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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.

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The next morning Bilbo woke up with the early sun in his eyes. He jumped up to look at the time and to go and put his kettle on-and found he was not home at all. So he sat down and wished in vain for a wash and a brush. He did not get either, nor tea nor toast nor bacon for his breakfast, only cold mutton and rabbit. And after that he had to get ready for a fresh start. This time he was allowed to climb on to an eagle’s back and cling between his wings. The air rushed over him and he shut his eyes. The dwarves were crying farewells and promising to repay the lord of the eagles if ever they could, as off rose fifteen great birds from the mountain’s side. The sun was still close to the eastern edge of things. The morning was cool, and mists were in the valleys and hollows and twined here and there about the peaks and pinnacles of the hills. Bilbo opened an eye to peep and saw that the birds were already high up and the world was far away, and the mountains were falling back behind them into the distance. He shut his eyes again and held on tighter. “Don’t pinch!” said his eagle. “You need not be frightened like a rabbit, even if you look rather like one. It is a fair morning with little wind. What is finer than flying?” Bilbo would have liked to say: “A warm bath and late breakfast on the lawn afterwards;” but he thought it better to say nothing at all, and to let go his clutch just a tiny bit. After a good while the eagles must have seen the point they were making for, ‘even from their great height, for they began to go down circling round in great spirals. They did this for a long while, and at last the hobbit opened his eyes again. The earth was much nearer, and below them were trees that looked like oaks and elms, and wide grass lands, and a river running through it all. But cropping out of the ground, right in the path of the stream which looped itself about it, was a great rock, almost a hill of stone, like a last outpost of the distant mountains, or a huge piece cast miles into the plain by some giant among giants. Quickly now to the top of this rock the eagles swooped one by one and set down their passengers. “Farewell!” they cried, “wherever you fare, till your eyries receive you at the journey’s end!” That is the polite thing to say among eagles. “May the wind under your wings bear you where the sun sails and the moon walks,” answered Gandalf, who knew the correct reply. And so they parted. And though the lord of the eagles became in after days the King of All Birds and wore a golden crown, and his fifteen chieftains golden collars (made of the gold that the dwarves gave them), Bilbo never saw them again-except high and far off in the battle of Five Armies. But as that comes in at the end of this tale we will say no more about it just now. There was a flat space on the top of the hill of stone and a well worn path with many steps leading down it to the river, across which a ford of huge flat stones led to the grass-land beyond the stream. There was a little cave (a wholesome one with a pebbly floor) at the foot of the steps and near the end of the stony ford. Here the party gathered and discussed what was to be done. “I always meant to see you all safe (if possible) over the mountains,” said the wizard, “and now by good management and good luck I have done it. Indeed we are now a good deal further east than I ever meant to come with you, for after all this is not my adventure. I may look in on it again before it is all over, but in the meanwhile I have some other pressing business to attend to.” The dwarves groaned and looked most distressed, and Bilbo wept. They had begun to think Gandalf was going in come all the way and would always be there to help them out of difficulties. “I am not going to disappear this very instant,” said he. “I can give you a day or two more. Probably I can help you out of your present plight, and I need a little help myself. We have no food, and no baggage, and no ponies to ride; and you don’t know where you are. Now I can tell you that. You are still some miles north of the path which we should have been following, if we had not left the mountain pass in a hurry. Very few people live in these parts, unless they have come here since I was last down this way, which is some years ago. But there is somebody that I know of, who lives not far away. That Somebody made the steps on the great rock-the Carrock I believe he calls it. He does not come here often, certainly not in the daytime, and it is no good waiting for him. In fact it would be very dangerous. We must go and find him; and if all goes well at our meeting, I think I shall be off and wish you like the eagles ‘farewell wherever you fare!’ “ They begged him not to leave them. They offered him dragon-gold and silver and jewels, but he would not change his mind. “We shall see, we shall see!” he said, “and I think I have earned already some of your dragon-gold - when you have got it.” After that they stopped pleading. Then they took off their clothes and bathed in the river, which was shallow and clear and stony at the ford. When they had dried in the sun, which was now strong and warm, they were refreshed, if still sore and a little hungry. Soon they crossed the ford (carrying the hobbit), and then began to march through the long green grass and down the lines of the wide-armed oaks and the tall elms. “And why is it called the Carrock?” asked Bilbo as he went along at the wizard’s side. “He called it the Carrock, because carrock is his word for it. He calls things like that carrocks, and this one is the Carrock because it is the only one near his home and he knows it well.” “Who calls it? Who knows it?” “The Somebody I spoke of-a very great person. You must all be very polite when I introduce you. I shall introduce you slowly, two by two, I think; and you must be careful not to annoy him, or heaven knows what will happen. He can be appalling when he is angry, though he is kind enough if humoured. Still I warn you he gets angry easily.” The dwarves all gathered round when they heard the wizard talking like this to Bilbo. “Is that the person you are taking us to now?” they asked. “Couldn’t you find someone more easy-tempered? Hadn’t you better explain it all a bit clearer?”-and so on. “Yes it certainly is! No I could not! And I was explaining very carefully,” answered the wizard crossly. “If you must know more, his name is Beorn. He is very strong, and he is a skin-changer.” “What! a furrier, a man that calls rabbits conies, when he doesn’t turn their skins into squirrels?” asked Bilbo. “Good gracious heavens, no, no, NO, NO!” said Gandalf. “Don’t be a fool Mr. Baggins if you can help it; and in the name of all wonder don’t mention the word furrier again as long as you are within a hundred miles of his house, nor, rug, cape, tippet, muff, nor any other such unfortunate word! He is a skin-changer. He changes his skin; sometimes he is a huge black bear, sometimes he is a great strong black-haired man with huge arms and a great beard. I cannot tell you much more, though that ought to be enough. Some say that he is a bear descended from the great and ancient bears of the mountains that lived there before the giants came. Others say that he is a man descended from the first men who lived before Smaug or the other dragons came into this part of the world, and before the goblins came into the hills out of the North. I cannot say, though I fancy the last is the true tale. He is not the sort of person to ask questions of. “At any rate he is under no enchantment but his own. He lives in an oak-wood and has a great wooden house; and as a man he keeps cattle and horses which are nearly is marvellous as himself. They work for him and talk to him. He does not eat them; neither does he hunt or eat wild animals. He keeps hives and hives of great fierce bees, and lives most on cream and honey. As a bear he ranges far and wide. I once saw him sitting all alone on the top of the Carrock at night watching the moon sinking towards the Misty Mountains, and I heard him growl in the tongue of bears; ‘The day will come when they will perish and I shall go back!’ That is why I believe he once came from the mountains himself.” Bilbo and the dwarves had now plenty to think about, and they asked no more questions. They still had a long way to walk before them. Up slope and down dale they plodded. It grew very hot. Sometimes they rested under the trees, and then Bilbo felt so hungry that he would have eaten acorns, if any had been ripe enough yet to have fallen to the ground. It was the middle of the afternoon before they noticed that great patches of flowers had begun to spring up, all the same kinds growing together as if they had been planted. Especially there was clover, waving patches of cockscomb clover, and purple clover, and wide stretches of short white sweet honey-smelling clover. There was a buzzing and a whirring and a droning in the air. Bees were busy everywhere. And such bees! Bilbo had never seen anything like them. “If one was to sting me,” he thought, “I should swell up as big again as I am!” They were bigger than hornets. The drones were bigger than your thumb, a good deal, and the bands of yellow on their deep black bodies shone like fiery gold. “We are getting near,” said Gandalf. “We are on the edge of his bee-pastures.” After a while they came to a belt of tall and very ancient oaks, and beyond these to a high thorn-hedge through which you could neither see nor scramble. “You had better wait here,” said the wizard to the dwarves; “and when I call or whistle begin to come after me - you will see the way I go-but only in pairs, mind, about five minutes between each pair of you. Bombur is fattest and will do for two, he had better come alone and last. Come on Mr. Baggins! There is a gate somewhere round this way.” And with that he went off along the hedge taking the frightened hobbit with him. They soon came to a wooden gate, high and broad, beyond which they could see gardens and a cluster of low wooden buildings, some thatched and made of unshaped logs; barns, stables, sheds, and a long low wooden house. Inside on the southward side of the great hedge were rows and rows of hives with bell-shaped tops made of straw. The noise of the giant bees flying to and fro and crawling in and out filled all the air. The wizard and the hobbit pushed open the heavy creaking gate and went down a wide track towards the house. Some horses, very sleek and well-groomed, trotted up across the grass and looked at them intently with very intelligent faces; then off they galloped to the buildings. “They have gone to tell him of the arrival of strangers,” said Gandalf. Soon they reached a courtyard, three walls of which were formed by the wooden house and its two long wings. In the middle there was lying a great oak-trunk with many lopped branches beside it. Standing near was a huge man with a thick black beard and’ hair, and great bare arms and legs with knotted muscles. He was clothed in a tunic of wool down to his knees, and was leaning on a large axe. The horses were standing by him with their noses at his shoulder. “Ugh! here they are!” he said to the horses. “They don’t look dangerous. You can be off!” He laughed a great rolling laugh, put down his axe and came forward. “Who are you and what do you want?” he asked gruffly, standing in front of them and towering tall above Gandalf. As for Bilbo he could easily have trotted through his legs without ducking his head to miss the fringe of the man’s brown tunic. “I am Gandalf,” said the wizard. “Never heard of him,” growled the man, “And what’s this little fellow?” he said, stooping down to frown at the hobbit with his bushy eyebrows. “That is Mr. Baggins, a hobbit of good family and unimpeachable reputation,” said Gandalf. Bilbo bowed. He had no hat to take off, and was painfully conscious of his many missing buttons. “I am a wizard,” continued Gandalf. “I have heard of you, if you have not heard of me; but perhaps you have heard of my good cousin Radagast who lives near the Southern borders of Mirkwood?” “Yes; not a bad fellow as wizards go, I believe. I used to see him now and again,” said Beorn. “Well, now I know who you are, or who you say you are. What do you want?”