Chapter 1; Restless:

This story I dreamed up long before The Hobbit: The Desolation of Smaug, came out. Honestly, it came to me when I first watched the trailer for it. Laziness and school kept me from writing it, but a freed up summer and having read some very wonderful OC/Smaug fics has put me in the mood to test my mettle in this side of fanfiction.

Keep in mind that I am twisting the events of the movie (or maybe will have it be preluding to the events of the movie...) as well as the characters' roles in this world I am turning around for my enjoyment. Explanations will be offered if questions arise, so please, enjoy…

I own nothing but my contorted plot and my OC.

Of cold earth, carved immaculate was its workings. Of bitter winds, and eternal manifestation.

The mountain gave no allusion of security to the valleys far below it, only sinister ominous. Not one visage of green could come near the ring of dark scorched stone that surrounded the highland, giving decay its own kingdom under the snow of approaching winter. Sharp cliff faces and unsalable paths snaked their way over the unyielding peak, cloaking bleak misery over the admirable landscape it once had been under its' pervious denizens.

But buried, deep, the hallowed halls of the still awe-inspiring mountain shone with the same beauty the dwarves carved it with. Lofty arches stretched high, cold stone worn so smooth that marble could be shamed. Winding halls and soaring bridges of stone and metal alike wound through, under, and above made the citadel that the ageless miners had built for themselves. But though the halls themselves were ever as grand, the people of the mountain's presence was little more than another memory for this stone palace. Dust was their skeletons, and moaning winds were their dying whispers. Swords and shields rusted where they lay, useless in being able to protect their masters, now long dead. Tapestries hailing their way of life and dead kings collected no admirers for their fraying beauty save for dust and starved mice.

But the once magnificence of Erebor was not what trained curious eyes to the mountain these days. Of all the whisperings of the place, it all pertained to what only lay inside it still, after all this time.

The warm light of gold, they said, fills those halls, the dwarves having mined it themselves. Precious stones, locked in their crystalline beauty, lay strewn about like common pebbles. To the dwarves that had mined them, there was nothing common about the treasure that once was theirs. No gift from the earth's deep was mundane, especially when their skills turned metal into blinding crowns, coal into light shattering diamonds, all laying there still. Cascades of treasure even now supported pillars of stone that made up the colossal vault, weaving into every crevasse till the unclaimed hoard spread itself like the weighed down silk of a spider's web.

Unclaimed. Abandoned. That's what people dreamed the treasure to be, but they knew it to be untrue. One can dream of the coins, of the gilded swords encrusted with jewels, but only dream. And even that much could be dangerous. For this hoard, this alcove of metals and ornaments, was in fact claimed and jealously guarded.

Stirring, a bed of coins chimed their intonation as a figure rose from beneath them. Silvers fell away like rain, and a fearsome head stretched itself towards the high arches above.

And there he was.

Smaug, master of these halls now. A vast red-golden dragon was he, wisps of smoke rising from his jowls as he sucked in a reverberating breath of the stale air of his keep. The ruddy light of his costly bed reflected the dark shine of the powerful beast's scales. His long pale belly had become crusted with the gems and fragments of gold from his years lying within his own treasures, and only added to the great and terrible opulence he was.

His wings were folded like an immeasurable bat, and if he unfurled them, they would fill the hall. Tipped, piercing claws like blades uncurled themselves, raking through the metal beneath them like bits of grain as the dragon stretched himself. Splitting the decayed air about him with a rhythmic rushing, his tail twitched from side to side, making it obvious to even those who would be left utterly dumb struck at the sight of such terror to know that the beast of red and gold was irate.

But why should he be?

Meticulous knowledge of every coin, cup, and polished necklace that made up Smaug's claim assured him that not one was missing from him. His coat of scales shone out like mithril could never hope to, and his teeth remained sharp jags that could cut down any beast or kingdom. No thieves had dared to bother him in a many a year, though Smaug almost wished a heart foolish enough to come into his mountain and try to steal from his hoard. The hunt for a thief, once trivial and anger spired, now seemed to be an amusing game to distract himself.

And why should such things once bothersome now become an aspect to be hoped for by Smaug? Did his lust for fire ache to burn away those undeserving to witness his hoard? Was it tediousness of counting his treasures, of accounting for every piece of silver. For every pearl?

No, of that it could never be. It was something far more meager than Smaug cared to admit that had escaped him. Here, in his own halls.

Sleep.

Dragons had few pleasures, and with Smaug, those pleasures were usually satisfied. A claimed bed of desired metals was of his most chiefest needs, and though always welcoming for more, Smaug knew his claim was sufficient for a high being such as him. Food was next, but that was easy to find and easier to kill. And then there was sleep.

This last pleasure had been denied Smaug for some months now.

With dragons, every emotion became an obsession. Nothing about them was small, not even their moods. And sleep's stay from him inspired a mood of blackest origin. The more he desired it, the harder he closed his scaled eyes, and the more easily slumber guided him right back into stagnant wakefulness.

Smaug was not one to be deprived of his cravings, and he was incapable of swallowing down dissatisfaction.

Of being denied, there was no blindness on how such a thing affected him. But worse, far worse, was that the reason for such was lost. Not in his centuries did Smaug once use any exertion in finding sweet slumber, even before taking for his this hoard he had now. But here, here he was.

Stirring, awake, restless.

This would not do.

"Alfrid!" Orotund, Smaug's voice gutturally roared out, its unwarranted cruelty to delicate ears undying even as it faded out into an echo in the vast halls. Eyes narrowing, the dragon felt a snarl curl his lips, and mauled the bed of metal beneath him with a swipe of his talons.

"You miserable worm! Come!"

Of the greater realms of creaturedom a dragon may be, patience was marketedly unmentioned in the songs written of them. Though one of the eldest, and certainly of the most powerful of his kind, this was true of Smaug as well. Finally though, before the cut of anger that was building in him became any worse than it already was, hurried steps finally made their presence known by their timid resonance of the hall they traveled down.

Smaug's heightened senses perfectly timed when his servant would finally appear before him, breathless from running to heed his master's call. The man did not disappoint.

"You bellowed my master?" The man said, voice wavering from the run and from natural cowardice.

He was a grotesque sort of being, Smaug decided, even for a human. Having the air of a sniveling toad and all the charm of a dead rat. Smaug was able to recall that when he stole this man away from the town of fishmongers below his mountain, that he was a counselor for the pitiful settlement. That did not matter to the dragon though, nothing but the pitiful human's unwavering loyalty for fear of his flesh was noteworthy to Smaug.

Not uncommon of his kind, dragons would every couple of centuries employ some sort of servant, though more often than not it was a dwarf rather than a human. Though typical for dragons to make war on the dwarves and plundering their works, the creatures were seen to have other uses. Their ways with metal was seen as charming to some dragons, and they knew of ways to keep one's scales gleaming like the jewels they so gluttonously mined.

Smaug could not stand such creatures though, evidence in their rusting bones proved of his great distaste for their race. They were nothing more than greedy half-men with feign loyalties to their people when their hearts truly only beat for the precious metals Smaug now possessed.

Humans, though just as predictable cowards as dwarves, at the very least held more fear for their bones and the flesh upon it. They did not live long, both in life and in keeping good faith with their master, and so needed constant replacing. But Smaug found that an easy task and an even easier arrangement to keep. Polish his scales, serve him food from the stores he kept, and do not assault his senses with the stench of man, and he in turn would not devour that mortal shell of a body. And as of yet, none of his servants had ever to fail him and lived to disappoint a second time.

"Rest and dreams elude me." Smaug finally spoke to his awaiting servant. Such admittance irked Smaug, and his spiked tail crashed down near his reclined form, coins roll away like a wave of sand in wake of his tremor.

"Bring me something to eat." The dragon decided. Perhaps having one of the stags he had recently hunted to fill his stores would help settle his restlessness. Though hunger was not panging him, it was all the dragon could think to settle himself with for the moment. He would eat, and then he would try once more to rest. If it refused to come to him this time, he knew other solutions would have to be considered.

"If I may be so bold, oh Smaug the Splendor, sleep has left you for some time now, hasn't it?" Alfrid, head bowed and eyes hidden beneath his caterpillar of a brow, inquired in his slime ridden voice.

"My, what a clever petulance of man." Smaug refuted with annoyance, his voice vicious with anger at having to listen to the obvious.

"Yes, yes. It is palpable to me my master that you are disturbed with unrest." Went on Alfrid, sensing he had little time to make his point "But perhaps instead of food, you wish for something…else?"

The moment he finished the last of his syllables, Alfrid knew he had made a mistake. Smaug's fire scorched eyes, though high above the human, became witness to a darker shade of flame, one alike to the fires of earth that burned beneath them. Of his master's anger, he needed no reminding of only how easy it was to spire. Like the embers of a blacksmith's forge, the slightest word or whisper could spread sparks, and the heat of such wrath nary left anything but pitiful ashes as witness to the life that was smote.

"Are you suggesting that you are privy to what I desire?" Lowly uttered the dragon, the closest such a beast could manage as a whisper. This though, this scathing calm sent Alfrid's mind into a dismal panic, the kind only mice know before a cat or an insect a spider. It was when his master showed this side of him, as the calculated predator he was, that there was something truly malevolent to fear in what may happen next.

"I never said so my lord, simply, that perhaps a remedy for your…" Alfrid did not want to say ailment, for most assuredly Smaug would find insult in that, "state," he decided was safest "a different approach needs to be taken."

"And what do you suggest?" Was the dragon's reply, his tone reaching the height of his abysmal amount of patience.

Alfrid, now seeing just how deep of a hole he had just now dug himself in trying to earn his master's favor, tried to think quickly despite the sweat that collected on his brow. He had not survived ten years of service to the dragon by mindless obedience alone. In order to appease one's master, you have to be one step ahead of their needs. Though with Smaug, if you guessed wrong about his requirements, it would not be your position in the household that suffered, but the skin that stretched over your bones.

"Well, it entirely depends on what my master desires. Food and drink does you no good, so perhaps lack of warmth?"

Oh dear, wrong answer.

Smaug straightened himself to his full height, becoming an imposing tower of red scales and looming eyes. This was often the sight that was presented before the dragon launched himself into the sky to hunt, or to feel the east wind come over his kingdom. But for this small, fearing man, it was not a sight welcomed, but hell inspired. Clutching the fur lining of his robes, Alfrid tried to keep his teeth from clacking together in fright.

"My fire burns bright and is as hot as the dark core of earth." Smaug stated, addressing the man below him with a growl of undisputed pride "It sinks into my scales, which alone have burned the flesh from thieves and kings alike. With but a breath, I melt gold into fiery rivers."

Lowering his head with the grace of an unearthly snake, Smaug leveled one of his scaled eyes with that of the putrid face of his servant.

"And you question its warmth?" A crack broke out across the dragon's face, bearing teeth and tongue. It was the creature's smile, a most devastating sight. From the back of his jowls, a small, but glowing heat began to build up, and immediately, Alfrid began to back away.

"No! Most ardently my master, I did not! Most ardently!"

In his panic, the human tripped over his own feet. Rolling pathetically in the gold hills of coins, he stood himself back up as soon as his balance was found within one of the valleys of treasure.

"Then, w-what about a lullaby?"

This was all that his mind could come up with, it was all he had, and Alfrid feared it wouldn't be enough.

And yet, the dragon did not thunder towards him with teeth bared. Instead, the beast lowered itself to a more reposed height, scaled head tilted by something akin to a malicious inquisitiveness.

"A what?"

"It's what human mother's sing to their children when they cannot sleep. But perhaps nothing quite so common and puerile for you, my lord." Alfrid explained, seeing a light at the end of this encounter that was the continuance of his life, "But though, what of music?"

"Music…"

The servant stood and watched with caution as they dragon's mind was turned inward, an expression of ponderance only an ageless being could muster taking form as claws instinctively began to rhythmically claw at the trove beneath them.

Music. Looking back, there were few instances in which Smaug had come across this distinctive art the lesser beings had the right to claim as their own. And those few were effectual. Once, before disbanding what was to be a city's celebration, Smaug remembered how swiftly the music the humans made had cut to his position in the sky, like a fierce gale, a burning piece of unfamiliar consciousness that quickly rent his mind distracted from his purpose. It was merely a brief encounter, the screams of the townspeople quickly bringing him back to awareness, but lasting none the less. Even the dwarves themselves, hungry alike for gold as dragons, took the time to marvel at music, some of their finest creations being ornament stippled harps and gilded flutes.

To admit its few, but capable effects this design of man's held on him that was not of the forge's design was shameful to Smaug in a way the others of his kind failed to see. Dragons had always been charmed by the notion of music, since its creation. But the lower creatures were oft to say "music tames the savage beast" and that idea, while romantic in theory to the two legged beings, was rather uncomfortable in reality to one such as him.

And yet, memories of the sounds slipping into the viaducts of his dream could not be dismissed. Though he was not a beast charmed or tamed, he was entranced to the effect sheep's guts had in hailing souls out of men's bodies, and to greater effect, cast itself into his own mind. Was it be possible that this could change all the lead sleeplessness in his mind into gold?

He decided to entertain the notion.

"Yes. Music is what I want." Said Smaug with a certainty that demanded immediate action, claws tightening in resolve, only to then see a complication "How do you suggest to provide me with this?"

"I-I'm afraid in this aspect my lord, I cannot off-offer you my services. I have no talent for tune. But instead of me, so coarse of voice, I can instead find one to your suiting?" Hastily explained Alfrid, gaining ground closer to his master as he dared to come nearer.

"Explain." Demanded Smaug.

"As you so kindly took me into your service, perhaps I can take in another who has the talents we are desiring?"

This once more made the dragon's head tilt curiously, this time in interest.

"Bring another human into my mountain…" Smaug's voice drawled with a guttural snarl as again his thoughts turned over in consideration. Having another human in his domain, as it must certainly must be a human for an elf or a dwarf would be entirely unwelcomed, was not one that pleased Smaug. But seeing no other avenue to gaining his newly founded yearning, Smaug conceded.

"Very well. Bring me a human that qualifies in the skill that I so desire."

"Well, those qualifications are contingent my lord, on what kind of songster you would like to own." Alfrid explained hurriedly "A deep voiced one perhaps? Or one that sings like a bird?"

"A bird?" Repeated Smaug, his voice overcasting that of his meek servant "You speak of a female musician."

"I suppose I do my lord." Replied Alfrid, noticing the slight intrigue that had taken alight in the one terrible eye of his master's that he could see, and knew that this was his chance to please his master to be wholeheartedly snatched "A womanly troubadour would offer far more than her male counterpart. She would be fair in looks, soft in voice, and could dance to your delight! I could even make sure that she is has not been touched by any man, as pure as the silver beneath your claws, so that she might rightly be yours as a part of your hoard."

With a flourishing wave of his hand, Alfrid concluded his speech.

"All this I could bring you and more…if you wished."

The description, however poorly reiterated, contented Smaug. Yes, a maiden. That is what he wanted. He always had a fondness for the females of the lesser races, their shapes reflective of their binding to giving life, able to tap into a grace wholly unknown and far more pleasing than their opposite. Even the most homely of them screamed so prettily when he tore apart their villages, and swept their men away with his fire. If he possessed one that could sing more melodiously then a typical woman's scream, then, surely it could soothe the stirring of his mind, and let him sleep.

"I do not wish. I demand." Spoke Smaug finally, voice cracking through the stale air like lightening "Find me a maiden that can sing like a bird and is fair. If she cannot remedy my unrest, then your flesh in my stomach will have to suffice."

With a tremor and a bow, Alfrid nodded his head.

"Very well, my King Under of the Mountain."

Yeah, so as you can see, there are some changes to the game. For instance, Alfrid is Smaug's servant. I've read a lot of legends and stories in which dragons keep creatures, some human, some not, around as servants or pets. It will play into the plot and add some drama, and don't worry, the insipid man won't be around for too long. Other changes will hopefully be obvious enough, but just in case, I will try to explain myself before and after hand.

As for Smaug's character, tell me how I am doing. He is as prideful as he ever was, and is quite clever, but I think some people forget about his boastfulness, so that's what I tried to do here. I don't know, just tell me what you think, and if you spot some places I can trim and shape up, please alert me.

Alright then, our leading lady will be introduced in the next chapter. And she won't be quite like the delicate bird Smaug is hoping to add to his treasure though…