The March of Time

20: Beorn

Hey guys! So Chapter 20 is here! I feel like I've hit a milestone; 20 is just such a good number for a story, and I appreciate everyone who has stuck with the story thus far!

A/N: I will most likely post two chapters this weekend, since today is only Friday, but we had another ice day today so school was cancelled which was why I was able to post this so early. Also why I want to post two chapters is because the weekend of Feb. 28-March 2 I won't be here to upload so this weekend will be like the make-up week for that chapter since I'm off today.

Anyway, here is Chapter 20! Hope y'all like!

Chapter 20: Beorn

Alison felt like she was stuck in a recurring nightmare, an endless dream she always fell into where she was constantly running for her life, pursued by some new nasty creature every time. But as much as she wished it was, she knew it was not a dream; her heaving lungs, burning legs, and hot fear were enough to tell her that.

They had run steadily onwards through the night, not once pausing for a break, and Alison was becoming increasingly grateful towards her mother for forcing her to run track in middle school and freshman year, otherwise she would've collapsed hours ago.

They had not dared to stop; even when the air behind them grew still from lack of Warg howls or the other creature's booming roars and pursuing footsteps, they kept running, for always a few seconds later they would hear the trampling footfalls behind them once more and the renewed snarls and knew they were not in the clear just yet.

Just before dawn broke, they tumbled out of the mountains, hearing the Orcs behind them, but not yet seeing them. To Alison, that just made it even more terrifying, and the adrenaline and terror pulsing through her was what gave her the strength to push on after the Company as Johnathan and Gandalf took the lead, leading them out of the mountains and into the flatter wilderness beyond.

Once again, Alison found herself beside Thorin, but this time there was no camaraderie or conversation; the only sounds Alison could hear were her and Thorin's labored breathing, their heavy footfalls on the gradually flattening ground, and of course, the bone-chilling howls of the Wargs and snarls of the Orcs behind them.

Even over that sound though, was the even more terrifying noise of the bear-like creature Bilbo had scouted earlier, its roars echoing thunderously in the mountains behind them, and if Alison had any breath to spare, she would've laughed at the sheer rotten luck they seemed to be having every two seconds.

The sun was climbing higher in the clear sky, shedding light on the wild yet gorgeous flatlands around them, but Alison had no time to stop and appreciate its untamable beauty; the Orc pack and the creature weren't letting up on their hunt, and it was all she could do to stay focused on Fili's back in front of her and concentrate on not dropping her swords or tripping and face-planting over her feet.

Like a lull in a composition of dramatic music, the hunting party's cries slowly faded out, but they weren't fooled, and Gandalf shouted, "Quickly! Keep running!"

No sooner were the words out of his mouth than there was an outbreak of howls and roars again, and with a thrill of horror, Alison realized that they sounded a lot closer than last time. This encouraged a burst of speed from the Company, and even though they were weighed down with their armor and clothing and weapons, they practically flew over the wild plains, their hunters hot on their trail.

It was mid-afternoon when they came to a small patch of woodlands, and above the agonizing pain of the stitch in her side and the sound of her heart crashing against her ribs, Alison dimly became aware that they hadn't heard the Orcs or the creature in an unusually long time, which gave her some small hope before it was crushed. She knew there was no way they had given up their chase that easily, and that they would be back. But the lack of imminent pursuit seemed to warrant a small rest, and as they crossed into the tree-line, Thorin ordered them to break.

"Stop!" he called to the rest of the Company, and they did, immediately, their legs nearly giving out underneath them as sweat dripped down their strained faces, and Alison stopped, her legs feeling like jelly and her lungs burning intensely. "You have two minutes to catch your breath, and then we need to move."

"I think that's a bad idea," Johnathan voiced, and Alison was shocked and strangely upset to see that he seemed perfectly fine as he stood at the front of the group; his pale cheeks were tinged faintly red from the exertion of non-stop running, and his chest heaved with large gulps of air, but other than that, there was no other sign of strain; in fact, he looked like he could run for at least another day before tiring. Anddrilri was back in its sheath for now, but he held his black bow tightly as his eyes scanned their surroundings with quick, calculating strokes. "We should push on while we can. If they lost our trail, even for a moment, we have a far better chance of surviving if we keep moving."

Thorin ignored him, instead turning to Gandalf and saying, "How far until we reach this house?"

Alison turned to look at Gandalf, and was miffed to see that the Wizard, a man older than her by decades, also didn't look tired or exerted at all; then again, she guessed that had to be one of the perks of being an immortal Wizard living in Middle-earth.

"Not far," the Wizard replied, his piercing eyes scrutinizing around them. "We need to cross one more stretch of plain before we reach it."

"So we need to be in the open once more?" Kili asked, and Alison heard the silent question in his voice: What if we're caught?

No one answered him, but they all exchanged uneasy looks, knowing that Kili was right. The open plains were more dangerous than anything, and they risked being run down easily; but it was a chance they had to take if they were going to make it to this mysterious house Gandalf was being so elusive about.

"Come on," Thorin said. "We need to go." But as he said it, he looked over his shoulder, absent-mindedly rubbing his left forearm again, and Alison didn't miss the flash of steely anger in his pale blue eyes, and she knew that the Dwarf king was thinking of Azog.

"Hold on," Johnathan said, before they could move, and Alison turned to face him, seeing his dark eyes flicker around the Company, settling on her for a moment before moving on. "Before we go any further, I want to know why these Orcs are after you all. What could you have possibly done to draw their attention for them to hunt you so ruthlessly?"

There was a heavy moment of silence in which no one said anything, and though Alison knew they couldn't say anything to him about the quest, she also knew his question was a valid one that needed an answer.

Thorin glared at the man, as if daring him to ask that question again, and Alison stepped forward, Johnathan's eyes flicking to hers once more.

"It's my fault," she said weakly, her breath not fully recovered yet, but she put as much conviction into it as she could, hoping he wouldn't be able to see past her bad lie. "It got out that an Ashburne warrior was traveling with a Company of thirteen Dwarves, a Hobbit, and a Wizard, and now they want me dead or taken prisoner because of it. I don't know the exact reason why they want me, but they do."

Johnathan studied her for a few moments, his eyes narrowed suspiciously, and Alison held her breath, even though her lungs begged her not to. Eventually, Johnathan nodded, though he still looked dubious, and she released her breath in a small sigh.

"Well, you certainly do draw an interesting crowd, cousin," he said, and she grinned half-heartedly as he turned away, scanning the trees again. Alison met Thorin's eyes, and the Dwarf king gave her a grateful nod, just as a wild shriek ripped through the air behind them—and it sounded very close.

"This way!" Gandalf shouted, plunging further into the trees. "Quickly!"

Johnathan tore after him, and the rest of the Company followed suit; Alison's exhaustion was momentarily forgotten as she raced through the stunted trees, a new surge of adrenaline taking hold of her as the sounds of pursuit picked up again, sounding so close she could imagine hot, feral breath on the back of her neck as she ran.

Suddenly, there was a startled yelp from behind them, and then there were many fearful yowls and cries from the Orcs and Wargs as another, stronger roar sounded above their noises, and Alison heard the scattering of undergrowth as the Wargs and Orcs took off, breaking ranks as thunderous footfalls raced closer to the Company, a fearsome roar curdling through the trees. With a stab of horror, Alison realized that the bear-like beast had finally seemed to catch up to them, and if it had been enough to scatter the Orc hunt off their trail, she feared that they would soon be dead if even Orcs fled before it.

Alison stumbled on a tree root, and she gasped as she lost her balance momentarily, but there was a sudden strong push on her back that kept her upright, and she heard Thorin's voice growl, "Steady, Alison."

Feeling her heart in her throat, Alison pushed on, her arms beginning to feel leaden from the strain of holding her swords upright for so long, but she pushed the discomfort aside. She had to keep moving, she had to.

The trees began to thin out, and still the creature pursued them, its heavy strides sending trembles through the ground underneath Alison's feet as the sunlight brightened, and then they broke out of the trees, entering onto a flat, wild-looking plain with short stubby grass interspersed with patches of wildflowers and a few puddles of clear water here and there, left over from the rain a few nights ago.

Alison spotted something in the distance, across the long plain; what appeared to be a mound of giant rocks was rising out of the landscape, surrounded by another patch of woodlands like the one they had just run out of, though these woods looked older and larger, their trunks wider and their branches fuller. After a few more seconds of running, the rock-tree structure became clearer, and Alison realized with a shock that it was a house, seemingly built out of the landscape itself, and larger than any normal house in the woods ought to have been.

She felt relief rush through her at the sight of the house, but it was instantly quashed as another bone-vibrating roar boomed behind them, and the giant footfalls strode even closer.

Bombur, who had been running in the back of the Company ever since the mountains, suddenly waddled past Alison at a speed that surprised her, at the same time that Gandalf dropped to the back of the group with Johnathan, Glamdring poised and Johnathan's bow now nocked with one of his black-feathered arrows. Thorin fell back with them with Orcrist, leaving Alison alone in the center of the group as the Dwarf king, Wizard and Ashburne took defensive positions at the rear as the beast drew closer.

"Into the house!" Gandalf shouted. "Run!"

The house was only a few hundred yards away, and Alison could make out a tall fence-like structure surrounding the house, overgrown with foliage and choked with vines, but fortunately the high gates stood open, as if waiting for them, and she didn't know whether that was a good sign or bad.

The Company sprinted through the gates at full speed just as another roar sounded behind them, and then there was a splintering crack of trees that drowned out what Gandalf had suddenly shouted as the roaring grew impossibly close.

Alison glanced back over her shoulder as the Company passed through the gates, and she nearly fainted as she saw a huge, towering mass of something crash out of the woodlands behind them.

The beast was distinctly a bear; there was nothing else for it, except the fact that it was humongous, at least the size of her smaller house back home, rippling with muscles under coarse black hair and its mouth gaping in a fear-inducing snarl, and even from where she was, Alison could see the fangs gleaming, its canines at least the length of her swords alone.

The creature bellowed again as it rushed out of the trees towards them, and Alison could only stare in shock, suddenly hit with the realization that this thing was after them, and was possibly going to tear them to pieces in about ten seconds as it bounded closer towards the gates.

"Alison, what are you doing?" Fili barked, grabbing her wrist and pulling her towards the house forcefully. "Get inside, come on!"

With difficulty, Alison tore her eyes away from the beast and sprinted after Fili as they raced to the front door of the house, which seemed made for the likes of a giant as it towered above them. The Company all threw themselves at the door, but it was locked, and Alison wondered why they couldn't just unlock it, until she saw why.

Gazing above their heads, she saw the bolt of the door above them, at least a foot out of even Dwalin's grasp, who was the tallest of the Dwarves besides Thorin. Alison felt a surge of despair as the trembling footsteps of the beast got closer and the Dwarves futilely tried to unlock and break down the door, and she looked to Fili in fear, her throat too choked up for some last goodbye or whatever this situation called for. He met her eyes, looking as panicked as she was, but he squeezed her wrist reassuringly as the Dwarves shouted and pounded on the door.

The bear was almost on top of them, and Alison broke Fili's gaze to see Gandalf, Thorin, and Johnathan hurtling towards them, weapons out as the beast chased after them, almost at the gates.

"Open the door!" Thorin was yelling. "Open the door!"

"It's locked!" Fili shouted back, as the bear roared once more, and with a hoarse gasp, Alison saw it lunge through the gates, almost on top of them.

"Get out of the way!" Johnathan snarled, and he flew past Alison and Fili, shoving through the Dwarves as he said, "Move! Get out of the way!"

The Dwarves obeyed, standing out of his path as Johnathan reached the door, throwing his hand up and sliding the bolt back, his pale fingers scrabbling on the wooden bolt as he managed to get the door unlocked. "Everyone inside!" he ordered. "Get in, now!"

With no hesitation at his commands this time, the Company piled through the huge door, Gandalf and Thorin behind them as the beast charged towards them down the front pathway of the house.

"Close the door!" Johnathan ordered, and the Dwarves lunged for the door, shoving it closed as Fili pushed Alison to the back of the group with Bilbo before joining them. With a force like a cannon, there was a sudden blow to the door from the other side, and Alison watched in dismay as a large, snarling muzzle appeared in the crack of the door, ropes of drool dripping from the beast's fangs as it tried to force its way inside, its nose twitching at the undoubted scent of fear of the Company as they tried to shut the door, using all of their strength to push the beast's muzzle out of the crack.

Alison saw Ori pick up a stone from the floor and fit it to his slingshot, taking aim, until Johnathan shouted from his place at the front of the group, "No, do not aggravate him! Keep pushing, no weapons!"

She could sense the bewilderment coming from the Dwarves at his words as Ori tucked away his slingshot and joined in pushing on the door, and Alison couldn't blame them; him? The way Johnathan spoke of the bear, as if it were human…

In a sudden staggering daze, Alison took in the house they were in as the Dwarves continued their struggle at the door; though she knew she ought to be helping, that she shouldn't be letting her attention go astray, it struck her that she finally knew whose house this was, recalling the chapter from the book: this was Beorn's house. Of course, she didn't remember the Company being literally chased by Beorn and seeking refuge in his house from him, but she did remember that their journey had eventually led them to here, on the edges of the Wilderland.

With a last collective grunt of effort, the Dwarves and Johnathan finally managed to shut the door on the bear, and Johnathan slid the bolt home as the beast continued to rage outside, slamming into the door repeatedly, but it seemed the door was built to withstand such attacks. After a while, as if finally realizing that the Company was safe, the assault on the door stopped, and the Dwarves stepped away from their positions at the door warily, looking to Gandalf with wide eyes and gaping mouths as the Wizard stood, sheathing Glamdring at his waist and seemingly not troubled by what had just happened.

"What is that?" Ori breathed, as the Dwarves stood, panting heavily with their weapons still drawn.

"That is our host," Gandalf replied simply, and the Dwarves shared incredulous and shocked glances, looking from the Wizard to the door and back as if hoping he was joking, but Alison knew the Wizard was deadly serious. "His name is Beorn, and he is a skin-changer. Sometimes he is a huge black bear,"—he nodded his head at the door—"And sometimes he is a great strong Man. The bear is unpredictable, but the man can be reasoned with. However, he is not overly fond of Dwarves."

As Gandalf spoke, Alison felt some of the terror seizing her body dissipate, and she felt relief pulse through her as she replaced Natrem and Maodus back in her scabbards, her arms tingly as she forced her cramped hands off the hilts, her fingers sore from clutching the blades so tightly.

Johnathan ignored this whole exchange, instead walking further into the house as if he was familiar with it, stepping up a platform on the right side of the house and entering into what Alison assumed was a kitchen, since there was a huge table in the center of the open space and a fire large enough to roast several men backed against the far wall, though with some difficulty, Alison recalled that the skin-changer Beorn did not eat wild animals; which was understandable, considering he was technically one, too.

Pushing her sweaty hair out of her eyes, Alison crossed to the kitchen where Johnathan was roaming, only vaguely listening as Dori ranted about Beorn being under some Dark spell or something, and the Ashburne looked up when she stepped onto the platform, placing his bow on one of the dining table's "seats", which was more than half his height.

"Cousin," he greeted cordially, turning away from her as he began to open some cupboards spaced throughout the room and sifting through stores of dried fruits, cheeses, breads, and other things that made Alison's stomach growl hungrily. "You're looking a bit worse for wear."

Alison chose to ignore this comment, though she was becoming increasingly aware that she was drenched in sweat, her muscles shook tiredly, and she probably looked and smelled pretty bad, too, considering it had been over two weeks since she had last bathed and they'd been in the wilderness and running for their lives during most of that time.

"'The protector of the protector,'" she said instead, and Johnathan looked to her, raising an eyebrow. "That's what you meant when we first met you; you work for Beorn, while he's the guardian of these lands. That's how you knew where his house was, and why you told Ori not to harm him."

"Working for him would not be the term I would use," he said, pulling out a store of dried apple slices and raisins. "Yes, Beorn and I are familiar with each other, but it's more of a…mutual agreement between us, if you wish."

"And how does that work?" Alison asked, watching as he pulled out more bowls of nuts and wild berries and dark, seeded loaves of bread from the various cabinets, placing them on the seat where his bow was.

"The Valar only woke me a few months ago," he said. "Back in April, I believe. I woke up on the eastern banks of the Anduin River, with only a message saying I was to wait for the next Ashburne warrior to cross my path. I was dressed and armed exactly the same way you see me now, the same clothes and weapons I had had on my person when they first put me into my sleep, and I had no supplies. So I wandered the Wilderland for days, until Beorn stumbled upon me, fortunately in his Man form. He is not a very trusting Man, but when I told him my story and who I was he offered me sanctuary and provisions. He offered me a deal that would allow me to stay in his stead whenever he disappeared and look after his land until I found who I was looking for, and so…here I am." He shrugged, meeting her eyes.

Alison nodded slowly, feeling a sense of something almost like…pity coming over her. Despite Johnathan's irritable and domineering personality, she hadn't given much thought as to how his life must've been upon awakening; it must have been an enormous shock, to wake up a thousand years later from where he had been, with only a cryptic message saying to wait for his ancestor to cross paths with him and trying to get used to living in a strange world that had changed so drastically as to when he was awake, especially with so much baggage from the past weighing on his shoulders. Alison had never realized just how hard all of this must be for him, and she suddenly pitied him for what he must be going through; yet she admired him, also, for he wasn't shrinking away from his task, and he was helping them, helping her. Then she felt slightly ashamed of herself, for being petty and jealous of his capabilities and cursing him for how annoying and stuck-up he was. He had been through a lot more than she had, and she felt guilty for being so hard on him.

As if knowing what she was thinking, Johnathan waved a hand at her. "Go see to your friends," he said. "I'll get us some food." Alison nodded, moving to walk away, when Johnathan's voice kept her back. "Oh, and if you need to have a, ah…private moment with the little blonde one over there, I won't intrude."

Alison spun around, feeling her cheeks flame instantly. "Who told you that?" she demanded, taking in his wicked smirk and glittering eyes with a dark glare.

"No one told me," he said, his voice humorous. "I overheard some of your companions talking about it the other night. And, well, no offense, but the way you two tip-toe around each other…"

Alison glanced over her shoulder automatically, seeking out Fili's mane of blonde hair among the huddled Dwarves who were still talking to each other in low voices, though they had moved far away from the door.

"That's none of your concern," she retorted, turning to face him and raising her chin haughtily. It was bad enough that she already felt judged from the rest of the Company after her and Fili's kiss, though they had agreed to stop things, and she didn't need Johnathan's input now.

He put up his hands in defense, though that smirk was still planted firmly on his face, and Alison rolled her eyes, knowing she was being melodramatic, but not really caring. With a small huff of indignation, she descended from the kitchen platform, making her way over to the Dwarves, when she heard a small squeak from underneath her feet. She looked down and saw a tiny creature with a naked tail near her boot, and it chattered almost angrily at her for nearly stepping on it, and Alison shrieked as she realized what it was.

She leaped back up onto the platform, doing some sort of weird, frightened little jig as the Dwarves' intense discussion was abruptly cut off as they ran over, lifting their weapons again as Johnathan exclaimed "Bloody hell!" from behind her.

"No, no, no," she said in a fit. "I am so done. No. I'm not staying here if there's rats."

The Company all stared at her blankly, lowering their weapons as they looked down to the floor and saw what had been the cause of her frightened disgust.

"You mean this?" Kili asked, pointing at the furry little creature nibbling on the straws of hay scattered on the floor below his feet, and Alison shuddered, not being able to look at it. "Hold on," he said, and Alison could hear the grin creeping into his voice. "You mean you're afraid of rats?"

"I'm not scared of them," she said, feeling her stomach clench uneasily. "I'm sickened by them. They're so creepy, with their squeaks and fleshy tails, and all those diseases they carry around…ugh." She shuddered again, still keeping her eyes squeezed firmly shut.

"Well I don't think you have to worry about rats," Kili said, and Alison cracked open an eye as she looked at him, seeing his chest shaking with suppressed laughter.

"What do you mean?" she demanded.

"That's not a rat," he said, and he was definitely laughing now, and she saw the rest of the Company breaking out into snickers as well. Alison glared at them with both eyes now, confused. Kili chortled at her expression, and he said, "That's a mouse."

They were all chuckling by this point, but Alison didn't find it amusing. "So?" she said. "Rats, mice, they're still the same thing. And if you're expecting me to sleep here tonight, on the floor with those things scurrying around, you can forget it. I'm not doing it."

"Well it's either that or taking your chances outside with the bear," Johnathan said reasonably, coming up behind her with his arms laden with food for them all. Alison shot him a look, and he only grinned, moving past her into the interior of the house. "Come on, we need to eat."

"Oh, shut up," Alison snapped half-heartedly to the snickering Company as she followed Johnathan into the main room of the house, which she soon learned was not only occupied by them.

Apart from the kitchen, only one other room was in the house, hidden away behind a great wooden door carved with intricate designs of Wild animals, which she guessed was Beorn's room. The rest of the house was dedicated to the live animals living within it, with straw covering the stone floors and hay piles in the corners and various animals sleeping around the room, such as dogs, cats, and goats. The place smelled of wild animals and hay, which reminded her of a petting zoo, but she was just thankful she couldn't smell any manure, or else she would've had it.

The animals slept on as the Company moved past them, and Alison was glad of that, for she didn't know how keen the animals would be if they woke up and found strangers in their home. They settled in a center space of the straw-covered floor, and Alison found to her surprise that it wasn't as uncomfortable as she thought it would be as she all but collapsed, her legs still shaky and weak.

The Dwarves, Bilbo, and Gandalf all sat around her, and they began to pass around food as Johnathan retrieved seventeen mugs and a stone pitcher from the kitchen, filling up the mugs and in turn passing them around as well. Soon, Alison had a hunk of seedy bread, a pile of assorted nuts and dried fruit slices and berries, and a chunk of creamy white cheese before her, which she immediately dug into, her stomach sighing contentedly as the food rapidly filled it. Though the Dwarves seemed disgruntled by the fact of no meat, they quickly ate their share, too, and downed their mugs in thirsty gulps.

Alison picked up her own mug and sniffed it cautiously, as Johnathan leaned over from her left side and said, "Its honey mead. You should try it; Beorn makes it himself from the honey of his bees, and it is a very fine brew indeed."

Alison took a small sip, and the thick, cloying liquid instantly filled her mouth with sweetness and soothed down her aching throat as she swallowed, raw from all of her ragged breathing in the past half-day. Alison quickly drained the rest of it and poured herself another, gulping down the rich liquid as warmth spread to her fingers and toes, and she began to feel a bit heady as she went for another.

"Slow down, little cousin," Johnathan said amusedly, pushing the pitcher out of her grasp as she reached for it again. "Drunken hazes are seldom any fun, and you need to be on your guard constantly. Such pleasures of drinking are not a way for warriors like us; we cannot allow ourselves to become clouded or befuddled by drink. It is unfitting."

"Um…okay," Alison said, wondering where this 'warrior etiquette' was coming from, but she retracted her hand all the same, knowing he was right. She couldn't let herself become confused or distracted. Danger still lurked outside, even if they were safe behind these walls.

"I believe it is time to retire for the night," Gandalf spoke up suddenly, once everyone had drunk and ate their fill, but he was largely ignored by the majority of the Company, who had perhaps drunk a bit too much mead to be able to settle down quietly and were now engaged in boisterous conversation.

Alison looked up sleepily from her seat on the floor, and noticed with surprise that evening sunlight was filtering through the small, high windows of the house and making the resting animals of the house stir in their beds, yawning and fortunately paying no attention to the Company besides smelling their scent and gazing curiously at them.

A brave little tabby kitten bumbled up to Alison, tripping over its paws, which were slightly larger than its lean, striped golden body. Alison smiled as the kitten came over to her; she had always been an extreme cat-lover, though she had never owned one since her mom was allergic, and this kitten was adorable.

"Hey, there," she said softly, holding out her hand for the kitten to sniff. The kitten stretched out its neck cautiously, smelling her fingers, and after a few seconds it rasped its little pink tongue over her fingers, obviously more intrigued by the leftover scent of food on her hands rather than her own smell, which was undoubtedly unpleasant by this point.

Alison resisted the urge to coo as the kitten waddled over to her, and she picked it up gently, rubbing its fluffy fur and scratching its ears as it purred in her arms.

"Well, I can see why you like cats so much," a voice said from beside her, and Alison looked up to see Kili sitting down where Johnathan had been, for the other Ashburne had gone back to the kitchen, beginning to clean up the mess the Company had made with their meal. Alison looked to the dark-haired Dwarf quizzically as he sat down, still cuddling the kitten in her arms. Kili shot her a cheeky grin, though it looked more mischievous than usual, and she wondered how much mead Kili had had to drink tonight. "I mean, they are the natural predators of mice and everything. No wonder why you have such a strong liking for them."

"Are you going to torture me with that forever now?" Alison said, rolling her eyes playfully, and Kili's grin widened.

"Just until the day before forever ends," he replied wittily, and she grinned, burying her face in the kitten's soft, outdoorsy-smelling fur before letting it go as it squirmed, and she and Kili watched it trot back over to the larger tabby cat and other kittens lying in their bed of hay in a secluded corner.

Just then there was a particularly loud belch from one of the Dwarves, and they erupted into laughter as Alison grimaced, forcibly reminded of the first night she had met them in Bag-End so long ago. The memory filled her with nostalgia, and a sense of comfort, for it was one of the only nights she could remember actually being fun and care-free upon entering Middle-earth.

"Sounds like they're having fun," she observed, and she watched with a smile as Bifur grunted a story in Khuzdûl, gesticulating in the Iglishmêk as well. Apparently it was a highly amusing story, for the Dwarves were nearly rolling around on the floor from laughter, their humor bolstered by the drinks they had had. Bilbo sat with them, though he looked quite confused over what was going on, while Gandalf roamed around the house, smoking from his pipe as Johnathan worked in the kitchen, not even bothering to pay them attention.

"Indeed," Kili said, leaning back on his elbows as he stretched his legs out in front of him.

"Why aren't you over there, then?" she asked, poking him in the shoulder.

The Dwarf prince shrugged, keeping his dark eyes on the raving Company as his mouth quirked in a half-grin. "I wanted to see how you were. We had quite an exhausting day."

"You don't say," she said drily, and Kili snorted. Abandoning her cross-legged position, she stretched out next to him on her stomach, using her elbows to keep herself propped up. To her relief, she found the floor was still quite comfortable in this position, and she faced Kili, turning her head so she could meet his eyes.

"I guess I'm fine," she said, watching the evening shadows coalesce on his face and throwing his looks into deep contrast. "Completely drained, but otherwise fine. What about you?"

He shrugged again. "Just another day of vigorous entertainment," he replied, and she sniggered. She realized then that it had been quite a while since she'd really talked to Kili, one on one, since their watch together their first night down from the Carrock. That had been a more serious conversation, and she was glad that they were talking now about lighter things; in all honesty, she was pretty sick of being so serious and thoughtful all the time now, and she just wanted to have a good conversation with someone, one that didn't involve talking about otherworldly powers screwing up people's lives or cryptic words that drove her insane (cough, Johnathan).

"What's your favorite animal, Kili?" she asked suddenly, and the dark-haired Dwarf looked down at her, half-amused, half-curious.

"Where on earth did that come from?" he said, and when he grinned Alison noticed a streak of grime across one cheek, though it didn't bother her. Once upon a time it may have, but the further they were journeying into Middle-earth, the more she found herself not minding such things; which was strange for her, considering she had been kind of a clean-freak in the mortal world.

"I don't know," she said. "What is it though?"

Kili thought for a moment, his lips pursed. "A hawk," he said eventually, and when he saw Alison's expression, goading him on to explain why, he did, grinning slightly again. "I've always been fascinated with them. I used to see them wheeling above the mountains back in Ered Luin, tiny specks in the sky, and I always imagined how wonderful it would be, to be one of them and to soar as high as that. And they're very intelligent creatures; efficient hunters, graceful, and their eyesight is incredible. They're what inspired me to take up archery. Just the thought of their keenness and precision took hold of me, and I picked up a bow by my seventh winter, wanting to be like a hawk, to possess those skills. And…yeah," he finished. He looked down at Alison again. "Sorry if I bored you out of your mind."

"Oh, no," Alison said, shaking her head. "No, I mean, that was great. Would you…" she trailed off, suddenly uncertain if she should be asking something so personal.

"Would I…what?" he said. "You can ask me whatever you want, Alison. Don't be hesitant to ask me anything, for I will answer. You're my friend, and I trust you."

Alison nodded, the mortal teenage girl side of her thinking, Did I just get friend-zoned by a Dwarf prince? But instead of lingering on that, she pressed on. "Would you mind telling me about your home? About Ered Luin?"

Kili looked to her in surprise. "What do you want to know?"

"I mean…you've told me stories about yours and Fili's childhoods there, and Fili's told me a bit about your mother," she said, picking up a stalk of straw and tracing it idly on the stone floors. "But I just…want to know more. I know so little about this world, even though my roots trace back here, and I want to know, Kili. I want to feel some sort of connection to this place, some sort of realism I can take back with me when I go…home." Her breath caught strangely on the last word, for Alison wasn't sure if she even would make it home. But she was being serious; she wanted to know more about Middle-earth, about the place—if under completely different circumstances—she would've called home, if Eleon Ashburne had never crossed the veil.

"All right," Kili said slowly, and she met his eyes, light green staring into dark brown. "You already know Ered Luin is in the Blue Mountains, but the city itself…" And he was off, telling her about the Dwarven city built into the heart of the mountains, where always the smells of good food and good ale wafted through the air, and the echoing rings of the forges and mines could always be heard at almost any time. He told her of mornings where he'd watch the hawks wheel about, and nights where he'd climb as high as he could just to see the moon. And he told her more about his mother, Dís, to whom she was overly curious about; Dwarven women fascinated her, for she had never seen one, and from what Fili had told her about his mother so long ago, on one of her first nights here, she wanted to know more about this prominent woman.

"She gave me this before I left," Kili said, and he reached into his cloak and pulled out an oval-shaped, dark stone, which he passed to Alison. The stone was smooth and cool when she touched it, and she brushed her thumb across the runes etched into it, intrigued by the sharp, rigid lines she assumed made up the written language of the Khuzdûl.

"Should you be showing me this?" she asked, remembering how secretive the Dwarves were about their languages, but Kili shook his head unworriedly.

"Nah, it doesn't matter," he said. "It's mine to show who I wish."

Alison turned the stone over in her hand, suddenly realizing just how much Kili trusted her in showing this to her. The thought left a warm glow in her chest as she handed it back to him.

"What do the runes say?" she asked, as he flipped the stone in his hand and weighed it on his palm, before storing it back in his cloak.

"It says 'return to me,'" he replied, and it was like she was suddenly witnessing a car crash. His words filled her with a sense of dread and the all-so-familiar panic as it hit her what they were all about to do again, and the battle, and Kili's mother, waiting for sons and a brother that may never come back to her…

"Are you all right, Alison?" Kili asked, leaning close to her and inspecting her face. "You just went all pale. Are you ill?"

Alison snapped out of her horrified daze, shaking her head. Man, I really need to stop doing this sort of thing every time someone even mentions something reminding me of the ending. I will save them. We've established this. Now, suck it up.

"What? No, I'm fine," she said. "I just got really tired all of a sudden." It wasn't a lie, either; her limbs felt weighed down by sandbags, and she could barely keep her eyes open as it was.

"We've had a tiring and stressful day," he agreed. "Get some sleep, Alison. I can only imagine more days like this in the future, and we need the rest." He wrinkled his nose in distaste. "And the thought of it warms my heart like nothing else."

Alison snickered, dragging herself to her feet. "Goodnight, Kili."

Kili quirked a grin at her as she walked into the kitchen, looking for Johnathan. "'Night, Alison."

Alison stepped into the kitchen, finding Johnathan seated in one of the huge dining benches, his elbows propped on the table and his head bowed. He sat in the shadows, not even have bothering to put on one of the numerous oil lamps in the place, opting to sit in the darkness. The moonlight streaming through the high windows played with his pale features and his scar, making it look like it was dancing at the right angle. Alison stepped closer, wondering if he had fallen asleep; his eyes were closed, his breathing slow and even, but as she neared, she saw the sheen of sweat on his forehead and the way his muscles were coiled and tightened, and he seemed to be muttering something silently to himself, his concentration clearly elsewhere besides the present.

"Uh…Johnathan?" Alison whispered, but he gave no sign of hearing her. She stepped even closer, and timidly reached out a hand, shaking his shoulder lightly. "Johnathan?"

Johnathan jerked at her touch, and when he started Alison felt a spark surge through her fingertips, leaving a peculiar feeling behind before it vanished instantaneously. She yanked her hand back as Johnathan came to, opening his eyes and looking to her; for a second, his eyes looked eerily blank as he stared at her, but the bleakness was gone so quickly she wondered if she had imagined it.

"Can I help you?" he asked, and she detected the faintest note of irritation in his voice. "I was sleeping."

Alison narrowed her eyes at his tone. "I was wondering if Beorn has any blankets for us to use tonight, that's all."

"You're a grown girl, aren't you?" he said, and he was definitely annoyed now, to which she didn't understand; all she had done was wake him up for God's sake, and he was acting like she had punched him in the face now. "You couldn't have searched for them yourself?"

"So sorry that I interrupted your beauty sleep," she retorted. "You looked like you were having a nightmare, anyway."

He swung himself off the bench and landed lightly beside her, his footsteps nearly silent. "Nightmares are a good thing," he replied, walking over to a cabinet perched haphazardly in the corner. "They're just another obstacle to get over your fears; once you accept the fears, once you let them become a part of you, then you can truly master them. Overcoming your waking terrors is nearly impossible; but allowing them unto yourself fully, and with no restraint, accepting the darker parts of you—that is how you truly master and tame fear."

"What is this, psychology class?" she said, bewildered by the sudden turn in conversation. Johnathan turned away from the cabinet and loaded her arms with thick blankets while he held some thin pillows in his own, ignoring her comment.

"Set these on the seat," he instructed. "I have a feeling it will be a while until those Dwarves decide to turn in for the night."

Alison nodded, setting her blankets down while choosing a thick, woolly blue one for herself and grabbing a pillow, ready for bed. Before turning away, though, she stopped and met his fathomless gaze curiously.

"What is it you fear?" she asked, and he swept his bangs out of his eyes, lips puckered as he studied her.

"The unknown," he said, and she blinked; she hadn't really expected an answer, albeit a serious one, at that.

"That's…reasonable," she said, when he didn't elaborate on why he feared the unknown , and he nodded, his signature smirk returning to his face.

"And what about you, cousin?" he asked, shoving his hands into his coat pockets as he studied her. "What do you have to fear?"

Alison paused, unsure of how to answer. What she wanted to say was, Failure. I fear that I won't be able to save everyone I have grown to care for on this journey, that they will all be ripped away from me in the end. And I fear that I will not survive this myself, that I will never return to my family or ever see them again…

But she said neither of those things, knowing they were much too personal and that they were her burdens alone. Instead she settled with, "Spiders. They're just so…creepy, and ugly, and the way they move…" she shuddered slightly.

"I see," Johnathan said, his smirk growing wider. "You have an irrational fear of spiders and mice. What else do you not like? Puppies?"

Alison glared at him. "Goodnight, Johnathan." She said briskly, and walked away as the warrior chuckled behind her.

She didn't know why he got under her skin so much, but it was maddening; it was like his sole purpose was to just piss off everyone in a hundred-mile radius. It was a wonder what Beorn had seen in this guy to let him hang around, which led Alison to speculate if Beorn was still outside the house, in his bear form, and if the Orcs had regrouped and were now watching them, as well.

The thought made her swallow nervously, and as she entered back into the main room where the Company was, still laughing and talking raucously, she imagined she could feel invisible eyes on her as she retreated towards the hay pile in the corner, setting up her station to sleep.

She yanked off her boots, sighing in relief that her feet no longer had to be so sore and cramped up, and for the first time in a while she unstrapped her sword scabbards, wanting to enjoy sleep without being prodded awake at all hours of the night because she rolled into the wrong position. She peeled off her torn up, raggedy jacket and placed it next to her shoes, then she tied back her matted, tangled hair before resting her head on her pillow and drawing the blanket up around her, wondering how in the world she was going to be able to sleep with the rowdy Dwarves so close to her.

As if reading her mind, Gandalf suddenly said from the other side of the room, "Get some sleep, all of you, and I mean it this time! You'll be safe here tonight."

But as the Dwarves grudgingly obeyed and went to retrieve their own sleeping supplies, and Alison sank into sleep, she thought she heard Gandalf mutter, "I hope" before sleep dragged her under, and she knew no more.

When Fili awoke the next morning, it was to find a goat in his face, sniffing at one of his mustache braids before nibbling on it experimentally.

"Hey!" he protested, shoving the goat away as it bleated in indignation. "Get off!" The goat shot him a dirty look before it walked away, and Fili checked his braid to make sure the goat hadn't taken it off or anything as he grumbled irritably.

Luckily, the goat hadn't done any damage to it, but as Fili sat up from his spot on the floor, a throbbing ache started in his head, and he inwardly groaned, rubbing his temples. He hadn't realized just how strong that brew was, and he vaguely remembered drinking a lot of it last night.

Groaning again, Fili blinked blearily as he looked around him, and suddenly he remembered that they were in Beorn's house, taking refuge from the Orcs and a huge bear…a bear that was Beorn himself.

He heard low voices to his left, and he swung his head in that direction, seeing Gandalf and Thorin eating and talking at the huge table in the kitchen, as another man moved behind them, setting out large mugs quite different from the ones they had had last night, and it took Fili a moment to notice just how huge this man was.

Fili had always thought Gandalf was very tall compared to the Dwarves, and when Johnathan had come along, he still felt pretty short. But compared to this Man, Fili felt like an ant, and he realized with a start that this must be Beorn, back in his human form.

He was at least eight feet tall, with broad shoulders and bulging arms covered in hair. He was facing away from him, but Fili still took stock of his wild black hair, powerful demeanor, and worn clothing with great interest. When Beorn turned around to place the gargantuan mugs on the table, Fili saw how muscular the Man truly was, with an open vest contouring his barrel-chest as black hair seemed to sprout everywhere on his body, particularly on his head. His eyebrows were bushy and wild, and he had an interesting beard, though not nearly as ornate as a Dwarf's, and his eyes were a large, glowing yellow, eyes like a predator.

Beorn caught Fili's gaze from across the house, and Beorn beckoned him over with one large, long-nailed finger. Trying to look as dignified as he could after waking up still semi-drunk, Fili walked over to the kitchen and took the seat next to Thorin, inclining his head at his uncle as Thorin returned the greeting.

"What is your name, Dwarf?" the skin-changer asked, though he didn't say it rudely; he sounded merely curious, but his voice was so impassive it was hard to tell.

"I am Fili," he said, meeting the yellow eyes firmly, but respectfully. Beorn nodded, pouring milk into one of the mugs and sliding it over to him. Fili caught the mug in his hands, the tankard so wide he could barely fit his hands all the way around it; nonetheless, he took a deep drag out of it, trying to wash away the remains of the drink from last night.

"Son of yours?" Beorn questioned, looking at Thorin, and the Dwarf king shook his head. "Nephew."

Beorn nodded slowly, refilling Gandalf's mug as the Wizard puffed on his pipe, sending trails of smoke around the room. Fili noticed then that Johnathan was missing, his weapons or him nowhere in sight, and Fili felt relief at the Hero's absence. There was something about the warrior Fili did not trust at all, though he couldn't put his finger on it; but Johnathan always made him feel wary and cautious, and that he must be constantly on his guard when in his presence. He supposed it was just part of his charm.

"And this Company of yours…relatives?" Beorn said. "Though not all, I should think." He glanced pointedly at the sleeping forms of Bilbo and Alison, and Thorin nodded.

"Most of them are my distant kin, yes," he replied, tapping his fingers against his mug. "But the Hobbit is hired as our burglar, and the girl was sent to us from the mortal world to aid in our quest." Fili looked to his uncle, startled that he had apparently already told Beorn about their quest, but then he remembered Gandalf's words of "reasoning with him", and he guessed that telling the truth had been their only option if Beorn was to help them. He was just glad Johnathan wasn't here to hear all of this.

"I have heard of the Ashburne warriors," Beorn said. "Johnathan is one of them; it was that which made me decide to offer him sanctuary. He said he was the Second Hero, and that he was to await another warrior like him to cross his path so he could help them—a warrior that you seem to be traveling with already."

"Indeed?" Thorin said, but Beorn did not answer, for the others were beginning to stir in the other room, grumbling about headaches and sore legs as they made their way into the kitchen.

"I will prepare breakfast," Beorn said, and when he turned around Fili saw the Dwarves staring at the Man with slack jaws at his sheer size and wildness.

The Dwarves all climbed into seats around the table, and Thorin gave up his place beside Fili for Kili, who hopped onto the bench and pulled a mug towards him, gulping it down instantly and sloshing a bit on his chin.

"Your manners are still appalling," Fili said, half-amused, half-disgusted as Kili wiped away the milk from his face with the back of his hand. Kili only grinned in response, and Fili's eyes drifted over to where Alison was sitting with Bilbo on the other side of the table, feeling a faint stirring of something like envy in his chest.

He hadn't missed seeing Alison and Kili having a conversation last night, and though he knew that it was stupid, that the drink was just clouding his judgment, he hadn't been able to forget her smiling at Kili and Fili's own words to her echoing in his head, where he had said he cared about her, but it could never work. Then he mentally kicked himself, telling himself that it was over and done with; she could do what she wanted, and he would not stand in the way of her choices, and Kili…well, he'd probably need another reminder to not form attachments so easily.

When everyone was seated around the table, save for Gandalf, Beorn, Thorin, Balin and Johnathan, who was still nowhere to be seen, and they had all been served a warm breakfast of porridge and bread with jam, then did Beorn speak again.

"So you are the one they call Oakenshield," the skin-changer mused, as if he was still wary of Thorin's identity. "Tell me, why is Azog the Defiler hunting you?"

"How did you know Azog was the one hunting us?" Thorin asked from his place near the wall where he was lounging.

"I would know Azog from any corner of the world," Beorn said, and his voice had grown darker, more menacing. "My people were the first to live in the mountains, before the Orcs came down from the north. The Defiler killed most of my family, but some he enslaved; not for work, you understand, but for sport." Fili noticed then the metal cuffs binding the skin-changer's wrists, and his eyes widened at the sight before Beorn turned around again, refilling everyone's mugs with the milk pitcher. "Caging skin-changers and torturing them seemed to amuse him."

Silence greeted his words, and Fili saw Bilbo open his mouth from across the table, probably about to ask a really tactless question, but fortunately Alison noticed this as well and shook her head at the Hobbit, who closed his mouth with a nod.

"You need to reach the Mountain before the last days of autumn," Beorn continued, stopping behind Fili and refilling his mug.

"Before Durin's Day falls, yes," Gandalf answered.

"You are running out of time," the skin-changer said. "You have entered August, and the road will only become harder from here. You need to move fast if you are to reach the Mountain before the start of winter."

"Which is why we must go through Mirkwood," Gandalf replied. There was a sudden clatter of metal, and the Company looked over to see Alison's spoon fall on the table, as if it had slipped from her grasp.

"Sorry," she squeaked, flushing slightly and picking the utensil back up to resume eating. Fili gazed at her curiously, wondering whether that had been an accident or something else as she worried at her lower lip, but he returned his attention back to Beorn when he began to speak again.

"A darkness lies upon that forest; foul things creep beneath those trees," he said. "There is an alliance between the Orcs of Moria and the Necromancer in Dol Guldur. I would not venture there except in great need."

At the word 'Necromancer', the Company all looked around at each other in confusion and anxiety, wondering what such a dark-sounding name could mean. The only ones to look unsurprised were Gandalf, who gazed at Beorn intently, and Alison, who kept her head down as she focused on her porridge. Fili thought about asking what the Necromancer was, but he lost his chance as Gandalf spoke up.

"That is why we will take the Elven Road," he said. "Their path is still safe."

"Safe?" Beorn echoed. "The Wood Elves of Mirkwood are not like their kin. They are less wise and more dangerous." He shook his head, setting down the milk pitcher. "But it matters not."

"What do you mean?" Thorin asked.

"These lands are crawling with Orcs," he said. "They are growing in number as we speak; I have sent Johnathan to scout for me, but his report will be grim. And you are all on foot. You will never reach the forest alive."

An uneasy silence fell once more as Beorn paced around the table, coming to a stop before Thorin and looking down at him from his great height. "I don't like Dwarves," he said bluntly. "They are greedy and blind, blind to the lives of those they deem less than their own."

The Dwarves all shifted uncomfortably at this, but Beorn did not pay them any attention, his yellow gaze fixed upon Thorin. "But Orcs I hate more." He continued to pace around the table, now speaking to the Company at large. "I will offer you one more night of lodging, but at dawn tomorrow I want all of you gone. Tell me what you need today and I will prepare it for you. Tomorrow you will start your journey again, and you will not come back."

Fili felt a chill down his spine at the skin-changer's words. They sounded so ominous, so final. Though Fili knew he had meant it as "don't come back to my house," the way Beorn had said it…as if he knew they would not return, for something infinitely worse than Orcs was waiting for them, and they would not survive it.

And Fili wondered if he was right.

Wooo so we get to know J-Ash's backstory a little more this chapter! And being completely honest, I love writing Alison/Kili scenes where they just talk, because I really do like their friendship. And even though Fili's POV was pretty limited in this chapter, I just wanted to steer away from everything strictly Alison's thoughts for a bit, because these next few chapters...well, you'll see.

Thank you to all of your reviews last time, and thank you for all of your support! Y'all are amazing, so please keep it up!:)

Thanks again, lovelies! Until next chapter...

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