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 Reuel Tolkien, and without his genius, this and many other fan fics would not be in existence.

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Please note- life is quite busy for my family right now. I will update as I can (I'm trying for Sunday afternoons, but no guarantees). Fingers crossed! :)

Beorn looked back at his cottage, noting to himself that the dwarves had secured the great wooden gate behind him as agreed. The skinchanger had patrolled around his house and a great part of his lands for the past hour, checking for signs of wargs and orcs. Satisfied that there was no fresh scent and that the filthy creatures had indeed moved further south, the large beast set off toward the southwest at a brisk pace.

As he continued on toward the Carrock, his mind recalled the conversation he'd had with the youngest dwarf. The mention of young Kili losing his knife in the bushes outside the woodsmen's village in particular proved to be of great interest to him, as did the pair's acquisition of the horse.

Meril came upon them after he'd lost the knife, or so he said, the skinchanger thought to himself. If he was speaking the truth, the knife should still be out there.

Trees flew by as the large beast climbed the hill opposite the great rock, their shadows growing ever longer as the sun quickly dipped below the edge of the mountains to the west. Stars slowly began to twinkle above as night approached. Stopping atop the ridge, the great bear took one last look back toward his valley. Light shone inside the distant windows as smoke gently wafted up from the chimney, and the soft sound of crickets chirping peacefully in the meadow easily reached his sharp ears.

The dwarves had promised to stay inside the hedge and keep the gate secure, as well as tend his animals while he was away. Should need arise, they'd also promised to defend his home if necessary. He had deliberately allowed the use of his forge to repair and replace their weapons, knowing that they would be his animals' only defense against intruders. Though given the signs he'd seen, they shouldn't be bothered in his absence.

And they also have the wizard, which could prove to be quite useful should an attack happen, he thought to himself, before heading down toward the sparkling Anduin. With any luck, his home would remain safe for the three days he expected to be gone.

Let us hope the young one was speaking the truth, the skinchanger thought grimly. Or things will go very ill for their little troupe once I return.

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Kili stared up at the great beams above him, sleep eluding him as he thought back to the healing scars on his brother's arm. His brother had brushed it off as nothing earlier when Oin tended the wound, but the young dwarf knew his brother better than anyone. It didn't escape his notice that the usual joviality that accompanied his brother's jokes was completely absent in his countenance, even though the tone of his voice indicated otherwise, and it greatly worried him.

Fili snored lightly beside him, and the young dwarf turned toward his sleeping brother. The blonde dwarf was a far greater swordsman than Kili could ever hope to be, his ambidexterity being a great asset in that endeavor. Though it was prudent of any warrior to learn to fight with both hands should one become injured in battle, few had managed to completely master both hands with equal skill.

Kili knew, without a doubt, that his brother would have never allowed a warg to get so close to him, let alone bite his arm. Fili's sword would have gone down its throat and killed it long before the warg's teeth reached his upper limb. Even if that sword had been absent for some unknown reason, the other sword would have been but a hairs' breadth behind where the first one should have been.

Unless he'd dropped both swords, the younger thought to himself, frowning. But he hasn't accidentally dropped a sword in over sixty years, as far as I can recall.

His eyes landed on the bandaged limb resting upon his brother's chest. Oin had redone the bandages after Fili's sparring session with Dwalin, the white linen having been soaked with sweat and dirt, and admonished him for not taking it as easy as he should have. It hadn't escaped Kili's attention that his brother had been favoring the limb during supper, though he tried to hide it, and he hadn't missed the deep concern in Dwalin's gaze either as he glanced at Fili throughout the evening.

A slight shuffle sounded opposite the stall, and Kili's eyes rested on the young woman, still unconscious. Her fever had lessened from the day before, but the young prince had noticed Gandalf's concerned gaze every time he'd glanced back in her direction that afternoon, and was beginning to become quite worried about her as well. Oin hadn't seemed to notice, and was far more optimistic than the wizard seemed to be when he'd tended her wounds earlier, but Kili would not doubt that Gandalf's healing power far surpassed even his cousin's. The tired healer sat beside her now, snoring lightly as sleep had claimed him over an hour ago.

Sighing once more, the young dwarf slowly sat up, mindful of his healing ribs and the sleeping dwarves next to him. Rising to his feet as quietly as he was able to avoid awakening the others, the young prince tiptoed in between the outstretched limbs of his companions and made his way toward the dining room.

The fire had died down soon after Oin had fallen asleep, so Kili grabbed a large iron poker and stirred the glowing coals. Reaching into the woodbox, he quietly added a couple of logs and some smaller split wood to the fire, before gently coaxing the meager flame back to life. Warmth began to fill the large house once more, and the young dwarf sat down on the woven rug in front of the fireplace, mulling over his thoughts.

A slight shuffle sounded behind him, and the dark head whipped around, only for his gaze to meet the tired eyes of his brother. It was not unusual for one brother to awaken if the other was absent, though Kili had done his best to avoid disturbing the other's sleep. Fili moved around the large table, and sat down beside the younger, yawning.

"Why are you up, nadadith?" he asked, blue eyes meeting brown. Kili swallowed heavily, before looking back at the fire.

"Oin fell asleep on watch," he said quietly. "The fire almost died, so I tended it." Fili nodded, both understanding that Oin hadn't gotten a lot of sleep of late with the young woman's illness.

Glancing between each other, the pair didn't need words to confirm their decision to take over the duties of the old dwarf's watch in his stead. Neither were too worried about anything adverse happening, knowing that the fear of Beorn's wrath and his orc and wargskin warning outside the hedge would likely be a sufficient deterrence to those of a less than savory nature, but they were both well trained warriors and Thorin had taught them to always be cautious even if things appeared safe. Fili fell silent, blue eyes following his brother's as they rested upon his bandaged arm.

"Fee, what happened?" Kili asked quietly, meeting his brother's eyes. His expression was dead serious, and Fili swallowed thickly, quickly averting his gaze as he remained silent for a few long minutes. Worry and concern settled in the pit of Kili's stomach as he watched his brother close himself off.

"Filán," the younger pleaded in Khuzdul, using his brother's inner name. Fili's gaze slowly met his again, shame in the orbs. "Please, brother. You have never kept something from me like this. I know there's something you aren't telling me. You wouldn't let a warg get so close to you, and we both know it."

Fili swallowed heavily, before his eyes began to mist. Kili's eyes grew wide, and he immediately reached an arm around his brother's shoulders, gaze roaming over him with concern.

"Fee?" he asked, his voice a mere whisper as realization dawned on him. "You...you let it get close to you?" The elder nodded shakily.

"A-aye," he whispered back, his expression filling with shame. Looking back at his brother, he swallowed heavily as tears pricked the corner of his eyes. "When-when I thought you were dead, I...I don't know what came over me. All I thought- all I could think- was that I'd...I failed you, and I..." the elder trailed off, and Kili understood.

"Nadad," he said gently, swallowing heavily as he gently squeezed his brother's quivering shoulders. "You did not fail me. I was the one who didn't jump far enough- there was nothing you could have done to keep me from falling."

"I-I know that now," he replied, sniffling slightly as he tried to regain composure, the bitter truth still haunting him. "B-but at the time-"

"Fee," Kili interjected, moving to sit in front of his brother and meeting his gaze. "You did not fail me. You could never fail me, brother. What happened is done. I am alive, and we are finally back together with you all again." Kili's gaze softened as he saw the shame in his brother's face, and gently brought his forehead to meet Fili's.

"When I found the Oakenshield, it was covered in blood," he said quietly, his own voice constricting a bit. "I thought...I thought Thorin was badly injured, if not dead. I never thought it could be yours. But I swear- I swear on my life- that I will do everything in my power-"

"You cannot promise me that, Kili," Fili interjected. Kili opened his mouth to continue, but a look from his brother silenced him. Fili reached into his trouser pocket and pulled out the runestone his mother had given him, and held it up.

"We both promised Mother we would return to her," Fili continued. Kili looked at the etched runes, the firelight glancing off the polished stone, before pulling his own out from its resting place. Silently he traced the runes on his own stone.

"Return to me," he whispered, before looking up at the elder. Fili nodded.

"Aye," he said quietly. "But what you don't know is that I also promised Mother that I would protect you with my life." Kili's eyes widened in surprise.

"You never told me that," he replied, and the elder sighed, hanging his head.

"I wanted to," Fili replied, eyes downcast. "But I knew that if I did, you'd only be upset and say that Mother didn't think you could defend yourself." Kili went to retort, but stopped himself as realization dawned on him.

Fili is right, he thought with chagrin. When we left Ered Luin, I would have said that.

"And that is why you thought you failed me," he said slowly, meeting his brother's eyes. Fili nodded.

"I thought that I'd broken my promise to both Mother and you," he said quietly. "You didn't know it, but the night before we left Ered Luin, after you fell asleep I made you that same promise." Fili sighed deeply as he set the stone down on the carpet before him.

"And I almost broke it," he whispered, looking back up at his younger brother. The two sat in silence for a few minutes, both realizing that this quest was nothing like the grand adventure they'd envisioned back in the Shire.

"Brother," Kili said quietly, breaking the silence. Fili turned toward him, and the dark haired dwarf clasped his shoulder. "I know now that our lives are not in our own hands- not completely." He glanced back toward the far stall, where Cirashala was sleeping, and swallowed heavily.

"But all I can do is promise that, no matter what happens, I will do whatever is in my power to make sure that we survive this quest," he finished. Meeting his brother's gaze, he swallowed heavily.

"I do not want to break my promise either," he whispered. "I do not...want to lose anyone I love."

"You may not be able to stop it," the elder replied. "Our lives, as you said, are in Mahal's hands, not our own." Kili nodded, once more glancing back to the far stall. Fili frowned, following his gaze.

"I know," Kili said quietly, before meeting his brother's gaze once more. "But that doesn't mean I cannot try." Fili smiled, before clasping his brother's shoulder.

"And I will try as well," he replied, nodding. Kili yawned suddenly despite himself, and the elder chuckled.

"Brother, I know that you find Oin's herbs disgusting," he commented, shaking his head a bit as his younger brother made a face. Secretly, he completely sympathized with Kili's disdain for the healer's herbs, as did most, but wouldn't admit it to anyone. "But they would help you sleep."

"I couldn't sleep, Kili admitted. "I was worried about your arm."

"My arm will be fine- eventually," Fili reassured. "It's healing, slowly but surely." The younger nodded, satisfied with the answer.

The two sat in silence for several minutes, neither willing to return to bed just yet. The full moon continued to rise, shining through one of the many openings in Beorn's wall and bouncing off the various furniture and carvings scattered throughout the room. The elder couldn't help noticing that the younger kept glancing toward the far stall, concern in his gaze has he swallowed heavily and stared down at the hands in his lap.

"My arm isn't the only reason you couldn't sleep," he said quietly, causing the younger to look back toward him in surprise. Fili's gaze softened in understanding. "You're worried about her." Kili's eyes widened, and he quickly averted his gaze, flushing slightly. The elder's eyes noted his reaction, concern filling the blue orbs at what he saw.

"S-she saved my life, Fili," the younger said quietly, though he refused to make eye contact. "And she's my friend. Of course I'm worried about her." Fili frowned as he looked at his brother, who was now nervously picking at a piece of hay on the stone floor.

He's hiding something from me too, and I think I know what it is.

His mind traveled back to the cliffside, when realization had dawned on him that his brother may feel something for Cira beyond friendship, and the elder swallowed. He listened carefully for the snores and deep breathing of the company, the sound faintly audible in the quiet night, and was relieved that everyone else seemed to be asleep, including Gandalf. Gaze returning to his brother, he looked long and hard at Kili. He would need to choose his words wisely if he was to confirm his suspicions.

"Kili," he said gently. The younger hummed, but still didn't look at him, causing the elder's frown to deepen. His voice took on a firmer tone. "Nadadith, look at me."

Kili's gaze slowly moved toward his brother's, fear barely discernible in the dark orbs but still definitely there. Fili's gaze softened, the elder swallowing heavily as he thought about the subject he needed to discuss.

"Brother, I know," he stated quietly, causing the younger's eyes to widen with a slight gasp, before his eyes quickly turned away.

"Know what?" Kili replied, his voice seemingly nonchalant, though Fili heard a distinct waver in it.

"That you carry a torch for Cira." Kili visibly froze, the piece of hay he'd been picking at falling to the floor unnoticed even as the color drained from his face.

"I-I don't know what you're talking about," he whispered quickly, his voice audibly wavering now. "She-she's my friend, that's all. I-I don't...I couldn't...I-it doesn't matter, because she's just my friend, nothing more."

The elder's eyes widened a bit as he saw his brother's hands begin to tremble nervously even as he refused to make eye contact, and immediately knew he was lying. His brother could never lie to him without him knowing it.

"Kili, look at me," he said quietly but firmly. Kili refused to lift his head up, the dark locks framing both sides and hiding half his face. "Kili, look at me."

Slowly, the brown eyes rose to meet his, the younger looking like he wished the floor would open him up and swallow him whole, and at the same time pleading for his brother not to press further. Fili looked hard at his face, seeing the pain and fear swirling in the dark orbs along with something else entirely. There was no question in Fili's mind what the other emotion was, despite the younger's attempts to hide it, and the elder's eyes widened in complete shock as he gasped.

"You're in love with her," he finally whispered, unable to believe it. The younger's frightened, pleading expression confirmed his suspicions. "But, Kee- how?"

Before Kili could reply, a sharp cry sounded at the back of the cottage stable, causing both brothers to rush to their feet in alarm.

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A response to guest reviewer theblackbrumby-feel honored. I THINK I found the right theblackbrumby and PM'd you because my response was so long (rare for guest reviews, especially as I avoid spoilers on them for the benefit of others), but if it was the wrong reviewer then review this chapter and let me know in the review so I can respond to your absolutely lovely review next chapter as a guest response :)

Many thanks to all who review, favorite, and follow- you are the encouragement I need to keep at this story and remind me why I am determined to finish it even when life kicks me in the rear end :D :D :D