I do not own Harry Potter and any of its characters.

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Prologue

November 3, 1979

Rain poured down heavily on this cold winter night making it hard and especially unreasonable to take a stroll at this particular time, but Remus Lupin did not care, in fact he did not seem to notice. As he approached the two story house, otherwise known as Potter Manor, Remus only cared to find the only person that could give him comfort when his world was falling apart. He rapt at the door a couple of times waiting patiently for it to open and when it did, he let out a breath and looked upon the red haired woman he loved so much.

"She's gone" He whispered.

Lily Potter felt her heart break for friend as she saw how he looked. His mother had been battling cancer for the last four months. The disease had come out of nowhere and spread so fast, it weakened her and took her without much warning. The first thing that came to Lily's mind was to get her friend out of the horrendous rain and get him dry and warm. In a matter of minutes. Remus was sitting by the fireplace, dried up after a quick spell, a quilt over his shoulder, and a cup of tea in his hands.

He stayed quiet as he stared at the cream colored carpet on the floor, Lily sitting across from him silent as well.

"James?"

"Overnight mission" Lily said quietly studying the werewolf. She could understand how he felt, she too had lost her parents about six months ago.

"In time her memory would begin to give you reasons to smile. I know it hurts so much right now, but that's okay, it's okay to cry about it Remus." Lily told him. He remained silent for a couple more minutes before he spoke

"I never got to make her proud of me" said Remus "I promised her I'd pay her back for having to deal with a werewolf son for many years. She was always so worried, so concerned, even if she didn't understand how things in our world worked, she was always there for me"

"It's what mothers do" Lily said taking his hand in hers. Remus's breath caught in his throat. The slightest touch from Lily usually did that to him. "And seeing you happy was all the reward she needed. Having you for a son is worthy to be proud of, you didn't need to have some fancy occupation or have tons of money to make your mum proud, Remus. She raised a good man. You were enough." She gave his hand a little squeeze when he bowed his head to look away from her.

"She didn't deserve this lils" He voice cracked as tears finally came to his eyes "I'll take her place in a heartbeat" at this point he began to cry and Lily made her way to the chair he was sitting in. She placed the tea cup trembling in his hands on the nearest surface and wrapped her arms around him, allowing Remus to hold her and cradle his head between her neck and shoulder. Lily rocked him gently as she stroked his damp hair, humming silently. She felt tears come to her eyes as she too remembered her parents, the night of their passing still fresh in her memory. She had been worst than Remus, refusing to speak to anyone and locking herself in her room, only James had been able to get through to her. She frowned slightly when she thought of James and the fight that they had before he and Sirius left for their mission. She was so angry at her husband at the moment that she preferred not to think about him. She placed a kiss on Remus's head and noticed how his body went rigid around her.

Lily knew what kind of feelings Remus had for her and once upon a time in Hogwarts, she may have reciprocated those same feelings. In Fifth year they had been sneaking around to see each other, snogging in broom closets and dark corridors, because Remus didn't want James to see him with the girl that James too was infatuated with, and Lily didn't want to be seen with a marauder, albeit the more reserved one, he was still a marauder. Their little romance ended after a week when Lily told him she preferred being friends. Remus had agreed, but it seemed he only agreed for her benefit. Instead he had fallen with her more and more over the years.

Remus moved to look up at her and their eyes met. Her shiny emerald eyes were sad but they studied his face with care. He held her gaze and waited for her to move away from him like she always did, when the temperature between them began to rise. Lily noticed how close they were but she made no attempt to move, instead she moved the hair that had fallen on Remus's face and stroked his cheek gently. The werewolf with tears in his eyes assessed her movements for a few seconds before moved closer to her waiting to see if she would move. His lips met hers softly as if waiting to see what she would do he moved away to study her face. Lily wrapped her hand around his neck and pulled him closer kissing him properly. It didn't take long for the kiss to go from slow and hesitant to urgent and needy. As one thing led to another, none of the occupants in the living room thought about the consequences of their actions. Grief, anger and need ruled their thinking and by the time morning came, the sun greeting them laying on the floor, bodies wrapped together by the quilt in front of the quenched fireplace, rational came back to place.

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Remus paced the room, his hands pulling at his hair. Lily stood watching him getting more annoyed by the second.

"What were we THINKING!" Remus yelled

"Again. We weren't. Stop pacing, you are making dizzy!" Lily snapped

"James is going to kill me. I can't believe I did this to him, I'm his friend and –"

"Stop it! Please stop it!" Lily said. Wiping away the tears in her eyes. She messed up. She woke up this morning feeling as evil as Voldemort himself. Why had she let what happened happen. She didn't even have any reason to be that angry at James. Was she going to sleep with every one of his friends every time he got on her nerves? She shouldn't have drank all that firewhiskey earlier, but that was not the point. She had been unfaithful to her husband and with non-other than one of his best friends. A man, she knew was still in love with her and she took advantage of that fact and no less on a night he was feeling vulnerable. Yes, she thought, she was worse than Voldemort.

"Why didn't you stop me? I would have stopped Lily" Remus said

"I was angry at him and I wanted to comfort you, I wasn't thinking"

"So you used me"

"No! Don't you dare stand there and place all of the blame on me when this is what you've wanted since you were fifteen!" Remus fell silent and sat in the closest chair best to him. She was right. He could not blame her, he knew what he was doing, and he could not place the blame on his grief either.

"What do we do now?" He asked

"Nothing. This" She pointed between the both of them "Never happened. I'll use the day after contraceptive spell in case of you know, I don't think we used…"

"I understand"

"You stayed over because you were upset and didn't want to be alone and you waited for James and Sirius to get back" Lily planned their cover story and Remus nodded. Lily was about to leave to get her wand in order to perform the spell she had mentioned when Remus called for her. He got up and went to meet her by the doorway.

"I know you are married and you loved James. Trust me, I respect what you both have and I know James loves you a lot. I just wanted you to know that sleeping with you was not what was in my head since I was fifteen. I actually do care about you Lily, it's more than that, I swear" She smiled at him weakly. She had only said that because she was angry, she knew Remus was not like that. Before she could answer though a voice calling her name cut her off

"It's Sirius" She said

"It's coming from the fireplace in James's office" Remus said and they both hurried to the said office across the hall. Remus stayed back so Sirius wouldn't see him as Lily appeared in front of him.

"Lily" Sirius's voice was full of urgency "James… we are at St. Mungo's….he's hurt"

"I'll be there in a second" Lily said quickly. With the events of last night and this morning temporarily forgotten, both quickly dressed up and hurried to St. Mungo's to make sure that James was alright.

Ooooo

Lily ran to meet Sirius who was looking haggard and drained. Remus followed closely behind and watched as Lily ran into the room he assumed James was in.

"Cutting curse. He lost a lot of blood, but the healers say he should be fine" Sirius told him and Remus sighed in relief, sliding to the ground. He hated hospitals. Magical ones and muggle ones, they were all the same.

"I'm so sorry, Remus" Sirius said sliding down to join his friend on the floor. "I saw the obituaries in the prophet"

Remus nodded accepting the condolence. He was thinking, however if Sirius had known what he had done last night he would not be so sorry. Sirius would take it upon himself to hex the living light out of him for is best friend, then after James would physically rough him up, them Sirius would finish him off and bury him. He was so screwed.

"Do you need anything?" Sirius asked noticing the agonizing look on Remus's face. If only he knew what his werewolf friend was thinking about.

"No, I'm fine" Remus said shaking out of is stupor. He stood up "You on the other hand look like a hippogriff's twin, so I will go get you come coffee…and deodorant"

Remus heard Sirius chuckle as he walked away. He truly hoped that his foolish mistake would stay hidden and he would not have to lose his friends.

December 24, 1979

The order of the Phoenix gathered around the beautifully decorated living room of the Burrow, Arthur and Molly Weasley's home. They were hosting a Christmas party and members of the order were like family and so most where present along with their family members. The children ran around excitedly, while the adults drank mead or wine and chatted amongst themselves, for once having a down time anxiety free day.

Remus leaned against the wall looking at the crowd. Frank and Alice Longbottom chatted with Arthur and a very pregnant Molly and Remus noticed the two women get excited about something. James and Sirius were on another side of the room talking with Mad-Eye Moody and laughing loudly as they were probably trying to get the man to let is guard down. Peter was getting picked on by the two older Weasley children Bill and Charlie, causing the two year old twins to laugh as Peter chased after the little red haired kids.

Lily walked into the room from the kitchen holding two cups of tea. She to James's side handing him a cup and Remus watched as his friend wrapped his arms around his wife's waist before kissing her on the cheek. He looked away immediately before Lily could catch him staring at her. Thankfully Frank cleared his throat, clearly about to announce something and that was the distraction he needed.

"We just wanted to announce to you all, our very close friends that…" Frank said

"I'm pregnant" Alice said causing everyone to cheer and send their congratulations.

Remus smiled at his friends and clapped.

"This is awesome" James said excitedly "Because we are having a baby too!"

"NO WAY!" Sirius said hugging both James and Lily at the same time.

Remus stayed frozen on the spot as he watched a blushing Lily hug and thank all their friends. He had not made a move since and as James's best friend it was odd, because he saw James and Sirius begin to look for him. Quickly he moved towards them a smile on his and he shook his friend's hand congratulating him.

"This…this is great. I'm happy for you two" He said his eyes meeting Lily's.

The party continued and about thirty minutes later. Remus heard Lily offer to help and exhausted Molly take Fred and George to their rooms "Remus would you help?" Knowing she wanted to talk. He picked up George and silently followed her up the stairs.

Once they were in the room and the boys were tucked in. Lily quickly cast a silencing spell and turned to face Remus.

"I wasn't going to announce it this way, I guess James got excited" She said

"Is it…you never did that spell that day" Remus said and Lily shook her head making his mouth go dry.

"I'm not sure who the father is. There is a good chance it is James's and there is a chance it's yours" She told him.

"Are we going to tell him?"

"And ruin my marriage! This baby could very well be James's child I can't risk anything. When the time comes I will go confirm it-"

"Even then you don't plan on it being mine do you?" Remus said quietly. "Would you have even told me if James hadn't announced it" Tears came into Lily's eyes

"It would kill him Remus. I can't do that to him. I hate myself for being in this position" She quickly wiped away the tears from her face. "I'll keep you posted" with that, she left him in the room as she returned to the party.

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March 22, 1980

Lily and Remus waited patiently outside the door of a small one story house. It was the late afternoon and on a Sunday and Remus nervously stood by Lily waiting for this day to be over. The door opened to reveal his former school nurse, Poppy Pomfrey. She ushered the two in and Remus look questionable between the two women.

"I told Poppy everything. She's going to do the test to see who the father is." Lily said. She looked distressed and tired. Though those were only things people who really knew her could see. Pregnancy really suited Lily actually. She had a small bump now and there was a certain radiance about her.

Poppy led the two into the dining room. It was a Sunday, so she was able to excuse herself for a few hours from work at Hogwarts. Lily knew Poppy was the best person to see because the woman had a soft spot in her heart for both Lily and Remus. Lily because she had spent a good number of days from her first year home sick, and Remus, well because he spent a number of days in the hospital wing with her every month for the seven years he attended Hogwarts.

"Can I offer you both some tea?" Poppy asked and they both declined politely

"Let's just get this done quickly. James would be home soon" Poppy understood. She looked kindly at Lily no trace of scrutiny in her eyes. She went into the kitchen to get a couple of potions. Remus quietly leaned on the wall and watched as she returned and gave Lily the Viles

"The red one lets me know the gender, which determines which spell to use. I can keep the knowledge to myself if you want" Poppy told them

"Please don't tell me. James and I would be going to find out sin a few weeks. I want to be genuinely surprised." Lily said. Poppy looked at Remus

"It might not be my child"

"And if it is" Poppy asked him feeling quite sorry for him because of how tortured e looked

"No" He said simply. His eyes met Lily's for a second but they looked away. Lily drank the red potion first and after a couple minutes, Poppy asked her to stick out her tongue. It was orange. She then handed her the green potion and after Lily drank it, Poppy said a couple of incantations, she placed her wand on Lily's stomach and then took it off. Remus noticed a silvery substance, sort of like a memory, string along at the tip of her wand. She placed the string on parchment and it immediately turned into writing.

Poppy picked up the parchment, read it and then handed it to Lily. Lily put her face in her hands and Remus could tell she was crying. He didn't have to be told, if she was crying that only meant one thing.

The parchment fell from Lily's hands and floated onto the floor where Remus took a few steps in order to read it. The name in blue ink was bright and bold.

Remus John Lupin