Disclaimer: I don't own them, though I wish I did.

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"Lumos."

As he whispered the spell the tip of his wand flickered and then glowed with a bright light. Trying to hide his ragged breathing and his shaking body, James turned this way and that, twisting his head and darting his eyes from shadow to shadow in the pitch black forest.

A deep growl somewhere behind him made him twist hard. Trying unsuccessfully to quiet his pounding heart he slowly started forward towards the edge of the trees. Wand arm trembling, he raised his arm above his head ready to perform any number of hexes.

'Nothing scares me,' he thought angrily.

Just then the dark clouds overhead parted to reveal the luminous rays of the full moon. A pale blanket of light covered the earth, illuminating all the shadows that James' wand couldn't. Looking around the clearing he thought 'OK, so maybe some things can worry me, but not scare me. Nothing can scare me.'

Not seeing anything, he turned to leave. He was just a few feet away from the forest's edge when he heard it. A long, deep, howl from right behind him. He didn't even need to turn around to see what was about to rip him to shreds…

Inside Gryffindor Tower, fourteen year old James Potter woke with a start. Shooting bolt upright in bed, he barely stifled the scream that was threatening to escape his throat. Struggling to get his breathing under control, he forced his mind to register the fact that he was not being eaten in the forbidden forest but was safe inside the fourth year boy's dormitory at Hogwarts School of Witchcraft and Wizardry.

His heart rate calming down, he sighed and plopped back on his pillow. James Potter was rather tall for his age with knobby knees and jet black hair that stuck up every which way and wouldn't stay down no matter how hard he combed it. With bright hazel eyes that always shown with signs of mischief and wonderful abilities on the Quidditch field, he attracted girls like bears to honey.

Wondering if any of his roommates had woken up he peered around the left side of his velvet curtains. The fuzzy outline of his best friend Sirius Black-and what looked to be a small lake of drool on his pillow- was still sleeping soundly and puckering his lips to an invisible kiss. Sniggering James grabbed his round framed glasses off the bedside table. Putting them on, he peered around the right side of his curtains at the two remaining beds. One held Peter Pettigrew, who James realized with amusement, was sleeping with half his torso leaning off the bed. The other bed was currently empty but in a few nights would soon be occupied by their final roommate Remus Lupin.

Gazing out the window at the gleaming full moon, James looked worriedly back at Remus' bed. 'I'm not afraid of him,' he thought. 'I never have been.' He sighed quietly. "So why am I having these dreams?" he asked aloud.

James awoke the next morning with an enormous yawn. The messy haired boy slowly sat up and groped the nightstand for his glasses. After finally finding them and slipping them on, he became aware that it was all to quiet in the dormitory. He looked around and after seeing an empty dormitory and glancing at the clock on Sirius' bedside table he quickly dressed, gathered his books and all but sprinted down to breakfast.

The Great Hall was as alive and vibrant as it usually was in the morning. The owl post had apparently arrived since some of the older students were already frowning down at the Daily Prophet. The enchanted ceiling above showed almost no signs of clouds and the sun shone bright in the clear blue sky.

"Geez mate, what took you so long?" sounded the deep voice of Sirius as James approached the Gryffindor table. "I was about to send Pete up to see if you'd died." He jerked his thumb at the chubby boy sitting next to him. James shot an annoyed look at Sirius then sat down across from him and started munching on a bowl of porridge.

Sirius Black was famously known throughout the four houses as the Gryffin-whore, acquiring a new girlfriend one week for a good shag then abandoning her the next. He had a well shaped body and shaggy black hair that the girls fawned over at any given opportunity. He had inherited stony gray eyes from his insane, dark arts loving family but unlike theirs, which were cold, vacant, and downright scary, Sirius' eyes were always dancing with excitement.

Pete's full name was Peter Pettigrew a short, pudgy boy with light brown hair and big blue watery eyes who James had saved from a group of sixth year Slytherins on the Hogwarts Express in their first year. Ever since, Peter had followed James and his friends around like a lost puppy.

Not having the strength to yell at Sirius this early in the morning-but promising himself he would do it later-, James changed the topic. "Did you guys go and see if Remus is back in the hospital wing yet?"

"Nah, we thought we'd wait for you," Sirius responded through a mouthful of toast and bananas. "Besides, you know how he is right after the full moon. Tired, short fused, and sarcastic. We were thinking of waiting until History of Magic. Binns'll never know we were gone and I overheard Pomfry telling The Slug that she needs to collect potions from him that period."

"That should leave us a twenty to thirty minute time frame," Peter concluded.

James sighed. "OK that works. Let's just make sure Evans doesn't see us skipping. I can barely hear as it is."

The girl James was talking about was a fellow fourth year Gryffindor named Lily Evans. Lily had brilliant auburn colored hair and the fiery temper that came with it. She was top in almost all of her classes- especially charms- and unquestionably would take the position of Prefect and Head Girl that had been practically been set for her since first year. As far as James knew she had never broken a single rule, served even one detention, or pulled a single prank. Instead, she spent all of her free time she hadn't already sold to the library or studies breaking them up and then shouting at said students to get back to their homework. In James opinion, she was a stuck up know-it-all who couldn't spot fun if it ran up and smacked her in the face.

But the one thing that would always stand out about Lily was her eyes. Instead of dull and boring like most, Lily's eyes were picturesque. They were a shade of bright emerald green that would forever be imbedded into his mind. Always portraying her emotions, the sparkling green pools could mesmerize you into jumping off the roof.

"When are you two gunna get together mate?" asked Sirius with a thoughtful look at James who proceeded to cough and gag on his orange juice.

"Are you crazy?!" he said laughing. "Me and Evans? You've got to be kidding! She's way to stiff Sirius, not my type at all!" Still chuckling he turned to Peter. "What do you think Pete? You think me and Evans would make a good couple?"

Peter looked down the table at Lily who was eating a piece of toast while reading a very large book that was propped open against a syrup jug. He looked between James and her for a full minute before stating, "Actually James I think she might be the only one who could ever control you. Plus they say opposites attract so I think I'll agree with Sirius."

James looked wide eyed at Peter. ""Ta for the support Pete. You're mental," he murmured going back to his breakfast.

"And you're in denial." Sirius stated simply. He then ended the conversation by turning to Peter and asking, "Could you pass me the bacon Mental?"

After lunch James, Sirius, and Peter went up to their dormitory to retrieve James' infamous Invisibility Cloak which was the basis for almost all of the Marauders pranks. The cloak had been passed down through generations of Potters so it had definitely not been wasted. James had received it as a Christmas present from his father in their first year with a note that read, "Please, please, PLEASE don't tell your mother!" After five minutes of punching, kicking, and cursing over stepped on feet, the trio made their way under the cloak to the hospital wing.

By the time they got there-almost ten minutes later- Madame Pomfrey had already gone. After checking around all the corners to make sure they were alone, James slipped out from under their hiding place and into the middle of the room.

"Now where, oh where is our good friend Remus?" James asked as he marched up and down the rows of beds like a drill sergeant.

"I do believe I have found him Captain Potter," came Sirius' whisper from across the room. James marched over to the bed farthest from the wall on the right. Sure enough, it held the last-and possibly most sane- marauder, Remus Lupin.

Curled up in the huge hospital bed, Remus looked no older then twelve. Even when well and standing, the fourteen year old was a bit short for his age but was soon catching up in height with Sirius and James. He had short, light brown hair and wise, hazel eyes that were constantly observing everyone and everything. He was quite and shy around the girls but according to Sirius they saw it as "mysterious and cool". Remus was probably the most rule-abiding of all four marauders and constantly stood as the voice of reason, even though Sirius, James, and Peter all agreed silently that Mr. Lupin was indeed the most dangerous marauder of all.

"Psst, Remus. Reeeemussss..." Sirius poked Remus in the side causing him to grunt and roll over.

"Go away," he mumbled then let out a very audible snore. Sniggering and winking at James, Sirius bent over Remus' bed and whispered in his ear.

"Hey Remus, it's me Sirius."

"...Uhhhg...Sirius?"

"Yeah wake up, I have a surprise for you."

Finally Remus blinked open his eyes and immediately became aware that Sirius' face was literally about a centimeter away from his own. He let out a startled shriek which was quickly muffled by Sirius' hand.

"Merlin, what's wrong with you?" Sirius turned to James and asked in mock offense, "Is my face really that unbearable to look at?"

"Yes," James answered without delay.

Rolling his eyes at his friend's low maturity, Remus pushed Sirius' hand aside. Donning an authoritive frown he asked, "What are you guys doing here? Aren't you supposed to be in class?" Suddenly the young werewolf looked frantic. "Who's taking notes? How am I going to know what we covered today? What if we have a test this week? How am I going to-" Sirius clapped his hand over Remus' mouth for the second time in five minutes, abruptly cutting off his ranting.

"You really need to chill out buddy; your nerves looked like they were about ready to catch fire there." Smirking he pulled his hand away and collapsed in a chair, propping his feet up on the side of the bed. Remus sighed and dusted the dirt from Sirius' boots off the hospital wing's crisp, white sheets and rolled his eyes at his friends. He looked up at James with a tired smile.

The raven haired boy gladly returned it with a smile of his own. "So Moony," he said, sitting down on the edge of the soft mattress, "How long do you think it's going to be before Sergeant Pomfrey let's you out of jail?"

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A/N: Well, that's the first chapter and I'll update if you want me to. This is my second fic and reviews are greatly appreciated!