Dwalin watched his young charge as she played with Balin's granddaughters, the dwarfling girls merrily braiding her jet black curls back from her square face. Drawing a mouth of smoke from his pipe, he chuckled as Thistle smiled. Tendrils of pipe weed drifted up around his deeply lined face.

"I believe this is the happiest I've seen the girl since her arrival in Erebor." Balin commented contently, propping his feet up on the unoccupied stool before him.

"Aye," Dwalin nodded, "It's been a dark winter."

Balin's wife appeared beside the dwarves, perching her hands on her hips as she looked pointedly from her husband to the table still strewn with crockery from their evening meal. Balin sighed, arching a brow at her.

"Woman," Balin muttered, stirring from his comfortable seat, "After all these years with my loving attentions, can't you let your husband enjoy a pipe with his brother?"

"Miska," Dwalin pointed his pipe at his sister in law, "You put this lazy thug to work. He needs to know what it takes to keep a woman happy."

"Ach!" Miska's face furrowed, her brows still strikingly dark beneath a mass of whitening curls, "And what would you know of keeping a woman happy, brother Dwalin? A bachelor your whole life? And even after I tried to match you with my cousin, Silka?"

Balin grinned and winked at his brother. Dwalin shrugged with a smirk, turning back to watching Thistle play with the two young dwarves before the roaring hearth. As Balin and Miska each took a stack of plates and bowls towards the kitchen, his face became drawn.

Truth be told, he had no idea how to make a woman happy, much less a young girl mourning the loss of both her parents. He shifted in his chair uneasily.

All he had felt capable of doing in the few months since Thorin's death was to make sure all her basic needs were met. If her eyes grazed over anything displayed at the budding markets of the newly founded Dale, he would immediately buy it for her. However, he had barely managed to merit anything from her more than a thankful smile and a passing touch on his shoulder. Though she hadn't meant to, Miska had dug up the one fear that had plagued him since Thistle had come into his life. An old bachelor dwarf as himself had no idea how to keep a young girl happy.

"Come along, lasses." Miska's demanding tone broke up the play before the fire, "I'm sure Mistress Thistle is no mood to have her hair pulled anymore."

"I'm don't mind, Lady Miska," Thistle replied, one of the girls squirming in her arms, "Unless you need them to get to bed."

Balin came up behind his wife and laid a hand on her shoulder. He whispered something into her ear that Dwalin could not make out. Miska's fierce expression softened.

"Just a few more moments." Miska conceded, her husband nodding with a gentle smile towards Thistle.

"So your plans remain as they were yesterday?" Balin asked, leaning against the table before his brother as his wife disappeared into their kitchen once more.

"Aye," Dwalin nodded, looking down at his tattooed fingers as he cupped the pipe in his large hands, "Gandalf will travel with us across the mountains. It would be good for the girl to have a change of scenery. She has not seen her grandmother in months."

Balin nodded solemnly, "And you will still accompany them?"

"There is no way I wouldn't." Dwalin replied firmly as he leant his forearms on his knees.

Balin did not argue. Since the Battle of the Five Armies, Dwalin had remained staunchly faithful to his promise to the dying King. He had become fiercely protective of the girl, the last of the house of Durin. They had made a strange pair. Diminutive yet beardless, Thistle's handsomely strong features were still fresh with youth despite having just recently celebrated her one hundredth birthday. Meanwhile, with her beastly companion clad in heavy dwarf fur and leather close by, no young dwarf had yet to try his luck at winning her affections.

"It'll be spring soon enough brother," Dwalin stood, slapping a hand on his shorter yet older sibling's arm, "The passes over the mountains will have cleared enough by the time we make it through Mirkwood."

Balin's face darkened, "Gandalf is still taking you through that damnable wood?"

"I feel the two of us will be able to handle anything that comes our way." Dwalin shrugged as Miska returned, helping Thistle as they scurried the children to bed.

"But what about the girl?"

"What of Thistle?"

"She should learn to defend herself." Balin crossed his arms over his chest, "From what she had told me, her mother was not found of weaponry. She herself only carries a short hunting knife. What good would that do against a spider or worse, a warg?"

Dwalin paused in thought. He knew the dwarf was right of course. Perhaps the activity would be a healthy distraction for her before their journey.

"Aye, I'll see to her lessons." Dwalin nodded.

Thistle returned, taking her place beside Dwalin obediently. Her face had taken on the same somber attitude of the past few weeks, the momentary joy she had experience already forgotten. Dwalin felt his heart fall. He couldn't bear seeing her so sad. Never before in his life had he felt more helpless.

"Axe or sword?" Dwalin lifted a heavy brow expectantly as they perused the armory of Erebor.

Thistle shrugged, trying to seem more enthusiastic than she felt. She wondered if she would be any good at what Dwalin was suggesting. She hated the thought of disappointing him. The kindly dwarf had been trying so tirelessly to please her since her arrival.

She scanned the finely forged swords and axes mounted on the walls. Her thoughts drifted back to that horrific night after the Battle of the Five Armies when she had entered the tent of her dying father. A strange blade lay beside the bed, still stained with gore from the battle.

"What did my father wield?" She asked.

"In the last months of his life, he came into possession of a sword of legend." Dwalin replied, stroking in beard in though, "Though it is of elvish make, the Biter was a fine weapon."

Thistle paused, "I wonder, would it be possible for me to carry the sword of my father?"

"Aye," Dwalin stiffened, "Would you not rather a dwavish weapon?"

Thistle's expression started to fall as she smiled obligingly. The dwarf suddenly looked concerned.

"Of course, lass." Dwalin started towards the door eagerly, "You may wield any weapon you wish."

Within a few moments, they stood in the broad training hall adjacent to the armory. Dwalin handed the sword to Thistle carefully. Thistle took the hilt from his hand and was surprised to find it lighter than it looked. However she should have known with it being of fine, elven make. She carefully unsheathed it, the sheer blade ringing softly as she set the ornate sheath on a nearby black stone bench.

"Usually, I would have liked you to learn with wooden swords at first," Dwalin stepped back as she glanced up at him, "However, as we leave in a few days' time, it would be best you learn while you can with the real thing."

Dwalin stepped forward. Patiently placing her hands on the hilt correctly, he lifted her arms by the wrists.

"A few things at first," Dwalin instructed, gripping his axe at his side, "Never lose your momentum; keep your blade swinging and your feet quick. A blade like this isn't meant for you to be on the offense. You must always be first to attack. Never be passive."

Thistle nodded, swallowing hard. She had always longed to learn a weapon, though her mother had expressively forbade it along with eating meat. However, now as she stood with her stomach roiling with nerves, she wondered if she was actually as fit for a blade as she had fancied.

They started with a few basic practice swings, Dwalin encouraging her as she swung the blade. She was surprised as he suddenly brought his axe up and blocked her expertly.

"Set blows aside with the flat of your blade," He instructed, pulling back, "Better yet, try to counter an attack with your edge against your opponent's flat. Don't be afraid to use your full weight in a thrust."

Thistle realized suddenly that she romanticized warfare. Such a thrust would certainly kill a person. She wondered if she would truly be capable of such a thing even if her own life were at stake. Deciding it was best not to consider such things, she set her concentration on what was before her.

They continued for a few hours till she felt as though her arms would give way. In a desperate attempt to bind his weapon, Thistle rushed forward with one hand above the hilt to give her extra leverage in the attack. Dwalin dodged her attempt. Thistle's ankle twisted as she missed him and fell to the hall's hard, marble floor. Dwalin was quickly at her side.

"That's enough for today." He said gruffly, taking the sword from her and setting it aside as she sat up, "Are you hurt?"

Thistle shook her head, massaging her ankle, "I don't think so."

Without a word, Dwalin lifted the hem of her skirt and inspected her joint himself. He turned it in his large hands, his brow furrowed in concern.

"I shouldn't have pushed you so hard." He berated himself quietly, "It was stupid of me."

"No, Dwalin," Thistle sat forward smirk, laying a hand over his wrist, "You are trying to prepare me for whatever we may encounter on the road."

Dwalin's gaze flickered up at her for a moment. He shrugged, letting her ankle loose.

"It's getting late and you need your rest." Standing, he held out a hand to help Thistle to her feet.

"You need yours." Thistle gripped his fingers as she steadied herself, "You look as though you have not rested in days."

Impulsively she reached out and laid a hand on his cheek. It was a gesture that had come to feel commonplace for her, she did it so often. She came to feel as much concern for her gruff protector as he did for her. It wasn't really the kind of affection towards a father or uncle, as she felt towards Balin. Dwalin had become her dearest friend. Seeing him wrung with concern over her wellbeing broke her heart.

She knew he had not been sleeping well since their decision to travel west. In the night, she would awaken in her own bed to hear him stirring in their common room. The forge attached to their quarters would soon start bellowing with fire as he would begin to fashion his dwarvish metal.

With their journey west looming before them, she hoped he would find rest that night.

Author's Note: Ok, I know he's not exactly as appealing as Kili or Fili or Thorin but I'm digging the beauty and beast vibe that is developing here so bear with me.