All language subtitles for Subtitles - English (The Hobbit M4)

Subtitles resynced and corrected by Eric Odmyr

In a hole in the ground...

...there lived a Hobbit.

Not a nasty, dirty, wet hole
full of worms and oozy smells.

This was a Hobbit hole.

And that means good food, a warm hearth...

...and all the comforts of home.

But it is not the start of my story.
For me, it began...

Well, it began as you might expect.

It was the beginning
of an unlikely friendship...

...that has lasted all my life.

I'm not the same Hobbit I once was.

I was entirely respectable.

And nothing unexpected...

...ever happened.

- Good morning.
- What do you mean?

Do you wish me a good morning...

...or do you mean that it is a good morning
whether I want it or not?

Or perhaps you mean to say that you
feel good on this particular morning?

Or are you simply stating
that this is a morning to be good on? Hm?

All of them at once, I suppose.

Hmm.

Can I help you?

That remains to be seen.

I'm looking for someone
to share in an adventure.

An adventure?

No, I don't imagine anyone west of Bree
would have much interest in adventures.

Nasty, disturbing, uncomfortable things.

Make you late for dinner. Heh, heh.

Mm.

Huh.

Hmm.

Oh. Ah.

Good morning.

To think that I should have lived
to be "good morninged"...

...by Belladonna Took's son
as if I were selling buttons at the door.

Beg your pardon?

You've changed, and not entirely
for the better, Bilbo Baggins.

I'm sorry, do I know you?

Well, you know my name,
although you don't remember I belong to it.

I'm Gandalf.

And Gandalf means...

...me.

Gandalf?
Not Gandalf the wandering Wizard...

...who made such excellent fireworks?

Old Took used to have them on
Midsummer's Eve. Heh, heh. Ahem.

No idea you were still in business.

And where else should I be?

Where else...? Ahem.

Well, I'm pleased to find you remember
something about me...

...even if it's only my fireworks.

Yes. Well, that's decided.

It'll be very good for you...

...and most amusing for me.

I shall inform the others.

Inform the who? What?
No. No. No... Wait.

We do not want any adventures here,
thank you. Not today. Not...

I suggest you try Over the Hill
or Across the Water.

Good morning.

Twelve. There we go. Have a very good day.

Chum.

Hello, Mr. Bilbo. Here.

Have a feel of me tubers.
Nice and firm, they are.

Dwalin, at your service.

Hm. Uh...

Bilbo Baggins, at yours.

Do we know each other?

No.

Which way, laddie?
Is it down here?

Is what down where?

Supper.

He said there'd be food and lots of it.

He... He said? Who said?

Mmm.

Mmm.

Very good, this. Any more?

What? Oh, yes, yes. Ah.

Help yourself.

Hmm. It's just that, um,
I wasn't expecting company.

That'll be the door.

Balin, at your service.

- Good evening.
- Yes. Yes, it is.

- Though I think it might rain later.
- Hm?

Am I late?

Late for what?

Oh! Ha, ha!

Evening, brother.

By my beard...

...you're shorter and
wider than last we met.

Wider, not shorter.

Sharp enough for both of us.

Uh, excuse me?
Sorry, I hate to interrupt.

But the thing is, I'm not entirely sure
you're in the right house.

Have you eaten?

It's not that I don't like visitors.
I like visitors as much as the next Hobbit.

But I do like to know them
before they come visiting.

- What is this?
- I don't know.

- I think it's cheese. Gone blue.
- It's riddled with mold.

The thing is, I don't know either of you.
Not in the slightest.

I don't mean to be blunt,
but I had to speak my mind.

- I'm sorry.
- You think...?

Apology accepted.

- Ah.
- Now, fill it up, brother, don't stint.

- You wanna get stuck in?
- I could eat again if you insist, brother.

- Fíli.
- And Kíli.

At your service.

- You must be Mr. Boggins.
- Nope! You can't come in.

- You've come to the wrong house.
- What?

- Has it been canceled?
- No one told us.

- No, nothing's been canceled.
- That's a relief.

Careful with these.
I just had them sharpened.

It's nice, this place.
Did you do it yourself?

What? No, it's been
in the family for years.

That's my mother's glory box.
Can you please not do that?

Fíli, Kíli. Come on, give us a hand.

Mr. Dwalin. Ha, ha.

Shove this in the hallway.
Otherwise we'll never get everyone in.

"Everyone"? How many more are there?

Where do you want this?

Oh, no.

No. No. There's nobody home!

Go away and bother somebody else.

There's far too many Dwarves
in my dining room as it is.

If this is some clot-head's
idea of a joke...

...I can only say it is in very poor taste.

Get off, you big lump!

Gandalf.

Excuse me, that's my chicken. Um...

If... If you don't...
That's my wine. Excuse me!

He's got an injury.

You mean the axe in his head?

Dead? No, only between his ears.

His legs work fine.

- Mr. Gandalf?
- Yes?

May I tempt you with a cup of chamomile?

Oh, no, thank you, Dori.
A little red wine for me, I think.

- Whoop! Mind out.
- Yes. Ah.

Uh, Fíli, Kíli. Uh...

Óin, Glóin.

Dwalin, Balin...

Bifur, Bofur, Bombur...

- Dori, Nori... Ori!
- No. Not my prizewinners, thank you.

No, thank you.

Yes, you're quite right, Bifur.

We appear to be one Dwarf short.

He is late, is all. He traveled north
to a meeting of our kin. He will come.

Mr. Gandalf? A little glass
of red wine, as requested.

It's got a fruity bouquet.

Oh. Cheers.

Bombur's on his second leg of lamb already.

Hmm.

No chance. Not from that distance.

Wanna bet?

Bombur, catch!

I'll help you with that.

Oh, you great galumphing git!

- Who wants an ale? There you go.
- Over here, brother.

I said have another drink. Here you go.

Ale on the count of three!

One, two... Up!

I knew you had it in you!

Excuse me, that is a doily,
not a dishcloth.

But it's full of holes.

It's supposed to look like that.
It's crochet.

And a wonderful game it is too,
if you've got the balls for it.

Bebother and confusticate these Dwarves!

My dear Bilbo, what on earth is the matter?

What's the matter?
I'm surrounded by Dwarves.

What are they doing here?

Oh, they're quite a merry gathering
once you get used to them.

I don't want to get used to them.

Look at the state of my kitchen.
There's mud trod into the carpet.

They've pillaged the pantry.

I won't tell you what they've done
in the bathroom.

They've destroyed the plumbing. I don't
understand what they're doing in my house!

Excuse me. I'm sorry to interrupt,
but what should I do with my plate?

Here you go, Ori. Give it to me.

And can you not do that?
You'll blunt them.

Ooh. Do you hear that, lads?

He says we'll blunt the knives.

♪ Blunt the knives, bend the forks ♪

♪ Smash the bottles and burn the corks ♪

♪ Chip the glasses and crack the plates ♪

♪ That's what Bilbo Baggins hates! ♪

♪ Cut the cloth, tread on the fat ♪

♪ Leave the bones on the bedroom mat ♪

♪ Pour the milk on the pantry floor ♪

♪ Splash the wine on every door! ♪

♪ That's what Bilbo Baggins hates! ♪

He is here.

Gandalf.

I thought you said this place
would be easy to find.

I lost my way, twice.

I wouldn't have found it at all
had it not been for that mark on the door.

Mark? There's no mark on that door.
It was painted a week ago.

There is a mark. I put it there myself.

Bilbo Baggins, allow me to introduce
the leader of our company:

Thorin Oakenshield.

So...

...this is the Hobbit.

Tell me, Mr. Baggins,
have you done much fighting?

- Pardon me?
- Axe or sword?

What's your weapon of choice?

Well, I do have some skill at conkers,
if you must know...

...but I fail to see why that's relevant.

Thought as much.

He looks more like a grocer than a burglar.

What news from the meeting in Ered Luin?
Did they all come?

- Aye. Envoys from all seven kingdoms.
- All of them!

And what did the Dwarves
of the Iron Hills say?

Is Dáin with us?

They will not come.

They say this quest is ours and ours alone.

You're going on a quest?

Bilbo, my dear fellow,
let us have a little more light.

Far to the east...

...over ranges and rivers...

...beyond woodlands and wastelands...

...lies a single, solitary peak.

"The Lonely Mountain."

Aye, Óin has read the portents...

...and the portents say it is time.

Ravens have been seen flying back
to the mountain, as it was foretold.

"When the birds of yore return to Erebor...

...the reign of the beast will end."

Uh, what beast?

That would be a reference
to Smaug the Terrible...

...chiefest and greatest
calamity of our age.

Airborne fire-breather.

Teeth like razors, claws like meat hooks.

- Extremely fond of precious metals.
- Yes, I know what a dragon is.

I'm not afraid. I'm up for it!

Sit down.

The task would be difficult enough
with an army behind us...

...but we number just thirteen.

And not thirteen of the best...

...nor brightest.

Here, who are you calling dim?

Sorry, what did he say?

We may be few in number...

...but we're fighters, all of us,
to the last Dwarf.

And you forget,
we have a Wizard in our company.

Gandalf will have killed
hundreds of dragons in his time.

Oh, well, no. I wouldn't say...

- How many, then?
- What?

Well, how many dragons have you killed?

Go on. Give us a number.

Excuse me. Please.

If we have read these signs...

...do you not think others
will have read them too?

Rumors have begun to spread.

The dragon, Smaug,
has not been seen for sixty years.

Eyes look east to the
mountain, assessing...

...wondering, weighing the risk.

Perhaps the vast wealth of our people
now lies unprotected.

Do we sit back while others claim
what is rightfully ours?

Or do we seize this chance
to take back Erebor?

You forget, the Front Gate is sealed.

There is no way into the mountain.

That, my dear Balin, is not entirely true.

How came you by this?

It was given to me by your father.

By Thráin. For safekeeping.

It is yours now.

If there is a key...

...there must be a door.

These runes speak of a hidden
passage to the Lower Halls.

There's another way in.

Well, if we can find it,
but Dwarf doors are invisible when closed.

The answer lies hidden somewhere
in this map...

...and I do not have the skill to find it.

But there are others in
Middle-earth who can.

The task I have in mind
will require a great deal of stealth...

...and no small amount of courage.

But if we are careful and clever,
I believe that it can be done.

That's why we need a burglar.

Hmm. And a good one too.
An expert, I'd imagine.

And are you?

Am I what?

He said he's an expert. Hey.

Me? No. No, no, no. I'm not a burglar.
I've never stolen a thing in my life.

Well, I'm afraid I have to agree
with Mr. Baggins.

He's hardly burglar material.

Nope.

Aye, the Wild is no place for gentle folk who
can neither fight nor fend for themselves.

He's just fine.

Enough!

If I say Bilbo Baggins is a burglar,
then a burglar he is.

Hobbits are remarkably light on their feet.

In fact, they can pass unseen by most,
if they choose.

And, while the dragon is accustomed
to the smell of Dwarf...

...the scent of a Hobbit
is all but unknown to him...

...which gives us a distinct advantage.

You asked me to find the fourteenth member of
this company and I have chosen Mr. Baggins.

There's a lot more to him
than appearances suggest.

And he's got a great deal more to offer
than any of you know.

Including himself.

You must trust me on this.

Very well.

- We will do it your way.
- No, no.

- Give him the contract.
- We're in. We're off.

It's just the usual.

Summary of out-of-pocket expenses...

...time required, remuneration...

...funeral arrangements, so forth.

Funeral arrangements?

I cannot guarantee his safety.

Understood.

Nor will I be responsible for his fate.

Agreed.

"Terms: Cash on delivery, up to but not exceeding
one-fourteenth of total profit, if any."

Hmm. Seems fair.

"Present company shall not be liable
for injuries inflicted by...

...or sustained as a consequence thereof,
including, but not limited to lacerations...

...evisceration..."

Incineration?

Aye. He'll melt the flesh off your bones
in the blink of an eye.

- You all right, laddie?
- Huh? Yeah.

Feel a bit faint.

- Think furnace with wings.
- Air.

I need air.

Flash of light, searing pain, then poof.

You're nothing more than a pile of ash.

Hmm.

Nope.

Oh, very helpful, Bofur.

I'll be all right.
Just let me sit quietly for a moment.

You've been sitting quietly
for far too long.

Tell me, when did doilies
and your mother's dishes...

...become so important to you?

I remember a young Hobbit who was always
running off in search of Elves in the woods.

Who would stay out late,
come home after dark...

...trailing mud and twigs and fireflies.

A young Hobbit who would have liked
nothing better...

...than to find out what was beyond
the borders of the Shire.

The world is not in your books and maps.

It's out there.

I can't just go running off into the blue.

I am a Baggins of Bag End.

You are also a Took.

Did you know that your
great-great-great-great-uncle Bullroarer Took...

...was so large, he could
ride a real horse?

- Yes.
- Yes, well, he could.

In the Battle of Green Fields,
he charged the Goblin ranks.

He swung his club so hard, it knocked
the Goblin king's head clean off...

...and it sailed a hundred yards through
the air and went down a rabbit hole.

And thus, the battle was won.

And the game of golf invented
at the same time.

I do believe you made that up.

Well, all good stories
deserve embellishment.

You'll have a tale or two to tell
of your own when you come back.

Can you promise that I will come back?

No.

And if you do...

...you will not be the same.

That's what I thought.

Sorry, Gandalf, I can't sign this.

You've got the wrong Hobbit.

It appears we have lost our burglar.

Probably for the best.

The odds were always against us.

After all, what are we?

Merchants, miners...

...tinkers, toy-makers.

Heh, heh. Hardly the stuff of legend.

There are a few warriors amongst us.

Old warriors.

I would take each and every one
of these Dwarves...

...over an army from the Iron Hills.

For when I called upon them,
they answered.

Loyalty, honor...

...a willing heart.

I can ask no more than that.

You don't have to do this.

You have a choice.

You've done honorably by our people.

You have built a new life for us
in the Blue Mountains.

A life of peace and plenty.

A life that is worth more than
all the gold in Erebor.

From my grandfather to my father,
this has come to me.

They dreamt of the day when the Dwarves
of Erebor would reclaim their homeland.

There is no choice, Balin.

Not for me.

Then we are with you, laddie.

We will see it done.

♪ Far over the misty mountains cold ♪

♪ To dungeons deep ♪

♪ and caverns old ♪

♪ We must away ♪

♪ 'ere break of day ♪

♪ To find our long-forgotten gold. ♪

♪ The pines were roaring on the height, ♪

♪ The winds were moaning in the night, ♪

♪ The fire was red, it flaming spread, ♪

♪ The trees like torches ♪
♪ blazed with light. ♪

Hello?

Yes.

Here, Mr. Bilbo, where are you off to?

- Can't stop, I'm already late!
- Late for what?

I'm going on an adventure!

I said it. Didn't I say it?
Coming here was a waste of time.

That's true enough.

Ridiculous notion. Use a Hobbit?
A Halfling?

Whose idea was it anyway?

Wait!

Wait!

Whoa, whoa.

Whoa, whoa.

I signed it.

Everything appears to be in order.

Welcome, Master Baggins...

...to the company of Thorin Oakenshield.

Give him a pony.

No, no, that won't be necessary.

Thank you.
I'm sure I can keep up on foot.

I've done my fair share
of walking holidays, you know?

Even got as far as Frogmorton once. Aah!

Come on, Nori. Pay up.

- One more.
- Thanks, lad.

What's that about?

Oh, they took wagers
on whether or not you'd turn up.

Most of them bet that you wouldn't.

And what did you think?

Well...

My dear fellow,
I never doubted you for a second.

It's horse hair. Having a reaction.

No, wait, wait, stop.

Stop! We have to turn around.

What on earth is the matter?

- I forgot my handkerchief.
- Here.

Use this.

Move on.

You'll have to manage
without pocket handkerchiefs...

...and a good many other things,
Bilbo Baggins...

...before we reach our journey's end.

You were born to the rolling hills
and little rivers of the Shire.

But home is now behind you.

The world is ahead.

Hello, girl. Who's a good girl?

It's our little secret, Myrtle.

You must tell no one. Shh, shh.

What was that?

Orcs.

Orcs?

Throat-cutters.

There'll be dozens of them out there.

The lone-lands are crawling with them.

They strike in the wee small hours
when everyone's asleep.

Quick and quiet, no screams.

Just lots of blood.

You think that's funny?

You think a night raid by Orcs is a joke?

We didn't mean anything by it.

No, you didn't.

Here, Mr. Gandalf, can't you do something
about this deluge?

It is raining, Master Dwarf...

...and it will continue to rain
until the rain is done.

If you wish to change the weather of the
world, you should find yourself another Wizard.

- Are there any?
- What?

- Other Wizards.
- There are five of us.

The greatest of our order
is Saruman the White.

Then there are the two Blue Wizards...

Do you know,
I've quite forgotten their names.

And who is the fifth?

Well, that would be Radagast the Brown.

He's a gentle soul who prefers
the company of animals to others.

He keeps a watchful eye
over the vast forest lands...

...to the east. And a good thing too.

For always evil will look to find
a foothold in this world.

We'll camp here for the night.

Fíli, Kíli, look after the ponies.
Make sure you stay with them.

A farmer and his family used to live here.

- Óin, Glóin. Get a fire going.
- Aye.

Right you are.

I think it would be wiser to move on.

We could make for the Hidden Valley.

I have told you already
I will not go near that place.

Why not? The Elves could help us.

We could get food, rest, advice.

I do not need their advice.

We have a map that we cannot read.
Lord Elrond could help us.

Help?

A dragon attacks Erebor.
What help came from the Elves?

Orcs plunder Moria...

...desecrate our sacred halls.

The Elves looked on and did nothing.

And you ask me to seek out the very people
who betrayed my grandfather.

Who betrayed my father.

You are neither of them.

I did not give you that map and key
for you to hold onto the past.

I did not know that
they were yours to keep.

Everything all right?
Gandalf, where are you going?

To seek the company of the
only one around here who's got any sense.

- And who's that?
- Myself, Mr. Baggins.

I've had enough of Dwarves for one day.

Come on, Bombur, we're hungry.

Is he coming back?

He's been a long time.

- Who?
- Gandalf.

He's a Wizard. He does as he chooses.

Here, do us a favor. Take this to the lads.

Stop it. You've had plenty.

Aye, it's not a bad stew, Bombur.
I've had worse.

Dori could've cooked it. Ha-ha-ha.

Hilarious.

What's the matter?

- We're supposed to be looking after the ponies.
- Only we've encountered a slight problem.

We had sixteen.

Now there's fourteen.

Daisy and Bungo are missing.

Well, that's not good. Ha, ha.

And that is not good at all.
Shouldn't we tell Thorin?

Uh, no. Let's not worry him.

As our official burglar,
we thought you might like to look into it.

Well, uh...

- Look, something big uprooted these trees.
- That was our thinking.

It's something very big
and possibly quite dangerous.

Hey.

There's a light.

Over here.

Stay down.

- What is it?
- Trolls.

Oh.

He's got Myrtle and Minty.

I think they're gonna eat them.
We have to do something.

Yes, you should.

Mountain Trolls are slow and stupid,
and you're so small, they'll never see you.

It's perfectly safe. We'll be behind you.

If you run into trouble, hoot twice
like a barn owl and once like a brown owl.

Twice like a barn owl.
No, twice like a brown... Once like a...

Like a...
Are you sure this is a good idea?

Mutton yesterday, mutton today...

...and, blimey, if it don't look
like mutton again tomorrow.

Quit your griping.

These ain't sheep. These is fresh nags.

Oh! I don't like horse. I never have.
Not enough fat on them.

Well, it's better than leathery old farmer.

All skin and bone, he was. I'm still
picking bits of him out of me teeth.

Well, that's lovely, that is. A floater.

Might improve the flavor.

Ah.

- Oh, no, you don't!
- Ow!

Sit down!

Well, I hope you're gonna gut these nags.

I don't like the stinky parts.

- Ow!
- I said sit down.

I'm starving!

Now, are we having horse tonight or what?

Shut your cakehole.
You'll eat what I give you.

How come he's the cook?
Everything tastes the same.

Everything tastes like chicken.

What tastes like fish?

I'm just saying,
a little appreciation would be nice.

Oh. "Thank you very much, Bert.
Lovely stew, Bert."

- How hard is that?
- Shh. Shh, shh. Shh.

Ooh. That is beautifully balanced, that is.

Wrap your laughing gear around that, eh?

Good, isn't it?

Blimey!

Bert. Bert!
Look what's come out of me hooter.

What is it?

I don't know. But I don't like
the way it wriggles around.

What are you, then?
An oversized squirrel?

I'm a burglar... Uh, Hobbit.

A burglarobbit?

Can we cook him?

We can try.

He wouldn't make more than a mouthful.

Not when he's skinned and boned.

Perhaps there's more burglarobbits
around these parts.

Might be enough for a pie.

- Grab him!
- He's too quick.

Right. Come here, you little...

Gotcha.

Are there any more of you little fellas
hiding where you shouldn't?

No.

He's lying.

- No, I'm not!
- Hold his toes over the fire.

Make him squeal!

Drop him!

You what?

I said...

...drop him.

Get the sacks! Stick them in the sacks!

Ow!

Come on! Get up!

- Bilbo!
- Don't!

Lay down your arms...

...or we'll rip his off.

Oh! That's hot, that's hot, that's hot!

Don't bother cooking them.

Let's just sit on them
and squash them into jelly.

They should be sautéed and grilled
with a sprinkle of sage.

Is this really necessary?

That does sound quite nice.

- Untie me, mister.
- Eat someone your own size.

Never mind the seasoning.

We ain't got all night.

Dawn ain't far away.
Let's get a move on.

I don't fancy being turned to stone.

Wait!

You are making a terrible mistake.

You can't reason with them.
They're half-wits!

Half-wits? What does that make us?

I meant with the seasoning.

What about the seasoning?

Well, have you smelt them?

You're gonna need something stronger
than sage before you plate this lot up.

- Traitor!
- What do you know about cooking Dwarf?

Shut up.

Let the flurgaburburhobbit talk.

The secret to cooking Dwarf is...

- Yes? Come on. Tell us the secret.
- It's, uh...

Yes, I'm telling you. The secret is...

...to skin them first.

What? Skin us?

Tom, get me filleting knife.

I'll skin you, you little...!

I won't forget that. I won't forget it.

What a load of rubbish.

I've eaten plenty with their skins on.

Scarf them, I say, boots and all.

He's right.
Nothing wrong with a bit of raw Dwarf.

Nice and crunchy.

Oh, not that one. He's infected.

- Huh?
- You what?

Yeah, he's got worms in his tubes.

- Eww!
- Aah!

In fact, they all have.
They're infested with parasites.

It's a terrible business.
I wouldn't risk it. I really wouldn't.

What would you have us do, then?

Let them all go?

- Well...
- You think I don't know what you're up to?

This little ferret is taking us for fools.

- Ferret?
- Fools?

The dawn will take you all.

- Who's that?
- No idea.

Can we eat him too?

Get your foot out of my back.

Ah.

Where did you go to, if I may ask?

To look ahead.

- What brought you back?
- Looking behind.

Nasty business.

Still, they're all in one piece.

No thanks to your burglar.

He had the nous to play for time.

None of the rest of you thought of that.

They must have come down
from the Ettenmoors.

Since when do Mountain Trolls
venture this far south?

Ooh. Not for an age.

Not since a darker power ruled these lands.

They could not have moved in daylight.

There must be a cave nearby.

Oh, what's that stench?

It's a Troll-hoard.

Be careful what you touch.

Seems a shame
just to leave it lying around.

- Anyone could take it.
- Agreed.

- Nori.
- Yeah?

Get a shovel.

These swords were not made by any Troll.

Nor were they made
by any smith among Men.

These were forged in Gondolin...

...by the High Elves of the First Age.

You could not wish for a finer blade.

- Set it down.
- That's good.

All right, come on. Quick.

We're making a long-term deposit.

Let's get out of this foul place.

Come on, let's go.

Bofur, Glóin, Nori.

- Bilbo.
- Hmm?

Here.

This is about your size.

I can't take this.

The blade is of Elvish make...

...which means it will glow blue
when Orcs or Goblins are nearby.

I have never used a sword in my life.

And I hope you never have to.

But if you do, remember this:

True courage is about knowing
not when to take a life...

...but when to spare one.

Gandalf.

Where are we?

You can feel it?

Yes. It feels like...

Well, like magic.

That's exactly what it is.

A very powerful magic.

There's light ahead.

The Valley of Imladris.

In the common tongue,
it's known by another name.

Rivendell.

Here lies the Last Homely House
East of the Sea.

This was your plan all along.

To seek refuge with our enemy.

You have no enemies here,
Thorin Oakenshield.

The only ill will to be found in this
valley is that which you bring yourself.

You think the Elves will give our quest
their blessing?

They will try to stop us.

Of course they will. But we have questions
that need to be answered.

If we are to be successful,
this will need to be handled with tact.

And respect.

And no small degree of charm.

Which is why you will leave
the talking to me.

Mithrandir.

Ah. Lindir.

Stay sharp.

I must speak with Lord Elrond.

My Lord Elrond is not here.

Not here?
Where is he?

Close ranks!

- Gandalf.
- Lord Elrond.

Welcome, Thorin, son of Thráin.

I do not believe we have met.

You have your grandfather's bearing.

I knew Thrór
when he ruled Under the Mountain.

Indeed? He made no mention of you.

What is he saying?

Does he offer us insult?

No, Master Glóin, he's offering you food.

Well, in that case, lead on.

Hey. Come on.

Try it. Just a mouthful.

I don't like green food.

Where's the meat?

Have they got any chips?

Kind of you to invite us.

Not really dressed for dinner.

Well, you never are.

Change the tune, why don't you?

I feel like I'm at a funeral.

This is Orcrist, the Goblin-cleaver.

A famous blade...

...forged by the High Elves
of the West, my kin.

May it serve you well.

And this is Glamdring...

...the Foehammer.
Sword of the King of Gondolin.

These were made for the Goblin Wars
of the First Age.

I wouldn't bother, laddie. Swords are
named for the great deeds they do in war.

What are you saying,
my sword hasn't seen battle?

I'm not actually sure it is a sword.

More of a letter opener, really.

How did you come by these?

We found them in a Troll-hoard
on the Great East Road.

And what were you doing
on the Great East Road?

Excuse me.

Our business is no concern of Elves.

For goodness sake, Thorin,
show him the map.

It is the legacy of my people.

It is mine to protect, as are its secrets.

Save me from the stubbornness
of Dwarves.

Your pride will be your downfall.

You stand in the presence
of one of the few in Middle-earth...

...who can read that map.
Show it to Lord Elrond.

Thorin, no.

Erebor.

What is your interest in this map?

It's mainly academic.

As you know, this sort of artifact
sometimes contains hidden text.

You still read ancient Dwarvish,
do you not?

Moon runes?

Of course.

An easy thing to miss.

Well, in this case, that is true.

Moon runes can only be read
by the light of a moon...

...of the same shape and season
as the day on which they were written.

Can you read them?

These runes were written
on a Midsummer's Eve...

...by the light of a crescent moon
nearly 200 years ago.

It would seem you were meant
to come to Rivendell.

Fate is with you, Thorin Oakenshield.

The same moon shines upon us tonight.

"Stand by the gray stone
when the thrush knocks...

...and the setting sun with the last light
of Durin's Day...

...will shine upon the keyhole."
- Durin's Day?

It is the start of the Dwarves' new year,
when the last moon of autumn...

...and the first sun of winter
appear in the sky together.

This is ill news.

Summer is passing.
Durin's Day will soon be upon us.

We still have time.

- Time? For what?
- To find the entrance.

We have to be standing in exactly
the right spot at exactly the right time.

Then, and only then,
can the door be opened.

So this is your purpose,
to enter the mountain?

What of it?

There are some
who would not deem it wise.

No, you did the same thing.

- It's not like you didn't do it.
- Dori! Here, take that.

Of course I was going to tell you.
I was waiting for this very chance.

And really, I think you can trust
that I know what I am doing.

Do you? That dragon
has slept for sixty years.

What will happen if your plan
should fail, if you wake that beast?

What if we succeed?

If the Dwarves take back the mountain...

...our defenses in the east
will be strengthened.

It is a dangerous move, Gandalf.

It is also dangerous to do nothing.

Oh, come, the throne of Erebor is
Thorin's birthright. What is it you fear?

Have you forgotten?

A strain of madness
runs deep in that family.

His grandfather lost his mind.

His father succumbed
to the same sickness.

Can you swear Thorin Oakenshield
will not also fall?

Gandalf, these decisions
do not rest with us alone.

It is not up to you or me to redraw
the map of Middle-earth.

With or without our help, these Dwarves
will march on the mountain.

They're determined to reclaim
their homeland.

I do not believe Thorin Oakenshield
feels that he is answerable to anyone.

Not with your companions?

Uh, no, I shan't be missed.

The truth is that most of them
don't think I should be on this journey.

Indeed?

I've heard that Hobbits are very resilient.

Really?

Mm.

I've also heard they're fond
of the comforts of home.

I've heard that it's unwise
to seek the council of Elves.

That they will answer with yes and no.

You are very welcome to stay here,
if that is your wish.

Be on your guard.

We're about to step over
the Edge of the Wild.

Balin, you know these paths. Lead on.

Aye.

Master Baggins...

...I suggest you keep up.

Hey! Hold on!

We must find shelter!

- Aah!
- Bilbo!

Aah!

- Grab my hand!
- Bilbo!

- Ori, be careful!
- Take it!

- I've got you, lad.
- Grab on! Grab on!

Come on. Get him.

Come on, lad. Up you get.

I thought we'd lost our burglar.

He's been lost ever since he left home.

He should never have come.

He has no place amongst us.

Dwalin!

- It looks safe enough.
- Search to the back.

Caves in the mountain
are seldom unoccupied.

There's nothing here.

- Right, then. Let's get a fire started.
- No. No fires. Not in this place.

Get some sleep.
We start at first light.

We were to wait in the mountains
until Gandalf joined us.

- That was the plan.
- Plans change.

Where do you think you're going?

Back to Rivendell.

No, no, you can't turn back now.

You're part of the company.
You're one of us.

I'm not, though, am I?

Thorin said I should never have come
and he was right.

I'm not a Took, I'm a Baggins.
I don't know what I was thinking.

- I should never have run out my door.
- You're homesick. I understand.

No, you don't. You don't understand.
None of you do.

You're Dwarves.
You're used to this life.

To living on the road, never settling
in one place, not belonging anywhere!

Oh, I am sorry. I didn't...

No, you're right.

We don't belong anywhere.

I wish you all the luck in the world.

I really do.

What's that?

Hmm?

Wake up! Wake up!

Whoa!

Look out! Look out!

Get away!

Get back!

You'll pay for this!

Got you.

All right, all right.

Get off! Get your hands off me!
Get off me!

Get off me!

♪ Down, down, down in Goblin-town! ♪

♪ Down, down, down in Goblin-town! ♪

♪ With a swish and a smack ♪
♪ and a whip and a crack ♪

♪ Everybody talks ♪
♪ when they're on my rack ♪

♪ Pound, pound, far underground ♪

♪ Down, down, down to Goblin-town! ♪

♪ Down, down, down to Goblin-town! ♪

♪ Hammer and tongs ♪
♪ get out your knockers and gongs ♪

♪ You won't last long ♪
♪ on the end of my prong ♪

♪ Clash, crash ♪

♪ Crush and smash ♪

♪ Bang, break, shiver and shake ♪

♪ You can yammer and yelp ♪
♪ but there ain't no help ♪

♪ Pound, pound, far underground ♪

♪ Down, down, down in Goblin-town! ♪

Who would be so bold
as to come armed into my kingdom?

Spies? Thieves? Assassins?

Dwarves, Your Malevolence.

Dwarves?

We found them on the Front Porch.

Well, don't just stand there. Search them.

Every crack. Every crevice.

Just a couple of keepsakes.

What are you doing in these parts?

Uh, don't worry, lads. I'll handle this.

What's...? What's that?

No tricks. I want the truth, warts and all.

You're going to have to speak up.

Your boys flattened my trumpet.

I'll flatten more than your trumpet!

If it's more information you want,
I'm the one you should speak to.

Mmhm.

We were on the road.
Well, it's not so much a road as a path.

It's not even that, come to think of it.
More like a track.

Anyway, the point is, we were on this road,
like a path, like a track.

And then we weren't,
which is a problem...

...because we were supposed to
be in Dunland last Tuesday.

Visiting distant relations.

Some inbreds on me mother's side.

Shut up!

If they will not talk,
we'll make them squawk.

Bring up the mangler.
Bring up the bonebreaker.

- Start with the youngest.
- Wait!

Well, well, well.

Look who it is.

Thorin, son of Thráin, son of Thrór...

...King Under the Mountain.

Oh, but I'm forgetting.
You don't have a mountain.

And you're not a king...

...which makes you nobody, really.

Too many boneses, precious.
Not enough flesh!

Shut up! Cut its skin off.

Start with its head.

♪ The cold hard lands ♪
♪ They bites our hands ♪

♪ They gnaws our feet ♪

♪ The rocks and stones ♪
♪ They're like old bones ♪

♪ All bare of meat ♪

♪ Cold as death without no breath ♪

♪ It's good to eat ♪

Bless us and splash us, precious.

That's a meaty mouthful.

Gollum, gollum! Aah.

Back. Stay back.

I'm warning you, don't come any closer.

It's got an Elfish blade.
But it's not an Elfs.

Not an Elfs, no.

What is it, precious?

What is it?

My name is Bilbo Baggins.

Bagginses?

What is a Bagginses, precious?

- I'm a Hobbit from the Shire.
- Oh.

We like Goblinses, batses and fishes.
But we hasn't tried Hobbitses before.

Is it soft? Is it juicy?

Now, now, keep your distance!

I'll use this if I have to.

Aah!

I don't want any trouble,
do you understand?

Just show me the way to get out of here
and I'll be on my way.

Why? Is it lost?

Yes. Yes, and I want to get unlost
as soon as possible.

Ooh, we knows!
We knows safe paths for Hobbitses.

Safe paths in the dark.

Shut up!

- I didn't say anything.
- We wasn't talking to you.

Oh, yes, we was, precious. We was.

Look, I don't know what your game is,
but I...

Games?!

Oh, we love games,
doesn't we, precious?

Does it like games? Does it, does it?
Does it like to play?

Maybe.

What has roots as nobody sees?

Is taller than trees?

Up, up, up it goes

And yet, never grows

- The mountain.
- Yes, yes.

Oh, let's have another one, eh?

Yes! Do it again, do it again. Ask us.

No! No more riddles.

Finish him off. Finish him now!

Gollum, gollum!

No! No. No.

No. I want to play. I do.

I want to play. I can see...

...you are very good at this.

So why don't we...

...have a game of riddles? Yes?

Just you and me.

Yes. Yes, just us.

Yes. Yes.

And if I win...

...you show me the way out. Yes?

Yes. Yes.

And if it loses? What then?

Well, if it loses, precious,
then we eats it!

If Baggins loses, we eats it whole.

Fair enough.

Well, Baggins first.

Thirty white horses on a red hill

First they champ, then they stamp

Then they stand still

Teeth?

Teeth! Oh, yes, my precious!

But we... We only have nine.

Our turn.

Voiceless, it cries

Wingless flutters

Toothless bites

Mouthless mutters

Just a minute. Uh...

Oh. Oh!

We knows! We knows!

Shut up!

Wind.

It's wind. Of course it is.

Very clever, Hobbitses.

Very clever.

Ah-ah-ah.

A box without hinges, key or lid

Yet golden treasure inside is hid

Box.

Oh, um...

Box. The lid and a key.

- Well?
- It's nasty.

- Box. Key.
- Do you give up?

Give us a chance, precious!
Give us a chance!

Eggses!

Eggses!

Wet, crunchy little eggses. Yes.

Grandmother taught us
to suck them, yes!

We have one for you.

All things it devours

Birds, beasts, trees, flowers

Gnaws iron, bites steel

Grinds hard stones to meal

Answer us.

Give me a moment, please.
I gave you a good long while.

Birds, beasts... Beasts?
Trees, flowers.

I don't know this one.

Is it tasty?

Is it scrumptious?

Is it crunchable?

Let me think.

Let me think.

It's stuck.

Bagginses is stuck.

Time's up.

Time.

The answer is time.

Actually it wasn't that hard.

Last question.

Last chance.

Okay.

Ask us.

- Ask us!
- Yes, yes. All right.

What have I got in my pocket?

That's no fair.

It's not fair! It's against the rules!

Now ask us another one.

No. No, no, no.

You said ask me a question.
Well, that is my question.

What have I got in my pocket?

Three guesses, precious.
It must give us three!

Three guesses. Very well, guess away.

Handses!

Wrong. Guess again.

Fishbones, Goblins' teeth,
wet shells, bats' wings...

Knife! Oh, shut up!

Wrong again. Last guess.

String. Or nothing.

Two guesses at once.
Wrong both times.

So...

Come, then. I won the game.
You promised to show me the way out.

Did we say so, precious?

Did we say so?

What has it got in its pocketses?

That's no concern of yours.

You lost.

Lost?

Lost?

Lost?

Where is it?

Where is it?!

No!

Where is it?!

No! No!

Lost!

Curse us and splash us!

My precious is lost!

- What have you lost?
- Mustn't ask us! Not its business!

No!

Gollum, gollum!

What has it got...

...in its nasty...

...little pocketses?

He stole it.

He stole it!

He stole it!

♪ Bones will be shattered ♪

♪ Necks will be wrung ♪

♪ You'll be beaten and battered ♪
♪ From racks you'll be hung ♪

♪ You will die down here ♪
♪ And never be found ♪

♪ Down in the deep of Goblin-town ♪

That sword!
It is the Goblin-cleaver!

The Biter!
The blade that sliced a thousand necks!

Slash them! Beat them! Kill them!

Kill them all!

Cut off his head!

Take up arms.

Fight.

Fight!

He wields the Foehammer! The Beater!
Bright as daylight!

Thorin!

Follow me. Quick!

Run!

Give it to us!

It's ours.

It's ours!

Thief!

Baggins!

Quickly!

Faster!

Come on!

Push!

Wait!

My precious. Wait!

Gollum, gollum!

Quick, quick!

Daylight! Come on.

- Come on.
- Come on, come on. Quickly.

Right, good!

Baggins!

Thief!

Curse it and crush it!
We hates it forever!

Five, six, seven, eight.

Bifur. Bofur. That's ten.

Fíli, Kíli! That's twelve.

And Bombur. That makes thirteen.

Where's Bilbo?

Where is our Hobbit?

Where is our Hobbit?

Curse that Halfling! Now he's lost?

I thought he was with Dori!

- Don't blame me!
- Well, where did you last see him?

I think I saw him slip away
when they first collared us.

And what happened, exactly?

- Tell me!
- I'll tell you what happened.

Master Baggins saw his chance
and he took it.

He has thought of nothing
but his soft bed and his warm hearth...

...since first he stepped out of his door.

We will not be seeing our Hobbit again.

He is long gone.

No. He isn't.

Bilbo Baggins.

I have never been so glad
to see anyone in my life.

Bilbo. We'd given you up.

How on earth did you get past the Goblins?

How, indeed.

Well, what does it matter? He's back.

It matters. I want to know.

Why did you come back?

Look, I know you doubt me.
I know you always have.

And you're right, I often think of Bag End.

I miss my books.

And my armchair and my garden.

See, that's where I belong.

That's home.

And that's why I came back. Because...

...you don't have one. A home.

It was taken from you.

But I will help you take it back if I can.

Out of the frying-pan...

...and into the fire. Run.

Run!

Quickly!

Go!

Warg scouts.

An Orc pack is not far behind.

Up into the trees!

All of you! Come on, climb!
Bilbo, climb!

Quickly!

They're coming!

- Hang on!
- Hold on, brothers!

Fíli!

Yeah!

No!

Oh, no.

Mr. Gandalf!

Hold on, Ori!

Erebor...

...the Lonely Mountain...

...the last of the great Dwarf kingdoms
of Middle-earth.

Our home.

A raven!

The birds are returning to the mountain.

That, my dear Óin, is a thrush.

But we'll take it as a sign.

- A good omen.
- You're right.

I do believe the worst is behind us.

INTERMISSION

How close is the pack?

Too close. A couple of leagues, no more.
But that's not the worst of it.

- Have the Wargs picked up our scent?
- Not yet. But they will do.

- We have another problem.
- Did they see you?

- They saw you.
- No, that's not it.

What did I tell you?
Quiet as a mouse.

Excellent burglar material.

Will you listen? Will you just...

...listen?

I'm trying to tell you
there is something else out there.

What form did it take?

Like a bear?

Ye... Yes, but bigger.

Much bigger.

You knew about this beast?

I say we double back.

And be run down by a pack of Orcs?

There is a house...

...it's not far from here,
where we might take refuge.

Whose house?

Are they friend or foe?

Neither.

He will help us or...

...he will kill us.

What choice do we have?

None.

To the house!

Run!

Come on, get inside.

What is that?

That is our host.

His name is Beorn.

He's a skin-changer.

Sometimes he's a huge black bear.

Sometimes he's a great strong man.

The bear is unpredictable...

...but the man can be reasoned with.
However...

...he is not overfond of Dwarves.

He's leaving.

Come away from there.

It's not natural. None of it.

It's obvious. He's under some dark spell.

Don't be a fool.

He's under no enchantment but his own.

All right, now get some sleep. All of you.

You'll be safe here tonight.

I hope.

Don't blame me!

Come on, Dori!

Well, I say we should leg it.
Slip out the back way.

I'm not running from anyone, beast or no.

There is no point in arguing.

We cannot pass through the Wilderland
without Beorn's help.

We'll be hunted down
before we ever get to the forest.

Ah, Bilbo. There you are. Now...

...this will require
some delicate handling.

We must tread very carefully.

The last person to have startled him
was torn to shreds.

I will go first and... Uh, Bilbo?

You come with me.

- Is this a good idea?
- Yes.

Now, the rest of you, you just wait here...

...and don't come out until I
give the signal.

Right. Wait for the signal.

And no sudden moves or loud noises,
and don't overcrowd him.

Only come out in pairs. Right.

No, actually, Bombur...

...um, you count as two
so you should come out alone.

Mm.

Remember, wait for the signal.

The signal. Right.

What signal would that be?

- Ahem.
- You're nervous.

Nervous? What nonsense.

Good morning.

Good morning!

Who are you?

I'm Gandalf. Gandalf the Grey.

Never heard of him.

I'm a Wizard.

Perhaps you've heard of my colleague
Radagast the Brown.

He resides in the southern borders
of Mirkwood.

What do you want?

Well, simply to thank you
for your hospitality.

You may have noticed that we took refuge
in your lodgings here last night.

Who is this little fellow?

Well, this would be Mr. Baggins,
from the Shire.

He's not a Dwarf, is he?

Why, no. No, he's a Hobbit.

A good family
and unimpeachable reputation.

A Halfling and a Wizard.

How come you here?

Oh, well, the fact is that
we've had a bad time of it...

...from Goblins in the mountains.

What did you go near Goblins for?

Stupid thing to do.

- You are absolutely right.
- There it is. Go. Go.

Dwalin and Balin.

And I must confess that, uh...

...several of our group are,
in fact, Dwarves.

Do you call two "several"?

Well, uh, now you put it that way...

Yes, there could be more than two.

- Go, go.
- Wait, that's us.

Oh, and here are some more
of our happy troop.

And do you call six a "troop"?

What are you, a traveling circus?

Go.

Go, go.

Dori and Ori at your service.

I don't want your service.

Absolutely understandable.

Go. Go.

Oh, Fíli and Kíli.
I'd quite forgotten. Yes.

Oh, yes, and Nori, Bofur, Bifur...

...and Bombur.

Is that it?

Are there any more?

So you are the one they call Oakenshield.

My people were the first to live
in the mountains...

...before the Orcs came down
from the North.

There are others like you?

Once there were many.

And now?

Now there is only one.

You need to reach the mountain...

...before the last days of autumn.

Before Durin's Day falls. Yes.

You are running out of time.

Which is why we must
go through Mirkwood.

A darkness lies upon that forest.

Fell things creep beneath those trees.

I would not venture there,
except in great need.

We will take the Elven Road.

- That path is still safe.
- "Safe"?

The Wood Elves of Mirkwood
are not like their kin.

They're less wise and more dangerous.

But it matters not.

What do you mean?

These lands are crawling with Orcs.

Their numbers are growing.

And you are on foot.

You will never reach the forest alive.

I don't like Dwarves.

They're greedy...

...and blind.

Blind to the lives of those they deem
lesser than their own.

But Orcs I hate more.

What do you need?

You will leave my ponies
before you enter the forest.

Oh, you have my word.

There is more.

There is an alliance
between the Orcs of Moria...

...and the sorcerer in Dol Guldur.

Are you sure of this?

Packs have been seen...

...gathering there.

Each day, more and more come.

What do you know of this sorcerer?

The one they call the Necromancer.

I know he is not what he seems.

Fell things are drawn to his power.

Gandalf.

Time is wasting.

I remember a time when a great evil...

...ruled these lands.

Go now.

While you have the light.

Your hunters are not far behind.

The Elven Gate.

Here lies our path through Mirkwood.

No sign of the Orcs.

Set the ponies loose.

Let them return to their master.

This forest feels...

...sick.

As if a disease lies upon it.

Is there no way around?

Not unless we go two hundred miles north.

Or twice that distance...

...south.

Not my horse! I need it!

You're not leaving us?

I would not do this unless I had to.

I'll be waiting for you at the overlook,
before the slopes of Erebor.

Keep the map and key safe.

Do not enter that mountain without me.

This is not the Greenwood of old.

There is a stream in the woods
that carries a dark enchantment.

Do not touch the water.
Cross only by the stone bridge.

The very air of the forest
is heavy with illusion.

It'll seek to enter your mind
and lead you astray.

"Lead us astray"?

What does that mean?

You must stay on the path.
Do not leave it.

If you do, you'll never find it again.

No matter what may come, stay on the path!

Come on. We must reach the mountain
before the sun sets on Durin's Day.

- Durin's Day?
- Let's go.

It is our one chance
to find the hidden door.

The path turns this way.

This way.

Air. I need air.

My head, it's swimming!

- We found the bridge.
- Bridge.

Oh.

We could try and swim it.

Didn't you hear what Gandalf said?

A dark magic lies upon this forest.

The waters of this stream are enchanted.

Doesn't look very enchanting to me.

We must find another way across.

These vines look strong enough.

Kíli!

We send the lightest first.

It's all right.

Can't see any problem.

There's one.

Everything's fine.

We need to take a rest.

No wind...

...nor birdsong.

What hour is it?

I do not know.

I do not even know what day it is.

This is taking too long.

Is there no end to this accursed forest?

None that I can see.

Only trees and more trees.

We've lost the path.

I don't remember this place.

None of it's familiar.

It's got to be here.

It can't have just disappeared.

Unless someone's moved it.

It's not over here neither.

Look.

A tobacco pouch.

There's Dwarves in these woods.

Dwarves from the Blue Mountains,
no less.

This is exactly the same as mine.

Because it is yours. Do you understand?

We're going around in circles.
We are lost.

We are not lost. We keep heading east.

But which way is east? We've lost the sun.

I thought you were the expert.

The sun.

We have to find...

...the sun.

Up there.

We need to get above the canopy.

What was that?

Enough! Quiet! All of you!

We're being watched.

I can see a lake!

And a river.

And the Lonely Mountain.

We're almost there!

Can you hear me?

I know which way to go!

Hello?

Hello.

Oh, no.

Oh, come on.

Kill them! Kill them.

Eat them now,
while their blood is running.

Their hide is tough,
but there's good juice inside.

Stick it again. Stick it again.

Finish it off.

The meat's alive and kicking!

Kill them. Kill them now.

Let us feast.

Feast! Feast!

Feast! Feast!

Eat them alive!

Feast!

- What is it?
- What is it?

Eat them alive!

Fat and juicy.

Just a little taste.

Curse it! Where is it?! Where is it?!

Here.

Ah! It stings!

Stings!

Sting.

That's a good name.

Sting.

You all right there, Bofur?

- I'm all right!
- Get it off!

Thorin! Get them!

Come on!

Look out, brother!

Fíli!

We're clear!

Do not think I won't kill you, Dwarf.

It would be my pleasure.

Search them.

- Where did you get this?
- It was given to me.

Not just a thief, but a liar as well.

Thorin, where's Bilbo?

Close the gate.

- Again!
- Leave it!

There's no way out!

This is no Orc dungeon.

These are the Halls
of the Woodland Realm.

No one leaves here
but by the king's consent.

Some may imagine
that a noble quest is at hand.

A quest to reclaim a homeland...

...and slay a dragon.

I myself suspect a more prosaic motive.

Attempted burglary.

Or something of that ilk.

You have found a way in.

You seek that which would
bestow upon you the right to rule.

The King's Jewel.

The Arkenstone.

It is precious to you beyond measure.

I understand that.

There are gems in the mountain
that I too desire.

White gems of pure starlight.

I offer you my help.

I am listening.

I will let you go...

...if you but return what is mine.

A favor for a favor.

You have my word.

One king to another.

I would not trust Thranduil...

...the great king...

...to honor his word, should the end
of all days be upon us!

You...

...who lack all honor!

I have seen how you treat your friends.

We came to you once,
starving, homeless...

...seeking your help.

But you turned your back!

You turned away from
the suffering of my people...

...and the inferno that destroyed us.

Die a death of flames!

- Did he offer you a deal?
- He did.

I told him he could go
îsh kakhfê ai’d dur-rugnul!

Him and all his kin!

Well, that's that, then.

A deal was our only hope.

Not our only hope.

Galion, you old rogue,
we're running out of drink.

These empty barrels should have been
sent back to Esgaroth hours ago.

The bargeman will be waiting for them.

Say what you like about our ill-tempered
king. He has excellent taste in wine.

Come, Elros, try it.

I have the Dwarves in my charge.

They're locked up.
Where can they go? Ha, ha.

I'll wager the sun is on the rise.

Must be nearly dawn.

We're never gonna reach
the mountain, are we?

Not stuck in here, you're not.

Bilbo!

Shh! There are guards nearby!

I am sorry I've doubted you.

Close the doors.
It'll buy us more time.

All right, Nori.

- Up the stairs.
- You first.

Ori.

Not that way. Down here. Follow me.

Go.

Easy, now.

This way.

Come on.

I don't believe it. We're in the cellars!

You were supposed to be leading us out,
not further in!

- I know what I'm doing!
- Shh!

This way!

Everyone, climb into the barrels quickly.

Are you mad? They'll find us.

No, no. They won't, I promise you.

Please, please. You must trust me.

Do as he says.

Move your big ginger head.

Bifur, get in the barrel! Move!

Everyone’s in.

What do we do now?

- Hold your breath.
- Hold my breath?

What do you mean?

Where is the Keeper of the Keys?

Well done, Master Baggins.

Go! Come on, let's go!

Hold on!

Bilbo!

Hang on!

- Help!
- Ori!

We've lost the current.

Bombur's half drowned.

- Make for the shore!
- Aye.

Come on, let's go!

Glóin, help me, my brother.

Do it again...

...and you're dead.

Excuse me, but...

...you're from Lake-town,
if I'm not mistaken.

That barge over there...

...it wouldn't be available for hire,
by any chance?

What makes you think I would help you?

Those boots have seen better days.

As has that coat.

No doubt you have
some hungry mouths to feed.

How many bairns?

A boy and two girls.

And your wife, I imagine she's a beauty.

Aye.

She was.

I'm sorry. I didn't mean to...

Oh, come on, come on.
Enough of the niceties.

What's your hurry?

What's it to you?

I would like to know who you are...

...and what you are doing in these lands.

We are simple merchants
from the Blue Mountains...

...journeying to see our kin,
in the Iron Hills.

Simple merchants, you say?

We need food...

...supplies, weapons.

Can you help us?

I know where these barrels came from.

What of it?

I don't know what business you had
with the Elves...

...but I don't think it ended well.

No one enters Lake-town
but by leave of the Master.

All his wealth comes from trade
with the Woodland Realm.

He would see you in irons before
risking the wrath of King Thranduil.

Offer him more.

I'll wager there are
ways to enter that town unseen.

Aye.

But for that...

...you would need a smuggler.

For which we would pay double.

Watch out!

What are you trying to do, drown us?

I was born and bred on these waters,
Master Dwarf.

If I wanted to drown you
I would not do it here.

Oh, I've had enough of this lippy Lakeman.

I say we throw him over the side
and be done with it.

- Bard, his name's Bard.
- How do you know?

Uh, I asked him.

I don't care what he calls himself.
I don't like him.

We do not have to like him.

We simply have to pay him.

Come on now, lads.
Turn out your pockets.

How do we know he won't betray us?

We don't.

There's just a wee problem.

We're ten coins short.

Glóin.

Come on.

- Give us what you have.
- Don't look to me.

I have been bled dry by this venture.

What have I seen for my investment?

Naught but misery and grief and...

Bless my beard.

Take it.

- Take all of it.
- Ahem.

The money, quick. Give it to me.

We will pay you when we
get our provisions but not before.

If you value your freedom,
you'll do as I say.

There are guards ahead.

What's he doing?

He's talking to someone.

He's pointing right at us.

Now they're shaking hands.

- What?
- The villain.

He's selling us out.

Quiet.

We're approaching the tollgate.

Get your hands off me.

You didn't see them.
They were never here.

The fish you can have for nothing.

Stay close.

- Follow me.
- What is this place?

This, Mr. Baggins, is the world of Men.

Get it over here now.

Grab the other end. That's it.

Keep your head's down, keep moving.

Quickly, now.

They may not be the best fit,
but they'll keep you warm.

Thank you very much.

A Dwarvish windlance.

You look like you've seen a ghost.

He has.

The last time we saw such a weapon...

...a city was on fire.

It was the day the dragon came.

The day that Smaug destroyed Dale.

Girion, the Lord of the City...

...rallied his bowmen
to fire upon the beast.

But a dragon's hide is tough.

Tougher than the strongest armor.

The store was running low...

...when Girion made his last stand.

Had the aim of Men been true that day...

...much would have been different.

You speak as if you were there.

All Dwarves know the tale.

Then you would know
that Girion hit the dragon.

He loosened a scale under the left wing.

One more shot and
he would have killed the beast.

That's a fairy story, lad.

Nothing more.

You took our money.

Where are the weapons?

What is this?

Pike hook.

Made from an old harpoon.

We paid you for weapons.

Iron-forged swords and axes!

It's a joke!

You won't find better
outside the city armory.

All iron-forged weapons are held there,
under lock and key.

Thorin...

...why not take what's on offer and go?

I've made do with less.

So have you.

Thorin.

Da?

Don't let them leave.

Hello, Bard. What you after?

There was a tapestry!

An old one! Where's it gone?

What tapestry you talking about?

This one.

They were Dwarves, I tell you.
Appeared out of nowhere.

Full beards. Fierce eyes.

I've never seen the like.

What are Dwarves doing in these parts?

- It's the prophecy.
- The prophecy?

The Prophecy of Durin's Folk.

The old tales will come true.

Vast halls of treasure!

Can it really be true?

Has the lord of silver fountains returned?

The lord of the silver fountains,

The King of carven stone,

The King beneath the mountain,

Shall come into his own!

And the bell shall ring in gladness
At the Mountain King's return!

But all shall fail in sadness

And the lake will shine and burn.

Da, I tried to stop them.

How long have they been gone?

- Can you see anything?
- Shh! Keep it down.

As soon as we have the weapons
we make straight for the mountain.

Go, go, go.

Next.

You all right?

I can manage.

Let's just get out of here.

Run!

Get off me! Get off!

Move them along here.

Move on!

What is the meaning of this?

We caught them stealing weapons, sire.

Ah. Enemies of the state, eh?

A desperate bunch of mercenaries,
if ever there was, sire.

Hold your tongue!

You do not know to whom you speak.

This is no common criminal.

This is Thorin...

...son of Thráin, son of Thrór!

We are the Dwarves of Erebor.

We have come to reclaim our homeland.

I remember this town
in the great days of old.

Fleets of boats lay at harbor
filled with silks and fine gems.

This was no forsaken town on a lake.

This was the center of all trade
in the North!

I would see those days return.

I would relight the great forges
of the Dwarves...

...and send wealth and riches
flowing once more...

...from the Halls of Erebor!

Death!

That is what you will bring upon us!

Dragon fire and ruin.

If you waken that beast...

...it will destroy us all.

You can listen to this naysayer,
but I promise you this:

If we succeed...

...all will share in the wealth
of the mountain.

You will have enough gold
to rebuild Esgaroth...

...ten times over!

Why should we take you at your word eh?

We know nothing about you.

Who here can vouch for your character?

Me.

I'll vouch for him.

I have traveled far...

...with these Dwarves
through great danger...

...and if Thorin Oakenshield...

...gives his word...

...then he will keep it.

All of you!

Listen to me!

You must listen!

Have you forgotten
what happened to Dale?

Have you forgotten those
who died in the firestorm?!

And for what purpose?

The blind ambition of a Mountain King...

...so riven by greed, he could not
see beyond his own desire!

Now, now!

We must not, any of us,
be too quick to lay blame.

Let us not forget that it was
Girion, Lord of Dale...

...your ancestor,
who failed to kill the beast!

You have no right.

No right to enter that mountain.

I have the only right.

I speak to the Master
of the Men of the Lake.

Will you see the prophecy fulfilled?

Will you share...

...in the great wealth of our people?

What say you?

I say unto you...

Welcome!

Welcome!

And thrice welcome,
King Under the Mountain!

Goodbye.

Thank you.

So quiet.

Wasn't always like this.

Once, these slopes
were lined with woodlands.

The trees were filled with birdsong.

Relax, Master Baggins.

We have food, we have tools,
and we're making good time.

What is this place?

It was once the city of Dale.

Now it is a ruin.

The desolation of Smaug.

The sun will soon reach midday.

We must find the hidden door
into the mountain before it sets.

This way.

Wait. Is this the overlook?

Gandalf said to meet him here.

- On no account were we to...
- Do you see him?

We have no time to wait upon the Wizard.

We're on our own. Come!

Anything?

Nothing.

If the map is true...

...the hidden door lies directly above us.

Up here!

You have keen eyes, Mr. Baggins.

This must be it.

The hidden door.

Let all those who doubted us...

...rue this day!

Right, then. We have a key.

Which means that somewhere...

...there is a key-hole.

"The last light of Durin's Day...

...will shine upon the key-hole."

Nori.

We're losing the light. Come on.

Be quiet! I can't
hear when you're thumping.

I can't find it.

It's not here!

It's not here!

- Break it down!
- Aye.

Come on!

Break!

It has to break.

It's no good.

The door's sealed.
Can't be opened by force.

There's a powerful magic on it.

No!

"The last light of Durin's Day...

...will shine upon the key-hole."

That is what it says.

What did we miss?

What did we miss?

Balin.

We've lost the light.

We're too late.

Wait a minute.

"When the thrush knocks...

...the setting sun."

"The last light."

Last light.

Thorin.

The "last light!"

Erebor.

Thorin.

I know these walls.

These halls.

This stone.

You remember it, Balin.

Chambers filled with golden light.

I remember.

"Herein lies the Seventh Kingdom
of Durin's Folk.

May the Heart of the Mountain
unite all Dwarves in defense of this home."

The Throne of the King.

Ah.

And what's that above it?

The Arkenstone.

Arkenstone.

And what's that?

That, Master Burglar...

...is why you are here.

You want me to find a jewel?

A large, white jewel. Yes.

That's it? Only, I imagine
there's quite a few down there.

There is only one Arkenstone...

...and you'll know it when you see it.

Right.

In truth, lad...

...I do not know
what you will find down there.

You needn't go if you don't want to.
There's no dishonor in turning back.

No, Balin.

I promised I would do this...

...and I think I must try.

It never ceases to amaze me.

What's that?

The courage of Hobbits.

Go now...

...with as much luck as you can muster.

Oh, Bilbo?

If there is, in fact a...

...a live dragon down there...

...don't waken it.

Hello?

He's not at home.

Not at home. Ahem.

Good.

Good, good, good.

What's that?

Shush. Shush.

Arkenstone.

Arkenstone.

A large, white jewel.

Very helpful.

Well...

...thief.

I smell you.

I hear your breath.

I feel your air.

Where are you?

Where are you?

Come, now...

...don't be shy.

Step into the light.

Hmm.

There is something about you.

Something you carry.

Something made of gold.

But far more...

...precious.

There you are...

...Thief in the Shadows.

I did not come to steal from you...

...O Smaug, the Unassessably Wealthy.

I merely wanted to
gaze upon your magnificence.

To see if you really were as great
as the old tales say.

I did not believe them.

And do you now?!

Truly...

...the tales and songs...

...fall utterly short of your enormity,
O Smaug the Stupendous.

Do you think flattery will keep you alive?

No, no.

No, indeed.

You seem familiar with my name...

...but I don't remember smelling
your kind before.

Who are you...

...and where do you
come from, may I ask?

I come from under the hill.

Underhill?

And under hills and over hills
my path has led.

And... And...

...through the air.
I am he who walks unseen.

Impressive.

What else do you claim to be?

I am...

Luck-wearer.

Riddle-maker.

Lovely titles.

Go on.

Barrel-rider.

Barrels? Now that is interesting.

And what about your
little Dwarf friends?

Where are they hiding?

Dwarves?

No.

No, no. No Dwarves here.

You've got that all wrong.

Oh, I don't think so, Barrel-rider!

They sent you in here
to do their dirty work, while they...

...skulk about outside.

Truly...

...you are mistaken, O Smaug,
Chiefest and Greatest of Calamities.

You have nice manners...

...for a thief and a liar!

I know the smell and taste of Dwarf.

No one better!

It is the gold!

They are drawn to treasure like
flies to dead flesh.

Did you think I did not know
this day would come?!

That a pack of canting Dwarves...

...would come crawling back
to the mountain?!

The King Under the Mountain is dead.

I took his throne.

I ate his people
like a wolf among sheep.

I laid low your warriors of old.

I instilled terror
in the hearts of Men.

I am King Under the Mountain.

You are being used, Thief...

...in the Shadows. You were only...

...ever a means to an end.

No.

No, you're lying.

Promised a share of the treasure?

I will not part with a single coin.

Not one piece of it.

I kill where I wish, when I wish.

My armor is iron.

My teeth are swords.

My claws are spears.

My wings...

...are a hurricane.

No blade can pierce me!

Truly.

You have no equal on this earth.

I think our little game ends here.

So tell me, thief...

...how do you choose to die?

You think you can
deceive me, Barrel-rider?

You have come from Lake-town.

This is some sordid scheme
hatched between these filthy Dwarves...

...and those miserable
tub-trading Lakemen.

Perhaps it is time...

...I paid them a visit.

Oh, no.

This isn't their fault!

Wait!

You cannot go to Lake-town!

You care about them, do you?

Good.

Then you can watch them die.

Was that an earthquake?

That, my lad...

...was a dragon.

Da?

It's coming from the mountain.

I am fire.

I am...

...death.

Are we going to die, Da?

No, darling.

The dragon. It's going to kill us.

Not if I kill it first.

Go! Go!

Head for the open water!

- Faster! Faster!
- Help.

Who are you that would stand against me?

You are forsaken...

...bowman.

Tell me...

...wretch...

...how now shall you challenge me?

You have nothing left...

...but your death!

What was that?

- What happened?
- It fell. I saw it.

It's dead.

Smaug is dead.

By my beard, I think he's right.

Look there!

The Ravens of Erebor
are returning to the mountain.

Aye. Word will spread.

Before long every soul in Middle-earth
will know the dragon is dead!

- Help me!
- Please!

Help!

Over there!

- Da!
- Come here!

You're alive.

It's all right, darling.

It was Bard! He killed the dragon!

I saw it with me own eyes.

He brought the beast down!

Shot him dead with a Black Arrow.

Thank you, Bard!

- Good man.
- Thank you!

You've saved us all!

Bless you.

All hail to the Dragon-Slayer!

King Bard!

I'm not Master of this town.

Where is he?

- Where's the Master?
- Halfway down the Anduin.

With all our coin.

I don't doubt it.

Winter is upon us.

We must look to our own.

To the sick and the helpless.

Those who can stand,
tend to the wounded.

Those who have strength left, follow me.

We must salvage what we can.

What then? What'll we do then?

We find shelter.

- Any sign of it?
- Nothing yet.

Nothing here.

- Keep searching!
- That jewel could be anywhere.

The Arkenstone is in these halls.

- Find it!
- You heard him.

- Keep looking.
- All of you!

No one rests until it is found.

It is here in these halls.

I know it.

We have searched and searched.

Not well enough.

Thorin, we all would see
the stone returned.

And yet, it is still not found!

Do you doubt the loyalty of anyone here?

The Arkenstone...

...is the birthright of our people.

It is The King's Jewel.

Know this:

If anyone should find it...

...and withhold it from me...

...I will be avenged.

What is that?

In your hand.

It's nothing.

Show me.

It...

I picked it up in Beorn's garden.

You've carried it all this way?

I'm gonna plant it in my garden.

In Bag End.

It's a poor prize to
take back to the Shire.

One day, it'll grow.

And every time I look at it, I'll remember.

Remember everything that happened,
the good, the bad...

...and how lucky I am that I made it home.

Thorin, I...

Thorin.

Survivors from Lake-town...

...they're streaming into Dale.

There's hundreds of them.

Call everyone to the gate.

To the gate!

Now!

Up it goes!

That's it.

I want this fortress made safe by sunup.

This Mountain was hard-won.

I will not see it taken again.

The people of Lake-town have nothing.

They came to us in need.
They have lost everything.

Do not tell me what they have lost.

I know well enough their hardship.

More stone.

Bring more stone to the gate!

That's it.

It'll be all right. Don't worry.

We need more water.

The children, the wounded
and the women come first.

Here you are.

My Lord Thranduil. We did not look...

- ...to see you here.
- I heard you needed aid.

Here you go.

Pass it back.

Another one.

You have saved us.

- I do not know how to thank you.
- Your gratitude is misplaced.

I did not come on your behalf.

I came to reclaim something of mine.

The White Gems of Lasgalen.

I know an Elf Lord who will pay
a pretty price for these.

Wait! Please wait!

You would go to war
over a handful of gems?

The heirlooms of my people
are not lightly forsaken.

We are allies in this.

My people also have a claim
upon the riches in that Mountain.

Let me speak with Thorin.

Not a bad night's work.

Come on.

Hail, Thorin, son of Thráin.

We are glad to find you alive beyond hope.

Why do you come to the gates of the
King under the Mountain armed for war?

Why does the King under the Mountain
fence himself in...

...like a robber in his hold?

Perhaps it is because
I am expecting to be robbed.

My lord...

...we have not come to rob you...

...but to seek fair settlement.

Will you not speak with me?

I am listening.

On behalf of the people of Lake-town...

...I ask that you honor your pledge.

A share of the treasure so that
they might rebuild their lives.

I will not treat with any man...

...while an armed host lies before my door.

That armed host will attack this Mountain
if we do not come to terms.

And your threats do not sway me.

What of your conscience?

Does it not tell you our cause is just?

My people offered you help.

And in return, you brought upon them
only ruin and death.

When did Lake-town come to our aid
but for the promise of rich reward?

A bargain was struck!

A bargain?

What choice did we have but to barter
our birthright for blankets and food?

To ransom our future
in exchange for our freedom?

You call that a fair trade?

Tell me...

...Bard the Dragon-Slayer...

...why should I honor such terms?

Because you gave us your word.

Does that mean nothing?

Be gone!

Ere our arrows fly!

What are you doing?

You cannot go to war.

- This does not concern you.
- Excuse me...

...but just in case you haven't noticed,
there is an army of Elves out there.

Not to mention several hundred
angry fishermen.

We are, in fact, outnumbered.

Not for much longer.

- What does that mean?
- It means, Master Baggins...

...you should never underestimate Dwarves.

We have reclaimed Erebor.

Now...

...we defend it.

He will give us nothing.

Such a pity.

Still, you tried.

I do not understand.

Why?

Why would he risk war?

It is fruitless to reason with them.

They understand only one thing.

We attack at dawn.

Are you with us?

Aye.

Master Baggins, come here.

You're going to need this.

Put it on.

This vest is made of silver steel.

Mithril...

...it was called by my forebears.

No blade can pierce it.

I look absurd.
I'm not a warrior, I'm a Hobbit.

It is a gift.

A token of our friendship.

Let me through!

Make way!

You must set aside
your petty grievances with the Dwarves.

War is coming!

The cesspits of Dol Guldur
have been emptied.

You're all in mortal danger.

What are you talking about?

I can see you know nothing of Wizards.

They are like winter thunder
on a wild wind...

...rolling in from a distance,
breaking hard in alarm.

But sometimes a storm is just a storm.

Not this time.

Armies of Orcs are on the move.

Come on, let's get those blades sharpened.

Aye. Blasted Elves.

- You swing an axe at it?
- No, brother.

You should be inside.

Out of the wind.

No, I...

...needed some air.
Place still stinks of dragon.

The Elves have been
moving their archers into position.

The battle will be over by tomorrow's eve.

Though I doubt we will live to see it.

No, these are dark days.

Dark days indeed.

No one could blame a soul
for wishing themselves elsewhere.

Must be nearing midnight.

Bombur's got the next watch.

It'll take a bit to wake him.

Bofur?

I will see you in the morning.

Goodbye, Bilbo.

Since when has my counsel
counted for so little?

What do you think I'm trying to do?

I think you're trying to
save your Dwarvish friends...

...and I admire your loyalty to them.

But it does not dissuade me
from my course.

Bowman! Do you agree with this?

Is gold so important to you?

Would you buy it
with the blood of Dwarves?

It will not come to that.

- This is a fight they cannot win.
- That won't stop them.

You think the Dwarves will surrender?
They won't.

They will fight to the death
to defend their own.

Bilbo Baggins.

If I'm not mistaken...

...this is the Halfling who stole
the keys to my dungeons...

...from under the nose of my guards.

Yes.

Sorry about that.

I came...

...to give you this.

The Heart of the Mountain.

The King's Jewel.

And worth a king's ransom.

How is this yours to give?

I took it as my fourteenth share
of the treasure.

Why would you do this?

You owe us no loyalty.

I'm not doing it for you.

I know that Dwarves can be obstinate...

...and pigheaded and difficult.

They're suspicious and secretive...

...with the worst manners
you can possibly imagine...

...but they are also brave and kind...

...and loyal to a fault.

I've grown very fond of them,
and I would save them if I can.

Now, Thorin values
this stone above all else.

In exchange for its return, I believe
he will give you what you are owed.

There will be no need for war.

Rest up tonight.

- You must leave on the morrow.
- What?

- Get as far away from here as possible.
- I'm not leaving.

You picked me as the fourteenth man.
I'm not about to leave the Company now.

There is no Company. Not anymore.

Imagine what Thorin will do
when he finds out what you've done.

I'm not afraid of Thorin.

Well, you should be.

Don't underestimate the evil of gold.

Gold over which a serpent has long brooded.

Dragon-sickness seeps into the
hearts of all who come near this Mountain.

Almost all. Heh.

I will put the next one between your eyes.

We have come to tell you...

...payment of your debt has been offered...

...and accepted.

What payment?

I gave you nothing.

You have nothing.

We have this.

They have the Arkenstone.

Thieves!

How came you by the heirloom
of our house?

That stone belongs to the king!

And the king may have it...

...with our goodwill.

But first he must honor his word.

They are taking us for fools.

This is a ruse.

A filthy lie.

The Arkenstone is in this Mountain!

It is a trick!

It's no trick.

The stone is real.

I gave it to them.

You?

I took it as my fourteenth share.

You would steal from me?

Steal from you? No.

No, I may be a burglar,
but I like to think I'm an honest one.

I'm willing to let it
stand against my claim.

Against your claim?

Your claim.

You have no claim over me,
you miserable rat!

I was going to give it to you.

- Many times I wanted to, but...
- But what, thief?

You are changed, Thorin.

The Dwarf I met in Bag End would never
have gone back on his word.

Would never have doubted
the loyalty of his kin!

Do not speak to me...

...of loyalty.

Throw him from the rampart!

Did you not hear me?

I will do it myself. Curse you!

No!

Cursed be the Wizard that forced you
on this Company!

If you don't like my burglar,
then please, don't damage him.

Return him to me.

You're not making a very splendid figure
as King under the Mountain...

...are you, Thorin, son of Thráin?

Never again will I have dealings
with Wizards!

- Go.
- Or Shire rats!

Are we resolved?

The return of the Arkenstone
for what was promised?

Why should I buy back that
which is rightfully mine?

I've heard enough.

Thorin, lay down your arms.

Open these doors.

This treasure will be your death.

Thorin, we cannot win this fight.

Give us your answer.

Will you have peace...

...or war?

I will have war.

Ironfoot.

Who is that?

He doesn't look very happy.

It is Dáin, Lord of the Iron Hills.

Thorin's cousin.

Are they alike?

I've always found Thorin
the more reasonable of the two.

Good morning.

How are we all?

I have a wee proposition...

...if you wouldn't mind giving me
a few moments of your time.

Would you consider...

...just sodding off?

All of you!

Right now!

Stand fast.

Come now, Lord Dáin.

Gandalf the Grey.

Tell this rabble to leave...

...or I'll water the ground
with their blood!

There is no need for war
between Dwarves, Men and Elves.

A legion of Orcs march on the mountain.

- Stand your army down.
- I will not stand down before any Elf.

Not least this faithless Woodland sprite.

He wishes nothing but ill upon my people.

If he chooses to stand
between me and my kin...

...I'll split his pretty head open!

See if he's still smirking then.

He's clearly mad, like his cousin.

You hear that, lads?
We're on!

Let's give these bastards
a good hammering!

Oh, come on.

The hordes of hell are upon us!

To battle!
To battle, sons of Durin!

I'm going over the wall.
Who's coming with me?

- Yes!
- Come on, let's go!

- Stand down.
- What?

Are we to do nothing?

I said, stand down!

The Elves.

Will they not fight?

Thranduil! This is madness!

Charge!

Uh, Gandalf?

Is this a good place to stand?

He's trying to cut us off.

To the city!

Bilbo!
This Way!

Orcs are storming over the causeway!

Get the bowmen to the eastern parapet.
Hold them off for as long as you can.

Archers!
This way!

The Orcs have taken Stone Street!

The market's overrun!

The rest of you...

...follow me!

Gandalf!

You buggers!

Where's Thorin?

We need him!
Where is he?

Since when do we forsake our own people?

Thorin...

...they are dying out there.

There are halls beneath halls
within this Mountain.

Places we can fortify...

...shore up, make safe.

Yes.

Yes...

...that is it.

We must move
further underground...

...to safety.
- Did you not hear me?

Dáin is surrounded.

They're being slaughtered, Thorin.

Many die in war.

Life is cheap.

But a treasure such as this
cannot be counted in lives lost.

You sit here in these vast halls
with a crown upon your head...

...and yet you are lesser
now than you have ever been.

Bilbo is right.

Fall back!

Fall back to the mountain!

Fall back!

I will not hide...

...behind a wall of stone while
others fight our battles for us!

It is not in my blood, Thorin.

No.

It is not.

We are sons of Durin.

And Durin's Folk...

...do not flee from a fight.

I have no right to ask
this of any of you.

But will you follow me...

...one last time?

To the king!

To the king!

Any man who wants
to give their last...

...follow me!

They're rallying to their king.

We may yet survive this.

Come on, Bombur. Get up.

Bofur! Here!

Hurry!

Nori! Help!

There's too many of these buggers, Thorin.

I hope you've got a plan.

Aye.

We're going to take out their leader.

May Durin save you all.

He's taking his best warriors...

...to cut the head off the snake.

Where is he?

Fíli...

...take your brother.

Scout out the towers.

Keep low and out of sight.

Hey. Stay here.

Search the lower levels.

I've got this.

This one dies first.

Then the other.

Run!

Kíli!

The Eagles are coming.

Bilbo.

Don't move. Don't move. Lie still.

Oh. Mm. Mm.

I'm glad you are here.

Shh, shh.

I wish to part from you in friendship.

No.

You are not going anywhere, Thorin.

You're going to live.

I would take back my words
and my deeds at the Gate.

You did what only a true friend would do.

Forgive me.

I was too blind to see it.

I am so sorry...

...that I have led you into such peril.

No, I'm glad to have shared
in your perils, Thorin.

Each and every one of them.

It is far more than any Baggins deserves.

Farewell...

...Master Burglar.

Go back to your books.

And your armchair.

Plant your trees.

Watch them grow.

If more people...

...valued home...

...above gold...

...this world would be a merrier place.

No. No, no, no. No.

Thorin. Thorin, don't you dare.

Thorin. Thorin, hold on.

Hold on, please.

The Eagles...

The Eagles... The Eagles are here.

Thorin?

The Ea...

The king has come unto his own.

Under mountain, under stone.

Send him now unto the deep.

Unto earth, eternal sleep.

Under mountain, under stone.

Through all the lands, let it be known:

The king is dead!

Long live the king!

Long live the king!

There is to be a great feast tonight.

Songs will be sung. Tales will be told.

And Thorin Oakenshield...

...will pass into legend.

I know that's how you must honor him.
But to me, he was never that.

He was...

To me...

...he was...

I think I'll slip quietly away.
Will you tell the others I said goodbye?

You can tell them yourself.

If any of you are ever
passing Bag End, uh...

...tea is at four.

There's plenty of it.

You are welcome anytime.

Uh...

Don't bother knocking.

Ah, the borders of the Shire.

It is here I must leave you.

That's a shame.

I quite liked having a Wizard around.

Seems they bring good luck.

You don't really suppose, do you...

...that all your adventures and escapes
were managed by mere luck?

You're a very fine person, Mr. Baggins.

And I'm very fond of you.

But you're only quite a little fellow...

...in a wide world after all.

Well, thank goodness.

Farewell, Gandalf.

Farewell.

Wait a minute,
that's my mother's glory box.

And that's my dining chair.

Ah... Put that pouf down!

What is going on?

Hello, Mr. Bilbo.

You're not supposed to be here.

What do you mean?

On account of you
being presumed dead and all.

I am not dead.

Presumed or otherwise.

I'm not sure that's permitted.

Mr. Bilbo!

Twenty-one!
Any advance on twenty-one?

Any advance on twenty-one?

Ha, ha! Sold to Mrs. Bolger.

Somewhere for Fatty to put his feet on.

Do I have any bids for this?
This is Shire-made.

None of your Dwarvish reproductions here.

Stop!

Stop!

- There's been a mistake!
- Who are you?

What do you mean, "who am I"?
You know perfectly well who I am...

...Lobelia Sackville-Baggins.

This is my home.

And those are my spoons.
Thank you very much.

- This is most irregular.
- Excuse me.

It's been more than thirteen months
since the disappearance.

If you are in fact Bilbo Baggins...

...and undeceased, can you prove it?

What?

Something official with
your name on it would suffice.

All right. Right.

A contract of employment as a bur...

Never mind as what.

There. My signature.

Yes, well... Uh...

Well, it certainly seems to be in order.
Yes. Seems there can be no doubt.

Who is this person you
pledged your service to?

Thorin Oakenshield?

He...

He was my friend.

No, thank you!

We don't want any more visitors,
well-wishers or distant relations!

And what about very old friends?

Gandalf?

Bilbo Baggins.

- My dear Gandalf! Ha, ha!
- It's good to see you.

One hundred and eleven years old.
Who would believe it?

Come on, come in!

Welcome. Welcome.