AN: Here is the next chapter. Of course, I do not own Maleficent or Lord of the Rings. Enjoy!

Chapter 7

The gasping of eleven beings was the only sound in the darkness for a couple of seconds before Gandalf spoke.

"We now have but one choice. We must face the long dark of Moria. Be on your guard, there are older and fouler things than orcs in the deep places of the world." He walked in front of the group as they hung on his every word. No one waited to catch their breath and followed Gandalf, not keen on being left in the dark. "Quietly now, it's a four day journey to the other side. Let us hope that our presence my go unnoticed."

After that statement Maleficent did not raise her own magic to create more light for the back of the group. She also decided not to fly, but press her wings close to her back. Her wings would cause unnecessary sound and possibly knock something over.

They traveled as quietly as they could, attempting to ignore the mass of death surrounding them. Everywhere bodies of dwarves and goblins laid covered in cobwebs. Eventually they entered the mine itself. Maleficent marveled at the size of the place. Deep chasms reached to unknown depths below, and abandoned and rotting mining equipment sat everywhere. Maleficent wondered how much of it still stood at all. It would only take the smallest pressure to make something fall to the mine's floor countless miles below them.

Over rickety and rotted ladders and crumbling ledges they traveled. For hours no one said anything, but watched the surrounding gloom closely. Without the sun and moon the Fellowship had little sense of how much time had passed except for when Gandalf called a stop. Even then the timing of their rests seemed wrong compared to what their bodies were telling them. Diaval personally felt like he should just be laying down and sleeping like the eternally still corpses around them. However, his instincts and fear of this place forced him to come to his senses and keep moving.

The hours passed into days. Eventually, on a narrow ledge, Gandalf noticed gleaming white lines reflecting in the light in the rock wall beside them and stopped for a second.

"The wealth of Moria is not in gold, or jewels, but in Mithril." He made his staff shine a little brighter over the edge of the ledge and veins of raw mithril shined up at them. The cavern was so deep that even with the brighter light, Maleficent could see the mithril stretch into the inky blackness where the light could not reach. She saw similar looks of awe on the others' faces, although if it was the cavern's size or the wealth causing the looks she did not know. She saw Pippin lean over a little too much for her comfort, but Merry held him back before she could. He glared at his scatter-brained friend and Pippin looked at him sheepishly before stepping back again. Gandalf continued.

"Bilbo had a shirt of mithril rings that Thorin gave him." Gimli gasped.

"Ah! That was a Kingly gift!" Maleficent fought the urge to shush him.

"Yes." Gandalf's voice was quieter, "I never told him, but its worth was greater than the value of The Shire!" Frodo furtively looked down at his shirt in awe, aware that he now had the same mithril shirt underneath his clothes.

Gandalf dimmed his staff's light again and they continued on the path. The group came to a set of steep steps and started climbing only after a second of staring at it. Maleficent was tempted to just fly to the top, but restrained herself after glancing around at the dark cavern. She did not want to think about how many enemies could be waiting to attack right now.

She tried not to show it, but was feeling more than a little concerned about the situation. She already did not like the fact that they were underground where she could not find safety and freedom in the clouds. She hated how vulnerable she felt because of it, and could feel her temper and agitation rising. She opted to stay as quiet as possible to avoid any possible confrontations. She also noticed the Ring pulsing with dark power. It was as if it knew her self-doubt and offered itself to her for her own safety. She shook her head and let everyone pass until she was at the back of the group. She got a few strange glances, and concerned ones from Diaval and Aragorn. So far her place in the line had nearly always been behind Gandalf. She indicated her wings, letting them think that she didn't want people tripping on them.

Diaval was not convinced. He saw the telltale worry lines on her forehead and around her eyes. The deep frown on her lips deterred his questions, but he stayed in the back with her for support. Her eyes locked with his and he knew he was right. With a sigh, they followed the others up the stairs.

In front of the two, Aragorn also noticed Maleficent's changed demeanor. It seemed the place they were in dampened everyone's spirits. However, he noticed something Diaval did not, or refused to see. Maleficent was trying hard to cover it, but he saw a glimpse. Fear. She didn't like being down here, and he figured it was her nature to fly and be free. Being here was no good for her. He figured that was why she was now at the back. So the others did not see the imperceptible shaking and constant searching for a way out.

Half way up the steps Pippin suddenly slipped causing a small cascade of pebbles. It was not enough to set off alarm, but Maleficent felt herself cringe at the sound.

"Pippin!" Merry scolded the young hobbit and slightly shoved him to get a move on, but be more careful. Maleficent's knees started to feel weak from the stress and she paused a second to take a breath. Diaval had insisted on being behind her and reached a hand to her shoulder. He did not say anything, but gave a light squeeze. She tried to take comfort in it, but only a little came. She felt her mood worsening every second.

Finally, they reached the top and hour later. Gandalf looked at the three options to the path in confusion.

"I have no memory of this place." He muttered.

He sat alone silently to try and figure it out. The rest of the company spread out and sat in exhaustion. The climb had gone slowly enough, but the constant fear of attack and the strain to remain quiet was tiring everyone.

Maleficent sat on a small stone bench and, after making sure there was no rubble behind her, let her wings relax from her back. The continuous effort to hold them close and tight made her neck and back ache. She reached a hand up and massaged her neck. Diaval appeared in front of her with some bread and a small block of cheese. He looked pointedly at the small space of bench to her right and she grudgingly moved over as he sat down. She tried not to think about their shoulders touching. Wordlessly he handed her half of the food he brought and she nibbled on it.

"Are we lost?" Pippin asked no one in particular.

"No." Merry answered.

"I think we are…"

"Shh! Gandalf's thinking!" His harsh whisper only made Pippin quiet for a second.

"Merry!"

"What?!" His annoyed tone did not dissuade the younger hobbit.

"I'm hungry…" Aragorn snorted at the comment in disbelief.

Diaval shook his head and glanced at his mistress. Maleficent! He scolded himself. Even after about a month he struggled to not call her the title. She only seemed slightly more relaxed since they all sat, but he could see the distress. She finally noticed his staring and sighed quietly. She needed someone to know she supposed. She spoke quietly so the others did not hear.

"You remember my trouble with this world's magic?" Diaval nodded. "I gasped on the mountain because I almost failed to stop the first avalanche. It was because it was caused by the magic of Saruman. I had to put more effort into it than I thought I needed to. It just shook me is all…" Diaval pursed his lips and looked at the group, not paying attention.

"But what about the axe shards? You stopped them well enough. They exploded because of the ring's power…" Maleficent nodded at his question, aware that it made little sense that she could stop one and not the other.

"I think it was the suddenness of the shards. I put all I had into stopping the shards because it was needed instantly. We all saw the avalanche coming for a few seconds and I had time to think about how much effort I wanted to put into stopping it. It wasn't enough…" Diaval stayed silent since that made sense to him and because he knew there was more. She was not normally so forthcoming with her problems. Although her state concerned him, her openness gave hope to his kindling feelings. She was silent and watched as Frodo seemed to spot something below him. He quietly scurried to Gandalf and the spoke quietly. Gandalf seemed to have a handle on it, so Maleficent turned her attention back to Diaval. She locked onto eyes full of caring and understanding, and quickly averted her own.

"And now we are all stuck down here. You probably hate being down here as much as I do…" He nodded, having felt cut off from the sky. "That fact and the threat of possibly countless enemies just… has me worked up…" She tried to shrug noncommittally, but he saw through it.

"And?" he urged. He knew there was something else bothering her. He thought he knew what is was, but wanted her to say it. He felt she'd feel better if she told him. Her eyes shot to Frodo talking to Gandalf, and Diaval followed her gaze furtively.

"It's speaking to me and I am having trouble ignoring it." She lowered her gaze to the dust-covered floor. The only disturbance being that which the Fellowship made by walking on it. She wondered randomly how long Moria had been abandoned like this. Her depressed thoughts caused her shoulders and wings to sag, and she massaged her forehead against the rising headache. Diaval sighed quietly and carefully, so the others wouldn't notice, pulled her shoulder so she could lean on him. Maleficent let him and silently thanked his understanding. He could not hear the ring, strange since it seemed everyone in the company seemed to be able to, but he decided he would watch more closely. Being in this place and feeling so… unsafe, he knew Maleficent felt helpless. Likely similar to when she lost her wings. He knew the Ring would try to go with that. He hardened his gaze on the floor. I will not let the Ring win against Maleficent! I will protect her…

"Oh!" Gandalf's quiet exclamation caught everyone's attention. "It's that way!" Maleficent noticed that Frodo did not seem as upset as he had been when he started speaking to Gandalf. She wondered what he'd seen and what Gandalf had said. Merry smiled from his position.

"He's remembered!" He jumped up as Gandalf answered him.

"No, but the air doesn't smell so foul down here. If in doubt, Meriadoc, always follow your nose." They followed Gandalf down a passage of steps. At the bottom they came to a room that stretched farther than Gandalf's light went. Maleficent could vaguely make out a pillar to the right. Also, the echoes of their footsteps suggested that this cavern was very large.

"Let me risk a little more light…" The light from the staff extended and caught the stone around them. "Behold, the great realm and Dwarf city of Dwarrowdelf!" His eyes twinkled in the light and everyone stared in awe at the unveiling of their location. What Maleficent thought was a single pillar was one of a great many that rose to the ceiling far above and went farther than Gandalf's light reached. It was a huge entrance hall made entirely of stone. The sharp angles in the rock told them that they were not natural pillars, and the Dwarfish writing carved into the pillars solidified their thoughts.

Again, although faeries had no use for structures like these, Maleficent was amazed by the craftsmanship. It was beautiful, but different from the Elven structures. Both worked around the nature surrounding them and were ancient, but where the Elven buildings were elegant and rather relaxed, the Dwarves' were blunt and bold.

Sam was the only one to voice his awe.

"There's an eye-opener and no mistake." The Fellowship made their way down the center of the hall, glancing at the masterwork as well as watching for enemies. All were silent.

Near the edge of the hall Gimli suddenly spotted a room out of which some light radiated. He shouted in surprise and ran for it.

"Gimli!" Gandalf tried to stop him, but the Fellowship was forced to follow. When he arrived he found a stone coffin and he knew who it had to be. He kneeled at the foot of the stone box and mourned.

"No, no…" He bowed his head, deep in sorrow. "No…"

Gandalf walked to the head of the coffin and read the Dwarfish inscription.

"Here lies Balin, son of Fundin. Lord of Moria." Gimli grieved more at the assurance that it was his beloved cousin. "He is dead then..." Gandalf removed his hat in respect and Gimli started to cry. "It is as I feared." The rest of the Fellowship stood to the side of the room, each grieving for their comrade's loss. Boromir stepped forward and put a hand on Gimli's shoulder.

Gandalf noticed a skeleton next to the coffin holding a large book. The Scribe most likely… He passed his staff and hat to Pippin and picked up the book. Old, rotted pages fell from it, but the last entries remained intact. He blew dust from the pages to make out the writing. Legolas leaned near Aragorn.

"We must move on. We cannot linger." Aragorn nodded quietly, but waited until Gandalf and Gimli were done. Maleficent agreed. As much as Gimli needed to grieve, this was not the best place. She hated to do it, but took a breath to speak up when Gandalf started to read the last entry.

"They have taken the Bridge and the second hall. We have barred the gates, but cannot hold them for long. The ground shakes. Drums… Drums in the deep." Maleficent felt her breath hitching at the thought of what went on here. She could almost imagine the last moments of the dwarves here. Trapped in this room, waiting for their inevitable deaths by those pounding on the doors. Pippin felt the same and took a step back from Gandalf, imagining the horrors that took place.

Gandalf turned the page and noticed everyone looking about them nervously. "We cannot get out. A shadow moves in the dark." Pippin glanced behind at a well on which a skeleton sat precariously, while Diaval gripped his mace harder at the dark implications of the text. "We cannot get out. They are coming." The writing ended in a messy scrawl and Gandalf guessed that was right before the Dwarf scribe perished.

Pippin's Took-blood kicked in and he touched the skeleton out of curiosity. Instantly, the head rolled off the body and he watched in horrified fascination as it fell down the well with a crash! Gandalf and the others turned swiftly but were unable to stop the whole body from following the head. It fell down the well taking chains and a bucket with it. They all stood still, listening to the disturbing echoes as it fell to the depths of the cavern below. At every crash Pippin cringed at his blunder.

Finally, the echoes stopped and everyone held their breath and listened. No alarm went off, no inhuman shouts were heard, and the humans sighed in relief. Maleficent tried to get her shoulders to relax and stared hard at the floor.

Gandalf snapped the tome shut with a puff of dust, glaring at the hobbit.

"Fool of a Took!" He put the book down and angrily snatched back his staff and hat. "Throw yourself in next time, and rid us of your stupidity!"

Pippin looked down in shame, unable to meet anyone's gaze. Maleficent, in her stressed state, could not bring herself to comfort the young hobbit. Gandalf turned around to start to leave, but he froze along with everyone one else.

A deep boom…

Slowly, everyone turned to the well to hear another boom as if from… a drum! The drums got faster and echoed throughout the mine. Everyone started to look around trying to find the source when Sam noticed Frodo's sword glowing.

"Frodo!" The Ringbearer unsheathed the sword and everyone spotted the glow as sudden screeching was heard! Legolas recognized the meaning instantly!

"Orcs!" Everyone shifted frantically as Boromir ran to the door to look out. He narrowly dodged two arrows which embedded themselves into the wood! He shut the door quickly and Aragorn came to help hold it shut.

"They have a Cave Troll!" Boromir scoffed in disbelief to no one in particular.

Legolas threw axes and spears to them to strengthen the gates. Maleficent levitated other weapons and they took them. She also positioned wooden beams against the door for added support.

Gandalf herded the hobbits back and behind him as Maleficent and the other fighters took up positions. Boromir and Diaval brandished their weapons. Gandalf drew his sword with a battle shout and the hobbits copied him. Gimli had not moved yet. Legolas and Aragorn drew back arrows on their bows which gave Maleficent an idea. She levitated what was left of the discarded weapons and positioned them, ready to fire at the enemies when they entered. She had no doubt the door would buckle shortly. She distantly thought of holding the doors shut with magic, but decided against it. They would need to fight their way out eventually and she would need all her strength for that purpose. The doors began to be battered from the other side. Gimli suddenly shouted and climbed to the top of the coffin.

"Let them come! There's one dwarf yet in Moria who still draws breath!" Diaval was glad the dwarf was mentally back enough to fight.

Everyone stood at the ready. Listening and watching as the screeching shouts continued and the door began to shatter. The hobbits jumped as the first patch of wood flew from the door. Legolas, with the best eyesight, narrowed his eyes and fired into the opening. A satisfyingly pained screech was heard and he pulled another arrow. Aragorn shot into the hole that was now bigger. Legolas fired another arrow, but the door shuttered and flew open! The orcs surged in.

Maleficent only hesitated a moment at finally seeing their enemies. They were horrid to look at! Gruesome, even, with sickly green skin, pale eyes, and sharp, rotting teeth. Immediately, she willed her magic and the levitated weapons flew into the enemy lines. It barely stopped them! A new wave instantly took its place and the two groups clashed.

Diaval gasped at the sight of them, but remembered his training. He blocked with his shield and swiped at the creature's neck. The force knocked it aside and he caught blood streaming from its neck where the sharp edges caught. He did not have time to see if it got back up when another attacked! He spun and brought the mace down on the second's head in one movement.

Boromir, Gimli, and Aragorn likewise met the front line with ferocity, striking down all that came close. Legolas quickly switched his weapon choice to his dual long knives, more suited for close combat. Gandalf rushed the orcs and the hobbits followed with battle cries. Everyone new to fighting found the lessons from before helpful, and discovered the will to survive improved their reflexes greatly.

Maleficent stuck to the ground, not willing to risk flying in such close quarters. The orcs rushed her and knocked them back with a wave of magic. Those that came next met her staff wielded by inhuman strength! She switched between knocking them back with magic and then swiftly ending other's lives with devastating head blows. In a brief second she watched Diaval take out another orc and thanked Lefnoln for insisting on lessons. A screech brought her back to her own enemies. She cursed her distraction as the creature's blade grazed her shoulder. She let out a frustrated and pained yelp as the cut stung and burned simultaneously.

Anger flared and her eyes glowed green. Green magic engulfed her staff's end as she struck the orc's head. What she did not expect what the explosion of gray matter and blood upon impact. Maleficent's eyes widened in shock, but she forced herself to focus on the next opponent.

A loud crash and roar got everyone's attention for a second as what Maleficent assumed was the Cave Troll forced its way into the tomb. Large and muscular over gray skin, it looked at its prey for only a moment crashing its club down on Sam. Sam shouted and dove between its legs to escape the blow.

Maleficent moved to take it down, but was forced back by five orcs! One jumped and tackled her to the ground while the others rushed her. She suddenly remembered her concern over smaller opponents and forced the one off. Gasping at the onslaught, she blocked a sword swipe with her staff and launched the creature away with her wing.

Another lashed at her arm and she blocked it with the bracer. The force behind her swinging block forced the orc back several feet with a ping as the blade met the mithril. She marveled at the material's now proven strength, but backed away to get some distance. As more came she used her staff and wings more, her frustration growing with the orc's numbers. In the background she could hear the others taking on more orcs and the cave troll at the same time. Judging by the howls and shouts they were injuring the troll, but failing to kill it.

It seemed to Diaval as if the orcs never ended. He would strike one down and three more took its place. To add to the problem, he and the others continuously had to dodge the attacks of the troll. He yelped as he was tackled to the ground and the mace flew from his hand. Cursing he grappled with the orc until he managed to bash its head in with his shield. He looked for his mace and realized his limbs felt heavy with exhaustion. He had not fought for this long before. He spotted the weapon the ground a couple feet away and ran for it. He scooped it up and blocked another attack just in time, but off balance, he fell backwards. He looked up in time to see the serrated blade coming at his chest. He grimaced at the coming death, but gasped as his opponent flew aside. Another body engulfed in green magic forced the two into the wall with a sickening crunch. He looked to Maleficent across the room glaring as they fell to the floor.

Maleficent caught Diaval's eye for a second. His eyes showed his thanks but they widened in alarm just before she felt weight on her back. An orc wrapped his armor-encased arms around her neck and started to squeeze. She yelled and started to thrash to get it off. He swayed enough for her to whip her head and smash a horn into his temple. Stunned, he fell off her back and she threw him into a comrade. Another attacked and she dodged backwards.

She shouted in pain at the slicing burn on her back as another orc slashed from behind. The cut was not deep, but he nicked the bone of a wing!

Maleficent saw red! Flashbacks of the pain and sorrow at losing her wings came and snarled in rage. Green magic enveloped her and the twenty orcs surrounding her floated into the air. Aragorn saw this and looked at the enraged faerie, but what he saw unnerved him more so. She was grinning. Eyes smoldering green, the levitated orcs were covered in green magic. She clenched a fist and the orcs howled as their bodies were crushed inwards painfully. Then, just as quickly, Maleficent splayed her fingers out. The orcs screamed as their bodies were forcefully ripped apart. It rained blood, some smattering Maleficent's face. Her eyes returned to normal and she hunched, trying to catch her breath even as more orcs rushed her. Aragorn stared at her for only a second before a shout got his attention.

He looked to the right and saw Frodo slice at the cave trolls hand. The creature dropped him, but again advanced on the Ringbearer. He valiantly rushed to save the hobbit, but the troll knocked him away and his world went black to Frodo's yell. Diaval saw the hobbit trying to shake the human awake, but did not see the troll looming above.

"Frodo!" The hobbit looked up in time to duck the spear. He tried to get away, but the monster blocked his escape. It knocked him against the wall and thrust the spear into his gut. The pressure caused Frodo to gag and convulse. Time slowed and he saw almost every member stare at him. He saw white as consciousness left him. He heard Sam yell his name before he fell face down.

Everyone redoubled their efforts to defeat the enemy. Diaval tried to run for the hobbit, but was stopped.

"Maleficent!" she looked at Diaval after striking down another orc. "Can you heal him?!" As he asked, or almost instructed, he struck down the orc and ran for Frodo again.

Maleficent spread her wings and jumped high to where Frodo lay. She magically checked for the injury, but found nothing wrong with him.

"He's fine?" She whispered, but then nodded reassuringly at Diaval who took care of another orc. She moved to turn him, but a glinting caught her eye. The Ring had come out from underneath his shirt and laid next to Maleficent's hand. She stared at it. It whispered mischievously that she could defeat the entire orc army if she just picked it up. She wouldn't have to feel so vulnerable in this underground deathtrap. In her heart she knew they could not defeat this enemy without help. Her eyes glazed over and she reached for it.

Diaval bashed the head of another orc in, feeling rather satisfied at the crumpling body. These things are worse than dogs! Smiling, he looked back at Maleficent, but the color drained from his face. Her hair falling into her face, all he saw was her fingers closing around the ring. NO!

Just before she had a real grip on the ring, he tackled her and dragged her to the wall. Out of the corner of his eyes he saw the ring fall harmlessly to the ground, still attached to Frodo's necklace. He turned his full attention on Maleficent. She seemed dazed, but fought him anyway. Desperately, he pinned her arms, trying to get her to regain her senses. He knew it would be terrible if anyone saw how close she was to taking the Ring. And he knew no one, not even Gandalf, could stop her once she had it.

"Mistress!" he harshly whispered, but got no reaction except a hard shove and fierce glare. "Maleficent! Please, you are stronger than it! Don't let it push you around!" Her glared instantly changed to shock and she sagged. He slowly let go and she put a fist to her forehead as if she had a headache.

"Mistress?"

"Don't call me that!" He gulped at the harsh tone, but knew it was just her mood. He wondered again at the implications of needing this mental state to use magic. He felt it may be better if she did not try that at all. They heard a suddenly breathless wail and watched as the troll wavered on his feet, an Elven arrow protruding from its throat. It fell with a deafening thud and just like that the battle was over. Everyone stood in silent shock for only a second until Aragorn dragged himself to Frodo. He whispered to himself in sorrow.

"He's alright." Aragorn looked at Diaval in shock. "Maleficent checked." Aragorn looked at the slightly shell-shocked faerie and turned Frodo over in disbelief.

Frodo gasped at the movement, but everyone sighed in relief. He sat up on his knees, holding his squashed diaphragm.

"I'm alright. I'm not hurt."

Aragorn held onto his shoulder and Sam had kneeled beside his friend.

"You should be dead. That spear would have skewered a wild boar!"

Gandalf stepped forward, grinning at the hobbit.

"I think there is more to the hobbit than meets the eye." Frodo unbuttoned the top of his shirt to reveal the mithril shirt. Gimli gasped.

"Mithril! You're full of surprises Master Baggins!" He grinned as he realized this was the exact shirt Thorin gave to Bilbo Baggins so many years ago. Maleficent gave a small smile at the memory of the old hobbit and his talk of his magical shirt. She was relieved Diaval stopped her, but felt anxious should it happen again and he wasn't there. He still had a steadying hand on her shoulder when Gandalf looked at the door. They all heard the screeching of rallying enemies. He looked at the exhausted group.

"To the Bridge of Kazad-dûm!" Everyone moved quickly, following the wizard out of the tomb. Once again Maleficent refrained from flying, and the swarming orcs all around them confirmed her decision. Thousands of orcs seemed to come from everywhere: the other halls, cracks in the floor, and crevices in the walls and ceilings! The great hall no longer felt inviting in its ancient glory, but was now a place the Fellowship desperately wanted to escape. They got to the middle of the hall when they found themselves completely surrounded. Everyone brandished their weapons menacingly, the orcs only stared at Maleficent's horns and wings for a second before screeching threateningly at the faerie. Somehow they knew she was powerful and wanted to take her down.

Suddenly there was loud roar!

Every single orc jumped in response and looked at the red light emanating from afar. It roared again and the creatures scrambled over each other to escape. Maleficent felt the roar sounded like a bear being awoken from hibernation early. The red glow, from which they all assumed the roar came from, drew closer. Boromir leaned close to Gandalf, who had a very grim expression.

"What is this new development?" Gandalf closed his eyes momentarily, and when he opened them again Maleficent realized this was the reason he did not want to come here. His eyes were filled with grim acceptance.

"It's a Balrog… a demon of the ancient world." It roared again, sounding more alert than before, and Diaval felt his mouth go dry. "This foe is beyond any of you… RUN!" Swiftly he turned and sprinted in the opposite direction. Everyone followed immediately. They left the hall of columns, Boromir in the front with the torch and Legolas and Maleficent close behind. Boromir sprinted down a hallway of steps and came to a skidding halt when the steps suddenly ended. With a shout he dropped the torch to the abyss and tried to regain balance. He overestimated and pitched forward, falling over the edge.

"Boromir!" Legolas shouted. He tried to catch the human, but failed. Maleficent dove forward and caught Boromir before he fell two feet. She used all of her wings' strength to propel them backwards and to the stone floor. They landed in a heap and Boromir looked at her in shock. He then looked at the fall he almost took.

"Thank you." He stated breathlessly. She silently nodded to him and they climbed to their feet. Gandalf stumbled into the small hallway last and leaned against the wall. He felt his age and exhaustion catching up to him. Aragorn leaned close in concern.

"Gandalf?" Gandalf put a hand on the man's shoulder.

"Lead them on, Aragorn. The Bridge is near." He nodded to a lone stone bridge crossing the abyss. Aragorn looked at it and then tried to help Gandalf walk, but the wizard shoved him away. "Do as I say! Swords are no more use here!" He shoved past the human and led the group down a set of steps that turned into a long line of them crossing a large cavern. No one could see the bottom where the foundations of the steps extended. They made their way down as quickly as possible, fearing the consequences of one stumble.

Shortly they came to a gap in the steps. Legolas jumped it first, followed by Maleficent. They heard a whistling and an arrow bounced on the stone beneath the hobbits' feet. They shouted in alarm as multiple arrows were shot from the cavern walls! Maleficent put up a shield to stop all of them and the group started to jump across.

Suddenly the wall to the great hall exploded in fire! Maleficent grabbed Gandalf's shoulder.

"Keep going!" She hefted her staff and took off from the stairs. Gandalf shouted behind her.

"Meet us at the Bridge!" Diaval watched her go and prayed to whatever higher being listening that she made it back unscathed. His attention was brought back to the present when a chunk of rock fell on the other side of Aragorn and Frodo and the column holding their portion of steps started to pitch sideways! Curses!

Maleficent flew as quickly as she could while dodging arrows from the orcs. A couple times she felt the heat of them whiz by her, but she ignored it. Her objective was still trying to force its way through the hole in the wall. She did not know what to expect, but the creature finally broke through and she could see its form! It seemed to literally be made of fire and smoke! The black smoke was what gave it a form at all. Maleficent ignored the heat barraging her skin and focused her energy to ram it back, fear and desperation giving strength. The spell hit the Balrog squarely in the chest and it fell backwards. Before it could climb to its feet Maleficent swiped her staff and the green magic forced the creature to slide back some more. She hovered some distance away, waiting to see if it was down.

Suddenly the creature sat up and shot fire at her! Maleficent quickly dodged the attack, but it corrected its aim and she dodged again. She shot more magic at it, but, contrary to its size, the Balrog dodged quickly and climbed to its feet. It roared at her, spitting embers, and swiped a flaming sword at her. Upon closer inspection, she realized it was a sword made of flame. The heat it gave off was immense as she dodged just in time. Suddenly, it reached forward in an attempt to grab at her and Maleficent was forced to drop to the floor and run a short ways.

Now on the ground, the thing was easily twenty feet tall! Gasping in the heated air, Maleficent rolled away from the sword swipe and shot another blast of magic at it. The Balrog brought up a shield of flame and seemed to laugh at her attempt. She sensed that her comrades were close to their destination and forced as much energy as she could into another blast. It again raised a shield, but the force pushed the creature off its feet! Quickly she took to the air and flew towards the Bridge. She heard the Balrog roar in fury at losing its opponent and took chase.

As she flew to the Bridge the others were just arriving and starting to cross. Behind her the flames rose to greater heights as the Balrog arrived. She instantly turned to barrage it with more attacks. It stumbled back, but quickly came forward and swiped with his sword! Maleficent dodged, but the flames grazed her leg. She grimaced, but brought her attention back to it.

Too late!

The thought struck just before the whip made of flames did! It wrapped around leg, the heat forcing a scream, and he slammed her into the floor! Distantly she heard Diaval shout her name and she forced herself up, trying to ignore the white dots in her vision. Just in time she saw the thing's foot careening towards her and shot herself into the air to avoid it. Her world became dizzy, but she saw the ball of flame shooting straight at her and raised a shield quickly. Maleficent's hands shook at the expended energy, but she knew she'd deflected the blast.

She gasped for air that the flames took and looked at the beast, but all she saw was red. Another fireball! Larger than the last, it was only inches away! She brought up her hands again, but the shield was too weak! Instead of incinerating her it only burned, but it blasted her backwards and she yelled as she hit and went through a stone column.

Diaval and the others watched in shock as Maleficent blasted through a column on their side of the chasm. He and Legolas ran to her unmoving form and lifted rocks off.

"Maleficent! Maleficent, wake up!" Diaval shook her frantically. Legolas put a hand on his shoulder.

"Stop! She is probably injured enough. Just help me pick her up!" The two worked together and started up the stairs, but a shout stopped them.

"You cannot pass!"

Frodo screamed the wizard's name who had stopped at the middle of the Bridge. The Balrog rose to its full height to intimidate the wizard, but there was no effect.

"I am the Servant of the Secret Fire. Wielder of the Flame of Anor!" The Balrog drew its sword. "The dark fire will not avail you. Flame of Udûn!" He blocked the sword with his staff, embers and flame crashing to the side of the light cast by the staff. "Go back to the shadow!"

The Balrog blew hot air out of its nose and glared at the wizard as it stepped out onto the Bridge. He brought forth his whip and raised it above his head to strike. Gandalf brought his sword and staff up and yelled.

"You shall not pass!" He struck the stone bridge in a burst of white light. The Balrog snorted and took another step forward. Suddenly, that side of the Bridge collapsed under the weight and the creature fell to the abyss. Gandalf grimaced at the creature and turned to go when the whip came up and snapped his leg!

Frodo gasped in shock as Gandalf fell. He started to run to his friend, but Boromir stopped him. Gandalf hung on long enough to take a last look at Aragorn and Frodo who was struggling against Boromir.

"Fly you fools!" He let go and fell into the chasm. After a shocked second of just staring at the spot Frodo yelled in grief.

Boromir picked him up and turned to a still shocked Aragorn. He yelled his name and Aragorn followed the rest of the grief-stricken Fellowship. He looked at the orcs across the way shooting arrows at them and cursed this place as he ducked an arrow.

He ran after the others and quickly gained the lead through the last part of the mine. The way out was a lavishly decorated tunnel that led to a rock outcrop overlooking the valley below, but no one noticed the beauty. The Misty Mountains rose up behind the Fellowship like gods judging their creations.

They all stumbled out of the exit in various forms of shock. The hobbits threw themselves to the ground in grief, crying for their dear friend. Boromir, after putting Frodo down, tried to comfort Gimli who was still lost in rage, while Legolas and Diaval laid Maleficent down.

"Is she alright?"

"I don't know, Legolas. I've never seen her knocked unconscious before… and she did fly threw a pillar." The elf nodded and then noticed Aragorn hovering near the edge of the outcrop, looking east. Diaval saw him watching Aragorn.

"Go to him. I will work on waking her up." Legolas thanked him, and with a final concerned look at the unconscious faerie, went to Aragorn. Diaval took a deep breath and looked at Maleficent's scratched up face. He could see bruises forming as well. He guessed they all must look like this. Gently, he shook her shoulder.

"Maleficent? Maleficent, wake up." He shook her shoulder a little harder, but she did not awake. He pursed his lips in worry. She was alive as he'd checked her pulse, but Diaval felt loath to shake her anymore if she was seriously injured. He noticed that little scratches that would normally be healed instantly were persisting.

"Maybe if you sat her up?" Diaval looked up at Boromir's exhausted face. Although Boromir and Maleficent had never really gotten along, Diaval knew the human did not really dislike her.

"Uh, yeah, maybe." He carefully pulled her up with Boromir's help, supporting her back. Maleficent's head hung forward and he dodged a horn meant for his nose. He shook again. "Maleficent!" She groaned and he sighed in relief. "Come on, you need to get up. You're the only magic user now…" She slowly came to and didn't fully realize his implication.

"What?" She looked at him and then at Boromir, only feeling slightly confused by the human's concern. Her leg burned and she felt her spine twinge a little when she shifted, but she tried to ignore them.

"Gandalf…he… he's…" He looked away and at the hobbits crying. Maleficent followed his gaze and suddenly understood. She looked down and spotted her staff next to Diaval. He'd grabbed it up before they lifted her in Moria. She picked up and started to rise. After stumbling slightly she got to her feet and leaned heavily on her staff.

"The Balrog?" Diaval nodded mournfully. She looked away and sighed deeply.

He'd seen that look before. She blamed herself. It was a similar expression to when she apologized to Aurora before the princess awoke. However, he knew better than to bring it up while anyone was near.

"Maleficent, are you alright though? You took a nasty fall…" She glanced at Boromir's sincerely concerned expression and thought that maybe he would not jibe at her so much anymore. She carefully put weight on her burned leg and assessed the pain in her back.

"I will be fine." He watched as she slowly limped towards the fallen hobbits, using the staff for its original purpose. Grimacing along the way.

"Will she?" Diaval glanced at him.

"I believe so…" They watched as the faerie put a hand on Merry's shoulder, offering silent comfort.

On the outcrop's edge Aragorn wiped his sword and looked at the stricken Fellowship. He felt thankful that they'd only lost one ally, but it was a grievous loss indeed. Gandalf was their leader and now the duty fell to him, but the weight on his shoulders felt unbearable. He wanted to let them sit, but he knew the danger therein.

"Legolas, get them up!" The elf slowly did a bid, but Boromir shouted in outrage.

"Give them a moment for pity's sake!"

"By nightfall these hills will be swarming with orcs! We must reach the woods of Lothlórien!" He sheathed his sword and started towards those still on the ground. "Come, get them up." Aragorn reached Sam and pulled the hobbit to his feet. "On your feet, Sam." He patted him on the shoulder and looked to see Maleficent herding Merry and Pippin onward. He looked for Frodo and saw him walking away from the Fellowship.

"Frodo? Frodo!" He stopped and looked back at Aragorn with tearstained cheeks. Aragorn walked to him and put a hand on his shoulder.

"Come along. It's this way." He squeezed comfortingly and Frodo let the human lead him away from the mines. He spared one last look at the gaping entrance to Moria before forcing himself to hurry onward.

AN: I know, a pretty sad place to end a chapter, but it seemed like a good stopping point. As always, I appreciate reviews and everyone's patience. Please R&R!