I do not own any of the characters or the Hobbit (just the AU storyline and my OC) those are the work of the esteemed and brilliant John Ronald Reull Tolkien, and without his genius,this and many other fan fics would not be in existence.

Please review! I love getting them-they keep me encouraged J

Gandalf sighed, staring out over the mountain range as he smoked his pipe. The white peaks reflected the rising sun, their sides turning crimson as the stars faded from the sky.

"A word, my friend?" Gwaihir squawked, settling himself down beside the wizard. The great bird took up far more space than Gandalf did, who looked impossibly small next to him. Gandalf looked up and nodded, knocking out the remains of his pipe before stowing it in his bag.

"What is on your mind?" he asked quietly, mindful that the rest of the company were sleeping. Being where they were, they had no need of a watchman, for only by flying could anything or anyone reach the great eyrie. And the company was sorely in need of rest.

Fili and Thorin were not the only injured members of the company, though their wounds were by far the most severe. Bilbo had, in his fall that separated him from the rest of the company in the Goblin tunnels, sustained some badly scraped knuckles and a few bruises. Oin had taken a good hit to the shoulder when they had fallen on the bridge, and Nori had nearly been knocked unconscious in the same event.

Nearly all of the company had some cuts or scratches here and there, sustained when the goblins had first ambushed them, and then again when they had searched them with their sharp claws. And a few cuts had required stitching, sustained in their escape. Fortunately, though filthy, none of the goblin's weapons had been poisoned. They would heal fully given time, though they would likely sport several scars.

Dwalin, though he tried to deny it, also sported a lovely bruise right atop his bald head, the burly dwarf quite irritated with Nori for having inadvertently causing said bruise as he had used him as a stepladder to climb into the pine tree during the warg's attack. And Dori's ankle was quite sore after supporting the falling weight of his younger brother, the impact of Ori causing the elder's ankle to pop out of place briefly.

Gandalf knew that this brief respite atop the eyrie was not going to be long enough for the company to get the rest they needed. He was especially concerned about Fili's arm, for he had not minced words when he said it had been nearly severed. The warg's teeth had, by some miracle, merely nicked the main artery in his arm, rather than severing it completely. Had the warg tooth been even a hair's breadth closer to it, the young dwarf would have bled to death in minutes.

But all three bones in his arm had been broken by the warg's powerful jaws, and there were a few tendons, muscles, and ligaments torn as well. After they had gotten the bleeding under control, Oin had used up all the rest of the sutures he had stowed on his person that the goblins somehow missed in their search, sewing them all back together, before sewing the ragged tears in his arm as best as he was able to.

The eagles brought handfuls of snow in their talons, which the company melted in Bombur's ladle over the fire, and had cleansed the wounds thoroughly. Gandalf had also procured some dried athelas, and had steeped it in the water to help aid in fighting any potential infection, and several of the dwarves had ripped off (and thoroughly washed) spare pieces of their tunics to provide their king and prince with bandages.

Only after Fili's wounds had been fully tended to, and his arm carefully placed in a makeshift sling, did Thorin allow his wounds to be taken care of. Oin had been forced to pull threads off a piece of tunic, and use them as makeshift sutures, but it had sufficed. His armor had deflected most of the warg's teeth, mainly his Oakenshield, and as such his wounds had been mostly bad bruises.

But the company had banded together, providing their king and prince with their heavy coats and furs, and Thorin had laid his own fur coat atop the unconscious Fili. Gandalf glanced toward the sleeping dwarves, barely suppressing a chuckle as he saw how intertwined they were with each other around the fire in an effort to keep warm. Several pairs of feet were in each other's faces, and arms wrapped around each other as loud snores emitted from the group.

Their loyalty to Thorin and his nephew was more than clear. Gandalf was pleased to find that Bilbo was in the huddle as well, the poor hobbit squished between Balin and Bofur as he had placed his own coat under Fili's head. He had been right in insisting that Bilbo be included in the quest. He had his misgivings, especially after Bilbo's refusal for adventure that bright morning months ago.

But after he saw Bilbo stand between Azog and the injured Thorin, willing to fight to the death, he knew he had made the right choice.

XXX

The wizard had been lost in his musings, and Gwaihir sighed, as only eagles could, subtly drawing Gandalf back to their conversation.

"My flock and I have been noticing some rather…strange things of late," the great eagle began, eyes roaming over the mountains in front of him, as eagles are ever watchful. "Orcs have always been in these mountains, as have goblins. But we have noticed more and more of them lately."

"Indeed," the wizard muttered to himself, his brows furrowing in concern as he thought on these unusual events.

"We have also noticed that the woodsmen have been crossing the Anduin in large numbers," Gwaihir continued, the great bird obviously concerned. "The places we used to hunt that were relatively unoccupied are now becoming settled with the men who used to live under the eaves of the Greenwood, men who had lived in the great forest for many generations until now. And-there seems to be a….darkness over the forest that I have not seen before, especially around the old fortress." The mention of the old fortress drew Gandalf's full attention, and the wizard turned to look the great eagle in the eye.

"Radagast spoke also of the old fortress, saying that there was a great evil within," Gandalf replied, and Gwaihir nodded, fear showing in the old eyes.

"The woodsmen talk of a Necromancer living there, from what little we have heard in passing," the eagle replied. "I do not know if this is true, but there is definitely something there that my heart warns me against. I will not allow my flock to fly anywhere near Dol Guldur."

This the wizard knew already, but it was even more unsettling coming from the Windlord. Radagast, while a great wizard in his own way, could be quite addled at times. The mere fact that the solitary hermit had been willing to travel so far in search of him spoke volumes, the brown wizard quite reluctant to leave his abode in Rhosgobel. And then there was the matter of the Witch King's blade, which was still a riddle.

No- whatever resided in Dol Guldur was no mortal man, that Gandalf knew with near certainty. No mortal would be able to instill such fear into the hearts of even the Great eagles, who were Maia in and of themselves, having been created by Manwë himself.

There were questions- questions that needed to be answered. And soon.

XXX

The pair stumbled through the forest through the afternoon, taking short rests as they could. Kili was wary of taking too long to rest, worried that Azog would figure out soon that they hadn't followed the stream.

His ribs continued to ache more and more as the afternoon passed, and it became increasingly difficult to hide his pain. He was grateful that he was the one leading them, for he had no doubt that the pained expression on his face was quite obvious by this point. He stumbled slightly on a rotting branch, hissing as he fought the urge to bring his hand up to the offending ribs.

They approached a small ravine, and Kili eyed the large pine that had fallen over it, before deeming it safe to use as a bridge. He approached it slowly, brown eyes moving over it to find a good place to try and climb up. The young dwarf was so focused on getting as much distance between them and their pursuers that he didn't notice Cirashala's face turn ghostly pale until a strangled cry sounded behind him. Turning quickly, his dark eyes widened as he saw the young woman on her knees, pain in her own features.

Her messy hair hung limply around her dirt streaked face, damp with sweat as her breaths came quickly. Her cheeks were red from exertion, and she looked up at him in defeat.

"I-I'm sorry," she gasped, her left hand supporting her on the ground. "I…cannot go any further." Kili looked down at her, the young dwarf breathing a bit heavily as the exertion had taken its toll on his injured body as well.

"W-we have to keep going," he breathed, his brown eyes worried. "Azog…" The look she gave him then was one of desperation, before she attempted to push herself off the ground to stand. Her face suddenly lost all color, and became ashen, save for her red cheeks.

"I—" she began, before she suddenly leaned forward and threw up. Her body shook as she heaved, each movement causing her pain. Every time she reached up to try and pull the hair away from her face with her left hand, her body would lurch again, and she was forced to drop it to support her weight in order to keep herself from falling over.

Kili immediately dropped beside her, pulling her hair back from her face and out of the way. She kept heaving long after she lost what remained of her breakfast, spitting up stomach bile, until she finally finished. Her entire body shook as she sat back, wiping her mouth. Tears streamed down her face as she looked at him.

"I-I'm sorry," she whispered, "I-I will try to keep go—" Kili held his hand up, silencing her.

"Put your arm around my neck," he said softly as he carefully reached behind her shoulders. Her eyes widened slightly.

"Why?" she asked, and Kili sighed.

"I am going to carry you," he replied, flushing slightly as he refused to meet her eyes. "We-we have to keep going, at least until nightfall."

She looked hesitantly at him, before placing her left arm around his neck as he asked her. Kili helped her to her feet, before reaching behind her legs and picking her up.

Suddenly, the blood drained from the young dwarf's face as he cried out in pain, his knees buckling underneath him as he dropped the young woman. The young prince landed on the ground beside her, clutching his torso as his face twisted in agony.

"K-Kili?" she asked, clamoring to her knees and looking wide eyed at the groaning dwarf, whose jaw was clenched tight against the pain as his eyes scrunched shut, strangled gasps emanating from his mouth.

"Kili?" she repeated, looking down where he had gripped his jerkin with white knuckles. "A-are you hurt?" When he still did not answer, she reached out and grasped his shoulder.

"Kili, look at me!" she cried, and the young dwarf complied, pain filled brown eyes meeting her worried blue ones. "What's wrong?"

"M-my ribs," he gasped, face white as nausea threatened to overwhelm him. "B-broken…." Her eyes widened as far as they would go as she sucked in a breath.

"What?" she whispered, shock in her features. "Y-you have a broken rib?" He nodded, breathing heavily.

"S-six, actually," he replied quietly, averting his eyes. He did not see her raise her hand until he felt it smack the side of his face-hard. Hand flying to his face, the young dwarf stared at her in shock, unable to believe that she had just hit him.

"You IDIOT!" she cried, anger in her features. "What in Durin's name were you thinking, trying to carry me? You could have punctured your lung, and drowned in your own blood! What if it had collapsed? You would have suffocated! Are you out of your mind?!" Kili's eyes widened as he flushed, before he hung his head.

"I-it's nothing," he replied, before another wave of pain hit him. The young dwarf whimpered loudly, and her expression softened a bit, though her eyes still bore traces of anger and worry.

"Why didn't you tell me?" she asked quietly, "I have some healer training. I could have wrapped them for y—" Kili's head shot up in panic.

"No!" he cried, backing away slightly from her toward the fallen tree. "I-I can wrap them!" She looked at him in slight surprise, frowning.

"You can't wrap them yourself," she replied, confusion in her face. "If you twist after setting them, you will only end up misaligning them again." She scooted closer to Kili, who scooted backwards toward the tree until he could go no further, his shallow breaths coming rapidly in his panic.

"Kili, please," she pleaded, reaching for him as he flinched away from her. "Let me help you." He shook his head back and forth quickly, the young prince's face bright red as he swallowed heavily.

"N-no," he stammered, causing her to sigh in frustration, before recognition dawned in her eyes.

"Would you let Oin help you?" she asked slowly after a moment, her face suddenly devoid of emotion, and Kili nodded slightly.

"Aye," he replied nervously, "B-because he's n-not a—" Cirashala's eyes narrowed, and she cut him off, standing to her feet shakily as anger shone in her eyes.

"Human?" she spat, blue eyes sparking dangerously. "So, even after doing my best to help you, you still believe that I am worthless just because I am not a dwarf?" Kili's eyes widened as his jaw dropped, face paling.

"N-no, that's n-not what I—" Cirashala held up her hand, silencing the young dwarf as she glared at him, before turning to storm away. Kili's voice behind her caused her to stop suddenly, hurt and embarrassment evident in his tone.

"Because…Oin's not a girl," the young dwarf whispered.