Finding Refuge

Twelve months have passed since the fateful conversation Gandalf had with Thorin. The creative team wanted to have a prologue-like beginning to The Desolation of Smaug, as they had in all four films until now. It gave us not only information we already knew but information we weren’t privy to. All in all a great executive decision. 

Mouse quiet

Thorin: “How close is the pack?”

Bilbo: “Too close. A couple of leagues, no more. But that’s not the worst of it.” 

Dwalin: “Have the Wargs picked up our scent?”

Bilbo: “Not yet. But they will though. We have another problem.” 

Gandalf: “Did they see you? They saw you.”

Bilbo: “No, that’s not it.” 

Gandalf: “What did I tell you. Quiet as a mouse. Excellent burglar material.” 

Bilbo: “Will you listen? Will you just listen? I’m trying to tell you there is something else out there.” 

We see Bilbo skulking behind a rock face looking into the distance to the Orc pack following the company. They need to outrun them or find a way to escape them altogether. Since he is the smallest, the stealthiest and the less fragrant of the group they sent him on the lookout. Even though he saw the Orc pack move towards them, it was not them that frightened him. A bear stood watch just right of him. He remained in shock as he hurried back to his company.

The bear

While Gandalf praises Bilbo for his quietness, while Bilbo tries to warn them of another danger lurking. Interestingly, Gandalf had already known about the beast before Bilbo even said what it was.

Gandalf: “What form did it take? Like a bear?”

Bilbo: “Yes, but bigger, much bigger.” 

Bofur: “You knew about this beast? I say we double back.” 

Thorin: “And be rung down by a pack of Orcs?”

Although Gandalf knew about the beast, fear covers his eyes nonetheless. Precisely because he knows what or rather who the beast is, he can feel truly terrified at the power that beast can exercise upon them if it wanted to. Beorn is there to protect his territory from Orc invasions, but can be very unwelcoming and uncomfortable to other temporary inhabitants of the territory as well. No one is safe in his presence. 

The Dwarves need to run and find refuge where they can escape the Orcs and the bear, but with little time to lose they cannot afford to double back. It would be cowardice to run in the face of danger, but still they are aware they cannot stand against such a beast and a pack of Orcs on their own.

They have needed help before when they were hanging from trees to escape the bites of Wargs. Then they had Eagles help them and bring them to the Carrock providing them with enough distance between them and the pack that they could move on foot. But who will save them now?


Gandalf: “There is a house. It’s not far from here, where we might take refuge.” 

Thorin: “Whose house? Are they friend or foe?”

Gandalf: “Neither. He will help us or he will kill us.” 

Thorin: “What choice do we have?”

Gandalf: “None.”

A very dangerous decision indeed. They need the refuge of a house preferably, but in this territory they have no other choice than Gandalf’s suggestion. Interestingly, the same beast that stands guard above them will be the decider of their fate, and in his house they will try and regroup before heading out again into the Wild. 

The fact that Beorn is on no one’s side and acts like a one-person army, is a much better deal than having him be their sworn enemy. He might be persuaded to help them if the negotiator is not also the leader of the company. Thorin does not seem to possess the nat for negotiations, compromises, or anything that may include the wishes of others. If he does not get his way verbally, then he will use force to get it. Not much wiggle room with him. 

Run Bomubur, run!

Gandalf: “Come on! This way! Quickly!”

Thorin: “Run! Bombur, come on!”

Gandalf: “To the house! Run! Come on, get inside! Open the door!”

The company run through the forest from the Orcs as well as the bear. They cannot see him behind them but they can certainly hear him growl in the near distance. Gandalf hastens the company to run as fast as they can. Bombur, however, lingers behind in fear, his eyes wide and waiting for the beast to appear. Thorin nudges him forward to follow them, thinking he would need a bit more time to catch up to them being of considerable width.

What follows is a comical scene in which Bombur overtakes every other member of the company. They are all running one after another in a line, and there we see Bombur overtaking them from his last position to the forefront where even Gandalf looks in awe at his speed and determination. 

The interesting fact is that the actor playing Bombur Stephen Hunter, is a heavier chap himself, not as nearly heavy as Bombur but more than anyone in the company. He appeared out of shape and stamina to the other actors to the point where they were laughing because of the ridiculousness of the scene. What happened next astounded them all.

To their surprise, as seen in the finished scene, Bombur overtakes everyone with ease. The surprise on their faces is genuine, as they couldn’t believe their eyes. Stephen Hunter brought his own running sneakers with him so as to help him run more efficiently. Mission accomplished. 

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At the door

Thorin: “Quickly!”

Dori: “Push!”

Kili: “Push!”

Thorin: “Dwalin!”

Dwalin: “Come on, lads!”

Bombur slams into the doors with all his gathered momentum. The others come swiftly behind him gathering at the closed doors with no one opening the doors. It is only when Thorin reaches the door that he opens it for all the others to enter, in the knick of time too. Beorn’s muzzle pushes through the open doors wanting to enter.

Everyone makes the effort to close the doors, only Bilbo stands alone in front of Gandalf with his sword drawn at the beast. His eyes show terror but his courage doesn’t falter. He will defend himself if he has to and face the beast head-on. 


Ori: “What is that?”

Gandalf: “That is our host. His name is Beorn, and he’s a skin-changer. Sometimes he’s a huge black bear, sometimes he’s a great strong man. The bear is unpredictable, but the man can be reasoned with. However, he is not overfond of Dwarves.” 

Ori: “He’s leaving.” 

Dori: “Come away from there. It’s not natural, none of it. It’s obvious he’s under some dark spell.”

Gandalf: “Don’t be a fool. He’s under no enchantment but his own. All right, now get some sleep. All of you. You’ll be safe here tonight. I hope.”  

The introduction of Beorn is done in short sentences to describe the nature of the beast. The Dwarves, not having met any creature of his kind before, stand scared before Gandalf. It is only normal to fear what one does not know. What then comes from this are conclusions of the unknown without any further information given, as Dori makes.

Since he cannot explain to himself or to Ori what the beast is, the best thing he can do is keep Ori away from the door and suppose that the beast is under a dark spell. As if someone else had enchanted him to be this volatile and changing.

What Dori says exactly, however, is the same sentence Samwise Gamgee utters when he and Frodo get lost in the maze of Emyn Muil. An interesting connecting thread between the two trilogies, or, more specifically, between two-second films of the trilogies. 


Orc: “Attack them now! Kill the Dwarf filth while they sleep.” 

Azog: “No. The beast stands guard. We will kill them on the road.” 

Bolg: “They are gathering in Dol Guldur. The Master has summoned you!”

The Orc pack with Azog at the helm looks upon the house where the company has taken refuge. They would all be sitting ducks were it not for Beorn who stands watch over his own land. The Orc pack dare not cross his path and incur his rage, for even if he is one and they are many, they would not be strong enough to take him down. Which is why they wait until he is out of their sight and the new opportunity to take down the Dwarves arises.

In the meantime Bolg, the spawn of Azog, approaches Azog and the pack relaying an important message from his master, who has summoned him. Azog does not take this easily, because he had his sight fixed on the Dwarves. This derails his cause and mission to destroy the line of Durin. 

While everyone sleeps Bilbo is awake, he observes the Ring, voice in Black Speech emanates from the Ring. It would appear the Ring has begun to take effect on Bilbo’s curiosity. This one scene ties in with the Dol Guldur scene where Azog had been summoned. The Ring speaks the words that no one should ever speak aloud.

Ash nazg durbatulûk, ash nazg gimbatul,
ash nazg thrakatulûk agh burzum-ishi krimpatul

Master and commander

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.” 

Orc: “Do we call off the hunt?”

Azog: “Bolg! I have a task for you. Do you still thirst for Dwarf blood?”

The Necromancer tells Azog of his overall plans for the conquest of Middle-Earth. His own mission with the Dwarves is now left in tatters. He cannot uphold the promise he had made some time ago. It is now up to his spawn to do his bidding for him. Although it angers Azog to leave his mission, he has to concentrate on assembling the armies so as to attack the inhabitants of Middle-Earth with as much force as possible. 

Beorn transforms into a man in the night and looks out onto his house. The transformation as well as the exertion of the day has exhausted him. 

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Photo by Andre Tan on Unsplash

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