A/N: okay, just to start, I must remind you that I am changing the story ever so slightly, because of course there is no romance between Thorin and a character, nor are there mermaids (I'm not talking icky squishy Ariel mermaids). So I'm twisting it to suit my story. I own nothing (duh) everything belongs to either Mister Tolkien himself OR Mister Peter Jackson. Apart from my mermaid of course.

Just a briefing, this is set between the warg chase with Radagast and the company falling upon Rivendell. The secret passage Gandalf led them into that leads to Rivendell is deeper than meets the eye (I always imagined that if it was as simple as in the film (and books) it wouldn't be so 'secret' and rather easy to find and follow), it's now a network of caves that run deep below the surface, filled with pools of different depths…

"So, are there any other creatures out there that don't exist but actually do?" Bilbo said stiffly, shuffling closer to the fire for warmth, "I've met a troll now thank you, is there anything else I should prepare myself for?"

The company shared a few chuckles, but Bilbo was being totally serious.

"Ay, there are many weird and wonderful creatures out there laddie, just waiting for you to find them." Bofur replied, a twinkling of amusement in his eyes, talking another toke of is pipe.

"Are fairies real?" Bilbo queried, remembering the stories his mother used to tell him of how one of her ancestors took a fairy wife. Of course he never truly believed her.

"Ay, but they're hard to see, only a few feet tall." Kili piped up. Well, that squashes that story.

"How would you know?" Fili dug, sending his little brother abemused look.

"I've seen one." The brunette responded quickly.

"No you haven't."

"Yes I have!"

"No you—"

Fili was cut off by an inquisitive Hobbit who wanted answers.

"What about sphinx?"

"Half man half lion? You've got to be joking!" Dwalin roared with laughter.

Bilbo thought for a moment, "Mermaids?"

The laughter died down a little at this.

"You mean Sirens, laddie?" Balin responded, leaning forward slightly to get a better look at the Hobbit from around his brother.

Bilbo paused for a moment, "Well yes, I suppose."

"No one has ever seen one, but you… Hear things…" Bofur began, switching from his usually peppy tone to a more cynical one. He readjusted his floppy hat before continuing, "entrancing songs in the wind, sailors going missing without a trance..." He trailed off, giving Bilbo a toothy grin.

"I thought mermaids were sweet and kind?" The Hobbit asked, blinking, "You know, brushing their hair on rocks, swimming with the fish…"

"No, they're man eaters; they'll entice you in with their songs, then drag you beneath the waves and rip the skin right off your bones with their sharp fangs." Kili piped up, shielding a smirk with his pipe as he watched Bilbo's face pale.

"Fangs?"

"Ay, as long as your finger. Their scales as big as your palm. Their tales like a serpents, slimy and poisonous to the touch."

Bilbo chocked on his breath.

"Where are we?" Fili gasped, stopping in his tracks at the edge of what looked like a large pool, "I can't see the bottom!" He was leaning over the edge, the black water didn't glisten like normal water. It was empty looking, and just being near it made you feel like the life was being sucked out of you.

"Get away from there!" Dori hissed, grabbing the young Dwarf prince by the back of his coat and roughly pulling him back, "It looks evil!"

Thorin shot Gandalf a look. They were all out of breath from running, and by the looks of it, their path was blocked by this thick water. The company was standing in a vast cave, at least thirty metres high, twice that wide and at least a hundred deep. They had followed the snaking network of caves and now they'd reached a dead end.

"You took us the wrong way." Thorin accused, glaring up at the wizard bitterly.

Gandalf have an exasperated sigh, "No, Master Dwarf I did not." He nodded towards the other side of the lake. There, across the water, was an exit. From where they stood it just looked like a dark hole.

"We've been here for hours. How much further?" Nori asked, sitting by Ori, his hand on his shoulder.

"A fair way." Gandalf responded stiffly. Taking the first steps towards the water, "We must be quick and quiet," His eyes flickered to the holes in the stone walls metres above them, "Who knows what could be lurking in the darkness…" He whispered the last part, but Bilbo heard.

"Come on!" He stepped into the water.

Bilbo half expected him to just fall in, but he didn't. He kept walking.

"It's shallow?" Ori exclaimed, watching the water rise merely to his middle calves, "It looked deeper."

"Deception is a dangerous forte, Master Dwarf." Gandalf replied quickly, clearly his mind was elsewhere. His eyes were scanning the water, then the walls, then the water again. It was making Bilbo feel uneasy.

It was about one hundred metres from one side of the cave to the other, and for the first thirty metres it all seemed to be going well.

Until Kili tripped on something hidden in the waters bed and fell, landing in the water with a yelp of surprise and a great splash.

After that, everything was a blur for Bilbo, it all happened so fast. At first, everything went silent, like the sound had been sucked from the air. Then everyone was yelling, the Dwarves were drawing their weapons and shouting at one another. Then Bilbo saw them, whatever they were. Creatures crawling out from the edges of the water. They stood hunched over, their skin sagging and the colour of dirty moss. Their limbs and fingers were long, at the end of each finger protruded long, yellowed nails. Their eyes were bulging and crazed, and tongues lolling.

Bilbo barely had a chance to unleash Sting when there was another loud splash.

"Bofur!" He heard Bombur cry. Looking around Bilbo noticed a disturbance in the water, it was bubbling and rippling violently.

Under the surface Bofur struggled. One of those Cave dwellers was drugging him down. He wrestled against it, trying to free its long, sickly fingers from his neck. The creature opened its mouth, baring a mouth full of vicious looking fangs, its eyes hungry.

Then he saw it. A shimmer of gold. The beast in front of him was pulled away in one swift movement. Then he saw a pair of eyes, a pair of golden shimmering orbes, before he was being pushed and pulled.

Bofur broke the surface with a gasp. Instantly multiple pairs of Dwarvish hands reached for him, pulling him back to the shallower water.

"Are you alright?" Bombur asked him, shaking him roughly. Bifur stood behind him, muttering in Khuzdûl.

"This way!" Bofur didn't get a chance to reply, everyone was looking at the Hobbit, or rather, the back of him, as he scuttled off in a different direction, a completely different direction to the exit Gandalf had recommended.

"Bilbo!" Gandalf called, making after Bilbo who was now wading in water up to his waist.

The Dwarves watched as the Wizard and the Burglar disappeared into another network of caving. They all exchanged glances before chasing after them.

"Master Baggins!" Balin shouted, struggling against the deepening waters, "What has gotten into him?"

"I saw something!" The cave was pretty dark now, the only light coming from where they entered.

"Was it gold?" Bofur asked, he was wading the fastest, trying to catch up to the Hobbit.

"Yes! You saw it too? I saw a splash of gold out of the corner of my eye and-"

"Enough!" Thorin stopped, glaring at the Hobbit and the toy maker, "What is going on?" His face was sour, but then he saw it, just a glimpse; a flash of bright gold disappearing off to the left.