Darkness had filled the sky. The dwarves and the two hobbits had each gotten a bowl of soup that Bombur had prepared from the food supplies. Freya and Bilbo sat over by the ponies, away from the dwarves to eat their soup. Even though most of the dwarves had accepted them on this journey; neither felt like they were actually apart of this company.

" How's your arm?" Bilbo asked his cousin, still shocked that the leader of this quest could do such a cruel thing. Freya shrugged her shoulders at her cousin as she took a gulp of her soup.

" It barely stings. Oin put some stuff on the cut." She told her cousin, but he was still looking at her worried. " I'm fine, Bilbo. Really....Besides, Thorin is right. I am weak; I need to learn how to fight or I wont make it to the mountain." She mumbled partly to herself and Bilbo shook his head at her ridiculous thought.

" Freya, don't say such a thing. Your braver than me, if anyone isn't going to make it on this quest it's me." Bilbo stated in honesty as the two continued to eat their soup.

" What are you talking about? Your here to aren't you? Besides Dwalin said he'll teach you too." Freya exclaimed, clearly had forgotten what the leader had done to her earlier.

" Teach me what?" Bilbo asked as he scratched his head. Freya's eyes narrowed at her cousin, wondering if he had been listening to anything she had been saying.

" How to use a sword, silly. You think I want my cousin defenseless, I don't think so." She stated with a smile, when it slowly dropped as Bilbo looked at her a little frightened. " What's wrong Bilbo?"

" I know I said I could handle this journey, but I can't. I think we should turn back and go back home while we still can, these dwarves; especially the leader don't want us on this quest anyways. We could slip away and they wouldn't even notice." Bilbo explained. Freya couldn't believe what she was hearing. She looked from her cousin to the dwarves by the fire as they were all laughing and tossing food to each other and then turned back to her cousin.

" We can't leave Bilbo, were not going to turn our backs on these dwarves. They need us, even if they can't see it. You know what if you want to leave, I won't stop you, but I'm staying here. I'm not going to give up because I got a wound from the leader; even if he is stubborn." Freya stated as she got up from the ground, carrying her bowl over by the fire where the others were. Balin smiled when he saw the hobbit and patted a spot beside him and his brother; glad she had decided to come join them.

Bilbo was still over by the ponies muttering under his breath to himself. Freya watched her cousin curiously wondering if he would actually leave and go back home. The hobbit finally stood up and turned towards the fire and began to march over to them; still cursing under his breath and sat beside Oin and Gloin. Freya looked up and smiled when she saw her cousin had joined them. He gave her a half smile but was not happy to be here still.

The dwarves had began to pick spots in the area to sleep for the night. Bilbo and Freya took spots near the fire. Freya laid her head against her bag and closed her eyes, trying to ignore the sudden loud snores from some of the dwarves. It's the middle of the night. Bilbo wakes up from the constant snoring from the dwarves around him. He looks to see his cousin tossing and turning and then looks in disgust when he sees Gloin sleeping, inhaling tiny flying insects and then expelled when he exhales. Bilbo gets up and walks around. Most of the dwarves are asleep; Gandalf, Fili and Kili are awake.

Bilbo walks over to his pony and gives her an apple, after checking to see that no one is looking. Freya woke up not long after cousin; unable to drown out the constant snores of the dwarves. She sat up and notice her cousin wasn't in his spot sleeping. Freya panicked at first thinking he left, but was relieved to see he was over by his pony Myrtle getting more acquainted with her. She smiled at her cousin when a scream in the night air is heard by the two hobbits and they become worried.

Freya got up and wandered over to Fili and Kili as Bilbo came right up behind her. " What was that?" Bilbo asked in a worried tone as Freya wondered the same thing.

" Orcs." Kili answered as he listened and another scream is heard.

" Orcs? W-what is that?" Freya asked, in an uneasy voice; as she wondered at the same time if she even wanted to know.

" Throat-cutters. There'll be dozens of them out there. The lowlands are crawling with them." Fili stated as he watched fear spread across the cousins faces.

" They strike in the wee small hours, when everyone's asleep. Quick and quiet; no screams, just lots of blood." Kili added as Freya and Bilbo looked away at each other in horror; Fili and Kili look at each other and begin laughing after they see the hobbits expressions.

" You think that's funny? You think a night raid by orcs is a joke?" Thorin questioned his nephews in disappointment at how they could talk about these vile monsters like they were a joke.

" We didn't mean anything by it." Kili stated, feeling guilty now for upsetting his uncle. Thorin gave them each a look as he walked passed the two hobbits.

" No, you didn't. You know nothing of the world." Thorin grumbled as he walks off to the edge of the cliff and looks out over the valley. They were joined by the older dwarf as he looked at the two brothers.

" Don't mind him, laddie. Thorin has more cause than most to hate orcs." Balin explained as the two hobbits took a seat by the fire to listen to a story the dwarf was about to share with them. Balin took a deep breath before continuing.

" After the dragon took the Lonely Mountain, King Thror tried to reclaim the ancient dwarf kingdom of Moria. But our enemy had got there first." He explained as he told the story as if it only happened yesterday. Thorin continued to stare out into the darkness as he listen to Balin continue the story; that he was reliving in his own head." Moria had been taken by legions of orcs lead by the most vile of all their race: Azog, the Defiler. The giant Gundabad orc had sworn to wipe out the line of Durin. He began by beheading the King. " Freya and Bilbo listened intently as the older dwarf told the story. " Thrain, Thorin's father, was driven mad by grief. He went missing, taken prisoner or killed, we did not know. Were leaderless. Defeat and death were upon us. " The woman pictured with every word Balin spoke what was happening that day at battle. She looked at the leader, feeling sorry that he had lost his father and grandfather to such a terrifying monster and she looked back at Balin who turned to look at his leader and smile.

" That is when I saw him: a young dwarf prince facing down the Pale orc. He stood alone against this terrible foe, his armor rent....wielding nothing but an oaken branch as a shield." He stood there in silence before continuing as he thought about that moment. Freya looked at Thorin in surprise. She had no idea that he was someone of great importance. " Azog, the Defiler, learned that day that the line of Durin would not be so easily broken. Our forces rallied and drove the orcs back. Our enemy had been defeated. But there was no feast, no song, that night, for our dead were beyond the count of grief. We few had survived." Freya felt sad listening to this, they had all lost so much; especially their leader." And I thought to myself then, there is one who I could follow. There is one I could calle King." Balin stated as he looked at his leader with loyalty and respect as the rest of the company was awake now from listening to Balin story of a day they all shared and remembered those that died. Thorin looks to the others as he walks between them toward the fire.

" But the pale orc? What happened to him?" Bilbo asked as Freya had wondered the same thing, but was scared to ask. Balin was about to answer the hobbit when he was interrupted--

"He slunk back into the hole whence he came. That filth died of his wounds long ago." Thorin stated with certainty and with a hint he didn't want to here that filths name uttered again but Freya saw the look that both Balin and Gandalf shared and she wondered if this pale orc was still alive. The dwarves one by one went back to sleep. Freya didn't sleep very well after Balins story, it kept her awake deep in thought at all this. As she finally couldn't keep her eyes open another minute and fell asleep.