A/N: Bill transforms for the first time. Werewolf!AU. I do not own Harry Potter.

Submission for:

Hogwarts School of Witchcraft & Wizardry (Challenges & Assignments): Defense Against the Dark Arts Assignment #5 - Write a painful story. The main character must be the one who is caused the pain, and it must be represented clearly that the character is in pain.

Weekly AU! Competition: Werewolf!AU.

LIFE: fur

I had been sitting on the couch when Remus approached me. The man's amber eyes had already taken on a wild intensity and he seemed very irritated, jumping at the slightest noises. Even within my own body, I had begun to feel unfamiliar pains in my bones and muscles. Colours, sounds and smells had taken on new depths as the moment neared and I too felt slightly irritable. Remus had said it was normal, as normal as something like this could be.

He looked down, his eyes lingering on my hand entwined with the blonde-haired woman's beside me, before he simply said, "We should go before it gets too late."

I nodded and she placed a kiss on my cheek, her lips grazing my scars, before I rose to follow him.

We descended through the dark, ancestral home of the Blacks, deeper than I had ever thought to venture before. "I didn't know the headquarters had a dungeon," I said, trying to talk over the loud sound of blood rushing through my body, frighteningly amplified to my keen ears during our silent walk.

"It's a cellar actually," Remus said as we stopped outside a large, metal gate. "Though it wouldn't be unheard of for old pureblood families to lock people down here." He reached into his pocket for an old iron key before opening it for us to step inside. The acrid smell of old blood filled my lungs, something I still wasn't completely used to it. Some smelled like it had been there for years, while some also smelled fresh like-

"Sorry about that," Remus said as he locked the gate behind him. "The smell never really leaves, no matter how many times I try cleaning it." He then moved into a far corner of the room and said, "These are not ideal circumstances. Two people should never really transform in such close proximity of each other, but we don't have anywhere else to use."

"I won't harm you," I said firmly. I would never hurt this man. He had done so much for us, for my family, for the Order. He was so brave and he was my friend who was going to walk me through this unfortunate experience.

But he held up his hand. "Once you change, you won't know me as Remus Lupin and you won't even know yourself. Things will get bad, but we can only hope that the chains keep us," he said.

"Chains?" I asked as I looked around the dark space to see iron chains and shackles I had somehow missed along the walls. They too were very old and smelled strongly of Remus' blood.

"They will hold, just as long as they don't come out of the walls," Remus explained. "The will of the wolf is to be free, so you will try to get rid of the bonds, by any means necessary," he said, his hand moving to his other wrist unknowingly.

I gulped before saying, "All right, chain me in."

"First, take off your clothes and throw them out beyond the gate," he said as he already began pulling off his outer robe. "Quickly, too."

I did as he said, shivering a bit in the dark cellar. There was no warmth this low in the ground, and there was none in what was about to happen. Remus then followed behind me towards the first set of chains on the right wall, snapping them securely before moving to a set that was further down. They were loose around my wrists, my fist able to slip through if I tried, but I knew they wouldn't be for long.

I sat down on the cool stone, my hands raised awkwardly above my head. The blood was still rushing loudly through my ears and my heart was knocking against my ribs. I knew what was going to happen but it felt almost like the waiting would kill me first.

"What now?" I asked, my voice sounding desperate in the empty space, trying to do anything to quell my anxiety.

"We wait," Remus' voice answered simply, his reply low and resigned. He knew what was to happen, he had gotten used to it and I still had yet to find out. "Think of anything to pass the time."

Think of anything. I took a deep breath and tried to clear my mind of everything but one - her, her blonde hair, her bright blue eyes, her wide smiles.

Pain erupted all over my body, starting from the base of spine before travelling to my limbs. I barely registered the sound of another set of screams somewhere nearby as my own screams were ripped out of my throat, wishing this wasn't happening and damning Fenrir to hell a thousand times.

I couldn't let the wolf win. I tried to focus. I tried to fight it, even though I knew it was impossible.

Her blonde h-

Fur began growing rapidly on my arms and legs, tearing my skin open and climbing up to cover the length of my body.

-air, her bright b-

My bones started to grow rapidly, my muscles slower and stretching beneath the fur.

-lue eyes. Her-

My nose elongated and my teeth became pointed, eager to tear flesh. My nails sharpened and I began to scratch at the shackles around my wrist. Why was I here? I needed to be free. I needed to get out.

-smiles.

A low growl sounded from my raw throat as I strained against my restraints, stretching as far as I could.

My last coherent thought was the whisper of the last words she said - "I'll see you in the morning, Bill."