Bilbo found himself on edge for several hours after seeing the face. He was sure it had been there, but he'd never seen anything like it. Maybe this Ring was driving him made after all. Thankfully, none of the Fellowship thought his quiet demeanor strange, since the quest had begun he'd been much more solemn and they prefer to give him peace.

The adventurous side of him wanted to go looking for the mysterious figure but nobody would ever let him be alone, not with the burden he carried. Especially Thorin, who was at his side near constantly.

There was only one option.

"I'll take first watch tonight." Bilbo spoke up when they divided up the jobs, "I'm not very tired and there is no point me spending the night tossing and turning trying to force sleep when I can give the rest to somebody else."

"Alright, I'll stay on watch with you." Thorin volunteered.

"No, it's okay, get a few hours rest and I'll wake you." Bilbo argued as confidently as he could, Thorin of course saw right through it.

He could tell the king was about to argue with him so he made up the best lie he could.

"I'd just like a little time alone." He implored quietly, "But I can't just go wandering off with the Ring."

Thorin sighed and Bilbo did his best not to smile when he realized it had worked. Somewhere deep down he wondered when he'd gotten so good at lying or if he should be proud of that fact.

-oOo-

'Maybe the Ring is corrupting me.' Bilbo thought darkly as he watched the coals, 'Maybe I'm mad and that's why I saw that face.'

The others had fallen asleep some hours ago but the Hobbit hadn't yet gotten up the courage to go looking for the apparition. He didn't like Dol Guldur, there was something off about it. The way it made the Ring hum made him shiver, it was almost as if Sauron was watching him.

Once again the sound of pebbles shifting caught his ears and he found himself becoming nervous. Apparitions were just that, apparitions, they couldn't move stone. Something was defiantly in the ruin. Warily, he raised himself and drew Sting, before slowly moving forward in the darkness around the corner.

"I know you're there." He whispered, slowly stepping about the ruin in that silent way only Hobbit's knew.

"Well, it's good to finally have somebody know so."

Bilbo turned fast as lightning, Sting at the ready only to drop the sword in shock. Standing before him was a Dwarf, or at least, what he thought was a Dwarf. The image seemed to ripple and flicker, like a reflection in a pond, shifting between a Dwarf and that of it's corpse. One with bright eyes, healthy skin, dark hair and regal garb and the other gaunt, pale and clothed in tattered furs with wild eyes. The two never stayed as they were for long, always changing back to the other through ripples and movements, the image made Bilbo feel slightly disoriented.

"Quite the reaction there." The figure spoke again, sounding both amused and slightly saddened.

"What...?" Bilbo breathed, "What are you?"

"A ghost." The figured replied, "A remnant of time long past."

"But I thought Dwarf's went to the next life when they died." Bilbo argued, "How can you be here and why...why do you keep changing from healthy to dead? And why didn't the others see you"

"That's a lot of questions." The ghost chuckled, "The others do not see me because you possess something they don't."

"The Ring." Bilbo deadpanned, reaching for the golden band through his shirt.

"The Ring gives you a link to ancient magic, such as the spirit world. Dol Guldur was once Sauron's castle, didn't you know?" The ghost continued, "Many ages ago, when he fell others took it, then it was left until he fell to pieces. This, is where Sauron rose again only a few years ago and began building his power, under the guise of a necromancer."

Bilbo felt a shiver go up his spine. No wonder the Ring liked this place, Sauron had risen here himself. He could only be thankful he'd moved on.

"Are you one of his creations?" Bilbo growled, picking up his sword again.

"What use would he have for a creature nobody can hear or see?" The ghost asked, "No, I was here before he rose again. As for why I am here, I am here because I lost my mind before my death, when that happens, the soul gets lost and instead of going to the great heavens, ends up a twisted apparition left to linger in the world of men."

"Oh."

Bilbo wasn't sure what else to say to that, no wonder the figure seemed sad.

"Do not pity me, who knows I might find peace yet. I lived a good life before the end, I am glad it is you who can see me." The Ghost smiled, which was slightly disorienting as it's teeth disappeared and reappeared within seconds.

The smile sparked something in Bilbo's mind, it seemed rare and familiar to him, it reminded him of Thorin.

"Thrain." he breathed, "You're Thrain, son of Thror! Thorin's father."

The ghost nodded.

"And I believe you, are my grandson." Thrain replied, "Not at all what I imagined Thorin's offspring to be like, but worthy none the less."

"You think I'm worthy?" Bilbo gaped, from the stories he'd heard Thrain had been one of the toughest of all Dwarfs, a traditionalist. Never in his wildest dreams had he imagined the hardened king would be pleased with a Hobbit heir. Then again, he'd never thought the topic would come up.

"The good thing about being a ghost is that you can go about unseen, I've seen much of what my son and his family has accomplished. Though of course, I am always drawn back here, to the place of my death."

"I guess it can be lonely." Bilbo replied sadly, no wonder the spirit had sought him out, "So you can leave here for a little while?"

"It depends." Thrain sighed, "There are times when even a spirit becomes tired after months of awakening, if I ever rest, I awake here."

"Come with us." Bilbo decided with a smile, "If you can stay awake for months then you could follow the Fellowship into Mordor, help us find safe passage through dangerous territory since you cant be seen. It's better than staying in this awful place all on your own, maybe you could find peace and move on afterward as well."

Thrain looked conflicted, for a moment nearly all of his face flashed healthy, rather than just patches and Bilbo could truly see the resemblance to Thorin before sections went back to shifting between gaunt dead skin and regular.

"The others will not be able to see or hear me without the Ring." Thrain reminded him, "They will think it is driving you insane, and you cannot pass it over to prove yourself, the temptation will be too much for some."

"You don't feel it's pull?" Bilbo asked.

"I am not of the physical world, the Ring can do nothing for me." Thrain smiled, "I feel no more inclined to pick it up than I do a regular stone."

Bilbo felt comforted by that information. Despite his somewhat disturbing appearance Thrain was growing on the Hobbit, he was glad not to have known him when he died, alone and insane.

"Then I will keep you secret for now," Bilbo decided, "Until I figure out how to tell the others, I believe I can trust you. I think a servant of Sauron would look fairer and feel sneakier."

"You're wise for your age. Now come, you should wake Thorin for watch."

For those of you who don't know Thrain was tortured to insanity in Dol Guldur to the point where he could not even remember his own name. Gandalf found him before the quest for Erebor and Thrain insisted on giving him the map and key to give to his son, whose name he didn't remember. Gandalf eventually figure out that the insane Dwarf was Thrain and his son was Thorin and that's how Gandalf had the key at the beginning of The Hobbit.