A/N: Thanks again for all the lovely comments. I seriously have the most amazing regular readers in the whole entire world!

Warnings for violence (specifically by fire) and minor (for this story) character death.

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Dawn came quickly and by 6 AM Blue Team was waiting in Rivendell Park and the rest of the Company was watching from the safety of Erebor Tower. Before leaving, Dís had tapped into the park security cameras and outfitted her team with microphones. The others would be able to see and hear everything that went on at the meeting.

Bilbo found himself sitting between Ori and Bofur as they watched the grainy footage on the computer screens. Thorin and Dwalin stood back-to-back near the gazebo, turning slightly so that they could survey the entire area and watch for attacks. Beside them, Balin and Dís were engaged in a quiet conversation, their hands over their microphones so the words wouldn't get picked up. Somewhere in the shadows Nori crept out of sight, though his snarky comments came through the speakers loud and clear.

"I really hope the White Council can help," said Bofur, coming back to the monitors after checking on the still unconscious Bifur. "I don't think we can fight S.M.A.U.G. on our own."

"Are these White Council members quite powerful?" Bilbo asked.

"Some of them are, for sure." Fíli glanced over at his brother and grinned. "Others, not so much..."

Kíli mirrored the smirk. "Like Radigast, the bird whisperer. Seriously- when is being able to talk to small animals ever going to be useful?"

"A bird could deliver a message easy enough," Ori pointed out quietly. "I think it's actually a rather lovely power to have."

"You would think that," Kíli laughed outright. "Our quiet little Mittens couldn't hurt a fly."

Ori clenched his jaw, clearly offended. "That's not true."

"Isn't it?" Kíli cocked a brow. "Don't get me wrong, you're great at what you do. Your stories in the paper are always the best. But you'd be next to useless in a fight."

"That's enough!" Dori snapped, picking Kíli up by the scruff of his neck and tossing him bodily at the nearest couch. "Ori would do just fine in a fight. Though I think it's better for everyone that he stays out of danger."

Ori shifted in his chair and plucking at a fraying bit of yarn on his gloves. "It's fine, Dori. Kíli's right, I'm not cut out for fighting. I think you just proved that by throwing him across the room for picking on me."

The room filled with an awkward silence that Bilbo couldn't stand and broke softly. "What about the other members of the White Council? What can they do?"

Gloín drummed three sets of fingers against the arm of his chair. "Well, Elrond is the leader and he can heal just about anything. Like Oín, only more..."

"Stuck up?" Fíli supplied.

"Yeah, we'll go with that." Gloín grinned. "He can heal plants as well, which would be mildly useful if you were a gardener."

"Then there's Galadriel, who is telepathic and telekinetic. She can read minds, influence people, and make things float."

"She's also a mega-hottie!" said Kíli, returning from the couch. Fíli smirked at his brother and nodded his agreement.

Gloín sighed as Loni smacked both boys upside the backs of their heads. "Watch what you say, boys, I think Galadriel would scramble your brains and make you wet yourselves if she heard you talking like that."

"Head's up guys," Bombur spoke into his com unit. "White Council members are heading your way from the west."

On the screen, all of Blue Team turned to watch for the new arrivals, except for Dwalin who kept vigilant watch behind them. Four men and a woman walked into view, greeting Thorin and his team from a respectable distance.

"The one in the front is Elrond," Oín said, gesturing to a tall man with long dark hair and a stately countenance.

Standing beside Elrond was the woman, Galadriel, who wore sheer white robes and what appeared to be a glittery white halter top. "How does her shirt even stay up?" Fíli muttered under his breath.

"Well, she is telekinetic..." Bombur supplied with a grin, as if they'd had that particular conversation many times before.

"The man in the white in Saruman, he has some sort of wizard powers, though I don't know anyone who has actually seen him use them." Oín went on, clearly ignoring the others banter. "The one in the gray is Gandalf. He's a wizard too, though not a very effective one."

"Oh?" Bilbo raised a brow. "I would think wizard powers would be helpful."

Ori laughed. "From what I've seen, he tends to wander in mid-fight, cast one useful spell, then yell at everyone to run away. He's a pretty decent fighter with his staff though..."

The man in question stepped forward, leaning heavily on his staff, and offered his hand to Thorin in greeting.

"What about the last man?" Bilbo questioned, pointing at an annoyed looking man with silvery hair and a crown of branches that looked suspiciously like antlers. He glared at Thorin with derision, a look that was returned threefold.

"That's Thranduil. He's..." Ori trailed off.

"A total wanker," Nori's voice said over the com unit. "Shape-shifts into a bloody moose."

"I think it's more an elk," Bofur chuckled. "I didn't know yeh were listening in, thief. Figured ya'd be too busy sneakin' around down there."

"The park is empty. At least you lot are more interesting than listening to Dwalin bitch about the 5 AM wake-up call."

On the screen, Dwalin's head jerked up and he glared around menacingly. "Don't think I didn't hear that," he muttered under his breath.

"Okay boys, let's focus here," Dori said with a roll of his eyes. "This meeting is actually important."

Thorin took a step forward, shifting his arm to its trademark oak before finally accepting Gandalf's handshake. "It's been a long time, wizard. I was beginning to wonder if you were still in business."

"Where else would I be?" Gandalf replied with a raised brow. "Though, I think we have more pressing things at hand than mere pleasantries."

"True enough," Elrond said levelly. "We heard that one of your team was attacked by S.M.A.U.G. last night."

"He was. Luckily our healer got to him in time. We expect him to make a full recovery." Thorin said tersely.

Saruman frowned deeply. "That's good to hear, though I must ask... Are you sure your injured teammate did nothing to incur S.M.A.U.G.'s wrath?"

"Are you suggesting that Bifur is a villain?" Thorin all but growled. "Never!"

Dís stepped in and placed a hand on her brother's shoulder. "We all witnessed the attack on our monitors. S.M.A.U.G. appears to be going after anyone with powers."

Elrond sighed. "That's what we were afraid of. Now the question is, what is there to be done about it?"

"I've gone over everything I know about S.M.A.U.G.'s tech. Without seeing the code that removed the fail-safes, we have no way of knowing what actually happened." Dís chewed on her lip. "The robot was designed to withstand attacks from powered villains, I don't see how Supers are going to stand any better chance."

Galadriel smiled softly. "We interact very little with S.M.A.U.G. ourselves, so I'm not sure what help we can give you."

Elrond nodded in solemn agreement. "If we learn anything useful we will let you know, but otherwise this will have to be your task. We will not willingly put ourselves in S.M.A.U.G.'s path."

"Ya mean ya ain't gonna help us." Dwalin growled, turning for the first time to face the White Council. "Should of figured that."

"I don't agree with my colleagues," Gandalf said slowly. "I will help you where I can. I believe this battle against S.M.A.U.G. will greatly affect us all."

Thorin nodded. "Many thanks, wizard. It's good to know that one among you is willing to fight for the greater good. After all, isn't that what being a Super is supposed to be about?"

Elrond looked deeply put out and opened his mouth to respond when Dís raised a hand to hush him and listened intently to her earpiece. "We've got incoming! Nori has eyes on Balrog and at least a dozen of the Great Goblin's minions."

Blue Team moved into defensive position- Thorin and Dwalin back-to-back with Balin and Dís beside them. Thorin shifted his arms so both were solid steel and clanked his fists together with a resounding thud. Dwalin growled as his knuckle-dusters extended through the flesh of his hands, the skin knitting back together quickly. For his part, Balin peered intently around the park, taking stock of what resources he would have to work with. He muttered a quick spell and a large outcropping of rocks sprung out of the ground in front of him, offering a shield-like protection from attacks. Dís reached into her belt and removed a cylindrical handle, fiddling with the dial for a moment before a plasma blade protracted from it.

The White Council seemed much less prepared for combat. While Gandalf readied his staff, Elrond and Galadriel locked eyes and had a silent exchange. Saruman looked at them, cursed loudly, then took off across the park. Thranduil watched him go with a jeering smirk, then shape-shifted into an impossibly large elk.

Balrog broke through the trees with a loud battle cry. He stood almost seven feet tall and was wreathed in fired, a result of the holocaust cloak he was wearing and not any actual powers. In his hand was a thick fire whip, which he cracked menacingly above his head. "The White Council and the Company together at last? Well, isn't this a sweet story for the papers. Too bad for you it'll be in the obituary section!"

With that the fight started. Thorin leaped forward, blocking the first blow of Balrog's fire whip with his left arm while punching the villain square in the face with his right fist. Dwalin squared off against two of the Great Goblin's minions, NP villains with significant fighting prowess who wore grotesque masks to obscure their faces. The first minion fought with a spiked club and landed a hard blow on Dwalin's leg, tearing at the flesh and tendons and sending the big man down. The second minion raised his bat, but the blow never fell as his arm was severed by Dís' plasma blade. Dwalin's leg healed itself and in seconds he was on his feet again, slamming his knuckle-dusters into the minion's face. Balin sat atop his rock wall looking serene and focused. Around him, dozens of fist-sized rocks twirled through the air, shooting down to hit the heads of whichever minions were closest. Nori crept out of the shadows, a large pipe in one hand. He darted into the outskirts of the fight, laying into one of the minions with his pipe, then dropping a smoke bomb and disappearing again.

The White Council had their own group of minions to deal with. Gandalf fought two off with his staff, his gray robes fluttering around his body as he moved. Galadriel had one hand to her forehead, the other in front of her, as she held a small group of villains at bay with a psychic shield. Elrond swung a tree branch, connecting hard against the torso of a man stupid enough to underestimate the healer. Thranduil did well in his elk form, slamming his hooves down on the minion's feet and goring at them with his bloody horns.

The Company had fought Balrog several times before and the Great Goblin's minions were never much of a challenge. Together with the White Council, the fight was quickly under control and looked to be wrapping up without too much trouble. Without warning, a darkness settled over the sky, as if something large was moving in to block out the sun.

"It's S.M.A.U.G.!" Nori screamed, racing back out towards his friends. "It's S.M.A.U.G.!"

Everyone, Supers and villains alike, turned to look into the sky. S.M.A.U.G. landed heavily on the ground a few yards from the gazebo, its metal wings flashing in the sunlight. "We are here to end the power threat. Please to surrender without struggle. Violators will be damaged." Its robotic voice sounded through the speakers on its neck. "Do not resist. We will protect the humans at all the cost."

"We need to get out of here NOW!" Thorin shouted, pushing Balrog away and backing up towards his team. "Blue Team retreat! Go!"

S.M.A.U.G. turned its metal head and regarded them through its optic sensors. "Please to surrender without struggle. Repeat, please to surrender without struggle."

Balrog lashed out with his whip at Thorin, but Gandalf blocked the blow with his staff. "I'll hold them off! Run!" Balrog's whip caught the wizard around his arm and pulled him to the ground. They grappled, throwing punches and insults as the White Council raced off across the park.

"We're not going to leave you!" Thorin yelled, starting towards Gandalf.

"Yes you are! You need to figure out how to stop this!"

S.M.A.U.G. spun its head towards where Gandalf and Balrog were struggling and opened its metal maw. "You did not surrender. We will suffer you damage."

Gandalf managed to break free of Balrog and throw up his staff. "Fly, you fools!" The staff hit the ground and a large beam of light shot at S.M.A.U.G.'s head, rendering it temporarily blind.

"We are here to end the power threat. You have attempted to damage our sensors. You have failed. We will suffer you damage." A pillar of flame burst forth from S.M.A.U.G.'s mouth and engulfed Balrog. Out of the fire, Balrog's whip shot out and wrapped around Gandalf's leg, pulling him back into the pyre.

Dual screams could be heard over the crackling flames, but Thorin wasted no more time. "Blue Team retreat! RUN!"

Before S.M.A.U.G. finished its flame attack, the Company was across the park, racing off towards the retaliative safety of Erebor Tower. Only Nori remained behind, hidden in the shadows, to observe the carnage.

…

Back in Erebor Tower Blue Team reconvened and let Oín treat their wounds. Thorin had several nasty burns from Balrog's whip and Dís sported a black eye and some minor scratches. Balin was uninjured, but extremely tired from the extended use of his power. Dwalin's injuries had healed up on their own, but that didn't stop Ori from shyly checking to be sure he was all right.

"Where's Nori?" Bofur glanced around, half-expecting to see the thief step out of the shadows.

Thorin frowned. "He stayed behind to monitor the situation. He's a NP, so S.M.A.U.G. should leave him alone."

"Should?! What if it doesn't? What if it attacks him an' he's out there with no back-up?"

Dori placed a hand on Bofur's arm, though he looked worried himself. "Nori is nothing if not self-reliant. He'll be fine."

"He shouldn't have t' be self-reliant. We're part of a team." Bofur sighed, but seemed to calm down. "It's just with S.M.A.U.G. out there... Bifur still hasn't woken up..."

"I know." Dori smiled deliberately. "And I'm glad Nori has someone else worrying about him besides his brothers. He needs that."

The elevator chimed and the door opened, revealing a grim-looking Nori. "Were you all talking about me?" He joked halfheartedly. "My ears were ringing."

"Something like that." Bofur said, regarding the thief hesitantly. "What happened out there?"

"Gandalf is dead. Balrog too. When S.M.A.U.G. stopped vomiting fire on their corpses there was nothing left but a pile of ash."

"Shit." Dís cursed, a deep frown line forming between her brows. "That makes things a hundred times worse."

"Why is that?" Bilbo asked. "We already knew S.M.A.U.G. was rogue..."

"Because of Asimov's Three Laws of Robotics." Dís explained, "There are three things all AI robots are programed to do. It's in the very base layer of their coding and are the underlying ethical worldview that determines their actions. The first law is that a robot cannot kill a human."

"And S.M.A.U.G. just killed Gandalf," Thorin growled. "Which either means it doesn't think Supers are human, or that it's ignoring the laws."

Dís nodded slowly. "Exactly. The second law is that a robot has to obey all orders given by its masters. The conversation that Bilbo overheard tells us that S.M.A.U.G. isn't listening to its creators."

"What's the third law?" Bilbo wasn't sure he really wanted to know the answer.

"A robot must protect its own existence, as long as doing do doesn't go against one of the other laws. Which means S.M.A.U.G. isn't going to be happy when we try and destroy it."

"Well, I'm quite certain that not many things really want to be killed... Robot dragon or not." He shrugged.

"You don't understand!" Dís fumed, running a hand through her dark hair in frustration. "The three laws are an inalienable part of the mathematical foundation underlying the positronic brain! Without the basic theory of the three laws, the AI brain unit shouldn't even be workable!"

"What exactly are you saying, Dís? In English, please," Thorin said worriedly.

"What I'm saying is that I think S.M.A.U.G. is becoming self-aware. It knows what it's doing and making decisions independent of its programing." She pinched the bridge of her nose and sighed. "I need to see the code that took down S.M.A.U.G.'s fail-safes. If I can see what was done, maybe I can reverse it."

Thorin nodded. "All right. We can work with that. At least we have a goal." He looked around, his eyes falling on Bilbo. "You! You work for G-Tech! You're a secretary there!"

"Executive assistant," Bilbo corrected automatically. "But yes... And I do need to get back to work. I've called in sick two days now and that isn't going to look good in my personnel file."

"You'd keep working for the company that created S.M.A.U.G., even when it's trying to kill us all?"

"S.M.A.U.G. was a great idea in theory..." He shrugged nervously. "If it hadn't been hacked, no one would have been hurt."

"But they were hurt!" Thorin raged, the veins on his forehead pulsing. "Gandalf is dead!"

"I know!" Bilbo all-but shrieked, his voice quavering. "But I'm not a Super! I need to keep my job so I can afford to pay my bills. I'm not like you- I'm not a hero! I'm nobody..."

The room had gone instantly silent at the sound of yelling. The only sounds were the awkward shuffling of bodies as the Company vied for a better view of the argument.

"You're not nobody." Thorin's voice went soft. "You have something to offer. Something outside of being a secretary -executive assistant- for G-Tech."

Bilbo looked at the other man, really looked, and for the first time he saw past the skin-tight spandex and superpowers. Thorin looked tired. He looked like a man who carried the weight of the world on his shoulders and didn't know how to ask for help. He looked like a man who had lost so much that he didn't realize there was nothing left to give.

Thorin sighed, his eyes heavy and honest. "Everyone on this planet is important. You just need to find what your purpose is."

"I do believe that for now, my purpose is to get that code," Bilbo said before he could think better of it. "Though, I suppose you'll have to tell me what I'm looking for."

"You're willing to help us defeat S.M.A.U.G.?" Thorin asked, skeptical, but hopeful. "Even though you say you aren't a hero and we can't guarantee your safety?"

"Whatever it takes. I want to put this whole unfortunate situation behind me so everything can go back to normal and I can stop being scared."

Thorin nodded slowly. "All right then. Welcome to the Company, Master Baggins."

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A/N: The plot thickens! What did you think of S.M.A.U.G. in action? And the White Council? The Company certainly has their work cut out for them...

Reader poll: Do you guys like the twice-a-week updates, or would you rather I do them three times a week (Mon, Wed, Fri)? With as long as this story is I don't want to draw it out too much and have you guys loose interest. On the other hand, I don't want to rush things. So... I'm leaving it up to you guys- please let me know what you think. :)