Fíli knew he was probably staring at Gandalf but he couldn't help it. "You're leaving?"

The wizard gave him a look. "It has been a month since Erebor was reclaimed. Your efforts to rebuild are going smoothly and your people are returning from the Blue Mountains. I'm not needed here anymore."

"But Thorin-" Fíli cut himself off as the words choked him up.

Gandalf's gaze was understanding. "It's been a week since he woke," he said quietly. "I've tried everything I know to wake him, but this is not something I can fix. My presence here is not going to change the state he is in."

He knew that, but the little boy inside him that still believed in magic wanted Gandalf to fix his uncle. "There's truly nothing you can do?" he asked softly.

"No," Gandalf sighed. "Whatever is keeping Thorin in this state is not something magic can heal."

Glancing at the closed door, Fíli asked, "What is keeping him like that?"

He had asked Gandalf and many other that same question. No one had been able to give him an answer. It didn't make sense and it was uncharacteristic of a dwarf to linger like this. They either regained their life or joined their forefathers in the halls of Mahal. They didn't get stuck between the two.

"He's the most stubborn dwarf I have ever met," the wizard said, leaning on his staff. "Normally, I cursed him for that trait but it is one of his many strengths."

"Because he refuses to give in to death?" it would make sense but there was great honour in how he had come to it. Even though Fíli didn't want Thorin to die, he knew his uncle had earned his place in Mahal's halls.

"Because he refuses to give up on life. His wounds should have killed him, Fíli. There is no doubt in my mind that Thorin clings to life because there is something here he refuses to lose."

"The Arkenstone?" His uncle had nothing to worry about. As soon as Bard had returned it, Fíli had locked the stone in a chest and stored it under Thorin's bed. It was the king's jewel and belonged with the king. "Both the stone and Erebor are his again and we've told him that." Neither Kíli nor himself left Thorin's room for long and they constantly talked to him, telling him everything occurring in the mountain.

Gandalf let out a slow breath. "Both the Arkenstone and Erebor are important to Thorin, but I do not think they are what keeps him here. Whatever he is holding onto is more important than anything he wanted to find in this mountain."

Fíli frowned. Growing up with Thorin as a surrogate father he had always known what his uncle wanted: The return of his kingdom. He had trained his nephews as warriors and, even though he had never said it, they had both known it was to help regain Erebor. It was always on Thorin's mind and nothing was greater than that.

Placing his hand on Fíli's shoulder, Gandalf smiled. "You will understand soon what is most important to Thorin Oakenshield. I can't promise when I'll be back, Fíli, but I will return to the mountain. In the meantime, rule Erebor as you see fit."

He was trying to rule it as his uncle would and it was hard when the worry for Thorin's health was always on his mind.

"Trust the company and yourself, Fíli," he continued. "You've gotten Erebor on its feet, but there's still more that needs to be done."

Fíli nodded. He had moved his work into Thorin's room and it had slowed him down, but they were still moving forward. Which was a great accomplishment in itself.

"Farewell, Fíli, son of Dís. I hope our next meeting finds you in better spirits."

"Farewell, Gandalf," Fíli said as the wizard left. He knew that this day would come, but he hadn't thought it would come so soon. Pushing Thorin's door open, he slipped inside and heard Kíli cease speaking. "He's gone."

"Has he given up then? Is he saying Thorin-"

"He's a wizard, Kíli," Fíli sighed, taking his seat across the bed. "He can't always be here to help us."

Kíli was silent before a harsh sigh left him. "I know. I just want…."

Thorin to be well, Fíli finished silently. "Get some sleep, Brother. It's my turn to stay awake."

He looked like he was going to argue before he nodded. "You'll wake me if he changes?"

"Promise." It had become ritual between them every time they switched roles. Neither of them could sleep without the reassurance that they would be woken if anything changed.

Kíli didn't even leave his chair to find his rest. He simply shifted in his seat and closed his eyes.

Knowing it wouldn't take long for his brother to fall asleep, Fíli waited, not doing anything. Balin had brought enough paperwork for him to review so he would remain awake long enough for Kíli to get a decent sleep. Once Kíli's deep breaths joined Thorin's steadying breathing, Fíli lifted a bundle of papers. It was a list of names of dwarves who had come to Erebor.

The dwarf lord was meticulously detailing who was returning and what skills they had to give the kingdom. Many dwarves had come from the Iron Hills and the halls of Erebor were loud with the sounds of construction. They were all determined to return their home to what it had been before. They worked all hours of the day and night and their progress was astounding. It had been a good feeling to have something to show the first dwarves returning from the Blue Mountains.

The first caravan had only arrived a few hours ago and a part of him knew he should be greeting his kin, welcoming them back to the home they had been forced to abandon. But he couldn't leave. Not yet. Balin was a strong enough representative for the crown and it left him free to remain with his uncle and brother. Right now, they needed him more than the people did.

Losing himself in the work Balin had brought, Fíli didn't notice the hours slipping away. He was so immersed in the papers he almost didn't hear the door open. Assuming it was someone with a meal, he didn't look and waved a hand at the table across the room. "Put it there," he said dismissively.

A familiar tingle he hadn't felt in a long time ran down his spine as the door closed ominously. "Regent of Erebor and an adult you may be, but I taught you manners. Did you suffer some injury and forget them?"

Disbelief coursed through him as Fíli swiveled in his seat to look at the door. Surely he had imagined that beloved voice. "Mother?" he said uncertainly.

Dís shrugged out of her travelling coat and placed it over the back of a chair. "I know that you are busy, but I expected one of my sons to greet me when I arrived," she chided. "Instead I had to search for you."

He barely heard her, leaping from his chair and rushing her. Her sturdy body barely rocked as he slammed into her, hugging her with all the strength he had. Burying his face in her thick hair, he felt tremors course through him as everything he had been trying not to think about pressed in on him.

One of Dís' arms pulled him close while the other stroked over his hair. "Shh, Fíli," she murmured, her voice soothing. "It's alright."

But it wasn't. Nothing was alright. He heard and felt her sigh before she began humming softly. He immediately recognized it as the lullaby she had always sung to him when he'd been young and had nightmares. It took him longer to realise she was rocking him gently as well, making him feel even more like his childish self. "Mother…."

She pulled back as she finished the tune and met his gaze evenly. She had the same blue eyes as Thorin, the same shade as Fíli's own, and they were as calm and level as her brother's. It was comforting in so many ways. "Tell me, Fíli."

He couldn't have stopped the words if he tried. Speaking in a hushed tone so Kíli could continue sleeping, he told his mother everything that had happened since she had kissed her sons' brows in farewell. He left nothing out since she would know when he was lying to her and he didn't have the willpower to try.

Dís didn't say anything as he spoke, merely taking it all in. When he was finished, she looked at the bed that held her only living brother. Her expression didn't change as she walked to his side and sat on the mattress. "He had the gold sickness?" she said softly.

"Yes, but Bilbo said he was himself when he woke."

She nodded, her fingers stroking Thorin's hair back from his face. "Our grandfather had it," she murmured. "I remember how it changed him."

Fíli's heart sank a bit. Did she think that Thorin wouldn't recover? Or he wouldn't be the same if he did?

Dís looked at him and he saw her expression change. It became one he had seen frequently as a child and had simply labelled as the Mother-is-not-impressed face. "Go into the bathroom and straighten your hair," she told him. "You look like an untamed lion."

He was halfway to the bathroom before he realised it. "Why do I-"

"Fíli."

She didn't have to say more than that. He started moving again. He was an adult, but there was no arguing with his mother. Closing the door, he almost didn't recognize the dwarf in the mirror. His hair was tangled from constantly running his hands through it and his beard was completely unkempt. He didn't look like a dwarf or a lion; he looked like a mad man.

Unwinding his braids, he tried to get his hair into some semblance of order before redoing the braids. He studied his face as he set the clasp at the back of his head, wondering about his beard. It was growing in haphazardly and would need to be trimmed, the braids redone. But not right now. He looked more like himself at least and that would hopefully satisfy his mother.

Opening the door, he paused when he saw Kíli was awake and hugging their mother. His brother looked like he was trembling as much as Fíli had when he had been in her arms.

Dís caught his gaze and gently pushed Kíli back. "You look more presentable than your brother," she murmured, looking him over.

Both of them frowned. "Why do we need to be presentable?" Kíli asked.

"Because you're going to show me what you've done for Erebor and our people don't need to see the heirs of Durin looking like ragamuffin orphans."

"We can't leave!" they both cried.

Dís levelled a look at them. "Whether you're here or not isn't going to change his condition," she said firmly. "But your absence is being noted by our people. These are going to be hard times for all of us and they will need to have faith in their rulers."

"But Thorin," Kíli said weakly, looking at the bed.

"Mahal knows how important your uncle is to you," Dís said, turning her son's face back to her. "If it is his time to go, you will get your chance to speak with him."

Fíli wanted to protest, to say they were staying, but regent did not trump mother. "Kíli."

The younger dwarf looked torn and like he was going to do something rash.

"It won't be for long and Balin and Dwalin will stay with him." Dís looked at her youngest, her expression back. "This isn't open to discussion."

Fíli wasn't being scolded, but his shoulders still fell at her sharp tone. He had been on the receiving end of it too often not to react.

Holding out her hands, Dís waited for her sons to take them. "You need out of this room," she said softly. "You need to see the good you've done."

Even though neither of them wanted to leave, they both took her hands.

Dís led them from the room and Fíli saw Balin and Dwalin slip inside. Part of him was screaming to go back inside, to be near Thorin. But he knew his mother wouldn't let him.

As they came to the main hall, Fíli was stunned to see it was nearly rebuilt. The damage Smaug had done had been extensive, but in localized areas. Quite a few of the upper and lower floors had been relatively intact. The dragon had made a beeline for the vault and made his home there. And the dwarves of Erebor were determined to erase the marks he had made.

"When was the last time you left that room?" Dís asked.

"A week."

She tsked softly. "Thorin wouldn't want either of you wasting away at his bedside."

"Mother-"

"He had great hopes for both of you," she continued, looking around. "He raised you to continue our line. You aren't doing that in there."

Fíli didn't say anything, but he knew Kíli might and sparking their mother's temper was not what they needed right now.

"We need to be there for him, Mother," Kíli said, his voice low and guilt ridden. "We weren't there when he needed us so we need to be now."

"What do you mean you weren't there for him? You nearly died to keep him safe and if you tell me that his life is more important than yours, Kíli, I will turn you over my knee in front of everyone here!" Dís finished hotly.

Kíli's cheeks coloured under his stubble and it was too much for Fíli. Laughter slipped from him uncontrollably and he had to brace his hands on his legs so he didn't fall over.

"It isn't funny!" Kíli growled, but it only made it worse.

He could remember the last time they had been spanked and it had been embarrassing enough that both of them had promised to behave in public. Dís hadn't believed them, but their uncle had been there to see them misbehaving and spanked. Thorin hadn't said anything, but they had felt the weight of his stare.

Gasping for air, Fíli slowly straightened and wiped away the tears that were trailing down his cheeks. He found his brother glaring at him and Dís smiling gently. "Would you really do it?" he asked, not sure if he actually wanted an answer.

She huffed. "You might be adults physically, but you'll always be my sons. Who other than your mother is going to keep you in your place?" She paused and a sly look that chilled him to the bones crossed her face. "Unless you've found females to marry. I'll gladly give up that position to any female worthy of either of you."
Fíli choked even as Kíli sputtered indignantly. "Mother!"

Dís shrugged one shoulder. "As the next in line for the throne, one of you needs to continue the line. Or had you forgotten that?"

"But not now. We have too many other things to worry about without adding to it," Fíli said firmly, even as his stomach flipped inside him.

"True enough," she murmured, her voice gone soft.

Fíli and Kíli glanced at one another before moving closer to her. "What is it, Mother?" they asked.

"Thorin," she sighed. "This death sleep bothers me because he should have come out of it by now."

"Gandalf thinks that something important is keeping him here," Fíli supplied. "We've told him time and time again that Erebor and the Arkenstone are his but it's done no good."

Dís studied them for a moment before shaking her head sadly. "Oh, my boys," she sighed. "Erebor and the Arkenstone are important to him, yes, but you two are the most valuable things in his life. He is your surrogate father and you the sons he never had. If anything is making Thorin cling to life, it's the two of you and nothing else."

A/N: Sometimes I feel like Fili and Kili shouldn't be as thick as I write them. Then I think about parasites and figure it's all good. So, yes. Enter Dis, daughter of Thrain, mother of Fili and Kili and queen of I'm your mother and you're going to listen to me. Not much is said about her in the books or appendixes so I winged it. Hope you liked her and the chapter and hopefully I'll have the next (and final!) chapter up sometime this week! Thank you again to all of you who read, reviewed, favourited and followed the story! It makes writing so much easier when you know people like it :)