As Thranduil and his elves march through the city, killing orcs, they stop abruptly as they see Tauriel standing in the middle of the lane ahead of them, looking resolute "[You will go no further.] You will not turn away - not this time !" Thranduil says "Get out of my way !" Tauriel says "The dwarves will be slaughtered !" Thranduil tells her "Yes, they will die. Today, tomorrow, one year hence, a hundred years from now. What does it matter ? They are mortal." He has slowly been approaching Tauriel as he speaks. Suddenly, Tauriel whips out her bow and nocks an arrow, pointing it at Thranduil "You think your life is worth more than theirs, while there is no love in it ? There is no love in you !"
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Thranduil looks at her angrily for a moment. Suddenly, he whips out his sword and slices Tauriel's bow in half. As she drops it in shock, Thranduil lifts the point of his sword to her neck and speaks angrily "What do you know of love ?! Nothing ! What you feel for that dwarf is not real ! You think it is love ?! Are you ready to die for it ?" Suddenly, another sword, Orcrist, is laid atop Thranduil's. It is Legolas. He pushes his father's sword away "[If you harm her, you will have to kill me.]" As Thranduil stares at him in shock and defeat, Legolas turns to Tauriel "I will go with you." They hurry away together. Alfrid, still wearing a woman's outfit and clutching the gold he found to his chest, weaves through the city, dodging orcs. As he backs toward a wall, an orc climbs over it and roars at him. It raises its club to kill him, and he screams. Suddenly, from behind him, Bard shoots and arrow and kills the orc. Alfrid falls over, and money falls out of his dress, and he tries to gather it up Bard says "Get up !" Alfrid tells him "Get away from me ! I don't take orders from you ! People trusted you. They listened to you. The master's mantle was there for the taking. And you threw it all away, for what ?" Bard turns and looks back. Alfrid follows his gaze to see Bard's children in a doorway, staring at him as his dress is full of coins. He turns and stomps away. Bard tells him "Alfrid - your slip is showing." Alfrid adjusts his dress, then rushes away. Invisibly, Bilbo is hurrying across bridges toward Ravenhill. Fili and Kili creep quietly through the ruins below Azog's signalling station. They hear a noise. Fili tells his brother "Stay here. Search the lower levels. I've got this." Having defeated the goblins, Thorin looks anxiously out over the frozen river. Dwalin asks "Where is that orc filth ?" Bilbo appears out of thin air behind him, panting "Thorin..." Thorin says "Bilbo !" Bilbo tells them "You have to leave here ! Now ! Azog has another army attacking from the north. This watchtower will be completely surrounded. There'll be no way out." Dwalin says "We are so close ! That orc scum is in there. I say we push on." Thorin tells him "No ! That's what he wants. He wants to draw us in." Suddenly, Thorin appears to have understood something alarming "This is a trap !" In the ruins, Fili hears a sound in front of him and turns around, only to see lights coming up the hallway from behind him too; he is trapped. Thorin talks to Dwalin "Find Fili and Kili ! Call them back !" Dwalin asks "Thorin, are you sure about this ?" Thorin replies "Do it. We live to fight another day." As they turn to leave, they hear a drum sound from Ravenhill. Looking back at the tower, they see a light appear. On top of the tower, Azog appears, dragging a bloodied Fili behind "[This one dies first. Then the brother. Then you, Oakenshield. You will die last.]" Fili shouts "Run ! RUN !" Thorin, Dwalin, and Bilbo look on in shock as Azog lifts Fili by the neck, then stabs him through the chest with his arm-blade "[Here ends your filthy bloodline !]" He drops Fili, who falls to the ground from the tower, lifeless.
