"…In the days of June, sudden war came upon us out of Mordor, and we were swept away. We were outnumbered, for Mordor has allied itself with the Easterlings and the cruel Haradrim; but it was not by numbers that we were defeated. A power was there that we have not felt before."

-JRR Tolkien, The Council of Elrond, Fellowship of the Ring

"Some said that it could be seen, like a great black horseman, a dark shadow under the moon. Wherever he came a madness filled our foes, but fear fell on our boldest, so that horse and man gave way and fled. Only a remnant of our eastern force came back, destroying the last bridge that still stood amid the ruins of Osgiliath."

**Boromir's account of the attack on Osgiliath during the Council of Elrond

A Dark Shadow Under The Moon

It is only a trick of the light.

But Boromir, Captain of Gondor, could not be so sure his eyes were deceiving him. He had heard, as had all, the rumors that had grown since smoke began to rise across the Ephel Dúath from the peak of Orodruin. The power of the East had grown strong; war had come. Ithilien was all but emptied and even now, Osgiliath stood in ruins.

Yet they fought on against the forces of darkness, refusing to give more ground. He would not retreat across the river! The numbers of evil men grew in number before his eyes, but never would he surrender to the Easterlings and Haradrim that swarmed upon them from the East.

Then the attack had come suddenly, with the only hint of warning being a dream that had kept Faramir tossing and turning the previous night. Now Boromir feared the dream had been a sign, a warning of what was to come. And he had been forced to accept the inevitable, prepare for it, though he fought it with all his being.

"Form ranks!" His armor clanked as his horse shifted nervously beneath him. Hooves danced over the cobbled stones, mingled with the shifting of many booted feet.

"Form ranks!" The call was repeated to his right. Faramir would see to the ordering on the southern side of the East Bank.

Boromir continued calling out orders. His sword held aloft, he kicked his heels into his mount's flanks, signaling the charge. But the gelding balked, screaming in terror. Around him, the other mounts did the same. The men were cringing, crying out, while the enemy converged on them in hoards, spurred on by some strange madness. He had heard of it, but not seen it until this moment.

His eyes strayed back to the Shadow. It was not real, could not be real. But then it moved: a black horseman — a Shadow Rider. Not even the moonlight pierced that fell darkness. He knew fear then as he had never known it before. It rose within him like a freezing gale blasting down from Mindolluin in Winter. Battle cries filled the air as the enemy advanced, cutting down all that stood in their way. Men and horses screamed, steel clanked on armor and drove into tender flesh. The smell of blood filled the air.

They fell back. Having no choice but to retreat, they were forced further and further west into the city, until only a small company were left to hold the bridge at their backs. And still they fought and still the terror built with them. Boromir could feel it rising in his own belly, the ice tightening around his heart even as he fought his mount's fear and fought the foes that converged on them.

"Boromir!"

He heard the call, but could not take his eyes from the onslaught. His arm moved of its own volition, on pure instinct, striking down any that came too close. But then his gaze was drawn back to the Shadow Rider.

"Boromir! We must retreat!"

Retreat? No! Never! They had to hold the bridge a little longer. Surely it would not come to this! Aid would come!

But he knew it was hopeless. There was no aid. The men on the opposite shore worked with a different purpose and would offer no help this night, not for them.

"Boromir! The East Bank is lost. We cannot fight this…this evil!" Faramir's voice came from beside him.

With great effort he dragged his gaze from the source of his horror, the cold grip of fear still holding them all tight in its grasp. His mount squealed beneath him, fighting his grip on the reins. All around him horses broke loose, rearing and bolting, dumping their riders, some trampling men in their haste to flee.

Searching, he found his brother's eyes and, in them, found steady purchase. He glanced about, seeing his men fall like fowl before the hunters. Many were those who fled in terror, running hither and yon with no seeming purpose. It was the last he saw of them, disappearing into the darkness. He called the remaining men to stand their ground. They had to hold the bridge!

"We have no choice!"

No choice indeed! The fear tightened its grip on his heart. The compulsion to flee, to run, heedlessly fly from this place was so strong he could barely hold his position. He! A mighty Man of Gondor reduced to a quivering pup! Beside him, Faramir faired little better. Boromir could hear the tremble in his brother's voice, see the shuddering in his limbs. They could not fight this! "Send up the signal!"

At that moment, Faramir's horse reared, throwing back its head, catching Faramir in the face. Boromir watched in horror as his brother slid from the beast's back, blood trickling from his nose. No! Faramir!

His own horse lurched forward as Faramir's mount pounded by. Kicking free of the stirrups, Boromir slid from the panicked animal's back even as it bolted into the streets, running first this way, then that. Then he was sinking to help lift his dazed brother, one arm thrown around his shoulders, the other still holding his sword.

Nearby another soldier cast him a fearful glance, the moon illuminating a jagged scar running down the left side of the man's face. Nindir! The man held his ground, looking to him for orders.

"The signal!" Boromir snapped out from between grit teeth. He jerked his head to the quiver on Faramir's back. With shaking fingers, Nindir reached for one of the special arrows, lighting the pitch soaked cloth and sending it aloft with his bow.

With a streak of light above the river, the arrow flew true. Then he could hear the thump and whistle of the trebuchets being released. The crashing, groaning and then the rumble. The last bridge connecting them to the East Bank complained as it died, its stones tumbling with loud plunks into the Anduin. Destroyed! Cast down by their own hands!

Retreat was now their only option, though Boromir doubted they would live through the night. But not yet, they had to keep fighting until the last stone fell. With one arm supporting his brother and Nindir protecting Faramir's other side, they fought as best they could. All around them chaos reined. Dark men screamed strange war cries. Horses screamed out in fear. His men screamed and died in gurgling gasps. And still they fought.

And then the rumble died down. The bridge had fallen! Hefting his brother as best he could, he urged the other soldier on. "Back! We must get to the river!"

"We'll never make it, Captain!"

"Hurry!" Boromir called out to others as they ran, urging them to retreat, to follow, but the evil presence came closer, even now caused panic and such fear in his men. They ran amuck, each to his own direction and none towards the river. Are they all mad? He shouted for them to come, to follow and hasten to the river banks to swim for it, but out of all his men only Faramir and Nindir remained by his side.

And then he caught sight of a young soldier, grey eyes wide in fear, his helmet no where to be seen. The moon shone down on his dark locks, tinting them silver. And in a flash,

Boromir saw his brother standing there as he had been many years before, young and unsure, frozen in fear as he faced an oncoming mob of the enemy.

"Take him!" Boromir shoved Faramir towards Nindir, who caught the younger man and helped him stumble on to the river. Rushing back to the young man, Boromir took him by the arm. He shook the young man, calling to him. Wide, terror-filled eyes met his and for a moment held. It was just long enough to ground the young soldier. "Come with us!" Boromir instructed, and he tugged on the lad's arm, urging him to run.

Behind them, fires blazed. Towers were toppled. Men and beasts screamed. And before them, in the darkness under the silver moon, glinted the Anduin, a single ribbon of water keeping them from the safety of the opposite shore in the velvet black of night.

Leading the way down to the banks of the river, Boromir then helped Nindir to lower Faramir to the cool earth. His brother's fingers fumbled with his armor, but Boromir brushed the unsteady hands away. They did not have much time! His own fingers flew over the straps, deftly unbuckling and sliding off leather and metal plating. "Remove your armor," he instructed the other two as he finished removing Faramir's breastplate. "We must swim for it!" The two men scrambled to obey.

Boromir's own armor fell quickly. He gave it no thought as piece by piece he let it drop. Only his sword would he take with him and that would greatly slow him down, but he could not leave it. Dropping to his knees beside his brother, he caught Faramir's gaze, trying to ascertain whether or not Faramir could make the distance in his condition.

"The city is lost then?" Faramir asked in a hushed whisper, his eyes haunted by all they had seen.

"No," Boromir shook his head. "Only the East Bank. We will not be driven back further!" he hissed, casting his eyes over his shoulder at where he could still hear the sounds of destruction and cries of victory from the enemy, though from their position he could only see the glow of many fires.

Faramir nodded. "What was that-that… thing?" he asked, rising on wobbly legs with the aid of one of the men.

"I know not," Boromir replied. "Come, we have a long swim ahead of us. Can you make it?"

A single, determined nod was his answer.

The morning sun lifted her head over the tips of the Ephel Dúath just as the four of them pulled themselves up on the western bank of the river. They were cold, soaked and exhausted. But they had survived the night and the darkness of the enemy.

With the morning light, the dread slowly fell away, leaving only a fierce determination in Boromir's heart. No more! No more ground will be lost! He would do whatever he must to prevent any more losses to his people. Travel to the ends of the earth if need be to bring help! Nothing and no one would deter him.

The White City would not fall!

"I was in the company that held the bridge, until it was cast down behind us. Four only were saved by swimming:

my brother and myself and two others. But still we fight on, holding all the west shores of Anduin…"

"I come to ask for counsel and the unravelling of hard words. For on the eve of the sudden assault a dream came to my brother in a troubled sleep;

and afterwards a like dream came oft to him again, and once to me."

**Boromir's account of the attack on Osgiliath during the Council of Elrond

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