Disclaimer: I do not own anything. Except the plot.

Dedication: To Jaclyn, just cause.


Oh Love, oh Love, it's silly, its juvenile
I love, I love a quiet but a dead man's smile

Glenn Gould song- Sarah Slean


Remus Lupin, a seventh year Gryffindor, thought he was going to self-combust. He could feel a steady thumping right behind his eyes, which were narrowed as he attempted to read his potions text. It didn't help that there was three days till the next full moon. This in itself wouldn't mean anything if it weren't for the fact that Remus was in fact a werewolf. That meant that his senses at the moment were running haywire. He could smell everything to the point of wanting to puke, his sense of touch was horribly strong, an example of this would be the time that Peter lightly tapped him to get his attention this morning and Remus had snapped back angrily about being punched in the arm.

At the moment his sense of hearing was being pushed to the limits as one of his best friends was making horribly loud, annoying noises.

"Moony!" Sirius Black screeched from the floor. "Moony, get him off me! Tell him he's gonna be in trouble!"

Sirius Black had exceptional talent when it came to being the world's biggest baby.

Remus rolled his eyes.

"Sirius, shut up." The amber eye boy said harshly.

Remus hears Sirius give out a tiny whimper, one he's sure nobody else has heard.

Ever since the night that Sirius had led Severus Snape to Remus during the full moon and nearly killing the Slytherin, Sirius had been walking on eggshells around Remus.

Remus would like to put it all in the past, that's what Remus does. But Sirius can't do that. He had a strange obsession with disagreeing with his family. Apparently, almost ruining the life of a half-breed was way up there on their 'good' deed list.

"Make him say he's sorry, Moony."

Remus closed his eyes tightly. He opened them and turned toward the two people he really wanted to hurt right then.

He growled when he saw what it was that Sirius was making a big fuss about. Their best friend, James Potter, was straddling Sirius and tickling him without mercy.

James looked back at Remus. "Tell him to say sorry, Remus."

Remus rolled his eyes. "What did you do, Sirius?"

Sirius whimpered again as James resumed his torture.

"He called me bunny." James hissed. Remus could see Sirius smirking.

Remus snorted. Sirius could be so immature at times.

Later that evening, while Sirius was serving detention for calling Slughorn a moron in class, James asked Remus to go for a walk with him.

Remus nods in agreement, but inside he is wishing he had declined. He wanted to pretend that he hadn't heard what Sirius and James had done last night. James and Sirius were best friends, nothing more. But a nasty little voice in the back of his head whispered that best friends do not sleep together.

Remus followed James out into the night. He glanced at the moon quickly, but averts his gaze, he doesn't want to think about it. James and Remus leave footprints in the freshly fallen snow.

It's nearly Christmas. Remus thinks. On the way out toward the frozen lake, they passed by Sirius' younger brother Regulus, and his girlfriend. She looked up at Remus, smirked and whispered something to Regulus. He looked mildly uncomfortable and glanced toward James.

James for his part his glaring at Regulus and the girl clinging to his arm.

"Go away, Regulus." And surprisingly, Regulus did leave. Remus thought that maybe it had something to do with guilt over Sirius. Though he'd never admit it, when Sirius talked about Regulus or his idiot little brother, it was always with a certain fondness.

James and Remus make their way toward a little bench. It's covered with a light dusting with snow.

James didn't mind, he sat down right in it. Remus however brushed it off.

James stared at the frozen water for some time. Remus looked around. The world seemed peaceful right here. He wondered how nature could be so blissfully unaware of changes happening in the wizarding world. He felt James shift beside him and sigh softly.

"Remus, I'm going to ask Sirius if I can move in with him."

Remus gave James a sideways look. "No you're not."

James wrinkled his nose. Remus smiled softly, for that was why James had earned the nickname 'bunny'.

James laughed softly and when he talks Remus notes that his voice is sad and it sounds like the hazel-eyed young man would rather be crying.

"Your right. But that makes more sense than me asking Lily to marry me, which is what I'm planning on doing."

Remus nodded his head. James loved Lily, a lot. But Lily wasn't Sirius.

Remus knew that James had to marry Lily, he loved her. He couldn't betray her by leaving her for his best friend. It wasn't Lily's fault that James had realised to late that the reason Sirius hugged him a bit to tight, or stared just a bit to long was not because Sirius thought of him as a brother. Sirius had wanted more.

And Sirius always gets what he wants.

James looks small and helpless sitting there, snow drifting slowly toward the ground, gathering in James' messy black hair. He loves his best friend, more than he should, but Lily loved him.

And Remus supposed that the love James had for her would be enough, after all, she won't know any different.

Years later, just a few days before Christmas, James is looking helpless again, only this time for a different reason.

Remus watched as James tried to convince his nearly five month old son to let go of his godfather's hair.

Sirius is moaning and whimpering pitifully, but when he is finally free of Harry's death grip he grabs the boy and swings him around, smiling gleefully.

Lily is laughing at some joke Peter has just told. They are siting off to the side, talking about work at the ministry.

Sirius takes Harry upstairs to get some toys, and James used that chance to coax Remus outside for a walk.

They stood staring at the small forest that is in the Potter's back yard. The trees were dressed in snow, and Remus knew exactly why James has brought him out here.

Just like he knew James and Sirius got together every Thursday night and rented a room at Hogshead.

James turns to him. He's got everything. A woman who loves him, a son, a man who he loves and loves him back. Remus just looks down.

"I'm scared Remus. I don't want to lose Sirius. But Lily is going to find out sooner or later and if she makes me choose between her and Sirius…"

He trailed off. He Remus knew about him and Sirius. They often asked him to cover for them.

"Whom would you pick?' Remus asked suddenly.

James looked startled, like he hadn't actually thought about it.

"What?" he asked, unprepared to give such knowledge.

"Whom would you pick."

James looked like the whole world had come crushing down on him.

"Lily, I would pick Lily."

Remus is not surprised. He knew it was because of Harry and Harry only that James would pick Lily.

Remus shrugged his shoulders. It wasn't fair. All these years, Lily had had boyfriends; peter had girlfriends, and likewise James. Sirius had had boyfriends and girlfriends alike; he didn't care as long as it was living, breathing and human.

Remus had been alone. He'd been the shy one, quietly in love with James.

But James would never know he held the love of three people. Remus wouldn't allow it.

Remus would be content with helping him and hoping James got all the best, because that was as good as it got and if Remus wasn't going to be happy, then he would make sure James was.

Sirius had chosen that moment to come out with Harry. He had a grin plastered to his face and he was babbling about Harry and some amazing trick he'd done.

James just smiled.

Not even a year later, Remus lay alone on his bed. Lily had never found out. Sirius was in prison now. Peter was died. He felt empty. His heart felt like it had been torn to pieces.

Remus closed his eyes as a wave of pain washed over him. He could picture James smiling and tackling Sirius. James fumbling while trying to get ready at his wedding. James proudly introducing them to Harry. But Remus knew there would be one memory he would think of the most. One memory that would be in his mind forever. James looking helpless by the lake, during their last December in school.

No, thought Remus, Lily hadn't found out.

But James had still lost everything.