Disclaimer: I don't own Twilight

While I had grown up knowing what my Imprint could do in his free time, he had always taken special care never to transform around me. One look at Emily made the reasons for that abundently clear. Yet it was foolish to think it never could happen.

We were at the beach, he had planned a sunset picknick for us. The breeze had been light all day, blowing just enough to keep the air moving, but not enough to chill; an almost impossible feat anyways since I never left Quill's arms if I could help it.

I had been wondering this for my whole life, and it was on this day that I finally managed to convince him that, if he changed forms calmly, in my presence, everything would be fine. It would be even safer, in fact, if at some point in our future he had to do it on the fly. I'd only heard stories of how big the wolves were, and I insisted I needed to see for myself.

After years of whittling, he agreed. I didn't realize it would eclipse my whole world.

For a moment I naively wondered if he was having a fit, his muscles seemed to be twitching in the oddest way. It was almost like something was inside his very skin, itching to come out.

The longer I watched, the more I was convinced this was a delusion, surely no one could still be standing while their body was crawling from the inside out. By this time he was vibrating, no one form clear enough for me to keep my eyes on. The oddity didn't stop there, his skin was not only moving, but boiling now, and starting to grow. As I watched little tufts of fur started to appear, and almost before the thought was complete he was covered in the thick brown mass.

His body was growing, changing. I could hear bones cracking as they rearranged themselves, and lengthened. He was getting taller, leaner. With a startled scream starting to build in my throat I looked back to his face for reassurance, and actually did scream. It was no longer the face of my best and trusted friend, it had changed. Grown furry like his body, and elongated. The nose somehow connecting with his mouth to form one thing, flashing silver teeth growing at a faster rate then anything else. His ears were suddenly visible through the no longer hair on his head, they jutted up and ended in a point, then flopped slightly where they should have tipped, reminiscent of a puppy.

I had been so focused on the obvious physical differences, that the most profound one did not sink in until heavy paws slammed into the rocky floor.

All at once I realized I had to tilt my head back to get a glimpse of this things muzzle, which even pointed down to look at me didn't even grace the top of my head. Its bulk was like nothing I had ever seen in an animal, thick and compacted into a body that seemed almost to small to match. I didn't really know how I could make out anything under all that fur.

I remained stock still as my mouth continued to stretch open in a kind of silent scream, unable to do anything but stare.

My brain, like my mouth, was frozen. I couldn't seem to drag up one coherent thought as the beast tipped its nose down farther, having to bend its front legs so that its eyes were on level with mine. As its back arched down its rear end remained in the air, I even had to stifle a gasp as a tail swished behind the beast. Yet the whole stance still gave a puppyish manner, like I expected to see a rope in its mouth asking to play.

I don't know how long I sat there, gaping wide eyed at him, but eventually the lighting behind the trees had dimmed all together, and I was in pitch black before I had the sense to move at all. Even then, it was only to move my focus from the massive body and gleaming teeth, to the eyes.

It was then, as I stared at that warm brown familiarity, that my mind started to process again. Because I saw in those expressive orbs what the rest had slammed out. This creature was sentient. It had not lunged at my throat and eaten me as I would have presumed, it had not done a thing but gently gaze at me as I worked all this out. Just as he had done from the moment I'd met him.

"Quill" I whispered so softly there was no way he could have heard me, I didn't even hear it. More like my lips formed the word with no sound attached.

He moved for the first time since bending down on my level. His head twitched once up then back down. A nod. From a wolf.

An odd sort of noise reached my ears, one that I couldn't process until I realized I'd made it. Somewhere between a laugh and a scream. It was only as I tried to suck in air did I realize how much my lungs hurt, when I had stopped breathing I wasn't actually sure.

That one small jerk of the head had done it however, it seemed to have broken a trance inside me. Somehow, with those eyes still on mine, I managed to make it past the shock and fear into something else. Acceptance, and an understanding that he wasn't going to eat me.

At first it did not occur to me why his eyes suddenly left mine, leaving me vulnerable and confused, until they traveled farther down onto the floor. I looked down myself and realized at some point I had gotten to my feet, and one of them had taken a step forward. Odd, I don't recall telling it to do that.

My foot froze in motion, so that I was balancing on one leg, but I couldn't seem to put it back on the ground or make any other move. Instead I stood like that, my eyes searching for his again for some sign of reassurance.

He seemed to be encouraging me, shifting his weight around ever so slightly and bending his neck towards me.

"Quill?" I whispered it more as a question, this time intending for him to hear me. He did not seem to like that question however, for he huffed and shook his head, reaching around me and using his muzzle to push me closer to his chest, where I could hear his massive heart thudding away.

The intention was clear, he was stating that he was still himself.

I don't know how long we stood like that, face to face with a monster of nightmares who was now inexplicably my best friend, but eventually I watched as he began shrinking again. The fur was disappearing, the bones were recracking and moving back around inside him. Slowly, as slowly as the first transformation, my best friend was standing before me.

This little passage had originally started as a full length story involving Clair and Quill, but it got discontinued before it even got started in my head. This scene stuck with me even afterwards though, so I decided to post this as it is. Hope you enjoyed.