Smaug may have fallen for good, but the danger was far from over. For another threat was coming. The threat that was coming from Dol Guldur. And Gandalf who was hanging in his cage. He had not contact with anyone else after he sent Radagast off. Until he heard a voice in his head.

"You are not alone, Mithrandir..." Gandalf looked up with a start to wonder where that voice came from and he recognized it as the voice of Galadriel. "... Ae boe i le eliathon, im tulithon." (not translated onscreen: If you should ever need my help, I will come.)"

It was early morning now on the banks of the Lake that was filled with Lake Town refugees and wreckage heading for shore. With people screaming and crying, as well as burnt objects. And also dead bodies washing up on the shore. And also Alfrid. "Will somebody help me? HELP!" He clambered over a dead body, only to realize that the person was still alive. And then Alfrid rolled over him into the water.

"HELP!" He shouted again.

Tauriel, Sigrid, and Tilda walked forward with Ginny as they looked for Bard, Neville, and Ron. 

"DA!" Both girls screamed.

"Ron! Neville!" Ginny yelled. She then looked at Bard's Daughters. 

"I'm sure they're around here. Let's keep looking." Tauriel assured the two.

"WHY ME?!" Alfrid yelled out to the sky while there was screaming and crying all about, as people pulled the bodies of their loved ones out of the water onto the shore. 

It was also at that moment that the Dwarves, Oin, Bofur and Fili grabbed a boat and began to push it out into the water. Ginny saw them. "We can't just leave! Ron and Neville are still out here!" 

"We have no choice. We have to get to the Lonely Mountain to see if Thorin and the others survived." Fili sighed. But Ginny did not get on the boat. 

"I'm not leaving without my brother." She said sternly. She also took the boat of the water with Wingardium Leviosa and put it onto the banks. "And you're not going anywhere in that either until we find Ron and Neville." And she gave a glare to the Dwarves too.

Fili sighed again. Ron and Neville wouldn't just ditch them either. "Alright. We'll find them first."

"Just when I thought for a second that you wouldn't make it, Ginny." Ron commented coming up behind Ginny with Neville by his side. 

Ginny turned to see Ron and Neville. "Ron! Neville! Oh thank Merlin you're okay!" She ran over to embrace them. 

"Found them." Bofur said. "Wow, we're good."

"Thank Merlin we're okay? Thank Merlin that you're in one piece." Ron replied. "Mum would kill me if anything happened to you. How's the arm?" He asked.

"Getting stronger." Ginny answered. She looked over at the refugees. "But all these-" She didn't finish her words. "We never should've gone after that Dragon. If it wasn't for-"

"Hey, let's not worry about that right now." Ron said comforting Ginny. "We can't save them all, Ginny. I'm sorry, but we can't." And the two turned to see the people of Lake Town start to approach Neville. And for a split second. The Dwarves and the Weasleys were all worried they would tear poor Neville to shreds. But instead they started surrounding Neville and almost bowing to him and touching his arms.

"You saved us, Mr. Longbottom. Thank you." One said. 

Neville just nodded. "Where's Bard?" He asked.

"I thought he was with you." Ginny replied.

"No." Ron shook his head. "We got separated after Smaug fell down into the water."

"Well, I don't want to stick around all the same." Fili said. "So can we please get out of here and over to the Lonely Mountain?" He suggested before the people started to go after the Dwarves and tear them limb from limb. 

"Fine." Ginny sighed. "We need to find Harry, Hermione and Luna right away and make sure that they're alright."

"Well Smaug said-" Ron tried to say.

"He probably said that to get us in a rage." Neville interrupted as he got the boat into the water with the Dwarves. "Anyone seen Kili?" He asked.

"He's over there." Ron answered as he pointed to Kili who approached Tauriel.

"Tauriel." Kili tried to say.

"Kili, come on! We're leaving." Fili called over.

"They are your people. You must go." Tauriel told Kili knowing that the Dwarves had to leave. And then she walked past him. Kili looked distraught for a second, then whirled around to face her again.  

"Come with me." Kili begged. "I know how I feel; I'm not afraid. You make me feel alive." 

"Not exactly a romantic thing to say, Kili." Ron commented.

"Oh, what do you know about romance, Ron? Your last girlfriend was a complete whack job." Ginny shot at Ron.

"I can't." Tauriel said sadly as she turned her head away.

Kili reached out to grab her arm. "Tauriel, amraline." He said.

Tauriel looked surprised at Kili saying those words. "I don't know what that means." 

"I think you do." Kili replied while smiling.

Tauriel smiled and began to lean toward Kili, only to suddenly straighten up with her face blank. "Hîr nín, Legolas." (My Lord, Legolas.) She said as Legolas was standing right behind Tauriel. 

"Oh, where were you? Didn't see you when Smaug showed up." Ron noted.

"You don't want to get burned. Don't wake the Dragon." Legolas answered. He then looked at Tauriel. "Maewado i Naug." (Take your leave of the Dwarf.) "Boe i nadh egeno." (You are needed elsewhere.)

Tauriel looked at Kili for a few more seconds, and then turned away. Leaving Kili to look in a hostile nature at Legolas at the thought of Legolas getting in the way with him and his girl. 

"Are you coming or not, Kili?" Ginny asked.

"Yeah. Let's get this show on the road." Bofur agreed. And then Kili turned towards his companions and they all got into the boat. But not before Kili was able to place his black stone into it, folding her fingers closed over it.

Tauriel gasped and looked at him as he got close to her face and held her hands to his heart. 

"Keep it. As a promise." Kili insisted. They smiled at each other and then Kili turned towards the boat. While Legolas just looked confused. Tauriel looked down at the stone in her hand, then looked after Kili and the others in the boat.

While on the shore, the refugees were trying to help each other. And one woman handing out blankets to the survivors. "These are dry. You need them." He said to a man.

"Thank you." The Man replied. 

"Oi!" Alfrid demanded pushing between people. "Give me one of them! I'll catch my death in this cold!" 

"Oh, find your own! You're not in charge now, Alfrid Blackspell!" The woman shot back. 

"That is where you are wrong." Alfrid stated. "In the absence of the Master, the power cedes to his deputy, which in this instance is my good self. Now give me that blanket!" He ordered as he tried to grab the blanket, but the woman pulled back on the other end. And they started a tug of war battle over it. 

"Master's Deputy? Don't make me laugh." The Woman pulled the blanket away and began hitting Alfrid with it. "You're a sneak thief, more like. I'll be dead, before I answer to the likes of you!" 

She turned away but Alfrid grabbed her.

"Maybe that can be arranged!" Alfrid suggested and he raised his hand to strike her, but Bard had grabbed his upraised arm.

"I wouldn't go turning on your own, Alfrid. Not now!" Bard then spun Alfrid around. And Bain had outstretched his foot which Alfrid tripped on and fell over. 

"DA!" Tilda and Sigrid both screamed as they raced for their Father and the commotion. 

"Come here!" Bard quickly grabbed both his daughters into a huge hug. And was still clutching on to them as the townspeople looked on at the hero who had saved them. "It's alright." His family was all safe now.

"It was Bard!" Percy shouted from among the crowd. "He killed the Dragon! I saw it with my own eyes. He brought the beast down. He shot him dead, with a black arrow!" 

The Townsfolk all started cheering for Bard and laid their hands on him. And giving their thanks like Bard was their new Messiah. "You saves us all! Thank you!" 

Alfrid suddenly stood back up and raised Bard's Arm in the air. "All hail to the Dragon Slayer! All Hail King Bard!" 

But Bard yanked his hand away from Alfrid. But Alfrid still with his hand up in the air was looking to weasel his way in with the crowd.

"I have said it many times. This is a man of noble stock. A born leader!" Alfrid announced to the people.

"Do not call me that!" Bard hissed. "I'm not the Master of this town." He looked around at everyone just wondering where the Master was. "Where is he? Where's the Master!?" 

"Halfway down the Anduin, with all our coin, I don't doubt." A Woman answered. "You would know!" She pointed at Alfrid. "You helped him empty the treasury." And all of the angry Townsfolk were now looking hostile at Alfrid.

"No!" Alfrid quickly yelled. "I tried to stop him." 

But the Villagers were all looking for blood and someone to blame. And that was Alfrid. "Traitor! Mongrel!" 

"I pleaded. I pleaded. I said, Master! NO!" Alfrid lied. And that was plain as eyes to the people. "Think of the children." He quickly grabbed Tilda. "Will nobody think of the children?!" 

But Tilda stomped on Alfrid's foot, forcing him to let go of her. 

"To the Tree with you!" One of the Townsfolk yelled. And the rest all grabbed Alfrid and raised him up. One even carried a long rope with the intention to hang him. And they would've succeeded if Bard hadn't grabbed him.

"Enough! Let him go! Let him go!" Bard yelled. He knew that this was no time for anger and revenge. This was the time to heal and rebuild. And the rest of the people let Alfrid go to the ground. "Look around you! Have you not have your fill of death?" 

"Aye." Alfrid said popping up before falling back down. 

"Winter is upon us; we must look to our own, to the sick and the helpless." Bard announced once again displaying his leadership and ability to get the people to listen. "Those who can stand, tend to the wounded. And those who have strength left- follow me. We must salvage what we can." 

"What then? What do we do then?" A Woman asked as all the townsfolk looked at Bard.

"We find shelter." Bard answered. And the townspeople all began to follow him as he walked away.

Meanwhile, at the other side of Lake town, Fili, Kili, Bofur, Oin, Ron, Ginny and Neville reached the other side. "You sure you're up for this, Kili?" Ron asked noticing Kili's recovering leg. 

"I'm good. I can walk." Kili answered. 

"I'm just saying. It's not like Madam Pomfrey's around to make sure the leg's fully healed." Ron pointed out remembering when he got bit by Padfoot and had to go to the Hospital Wing. But nevertheless, they began the climb. A bit of a trek, but after their encounter with Smaug. It felt like simple child's play.

And they could also see the ruins of the City of Dale. "Is that Erebor?" Neville asked as they walked up the mountain.

"No. That's Dale." Oin informed. "The City that lied before the Lonely Mountain." And he then pointed to the Lonely Mountain entrance. "That is the entrance to Erebor." 

"Woah. That is definitely no Hogwarts Entrance." Neville commented. 

"No, it is not." Ginny agreed.

"Just wait till we get to Erebor. And the rest of the Company will sing songs and praise at all of us as we enter." Fili declared.

They soon approached the gates, and stopped in shock and fear as they saw the damage caused by Smaug on the front Entrance. "Wow. They really went overboard on the welcoming committee." Ginny sarcastically commented.  

And once inside, it soon became very clear to Ron, Ginny and Neville why it was called the Kingdom under the Mountain. The entire city of Erebor even empty was still a sight to behold. 

"Harry?!" Ron yelled down the empty city. "Hermione?! Luna!?" 

"Hello!" Bofur also yelled. "Bombur? Bifur? Anybody?" 

"Echo!" Neville yelled. 

But as they walked over the catwalks, and down a flight of stairs. Bilbo and Harry ran up towards them from another part of the city.

"Wait! Wait!" Bilbo had yelled. 

"It's Bilbo! He's alive!" Oin commented. 

"Stop! Stop! Stop!" Bilbo yelled out as he ran.

"Bilbo! Harry!" Ron yelled.

"Ron! Neville!" Harry yelled in relief. "We were worried you were dead." He then looked at Ginny. "Ginny... you're... you're alright." 

"Yeah." Ginny agreed. "And the arm's feeling much better now. Same with Kili's leg." 

"Well, glad you're all feeling better. But now we need to leave." Bilbo said so suddenly as he tried pushing at the others to leave. "All of us."

"Why? We just got here." Neville asked.

"I've tried talking to him, but he won't listen." Bilbo answered.

"What do you mean, Laddie?" Oin asked in alarm.

"It's Thorin." Harry answered. "Ever since Smaug fell-" 

"Oh, yeah. I managed to beat the Dragon down-" Ron tried to say. But he got an elbow from Ginny. "Okay. We managed to beat the Dragon down." He corrected. "And Bard shot him with a Black Arrow. Turns out he had one the whole time-" 

"What's wrong with Thorin?" Neville asked getting back on topic. 

"He's been down there for days." Bilbo answered in a frantic tone. "He doesn't sleep. He barely eats. He's not been himself- not at all. It's this- it's this place. I think a sickness lies on it." 

But as Bilbo spoke, Fili looked past and saw something that caused him to start moving past Bilbo. 

"Sickness? What kind of sickness?" Kili asked. 

"It's almost like he's entranced." Harry answered.

But Fili started to walk past. "Entranced?" Ginny asked in alarm. "There's not a Diary in this place containing Voldemort's soul, is there?"

"No, Ginny. This is different." Harry answered darkly. 

"Harry? Are Hermione and Luna-" Ron started to ask.

"They're fine. They're both fine." Harry answered.

The group all began to head for the Treasure Room. Already heaped so high over the floor that no one could see the ground. There was only one thing moving, and it wasn't Smaug. 

It was Thorin. Only he was dressed in ornate robes and covered in the wealth of the Mountain. But he looked almost possessed. "He looks like he's under the Imperious Curse." Ron commented.

"Gold." Thorin said softly. "Gold beyond measure. Beyond sorrow and grief." He looked up to see the others standing there. "Behold. The Great Treasure hoard of Thror." His voice echoing up as he suddenly flung a red ruby up to Fili who caught it in alarm. "Welcome, my sister's sons, to the Kingdom of Erebor." He said in all his triumph. 

"I see what you mean, Harry." Ron said nervously.

Thorin barely acknowledged Ron, Ginny and Neville. "You survived." He said. "Surprising."

"Yeah. But the town is-" Ginny started to say.

"We'll swap stories of our triumphs later. Now we look for the Arkenstone." Thorin declared going back to treasure finding. 

But first, Harry went back to where the rest of the company was in another room. "Hermione! Luna! Guess who's back!" He announced.

Hermione and Luna looked up to see Ron, Ginny and Neville arrive. 

"Ron! Ginny! Neville!" Luna ran up with a happy expression. And also saw the Dwarves embrace each other. All relieved to see each other in one piece. 

"Hello, Luna." Ron greeted. "Yeah. We're all in one piece." He assured as Hermione ran up to embrace Ginny, and Neville.

"Ginny, your arm's better." Hermione noted. 

"Thanks to Neville and Ron." Ginny replied. "And the Elves. And Kili's leg." 

"The Elves?" Luna asked.

"It's a long story." Neville answered. 

Hermione then turned to Ron who was shrugging. And Hermione proceeded to embrace Ron in a deep hug. "I thought you were dead for sure." She then slapped him. "That's for scaring me." She said.

"I feared you were dead too." Ron pointed out. 

"Ugh." Harry groaned used to it.

"I think that's just their way of telling each other they love one another." Luna commented.

"Well, if everyone is in one piece, Thorin wants us to keep looking for the Arkenstone." Balin informed breaking up the reunion. 

"Any sign of it?" Thorin asked as the Company searched from the massive piles of Gold.

"Nothing here!" Harry shouted.

"Nothing here." Ori informed.

"I can't find it anywhere!" Ron shouted. And he could be heard grumbling under his breath. "Just got here from fighting a Dragon and now Thorin's making me work. He and Mum would get along famously." 

"The Arkenstone is the true prize! Quit complaining and keep searching!" Thorin yelled as he heard Ron.

"He's being rather rude." Luna stated as a matter of fact.

"Accio Arkenstone!" Neville yelled at the pile. But he couldn't find anything. 

"Honestly, Thorin. The Arkenstone could be anywhere in this massive pile of Gold! It's going to be weeks, maybe months or years before we find it." Hermione pointed out.

"The Arkenstone is in these halls, Miss. Granger. Now find it!" Thorin ordered. "All of you! No one rests until it is found!" 

As that went on, Harry thought back to Smaug's words from before about Thorin. 'I am almost tempted to let you take it, if only to see Oakenshield suffer, watch it destroy him, watch it corrupt his heart and drive him mad.'

He also saw Bilbo walk out to the rampart of the front gates and was pacing back and forth for a while. "Bilbo?" Harry asked.

Bilbo jumped and turned around. "Oh, it's you." He sighed. "Thorin's turning mad isn't he?" 

Harry nodded in agreement. "You think the Arkenstone is going to calm his mind down?" He asked. "I mean, Smaug did say-" 

"Yeah. I know what he said." Bilbo replied. "Do you have it?" He asked.

Harry reached into his pocket taking out the Arkenstone. And he and Bilbo stared at it as it glowed with a pattern of light from within. "I can see why he wants it." Bilbo said.  

"Almost reminds me of the Philosopher's Stone." Harry said.

Bilbo looked at Harry. "Harry? When Voldemort went after that Sorcerer's Stone-"

"Philosopher's Stone." Harry corrected.

"Sorry. When Voldemort went after the stone, did kind of measures did he take to find it?" Bilbo asked.

"He killed a Unicorn in the forest and drank from its blood. He also set a Troll on the School." Harry answered. And he could see Bilbo swallow hard. "Well, let's just wait and see what happens." He suggested. "Maybe after a while, Thorin will calm down and he'll go back to the Thorin we all remember. But just to be on the safe side. You should probably hold onto it for now." And Harry gave the Arkenstone to Bilbo.

"I hope you're right." Bilbo agreed taking the stone and placing it in his pocket.

Meanwhile, with the Lake Town refugees. The people were packing their supplies in their hands and on makeshift wagons and were preparing to leave. Per Bard's orders.

"Take only what you need. We have a long march ahead." Bard told the villagers.

"Where will you go?" Legolas asked as he was still there with Tauriel.

"There is only one place." Bard answered as he looked over at the ruined city of Dale and the Lonely Mountain. 

But all Alfrid could see was the Mountain. "The Mountain! You're a genius, sire." He praised Bard. "We can take refuge inside the mountain. It might smell a bit of dragon. The women can clean up. It will be safe and warm and dry, and full of stores, bedding, clothing... the odd bit of gold." 

But Bard could smell a rat a mile away. "What gold in that mountain is cursed." He told Alfrid curtly. "We will take only what was promised to us- only what we need to rebuild our lives." He then dumped a bundle of supplies into Alfrid's hands and walked off. 

Only for Alfrid to dump the supplies into the hands of an old woman who already had her hands full. "Here! Pull your weight!" He ordered as he dumped.

"News of the death of Smaug will have spread through the lands." Legolas informed.

"Aye." Bard agreed wondering if that was good or bad.

But for Legolas, it was both. "Others will now look to the mountain- for its wealth, or its position." He advised.

"What is it you know?" Bard asked confused now as he looked at Legolas as he looked into the distance.

"Nothing for certain. It's what I fear may come." Legolas answered.

What he feared was Azog who was riding his Warg at the head of an entire army of Orcs all armed for battle as they marched across the rocky plain that would lead them to the Lonely Mountain. Voldemort and several of his Death Eaters rode with them. And a small rat had appeared right in front of Azog and Voldemort who were in front. 

Azog halted his Orcs. And Voldemort looked at the Rat. "What news from the Mountain, Wormtail?" Voldemort asked.

The Rat had transformed into a short stumped man, Peter Pettigrew. Voldemort had sent him ahead to inspect what the situation with Smaug was at the Lonely Mountain. "A-Apologies My Lord. Smaug is dead. The Dwarves and Harry Potter they- they killed him." He reported.

And Azog grinned at that. "You don't seem bothered by Thorin Oakenshield yet living?" Voldemort asked.

"No. I'm only happy because it means that I can kill Oakenshield myself." Azog answered. And Voldemort was not to bothered at the death of Smaug as well. While the Dragon would've made a valuable ally. The Arkenstone was the true prize. To make it his Horcrux.

"Woodland Elves!" Bolg shouted as he charged from his Warg to deliver the bad news. "The King's Son and a She-Elf. They tracked us to Lake Town."

"And you killed them?" Azog asked as he circled Bolg like a shark.

"They fled." Bolg answered. "Squealing like Cowards."

Azog lunged at Bolg. "You fool! They will return with an Army of Elves at their backs!" He scolded. But he had more important matters to deal with. "Ride to Gundabad." He ordered. "Let the Legions come forth." 

Bolg grunted in assent and rode off.

"Spawn. You give them one assignment and they blow it." Azog said as a matter of fact.

"That's why I don't have any." Voldemort replied. "And don't plan to anytime soon." He said as he glared at Bellatrix.

"What?" Bellatrix asked confused. 

"They will all die." Voldemort assured as he turned back to Azog. "And then when that is done. You can pillage all the Muggles you want in my world."

Azog nodded. And he turned to his army. "Elves! Men! Dwarves! The Mountain will be their tomb! To war!" And the army marched head. 

"You saw something out there." Tauriel noted as she and Legolas walked through the Lake Town Camp. 

"The Orc I pursued out of Lake Town. I know who he is." Legolas informed. "Bolg. A spawn of Azog the Defiler. A Warg pack was waiting for him on the Outskirts of Esgaroth. They fled into the North. The Orcs were different from the others. They wore a mark I had not seen for a long time. The mark of Gundabad."

Tauriel stopped in shock at the mention of Gundabad. It did not have a good history with the Wood Elves of Mirkwood. Almost as bad as Dol Guldur. "Gundabad?" She asked.

"An Orc stronghold in the far north of the Misty Mountains." Legolas reminded.

They were about to depart when they noticed that a Wood Elf on horseback emerge in front of them. "Hîr nín, Legolas. Celin 'winiath o adar lín." (My Lord Legolas, I bring word from your Father.) He informed. "Cân i hi danwenidh na le." (You are to return to him immediately.)

Legolas sighed. "Tolo, Tauriel." (Come, Tauriel) 

There was just one slight problem. "Hîr nín. Edlennen Tauriel." (My Lord, Tauriel is banished.) The Elf informed.

"Edlennen?" (Banished?) Legolas asked surprised at that. And Tauriel was surprised too. But in hindsight, she probably should've seen that one coming. "You may tell my Father: If there is no place for Tauriel, there is no place for me." He told the Elf.

"Legolas. It is your King's Command." Tauriel pointed out. 

But Legolas didn't care. "Naw aran nín, mal ú-gân innas nín." (Yes, he is my King. But he does not command my heart.) He told Tauriel. And he turned and walked away from the Elven Messenger. "I ride north. Will you come with me?" He asked Tauriel.

"To where?" Tauriel asked following him.

"To Gundabad." Legolas answered. 

Tauriel didn't need to be asked twice. She and Legolas rode out on horseback as the refugees carried their possessions and supplies with their sick and injured and began the long trek around the lake towards the Mountain.