small sword the wizard had resting in his lap.

"I was going to offer this to you." Gandalf stated gesturing towards the dusty weapon.

"Thanks but no thanks; I've already got a perfectly good sword which you already know since your the one who gave it to me." Bilbo chuckled.

"True, very true but it would be a shame to leave such a fine weapon in this nasty place." the wizard answered.

"Maybe you should give it to Ori he could use some sort of a weapon besides that stupid sling shot."

"A good suggestion but Master Dori does not believe Ori would be able to handle a weapon without injuring himself and can be quite stubborn about the subject."

"You have got to be kidding me." Bilbo sputtered not believing his ears, "he'd rather his brother run head first into danger with out a real weapon on the off chance he might hurt himself with it." Bilbo finished shocked.

"It is not our place to understand the thought process of dwarves, trust me when I say it will only result in a rather unpleasant headache "

Bilbo snorted at the wizards words and the pair shared an amused glance.

"Somethings coming!" Dwalin shouted and Bilbo along with the rest of the company we're on their feet in an instant weapons drawn in the direction of the crackling underbrush.

Bilbo was momentarily taken by surprise at the sight of ten overly large rabbits pulling some sort of sled behind them erupting from the trees and skidding to an stop two feet away from the group.

"Radagast what on earth are you doing here?" Gandalf called to the strange new arrival.

Radagast, one of the five known wizards of middle earth. Kayerith had spoken briefly about him during their lessons stating that he was a rather odd fellow more content to be surrounded by animals than people. Strange did not begin to scratch the surface of the man standing before him.

Bilbo and the rest of the company lowered their weapons as Gandalf approached the other wizard.

"Is that a bug he just pulled out of his mouth?" Kili whispered disgusted from Bilbo's left side.

"No idea, I was to busy starring at the bird shit on his face." Fili clipped back from his other side.

"Is that a - yep that's a birds nest in his hair." Bofur added from behind them.

Bilbo snorted at his friends keeping a curious eye on both wizards as the made their way into the trees beyond the group. Whatever caused Radagast to come in search of Gandalf must have been very important since Kayerith and had said he kept to the Greenwood rarely leaving it.

Nobody had time to dwell on the wizard and his sudden appearance as a loud howl cut through the air. The hair on the back of Bilbo's neck stood up he knew that howl, that was no wolf, that was the howl of a warg. Just as the thought entered his mind a large snarling beast crashed into the clearing. Dwalin made quick work of the warg as the rest of the company circled up shoulder to shoulder.

"Warg scouts." Thorin cursed, "which means that an orc pack is not far behind. We must move!"

"We can't the ponies have bolted." shouted Dori from further up the ledge.

"Damn ponies more trouble than their worth." Bilbo snarled.

"We'll never out run them." Gloin barked shifting anxiously from one foot to the other.

He was right Bilbo had seen the speed of wargs, he gone up against them numerous times they had no hope of out running them in an all out chase.

Bilbo's thoughts began to race as Gandalf and Thorin shouted back and forth to each other wasting precious time. The could head back to the troll hoard and hope to make a stand there. The narrow entrance of the cave could be used to tunnel their attackers to them and hopefully keep their numbers down.

"I'll draw them off." Radagast stated and Bilbo rolled his eyes.

"Those are Gundabad Wargs they will out run you!" Gandalf snapped clearly out of patience.

"These are Rhosgobel Rabbits!" Radagast hissed throwing his hands towards his sled, "I'd like to see them try." he smirked darkly.

Now that might just work.

Bilbo bent low forcing his legs to move as quickly as possible as the company sprinted across the field towards the cover of a group of boulders up a head. He ran directly behind Kili and Fili determined to keep his friends close. All of his senses were on high alert and he could hear the wargs hot on Radagast 's tail a few miles off. So far the pack was focused on the wizard as he shot across the open spaces but who knew how long their luck would hold. Bilbo wondered where Gandalf was leading them hoping it safety wasn't far away.

Lord Elrond was standing on the large balcony outside of his chambers lost in thought when a vision came over him. Orcs on the road just outside of their borders. He saw flashes of those they chased but nothing that could make their identity know until the image of a pointed grey hat came into his minds eye.

Gandalf.

Just what had his old meddling friend gotten himself into this time?

"Gather the guards!" he ordered the elf standing behind him before turning into his room to don his armor, Gandalf had better have a good explanation for this.

It only took minutes for his group of men to assemble and even less than that for them to reach the pack of orcs. The elves quickly eliminated the threat as he scanned the area for his old friend. Lord Elrond saw no sign Gandalf or the group he saw in his vision. With a disgruntled sigh he turn his horse and spurred it forward, he would do a quick scout of the area just to make sure he wasn't injured somewhere.

Meanwhile the company and Gandalf were slowly making their way through the tunnel that had led out of the cave that had saved their lives, the arrival of the elves certainly helped though it seemed his companions were determined to deny that fact much to his amusement.

As Bilbo emerged from the tunnel he stopped dead causing Fili to run into him from behind.

"You alright Bilbo?" he asked concerned.

When Bilbo didn't respond Fili looked up and Bilbo could almost hear the dwarf's eyes widen.

"Rivendell." Bilbo breathed in awe.

His eyes drank in the sight of the Elven realm like a man dying of thirst. His whole life he dreamed of being able to see the place his mother had called home for so long. Tears pooled at the edge of his eyes as he gave Gandalf a blinding smile.

The wizard stepped forward and placed a comforting hand on Bilbo's shoulder, he knew how much this meant to the young hobbit. Bilbo reached up and clasped his hand over Gandalf's and squeezed it once calming the slight tremor of his limb. So caught up in his own joyous thoughts Bilbo missed the dark glare Thorin gave him at his reaction to Rivendell, not that it would have mattered to him anyway. Bilbo understood that the dwarves greatly disliked the fair folk but Bilbo was not a dwarf. He had grown up on stories of the kindness of the elves and tales of the friends his mother had made during her time here.

With each step they took towards the city Bilbo's heart sped up until he was sure it was going to burst forth from his chest and fly into the sky. Everything was more beautiful than he had imagined. When he stepped through the arched gates of the entrance his heart filled with joy and something solely Belladonna. For the first time in years he felt as if his mother as if she were right next to him.

The sound of incoming riders had everyone spinning on heir heels in time to see a number of battle dressed elves riding swiftly in their direction.

"Close ranks!" Thorin shouted and all of the dwarves drew their weapons forming tight circle in which Bilbo found himself being shoved into the center of like a child. The riders in turn circled around the dwarves bringing their horses to a halt the tension in the air rising to an almost breaking point.

"Gandalf it is a surprise to see you here. We were just out dispatching a large orc pack not far from our borders, they appeared to be hunting something." One of the elves stated in a knowing tone as he gracefully dismounted his steed pulling off his helmet.

Bilbo wondered curiously how it was possible for not a single hair to be out of place.

"I fear that may have been us." Gandalf answered clasping a hand on to the elf ' s shoulder with a smile which the elf eagerly returned.

"Welcome, Thorin, son of Thrain." the elf turned to address Thorin.

"I don't believe we have met." Thorin responded stepping forward, Bilbo was presently surprised by his show of manners; he had expected him to out right insult the elf.

"You have your grandfather's bearing. I knew Thrör when he ruled under the mountain." the elf explained.

"Funny he made no mention of you." Thorin growled and Bilbo fought the urge to groan.

There was the Thorin he had been waiting for. He wondered if all dwarves were so rude or if it was a trait only shared by the ones he traveled with.

" Baren bar lin. Tolo, mado a sogo uin mereth!" the elf spoke in Sindarin.

Gloin pushed his way forward shouldering Bilbo out of the way with a growl, "What does he say? Does he offer us insult?" he cried.

"No he offers you food." Bilbo snapped shoving the dwarf back, outraged for their hosts.

Thorin quickly turned around eyeing Bilbo dangerously, "You speak the language of the fair folk." he stated his tone throwing his words like an insult.

Bilbo met his glare with a mirrored one of his own.

"Blessed be the stars, can it be?" The tall elf whispered stepping forward towards Bilbo.

The reaction was instant Kili and Fili both grabbed a hold of one of the hobbits arms and pulled him behind them stepping shoulder to shoulder acting as a barrier between him and the elf who stopped raising a questioning brow.

"We have been waiting many years for you to grace our halls with your presence Bilbo Baggins, but never could I have guessed you to arrive in such company." he smirked.

"Kili, Fili move." Bilbo hissed only to be forced to muscle his way around the brothers and a few of the other dwarves who stood immobile in his way before coming to stand in front of the elf.

" Suilad, Iston le?" Bilbo asked respectfully, bending at his waist in a bow.

"We have never had the pleasure of meeting but I have heard much about you, I feel as if we have been friends for years. I am Lord Elrond and your mother was one of my dearest friends." the elf introduced himself with a soft smile and returning bow.

"She spoke of you frequently in the highest regard of friendship and love." Bilbo confessed shuffling his feet.

Lord Elrond stepped forward and knelt before Bilbo extending his hand out to clasp him shoulder. Bilbo thought he saw the hint of a tremble as his mother's friend laid his hand upon him but brushed it off as a trick of the light. It had always been one of his dreams to stand before Belladonna's dearest friend and now that he was here he felt insecure and lacking underneath Lord Elrond 's open gaze.

"You look so very much like her." The elf whispered slowly scanning Bilbo's face with bright eyes.

Bilbo swallowed the lump in his throat and nodded once. The pair stared at one another for a moment and Bilbo wondered if it was truly him Lord Elrond was seeing or his mother. The confused grumbles from the dwarves brought them back to the present and Lord Elrond stood still holding onto Bilbo's shoulder.

"It is an honor to have you here, you are most welcome. Come, you must be weary from your travels. I will show you to your chambers so you can freshen up before diner. Tonight we will celebrate your arrival and welcome you properly to Rivendell." Lord Elrond smiled leading Bilbo up the beautiful stair way before them.

"Where are you taking him?" Fili called, and Bilbo saw that Thorin had a restraining grip on both of his nephew's arms.

"Please show Bilbo's traveling companions to the guest wing and escort them to diner when they are ready." Lord Elrond ordered the elf who had originally greeted them never stopping his stride.

Bilbo shot Kili and Fili an apologetic look before hurrying after the elf lord.

"I'd like to apologize for Thorin I'm sure he meant no offense." Bilbo offered as they made their way down a long open hallway.

"I do not hold you responsible for the actions of others dear Bilbo. I understand Thorin ' s animosity, he and his people feel wronged by the Elf King of Mirkwood and while me and my kin were not involved they do not trust us on principal."

They came to a stop at a large wooden door that was covered in silver vines and metal blossoms. It like everything he'd seen of Rivendell so far looked alive as much as part of the valley as the water and stone which it was built upon.

"These were your mother's personal chambers. We have kept them in living order in hopes that you would one day use them yourself."

Bilbo was touched by the thoughtfulness of Lord Elrond ' s statement, it seemed the elves held his mother in just as high esteem as she did them and it was humbling to be treated with such kindness in honor of her.

"There should be clothes that will fit you in the chest at the end of the bed, we tried to make them as close to your mothers description of you as possible. Please take your time I will send someone to collect you and escort you to diner in an hour."

Bilbo thanked the elf lord and opened the door, he had assumed it would be heavy due to its large size but it swung open easily. The room was open and bright and took Bilbo's breath away. He walked around the room slowly taking in every detail, brushing his hand along the warm wood and stone walls.

He could picture his mother in this room, could see her sitting at the hobbit size desk writing letters, could see her standing out on the balcony looking up at a a starry night sky, and could see her curled up with a good book on the ledge next to one of the larger windows. His heart ached with missing her and he sat down on the bed sinking into the soft mattress.

He only allowed himself a few minutes of nostalgia before standing and crossing to the the wash basin. He stripped himself of his clothes folding then neatly and placing them one of the near by chairs. He hummed in relaxation as he scrubbed the dirt and sweat from his skin, the smell of lavender filling the room. Drying off with the large fluffy towel that was sitting next to the large variety of soaps he opened the chest in search of clothes.

He pulled out the first outfit he found and quickly dressed. As the soft fabric slid over his skin he was again humbled by the generosity of the elves. His shirt and pants were made in the same style he frequently wore with silver and blue swirls adorning his neckline and hem. They were obviously made with care and fit him exactly right. He pulled a comb threw his blonde locks surprised at how long they had already grown since his departure of Bag End. Where it had been cut just below his ears it now hung almost brushing the edge of his jaw.

Bilbo passed in front of the mirror by the bed and blinked at his own refelction. He had never been one to take much stock in appearances, he believed everyone should be measured by what was underneath their skin, but even he was pleasantly surprised by the way he looked freshly washed and wearing his new clothes. He would never look like a hero out of a book but tonight he felt that he appeared passable.

A soft knock on the door brought him out of his self inspection, quickly setting the comb down on the night stand he made his way to the door eager to spend more time amongst his mother's friends.