The Hobbit: The Desolation of Smaug

[from trailer]

Legolas:
Do not think I won't kill you, dwarf!

Radagast the Brown:
What if it's a trap?

Gandalf:
Turn around and don't come back. [Radagast leaves]

Gandalf:
It's undoubtedly a trap.

[draws his sword]

[questioning Thorin]

Thranduil:
[to Thorin] Where does your journey end? A quest to reclaim a homeland, and slay a dragon!... I suspect something more prosaic. Attempted burglary, or something of that kind. You seek that which would bestow upon you the right to rule: the Arkenstone!

[from trailer]

Bard the Bowman:
If you awaken that beast, you'll destroy us all!

[from trailer]

Thranduil:
Such is the nature of evil, in time all foul things come forth!

[from trailer]

Bard the Bowman:
You have no right to enter that mountain!

Thorin Oakenshield:
I have the ONLY right!

Bard the Bowman:
All of you! Listen to me! You must listen! Have you forgotten what happened to Dale? Have you forgotten those who died in the firestorm? And for what purpose? The blind ambition of a Mountain King, so riveted by greed he cannot see beyond his own desire!

[from trailer]

Legolas:
There is no King Under the Mountain, nor will there ever be!

Gandalf:
You've changed, Bilbo Baggins. You're not the same Hobbit as the one who left the Shire...

Bilbo Baggins:
I was going to tell you... I found something in the Goblin tunnels.

Gandalf:
Found what? What did you find?

Bilbo Baggins:
[pause]

Bilbo Baggins:
My courage.

Gandalf:
Good... well, that's good. You'll need it.

[hearing a rumbling noise within the Mountain]

Dori:
Was that an earthquake?

Balin:
That, my lad, was a dragon.

Thorin Oakenshield:
You're afraid.

Balin:
Yes! Yes, I'm afraid! I fear for YOU, Thorin. A sickness lies on that treasure, a sickness that drove your grandfather mad!

Thorin Oakenshield:
I am not my grandfather.

Balin:
You are not yourself! The Thorin I know would not hesitate...

Thorin Oakenshield:
I will not risk this quest for the life of one burglar.

Balin:
Bilbo. His name is Bilbo!

Bilbo Baggins:
I did not come to steal from you, O Smaug the Unassessably Wealthy. I merely wanted to gaze upon your magnificence, to see if you really were as great as the old tales say. I did not believe them.

Smaug:
[strikes a pose] And do you, NOW?

Bilbo Baggins:
Truly, tales and songs fall utterly short of your enormity, O Smaug the Stupendous...

Smaug:
Do you think flattery will keep you alive?

Bilbo Baggins:
No, no...

Smaug:
No, indeed!

Smaug:
Well, thief! I smell you, I hear your breath, I feel your air. Where are you? [moves in Bilbo's direction]

Smaug:
Where are you? [Bilbo runs, but Smaug hears his footsteps across the gold and follows]

Smaug:
Come now, don't be shy... step into the light.

[observes a carving of the Arkenstone]

Bilbo Baggins:
What's that?

Balin:
That is the Arkenstone.

Bilbo Baggins:
And what is it?

Thorin Oakenshield:
That, Master Burglar, is why you are here.

[from trailer]

Balin:
It never ceases to amaze me, the courage of Hobbits...

[Gandalf has realized that Thorin's company is at risk]

Gandalf:
I cannot forsake them! They are in grave danger!

Radagast the Brown:
Gandalf, if what you're saying is true, the world is in grave danger!

Balin:
[sees a chamber full of dead dwarves, with their only means of escape blocked] The last of our kin. They must have come here hoping beyond hope. We could make for the mines. Might last a few days.

Thorin Oakenshield:
No. I will not die like this, cowering, clawing for breath. We make for the forges.

Dwalin:
He'll see us! Sure as death.

Thorin Oakenshield:
Not if we split up.

Balin:
Thorin, we'll never make it.

Thorin Oakenshield:
Some of us might. Lead him to the forges. We kill the dragon. If this is to end in fire, then we will all burn together!

Kili:
Aren't you going to search me? I could have anything down my trousers.

Tauriel:
Or nothing.

Legolas:
[Looking at two pictures in a locket that he has confiscated from Gloin. The picture on the left has a long thick beard] Who is this? Your brother?

Gloin:
That is my wife!

Legolas:
[Looking at the infant in the other picture] And who is this horrid creature? A goblin mutant?

Gloin:
That is my wee lad, Gimli!

Kili:
Tauriel...

Tauriel:
Lie still.

Kili:
You cannot be her. She is far away. She... she is far, far away from me. She walks in starlight in another world. It was just a dream. Do you think she could have loved me?

Smaug:
There is something about you. Something you carry, something made of gold... but far more PRECIOUS... [Bilbo is assaulted by Sauron's eye and pulls off the ring]

Smaug:
[sees him] There you are, Thief in the Shadows!

Thorin Oakenshield:
Here! You witless worm!

Smaug:
YOU!

Thorin Oakenshield:
I'm taking back what you stole.

Smaug:
You will take NOTHING from me, dwarf. I laid low your warriors of old. I instilled terror in the hearts of men. I AM KING UNDER THE MOUNTAIN!

Thorin Oakenshield:
This is not your kingdom! These are dwarf lands. This is dwarf gold! And we will have our revenge!

[after Thorin orders Kili left behind, Fili steps off the boat]

Thorin Oakenshield:
Fili, don't be a fool. You belong with the Company.

Fili:
I belong with my brother!

Legolas:
[In Elvish] [speaking about K?li] Why does the Dwarf stare at you, Tauriel?

Tauriel:
[In Elvish] Who can say? He's quite tall for a Dwarf. Do you not think?

Legolas:
[In Elvish] Taller than some... [pause] but no less ugly.

Thranduil:
Some may imagine that a noble quest is at hand - a quest to reclaim a homeland and slay a dragon. I, myself, suspect a more prosaic motive: attempted burglary, or something of that ilk. You have found a way in. You seek that which would bestow upon you the right to rule. The King's Jewel. The Arkenstone. It is precious to you beyond measure... I understand that. There are gems in the mountain that I, too, desire. White gems of pure starlight. I offer you my help.

Thorin Oakenshield:
I am listening.

Thranduil:
I will let you go if you but return what is mine.

Thorin Oakenshield:
A favour for a favour...?

Thranduil:
You have my word, one King to another.

Thorin Oakenshield:
I would not trust Thranduil, the great King, to honor his word should the end of all days be upon us! You, who lack all honor! I have seen how you treat your friends. We came to you once, starving, homeless, seeking your help, but you turned your back. You turned away from the suffering of my people and the inferno that destroyed us! Imrid amrâd ursul!

Thranduil:
Do not talk to me of dragon fire! I know its wrath and ruin! I have faced the great serpents of the north... I warned your grandfather of what his greed would summon, but he would not listen. You are just like him. Stay here, if you will, and rot. A hundred years is a mere blink in the life of an elf. I'm patient. I can wait.

Smaug:
You think you can deceive me, Barrel-Rider? You have come from Lake Town! This is some sort of scheme hatched between these filthy dwarves and those miserable tub-trading Lakemen, those snivelling cowards with their Longbows and Black Arrows! Perhaps it is time I paid them a visit!

Bilbo Baggins:
Oh, no... This isn't their fault! Wait! You can not go to Lake Town!

Smaug:
You care about them, do you? Good! Then you can watch them DIE!

Bard the Bowman:
The Lord of Silver Fountains / The King of Carven Stone / The King Beneath the Mountain / shall come into his own. / And the bells shall ring in gladness / at the Mountain King's return. / But all shall fail in sadness, / and the Lake will shine and burn...

[Smaug is smothered with a deluge of molten gold]

Smaug:
[rises up] Revenge? REVENGE? I will show you revenge!

[takes flight towards Lake Town]

Smaug:
I am fire! I am... death!

[last lines]

[Smaug takes off to attack Lake Town]

Bilbo Baggins:
What have we done?

Tauriel:
You like killing things, Orc? You like death? Then let me give it to you!

Gloin:
[Reading the rune inscription inside the hidden door] Herein lies the seventh kingdom of Durin's folk. May the Heart of the Mountain unite all Dwarves in defense of this home.

Legolas:
You were tracking a company of thirteen dwarves. Why?

Narzug:
Not thirteen, not anymore.

Thranduil:
Such is the nature of evil. Out there in the vast ignorance of the world it festers and spreads. A shadow that grows in the dark. A sleepless malice as black as the oncoming wall of night. So it ever was. So will it always be. In time all foul things come forth.

Percy:
[When Bard approaches Laketown in his ship] Halt! Goods inspection. Papers please!... Oh, it's you, Bard!

Bard the Bowman:
Morning, Percy.

Percy:
Anything to declare?

Bard the Bowman:
Nothing. But I am cold and tired, and ready for home.

Percy:
You and me both.

Necromancer:
[in Black Speech] We grow in number. We grow in strength. You will lead my armies.

Azog:
[in Black Speech] What of Oakenshield?

Necromancer:
[in Black Speech] War is coming.

Azog:
[in Black Speech, angry] You promised me his head.

Necromancer:
[in Black Speech, vanishing] Death will come to all.

Gandalf:
[talking inside The Prancing Pony] I ran into some unsavory characters whilst traveling along the Greenway. They mistook me for a vagabond.

Thorin Oakenshield:
I imagine they regretted that.

Gandalf:
One of them was carrying a message.

[Gandalf puts the message on the table]

Gandalf:
It is Black Speech. A promise of payment.

Thorin Oakenshield:
[looking at the message] For what?

Gandalf:
[looking at Thorin] Your head.

Legolas:
[after Thranduil decapitates Narzug] Why did you do that? You promised to set him free.

Thranduil:
And I did. I freed his wretched head from his miserable shoulders.

Legolas:
Tauriel, you cannot hunt thirty Orcs on your own.

Tauriel:
[smiling] But I'm not on my own.

Legolas:
You knew I would come.

Legolas:
It is not our fight.

Tauriel:
[reluctant] It is our fight. It will not end here. With every victory this evil will grow. If your father has his way, we will do nothing. We will hide within our walls, live our lives away from the light and let darkness descend. Are we are not part of this world? Tell me, Mellon, when did we let evil become stronger than us?

Radagast the Brown:
[looking the symbols around the tomb's door in the High Fells] These are dark spells, Gandalf. Old and full of hate. Who's buried here?

Gandalf:
If he had a name, it's long since been lost. He would've been known only as a servant of evil. One of a number. One of nine.

Radagast the Brown:
[after leaving the cave] Why now, Gandalf? I don't understand.

Gandalf:
The Ringwraiths have been summoned to Dol Guldur.

Radagast the Brown:
But it cannot be the Necromancer. A human sorcerer could not summon such evil.

Gandalf:
[suspicious] Who said it was human?

Narzug:
[in Black Speech, outside Beorn's house] Attack them now. Kill the Dwarf filth while they sleep.

Azog:
[in Black Speech] No. The Beast stands guard. We will kill them on the road.

Narzug:
[to Legolas and Thranduil] Your world will burn.

Legolas:
What are you talking about? Speak!

Narzug:
Our time has come again. My master serves the one. Do you understand now, Elfling? Death is upon you! The flames of war are upon you.

Gandalf:
Oh, it's you.

Radagast the Brown:
Why am I here, Gandalf?

Gandalf:
Trust me, Radagast. I would not have called you here without good reason.

Radagast the Brown:
[Radagast removes his hat to allow the birds to hide underneath] This is not a nice place to meet.

Gandalf:
No, it is not. [They exit the tomb]

Radagast the Brown:
These are dark spells, Gandalf. Old, and full of hate. Who's buried here?

Gandalf:
If he had a name, it's long since been lost. He would have been known only as a servant of evil. One of a number. [He shines his staff into the chasm, revealing the doors of the tombs, all with the bars broken open] One of nine.

Thranduil:
[stares at Bilbo] I know you're there. Why do you linger in the shadows?

[Bilbo thinks he's been found out... ]

Tauriel:
[steps out from behind Bilbo] I was coming to report to you.

Thranduil:
I thought I ordered that nest to be destroyed not two moons past.

Tauriel:
We cleared the forest as ordered, my Lord, but more spiders keep coming up from the South. They are spawning in the ruins of Dol Guldur. If we could kill them at their source...

Thranduil:
That fortress lies beyond our borders. Keep our lands clear of those foul creatures. That is your task.

Tauriel:
And when we drive them off, what then? Will they not spread to other lands?

Thranduil:
Other lands are not my concern. The fortunes of the world will rise and fall, but here in this kingdom, we will endure. [Bilbo sneaks past him, Thranduil senses something and looks in Bilbo's direction but sees nothing]

Thorin Oakenshield:
The Arkenstone is half a world away, at the foot of a fire-breathing dragon!

Gandalf:
Which is why we are going to need... a burglar.

[Thorin and Co run into Beorn's house, and barely escape from a gigantic bear]

Thorin Oakenshield:
What is that?

Gandalf:
That is our host!

Beorn:
I don't like dwarves. They are greedy and blind, blind to the lives of those they deem lesser than themselves... But orcs, I hate more.

Bard the Bowman:
I was born and bred on these waters, Master Dwarf. If I wanted to kill you, I would not do it here.

[Smaug has been keeping the Arkenstone away from Bilbo throughout their talk, however he lets it fall within reach of Bilbo]

Smaug:
I am almost tempted to let you take it, if only to see Oakenshield suffer, watch it destroy him, watch it corrupt his heart and drive him mad... But I think not. I think our little game ends here!

Smaug:
Did you think I did not know this day would come, that a pack of canting dwarves would come crawling back to the Mountain?

[gutting an infant spider that touched his ring]

Bilbo Baggins:
MINE! [slowly realizes what he has done]

Smaug:
You seem familiar with my name, but I don't remember smelling your kind before. Who are you and where do you come from, may I ask?

Bilbo Baggins:
I come from under the hill...

Smaug:
Underhill?

Bilbo Baggins:
...and under hills and over hills my paths lead. And through the air! I am he who walks unseen!

Smaug:
Impressive. What else do you claim to be?

[leans forward to smell Bilbo]

Bilbo Baggins:
L-Luck-Wearer... R-Riddle-Maker...

Smaug:
Lovely titles... Go on.

Bilbo Baggins:
Barrel-Rider!

Smaug:
Barrels! Now that is interesting!

Thorin Oakenshield:
[on his father, Thrain] You're like the others. You think he's dead.

Gandalf:
I was not at the Battle of Moria...

Thorin Oakenshield:
No. I was.

[flashback to the Battle of Moria; Thorin sees Azog decapitate King Thror and throw his head to the ground]

Thorin Oakenshield:
NO!

[Thrain charges forward]

Thorin Oakenshield:
Father...!

Thrain:
Stay back!

Thorin Oakenshield:
No, I will fight with you!

Thrain:
Azog means to kill us all! One by one, he will destroy the line of Durin! But by my life, he shall not take my son! You will stay here!

Thorin Oakenshield:
[voice-over] My father led a charge towards the Dimrill Gate. He never returned.

[Thrain charges into the orks' ranks with his bodyguard, and Thorin loses sight of him]

Thorin Oakenshield:
[screams] Father!

Smaug:
And what about your little dwarf friends? Where are they hiding?

Bilbo Baggins:
Dwarves... No. No dwarves here. You've got that all wrong.

Smaug:
Oh, I don't think so, Barrel-Rider! They sent you in here to do their dirty work, while they skulk about outside!

Bilbo Baggins:
Truly, you are mistaken, O Smaug Chiefest and Greatest of All Calamities...

Smaug:
You have nice manners for a thief, and a LIAR! I know the smell and taste of dwarves, no one better!

Smaug:
The King Under the Mountain is dead! I took his throne, I ate his people like a wolf among sheep! I kill where I wish, WHEN I wish! My armour is iron, no blade can pierce me!

Smaug:
It's Oakenshield. That filthy Dwarvish usurper! He sent you in here for the Arkenstone, didn't he?

Bilbo Baggins:
No no no no no, I have no idea what you're talking about...

Smaug:
Don't bother denying it! I guessed his foul purpose some time ago! But it matters not. Oakenshield's quest will fail. A darkness is coming. It will spread to every corner of the land!

Smaug:
You are being used, Thief in the Shadows. You were only ever a means to an end. The coward Oakenshield has weighed the value of your life and found it worth nothing...

Bilbo Baggins:
No. No! You're lying!

[hands the Black Arrow to his son]

Bard the Bowman:
Keep it secret! Keep it safe!

Smaug:
What did he promise you, a share of the treasure? As if it was his to give. I will not part with a single coin! Not one piece of it!

Thranduil:
Legolas said you fought well today. He's grown very fond of you.

Tauriel:
I assure you, my Lord, Legolas thinks of me as not more than a captain of the guard.

Thranduil:
Perhaps he did once. Now I'm not so sure.

Tauriel:
I do not think that you would allow your son to pledge himself to a lowly Silvan elf.

Thranduil:
No... You are right, I would not. Still, he cares about you. Do not give him hope where there is none.

Bard the Bowman:
[upon hearing Smaug's arrival] Listen to me! All of you! Do you not see what is coming?

[Bilbo observes a bare patch on Smaug's chest]

Bilbo Baggins:
So it is true, the Black Arrow found its mark...

Smaug:
What did you say?

[as Bilbo enters Erebor]

Balin:
Bilbo, if there is indeed a live dragon down there, don't waken it.

Thorin Oakenshield:
Well done, Master Burglar! [all the Dwarves make it out in barrels]

[Bilbo stabs a spider, who screams of it stinging]

Bilbo Baggins:
Sting... That's a good name!

Dwalin:
[on Bard] I don't care what he calls himself, I don't like him.

Balin:
We do not have to like him, we simply have to pay him!

Sigrid:
Da? Why are there dwarves coming out our toilet?

Tilda:
Will they bring us luck?

Thorin Oakenshield:
[after putting in the key and opening the door] Erebor.

Balin:
[In tears] Thorin.

Thorin Oakenshield:
I know these walls. These halls. This stone. Do you remember it Balin? Chambers filled with golden light.

Balin:
I remember.

Gloin:
[Reading the Dwarvish writing in the stone] Herein lies the 7th kingdom of Durin's folk. May the heart of the mountain unite all dwarves in defense of this home.

Balin:
The throne of the king.

Bilbo Baggins:
[Observing the carving] And what's that, above it?

Balin:
The arkenstone.

Bilbo Baggins:
And what's that?

Thorin Oakenshield:
That, Master Burglar, is why you are here.

Gandalf:
What have they done to you?

Thrain:
I never told them! They tried to make me, but I never said a word...! Have you kept them safe, Gandalf? The map and the key?

Gandalf:
I gave them to Thorin. You would be proud of him. He's taken up the quest to reclaim Erebor...

Thrain:
[shocked] Erebor?

Gandalf:
To retrieve the Arkenstone! Soon all the armies of the Dwarves will answer to a new king!

Thrain:
No! NO! Thorin must not go near Erebor! No one must enter that mountain...! He is waiting for them. They are in league, the dragon and the One!

[Thrain and Gandalf come face to face with Sauron]

Thrain:
Tell Thorin that I love him! Will you do that? Will you tell my grandson that I loved him?

Gandalf:
You will tell him yourself!

Thrain:
It is too late...

[Sauron consumes Thrain]

Gandalf:
NO!

Smaug:
My teeth are swords. My claws are spears. My wings are a HURRICANE!

Kili:
[Kili hears the elves having a feast up above them in the kingdom] Sounds like quite a party you're having up there

Tauriel:
It is Mereth Nuin Giliath; The Feast of Starlight. All light is sacred to the Eldar, but the Wood Elves love best the light of the stars.

Kili:
I always thought it is a cold light, remote and far away.

Tauriel:
It is memory, precious and pure. [they look at each other for a moment]

Tauriel:
Like your promise. [she holds his stone in her hand and he takes it back, she turns and looks up]

Tauriel:
I have walked there sometimes, beyond the forest and up into the night. I have seen the world fall away and the white light forever fill the air.

Kili:
I saw a fire moon once. It rose over the pass near Dunland. Huge! Red and gold it was, it filled the sky. We were an escort for some merchants from Ered Luin, they were trading in silverwork for furs. We took the Greenway south, keeping the mountain to our left, and then it appeared. This huge fire moon lighting our path. I wish I could show you... [as Tauriel sits next to his cell to listen to his story we see Legolas standing above where the cells are located, not looking happy as he listens to them]

Smaug:
[to Bilbo] You have good manners for a thief and a LIAR!

[Smaug is about to kill Thorin]

Thorin Oakenshield:
[to Bilbo] NOW!

Bilbo Baggins:
[jumping and grabbing the dwarvian lever] Argh!

[water spews out of the spouts]

Smaug:
[roars; ready to breath fire] Arrgh...

[the water hits Smaug, cooling him off and distinguishing the fire in his lungs]

Balin:
[to Thorin] We'll get this started in a jiffy!

Dwalin:
[seeing Smaug breaking through the iron framework to the boiler room] We don't have a jiffy!

Smaug:
[searching for the invisible Bilbo; menacingly] Well... Thief! I can smell you... I can hear your breath, I can feel your breath... Where-Are-You?

[comes really close to Bilbo, who begins to lose his nerve]

Smaug:
Where are you?

[Out of fright, Bilbo takes off running. Smaug chases after him. Bilbo hides behind one of the columns]

Smaug:
[calmly] Come now... Don't be shy. Step into the light.

[creeps towards Bilbo's hiding place]

Smaug:
There is something you carry... Something made of gold. Except only much... more... Precious...

[Bilbo is assaulted by Sauron's eye and quickly takes the ring off. He sees Smaug's piercing eye in front of him. Bilbo gasps, startled]

Smaug:
There you are... thief in the shadows.

Bilbo Baggins:
I-I didn't come to steal, Smaug the inaccessibly wealthy. I only wanted to gaze upon your magnificence, and what the old tales say is true.

[whimpers]

Bilbo Baggins:
But I did not believe them!

[Smaug fluidly slinks away and does a pose of grandiose]

Smaug:
[proudly; his voice resonating] And DO YOU NOW?

Bilbo Baggins:
[in awe] Yes... Yes, what the stories said is true.

Smaug:
[charging towards the dwarves; roar-like] YOU WILL BUUUUURRRRRRNNNNNNNNNN!

Gandalf:
[he meets Thorin in Bree] I should introduce myself. My name is Gandalf. Gandalf the Grey.

Thorin:
I know who you are.

Gandalf:
Well, now, this is a fine chance. What brings Thorin Oakenshield to Bree?

Thorin:
I received word that my Father had been seen wandering the wilds near Dunland. I went looking, found no sign of him.

Gandalf:
Ah, Thrain...

Thorin:
You're like the others. You think he's dead.

Gandalf:
I was not at the Battle of Moria.

Thorin:
No, but I was.

[flashback to the Battle of Moria, when Azog beheaded Thror]

Thorin:
(voiceover) My grandfather, Thror, was slain.

Thorin:
Father...!

Thrain:
Stay back!

Thorin:
No, I will fight with you!

Thrain:
Azog means to kill us all! One by one, he will destroy the line of Durin! But by my life, he shall not take my son! You will stay here!

Thorin:
(voice-over) My father led a charge towards the Dimrill Gate... he never returned.

[Thrain charges towards Azog with his bodyguards, and Thorin loses sight of him.]

Thorin:
FATHER!

[flashback continues showing Thorin fighting Azog, cutting his hand, and at the end of the battle, Thorin looks upon the pile of dead dwarves]

Thorin:
(voiceover) Thrain is gone, they told me. He is one of the fallen. But at the end of the battle, I searched amongst the slain, down to the last body. My father was not among the dead.

Gandalf:
Thorin, it's been a long time since anything but rumor was heard of Thrain.

Thorin:
He still lives, I am sure of it.

[pause]

Gandalf:
The ring your grandfather wore. One of the seven given to the Dwarf Lords many years ago... What became of it?

Thorin:
He... gave it to my father before they went into battle.

Gandalf:
So Thrain was wearing it when... when he went missing... That's that, then.

Thorin:
I know my father came to see you before the Battle of Moria. What did you say to him?

Gandalf:
I urged him to march upon Erebor, to rally the seven armies of the dwarves. To destroy the dragon and take back the Lonely Mountain, and I would say the same to you. Take back your homeland.

Thorin:
This is no chance meeting is it, Gandalf?

Gandalf:
No, it is not. The Lonely Mountain troubles me, Thorin. That dragon has sat there long enough, sooner or later darker minds will turn towards Erebor. I ran into some unsavory characters whilst traveling along the Greenway. They mistook me for a vagabond.

Thorin:
I imagine they regretted that.

Gandalf:
One of them was carrying a message. [he unrolls the message and slides it across the table to Thorin] It is Black Speech. [Thorin looks at Gandalf with unease] A promise of payment.

Thorin:
For what?

Gandalf:
Your head. Someone wants you dead. Thorin, you can wait no longer. You are the heir to the throne of Durin. Unite the armies of the dwarves, together you have the might and power to retake Erebor. Summon a meeting of the seven dwarf families, demand they stand by their oath.

Thorin:
The seven armies swore that oath to the one who wields the King's jewel, the Arkenstone. It is the only thing that will unite them, and in case you have forgotten, that jewel was stolen by Smaug.

[Gandalf notices the two men that had been watching Thorin earlier get up and leave the bar]

Gandalf:
What if I were to help you reclaim it?

Thorin:
How? The Arkenstone lies half a world away, buried beneath the feet of a fire breathing dragon.

Gandalf:
Yes, it does. Which is why we're going to need a burglar.

[scenes changes to twelve months later, with Bilbo peeking out of a mountain ledge]

[Azog approaches a ledge next to a large crevice in Dol Guldur. The Necromancer appears, and the two converse in the Black Speech]

Necromancer:
We grow in number. We grow in strength. You will lead my armies.

Azog:
What of Oakenshield?

Necromancer:
War is coming.

Azog:
You promised me his head!

Necromancer:
Death will come to all!

Beorn:
So you are the one they call Oakenshield? Tell me, why is Azog the Defiler hunting you?

Thorin:
You know of Azog? How?

Beorn:
My people were the first to live in the mountains. Before the orcs came down from the North. The Defiler killed most of my family. But some he enslaved. Not for work, you understand, but for sport. Caging skin-changers and torturing them seemed to amuse him.

Bilbo:
There are others like you?

Beorn:
Once there were many.

Bilbo:
And now?

Beorn:
Now there is only one. You need to reach to reach the Mountain before the last days of autumn.

Gandalf:
Before Durin's Day falls, yes.

Beorn:
You're running out of time.

Gandalf:
Which is why we must go through Mirkwood.

Beorn:
A darkness lies upon that forest. Fell things creep beneath those trees. There is an alliance between the orcs of Moria and the Necromancer in Dol Guldur. I would not venture there, except in great need.

Gandalf:
We will take the Elven road. That path is still safe.

Beorn:
Safe? The Wood Elves of Mirkwood are not like their kin. They're less wise and more dangerous. But it matters not.

Thorin:
What do you mean?

Beorn:
These lands are crawling with orcs. Their numbers are growing. And you are on foot. You will never reach the forest alive. I don't like dwarves. They're greedy and blind, blind to the lives of those they deem lesser than their own. [pause] But orcs I hate more. What do you need?

Giant Spider:
[about to eat a captured dwarf] Fat and juicy! Just a little taste...

[Bilbo cuts the spider from behind with his sword]

Giant Spider:
[can't see Bilbo, who's wearing the Ring] Aahh!! Curse it! Where is it, where is it?!

Bilbo:
[removes the Ring, making him visible] Here.

Giant Spider:
[lunges at Bilbo, only to be run through] It stings! It stings!

[Bilbo withdraws his sword, and the spider falls dead to the forest floor]

Bilbo:
[holds up his sword and contemplates] Sting. That's a good name. Sting.

Gloin:
[Legolas has confiscated a locket from him.] Hey, give that back. That's private!

Legolas:
[looking at the picture on the left, of a dwarf with a long, thick beard] Who is this? Your brother?

Gloin:
[indignant] That is my wife!

Legolas:
[looking at the infant in the other picture] And what is this horrid creature? A goblin mutant?

Gloin:
That's my wee lad, Gimli!

Balin:
Did he offer you a deal?

Thorin:
He did. I told him he could go ish khak feun dol nul! Him, and all his kin!

Bofur:
[after climbing into the empty barrels] What do we do now?

Bilbo:
Hold your breath.

Bofur:
Hold my breath? What do you mean...?

[Bilbo opens a trap-door, sending the barrels rolling down a ramp into the river.]

[Gandalf and Radagast are examining an empty tomb in Rhuduar]

Radgast:
These are dark spells, Gandalf. Old and full of hate. Who's buried here?

Gandalf:
If he had a name, it's long since been lost. He would be remembered as a servant of evil. One of a number. [gestures to the eight other empty tombs] One of Nine.

[Gandalf has realized that Thorin's company is at risk]

Gandalf:
I started this. I cannot forsake them! They are in grave danger.

Radagast:
Gandalf, if what you're saying is true, the world is in grave danger. The power in that fortress will only grow stronger.

Gandalf:
You want me to cast my friends aside?

[Thranduil has just beheaded an orc he and Legolas were interrogating]

Legolas:
Why did you do that? You promised to set him free.

Thranduil:
And I did. I freed his wretched head from his miserable shoulders.

Legolas:
There was more the orc could tell us.

Thranduil:
There was no more he could tell me.

Radagast:
Wait, Gandalf, what if it's a trap?

Gandalf:
Turn around, and don't come back. [Radagast leaves] It's undoubtedly a trap.

[Gandalf draws his sword and enters Dol Goldur, alone.]

Gandalf:
[Quenya] The evil that is hidden here.... I command it to come forth! I command it reveal itself!

[Gandalf slams his staff into the ground and sends a light out. Further into Dol Guldur, the Orcs hear Gandal's incantation]

Azog:
The Wizard has come.

Orc Lieutenant:
He is lifting the spell...he will find us!

Azog:
[grinning] Yes...he will.

[...]

[As Gandalf casts his spell again, it reveals Azog, who with a roar smashes Gandalf to the floor with his mace. Gandalf lies stunned as Azog cackles cruelly]

Azog:
[mocking] You have come too late, Wizard! It is done! [Azog moves to deal the deathblow, but at the last, Gandalf uses a spell to keep the Orcs at bay]

Gandalf:
Where is your master?! [Azog roars in frustration, but Gandalf's spell stops him attacking] WHERE IS HE?!

Azog:
He is everywhere...we are legion!

Alfrid:
[to Thorin] Why should we take you at your word, eh? We don't know nothing about you. Who here can vouch for your character?

Bilbo:
[raises his hand] Me. I'll vouch for him. Now, I have travelled far with these dwarves through great danger, and if Thorin Oakenshield gives his word, then he will keep it.

Bard the Bowman:
[about Thorin and the Mountain] All of you! Listen to me! You must listen! Have you forgotten what happened to Dale? Have you forgotten those who have died in the firestorm? And for what purpose? The blind ambition of a Mountain King, so driven by greed, he could not see beyond his own desire!

Master of Lake-Town:
Now, now! We must not, any of us, be too quick to lay blame. Let us not forget that it was Girion, Lord of Dale, your ancestor, who failed to kill the beast!

Alfrid:
It's true, Sire. We all know the story. Arrow after arrow, he shot. Each one missing its mark.

Bard the Bowman:
You have no right, no right to enter that mountain!

Thorin:
I have the only right.

Gloin:
Here in lies the seventh kingdom of Durin's folk. May the heart of the mountain unite all dwarves in defense of this home.

Balin:
The throne of the king.

Bilbo:
[observes the carving that held the Arkenstone] What's that above there?

Balin:
The Arkenstone.

Bilbo:
The Arkenstone. And what's it?

Thorin:
That, Master Burglar, is why you are here.

Bilbo:
[he and Balin walk further through the mountain] You want me to find a jewel?

Balin:
A large white jewel, yes.

Bilbo:
That's, that's it? Only I imagine there's quite a few down there.

Balin:
There is only one Arkenstone. And you'll know it when you see it.

Bilbo:
Right.

Balin:
[walks ahead then stops] In truth, lad, I do not know what you will find down there. You needn't go if you don't want to. There's no dishonor in turning back...

Bilbo:
No... no, Balin, I promised that I would do this, and I think that I must try.

Balin:
[chuckles] It never ceases to amaze me.

Bilbo:
What's that?

Balin:
The courage of hobbits. Go now, with as much luck as you can muster.

[Bilbo nods, smiling and starts to make his way down the stairs]

Balin:
Oh, and, Bilbo.

Bilbo:
Hmm?

Balin:
If there is in fact a um... a live dragon down there... don't waken it.

[Bilbo nods, turns to make his way down again, but stops. He goes to ask Balin something but sees that Balin has walked off, leaving him alone. Bilbo continues down the stairs]

[Bilbo is in the treasure room. After he picks up a cup a pile of treasure slides off and sees Smaug, asleep. Bilbo tries to sneak past the sleeping dragon but he awakens. Bilbo slips on the Ring and disappears. Smaug rises out of the gold, sniffs, and looks around, growling.]

Smaug:
Well... thief. [sniffs] I smell you. I hear your breath. I feel your air. Where are you? Where are you?

[Bilbo runs through the gold, Smaug senses him and chases after him. Bilbo hides behind a pillar]

Smaug:
Come now. Don't be shy. Step into the light.

[Smaug walks around the pillar toward where Bilbo is hiding]

Smaug:
There is something about you. Something you carry, something made of gold... but far more... precious...

[Bilbo is assaulted by Sauron's eye and pulls off the Ring]

Smaug:
[sees him] There you are, Thief in the Shadows.

Bilbo:
I did not come to steal from you, O Smaug the Unassessably Wealthy. I merely wanted to gaze upon your magnificence. To see if you really were as great as the old tales say. [nervous] I did not believe them.

Smaug:
[Draws himself up from the hoard and into full view] And do you NOW?!

Bilbo:
Truly, the tales and songs fall utterly short of your enormity, O Smaug, the Stupendous.

Smaug:
Do you think flattery will keep you alive?

Bilbo:
N...no.

Smaug:
No indeed. You seem familiar with my name, but I don't remember smelling your kind before. Who are you and where do you come from, may I ask?

Bilbo:
[sees the Arkenstone; tries to distract Smaug] I... I come from under the hill.

Smaug:
"Underhill"?

Bilbo:
[nods nervously] And under hills and over hills my path has led... and through the air! I am he who walks unseen.

Smaug:
[drawing close] Impressive. What else do you claim to be?

Bilbo:
I-I am... Luck-wearer. Riddle-maker.

Smaug:
Lovely titles. Go on.

Bilbo:
Barrel-rider.

Smaug:
"Barrels"? Now that is interesting! And what about your little dwarf friends? Where are they hiding?

Bilbo:
[feigning confusion] D... Dwarves? No. No, no dwarves here, you've got that all wrong--

Smaug:
Oh, I don't think so, Barrel-rider! They sent you in here to do their dirty work, while they skulk about outside!

Bilbo:
Truly you are mistaken, O Smaug, Chiefest and Greatest of Calamities.

Smaug:
You have nice manners, for a thief and a LIAR! I know the smell and taste of dwarf, no one better! It is the gold! They are drawn to treasure like flies to dead flesh!

[Bilbo tries to grab the Arkenstone, but Smaug knocks it away and begins chasing Bilbo]

Smaug:
Did you think I did not know this day would come?! That a pack of canting dwarves would come crawling back to the mountain?!

[As Smaug knocks over pillars, the dwarves outside hear the noise]

Dori:
Was that an earthquake?

Balin:
That, my lad... was a dragon.

Ori:
[sees a red glow from the cave] What about Bilbo?

Thorin:
Give him more time.

Balin:
Time to do what? To be killed?!

Thorin:
You are afraid?

Balin:
Yes! I'm afraid. I fear for you. A sickness lies upon that treasure horde, a sickness which drove your grandfather mad.

Thorin:
I am not my grandfather.

Balin:
You're not yourself! The Thorin I know would not hesitate–

Thorin:
I will not risk this quest for the life of one burglar.

Balin:
Bilbo. His name is Bilbo.

Smaug:
You are being used, Thief in the Shadows. You were only ever a means to an end. The coward Oakenshield has weighed the value of your life and found it worth nothing!

Bilbo:
No... no, you're lying!

Smaug:
What did he promise you? A share of the treasure? As if it was his to give? I will not part with a single coin! Not one piece of it! My teeth are swords! My claws are spears! And my wings are a hurricane!

[Bilbo looks up and sees one of Smaug's scales missing]

Bilbo:
[whispers] So it is true. The Black Arrow found its mark.

Smaug:
[hears him] What did you say?!

Bilbo:
[stammers] I-I was just saying, your reputation precedes you, O Smaug the Tyrannical. Truly, you have no equal on this earth. [Bilbo looks down to see the Arkenstone lying near his feet]

Smaug:
I am almost tempted to let you take it, if only to see Oakenshield suffer. Watch it destroy him. Watch it corrupt his heart and drive him mad. But I think not. I think our little game ends here. So tell me, thief... how do you choose to die?

[Smaug prepares to breathe fire, but Bilbo puts the Ring on his finger and slips away, invisible, as Smaug breathes fire]

Thranduil:
Do not speak to ME of dragon fire! I know its wrath and ruin! I have faced the great serpents of the north!... I warned your grandfather what his greed would summon. He would not listen... You are just like him. So go, stay here and rot. One hundred years is a mere blink in the life of an elf! I'm patient! I can wait!

The Lord of Silver Fountains,

The King of Carven Stone,

The King Beneath the Mountain,

Shall come into his own.

And the bells shall ring in gladness

at the Mountain King's return.

But all shall fail in sadness,

and the Lake will shine and burn...

Bilbo:
[after Thorin tries to shoot a white stag and missed] You shouldn’t have done that. It’s bad luck.

Thorin:
I don't believe in luck. We make our own luck.

[After Bard frees the dwarves and Bilbo from the barrels, they head toward Bard's home.]

Bilbo:
What is this place?

Thorin:
This, Master Baggins, is the world of Men.

[The dwarves and Bilbo climbing the Lonely Mountain, and arriving at Dale. A thrush flies by them.]

Bilbo:
So quiet.

Balin:
Wasn't always like this. Once, these slopes were lined with woodlands. The trees were filled with birdsong.

Bilbo Baggins:
Truly the tales and songs fall utterly short of your enormity, O Smaug the stupendous...

Legolas:
King? There is no king under the mountain nor will there ever be. None would dare enter Erebor, whilst the dragon lives.

Thranduil:
It is a crime to wander in my realm without leave, if you forget, you are using the road my people made.

Thranduil:
It has been a long time since Thorin Oakenshield traveled so far east, for what purpose? Where does your journey end?

Thranduil:
Some imagine that a noble quest is at hand. A quest to reclaim a homeland, and slay a dragon. I myself suspect a more prosaic motive. Attempted burglary or something of that ilk.

Thranduil:
You have found a way in. You seek that which would bestow upon you, the right to rule. The King's Jewel. The Arkenstone. It is precious to you beyond measure, I understand that. There are gems in the Mountain that I, too, desire... White gems, of pure starlight. I offer you my help. I will let you go, if you but return what is mine.

Thranduil:
Stay here if you will, and rot. 100 years is a mere blink in the life of an Elf. I am patient, I can wait.

Thranduil:
Other lands are not my concern. The fortunes of the world will rise and fall but here in this kingdom we will endure.

Thorin Oakenshield:
Had the aim of Men been truer that day, much would have been different.

Thorin Oakenshield:
We are the Dwarves of Erebor. We have come to reclaim our homeland.

Thorin Oakenshield:
If this is to end in fire, then we will all burn together!

Thorin Oakenshield:
[Taunting Smaug] I do not think to see you so easily outwitted! You have grown slow and fat in your dotage...slug!

Thorin Oakenshield:
I will not risk this quest for the life of one...burglar.

Thorin Oakenshield:
I can not risk the fate of this quest for the sake of one Dwarf... not even my own Kin.

Bard The Bowman:
Do it again and you're dead.

Bard The Bowman:
[when Bofur, Oin, Fili and Kili show up at his home] No. I'm done with dwarves. Go away!

Bard The Bowman:
[Talking to his daughter while taking the hidden black arrow] Not if I kill it first.

Dwalin:
[climbing out of a toilet] If you speak of this to anyone... I'll rip your arms off.

Smaug:
I... AM... FIRE. I... AM... DEATH.

Smaug:
Do you think flattery will keep you alive?

Smaug:
You care about them, do you? Good! Then you can watch them DIE!

Smaug:
No indeed. You seem familiar with my name, but I don't remember smelling your kind before; who are you and where do you come from, may I ask?

Smaug:
Don't bother denying it! I guessed his foul purpose sometime ago. But it matters not. Oakenshield's quest will fail! The darkness is coming. It will spread to every corner of the land.

Smaug:
Flee. Flee... run for your lives. There is no where.. to hide!

Smaug:
Underhill?

Smaug:
And.. do you NOW?!

Smaug:
It's Oakenshield... that filthy dwarvish usuper! He sent you in here for the Arkenstone, didn't he?

Smaug:
What did you say!?

Smaug:
Barrels? Now that is interesting. And what about your little dwarf friends? Where are they hiding?

Smaug:
Impressive... what else do you claim to be?

Smaug:
YOU WILL BURN!

Smaug:
Oh, I don't think so, Barrel-Rider. They sent you in here to do their dirty work while they skulk about outside!

Smaug:
You have nice manners for a thief... and a LIAR! I know the smell and taste of dwarf - no one better! It is the gold; they are drawn to treasure like flies to dead flesh!

Smaug:
You will take NOTHING from me, dwarf. I laid low your warriors of old. I instill terror in the hearts of men. I am King under the Mountain!

Smaug:
Lovely titles.. go on.

Smaug:
Revenge!? Revenge?! I WILL SHOW YOU REVENGE!

Tauriel:
Tell me, Mellon, when did we allow evil to become stronger than us?

The Necromancer:
There is no light, Wizard... that can defeat darkness.

Smaug:
The darkness is coming it will spread through every corner of the land.