Summary: Remus and Harry have been captured by Voldemort, where they are trapped in the same cell on the full moon, it all ends in tragedy for both involved. (Harry would be 16 in this fic. Sirius is still alive) Ignores OoTP and Ignores start and middle of HBP (Dumbledore still dies but after Harry is captured by Greyback and the Carrows – A month after Remus is captured following a 'tip off' of the whereabouts of Harry – no prophecy) AU.

Chapter 1: Imprisonment, Death and Rescue.

Remus was looking worse every day as more cuts and bruises were daily piled onto the already large collection which had barely begun the process of healing. Harry became increasingly worried about him, but every time he mentioned his concerns, Remus brushed it off. "I'm OK, Harry," He would say lightly. "They've forgotten that I'm a werewolf. We're practically indestructible, and I'm accustomed to lots of pain every full moon. You should be more worried about yourself."

Harry let the topic go, but he still watched Remus closely. He was still very weak himself, and it alarmed him to see Lupin's health deteriorating even more quickly than his own. Nevertheless, the werewolf remained optimistic that help would come. As the long days and even longer nights passed, though, Harry wasn't nearly as hopeful.

Harry himself, captured a month before Remus was tortured mercifully by many a death-eater, from Voldemort himself to, Bellatrix, Malfoy Senior and the worst of all, Fenrir Greyback who would use his own teeth, nails and body to beat him, each time he came back from Greybacks torture sessions, he would pass out from the pain, Remus was more upset and angry than he had ever seen him when he found out about these 'torture sessions' with Greyback and could be seen at the front of their cell every time the death-eaters came to take Harry up to the torture room with Greyback, banging on the cell door and screaming at Greyback to leave Harry alone and take him instead and would continue to do so for minutes after but once Harry was thrown back in the cell hours after, he would try and comfort Harry as much as he could, using his legs as a pillow for Harry's head he would sooth calming words to him like a father would do for their own child. Harry was pale looking and quite thin with protruding ribs showing from his tattered, dirty and bloodied robes and a collection of bruises, cuts and wounds all over his body.

One day, after Remus had been there for two weeks, as Harry was nursing his latest collection of wounds, the cell door swung open and Remus stumbled in after another torture session. Immediately Harry knew something was wrong.

"Remus, what happened?"

Remus slid to the floor, his back to one of the walls sitting opposite Harry. Harry was immediately in front of Remus holding both of his shaking hands as he asked Remus what had happened, Remus face was white as a sheet. Despite Harry's attempts to find out what had shaken up his friend so badly, Remus did nothing but shake his head and stare unseeingly at the opposite wall. Harry was frustrated at Remus but kept silent as he knew something bad had happened to Remus, Harry just sighed and sat down beside Remus still holding onto one of Remus shaking hands. It was a while later that Harry fell asleep his head falling onto Remus shoulder, he was awake enough though to feel Remus move him so his head lay on his lap and a hand run through his hair and the grip on his hand still held tightly. His last thought though was of what had shaken Remus up that badly.

Two days later, he found out.

"We're here for Potter," Lestrange growled from the door. Harry didn't resist as Lestrange and Dolohov hauled him to his feet. Remus watched them go with a strange, haunted look in his eyes.

Voldemort was waiting for Harry in the interrogation room. Harry knew the routine by now: Crucio, questions, Crucio, questions, more questions, Crucio, insults regarding his parents, Crucio… But this time, Voldemort cut Harry off in the middle of his carefully rehearsed answer.

"You disgust me," he said, moving closer to Harry.

"Believe me, the feeling is mutual," Harry muttered, wearily.

"Only two more days, and you'll be dead" he sneered.

Harry stared at him, not understanding. "What are you talking about?"

Voldemort's eyes widened and he gave a cold evil laugh. "Potter doesn't know? The werewolf never told you?"

"Told me what?" Harry said, starting to feel alarmed. What on earth was he getting at? He tried to ignore the pain in his limbs…trying to focus…

Voldemort leered at him. "Guess what will happen two days from now?"

"Oh, let me guess," Harry said sarcastically. "You're going to surrender, make a public statement apologizing for the havoc you've caused in the Wizarding world, and go willingly to Azkaban."

"Wrong," he sneered. "It's a full moon."

"I don't see what that has to do with…"

"Stupid boy," he shouted "Think! Where do you think you'll be on the full moon?"

It took a full ten seconds for the true meaning of his words to sink in. Harry stared at him, horrified.

The corners of Voldemorts's mouth curled up into a purely evil smile. "Poor Harry," he said unsympathetically. "Locked in a cell, with a werewolf, on the night of the full moon; torn to pieces by his own friend. And think of the poor werewolf, having to live with the knowledge that he killed his own best friend's son."

Harry felt like he'd be sick; bile was rising up in his throat, but he forced it back, willing himself not to throw up. "You're sick," he choked out.

Voldemort just laughed. Taunting him some more, but Harry wasn't listening. He hardly noticed when Dolohov and Lestrange arrived to take him back to the cell. His mind was spinning, stuck on one thought: They're going to let Remus tear me to pieces at the full moon.

The two Death Eaters shoved Harry back into the cell, where he collapsed on the floor, hardly aware of his surroundings. I've only got two more days to live.

"So they told you."

Harry looked up. Remus was staring past him with a hollow gaze.

"Yeah"

Harry could not take it no longer as he looked at Remus who was sitting opposite him in their cupboard sized cell; he put his hands onto Remus shoulder, Remus looked up at him looking so sad and frail. Harry knew he couldn't be angry at him so took him in his arms and hugged him like his life depended on it. Remus let him and leant into the hug, his chin resting on Harry's shoulder, his emotions were getting the better of him as he tried to stop himself from crying.

"When were you planning on telling me the truth?" Harry said softly

Remus pulled back and looked at him, and Harry shuddered. It was the look of a man who had nothing left to live for.

"When were you going to tell me?" Harry said again.

"I tried… I just couldn't say it," Remus whispered dropping his gaze; you could see his eyes were beginning to water.

"Well, you should have told me," Harry said stiffly. "I had to find out from Voldemort of all people."

Remus suddenly buried his head in his hands. His whole body shook. "Harry… Oh god…I'm sorry...I'm so sorry."

"Don't." Harry said getting a little angry at his friend, father figure and former professor.

Remus' hands dropped. "You're not the one who's about to involuntarily murder the only person he's ever considered a son," he whispered.

"Well, you're not the one who's about to suffer a horrible death" Harry shot back. "You're not going to be torn to pieces by a savage werewolf!"

"You won't have to live with the guilt for the rest of your life!" Remus cried.

"Well, considering the options, I think I'd rather be in your place right now," Harry said angrily, his eyes flashing.

Remus gave him a long look. "Would you?"

Harry's anger fell to pieces. "No," he admitted, turning around and leaning back against Remus' shoulder who willingly let him. "No, I wouldn't."

They fell into an uneasy silence. Harry stared at the ceiling and tried desperately to think his way out of the situation.

"Listen," he finally said firmly. "We've got two days before the full moon. Anything can happen in two days. The Order could come. Or maybe we could break out or come up with a plan or something."

Remus looked up. "Of course, you're right," he said, his voice dull and lifeless. "We've still got two days."

"That's right," Harry said as he leant more against Remus who put his arm around his waist and pulled him even closer so he was back against Remus' chest as Remus leant his chin on Harry's shoulder. "Two days." He said sadly.

And there really wasn't much else to say. No one came the next day and Harry tried not to think about how thirsty and hungry he was. The Death Eaters probably figured he'd be dead in another day anyway, so why waste food?

Harry struggled to keep from thinking about the following night. But somehow, his mind kept bringing him back to the night at the Shrieking Shack his third year, when Remus had turned into a werewolf. Then he could see the same werewolf stalking him, snarling and growling. The werewolf pounced, and sank its canine teeth into Harry's flesh…

Remus retreated still further, refusing to speak to Harry at all. The only thing worse than thinking about the painful death he was facing, was thinking about what Remus must be going through.

Another sleepless night passed. Then it was the day of the full moon. Remus was beginning to look more and more haggard. His breaths were coming in short gasps, and his eyes were becoming bloodshot. Harry had to fight the urge to retreat to the farthest corner—he couldn't deny that seeing his mild DADA professor slowly turning into a monster shook him up immensely.

The cell door clanged open around mid-morning. Bellatrix was there.

"Your time is running out," she sneered.

"Are you joking? I thought we had at least another couple hours left," Harry said snidely.

She narrowed her eyes. "You don't deserve any more chances, filthy half-blood. But the Dark Lord is more merciful than I, and he will give you one more opportunity to redeem yourselves."

Harry waited.

"Tell us the location of the Order of the Phoenix's Headquarters, and your life will be spared."

"No."

"Harry, tell her!" Remus strangled voice shouted

"No."

"It's your last chance, brat," Bellatrix said.

"No." Harry replied looking sadly at Remus who was quietly crying as he knew Harry had signed his own death warrant with his reply.

She took another long look at him. "May your death be long and painful," she said coldly. Then she left.

"You should have told her," Remus said, breathing heavily. His eyes were rolling back into his head.

Harry glared at him. "After all these weeks of torture; finally give in and betray the Order and my friends, our friends, I'd rather die." He said sadly thinking of his friends and godfather, Remus must have known as he moved to Harry and pulled him into a hug.

They lapsed into silence. Several hours passed, and Remus' back was beginning to arch. His eyes were turning amber, his hair sticking straight up, and his breathing even more ragged. Harry tried to ignore him…tried to think of something, anything else, but there was nothing he could do but sit there and watch the transformation begin. When the silence was broken by Remus, he and Harry were still seated next to each other but instead of Remus comforting Harry, it was the other way round as Remus could hardly move as his joints and muscles pained him as it was close to moonrise. Harry was found with Remus leaning heavily on his right shoulder and Harry had his arm wrapped tightly around his waist and his left hand holding onto Remus left.

"Harry…" Remus suddenly said in a hoarse voice.

"Yes?" Harry replied looking at Remus who had turned to face him.

"Harry, I'm… I'm sorry…"

"It's OK." Although it wasn't, Harry had gone back and forth from hating Remus to feeling sorry for him many times that day. He wasn't sure how to feel.

"No… it's not…"

"Yes, it is," Harry said firmly. Even if it really wasn't OK, he wanted Remus to think it was.

"You know…if I could…I'd kill myself first."

Harry looked at him, surprised.

"It wouldn't work, though…" Remus admitted in defeat. "I've tried…before…only silver…and beheading…kills…werewolves..."

"I wouldn't want you to sacrifice yourself for me like that."

"Better me…than you…"

Harry said nothing.

"You… you were right…"

"Pardon"

"About not telling… You were right."

"Glad you think so."

"Goodbye, Harry."

Harry looked at the man who'd meant so much to him in the previous years. "Your fate is much worse than mine, Remus," he said quietly. "Goodbye." Reaching over he gave his friend a short emotional hug, both holding on for dear life not wanting to let go, silent tears running down both of their faces, then, reluctantly Remus pulled away, both of them still crying silently he told Harry to move away from him, Harry quietly agreed.

They waited in silence. Remus' face began to contort as waves of pre-transformation pain wracked his body.

The cell door opened a while later as Dolohov came in, "10 minutes till moonrise, say your last goodbyes" he sneered before walking back out and locking the cell door.

With that announcement Harry looked over at Remus who was looking more wolf than man now, Harry thought quickly about what Remus meant to him and to tell him. "Remus" Harry said quietly knowing Remus would hear him, and he had as he looked up at Harry but didn't look into his eyes. "I know I never say this and I wanted you to know that I always looked up to you as a father figure and I love you." Harry said still looking at Remus his eyes watering as he talked "And I need you to know that whatever happens this isn't your fault, it's likely that I'll be turned..." Harry paused trying to stop from crying as he looked at Remus who had silent tears falling down his face and was now looking directly into Harry's eyes as he talked "... and more likely that I won't live but Remus please don't blame yourself as you have no control over this and I forgive you, whatever the outcome I forgive you." Harry stopped talking as he started crying. Remus had moved in front of him and was now hugging him as they both cried into each other's arms.

Remus listened to Harry not believing that he thought of him that way, he was a werewolf, dangerous, unlovable and couldn't stop the tears falling down his face. I love you too he thought as he watched Harry start to cry, he moved forward ignoring the pain in his body and took Harry into his arms and hugged him as he also cried "I...I love you...too Harry...never...forget...that" he rasped. Pulling away from Harry he looked directly into those emerald green eyes lily's eyes and kissed Harry's forehead as he moved back away from Harry to where he came from.

Moonrise...

Remus looked over to the small barred window to a shifting cloud – and the full moon that hid behind it.

He felt his body freeze and felt the familiar pull – the tightening in his stomach – the pain in his bones.

He could feel the wolf rising within him, struggling to get out.

He felt his body stiffen and then stretch. Pain ripped through his body. He threw his head back, howling in agony.

No matter how much Remus fought it, the change was unstoppable. And the wolf was angry. The wolf had been kept in check for too long with the aid of the wolfsbane. He wanted out! He was ready to attack! Remus couldn't control him tonight. The smell of flesh filled his nostrils as the wolf snarled and cried out. Animal instinct and fury replaced human emotion. The last conscious thought Remus had, was of Harry.

Harry was frozen in place from fear as he watched the werewolf sniff its surroundings.

The werewolf had smelt him he was sure as he watched the wolf stop and slowly turn towards him, growling. The wolf prowled towards him like a predator after its prey.

He did nothing as the wolf pinned him to the floor and he did nothing when its nails dug into his chest but he screamed like he had never screamed before as the werewolf, Moony bit into his right shoulder, he continued to scream in agony as Moony bit and attacked his chest with its nails, causing his one lung to puncture as well as his other organs which in turn caused internal bleeding, his breathing had become shallow and he was gulping for air, closing his eyes he lost the fight to stay conscious. The last thought on his mind as he felt Moony lay over his body was...I'm dying...

Sunrise...

It was early morning and Remus had just transformed back from his werewolf state, he groaned as he started to awaken from the nightmare he had been in, it took a few minutes until he realized that he was lying on something or someone, his eyes widened with fear as he realized what he laid on ...Harry.

Groaning in pain he lifted himself up so he now kneeled beside Harry, looking down at the body before him he gasped in horror as he looked at all the injuries he had inflicted upon Harry, Harry's chest was covered in scratches and bite marks, dry blood also coated his chest with fresh blood oozing out of the scars still; his right shoulder was near unrecognisable with the bite and blood old and new and the visible shoulder bone which you could see was clearly broken from the force of the bite, his face also had a large wound going down it, probably from a nail. Tears fell down Remus' face as he pressed his shaking hand towards Harry's neck to check for a pulse, there was one, but very weak.

"Harry" Remus called shaking his body a little to try and get him to awaken, a small groan came from the boy in question. Grabbing hold of Harry's hand he squeezed it as he continued to call Harry back to consciousness.

"Remus...?" Harry whispered gently as he looked up into the face of his Dad's best friend.

"Shh Harry. It's alright, you're going to be fine," Remus said, a tear dropping down his cheek. Harry sighed and raised his left hand up. He cupped Remus' cheek in his hand, and wiped the tear away with his thumb.

"I'm so sorry Harry, I'm so sorry" Remus kept whispering as he gently gathered Harry in his arms cradling him with his one arm supporting Harry's head and the other carefully wrapped around Harry's waist.

"It was not...your fault Remus...don't you dare...blame yourself" Harry gasped as he felt his life slipping away. Remus continued to cry, some of tears falling into Harry black messy hair as he kissed Harry's forehead occasionally whispering comforting words to Harry and telling him how much he was proud of him and loved him like a son.

"I...I love...you...too Remus" Harry gasped out; as blood started pouring out of mouth. Remus watched with shock and horror.

"No, no, no, NO Harry, don't die on me now" He cried in anguish as he hugged Harry even tighter and started rocking his body back and forth as he cried fiercely "Please don't leave me alone now."

"I...I'm sorry...Remus...look...after...Sirius for...me, make sure...he knows I...love him." Harry managed to gasp out as he started to convulse, blood continued pouring out of his mouth from the internal bleeding as his eyes closed for the final time, his body became limp in Remus shaking arms as the boy-who-lived, Harry James Potter, godson, friend and son died in his honouree uncles arms.

A while later...

He wasn't sure how long he sat there. It could have been minutes or hours, but he didn't care. He just leaned against the cold wall, Harry's head nested against him, the pain too acute for words or tears. Remus stared dully at the floor in front of him, rocking Harry's limp body back and forth like a small child.

Impossible! It wasn't happening. This was all a bad dream… yes, a dream. Any minute now, Harry would open his eyes and tell him that he was only resting. But Harry's still chest and rapidly cooling body said otherwise.

Remus unconsciously stroked Harry's hair thinking back to when Harry was a baby and to when he finally met Harry again when he was 13. Sadly he knew that his body was shutting down slowly as it couldn't cope with the amount of injuries he had sustained from the tortures which had been made ten times worse after the full moon, he also knew that even with any medical help coming soon he would surely die from his injuries. He just hoped that the order would come soon as he knew that Sirius would come. He didn't wish Sirius to find them both dead here in this cell as he knew he would either, blame himself or do something incredibly reckless.

He continued to fight to survive to see his best friend one last time to give him one message that Harry had asked him to say which he vowed to do and even though he was being selfish he didn't wish to die alone so he waited, it took another two hours before the order finally got into Malfoy Manor where they were being kept and another 30 minutes before a small group of Order members including a frantic Sirius Black got down to the basement where the cell was. By this time Remus life was holding on by a thread.

Two Hours and 30 minutes later...

"Stupefy" Sirius Black shouted, his spell hitting a death eater near him as he and his small group which consisted of order members, Bill Weasley, Kingsley Shaklebolt and Nymphadora Tonks; all of them were making their way down to the basement of Malfoy Manor where they knew there godson and friends were being held.

Sirius ran over and blasted the door down which he knew led to the basement of the manor; he rushed down the stairs not even waiting for the others, knowing there were no death eaters down here as they were all up above fighting. He got to the basement quickly looking round he saw rows of cells lined up, using his dog senses he managed to smell out Harry, Remus and blood... he thought frantically, he could smell lots.

Looking down one side of the basement, the smell grew stronger at a cell at the end of the row. Running as quickly as humanly possible he got to the cell just as the rest of the team came down the stairs to the basement. "Alohomora!" He shouted, the cell door banged open, he looked into the cell, all colour leaving his face, "Oh no...Oh god... Harry, Remus?" he nearly shouted.

Looking into the cell he saw his best friend sitting, his sandy brown hair was now covered with more grey than ever, it was longer, now resting just above his shoulders and greasier from lack of washing there was also dried blood tangled in the mess that was his hair, his robes torn to pieces barely hanging of him, his body was thin and you could easily see his protruding ribs poking through the tattered fabric.

As Sirius moved forward into the cell using the light from the sun coming through the small barred window, he immediately saw a bundle lying on Remus' injured legs, he gasped in horror as got in front of Remus looking at the bundle in his arms. "Oh god...no... please don't be dead Harry." he said as he dropped to his knees in front of his best friend looking at Harry's face which was looking grey and his lips were tinged with blue. He was moving his hand to check for a pulse when a familiar voice stopped him. "Its'...too late...Padfoot...he's gone...he's...dead" the voice of his friend rasped weakly.

"Moony?" Padfoot whispered looking at his friend who hadn't moved from looking down at his godson in his arms. He looked at his friend and could see his arms were shaking as he held Harry's body. Thinking quickly he took the body of his godson from Remus who was too weak and tired to argue. Sirius was now holding Harry just like his friend had when Harry was dying, before he knew it he was crying as he looked down at Harry's broken body.

It was a while later that Sirius ran out of tears looking down at his godsons wounded dead body, he knew that Harry and Remus had been tortured from the Orders spy Severus Snape and he also knew what last night was: the full moon. Looking at Harry's body he could see that the wounds which were inflicted by Moony were the ones that killed him.

By this time the members of the order that came with him were watching silently from the cell door, seeing that Remus would need Sirius' help to escape Tonks moved silently towards Sirius and knelt beside him and quietly told him that she would take Harry's body back to HQ (AN: Each order member has a specially designed port key which will take the deceased back to headquarters; which is what Tonks will do outside the cell) so he could tend to Remus. Agreeing he handed Harry to Tonks who took him and stood up slowly and walked to the door where Kingsley told Bill that he would go with her.

Sirius didn't notice as Tonks and Kingsley left or notice Bill moving away from the cell to give him and Remus some privacy, as he was too busy looking at the injuries inflicted upon his brother and best friend. "Damn it Remus you look like hell" Sirius said with a small sad smile on his face. "Charming Sirius" he chuckled weakly as he tried to keep himself sitting up but just ended up falling back down to a lying position and would have hit the ground if not for Sirius who caught him and held him like he and Sirius had done to Harry.

"Padfoot... old friend..." Remus said weakly, coughing sharply after his weak attempt to talk. "Shh Moony, you need to rest and save your energy so you can get better" Sirius said as tears silently fell down his face and landing on Remus' shoulder. Remus shook his head slightly looking sadly up at his brother and best friend, his own tears starting to shed, "I don't think so Sirius..." he stopped himself again to take much needed breathes that were becoming much harder to get, "...my bodies shutting down Sirius even being a werewolf and the fast healing we get won't help me..." "Don't talk like that Remus" Sirius cried in anguish. "It's the truth Sirius..." Remus stopped again gasping for the much needed air "...I need to pass on a message from Harry..." Again he stopped as he started coughing as his lungs started to fail him. "What message Rem.?" Sirius asked tearfully knowing that his brother was dying in his arms and couldn't do a thing to stop it. "It was too... tell you... that he... loved you..." Remus gasped out and then gave out a sharp breath as the pain in his body intensified.

"Remus are you alright?" Sirius asked anxiously. Sirius watched as his friend battled with the pain going through his body; suddenly Remus' amber eyes locked with his own and a frail hand reached up to cup his face and wipe away the tears that had been falling. "Don't cry for me Sirius..." Remus whispered."How can I not Remus!?" Sirius said angrily, "The only people I considered family have died or are dying" Sirius sobbed dropping his head "First James and Lily, now you and Harry..."Sirius whispered, bringing his hand up and roughly drying his tears whilst grabbing Remus' frail hand in his own. "Dying doesn't mean we'll leave you Sirius... remember what you told Harry..." Remus said weakly moving his frail hand that was being held tightly by Sirius and managed to position Sirius' own hand palm faced down on his chest right above his heart and weakly put his own on top of it pressing weakly, "... the people we love never truly leave us Padfoot... you can always find them in your heart and in your memories..." Remus managed to gasp out, coughing sharply while his hand that was on top of Sirius' fell weakly on to his stomach from where it was positioned on Sirius' chest.

Sirius who had been looking down at where Remus had put their hands and listened and remembered when he had told Harry that exact same sentence in his third year and lifted his head a bit and looked at Remus' face and into his amber eyes which were dull like someone had taken the life out of them. "I love you my brother" he said while gently moving some of Remus' stray hair away from his pale, dirty, sweaty and bloodied face. Slowly a small happy smile appeared on Remus lips, "I love you too brother..." Remus whispered before he grimaced as another shooting pain rushed through his body and soon he was coughing sharply and it felt like a thousand knifes were being stabbed into his body. He had stopped coughing but like Harry before him blood started pouring out of his mouth. "Remus... no please no don't leave me..." Sirius sobbed, although he knew it was no use pleading as he could see that Remus was dying though he did not want to believe that it was actually happening.

Remus looked up at Sirius his eyes slowly closing for the last time as he breathed out his last ever spoken words, "I'll say hi to James and Lily for you...love you Sirius... goodbye..." each word getting quieter and quieter until his last word was barely audible and would not have been heard by Sirius if not for his animagus form. And so Remus John Lupin, Marauder, friend, brother, uncle and werewolf died in the last remaining marauders arms (A.N: Pettigrew is still alive but you can't count that traitor and vermin as a Marauder) Sirius was left holding his brothers' body staring at the now still, blank face of the last of his childhood friends. Even though he so desperately just wanted to cry and shout, he knew he had to get out of the Manor with his friends body, looking in his robes pockets he found the port key that had been specially been designed for transport of deceased order members (Harry was not in the order but as he was top of Voldemort's wanted list the order gave him certain privileges of the order which un/fortunately included the port key) just like he knew Tonks had done with Harry's body outside the cell.

With a quick flick of his wand the port key activated and he disappeared along with Remus' body, leaving Malfoy Manor forever.

A.N: Hope you all like the story, Please review! Thanks for reading, Moonfootlover.