Sauron has returned. He had waited for centuries to plan his vengeance on his enemies that defeated him long ago during the War of the Last Alliance. Ever since his defeat in the Battle of the Gwathló, Sauron nursed a special hatred against the Númenóreans and longed to take revenge on them. dared to wage war against Númenor and the last King of Númenor Ar-Pharazôn had gathered a massive army to counter this threat. Perceiving the might and splendour of the Númenóreans Sauron's servants deserted him, and Sauron was filled with fear and humbled himself. He was brought as a hostage to Númenor and finally succeeded in taking his revenge by playing a vital role in the events that led to the Downfall. Yet of all Númenóreans, he hated Elendil most, and his wrath was great that he and his children had escaped with the aid of A'Lars.

After the Downfall of Númenor, many of the Faithful led by Elendil and his children established the Realms in Exile in Middle-Earth, one of the most largest continents on Arda. Elendil ruled Arnor in the north, Isildur and Anarion, the eldest sons of the King, jointly ruled the southern realm of Gondor. Sauron however perished physically, by drowning; being caught in the Fall of Númenor which he had cleverly schemed to bring about. Yet nevertheless, even though he truly drowned, and continued to endure as a spirit. The Dark Lord returned to his fortress Barad-Dûr in Mordor and was able in time to revitalize by taking shape again. Perceiving that his enemies of old had escaped the downfall, Sauron's wrath was great and in 3429 he launched an attack upon Isildur's fortress, Minas Ithil. Believing that Sauron had perished in the Downfall of Númenor, the allies of Middle-Earth were completely taken by surprise, Minas Ithil was taken, and the White Tree of Gondor that Isildur had planted there was burned. Nevertheless Isildur, his wife and children escaped, saving a seedling of the tree, too, and sailing down Anduin journeyed to Elendil's realm in Arnor. There, Elendil forged an alliance with Gil-Galad, High King of the Noldor, King Zeus of Olympus, and King Bor of Asgard.

While Zeus and Bor were assembling their armies from the worlds of Asgard and Olympia, a group of Mountain Giants from the world of Varinheim were summoned to aid the Light Elves of Lindon in marching eastward and were awaited by Elendil at Amon Sûl. The combined host marched towards Imladris, where they joined with Lord Elrond, who was Gil-galad's herald, and acted as his second-in-command in the coming campaign. The united host rested for about three years in Imladris, forging weapons and making plans. They crossed the Misty Mountains over many passes and marched down Anduin where they were joined by the Dwarves of Khazad-Dûm and 365,000 warriors that had come from the massive realms of K'un-Lun, K'un-Zi, Tiger Realm, Peng Lai, Kingdom of Spiders, Z'Gambo, and Under Realm, all of whom would establish the Army of Thunder led by the Elders. The Light Elves of Greenwood had also answered to the call in fighting the Dark Lord and were under the command by King Oropher and his son Prince Thranduil. and Lothlórien Elves under Amdír.

At the southern eaves of Eryn Galen, the massive host turned south-east and marched through desolate areas that had once been the Entwives' gardens. The Alliance entered the vast plain outside Mordor where they were joined by Anárion's forces. There Sauron's host awaited them from the north-west. Amdír and his forces also were cut off from the main battle and driven into the marshes just to the south, where he also fell along with half of his troops. This area became known afterwards as the Dead Marshes, because of the thousands of bodies buried there. This battle raged for days and nights continuously, but the Elves were still mighty in these times and the Númenóreans were tall and strong and terrible. And none could withstand Aeglos and Narsil, Gil-Galad's spear and Elendil's sword which filled the enemy with fear. Slowly, the allies of the Last Alliance whittled down the vast numbers of dark twisted soldiers and pushed them back towards the Black Gate. No account is given how the Alliance managed to break through this mighty fortification though. The forces of the Last Alliance had forced their way through the Black Gate into Mordor itself.

Victory was near, but no power short of the Valar could breach the Dark Tower by force. Though a great part of Sauron's forces was destroyed at the Dagorlad his host was still numerous and Sauron ordered many a sortie. Isildur's sons, Aratan and Ciryon, were detached and sent to Minas Ithil to guard against a breakout to the southwest, but his oldest son, Elendur served by his side till the end. Anárion was killed by a projectile thrown from the tower. In the seventh year of the siege, it became so pressing that Sauron himself came forth. His onslaught was terrible and the siege was almost broken as Sauron and his host advanced to the slopes of Mount Doom. There he was encountered by the captains of the Alliance, Gil-galad and Elendil and to their side stood Elrond, Círdan and Isildur. Sauron fought with Gil-galad and Elendil, and both were slain. As Elendil fell, his sword was broken beneath him. Yet Sauron was thrown down, too, and Isildur seized the hilt of his father's sword and cut off the finger on which Sauron wore the One Ring. Being bereft of its power, Sauron was no longer able to hold a physical form and perished.

The Alliance pursued the rest of Sauron's soldiers, who were then in disarray, and killed them all. The Barad-dûr was levelled but its foundations remained behind since they were built with the power of the One Ring which was not destroyed. The thousands of dead Men and Elves were taken out of Mordor and buried in the Dagorlad Plain. Over the course of the war, which ended with the Siege of Barad-dûr, most of the Light Elves returned to their realms, including Alfheim. Thranduil led the his people back home to the Greenwood. While he had captured the One Ring, Isildur refused Elrond and Círdan's entreaties that he destroy it by casting it into the Crack of Doom, claiming it as a weregild for his father's and brother's death. The result of this was that while Sauron was defeated and cast down, his spirit was not destroyed. He hid in the dark lands east of Mordor, and slowly rebuilt his power. The Nine (Nazgûl) also bided their time for the day when he would rise again.

While the Orc armies of Sauron had been well nigh destroyed in the War, scattered groups of them survived. In the Last Alliance, the casualties had been heavy. Elendil and Anárion were gone, and Gil-galad, last High King of the Noldor, was no more. Arnor took grievous losses, and suffered from a decline in population. It never really recovered as a major power and broke into three pieces some centuries later. Gondor suffered less heavily and became a powerful nation. Isildur, the new High King of Arnor, perished only two years later in the Disaster of the Gladden Fields, along with his three older sons. They were ambushed by an Orc task force operating near the River Anduin. In the course of Isildur's death, the Ring was lost in the depths of Anduin. Much was lost, but Sauron was suppressed for a while.

Now, Sauron is ready to prepare for war. After Sauron fled from Dol Guldur in the wake of the attack, Gandalf the Grey recovered his strength, but he warned Lady Sif and her allies that the Dark Lord amassed a massive army of Guldur Orcs to lay siege on Erebor. Time was in the essence, and Gandalf had to ride towards the ruined city of Dale. However, he did not ride alone, for Lady Sif and her allies from Earth and K'un-Lun chose to follow the wizard towards his destination and prepare for the coming invasion that was soon yet to approach.

While 24,000 Crusaders, 13,000 warriors of the Panther Cult, 11,000 ninjas from the Army of Thunder, 10,000 Sons and Daughters of the Scarab, 7,000 warriors of the Blackfoot Confederacy, 6,400 special trained elite soldiers of the Liberty Legion, 6,200 Gondoran Warriors, 3,600 Leatherback Raiders, 3,500 soldiers of Dog Company, 3,000 warriors of the Vulture Tribe, 2,600 soldiers of the Deadly Dozen, 700 Brides of Dracula, 400 warrior-priests of the Ordo Draconum, and 250 soldiers of Baker Company stayed behind to travel to the Woodland Realm while the rest scour across the woods to trace any sign of Sauron's troops, Gandalf and his fellow companions were now with 35,000 Crusaders, 27,000 warriors of the Panther Cult, 17,000 ninjas of the Army of Thunder, 11,000 Sons and Daughters of the Scarab, 10,000 warriors of the Vulture Tribe, 9,600 special trained elite soldiers of the Liberty Legion, 8,500 warriors of the Blackfoot Confederacy, 8,100 soldiers of Baker Company, 6,400 soldiers of the Deadly Dozen, 5,400 soldiers of Dog Company, 4,200 Leatherback Raiders, 1,600 Brides of Dracula, 800 Gondoran Warriors, and 600 warrior-priests of the Ordo Draconum traveled for hours towards the city of Dale.

Dale was a city of the Northrons, the known inhabitants that lived in the massive region of Rhovanion. Located in the northern wilderland on the banks of River Running, between the south-west and south-east arms of Erebor, Dale was situated in the valley between the south-western and south-eastern arms of the Lonely Mountain, nestled in a sharp U-shaped bend of the River Running. Like Erebor, it was described to be very large city where many of its citizens provide trade, mainly in food-supplies, for the skills and craft-pieces of the Dwarves. Dale's toy market was the wonder of the North and the city was renowned for its bells.

Centuries ago, King Thrór re-established the Kingdom under the Mountain. The realm prospered and the Northrons lived to the south came up the River Running and spent a few decades to build a city filled with trade. The city shared in the prosperity of the Dwarves and it was governed by the Lord of Dale, of whom the last was named Girion. That was when Smaug descended upon the two cities. Although the citizens of Dale fielded warriors against the monster they could not prevent him from killing or scattering the innocents and then occupying the Lonely Mountain. The remaining population soon fled the deserted city as it fell into ruins.

Sixty years later, Smaug met his ultimate demise when Girion's distant relative Bard Bowman managed to slay the beast by shooting the last Black Arrow with the help of his son Bain. However, the death of Smaug caused a terrible tragedy towards the citizens of Esgaroth. Every corner and part of the town was destroyed and burnt when Smaug sought to punish them for aiding Thorin Oakenshield and his company of dwarves, including the hobbit Bilbo Baggins. After losing their home, the people of Esgaroth, now led by the Bard whom people called him the Slayer of Smaug, venture towards the ruined city of Dale as their base of operations.

More than five armies of each race that lived in Rhovanion for a long time united together to get an equal share of the treasure in the mountain. The five armies consisted of Hobbits, Humans, Light Elves of Greenwood, Satyrs, and Zenn-Levian. However, Thorin Oakenshield, who had just succumbed to madness like his grandfather, refused to share the treasure in keep all for his kin. Now known as the "Mad Dwarf King", Thorin's refusal started a war against the five races of Rhovanion.

Gandalf, nor his allies, wouldn't allow it, so they immediately rush into the front gate of the city and could see a whole crowd of Argen, Astran, Carmondians, Centauri, Humans, Minotaurs, Satyrs, Sinnarians, Sivians, Venusians, and Zen-Whoberi, all who came from Esgaroth and different parts of Rhovanion to serve under King Bard of House Bowman. Many were busy forging thousands of weapons, armor, spears, shields, and other items that many individuals planned to use for the upcoming battle against Thorin Oakenshield's army. There was also an army of Light Elves that came from the Woodland Realm and had ventured to provide aid to the Northrons. Thranduil's army consisted of 28,000 Greenwood Slayers and 5,400 Gilded Guards of Lasgalen.

King Azzuri and his warriors of the Panther Cult were the first ones to enter the gates of Dale since they were running at a very incredible speed than the others.

"Hmm, so this is the city the wizard speaks of?" Azzuri asked Lady Sif, who walked right beside him.

"Yes, the desolation of Smaug," Sif answered.

"I remember during the Dark Days, my ancestors fought with the people of Middle-Earth," Azzuri recalled. "We were at war with agents of Angmar. They sought to restore the old kingdom as it was before long ago. I fear that they now attend to do it again."

"Your people weren't the only ones that fought against the Kingdom of Angmar, but the warriors of Yaochi were involved in these past battles during the Second and Third Age," Orson explained. "Even the ones that wielded the power of the Iron Fist in their veins led their armies to attack a number of these fell places. My master told me a lot of stories about the ancient history of Middle-Earth. Now, it seems these stories are true. This is the first time to come to one of these fallen kingdoms. A kingdom that a lone fire-breathing dragon had caused."

"Yeah, well now that this monster is dead, the people of Rhovanion can finally earn their chance to rebuild what was lost," Sif said.

"It doesn't look like they plan to rebuild," Azzuri said, noticing all the weapons that were out. "By the eyes of Bast, they're preparing for war. My people and I can see it in our eyes."

"My smell tells me that they're preparing for war," Sabretooth smelled through the air.

"Well I guess this troubles a lot of us," Mystique responded in a deep worry.

"This doesn't make any sense," Sif hastily looked around in confusion. "Why are they doing this?"

"Well beats me," Agent Sitwell shrugged.

"Do you think they already know that Sauron's armies are marching straight towards the mountain?" Peggy asked, wondering if this was the answer. "Maybe they got the message from Radagast."

"I assigned him on a different task at hand," Gandalf told her from behind in absolute disgust. "They are not preparing for war against the true enemy that continues to march north as we speak. They are preparing to lay siege on the mountain."

"Lay siege?" Whizzer scoffed. "Why?"

"And how did he know that already?" Agent Sitwell slowly asked with a weirdly confused look on his face.

Gandalf turns around to meet his eyes and replied. "Cause that is what his father warned me about."

"Oh, right," Agent Sitwell croaked.

"Best we try to talk later and see if we can seek an audience with anyone who is in charge here," Peggy suggested, sticking to the plan.

"Hate to tell you this, English, but none of us know who or what leader we can speak to," Elasti-Girl sighed.

"With a crowd of people around us, its gonna be difficult," Captain Nasland informed her.

"Yeah, I agree," Weezi nodded and noticed how many people were training and constructing weapons. "Look at them, they're just minding there own business and they don't even notice us at all."

"So what do we do?" Private Pennington asked.

"Come with me," Gandalf beckoned everyone around him to follow.

"Yiza abazalwana ... odadewethu!" (Come brothers... sisters!) Azzuri shouted to his fellow warriors follow.

"You heard him, follow the wizard!" Peggy shouted back as she followed Gandalf through the city.

Gandalf leads his allies through every part within the ruined city. Peggy looks up and around, and she couldn't believe how horrified it was to see how a dragon so big would cause such terrible devastation. Azzuri and Abdul Faoul both shared the same view as Agent Carter. They began to wonder what future the inhabitants would have if they had enough wealth to rebuild a city that was turned to ruins long ago. They then reach in the main courtyard and look surprised to see as many soldiers of Argen, Astran, Carmondians, Centauri, Humans, Minotaurs, Satyrs, Sinnarians, Sivians, Venusians, and Zen-Whoberi drilling with weapons while companies of Light Elves were busy marching by minding their own business.

"So where do we start?" Elasti-Girl asked, wondering what the plan is.

"Somewhere all this," Tommy Lightning said. "Let's try and speak with someone."

"I suggest we go inside that hall," Miss Patriot suggested, pointing directly to a large ruined building that was once of those destroyed by Smaug decades ago.

"No, No, NO! Oi! You there!" A loud angry voice yelled from across the the courtyard.

Gandalf turns to face the person who yelled directly at him. The person's name was Alfrid Lickspittle. At heart, he is described to be a power-hungry, egomaniacal, narcissistic and opportunistic sycophant, and his counsel could not always be relied upon to serve anyone other than himself. He would cling to anything that will benefit him and provide him with power over others. He has an extremely arrogant habit of demanding respect which he hasn't even come close to earning. Alfrid is instinctively hypocritical and self-serving, shown by the fact that to start with he was abusive, vindictive and antagonistic toward Bard, but after Smaug's death and Bard being seen as a hero, Alfrid grovelled at his feet and bragged, incorrectly, that he had always admired Bard and viewed him as a great man. He is extremely disliked by the townspeople because he is so cruel and snobby towards them, and when Lake-town is destroyed they do not hesitate to try and turn their anger on him.

Alfrid Lickspittle was born in the Third Age as an orphan working as a kitchen boy, and been bullied, beaten, and spat which would later twist him, but had taught himself how to read. When the Master found his talent, he thought he would use someone who could read, and Alfrid became his servant and counselor. Throughout his life, Alfrid was quite content to empty the Master's chamber pot out the window without being revolted by the contents, while he looked forward to the day he might eventually take over from him. He had also treated the citizens as if they were dirt just as he was treated and distrusted the town's bargeman, Bard, as he was looked up by many of the citizens, and believed that he would lead an army to rebel against the Master.

"I'm sorry, is he talking to us?" Agent Jason Sitwell asked.

"Yes, I am," Lickspittle responded immediately, hearing what Agent Sitwell had said. "We don't want no tramps, beggars nor vagabonds around here.

"I'm sorry do we look like tramps, beggars, or vagabonds?" Whizzer asked, giving him a dirty look.

"I don't care what you are, but we all got enough trouble without the likes of you all," Lickspittle spat. "Now off you go!"

"Look son, we're not looking for any trouble," Mr. Taylor said, standing in Gandalf and Agent Sitwell's defense.

"I'm not your son, I'm a deputy!" Lickspittle angrily corrected.

"Doesn't look like a deputy to me," Agent Hepburn whispered next to Jim Taylor and Lady Emese Kisfaludi.

"I bet be does," Taxi Taylor whispered back.

"He croaks like a dog," Lady Kisfaludi chuckled softly.

"I honestly don't like that cowboy, whoeever he is," Shamrock scoffed in utter disgust of Alfrid's appearance.

Marada Starhair, who too had served as one of Gandalf and Sif's allies and had fought in the attack on Dol Guldur, took a step towards the angry deputy. "Look we're no threat to you. We just seek to pass."

"Your not passing," Lickspittle refused. "I asked you all to leave."

"Sounds to me your here to kick us out for no reason," Mr. Taylor said.

"Of course... I am, perhaps you didn't hear me correctly," Lickspittle assumed that he didn't pay attention to his loud words.

"I don't know how big your dick is, but we ain't going anywhere," Sabretooth growled slightly at Lickspittle, disliking his attitude and started to feel a nerve that he was ready to strike at him with his claws.

"What did you just say to me?!" Lickspittle growled in fury.

"I just called you a dick, is that your name or should I just make one up for you?" Sabretooth insulted.

"Okay Long Lion Tooth, maybe we need for you to step back," Orson insisted, trying to prevent trouble.

"That's not my name," Sabretooth told him.

"This is an act of treason!" Lickspittle exclaimed. "I will have no choice but to report this to the king."

"Okay, now I'm ready to give him a beating," Shamrock suggested.

"And that's exactly who we're hear to speak to," Peggy told him. "Let us pass and we won't be any trouble to you or your king any further."

Alfrid started to place his hand on her arm as he speaks to her. "Lady, I am not going to allow you to do this any lon..."

Peggy threw his hand and grabbed it very tightly, forcing Lickspittle to hand on his knees, grunting in agony. No one, but Thomas Halloway, nor Gandalf, Jason Sitwell, or Orson did anything to stop Peggy from doing it.

"Touch me and that hand will never touch anything again," Peggy glared at him as she continued to squeeze him tightly. "Now, who is in charge here?"

"Better do what the lady says pencil neck, cause she ain't got all day," Agent Sitwell said, insulting him.

"Aah, please!" Lickspittle groaned in agony.

"What did he say?" Peggy asked Orson, pretending as if she didn't hear Lickspittle's two words.

"I think he said 'please' or I think hurt him some more, maybe thats it," Orson jested.

"Thought as much," Peggy sighed as she released Lickspittle, watching the man lie on the stony floor.

That was when another man appeared, witnessing what was happening. "What is the meaning of this?"

"Oh," Peggy focused her attention on the man. "So sorry about that. And you are?"

"Bard, Bowman of the North, King of the Northrons, Slayer of Smaug, and Lord of House Bowman," Bard introduced his name.

Bard Bowman was a black-haired man who grew up in Esgaroth. Related to Girion, he was the son of Harbard and Helga, who both died when he was still an infant. Under the care of his uncle Girnir, Bard was fascinated of listening to his uncle's stories, in which he was given the last Black Arrow that his grandfather failed to use in slaying the dragon Smaug during the terrible firestorm. During the time of Calamar Moneybags' rule in Esgaroth, Bard grew to despise him due to his corruption and thirst for gold. He eventually married a young woman named Ingrid, and the two would have three children named Bain, Sigrid, and Tilda. However, his wife died from an unknown cause, and Bard deeply mourned her and never remarried.

"Just the person we were wanting to speak to," Sabretooth said.

"What is your business here?" Bard calmly asked.

"We came to seek an audience with you and your fellow kings," Gandalf said. "Please, this is very urgent. We must have the right to speak."

Bard was hesitant at first, but then he chose to make up his mind. "Very well, follow me."


Inside a very big tent, King Thranduil of the Woodland Realm had been giving imporant instructions to his fellow officers in the tent. For hours before nightfall, they had been discussing their grand plan to lay siege on the mountain of Erebor and claim every portion of the treasure that was owed to them. That was when Bard returned to the tent with Gandalf, Sif, Orson Randall, René Duquesne, Gordon Fitzwilliam Dare, Hugh Fitzwilliam Dare, Karl Kaufman, Peggy Carter, Jason Sitwell, Angie Martinelli, Calvin Burlingame, Molly Fitzgerald, Thomas Halloway, Jacqueline Falsworth Crichton, Rex Fury, Madeline Joyce, Robert Frank, Louise Grant Mason, Barnabus Mullen, Gwendolyne Lou Sabuki, Robert Foster, Elton Morrow, Jacques LaRocque, Wendy Hunt, Frank Cortez, Mary Morgan, Robert Strong, Marada Starhair, Simon Savage, Ruth Piraud, William Nasland, Shanga Fia Delph'goram, Roland Hamilton, Victor Creed, Daniel Lyons, Elizabeth Barstow, Montgomery Ford, Vlad Dracula, and King Azzuri. Thranduil wasn't pleased to see either Gandalf nor Sif, but he lowered his head in respect.

"Mithrandir... Lady Sif," Thranduil responded his two words.

"My lord Thranduil, its been a while," Sif smiled and lowered her head in respect to the Elven King.

"You come way too late," Thranduil said and turns his shiny elven eyes directly at Gandalf. "As you can see, we have business to take care of and that doesn't concern you, Mithrandir."

"Such an unpleasant welcome," Sir Steel whispered next to his brother about Thranduil's mood.

"Oh for goodness sake, Thranduil," Gandalf sounded a bit irritated by the elven king's words. "You must know that laying siege towards the kingdom of Erebor is pointless."

"And who are these people?" Thranduil asked.

"I am Azzuri, son of T'Chanda, King of Wakanda," Azzuri introduced himself first.

Bard was confused and didn't know of what Wakanda was when he asked the Wakandan King. "I'm sorry, Wakanda?"

"Wakanda is far beyond our realm, your grace," Thranduil said, recognizing the name. "Should I say a few systems away."

"And the rest?" Bard asked.

"I am Vlad Dracula, son of Vlad Dracul, ruler of Transylvania," Count Dracula introduced himself.

"How very unfortunate for you and your kind to come here," Thranduil said, unthrilled of the appearance of vampires.

"We're not here to start a war against you," Count Dracula said. "You look after your kingdom and I look after mine. Simple as that."

"Then tell us why you are all here?" Thranduil demanded a specific answer from either anyone in this tent that were willing to speak.

"Isn't it obvious, we're trying to stop a war from happening here," Peggy answered.

"I'm afraid that's not your choice to make," Thranduil refused to listen.

"We're not trying to stop you, my lord," Peggy said, walking a bit forward to the elven king with a slight glare on her face, disliking his attitude. "Like I said, we're only trying to solve a better solution than this." She let out a scoff and went on. "This is a brutal tactic. Is this really what you desire? Fighting for gold... jewels?"

"The fortunes of the world will rise and fall, but together each and every one of us will endure the peace we desire," Thranduil said. "Wealth, strength, agility, nobility, and honor. Does that displease you?"

"More enough," Peggy glared at him even more.

"Thranduil, I don't mean to say this, but what see right here is absolute madness," Miss America stated.

"Madness?" Thranduil asked.

"For what my wife says it is," Whizzer said. "If I were king, I wouldn't suggest this harsh tactic."

"I would agree with them too," Chieftain Ford stood at the couple's defense.

Before anyone could go on to speak further, a middle-aged man named Percy, who use to work as a ship dock inspector in Esgaroth, served as one of Bard's loyal Barding Officers in the army of Dale.

"What is it Percy?" Bard asked.

"Your not going to believe it, my lord, but our scouts report that three more armies are marching to the city," Percy reported the news to his king and Thranduil.

"Who are they... friend or foe?" Bard asked.

"Friend, by the looks of it," Percy answered. "Easterlings of the Wágath, Warriors of the Kinn-Lai, and the Dorwinion Legion."

"Looks like our armies will be unstoppable after all," Thranduil stated, pouring a small portion of wine into his glass. "Once we take the mountain, the dwarves will have no other choice but to either fight or die."

"Okay, okay, we heard that already, but can you at least hear us out before you even plan this siege," Agent Sitwell insisted for everyone to listen.

Bard turns to Percy. "Leave us."

"Yes, my lord," Percy complied and left the tent.

"We don't mean to interfere in this, but you must understand this," Gandalf worriedly said to the leaders, pleading for them to listen to his warning. "You must set aside your petty grievances with the dwarves. War is coming! The cesspits of Dol Guldur have been emptied. You're ALL in mortal danger!"

"What are you talking about?" Bard asked.

"He's talking about the another army that is marching out of this dark, s***** fortress we were fighting for," Sabretooth spat, wondering if there was anything to drink to settle his moods, but was annoyed that there wasn't.

"Son, save your drinks for later," Agent Rex insisted in annoyance to Wolverine's behavior.

"I'm sorry, did you call be 'son'?" Sabretooth asked, unhappily.

"That I did," Agent Rex answered his question.

"Knock it off," Peggy ordered.

"He was very honest from the start when we rescued him," Agent Piraud said. "We even saw this mysterious burning eye that appeared out of nowhere. Gandalf knows who he is, but we don't."

"I can see you know nothing of wizards, Ruth Piraud is it?" Thranduil asked, pretending to think he got her name right as he continued to pour a little more wine. "They are like winter thunder on a wild wind rolling in from a distance, breaking hard in alarm." He continued to speak as he passed another glass of wine to King Bard of House Bowman. "But sometimes a storm is just a storm."

"This is not a storm we're talking about, Lord Thranduil," Sif said, raising her voice a bit. "This is between darkness and light. Other races will be ready to serve the Dark Lord while Azog the Defiler commands an army of his kin to lay siege on you all. These Orcs from Dol Guldur are fighters, my lord, and they have been bred for war. Sauron was thought to have been destroyed when Gandalf, Thrain, and I saw him with our own eyes, revealing his true colors."

"So if he has returned, why show his hand now?" Thranduil asked, thinking it was nothing but nonsense.

"Because we forced him!" Gandalf snapped and took the floor to explain. "We forced him when the company of Thorin Oakenshield set out to reclaim their homeland. The dwarves were never meant to reach Erebor; Azog the Defiler was sent to kill them. His master seeks control of the mountain. Not just for the treasure within, but for where it lies, its strategic position. This is the gateway to reclaiming the lands of Angmar in the north. If that fell kingdom should rise again, every realm within Arda will fall, but not just all Arda itself, every world in the universe; Midgard, Xandar, Asgard, Zen-Whoberi, Vanaheim, and even Alfheim will fall!"

"And what is worst, the Dark Lord has discovered K'un-Lun's secrets while I was interrogating a prisoner of his," Orson informed as well. "I'm not willing to let the shadow hover over a city that every Iron Fist has sworn to protect for generations."

"Then why would you, wielder of the chi, would come all the way from K'un-Lun to tell us this?" Thranduil asked him that. "Shouldn't you be there incase the shadow has already approached?"

"Thousands of years ago, the Elders of K'un-Lun, including others from the other cities, gathered to study the Chi force for healing purposes," Orson began to explain. "However, they feared that their secrets would soon be exposed and would one day face the coming of an eternal darkness that would spread in every corner of their world."

"Let me guess, Sauron," Peggy answered, wondered if that was he was talking about.

"Correct," Orson nodded and went on. "So the Elders decided to band together to prevent the shadow from coming. And so they formed an army to fight against him in Mordor with the aid of the Free Folk, you know people who resisted the Dark Lord's temptation. He was beaten, of course, but he regained his power which kept him alive."

"You were there weren't you?" Doctor Burlingame asked him that.

"Me!" Orson loudly scoffed at Burlingame, thinking it was a joke. "No, of course not! I wasn't born at the time when it happened. The Elders shared their histories with me after I punched Shou-Lao in the heart. Nothing to do with murder, no, but it was one of my final trials to become the Immortal Iron Fist." He sighed, seeing how embarrassed he was for sharing all this. "Iah, I'm sorry, I shouldn't be talking about this." He turns his attention back to Thranduil, who seemed amused by his story. "But the point is, you should know what we're really up against. The Elders, who trained me to be the next protector of their city, warned me that Sauron would return and finish where he left off, and as matter-of-fact, he has. I am..." He paused for a moment and coughed to clear his throat. "If we don't deal with this now, the fate of the universe is at stake and many lives, perhaps even millions, billions, trillions, or even zillions will be lost. You have to understand your highness... if it comes to saving every one of you here, I will not hesitate to let either of you die once the Defiler's army arrives by tomorrow."

"He makes a solid point," Peggy chose to agree to his words. "Yet, I don't know what K'un-Lun is, but with him on this. Treasure is not important to us."

"These armies you speak of, where are they?" Thranduil asked.

"None of us know," Count Dracula said.

"Then did you see the armies?" Thranduil asked anyone who accompanied Gandalf and Sif.

"Well, ah," Agent Sitwell paused as he threw his hand backwards to scratch the back of his head.

"None of us have," Peggy answered his question. "We only just arrived from Earth to aid Lady Sif of Asgard to rescue his friend."

"So it happened before then?" Thranduil wondered if that's the case.

"Yes," Peggy nodded her head.

Thranduil didn't seem to be too alarmed at all. Gandalf explained everything of what Sauron planned to unleash, but the elven king didn't seem to believe him at all.

"Then its unfortunate enough that we continue our plan," Thranduil said, deciding to focus on the p[lan in hand. "We attack the mountain, reclaim our shares, and kill any dwarf that stands in our way. That is the enemy we face."

"My lord, perhaps I wasn't clear of what I said," Orson argued.

"I understand how clear you were, Master Orson," Thranduil said. "Your loyal to K'un-Lun. You protect your people, and I protect mine."

"Can we skip to the point of why you guys want to just risk leading your armies to lay siege over some freakin treasure?" Sabretooth asked.

"The fortune within that mountain has no little concern for a man who can shed claws," Thranduil glared at him. "I can see why they call you the Sabretooth."

"Yeah, well, I don't give a s*** what you do around here," Sabretooth softly spat.

"Language," Mr. Taylor sighed, rolling his eyes.

"I don't admire you tone, threats, or your language here," Thranduil glared at him. "For you realize that you speak towards a King."

"Oh I'm sorry your highness," Sabretooth sarcastically apologized by giving him a fake bow.

"Mr. Creed, if you don't mind, will you please leave the tent," Peggy grinned by giving him an order.

"You know I don't take orders from anyone, remember," Sabretooth recalled.

"She's not giving you an order, she's asking you to leave," Mystique corrected. "Please, Victor."

"Whatever," Sabretooth sighed, leaving the tent.

"I apologize for his unpositive demeanor," Peggy expressed her deepest apologies to the the elven king. "He has... issues."

"None taken, my lady, but I would enjoy having that a reckless animal locked up in my dungeons if he ever insulted me again in my kingdom," Thranduil imagined.

"Well he's no animal, just to let you know," Mr. Taylor corrected the elven king in a calm manner. "The guy's got a real temper in his skull, but in his heart... he's a good man."

"I can see why you share your compassion over the man who can summon claws," Thranduil expressed Halloway's words and turns to face Peggy and everyone else in the tent. "But tell me, do either of you share compassion over a dwarf who shares the same madness like his grandfather. A sickness thrives in his veins and now everyone... as myself, view him nothing to be the Mad King of Erebor. So I ask of this, do you wish to stand with us or stand against us, either way?"

"I don't know what choice we have here," Marada shrugged.

"This is crazy," Blue Diamond said, disagreeing with this.

"Surely, you wish to give them a question that is so reckless," Gandalf sharply said, having unsatisfied look on his face.

"Hate to tell you this, we never met the dwarves or this Thorin Oakenshield," Black Marvel said. "If what you guys say is true about the Mountain King or the Mad King, whatever you call him, not fulfilling his word to provide an equal share of the treasure, that doesn't justify about us taking sides."

"This one from Midgard carries honor," Sif stood in his defense of agreement. "He's right, they don't know him, but I do. They're not on Oakenshield's side, nor yours."

"We don't plan to stop you your highness, but what we are trying to do, is finding out a better solution instead of fighting," Black Marvel continued. "I fought in a war. I survived, lost friends, but I lived through it. And right now, you and the rest of the leaders here are planning to lay a ridiculous siege for what exactly? Treasure?"

"Mr. Lyons makes a valuable point to all this," Peggy remarked.

"I definitely should agree with his too," Captain Strong agreed too.

"Same here," Shamrock agreed as well.

"It is not ridiculous," Thranduil calmly argued in a positive manner.

"Well, I think it is," Peggy scoffed. "This is, or should I say, madness. This isn't justice. Being obsessed with the jewelry in that mountain is nothing compared to bringing justice to a cause we've been dedicated too. Attacking the mountain for treasure is crazy. Gandalf warns you all of an enemy that is marching towards the mountain and you don't believe him. I find that injudicious."

"Since when has our council counted for so little?" Gandalf asked, raising his voice. "What do you think we're trying to do?!"

"I think you're trying to save your dwarvish friends and I admire your loyalty to them," Thranduil remarked. "However, it does not dissuade me from my course. You started this, Mithrandir. You will forgive me if I finish it." He turns to exit the tent and calls to one of the elven officers. "Are the archers in position?"

"Yes my Lord," Elven Lieutenant replied.

"Give the order," Thranduil commanded. "If anything moves on that mountain - kill it!"

Peggy rushes out of the tent and calls to him as she follows him. "Thranduil!"

"Looks like the dwarves are out of time," Orson sighed next to Sif, looking down as if there was nothing to do.

"There's got to be another way," Sif hissed.

"Right now the rest of my guys are about to have a barbacue without me, so maybe I should join them while you think of a plan," Orson suggested with a tight smile.

"Your pathetic," Sif said, giving him a very unhappy look on her face.

"Right," Orson breathed.

Gandalf and Azzuri were both on the same page in agreeing to this as madness. Azzuri carried a great sense of honor and nobility in his heart like all his forefathers that ruled for Wakanda for countless centuries.

Gandalf then turns towards Bard, hoping he would be easy enough to convince. "You, Bowman! Do you agree with this? Is gold so important to you? Would you buy it with the blood of dwarves?!"

"It will not come to that," Bard understood the wizard's words. "This is a fight they cannot win."

"I know its not fight they can't win, but we must discuss a better situation," Azzuri said. "Maybe some of us can speak with the King of Erebor, negotiate with him."

"I tried to do that, and it didn't work," Bard recalled.

"That won't stop them," A familiar voice addressed them. Gandalf, Azzuri, and Bard turn around and saw that it was Bilbo Baggins. "You think the dwarves will surrender - They won't. They will fight to the death to defend their own."

"Bilbo Baggins!" Gandalf exclaimed in surprise.

"Whose that guy?" Blue Diamond asked confused, seeing that he's not wearing shoes.

"Why is he not wearing shoes?" Elasti-Girl, noticing that as well.

"That would be our burglar that I was talking about," Sif replied with a smile.

"I've never seen one of those before, but his blood seems to be less pure," Count Dracula sniffed.


Back in Thranduil's tent, Bilbo is presented before Thranduil, Bard, Gandalf, Sif, Peggy Carter, Jason Sitwell, Angie Martinelli, Calvin Burlingame, Molly Fitzgerald, Thomas Halloway, Jacqueline Falsworth Crichton, Rex Fury, Madeline Joyce, Robert Frank, Louise Grant Mason, Barnabus Mullen, Gwendolyne Lou Sabuki, Robert Foster, Elton Morrow, Jacques LaRocque, Wendy Hunt, Frank Cortez, Mary Morgan, Robert Strong, Marada Starhair, Ruth Piraud, William Nasland, Shanga Fia Delph'goram, Roland Hamilton, Daniel Lyons, Elizabeth Barstow, Montgomery Ford, Vlad Dracula, and King Azzuri.

While Orson Randall, René Duquesne, Gordon Fitzwilliam Dare, Hugh Fitzwilliam Dare, Karl Kaufman were outside having a nice barbecue and warming themselves up due to the cold weather of winter that was slowly approaching, Raven Darkholme, on the other hand, had been wondering the streets of Dale with the Brides of Dracula, Olalla Dickson, Henry Casey, Patrick Carney, Silas Burr, the Bloodstone Family,

"So who is this?" Captain Nasland asked.

"This is Bilbo Baggins, a halfling of the Shire and one of my burglars," Gandalf addressed.

"I've never seen a halfling like him before," Azzuri remarked on his appearance and was the first to introduce himself. "King Azzuri, it is an honor to meet you."

"Thank you, your grace," Bilbo bowed his head in respect to him. "Its a pleasure to meet you all." He turns his head towards Sif and bowed his head in respect."

"I didn't know you were burglar, have you been stealing things?" Agent Sitwell asked, pretending to look suspicious.

"Uh, well, I, well," Bilbo responded embarrassedly. "Yes, I... I am a burglar, but I haven't stole anything in my life."

"Is that so?" Thranduil asked, who sat himself down on his chair. "If I'm not mistaken, you must be the one who stole the keys to my dungeons from under the nose of my guards. Am I wrong?"

Bilbo looks extremely uncomfortable and responded nervously. "Yes, um, s-sorry about that. I-I was only doing my job to free my friends from... from imprisonment. Nothing personal."

"Perhaps I can consider locking you up as punishment for freeing my prisoners without my permission," Thranduil suggested. "There's a penalty for that."

"If you want to do that, your going to have to go through me," Sif warned, giving the elven king a very stern look that meant she was serious.

"Is that a threat?" Thranduil asked with his glaring eyes.

"Save your bloody threats for later, both of you!" Peggy exclaimed, annoyed by this and took a moment to lower her voice and focus her attention on Bilbo. "Please excuse us, we don't mean to have you locked up." She stares at Thranduil with a glaring look on her face. "Not just yet."

"Um, none taken, my lady," Bilbo expressed.

"So why did you come all the way from the mountain to address us?" Marada asked, wondering why he would travel all the way from Erebor to Dale during this long night.

"I know what you all are planning to do," Bilbo began, taking a step forward. "I know you all plan to start a war against Thorin and his kin. At first, I was thinking of leaving for home, but I decided to think of an alternative measure."

"An alternative measure, hmm, very smart," Whizzer smiled in impression. "But that doesn't explain why you would come all the way here."

Peggy began to suspect something from the halfling and asked. "You have something?"

"Yes," Bilbo nodded as he placed a wrapped package on the table. "I came...to give you this."

"What's in there?" Doctor Burlingame asked.

Bilbo sighed and took a moment to unwrap the package. Once it was unwrapped, everyone inside the tent widened their eyes in surprise and awe. What Bilbo unwrapped was a big shiny jewel.

Azzuri was even more surprised to see the jewel and murmured in awe. "It can't be. My father mentioned this story about a jewel that shines like a star."

"Bloody hell," Captain Nasland murmured in shock and awe.

"What is that?" Mr. Taylor asked, staring at the shiny jewel in awe.

"I don't know," Agent Piraud whispered.

"Its a jewel," Peggy answered in awe. "Its so... pretty."

"Very pretty," Elasti-Girl murmured in awe and couldn't bother to stop looking at it.

Thranduil rises in surprise when he answers. "The heart of the mountain... the King's Jewel."

"And worth a king's ransom," Azzuri said, continuing to stare at the jewel in wonder.

"I've never seen a jewel like that before," Agent Rex stared at the stone in awe. "Not in my lifetime."

Agent Jason Sitwell walks towards the table and picks it up to observe it. "Yeah well, for a shiny jewel like this, its worth something." He scoffed in amusement. "Its priceless."

"It would probably cost a million or even a billion," Peggy guessed on the price of the shiny jewel.

"Well it depends," Captain Mullen shrugged.

"A lot of people would pay a big fortune for that jewel," Feezi smiled, imagining what it would be like if she sold the stone for a very huge profit.

"How is this yours to give?" Bard asked the hobbit.

"I took it as my fourteenth share of the treasure," Bilbo replied.

"But why would you do this?" Azzuri asked, concerned of why Bilbo would betray Thorin. "You owe them no loyalty."

"Does Thorin even know about this?" Sif asked.

"No he doesn't, but I'm not doing this for everyone here," Bilbo truthfully admitted and began to talk about the dwarves. "I know that dwarves can be obstinate and pigheaded and difficult, suspicious and secretive… with the worst manners you can possibly imagine, but they are also brave and kind... and loyal to a fault. I've grown very fond of them, and I would save them if I can."

"Bilbo has a great heart in him, and I know Thorin values this stone above all else," Sif spoke on his behalf. "This is the key in solving the problem."

"Trading the shiny stone for the treasure seems to be an excellent idea," Blue Diamond agreed to this idea.

"I agree too," Miss Patriot nodded her head in agreement. "This is a wise choice to prevent open war from happening."

"She's right," Peggy agreed to the idea. "In exchange for its return, I believe the king will give you what you are owed and there will be no need for war."

"Aye, they're right," Bard also agreed to this. "I never want to fight against them. My ancestors have been great allies to the dwarves for generations. I don't want to break faith with them and neither should you."

Thranduil took a moment to think about this. After thinking for seconds, he decided to let out an answer. "I would've wanted nothing but bloodshed, but I will agree to your terms. However, should Thorin refuse to accept this burden, know this, I will not halt my hostilities towards him and his kin."

"Let's hope that doesn't come to that," Peggy glared at him.

"Does that mean you'll help?" Bard asked.

Peggy sighed, turning her eyes directly at Bard. "The only thing will do is negotiate, but we will not help you in your fight against them."

"Granted," Bard nodded.

"Then I suggest we rest until tomorrow," Thranduil decided.

"It was a very wise decision to come to us," Azzuri remarked on the hobbit's courage and his idea.

"Thank you, your highness," Bilbo bowed his head to the king of Wakanda in respect.


Gandalf and Sif were walking through the city of Dale during the night. They had been leading Bilbo towards a small towered building where his room was made and ready for him to rest until tomorrow. Bilbo was still worried about Thorin and had a feeling that he wasn't going to come through with this ransom.

"You did the right thing," Sif said, appreciating the hobbit's courage. "Asgard will hear a lot of great stories about your bravery."

"Thank you my lady, I truly wish I could do more, but this doesn't seem to add up," Bilbo said, confused.

"Which is why your going to rest up tonight, and then you must leave on tomorrow at dawn," Gandalf began to instruct him. "Get as far away from here as possible."

"I'm-I'm not leaving," Bilbo refused. "You picked me as the fourteenth man. I'm not about to leave the company now."

"There is no company - not any more," Sif told him of the company's defunct. "Thorin commands an army of dwarves inside that mountain and there's no way your going to have a chance to get back up there."

"And we don't like to think what Thorin will do when he finds out what you've done," Gandalf fearfully said.

"I'm not afraid of Thorin," Bilbo said, refusing to believe that Thorin wouldn't do anything to harm him since he is his friend.

"But you should be," Gandalf warned him truthfully. "Don't underestimate the gold in that mountain. Gold and Jewels over which a serpent has long brooded. Dragon-sickness seeps into the hearts of all who come near this mountain." He looks at Bilbo appraisingly. "Almost all."

"Go on, get some rest," Sif insisted, opening the door for him to enter.

Once Bilbo walks inside the building, Sif and Gandalf turn to each other and began to suspect something about the halfling.

"Things have not been the same since we've left the company," Sif said.

"No," Gandalf shook his head. "Bilbo is keeping something from us."

"Hmm, so it would seem," Sif began to understand what he meant. "But how did he get all the way from Erebor to Dale. There were so many guards and soldiers wandering by, and they could've spotted him by now."

"Which is why you must find someone to keep an eye on him," Gandalf whispers to her. "If he should try to leave, have me informed."

"Understood," Sif complied and turned away to leave.


After the council meeting, Peggy and Sergeant Hank Kelly of Baker Company were walking towards a building where Captain Simon Savage and the Leatherback Raiders were busy getting their sacks ready to sleep.

"Miss Carter, I mean Director," Captain Savage corrected and gave her a soldier's salute. "What did they say?"

"They have agreed, hopefully its for the best that we don't get pushed in their fight against the dwarves," Peggy said.

"We have something that we will trade for the wealth in that mountain," Combat Kelly said.

"Thank god for that," Captain Savage said, relieved to hear the news.

Peggy was the first to notice something was up with Simon Savage and began to ask. "Is there something wrong?"

"No, its just, uh, well some of the brides and groom here or better yet, every one in my company have been overhearing that there's treasure in the mountain, and since you've hired us to join on this crazy, classified expedition, we were thinking that maybe a portion of the treasure can be given as our rightful payment to each and every one of us," Captain Savage explained. "I don't want to take much of your profit from you or S.H.I.E.L.D. Peg, but some of my guys are impatient in wanting to get the money."

"You and your company will get your money once the job is done," Combat Kelly reassured them. "Tell them they have to be patient. Please."

"I understand, but a lot of us really didn't expect that we would travel to an alien world," Captain Savage calmly argued. "So tell me Peg, what the hell? What's the problem here?"

Peggy was too reluctant to answer his question. She remember after the meeting, she overheard Gandalf and Sif about a sickness that remained within the mountain, for she feared that those with weak-minds would succumb to the sickness once they see the treasure with their own eyes. Director Carter feared the worse for Kelly and his company.

"We think the gold in that mountain could be cursed," Peggy answered.

Upon hearing the word 'cursed', Simon and the leatherneck Raiders started to laugh, thinking it was a joke that the Director was trying to play on.

"You serious?" Captain Savage laughed.

"Or I could say its ludicrous and maybe they're just making it up to p*** us off," Peggy grinned, looking a bit embarrassed.

"Peg, c'mon, why do you kill me like that?" Captain Savage asked, lowering his laughter down. "That's jacked up."

"Like I said, its ludicrous," Peggy said. "And yes, I jacked it up a bit, so is that a problem?"

"Look, I understand your not joking, but serious, why would some guy just say that the treasure is cursed?" Captain Savage began to ask her that.

"Curses are not real," Combat Kelly said.

"That's right," Captain Savage nodded slowly and whispered. "They're not. Its why I'm great a reader."

"Really, what kind of thing is that Captain, the alphabet?" Peggy asked, doing her part in outsmarting him like she use to do on Agent Jason Sitwell. "I can teach you. Let's start with words beginning with 'A'."

"Thanks ma'am," Captain Savage scoffed.

"We are not really planning on doing this," Peggy said. "Out job is to negotiate, and once we trade this..." she takes out the Arkenstone to show him and his company. "...gem. You'll get your cut as promised?"

"That's priceless you know," Combat Kelly told her about the Arkenstone. "Its probably worth billions."

"Yeah he's right, maybe you can give to me now, we can sell it for an auction," Captain Savage suggested of a plan.

"My thoughts exactly," Peggy smiled, putting the Arkenstone back in her pocket. "Its why Howard and I are always busy in our offices."

"I don't know how busy you get Miss Carter, but I could tell you really do know how to keep your s*** up," Combat Kelly chuckled.

"Darling, you have no idea," Peggy slightly grinned and turns to leave as she then focuses on Captain Savage, giving him an order. "Now tell your men to clock out and sleep."

"Yes ma'am," Captain Savage complied and turns to his men. "C'mon boys, shake a leg! Don't give me that look Punchy!"

"My feet are like killing me," Punchy complained.

"What you want me to fetch your slippers for you?" Combat Kelly asked. "Son, just get in your god darn sack and shut up."

"Yes sir, sorry sir," Punchy complied and apologized altogether.


Inside a room, Bilbo was given food and drink, and a nice comfortable bed for him. However, he was worried. He didn't bother wanting to eat, drink, or even sleep at all. None of it mattered at all if his friends, including Oakenshield, will not survive the battle. He hears that all hope if lost for them and that Thorin will not give his word or even trade the gold for the Arkenstone once Peggy Carter reveals it to him in the parley tomorrow morning. Bilbo sat on his bed, thinking on what he should do until he was visited by Count Dracula.

"You know, for a young halfling, you seem fretful," Count Dracula sensed what Bilbo had in him.

"I don't suppose your here to ask how I'm feeling right now?" Bilbo asked, nervously.

"I can feel the fresh blood in you," Count Dracula sniffed. "It may be pure, but we know how to survive."

Bilbo was very nervous when he stared at the vampire lord and began to wonder what he was here for and asked. "Your not thinking I'm a meal?"

"Hmm, no, not really," Count Dracula chuckled wickedly. "So this Oakenshield of yours, is he your friend?"

"Yes," Bilbo answered.

"I trust you say the truth, but I know its not true," Count Dracula said. "You don't see him as a friend anymore. You worry that he'll not keep his end of the bargain."

"Of course he'll keep his end of the bargain, I know he'll want to offer the gold in exchange for the Arkenstone, and it'll work," Bilbo claimed. "Are you assuming that it won't happen?"

"That's what the pointy king says to himself," Count Dracula told him and began to point something out as well, in which he decided to change the subject. "Even though, there's something that troubles me. You in the other hand come to the city unseen, passing through the guards in every corner of the city, especially my own. How is it that a simple, lonely burglar, such as you, can do something like that?"

"Maybe its because I'm a clever burglar," Bilbo grinned, hoping Dracula would buy it.

"Really, then how did you get inside the city?" Count Dracula asked. "No one can can just sneak in like that. Perhaps you didn't know that every leader are not allowing anyone from leaving or entering during the night."

"I don't understand," Bilbo pretended as if he was truly confused.

"Yes you do," Count Dracula smirked. "I can feel your heart beating in a rapid pace. Means to tell me your keeping something that you don't want to reveal. Is it something precious? Or... are you afraid to reveal the truth? So I should ask you again, how did you do it?"

"That's what I thought," Bilbo sighed. "Sorry, my lord, I can't tell you."

"Hmm, have it your way," Count Dracula said, standing up to leave. "I'm pretty sure others will learn the truth. Better watch yourself... halfling."


Meanwhile, Angie Martinelli and Peggy Carter just got together and settled in a room where they get themselves ready for tomorrow.

"Last time I saw Stark was at a U.S.O. show in Passaic," Elasti-Girl told her friend about Stark when she passeds her a glass of warm chocolate milk. "You can eat him with a spoon."

"Yes, I understand he was quite something," Peggy sighed.

"Everything all right, English?" Elasti-Girl asked, wondering what the problem was.

"Fine, Angie, if you don't count work as a director, you can end up trapped in a lot of bloody papers," Peggy answered.

"Oh I see, its all about the work and how your people give you a hard time," Elasti-Girl understood how she felt.

"No more than usual, it's just after the war, I had a sense of purpose, responsibility, but now we end up in something that seems impossible to fix," Peggy sounded a bit worried. "I try not to think of Steve, I try to reconnect the dots, but I never get a chance."

"You know what I think of you," Elasti-Girl grinned. "I see you as a great, intelligent woman who knows how to take of everything, run an agency who founded, even if it goes down. But what I prefer is, you need to keep this all the way up. You have talent, English. Don't wait for broadway to call you up again. Speaking of which, I have a couple of jerks that some refills and then I'll clock out."

"Tell me, does this Bard the Bowman have a thing for you?" Peggy asked, grinning if she was attracted to him.

Angie blushed, trying to think of something to say, embarrassed. "By killing a beast thats the exact size I can take, yeah, but I don't think he's in to me, English."

"Well I think that dragon slayer quite fancies you," Peggy said.

"Shut up, English," Elasti-Girl giggled. "You talk too much."


PRESENT

Back in the present time, Sif had been telling Coulson everything about Smaug, a dragon of pure chaos who responsible for the destruction of Dale and taking over Erebor for the gold he desired. After telling him of Smaug's demise, she explained about every army gathering at the slopes of Erebor to take claim over the treasure while Thorin had succumbed to madness and refused to share.

"Bilbo Baggins brought the Arkenstone from Erebor to Dale," Sif finished. "He believed it was the only way to prevent war from happening."

"I suppose he was successful in that, right?" Coulson asked.

Sif sighed, eltting out an answer. "No."

"Something happened," Coulson began to suspect that there was more.

"Yes," Sif nodded and let out her one and only answer. "War."