The wind was on the withered heath,

but in the forest stirred no leaf:

There shadows lay by night and day,

And dark things silent crept beneath.

The wind came down from mountains cold,

And like a tide it roared and rolled;

The branches groaned, the forest moaned,

And leaves were laid upon the mould.

The wind went on from West to East;

All movement in the forest ceased,

But shrill and harsh across the marsh

Its whistling voices were released.

The grasses hissed, their tassels bent,

The reeds were rattling-on it went

O' er shaken pool under heavens cool

Where racing clouds were torn and rent.

It passed the lonely Mountain bare

and swept above the dragon's lair:

There black and dark lay boulders stark

And flying smoke was in the air.

It left the world and took its flight

Over the wide seas of the night.

The moon set sail upon the gale,

And stars were fanned to leaping light.

Bilbo began to nod again. Suddenly up stood Gandalf. “It is time for us to sleep, ” be said, “—for us, but not I think for Beorn. In this hall we can rest sound and safe, but I warn you all not to forget what Beorn said before he left us: you must not stray outside until the sun is up, on your peril.”

Bilbo found that beds had already been laid at the side of the hall, on a sort of raised platform between the pillars and the outer wall. For him there was a little mattress of straw and woollen blankets. He snuggled into them very gladly, summertime though it was. The fire burned low and he fell asleep. Yet in the night he woke: the fire had now sunk to a few embers; the dwarves and Gandalf were all asleep, to judge by their breathing; a splash of white on the floor came from the high moon, which was peering down through the smoke-hole in the roof.

There was a growling sound outside, and a noise as of some great animal scuffling at the door. Bilbo.wondered what it was, and whether it could be Beorn in enchanted shape, and if he would come in as a bear and kill them.

He dived under the blankets and hid his head, and fell asleep again at last in spite of his fears.

It was full morning when he awoke. One of the dwarves had fallen over him in the shadows where he lay, and had rolled down with a bump from the platform on to the floor. It was Bofur, and he was grumbling about it, when Bilbo opened his eyes.

“Get up lazybones, ” he said, “or there will be no breakfast left for you.”

Up jumped Bilbo. “Breakfast! ” he cried. “Where is breakfast? ”

“Mostly inside us, ” answered the other dwarves who were moving around the hall; “but what is left is out on the veranda. We have been about looking for Beorn ever since the sun got up; but there is no sign of him anywhere, though we found breakfast laid as soon as we went out.”

“Where is Gandalf? ” asked Bilbo, moving off to find something to eat as quick as he could.

“O! out and about somewhere, ” they told him. But he saw no sign of the wizard all that day until the evening. Just before sunset he walked into the hall, where the hobbit and the dwarves were having supper, waited on by Beorn's wonderful animals, as they had been all day. Of Beorn they had seen and heard nothing since the night before, and they were getting puzzled.

“Where is our host, and where have you been all day yourself? ” they all cried.

“One question at a time-and none till after supper! I haven't had a bite since breakfast.”

At last Gandalf pushed away his plate and jug— he had eaten two whole loaves (with masses of butter and honey and clotted cream) and drunk at least a quart of mead and he took out his pipe. “I will answer the second question first, ” he said, “-but bless me! this is a splendid place for smoke rings! ” Indeed for a long time they could get nothing more out of him, he was so busy sending smoke-rings dodging round the pillars of the hall, changing them into all sorts of different shapes and colours, and setting them at last chasing one another out of the hole in the roof.

They must have looked very queer from outside, popping out into the air one after another, green, blue, red, silver-grey, yellow, white; big ones, little ones; little ones dodging through big ones and joining into figure-eights, and going off like a flock of birds into the distance.

“I have been picking out bear-tracks, ” he said at last. “There must have been a regular bears' meeting outside here last night. I soon saw that Beorn could not have made them all: there were far too many of them, and they were of various sizes too. I should say there were little bears, large bears, ordinary bears, and gigantic big bears, all dancing outside from dark to nearly dawn. They came from almost every direction, except from the west over the river, from the Mountains. In that direction only one set of footprints led-none coming, only ones going away from here.

I followed these as far as the Carrock. There they disappeared into the river, but the water was too deep and strong beyond the rock for me to cross. It is easy enough, as you remember, to get from this bank to the Carrock by the ford, but on the other side is a cliff standing up from a swirling channel. I had to walk miles before I found a place where the river was wide and shallow enough for me to wade and swim, and then miles back again to pick up the tracks again. By that time it was too late for me to follow them far. They went straight off in the direction of the pine-woods on the east side of the Misty Mountains, where we had our pleasant little party with the Wargs the night before last. And now I think I have answered your first question, too, ” ended Gandalf, and he sat a long while silent.

Bilbo thought he knew what the wizard meant. “What shall we do, ” he cried, “if he leads all the Wargs and the goblins down here? We shall all be caught and killed! I thought you said he was not 9 friend of theirs.”

“So I did. And don't be silly! You had better go to bed, your wits are sleepy.”

The hobbit felt quite crushed, and as there seemed nothing else to do he did go to bed; and while the dwarves were still singing songs he dropped asleep, still puzzling his little head about Beorn, till he dreamed a dream of hundreds of black bears dancing slow heavy dances round and round in the moonlight in the courtyard. Then he woke up when everyone else was asleep, and he heard the same scraping, scuffling, snuffling, and growling as before. Next morning they were all wakened by Beorn himself.

“So here you all are still! ” he said. He picked up the hobbit and laughed: “Not eaten up by Wargs or goblins or wicked bears yet I see”; and he poked Mr. Baggins' waistcoat most disrespectfully. “Little bunny is getting nice and fat again on bread and honey, ” he chuckled. “Come and have some more! ”

So they all went to breakfast with him. Beorn was most jolly for a change; indeed he seemed to be in a splendidly good humour and set them all laughing with his funny stories; nor did they have to wonder long where he had been or why he was so nice to them, for he told them himself. He had been over the river and right back up into the mountains-from which you can guess that he could travel quickly, in bear's shape at any rate. From the burnt wolf-glade he had soon found out that part of their story was true; but he had found more than that: he had caught a Warg and a goblin wandering in the woods. From these he had got news: the goblin patrols were still hunting with Wargs for the dwarves, and they were fiercely angry because of the death of the Great Goblin, and also because of the burning of the chief wolf's nose and the death from the wizard's fire of many of his chief servants. So much they told him when he forced them, but he guessed there was more wickedness than this afoot, and that a great raid of the whole goblin army with their wolf-allies into the lands shadowed by the mountains might soon be made to find the dwarves, or to take vengeance on the men and creatures that lived there, and who they thought must be sheltering them.

“It was a good story, that of yours, ” said Beorn, “but I like it still better now I am sure it is true. You must forgive my not taking your word. If you lived near the edge of Mirkwood, you would take the word of no one that you did not know as well as your brother or better. As it is, I can only say that I have hurried home as fast as I could to see that you were safe, and to offer you any help that I can. I shall think more kindly of dwarves after this. Killed the Great Goblin, killed the Great Goblin! ” he chuckled fiercely to himself.

“What did you do with the goblin and the Warg? ” asked Bilbo suddenly.

“Come and see! ” said Beorn, and they followed round the house. A goblin's head was stuck outside the gate and a warg-skin was nailed to a tree just beyond. Beorn was a fierce enemy. But now he was their friend, and Gandalf thought it wise to tell him their whole story and the reason of their journey, so that they could get the most help he could offer.

This is what he promised to do for them. He would provide ponies for each of them, and a horse for Gandalf, for their journey to the forest, and he would lade them with food to last them for weeks with care, and packed so as to be as easy as possible to carry-nuts, flour, sealed jars of dried fruits, and red earthenware pots of honey, and twice-baked cakes that would keep good a long time, and on a little of which they could march far. The making of these was one of his secrets; but honey was in them, as in most of his foods, and they were good to eat, though they made one thirsty. Water, he said, they would not need to carry this side of the forest, for there were streams and springs along the road. “But your way through Mirkwood is dark, dangerous and difficult, ” he said. “Water is not easy to find there, nor food. The time is not yet come for nuts (though it may be past and gone indeed before you get to the other side), and nuts are about all that grows there fit for food; in there the wild things are dark, queer, and savage. I will provide you with skins for carrying water, and I will give you some bows and arrows. But I doubt very much whether anything you find in Mirkwood will be wholesome to eat or to drink. There is one stream there, I know, black and strong which crosses the path. That you should neither drink of, nor bathe in; for I have heard that it carries enchantment and a great drowsiness and forgetfulness. And in the dim shadows of that place I don't think you will shoot anything, wholesome or unwholesome, without straying from the path. That you MUST NOT do, for any reason. “That is all the advice I can give you. Beyond the edge of the forest I cannot help you much; you must depend on your luck and your courage and the food I send with you. At the gate of the forest I must ask you to send back my horse and my ponies. But I wish you all speed, and my house is open to you, if ever you come back this way again.”

They thanked him, of course, with many bows and sweepings of their hoods and with many an “at your service, O master of the wide wooden halls! ” But their spirits sank at his grave words, and they all felt that the adventure was far more dangerous than they had thought, while all the time, even if they passed all the perils of the road, the dragon was waiting at the end.

All that morning they were busy with preparations. Soon after midday they ate with Beorn for the last time, and after the meal they mounted the steeds he was lending them, and bidding him many farewells they rode off through his gate at a good pace.

As soon as they left his high hedges at the east of his fenced lands they turned north and then bore to the north-west. By his advice they were no longer making for the main forest-road to the south of his land. Had they followed the pass, their path would have led them down the stream from the mountains that joined the great river miles south of the Carrock. At that point there was a deep ford which they might have passed, if they had still had their ponies, and beyond that a track led to the skirts of the wood and to the entrance of the old forest road. But Beorn had warned them that that way was now often used by the goblins, while the forest-road itself, he bad heard, was overgrown and disused at the eastern end and led to impassable marshes where the paths had long been lost. Its eastern opening had also always been far to the south of the Lonely Mountain, and would have left them still with a long and difficult northward march when they got to the other side.

North of the Carrock the edge of Mirkwood drew closer to the borders of the Great River, and though here the Mountains too drew down nearer, Beorn advised them to take this way; for at a place a few days' ride due north of the Carrock was the gate of a little-known pathway through Mirkwood that led almost straight towards the Lonely Mountain.

“The goblins, ” Beorn had said, “will not dare to cross the Great River for a hundred miles north of the Carrock nor to come near my house—it is well protected at night! – but I should ride fast; for if they make their raid soon they will cross the river to the south and scour all the edge of the forest so as to cut you off, and Wargs run swifter than ponies. Still you are safer going north, even though you seem to be going back nearer to their strongholds; for that is what they will least expect, and they will have the longer ride to catch you. Be off now as quick as you may! ”

That is why they were now riding in silence, galloping wherever the ground was grassy and smooth, with the mountains dark on their left, and in the distance the line of the river with its trees drawing ever closer. The sun had only just turned west when they started, and till evening it lay golden on the land about them. It was difficult to think of pursuing goblins behind, and when they had put many miles between them and Beorn's house they began to talk and to sing again and to forget the dark forest-path that lay in front. But in the evening when the dusk came on and the peaks of the mountains glowered against the sunset they made a camp and set a guard, and most of them slept uneasily with dreams in which there came the howl of hunting wolves and the cries of goblins. Still the next morning dawned bright and fair again.

There was an autumn-like mist white upon the ground and the air was chill, but soon the sun rose red in the East and the mists vanished, and while the shadows were still long they were off again. So they rode now for two more days, and all the while they saw nothing save grass and flowers and birds and scattered trees, and occasionally small herds of red deer browsing or sitting at noon in the shade. Sometimes Bilbo saw the horns of the harts sticking up out of the long grass, and at first he thought they were the dead branches of trees. That third evening they were so eager to press on, for Beorn had said that they should reach the forest-gate early on the fourth day, that they rode still forward after dusk and into the night beneath the moon. As the light faded Bilbo thought he saw away to the right, or to the left, the shadowy form of a great bear prowling along in the same direction. But if he dared to mention it to Gandalf, the wizard only said: “Hush! Take no notice! ”

Next day they started before dawn, though their night had been short. As soon as it was light they could see the forest coming as it were to meet them, or waiting for them like a black and frowning wall before them. The land began to slope up and up, and it seemed to the hobbit that a silence began to draw in upon them. Birds began to sing less. There were no more deer; not even rabbits were to be seen. By the afternoon they had reached the eaves of Mirkwood, and were resting almost beneath the great overhanging boughs of its outer trees. Their trunks were huge and gnarled, their branches twisted, their leaves were dark and long. Ivy grew on them and trailed along the ground.

“Well, here is Mirkwood! ” said Gandalf. “The greatest of the forests of the Northern world. I hope you like the look of it. Now you must send back these excellent ponies you have borrowed.”

The dwarves were inclined to grumble at this, but the wizard told them they were fools. “Beorn is not as far off as you seem to think, and you had better keep your promises anyway, for he is a bad enemy. Mr. Baggins' eyes are sharper than yours, if you have not seen each night after dark a great bear going along with us or sitting far of in the moon watching our camps. Not only to guard you and guide you, but to keep an eye on the ponies too. Beorn may be your friend, but he loves his animals as his children. You do not guess what kindness he has shown you in letting dwarves ride them so far and so fast, nor what would happen to you, if you tried to take them into the forest.”

“What about the horse, then? ” said Thorin. “You don't mention sending that back.”

“I don't, because I am not sending it.”

“What about your promise then? ”

“I will look after that. I am not sending the horse back, I am riding it! ”