The March of Time

45: Fire Before Ashes

Disclaimer: All rights go to JRR Tolkien and Peter Jackson, respectively. Anything you don't recognize is mine.

Quick A/N: Hello all, and welcome back! Yes, I am alive, despite me being MIA for the last few weeks; but I'm back now, and I bring with me Chapter 45, despite the many, many times I closed my laptop out of frustration and even maybe cried once because this chapter was so, so hard to get out; my inspiration was running very low, but hopefully I am now on the steady climb upward again, though I'm still not that happy with how this chapter came out...oh, well. Can't have everything, right?

Much thanks to my lovely reviewers KelseyBl, Arveldis, Lily Rae, ReadyforRevolution, mh21, PK-chan12, BrooklyntheElf, and Obi-wan's girl forever. Y'all are amazing!

Oh, and a slight warning for a graphic depiction of a burning person; just in case that's too hard to stomach or anything, but it shouldn't be too graphic.

And now, on to Part I of Smaug's attack on Lake-town.

Enjoy!

Chapter Forty-Five: Fire Before Ashes

"What have we done?"

The four words hung heavily in the air as Bilbo breathed hard, despair sinking in to his every pore as he watched Smaug gliding towards Lake-town.

It still hadn't quite set in what happened, as Bilbo looked on in a detached sort of horror, his fingers digging painfully into the jagged hunk of iron and stone he was collapsed against. He didn't even notice when his fingers began to bleed from the sharp edges digging into his skin, bright beads of blood dripping off the stone and onto the ground as the dragon got closer and closer to the town.

He didn't know what was going to happen; all he could do was hope that Bard was ready for an attack, and that the townsfolk were being evacuated, and he prayed that what Alison had said about the book was true; and he wished that she were here, either with the Company in the Mountain or Lake-town, not hunting Johnathan Ashburne, because she knew the story, she could help –

And then the most horrifying thought of all struck Bilbo in that moment, and he could feel the blood drain from his face as he recalled how the story did indeed speak of Smaug's attack upon Lake-town, and that's how Bard would kill the dragon.

But what tore him apart was the fact that even though he now knew the story, he had failed to change it. The dragon had still gone to Lake-town, all because of him.

He had been the one to awaken the beast, he was the one that had made the dragon so undeniably vengeful that he had decided to unleash his wrath and fury upon the innocent town. It was all his fault. He had ruined the quest, and now people, innocent people, and maybe even his friends, would die because of him. This whole quest had been for the sole purpose of changing the fate from Alison's story, for that was why she was here, and he had failed her, because he hadn't changed anything at all. And now innocents were going to be slaughtered, because of him.

Bilbo's stomach cramped and twisted, and hot, stinging bile rose to his throat, his eyes not being able to turn away from the horrible sight before him. Tears that he hadn't noticed coming on traced searing lines down his cheeks, as suddenly there was an echoing roar from the lake, and then a burst of flame as Smaug descended from the sky, the town beginning to burn right before Bilbo's eyes, licking orange and red flames against the darkness of the night.

Seeing the town burning was something Bilbo could not stand to watch, though he should watch it, his own punishment for bringing this mess upon them in the first place, but he couldn't, he couldn't, and he slipped off the stone and tumbled to the ground, on his hands and knees as he vomited, only acid coming out since he had no food in him to retch, and sweat and tears mingled on his face as his stomach roiled again.

He gasped as tears flooded his mouth, the saltiness lingering with the sourness of his bile, and he let out a sob before he could stop himself, unbidden images of all the others in Lake-town—Bofur, Óin, Fíli, and Kíli—being turned into piles of ash, screaming and writhing upon the ground as flames crackled their skin, burning them alive –

Bilbo heaved again, but nothing came out. All he could do was crouch upon the ground, sobbing and whimpering for the pain and death he was causing, praying to Eru for forgiveness and to spare as many lives as He could, knowing that he could do nothing here at the Mountain, that all he could do was pray and hope –

"Oh, laddie," a voice said from beside him, and Bilbo looked up, trembling, to see Balin standing over him, looking extremely white in the face and tense, but his kind eyes twinkled sympathetically as he took in Bilbo's tears and the pile of sick upon the rocky ground.

Bilbo could not find the voice to speak, only another strangled sob coming out of his mouth and Balin bent down, gently tugging the quaking hobbit to his feet as he cried. He put the hobbit's arm around his shoulders and placed one hand firmly on his waist, leading him slowly back into the Mountain, avoiding all the debris and rubble from the smashed gate as they went.

"Shh," Balin soothed, as they approached the gaping hole in the side of the mountain that Smaug had crashed through minutes before. "It's all right, lad. I'm sure the others will be fine."

"How can you say that?" Bilbo gasped, finding his voice at last, though it was rather croaky and hoarse after his vomiting and now his crying. "I've all but condemned them to death! It's my fault; I was such a fool, Balin – "

"Oh, no," the dwarf said, shaking his head as they passed through the hole and giving Bilbo such a stern look the hobbit was momentarily shocked out of his misery. "You are not blaming yourself for this, Bilbo. I won't have it. All of us are in the fault of this."

"B-but I was the one who disturbed Smaug," he blubbered, sniffing hard. "If I hadn't been such an idiot and actually acted like a burglar – "

"Oh, please don't tell me he's crying," a voice interrupted, and Bilbo and Balin turned to see the other dwarves standing in the entry hall before the obliterated gate, and Bilbo's eyes sought the familiar figure of Nori, seeing the dwarf standing with his arms crossed and staring at Bilbo, his expression strained beneath his usual bravado as he frowned at the dwarf. "Mahal, he is."

Looking around incredulously, Bilbo noticed how the dwarves just stood there and gazed at him, their expressions sympathetic and apprehensive, but none of them seemed as greatly troubled by the dragon escaping as him, which just made him frown more deeply.

Nori clucked his tongue in disapproval and walked over to the miserable hobbit, scrutinizing him head to foot with his shrewd grey eyes before raising one of his hands and whacking the back of Bilbo's head, making him rock forward as he gaped at the dwarf.

"Nori!" Dori admonished, bustling over to the trio and glaring at his younger brother while Nori looked quite unconcerned, even deigning to smirk as Bilbo stared, affronted, irritation quickly rising and momentarily blocking out his self-loathing. "What on earth was that for?"

"Yes, I think that is a very good question," Bilbo said through gritted teeth, reaching up and rubbing the back of his head where Nori had hit – and quite hard, frankly.

Nori looked wholly unruffled as the rest of the dwarves gathered around them, and he met Bilbo's angry gaze levelly.

"Because our dear burglar is being possibly one of the biggest gits I have ever laid eyes on," he said, and Bilbo scowled, though confusion swelled within him until the thief went on. "Oh, yes, Bilbo, I know why you're upset; and I must say, that if you think you're going to take the blame for this or declare that it's your fault, I will gladly kick your round little bottom straight back to The Shire."

"Aye," Balin said from his place at Bilbo's shoulder, and the hobbit turned his bewildered gaze to the older dwarf as he nodded, squeezing Bilbo's arm gently. "You weren't the only one to raise Smaug's ire, Bilbo; we all had a part to play, as well, if not more so. After all, I believe it's safe to say that dwarves have never been very favorable in the eyes of the dragon; seeing us put him into a rage only legend ever told about."

"But still," Bilbo protested, wringing his hands anxiously. "I was the one who woke him up, and it was me who failed to retrieve the Arkenstone and started this whole mess to begin with – "

"Enough, Bilbo," Ori said forcefully, and the hobbit's mouth snapped shut as he turned to the younger dwarf, who glared at him with a piercing gaze that could rival Dori's. "Stop taking the blame for all of us; we angered the dragon, and we were the ones that drove it out of the Mountain. We are all held accountable for this; not just you."

Bilbo stared at the innocent-looking Ori for a few seconds, startled into silence, before he switched to the two elder brothers Ri, obviously looking quite flabbergasted, for Nori merely shrugged and said, "Oh, yeah, you missed a few things while you were down here."

"Obviously," Bilbo remarked weakly, but he looked around at all of the dwarves, taking note of how Thorin was not there, though feeling a faint flicker of gratitude kindle in his chest for the friends that were standing with him, rather than against him. Nothing could sate the black pit of despair gaping in him for what was happening to Lake-town at this very moment, but the tiny flame was enough to beat back the shadows infinitesimally.

"So," Glóin said slowly, when a prolonged silence began to fall on the Company, and everyone turned to look at the fiery-haired dwarf. "What, er…what do we do now?"

There was another silence, filled with tension and shuffling feet, until Balin broke it, saying, "Well, seeing as we can't do anything for – for the others…" His voice wavered a bit before he took a deep breath and pushed on, meeting everyone's eyes equally. "All that is left is to wait; we could explore for a bit, perhaps find a place to set up camp… I have a feeling it will be some time before the dragon comes back, if at all."

He placed emphasis on these last three words, as if to reinforce Alison's version of things where Bard the bargeman slayed the dragon, and the others nodded reluctantly in agreement.

Nori volunteered himself, Ori, and Bifur to go back to the hidden door and collect their supplies to bring back to them, while Dwalin, Glóin, and Dori drifted off to find a suitable place for them to stay.

Balin hesitated, turning back to Bilbo with a paternal look as he said, "Are you going to join us, lad?"

Bilbo shook his head. "Maybe in a bit," he said quietly. "I just…need to be alone right now."

The dwarf nodded in understanding, patting Bilbo's shoulder gently. "Take all the time you need," he said kindly. "It is a lot to take in, but do not forget that you aren't in the blame for this."

Bilbo nodded, and Balin gave him one last strained smile and pat before following after the group that was wandering deeper into the halls.

He watched them until they were out of sight, before sighing out a ragged breath and clenching his fingers, trying to calm himself. Balin was right, and so were the others; despite his protests and self-blame, they as a company now needed to face the consequences – and right now, those consequences were to stay in the Mountain, helpless, and wait for whatever was next, whether it was Smaug, returning victorious from his annihilation of Lake-town, or the others that had made it out of the city, bringing news of the dragon's demise and reuniting with them all.

Though not all, Bilbo thought bitterly, and another wave of despair threatened to suck him under as he remembered how Alison was on her way south, to Dol Guldur to confront Johnathan Ashburne, and his fingertips chilled, just as he saw a movement from the corner of his eye.

He looked up and in the direction of the Gallery of the Kings, following the slinking of a shadow back into the grand hall, and, having a very strong affirmation of who it was, Bilbo made his way toward the gallery, trailing the path of the smeared molten gold still on the floor, coalesced into a hard, shiny substance by this point.

He reached the entry of the gallery, and his eyes immediately landed upon the broad-shouldered and raven-haired form of Thorin, who stood with his back to him, staring down at the solid pool of gold filling the gallery below the step he was on.

Bilbo approached the dwarf quietly, his feet padding silently on the ground, but when he reached Thorin's shoulder, he coughed slightly to make his presence known. Thorin started, lost too deep in his thoughts to have noticed Bilbo before, but when he looked over and met the hobbit's eyes, Bilbo gave him a wan smile he did not return, his expression haunted and almost…frightened.

"You look almost as bad as I do," Bilbo remarked jokingly, but immediately he flinched, berating himself for being so callous and having the audacity to joke in light of what they were facing.

But Thorin did not meet the teasing tone, instead turning away from the hobbit and glaring at the golden pool, saying blankly, "The others are right, Bilbo. It was not your fault Smaug escaped; if anyone is to blame, then I will accept their scorn, for I am the one who started this in the first place, centuries ago."

Despite his wretchedness and his guilt at hearing the king-in-exile sound so self-condemning, Bilbo rolled his eyes and shook his head. "Thorin, I don't know if you've noticed, but from what I was recently scolded for, all of us are at fault. And if I'm not allowed to blame myself, then you certainly are not allowed to, either. And if anyone is going to knock you down a few pegs, then it's me; because what happened, happened, and now we must face what is to come."

Bilbo blinked when Thorin did not respond, still staring into the gallery, and the hobbit marveled at his newfound change in attitude, surprised at how quickly his outlook had changed since just a few moments ago, though now that he was over his initial shock and horror, he knew it to be true.

Thorin said nothing for a few good minutes as Bilbo stared at him imploringly, but finally the dwarf said, in a subdued voice, "Perhaps you are right. But still…"

He took a deep, shaky breath, and Bilbo's eyebrows furrowed as he realized something. "You're afraid, aren't you?"

Thorin's head snapped in his direction, his jewel eyes widening slightly, but that was all the confirmation Bilbo needed.

"It is understandable," Bilbo said gently, when Thorin said nothing, and he vaguely wondered when he had taken over Balin's role of counselor as he faced the dwarf. "Smaug and the others in Lake-town—"

"It's not just them I am worried about," Thorin said lowly, his baritone almost inaudible despite Bilbo's sharp ears, and he wondered if Thorin had meant to say that out loud as he flinched and turned away again, his shoulders stiff and the muscle in his jaw twitching.

Bilbo decided not to respond, instead clasping his hands in front of him and waiting patiently for Thorin to elaborate or not, wondering what could be bothering him so immensely, until he flashed back to a vision of Alison running for the barge in Lake-town, and pulling Thorin aside to tell him something important…

Bilbo kept this revelation to himself, however, opting to wait, but when Thorin did not acknowledge him for several long minutes, he stifled a sigh and scrubbed his face, turning away to walk out of the gallery and go find Balin and the others, since it was apparent Thorin was not going to answer him anytime soon, if ever.

But he hadn't taken more than a few steps before Thorin's voice sounded again, weary and resigned, from behind him.

"You asked me if I am afraid," he said, and Bilbo turned, seeing the king-in-exile staring at him with those haunted eyes, and he swallowed past the lump in his throat, nodding, as Thorin continued. "And I feel that we are in something too far over our heads for me to be anything but honest now; so, yes… I am afraid, Bilbo."

"Of what?" Bilbo asked. "The battle, or…"

But it was as if someone had removed a barrier from his brain, a dam that allowed memories he had never heeded twice to spill forth; and suddenly Bilbo was back in Rivendell, standing in the shadows of a staircase, hidden from the figure of Thorin silhouetted against the moon and the voices of Gandalf and Elrond as they passed near his hiding spot, where he had taken refuge because he had been forbidden to wander around so close to their departure lest he be seen by the Elves, but having to see the beautiful valley one more time…

"…the throne of Erebor is Thorin's birthright!" Gandalf's agitated voice echoed in his head. "What is it you fear?"

And then Elrond's smooth, aged voice: "Have you forgotten, a strain of madness runs in that family? His grandfather lost his mind, his father succumbed to the same sickness. Can you swear Thorin Oakenshield will not also fall?"

Oh, no, Bilbo thought with a sinking heart, as he then recalled the moment Thorin had come to rescue him from Smaug, and the way the dwarf's eyes had roved covetously over the mounds of gold and treasure, almost as if he had gone into a trance at the sight. Oh, no…

"The sickness," Bilbo said aloud, and though Thorin's expression did not change, his fists clenched reflexively and his eyes flickered away from Bilbo's. "There's a sickness in your family, over the gold, and you're afraid that it's going to happen to you, that you'll descend into madness."

"Alison all but confirmed it," Thorin said, his voice a near-whisper, and Bilbo's heart twanged at the rawness and desperation laced within his tone. "Her story has been wavering but true so far; just look at our situation now." He laughed bitterly, looking back to Bilbo, his eyes now fragmented as the hobbit stared back. "She told me that it would blind me, influence me by greed, and that it would be the root of so much loss and turmoil. And it is that, the assertion of her story, which terrifies me."

There was a heavy moment of silence, as Bilbo tried to process what the dwarf was saying, but he found himself slowly shaking his head, lifting his eyes to meet Thorin's fractured gaze again.

"Then we'll find a way to stop it," Bilbo said, and he was surprised to hear his voice come out steadily, despite the dread he was feeling inside. "We are not powerless to change this, Thorin; look at what we have changed so far on this quest. We don't have to wait until it's too late and something has already happened; we can stop it now. That was the whole purpose of Alison being sent to us; to change fate—to change our own fates. And we will. We have to believe that we will, Thorin, or else—what is there left to fight for?"

Bilbo stopped abruptly when he felt tears well in his eyes once more, and he wiped them away angrily, annoyed that Thorin was seeing him cry. But he couldn't help it; every word he had said was true, and he believed it—wanted to believe it—so strongly that he never realized just how much it had become engrained in him, until he was faced with Thorin's fears and, ultimately, his own, as well.

Thorin did not react to Bilbo's tears, but the hobbit watched as his face shifted through many conflicting emotions at once—paralyzing fear, weary resign, and steely determination—before coming to rest on a wary hopefulness, though the fire Bilbo was used to seeing had rekindled in the sapphire depths, making his heart soar at the expression as Thorin nodded to him.

"If that is what you truly believe…" he said gruffly, but not unkindly, and Bilbo had to hide a smirk; Thorin Oakenshield was many things, but an emotional soul was not one of those things. "Then that is what I will choose to believe, as well. Thank you."

The last words sounded strained, but Bilbo smiled nonetheless, accepting Thorin's thanks with a nod of his own head.

"You must promise me something, though, Thorin," he replied, and Thorin looked at him expectantly as Bilbo wrung his hands, somewhat nervous, but he pushed on, nonetheless. "You must swear that you will not give in to it, this…sickness. You need to fight it, and you cannot do that if you are swayed, even the tiniest bit, by temptation. You need to be strong, and you need to be the king that I—that we—know you to be; unbendable and unbreakable, a true king of stone—of the mountain."

He ignored the prickling of his flushed cheeks after this last part, only watching as Thorin mulled over his words, his resolve seeming to harden before he strode over to Bilbo and suddenly grasped the hobbit's hand, enveloping it in his own large one as the faintest of smiles touched his usually-scowling mouth.

Bilbo, startled at the abrupt gesture, made to shake Thorin's hand, but before he could do anything, Thorin clasped his other hand around Bilbo's and sank down to one knee, bowing his head as he said, in a grumbling, raspy voice of Khuzdûl, "Menu agrîf zagar-me, Uz-Zelemîn."

Bilbo placed his other hand on top of Thorin's, patting the weathered and rough skin as Thorin looked up, and he said, in the gentlest voice possible, "The sentiment means a great deal, and I will stand by you, Thorin… but I still have no idea what you just said."

This goaded a chuckle out of Thorin, and he got to his feet, releasing Bilbo's hands, who noticed that his fingers were not as dreadfully cold as they used to be, and the raven-haired dwarf gave him a small grin that seemed to take years off of his appearance as he said, "It was simply my word to you, Master Baggins. That is all."

"Oh, so it's 'Master Baggins' again, is it?" Bilbo said, wrinkling his nose in a jesting manner, and Thorin snorted.

"Fine. Bilbo," he conceded, and Bilbo huffed out a laugh.

"Much better," he said, before gesturing Thorin after him with a wave of his hand. "C'mon; we should find the others, get some rest. After all, we have no idea what to expect next now."

And just like that, the atmosphere turned back into something ominous and somber once again, but Bilbo knew that it had to be done; they could not live in a false reality where everything was all right, no matter how brief; their world, their lives, just did not coincide in such a way, at least for now; there was just too much at stake.

And so he made his way out of the gallery with Thorin at his shoulder, blank and stoic once more, and he felt something hot stab him in the gut as he looked over in his peripheral and saw Thorin determinedly fixing his gaze ahead, though his eyes seemed to be drawn back towards the gold smearing the floor occasionally, yet Bilbo pretended not to notice; Thorin had promised him he would fight it.

And that was when Bilbo made a silent promise to himself, a promise he stored close to his heart with every beat.

I will save Thorin Oakenshield from his fate. Even if the stars should claim me instead of him, I will save him.

I will save him.

It took Alison a few solid seconds to get her brain working again, fighting through the haze of holyshitthatisafreakingdragonandohmyGoditisbreathingfire to rein in her fear and figure out a plan in the next three seconds, but it seemed Fíli had beat her to it, recovering his wits first and grabbing her hand as he forcefully yanked her inside the house, the rousing screams from the townsfolk and the brightness of the flames following them inside as Smaug began his assault.

"What's going on?" Kíli demanded as soon as they barreled inside, momentarily pausing in his task of shifting himself frantically off the table, but before they had a chance to answer, a shrill voice piped up from the living room, and they turned to see Tilda standing in her nightgown and looking very white in the face with Sigrid looking very much the same from behind her.

"The dragon's come to kill us!" the younger girl cried, clutching her raggedy stuffed bear to her chest, and Sigrid's hand flew to her mouth as she gasped.

Taking in the two girls' large, frightened eyes and pale expressions, Alison felt a fierce desire to protect rise up within her, and her panicked daze seemed to dissipate in light of this new emotion, bringing clarity and functionality to her mind once more as she snapped to a decision.

"Yes, the dragon has come," she said, as an echoing roar sounded from above and the two girls screamed, but they kept their eyes trained on Alison as the other girl met their gazes evenly. "But it's not going to kill us; not if I can help it."

She turned to the rest of the house, with the two dwarf princes and Bard's two daughters, knowing she didn't have a lot of time to make this happen, lest they were suddenly attacked and trapped within the house from the flames, if they weren't incinerated first.

But pushing that lovely thought aside, she said, in the most calm and authoritative voice she could muster, "Everyone, get on coats and extra clothes as quickly as you can, and you two—" she gestured to the dwarves—"don't forget your weapons. When you're ready, grab a pack, and then we run. Got it?"

Everyone nodded, even Tilda, and then they immediately rushed to do what she said, Alison grabbing her own pack and double-checking for her weapons as the house became a flurry of manic movement.

In less time than she had expected, they were all ready to move out, Sigrid and Tilda keeping their hands clutched tightly as Alison nodded and steeled herself, turning to the front door, not knowing what horrors to expect on the other side, but knowing they had to try and make an escape, anyway.

"Okay, here's the plan," she said. "We make for the bridge; we'll evacuate the town and seek shelter on the borders of the Woodland Realm, and wait for Bard to kill the dragon. We're going to be fine."

Assuming Bard's actually around to kill the thing, she thought, before shaking her head and gritting her teeth. "Does everyone understand?"

There were tense mutters of consent from behind her, and after a brief hesitation, she strode to the front door and gestured for the others to follow, before grabbing the door handle and shoving it open, immediately being slammed with a wave of heat and an acrid stench that made her eyes water and her throat burn.

She coughed, her throat already feeling as if it had been sucked dry, before croaking out, "Come on!" and leading the way out of the house into the ensuing mayhem.

Things had already gotten worse just in the short amount of time she had been in the house; whereas only a few buildings had been burning before, now it seemed the whole eastern end of the town—where the Mountain loomed up behind it—was on fire, though the thing that terrified Alison the most was that Smaug was nowhere to be seen; she heard him, all right, but there was no sign of the dragon anywhere, and she hoped that this was a semi-good omen as she ordered everyone to stick close together before turning and thundering down the stairs, heading for the yet-untouched southern end of the town where the bridge would lead them over the Long Lake and to the edges of the Wood-Elves' territory.

They joined the rest of the heaving throng of townspeople as they fled for their lives, clutching what small heirlooms they had or nothing at all as they raced towards the bridge like they were, though Alison could not go as fast as she wanted to, due to Tilda's short legs and Kíli's injury, as the two and Sigrid ran in the middle of her and Fíli, who had control of the rear.

They ran for a few minutes, making their way steadily towards the bridge, and just as Alison began to wonder if Smaug had gotten lazy and given up, there was a sudden roar and a rushing of wings from above, and the townsfolk around her screamed as another bout of flame shot down only a few hundred yards from where Alison and the others were.

And just as quickly as he had come, Smaug disappeared again, apparently making for another round, and Alison cursed as the crowd before her cleaved in two, revealing the flames that now engulfed several houses and quickly caught the others ablaze (honestly, wooden houses? Next to a fire-breathing dragon? Who's smart idea was that?), as more filled the street before them, cutting off their access from going straight south—which had obviously been Smaug's intent.

"This way!" Alison shouted, gesturing to the left as she tore her eyes away from the flames and the dark blots within them that looked suspiciously like something she didn't want to think about, before leading her group down a cramped alleyway, praying that she still remembered how to get to the bridge as they raced on.

The smoke was beginning to sting Alison's eyes and throat, and tears streamed down her face as ragged breaths scraped in and out of her raw windpipe, and her lungs began to feel compressed as the heat became more and more unbearable, but she pushed on, the others close on her heels.

So far, they had been lucky; though Smaug had been attacking periodically, the dragon hadn't come close to them yet, but the more burning pathways and houses she saw and the horrified screams of the townspeople she heard, she desperately wished for Bard to just take the beast out already, her panic for the missing bargeman increasing with every pulsation of her erratically beating heart. Where was he?

"Alison!" Fíli's panicked voice shouted, and she turned to see the blonde dwarf gesticulating for her to stop. "Take cover!"

In a split second she had realized her grave mistake; while she had been worrying about Bard, she had completely disregarded her senses that were keeping out for the dragon, and at Fíli's frantic voice, the sound of rustling wings and the now-familiar roar of Smaug slammed into her, and she dove into the somewhat sheltered alley the others were crammed into just as the dragon released another bout of flame, right where she had been standing a moment before as he took to the sky again for another swoop.

"Mahal," Fíli gasped as the cacophony of the townsfolk swelled, a man bellowing his wife's name in grief only half a block away from them, and Alison met the prince's eyes, seeing her own terror and panic at the daunting situation they were in reflected back to her in his fearful gaze. "We can't go on like this forever."

"I know," Alison said tightly, her lungs screaming for untainted oxygen as she took in the trembling frames of Sigrid and Tilda beside her and Kíli propped against the wall opposite, clutching his leg in pain as blood soaked through his trousers, his wound having reopened in their mad dash to safety. "But we have to try."

Seeing Alison's concerned gaze upon him, Kíli grimaced and shook his head, saying, "Just go. Don't worry about me. Just take the girls and go."

"Don't be thick," Fíli said from beside his brother. "We're not leaving you here, you idiot."

Kíli shook his head as Alison only stared, baffled. "I'm only going to slow you down, and you need to get the hell out of here and get to safety. Go."

Fíli scoffed, making to grab Kíli's arm, but the dark-haired prince shoved his brother off of him, scowling. "I'm not joking, Fíli! If you want to get out of here alive, then you need to leave me!"

Alison couldn't believe what she was hearing as Fíli shouted, "No, Kíli! We go together, or not at all! This isn't negotiable!"

Fíli was shaking, his face growing increasingly red, and Alison was shocked, for she had never seen the older prince so upset, as Kíli looked away, his expression pained. And just like that, Alison's simmering fury boiled to the surface again, setting her on fire with her anger as she glared at Kíli, knowing they were wasting precious time, but by God, she would drag this stupid dwarf if she had to.

She stalked up to him, pushing Fíli back towards the shaking Sigrid and Tilda before he punched his brother or something as equally bad, snapping, "Start heading to the bridge. We'll be right behind you."

Something in her tone or face must have conveyed her feelings, for Fíli only hesitated briefly before ushering the girls out of the alley, casting them one last desperate look before disappearing from sight.

"Alison," Kíli said as she rounded on him, his hand pressing into his bloodied wound to staunch the bleeding. "Please, leave me. You need to get to safety—"

But he didn't finish his sentence, for Alison slapped him sharply across the face then; it was like smacking a rock, for all the good it did her, but it had captured Kíli's attention as he gaped at her, and she ignored her now-stinging hand as she glared at him fiercely.

"So this is how you repay me?" she snarled. "I tell you I love you, and now you want me to leave you behind to your death?"

Guilt and shock flitted across his features, but before he could say anything, Alison shook her head and draped his free arm over her shoulder, refusing to look at him as hurt now melded with her anger.

"Come on, you moron," she growled, and before he could protest, she checked to make sure they were still relatively safe before leading him quickly out of the alley and down the street they were on, half-jogging, half-limping after the path Fíli and Bard's daughters had taken to the bridge.

Further away, Smaug swooped down suddenly from the clouds of smoke and ash that now lingered over the town like an oppressing blanket, and the northern end of town was illuminated as it burned even more brightly than it had been before, and Alison wondered again where the hell Bard was and why he wasn't stopping this massacre as she passed by several piles of acrid-smelling flesh and bone that had been charred beyond recognition, her stomach curling at the stench as fear began to seize at her again, her blood chugging through her veins as her heart hammered madly in her chest.

It felt like they had been running for hours as Alison and Kíli pushed on towards the bridge, passing by burning husks of houses and shops and avoiding the flames that threatened to eat them alive from both sides, where the smoking skeletons and blackened corpses of those that had been too unfortunate to escape the onslaught of the dragon lay strewn about, as if a child had carelessly left their toys on the floor, though a million times worse.

Alison estimated that they were maybe a quarter of a mile away from the bridge, as Smaug retreated into the cloud cover to make his next assault after her and Kíli had had another close-call with the firestorm, and they began to hobble out of the alleyway they were huddled in until a force slammed into Alison's back, sending her and Kíli sprawling on the ground, Kíli crying out as he landed on his injured leg.

Alison thought that maybe someone hadn't seen them as they were running away from the destruction of the town, but that thought was instantly quashed when she felt a hand latch onto her boot and begin to drag her down the pathway, and she dug her fingers into the wood to stop herself, but all it resulted in was her nails leaving deep furrows in the wood as splinters embedded themselves in her palms and fingertips.

"Kíli!" Alison cried, as she struggled futilely to escape the strong grip, her body angled to where she couldn't reach any of her weapons as she was pulled along, until she suddenly stopped dragging on the ground and the hand then fisted into her hair, yanking on her scalp until she was on her feet.

She was then roughly shoved into the crumbling wall of a sagging building that had not yet caught aflame, and she snarled, grasping for one of the knives on her hip, before she was turned around into the face of her attacker, and her blood froze in her veins, her eyes widening in recognition.

"Hello, Alison," Elijah said pleasantly, and Alison felt what remaining breath she had left in her lungs leave her body in a hoarse gasp, as the kind, gracious boy she had met at the Master's feast smiled at her, a dimple appearing on his left cheek, though she noticed then how glazed and empty his eyes were, and she knew that this was not the same Elijah she had danced with some nights ago.

He produced a dagger from his belt and held the point under her chin, still smiling in a creepy, indulgent way as Alison stared, seeing Kíli struggling towards them out of her peripheral, though he was still some distance away and his leg hindered his speed.

"Elijah," Alison said, finding her voice again. "What are you doing?"

"Fulfilling my orders," he replied easily, tracing the blade along her jawline as her heart crashed against her ribcage. "Oh, and Johnathan Ashburne sends his regards, by the way."

Not this bastard again, Alison couldn't help thinking, but she forced herself to stay calm, acutely aware of the dagger still idly tracing her features as she asked, "And what are your orders?"

"To give you a message," he said, as if they were discussing the weather, and Alison only listened as he went on. "He said I was to inform you that you have two weeks."

"Two weeks for what?" Alison said, as she glanced quickly over his shoulder and saw Kíli silently unsheathing his sword before focusing her attention back on Elijah.

"Two weeks for you to find the Ring within Erebor, before him and his army reach the Mountain and slaughter every last man, woman, child, or dwarf that stands in his way. But he said he'll leave you alive." At this, Elijah chuckled. "And what was it he said after that? Oh, yes; he said that he wouldn't kill your friends—but that he would make you kill them, as punishment. But that's only if you defy him; all he wants is the Ring, and you'll be spared, as will your allies, if you simply obtain it for him."

"Not a chance in hell," she snapped before she could stop herself, but Elijah only tilted his head, still smiling.

"He figured you would say something like that," he said. "And that if you did, then I was to give you incentive to heed his warning."

And before Alison could respond, he raised the dagger to his neck and dipped his head back, exposing his throat, and she let out a strangled cry as it hit her what he was going to do as the blade touched his skin, before she shot a hand out on reflex and grabbed his wrist, forcing the dagger away from him.

"Elijah, no!" she shouted, but he fought against her as the tell-tale sounds of Smaug about to attack reached her ears and Kíli leapt forward from behind, sword raised—

It all happened in a blur; she finally wrested the blade from his hand, but he stumbled backwards and landed on Kíli's sword tip, impaling himself through his lower back and out of his gut as he cried out in pain, and Alison screamed, "No!", throwing the dagger aside as Kíli pulled his blade out in shock and panic, Elijah tumbling into the street just as fire rained from the heavens.

Kíli threw himself into the wall of the building, flattening Alison as he shielded her body with his, but it did nothing to deaden the flames that lit up the night, inches away from them, so close her hair was buffeted back from her face and she felt like she was trapped in a volcano as the air around them turned hotter and hotter, before the temperature suddenly stopped rising and the light wasn't that impossible to look at anymore, though she immediately wished she hadn't opened her eyes—or that this hadn't happened at all, as the brunt of the situation hit her.

Elijah had not escaped the inferno, and Alison watched in horror as he writhed on the ground before them, inhuman cries of agony escaping his melting lips as the flames bubbled and crackled his skin, the fat dripping off of his burning figure like wax and exposing raw muscle as he screeched and flailed, before going eerily silent a few moments later and stilling, though the fire continued to gnaw greedily on his remains.

"Oh, God," Alison moaned, before shoving Kíli away and bending over to retch, her throat positively shrieking with pain at the acidity scraping against the inflamed internal flesh as Kíli seemed to be uttering a prayer, quick and hoarse, from behind her.

She knew, for as long as she lived (which didn't seem to be very long, at that moment), that she would never be able to forget such a gruesome sight, and Elijah's burning body was still imprinted behind her eyelids as tears poured down her face, even as Kíli wrapped an arm around her and they pushed on, avoiding the flames and continuing down the street as he muttered words to her she didn't hear, too horrified to say anything or even bother acknowledging what was happening around her anymore.

She barely even registered when they had reached the bridge, where the dregs of the fleeing townsfolk were still escaping, and Fíli rushed over to them, exclaiming, "Mahal above, what took you so long? And what happened?" He demanded, as he took in their haunted expressions.

"Where's Sigrid and Tilda?" Kíli asked, in lieu of replying to his brother, and though Fíli's face darkened with concern at what they weren't saying, he only replied with, "I got them out all right; they met a neighbor they trusted halfway across and she took them with her and her own children while I came back for you two and Bofur and Óin."

Hearing this snapped Alison out of her horrified trance, and she straightened up, swearing at the reminder that Bard was not the only one missing. "Where are they?" she asked frantically, but her question was answered when she saw two figures sprinting out of the side-street across from the one they were in—two short, squat figures with one wearing a familiar hat, and she thanked the Valar that something finally seemed to be going right that night as they all caught sight of each other at the same time and the two dwarves hustled over, panting and covered in soot as they clutched stitches in their sides.

"There you are!" Bofur gasped. "We were trying to find you for ages—"

"Where's Bain?" Alison interrupted, fearing the worst until Bofur waved a hand, saying, "He went with Bard, just as the dragon first started attacking—"

"Wait, you found Bard?" Kíli cut in, and the hatted dwarf nodded, ash cascading off of his head at the movement.

"Aye, we crossed paths when we were disposing the last body," he said. "We were heading back until we saw the dragon, and then Bard asked Bain where the Black Arrow was hidden and they went off to fetch it, and that was the last we've seen of them since then."

Alison felt a small seed of relief burgeon in her chest at this news; Bard wasn't dead, at least not an hour ago, and he was getting the Black Arrow to kill Smaug; but what was taking him so long to kill the damned thing?

Before anyone could say anything, two lithe figures slipped around the corner, moving so swiftly they were nothing more than blurs, but Alison saw a flash of vivid red and knew who they were instantly.

"Tauriel, Legolas!" she called, and the two figures halted, revealing the familiar Elves as they moved back towards them, smiles breaking apart their natural icy façade as they joined Alison and the dwarves in the scanty shelter of their alley.

"Lady Ashburne, Master Dwarves," Tauriel said, inclining her head. "It is good to see you alive."

Legolas bowed his own head in greeting, albeit a bit stiffly, but a small grin curled his lips all the same as Alison smiled back, hope returning to her as she realized that all of the Lake-town group had been reunited, except for the glaring obviousness of Bard and his children.

"Yeah, well, let's try and stay that way, shall we?" she said, and everyone nodded in agreement.

"Come," Tauriel said. "We have been evacuating the town and sending them to the borders of the Woodland Realm; there is shelter there that we can temporarily use until this bowman kills the beast."

No sooner had the words left her mouth, however, when a terrifyingly familiar roar echoed over the lake once more, and Smaug billowed out of the clouds right above them, so close that Alison could see his glowing, lantern-like yellow eyes, shining with a cunning and cruel light as his coppery scales began to glow, and the air became dry and the oxygen level decreased due to the heat, and the group in the alley ducked just as an ear-piercing scream sounded from behind them, outside of the alley.

They all whirled to see a young woman standing in the middle of the street, petrified, gazing upward as the dragon descended; she had obviously been making for the bridge to try and escape, until Smaug had reared his head for another attack, and now she was, quite literally, stuck in the cross-fire.

"Kíli, NO!" Fíli screamed suddenly, and Alison turned just in time to see Kíli sprinting out of the alleyway, making for the woman with surprising speed, but all of this was lost to Alison as she screamed Kíli's name, shutting her eyes involuntarily as a spike of pain shot through her skull, and the image of a flaming eye flashed in her mind's eye as a deep, echoing voice laughed—

She forced her eyes open with a ragged gasp, seeing Kíli reach the woman just as light flared from the sky, white-hot and feral, and he was consumed by the flames.

Author's Note

"Menu agrîf zagar-me, Uz-Zelemîn" (Khuzdûl); "You have my word, Master of the West"

And...cliffhanger!

Ah, Bilbo and Thorin's evolving relationship brings me such joy. I just want to hug them and cry.

Well I hope this chapter wasn't a huge disappointment, though it should lead up to the hype that is coming with Part II of Smaug's attack on Lake-town, which will feature another Alison POV, and we get to see where the hell Bard has been this whole time while he alternately kicks some dragon ass. (And that is not a spoiler don't you dare call me out on this)

Anyway, thank you for all of the reviews/favorites/follows! Wow, I'm almost at 250; that's kind of staggering, but greatly appreciated, nonetheless! So, please review and continue to be amazing: anything you liked about this chapter, disliked, are looking forward to? Let me know!

I'd also love to hear your ideas for this part of the story; since it's virtually unknown yet (in movie-terms), there's a lot of license to throw stuff in, so if you have anything you'd like to see, for sure drop it in a review or shoot me a PM and I'll see if I can make it work :)

Thanks again, lovelies! Until next chapter...

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