Disclaimer: If you recognize it, I don't own it.

Author's Note: Once again, I apologize for the delay in getting this chapter up. I really struggled with parts of the chapter, and then I didn't have much time to write. My summer class is very writing oriented, so that's what I've been focused on. But, here's a new chapter, and the next chapter probably will have the Big Battle in it. I've already got LOADS of ideas for that, which has contributed to my difficulties with preceding chapters. I'm so focused on the battle, that I have a hard time figuring out how to get from Point A to Point B(OTFA). Anyways, I hope you enjoy this new chapter, which is pretty angsty.


Some time later, Bifur's shout of alarm snapped Gwyn to full alertness. Moving quickly, she grabbed her blanket and braced herself in front of the hidden door. Before the rest of the Company had time to question her actions, Bilbo came sprinting out onto the ledge, flames licking at his clothes. Using her blanket, Gwyn smothered the flames before they could cause too much damage to Bilbo, aside from his feet, which were already blistering. She quickly sat Bilbo down and grabbed the jar of burn paste from where she had set it. With quick, precise movements, Gwyn slathered the paste over poor Bilbo's burnt feet. The whole Company waited tensely for Bilbo to relax, signaling that the paste had started to dull the pain in Bilbo's feet.

"What happened down there, Bilbo?" Balin asked. Thorin was standing nearby, waiting to hear the hobbit's report.

"We sat down and had a lovely chat over some tea. He's going to come round next week for supper. What do you think happened? I went down there, Smaug knew what I was there for and he didn't like that, at all. I had to run for my life!" Bilbo snarked, obviously still in some pain. Thorin glowered at Bilbo, and Gwyn briefly registered the protectiveness in Thorin's stance, and promised herself to revisit that development when the Company was safe. At Thorin's look, Bilbo sighed, sounding exhausted, and began a detailed report of what transpired with the dragon.

While Bilbo was telling everyone what happened inside Erebor, Gwyn was scanning the surrounding area for possible hiding places, knowing that the dragon was awake, angry, hungry, and in all likelihood, coming after the Company. The ledge the Company was camped on was protected on three sides by the Mountain and the hidden stairs, but it was entirely too exposed to an aerial attack for Gwyn's taste. The ground at the base of the Mountain was even worse, completely exposed, which left the Company's only route for escape in the event of dragon attack was to go inside the Mountain. Gwyn thought she heard a distant rumbling, like the enraged roar of a dragon, so she quickly interrupted Bilbo's report to ask him about the layout of Erebor.

"Bilbo, did the corridor you followed branch out at any point? Did it curve or turn anywhere? Were there any rooms or large chambers off it, aside from the treasury?" she asked rapidly. Thorin glared at her for interrupting Bilbo, but she gave him a challenging look before turning back to Bilbo, who explained the corridor's layout as well as he could. When he had finished with his description, Bilbo turned back to Thorin, and finished telling him every last detail of the hobbit's interaction with Smaug. Gwyn was lost in thought, worrying her lower lip between her teeth, trying to come up with a suitable shelter for the Company in case of dragon attack, when a loud roar ripped through the stillness of the night. There was a loud, rumbling, crashing sound, and the Mountain started shaking under the Company's feet.

"Was that an earthquake?" Ori asked, voice trembling in fear.

"I'm fairly certain that was, in fact, the dragon, because we aren't lucky enough for that to have been an earthquake," Gwyn said, hurriedly grabbing her supplies. The others followed her lead, and then a great gust of wind buffeted the Company.

"Everyone, inside the Mountain, now!" Thorin and Gwyn shouted, before following the others inside, Thorin carrying Bilbo carefully in his arms, mindful of the hobbit's burned feet. They had barely cleared the door into the Mountain, there was a rage filled roar from outside, just above the ledge where the Company had been camped. The wind from the dragon's wings kicked up dust and dirt, which swirled around the Company, blinding them and making them cough.

"Intruders! I am King Under the Mountain, not the dwarvish upstart Thorin Oakenshield! I claimed the throne from Thror, it is mine by right!" Smaug roared. Gwyn could see Thorin's vague outline through the dirty haze, and she could see that he had set Bilbo down and was preparing himself to make a stand against Smaug. The others noticed the changes in Thorin's posture as well, because before Gwyn could react, Dwalin, Gloin, and Dori were all gripping at Thorin, restraining him. The dwarf king struggled against his friends restraining him, trying to shout Khuzdul battle-cries through the choking dust. A strange coughing sound reverberated through the corridor, and Gwyn realized that Smaug was laughing at them.

"Well, it won't matter soon. You will die, by my fire, my claws, or trapped like the cowards all dwarves are. In the meantime, I am going to remind those tub-trading Lakemen what a dragon can do!" The Company only had a moment of peace before the Mountain began shaking under their feet once more.

"He's bringing down the Mountain, everyone take cover!" Gwyn shouted, even as rubble from the quickly collapsing doorway began falling around them. There were pained shouts as bits of rubble hit them. Gwyn had covered her head with her arms, and she cried out when a large chunk of rock hit her shoulder and bounced off. Gwyn felt two sets of arms wrap around her, shielding her from the falling debris.

Finally, after several minutes, the dust began clearing a second time, but the corridor was so dark that it hardly mattered. There were groans from every direction, as the dwarves took stock of their situation.

"Is everyone alright?" Thorin called out, voice even rougher than usual from the dust. There was a chorus of groans, but without any light there was no way to tell who had made the sounds.

"Sound off, if you can, when I call your name, and say if you're injured" Gwyn said.

"Bofur?"

"'m fine."

"Bombur?"

"A bit bruised, but alright."

"Bifur?"

There was a growled response in Khuzdul. "He says he's fine," Bofur translated.

"Ori?"

"I got hit by a rock, I think it's bleeding," the young dwarf said, voice shaky.

"We'll get that fixed up soon. Dori?"

"I'm fine."

"Nori?"

"Fine."

"Oin?"

There was a grunt, and a loud "What?" from the dwarf in question.

"He's fine, and so am I," Gloin said.

"Alright. Balin?"

"I'm alright, lassie."

"Dwalin?"

"It'll take more than that to hurt me," Dwalin growled. Even though she knew no one could see her, Gwyn still rolled her eyes.

"Bilbo?"

"I'm alright. Luckily my feet didn't get hit by any rocks."

Thorin had already made his presence known, so Gwyn didn't feel it necessary to call his name.

"Fili? Kili? Are you two alright?"

"We're both fine, pundurîth. What about you?" Kili answered, wrapping an arm around Gwyn's shoulders. She hissed through her teeth when he jostled the shoulder that had been struck by the rock.

"I'm bruised, but otherwise fine," she said, pain evident in her voice. She felt another arm wrap around her waist from the other side.

"Are you certain, mizimel? Because simple bruising shouldn't pain you so. I can hear it in your voice. Oin should make sure you're alright, just to be safe," Fili said.

"I promise you, I'm only bruised. A rock struck my shoulder just right, and it hurts, but I'm sure it's only bruised," she placated. "But thank you for worrying, both of you. I'm glad you're both fine," Gwyn said, kissing each of her princes on the cheek. Just then the corridor was flooded with light from a torch Gloin had managed to scrounge up. Blinking against the sudden light, the Company began taking stock of their injuries. Many of them were sporting vivid bruises, and Ori was indeed bleeding where a rock had struck his arm.

While Oin was looking over the worst of the injuries, primarily bruises in tender places and the occasional cut or scrape, Thorin and Balin tried to figure out what they should do.

"The poor people of Lake-Town. They were so kind to us, except for the Master and Alfrid," Ori said, brows furrowed in concern.

"I'm sure they'll be fine. After all, Bard still had one Black Arrow, and he knew that there was a large possibility that the dragon would attack. There will be some damage to the town, but hopefully Bard can bring Smaug down before too many lives are lost," Gwyn said.

"I hope you're right, Gwyn. Otherwise, we'll have been responsible for the destruction of Lake-Town," Bilbo said.

"Have I been wrong about anything yet?" Gwyn said, smirking. Fili and Kili also smirked when no one could answer Gwyn's question.


Once Oin had taken care of all of the various injuries caused by Smaug's cave-in, including Gwyn's shoulder at Fili and Kili's insistence, the Company set up a temporary camp in the corridor, where they would be mostly protected in case of Smaug's return.

"Get some rest, everyone. There will be no need to have a guard here, so take what rest you can," Thorin said. "Tomorrow, if we have not heard the dragon return we will go to the Great Hall to assess the damage." There were murmurs of assent throughout the Company, but alarm bells sounded in Gwyn's mind, and she worried about Thorin seeing the gold of Erebor. If anyone shared Gwyn's doubts, they hid them well, better than Gwyn did, she was sure. Her concerns were written plainly in her furrowed brows, and her bitten lip. No one mentioned Gwyn's behavior, but Fili and Kili made sure to settle the three of them somewhat away from the others, further down the corridor, for a bit of privacy.

As the trio settled down in their bedrolls, Fili and Kili pressed closely to Gwyn.

"What troubles you, mizimel? Is it the thought of the dragon going to Lake-Town?" Fili whispered.

"No, I meant what I said earlier, Bard will bring the beast down, it is only a matter of how quickly he manages to do it. What troubles me is beyond our control," she answered.

"Then why worry about it, pundurîth? If it is outside of our control, surely it does not bear thinking of," Kili said against Gwyn's neck.

"That is precisely why I am concerned. It affects all of us, but we can do nothing to prevent it."

"Is it Uncle?" Fili asked, having noticed his uncle's increasingly anxious behavior.

"So you've noticed it as well?" she responded dryly.

"Indeed, but perhaps his demeanor is only because he is anxious to begin rebuilding Erebor into its former glory?" Fili said, tightening his hold on Gwyn.

"Well, I hope for all of our sakes that this time I truly am wrong," Gwyn said, before closing her eyes and drifting uneasily into sleep, Fili and Kili following not long after.


When the Company woke some time later, they had no sense of how much time had passed. Without windows, they could not tell if it was day or night, but Bombur nevertheless started passing out rations, while Gloin lit a few torches.

"Eat quickly, there is much to do. Gwyn, as soon as you've finished, go down to check for the dragon. He is unfamiliar with your scent," Thorin said. Fili and Kili looked at their uncle with wide eyes, but Gwyn simply nodded a bit shakily as she took a bite of her cram.

"If the dragon is still gone, I'll whistle an all clear. If you hear that, you'll know it's safe to come down," she said after she swallowed. Gwyn tried to take a few more bites of cram, but she found her mouth too dry to swallow. She passed her leftover cram to Bifur, as she stood up and brushed crumbs from her clothes. Gwyn tried to ignore how everyone, except for Thorin, was looking at her, and she smiled at them, trying to look reassuring.

"Well, I'll either be right back, shouting about a dragon, or you'll hear my whistle," she said, as she took a torch that Gloin handed her. The third possibility, that the dragon would eat her straight away, before she could so much as scream, hung heavy in the air.

"We'll go with you, mizimel," Fili said, packing away the rest of his own cram. Kili did the same.

"NO! You two are to stay here, and wait for her signal," Thorin barked. Everyone turned to face the dwarf king, with looks of varying degrees of astonishment. Gwyn merely looked at him resignedly.

"You cannot honestly expect us to let our One go to face whatever may be down there alone, do you?" Kili asked angrily.

"That is exactly what you will do. Now. Sit. Down," Thorin answered. Gwyn intervened before Kili could begin shouting at his uncle, and she kissed him, trying to reassure him that she would return. When they broke apart, Gwyn turned and gave Fili the same kiss. When that kiss ended, she placed a hand on one of each of her princes' cheeks.

"Don't worry my loves. You'll hear my signal soon enough," she said quietly. Thorin cleared his throat impatiently somewhere behind her, but she ignored him in favor of gently pressing her forehead against her husbands'. Gwyn gave everyone one last reassuring smile, before she slipped quietly down the corridor.

As soon as Gwyn was out of sight, and the light from her torch faded as well, Kili started pacing. Fili had settled himself near their bedrolls, and tried to sharpen his throwing axes. After the third time Fili nearly cut himself for lack of focus, he sighed and stowed his axes back in his boots and his whetstone back in his pack, and he joined his brother in pacing anxiously. Every few lengths of the little section of corridor the Company had claimed, one of the princes would look further into Erebor, trying to see Gwyn's torchlight brightening the gloom.

Just as Dwalin was about to bark at Fili and Kili to sit down, that their pacing was making him dizzy, they heard Gwyn's shrill whistle echo through the corridor signaling the all-clear. Before Fili and Kili could take off in a mad dash to confirm that Gwyn was alright, Thorin's voice stopped them.

"Everyone, pack up. If Gwyn's right and the dragon is truly gone, we should move into Erebor proper, rather than skulking in the corridors like goblins," he ordered. In the dim torchlight a hint of excitement could be seen shining in Thorin's eyes, although most of the dwarves excused that as their king being excited to properly see his home for the first time since the dwarves had been forced out by the coming of Smaug.

Many of their supplies had already been packed out of long habit, so it did not take long for everyone to be ready to move further into Erebor. Once everything was packed up, Kili carrying Gwyn's pack as well as his own, the dwarves and Bilbo set off to meet up with Gwyn. Fili and Kili led the way, rushing to see their One, with the rest of the Company keeping pace, even though Bilbo's burnt feet made that a struggle. When Thorin noticed how much trouble the hobbit was having, he gently scooped Bilbo up and carried him, startling a squeak out of the hobbit, and looks of surprise from everyone else.

Gwyn was waiting for the men at the end of the corridor, where it opened into what could reasonably called the treasury, her torchlight flickering in the vast cavern. As the dwarves and Bilbo spilled out of the narrow corridor their pace slowed and their eyes widened when they saw the immense piles of gold that made up the wealth of Erebor. Thorin gently set Bilbo down, before turning back to the glittering piles with a strange expression on his face. The hobbit, for his part, hobbled over to Gwyn, and the two of them began picking their way carefully down gold-strewn steps into the treasury proper. The clinking sounds of the coins shifting beneath Gwyn and Bilbo's feet startled the dwarves out of their reveries and they quickly followed after Gwyn and Bilbo.

When everyone reached the base of the stairs, the dwarves set down their packs in a relatively empty corner of the room, before they all broke off into different directions, Fili and Kili making for a small pile of gilded instruments, which they quickly tuned up and began playing, while the other dwarves sifted through their own little piles that they found interesting. The only dwarf that looked completely uninterested in the gold was Bifur, but that was attributed to the axe in his head, more than anything, but even he had managed to find some old toys that entertained him. Bilbo and Gwyn watched the dwarves, concern and exasperation warring in their gazes, before the two unoccupied members of the Company busied themselves setting up everyone's bedrolls in their preferred configuration, and laying out their supplies for dinner.

Once the Company's makeshift camp was set up, Gwyn took one of the torches and went to investigate the main gate of Erebor, to see what damage Smaug had done. When she reached the gate, Gwyn saw that it had been crafted of sturdy iron, which had been twisted beyond use by the dragon's size and his flaming breath. Stepping outside, Gwyn took a deep breath of cold evening air, the sun having just set beyond the western horizon. She had been starting to feel a bit claustrophobic trapped inside the Mountain. Gwyn looked to the south, towards Lake-Town, and a lump rose in her throat at the dull orange glow that could still be seen. She whistled a short tune, and within moments Rorka had flown from her nest to see Gwyn.

"What is it Little Princess needs?" the raven asked, cocking her head at Gwyn.

"Rorka, would you please fly to Lake-Town and survey the damage for me? Do not speak to anyone, but if you can I would like to know the number of wounded," Gwyn requested quietly.

"Of course, Little Princess. Rorka will fly and fly, and return with the answers to Little Princess' question," and the raven took off, flapping towards the orange glow that had formerly been Lake-Town.

Gwyn stayed standing in the gateway, looking to the south and praying to whatever deity would listen, that the number of wounded would be small. She barely noticed the sounds of footsteps getting close to her, until she felt a pair of arms wrap around her waist from behind and a chin rest on her shoulder. Gwyn jumped, heart pounding, and spun around to face Fili. Kili was standing nearby, looking concerned.

"What had you so deep in thought, mizimel, that you failed to hear us approach?" Fili asked, eyes gentle and worried.

"Look to the south. Look at Lake-Town," she answered quietly, trying to slow her heart rate back to normal. Both princes did, and Kili instinctively moved closer to Gwyn and his brother when he saw the destruction.

"Mahal have mercy," the two dwarves breathed.

"I have asked Rorka to fly to Lake-Town to survey the damage, and to try and count the number of wounded. I am not sure how long that will take," Gwyn said.

"In the meantime, âzyungâl, come inside. Gloin managed to get a fire going using some old furniture, and your hands feel as though they are frozen solid," Kili said, and Gwyn looked down at their joined hands, having been so lost in her worries about Lake-Town again that she hadn't even noticed the touch. Gwyn let her two princes drag her inside, and they sat her down as close to the fire as they could, before wrapping her in a blanket and crowding close on either side of her.

As Gwyn warmed up, she saw that most of the dwarves had tired of their exploration of the gold, and were instead gathered close to the fire, especially when the cold night air began drifting in through the mangled front gates. The one dwarf noticeably absent was Thorin, who was still feverishly digging through piles of gold, obviously looking for something. The Arkenstone, Gwyn's mind supplied as she watched, and the crazed look in Thorin's eyes when she caught glimpses of them caused a hard knot of anxiety to form in her belly. He is so much worse, so much more quickly than I had imagined, Gwyn thought.

Slowly, the members of the Company trickled to their bedrolls for the night. Balin went over to try and coax Thorin away from his current pile of gold, but the king snarled at his friend and advisor to leave him be, and Balin was taken aback at the harsh tone. The old dwarf returned to the rest of the Company, shoulders a bit slumped, and he settled himself in his bedroll, and his snores eventually mingled with those of the other sleeping dwarves. Gwyn, Fili, and Kili stayed awake a bit longer watching Thorin worriedly, and waiting for Rorka's return. However, it became clear rather quickly that Rorka would not return with news that night, and so Gwyn and her princes settled themselves in their bedrolls and waited for sleep to claim them.


When the Company woke the next morning, Thorin was still sifting through the gold, and it was unclear whether he had slept at all. After the king's harsh words to Balin the night before, the older dwarf asked Bilbo to try and convince Thorin to leave off his search, at least for a while, to rest and eat. The hobbit managed to get Thorin to eat a few pieces of cram, but he would take no rest.

"Everyone, spread out. Find the Arkenstone. It is unlike any other jewel, you will know it when you see it," he barked. There was a bit of shuffling and clinking as the dwarves hastened to obey their king's order, but Gwyn, her princes, Balin, and Bilbo hung back, straightening up the makeshift camp.

"This is the gold-sickness, isn't it?" Kili asked Balin, voice barely above a whisper.

"Aye, laddie, it is," came the equally soft answer.

"Was Thror this bad?" Gwyn asked.

"Not at first, but the Arkenstone was all he thought of and worried about when the dragon came." Any further conversation they might have had about the madness was interrupted by the flapping of feathered wings, and Rorka's landing on Gwyn's shoulder.

"What's that raven doing in here?" Thorin demanded, having paused his search at the sound of wings echoing through the hall.

"I asked Rorka to fly to Lake-Town to survey the damage for me. I could see the town in flames last night, and I wished to know how many survivors there were," Gwyn answered.

"Little Princess is kind to be concerned for the Lakemen. There were many survivors, but many of them were burned by dragon-fire. They have no food and no shelter. They have made a camp of sorts near the edge of the lake," the raven reported.

"What of the dragon? Any sign of him?" Fili asked.

"Smaug the Terrible is dead, Golden Prince, his body is sinking below the lake," Rorka responded before flying off.

"So Bard was successful then," Balin said, remembering Gwyn's words to the bargeman when they first arrived in Lake-Town.

"Of course he was. But those people will need help. They have nothing," Gwyn said carefully, gauging the reactions from the other members of the Company.

"Lassie, I don't know if you've noticed, but we don't have many supplies either," Bofur said, brows furrowed.

"No, but we do have a lot of gold, which could help them rebuild their town," Gwyn responded.

"Absolutely not! We will not give anything to those Lakemen!" Thorin exclaimed.

"Why not? Gwyn's right, they have nothing, and they were kind to us before," Kili asked.

"This is dwarvish gold, and it shall stay that way! They have done nothing to deserve anything from us!" Thorin said, voice climbing in volume until he was shouting.

"Did you miss the part where BARD was the one to kill the dragon? I would think that that would deserve something," Gwyn said heatedly.

"If his ancestor had had better aim, my people would not have been forced out of our home!"

"But you have reclaimed the Mountain for your people! And the mark of a good king is his willingness to help his friends and allies!" Gwyn responded.

"Not a single piece of this treasure is leaving Erebor until the Arkenstone has been found! That is my final word on the matter!" Thorin said, before he turned away.

"Your madness is going to get us all killed!" Gwyn shouted at Thorin's back. The dwarf king turned around slowly.

"What did you say to me?"

"I said, 'your madness is going to get us all killed!'" Gwyn repeated, making sure to emphasize the word madness. Gwyn noticed a subtle shift in Thorin's posture and instinctively braced herself, only moments before Thorin's arm raised to deliver a backhanded blow, which Gwyn quickly blocked. The entire Company was silent, watching the scene unfold. Gwyn's eyes were hard as she glared challengingly at Thorin, who glared right back at the impertinent young woman.

"Fili, Kili, you would do well to teach your wife some manners!" Thorin spat, before he turned to stalk away. Gwyn could feel an angry retort rising in her throat, but she bit it back before things could get even more out of hand. She turned on her heel and fled down a side corridor, needing to be away from the others. Fili and Kili looked torn about who to follow, their uncle or Gwyn.

"Go after her laddies, let me deal with Thorin," Balin said kindly, and before anything else could be said, they were taking off down the corridor after Gwyn. They spent several long minutes looking for her, before they finally found her, curled up in a corner, crying. The two princes were unsure of themselves, because they had never seen Gwyn properly cry. They had seen her eyes filled with tears, yes, especially at their wedding, but they had never seen her sobbing, great shudders wracking through her body as she gasped for breath. When she looked up at them though, eyes puffy and red, they bracketed her with their bodies, pressing close to her sides, and Fili drew her to rest her head on his shoulder while Kili tried to rub her back soothingly.

"What makes you weep so, âzyungâl?" Fili asked softly.

"I'm scared, terrified really, of what Thorin's madness could bring. You heard Balin, Thror was only this bad at the end, right before the dragon came. How much worse will Thorin get?" she asked, hiccoughing around her sobs, her tears soaking Fili's tunic.

"Don't worry, pundurîth. Balin said that he would talk to Uncle. I'm sure everything will be fine," Kili said, trying to be reassuring. Gwyn continued to cry in their arms, her sobs only quieting when Fili and Kili began to hum their song for her. After a few minutes of their soft humming Gwyn succumbed to her emotional exhaustion and fell asleep. The two princes stayed cradling their One between them, humming quietly, until she began to shiver in her sleep, cold seeping up through their bodies from the stone floor. Very carefully, Fili shifted so that Gwyn was fully in his arms, and then with his brother's help, he stood up, and the two princes carried their princess back to the camp and laid Gwyn on her bedroll. The other members of the Company were shocked to see Gwyn's puffy eyes and tearstained face, and Ori quickly used one of the water-skins to dampen a soft rag from Bofur's pack, and he passed the damp cloth to Kili. The dark haired prince used the rag to tenderly wash Gwyn's face, wiping away the traces of her crying, and then drying her face just as carefully. Wanting to stay close to Gwyn, Fili and Kili settled into their own bedrolls, even though it was just past midday, and ignored their uncle.