The trip had never been this gloomy before. It was always happy. Reuniting with friends and getting ready for the coming months together. Finishing summer work at the last – very last – minute. Chatting insistently and cheerily. None of that was here this time.

Remus stood in the corridor of the old, red steam engine. So familiar, so many memories. But so different as well. He went straight to the last carriage, into the very last compartment. Students didn't typically like that compartment, if he remembered correctly. And they probably wouldn't want to be sitting with a teacher. He set his briefcase on the overhead rack, name facing out. Light caught on the gold letters and shone. Professor R. J. Lupin Sirius had given it to him years ago. . . . How many years now? Had Harry been born yet? Was Peter a Death Eater by that point? Were James and Lily even married then? At the least, it had been twelve years. Probably more.

Bad memories. Old friends. Gone. He shook his head to dispel the thoughts racing to his mind. It worked just like the Patronus charm, really. At least he felt that it did.

After clearing his mind, Remus removed his jacket, sat down under his briefcase, and he curled up in the corner with his jacket as a blanket. When he heard others loading the train, he wrapped his hand around his wand – just in case. He felt the train pulling out of the station, picking up speed. Soon after the train gained full speed, the door to his compartment slid open. Well, he apparently wouldn't be spending the trip alone. Their was a hesitation. Probably students that didn't want to be around a teacher. Grand.

"Who d'you reckon he is?" hissed a voice. Male by the sound of it, and still fairly young. Maybe fourth year. The door slid shut and the students took their seats. Remus could hear the puffs when they each sat.

"Professor R. J. Lupin," a second voice responded quickly. Definitely girl, about the same age as the other kid.

"How d'you know that?" demanded the first voice.

"It's on his case," the girl replied. There was a slight swish of clothes, meaning she had probably pointed to indicate the case.

"Wonder what he teaches?" asked the first voice. Heh, that seemed fairly obvious to Remus. What position was always open every year?

"That's obvious," the girl answered. "There's only one vacancy, isn't there? Defence Against the Dark Arts." Remus thought he would thoroughly enjoy teaching this girl. She reminded him so much of. . . . Bad memories again.

"Well, I hope he's up to it." the boy sounded doubtful. Odd, but only two students had said anything, and Remus had been so certain he heard three sets of footsteps and three people sit. "He looks like one good hex would finish him off, doesn't he?" Oh how wrong that poor boy was. If one good hex would finish of a werewolf, why, there wouldn't even be a problem with lycanthropes. "Anyway, what were you going to tell us?"

Finally, the third voice spoke. Another boy the same age as the other two students. The voice sounded so familiar. So eerily familiar. Then he heard the boy say "Sirius Black is after me. He wants me dead." Very little of the two sentences actually sunk in at that moment. But the way he'd said 'Sirius Black'. . . . That was it. The boy had to be Harry. He'd said the name with the exact same inflection as Lily always had. And his tone of voice, sounded just like James. It had to be Harry.

"Sirius Black escaped to come after you?" the girl asked in awe. "Oh, Harry. . ." So it was Harry! "You'll have to be really, really careful. Don't go looking for trouble, Harry."

"I don't go looking for trouble," Harry replied a bit sharply. "Trouble usually finds me."

"How thick would Harry have to be, to go looking for a nutter who wants to kill him?" the boy asked. "No one knows how he got out of Azkaban. No one's ever done it before. And he was a top-security prisoner too." This conversation was going down a dangerous road. Remus had never fully made up his mind whether or not he believed the rumours everyone else accepted about Sirius. Everyone who kept spreading them had obviously either not known him as a teen or had a grudge against him. . . . That left open about the entire population of the world.

All the boys who couldn't get a date held a grudge against him. He attracted all the girls. All the girls who had ever liked Sirius had a grudge against him. He was too serious about becoming an Auror while still maintaining his top-prankster status to consider a girlfriend. Of course, this was if he wasn't gay. Severus held a grudge against him. There was the whole incident from sixth year. But Professor McGonagall, Professor Dumbledore, Professor Flitwick. . . . They all had known Sirius. Professor Dumbledore had, of course, tried to tell everyone that Sirius was innocent.

But Remus had trouble believing it with all the evidence he was given. Sirius had come from a long line of Pureblood wizards, all of whom had dabbled in or mastered the Dark Arts. All of whom hated muggles. Except for Sirius. As a matter of fact, it was almost more likely that Peter had been the one to betray Lily and James. He could have just. . . .

"What's that noise?" the boy asked suddenly. Remus was pulled from his thoughts as well. He hear the faint, tinny whistle coming from somewhere above where one of them had sat down. It sounded like a Sneakoscope. "It's coming from your trunk, Harry." Someone moved, presumably to get find the item making that horrid whistle. Of course, the whistle was supposed to be loud and obnoxious enough to make you notice it. But that lead to an entirely new stream of questions, starting with: Who in the compartment was untrustworthy to Harry? Was one of the other two students using him? Surely not. There was more rustling from the area the whistle was coming.

"Is that a Sneakoscope?" the girl asked, sounding very interested.

"Yeah. . . ." the boy answered. "Mind you, it's a very cheap one. It went haywire just as I was tying it to Errol's leg to send it to Harry." So the boy must be a Weasley. Remus remembered that Arthur and Molly had never had a lot of money. They also had had and adorable owl named Errol. But certainly Errol was dead by now? Or at least close enough to not be used for deliveries anymore.

"Were you doing anything untrustworthy at the time?" the girl asked shrewdly.

"No! Well . . . I wasn't supposed to be using Errol. You know he's not really up to long journeys. . . But how else was I supposed to get Harry's present to him?" Must be the same owl then. So he was a Weasley.

"Stick it back in the trunk," Harry said, "or it'll wake him up." Of course Harry had to mean Remus. However, they were unaware to the fact that Remus was fully awake. The teens began talking again, about teenage things. Hogsmeade, mainly. Apparently Lily's sister and her husband hadn't given Harry permission to go. Poor bloke.

Remus heard what sounded like some kind of straps being undone. "Don't let that thing out!" Weasley protested. Remus heard a cat meow and yawn, probably coming out of a travelling basket. "Get out of it!"

"Ron, don't!" the girl almost growled. Remus bit into his lip to keep from laughing. However, a small sound escaped. He decided to play it as a groan while shifting in sleep, so he turned his head and shifted his shoulders into a more comfortable position. This seemed to satisfy the students.

Several hours passed and Remus heard the trolley witch arrive. He remembered her. James and Sirius always got loads of Cauldron Cakes and Pumpkin Pasties where Remus preferred Bertie Botts. "D'you think we should wake him up?" Weasley asked. "He looks like he could do with some food." Well that was a kind sentiment. Of course, if he was indeed a Weasely, he'd be Molly's son. And Molly had always told him the same thing: 'We need to fatten you up, Remus John Lupin! You'd don't take proper care of yourself!'

Remus heard someone approaching him carefully. "Er – Professor?" the girl asked. "Excuse me – Professor?" He stayed carefully still.

"Don't worry, dear," the trolley witch said sweetly. "If he's hungry when he wakes, I'll be up front with the driver." He heard her rolling the cart of sweets away.

"I suppose he is asleep?" Wealsey asked quietly. "I mean – he hasn't died, has he?"

"No, no. He's breathing," the girl whispered back.

Later into the afternoon, three new sets of footfalls approached their compartment. "Well, look who it is. Potty and the Weasel." Only one family in the world could posses that lazy and overconfident drawl. He had to be a Malfoy. Two people chuckled at Malfoy's 'joke'. Probably his croonies, for a Malfoy never tormented without muscular backup. "I heard your father finally got his hands on some gold this summer, Weasley. Did your mother die of shock?" One of the three students stood up quickly, knocking something to the floor. The sudden sound startled Remus and he snorted. "Who's that?" Malfoy asked, sounding almost apprehensive.

"New teacher," Harry explained as someone else stood, probably Harry himself. "What were you saying, Malfoy?"

"C'mon," Malfoy murmured and the three sets of feet left.

Harry and ( who Remus assumed was ) Weasley sat down. What would his name be? The Weasley boy closest to Harry's age. . . . Ronald wasn't it? "I'm not going to take any rubbish from Malfoy this year. I meant it! If he makes one more crack about my family, I'm going to get his head and –!"

"Ron!" the girl hissed. "Be careful . . . ." Remus smiled to keep from laughing. He could only imagine what kind of gesture Ronald had made. At least now he knew two of them. Harry Potter, Ronald Weasley. . . . But who was the girl?

"We must be nearly there," Ron said just as the train started slowing. "Brilliant. I'm starving, I want to get to the feast. . . ." He stood and walked carefully towards the window. Or at least, Remus assumed it was Ronald.

"We can't be there yet," the girl said uncertainly.

"So why're we stopping?" The train continued to decelerate. Another one of them stood up and the train jolted to a stop. Down the train somewhere, luggage had apparently fallen out of the racks. Suddenly, the lights went out. "What's going on?" Ron asked.

"Ouch! Ron, that was my foot!" the girl gasped.

"D'you think we've broken down?"

"Dunno," Harry replied. There was a squeaking sound directly in front of Remus's head. Probably one of them trying to clear a space on the window to see out it.

"There's something moving out there. I think people are coming aboard. . . ." Ron explained. Exactly what Remus had been afraid of. Dumbledore had warned him that Dementors might check the train along the way, but he had been hoping otherwise. He quickly gathered together his happiest memories and thoughts.

The compartment door opened swiftly and Remus tightened the hold of his wand. Someone fell in. "Sorry!" So it was just another student. "D'you know what's going on? Ouch! Sorry –."

"Hello, Neville," said Harry.

"Harry, is that you? What's happening?"

"No idea! Sit down – ." There was a hiss and yelp. Apparently he'd tried to sit on the cat.

"I'm going to go ask the driver what's going on," came the girl's voice. She stood and slid the door open, followed by a thud and squealing. "Who's that?"

"Who's that?!"

"Ginny?" asked the first girl.

"Hermione?" asked the second, Ginny.

"What are you doing?" Hermione asked?

"I was looking for Ron –."

"Come in and sit down–.

"Not here!" Harry said. "I'm here!"

"Ouch!" said the new boy.

Finally, he couldn't take it. With all they noise, they'd surely attract the dementors. "Quiet!" he said hoarsely. He sat up and conjured some flames so they could see. All the student's frightened faces were illuminated. He looked around swiftly to figure out which one was Harry. It wasn't hard. He had Lily's eyes – those great, expressive emeralds – and looked just like James. "Stay where you are." He stood slowly, holding the fire in front of him. He was stiff after sitting still for so long. The door opened before Remus reached it.

Standing there was a cloaked figure that towered to the ceiling, it's face completely hidden by its hood. The dementor's glistening and decaying hand was still slightly outstretched, but soon returned to the folds of its cloak. It sucked in what would have been considered a deep breath, except that it was the kiss. All the warmth left the room and the flames in Remus's hands went out.

"None of us is hiding Sirius Black under our cloaks! Go!" But it didn't move. He held his wand arm forward and thought of his most happy memories. Meeting and forming the Marauders plus Lily, and all of them still loving and accepting him when they discovered his lycanthropy. "Expecto Patronum," he murmured. His patronus chased after the dementor, sending it away. He turned around to check on the students and saw Harry in a heap on the floor. His brow furrowed and he knelt next to the boy. The others all watched him with pale faces. He looked up at who he assumed was Ron Weasley ( the red hair and freckles gave it away ) and smiled. "He'll be fine."

"Good," he sighed.

Hermione knelt beside Remus, shaking slightly. "Pro-Professor?"

"Yes?" He asked calmly. But she didn't ask her question. The train lurched forward as the engines started again. Remus stood to relight the lanterns and allow the kids to be with their friend. Harry stirred, moaning slightly.

"Harry! Harry! Are you alright?" Ron called, tapping at his face.

"W-what?" Harry mumbled.

"Are you okay?" Ron's voice cracked nervously.

"Yeah." Remus saw Harry glance at the door, probably checking for the dementor. "What happened? Where's that – that thing? Who screamed?"

After a brief hesitation, Ron answered, "No one screamed."

Harry looked around. Remus thought for a moment then decided he needed to part with some of his chocolate stash. Harry needed it and it couldn't hurt for the others to have it too. He went to his cloak and pulled a big bar from one pocket. "But I heard screaming –." Snap. The bar broke into a few pieces.

"Here," he said with a smile, handing harry the largest piece of chocolate. "Eat it. It'll help." Harry took it, but didn't eat. Remus snapped the rest of the chocolate into smaller pieces.

"What was that thing?" Harry asked.

"A dementor," Remus replied as he passed out the rest of the chocolate. "One of the Dementors of Azkaban." All the students simply oggled at him as he crumpled the wrapper and stuck it in his pocket. He gave a lopsided grin. "Eat! It'll help. I need to speak to the driver, excuse me. . . ." He slipped past them and into the corridor. On his way to the front of the train, he pulled out a small piece of chocolate. Some muggle brand. It was shaped like a cone and wrapped in silver foil. He popped it into his mouth and let it melt.

When he arrived at the conductor's compartment, he knocked before sliding the door open. To his relief, he saw an owl there as well. The driver turned to look at him. "Good evening, Professor. Do you need something?"

Remus smiled and nodded. "How much longer till we get to Hogwarts?"

"Oh, about fifteen or twenty minutes." Remus nodded again, eyeing the owl. The driver laughed. "Go ahead. I keep him here in case there are emergencies." Remus blinked, taken aback, but smiled and thanked him.

He pulled out a bit of parchment and a muggle pen and began writing a hasty note. "Professor Dumbledore assumed correctly. The train stopped and dementors searched it. Harry was taken ill, but it seems as though the other students are all right. A bit shocked, but no harm done." He signed his name and handed the parchment to the owl. "To Poppy Pomfrey please." The owl blinked then flew out the window.

Remus went back to the last compartment and saw none of the students had eaten their chocolate yet. He smiled and said "I haven't poisoned that chocolate, you know. . . ." Harry finally took a bite and a surprised look came to his eyes. The others followed suit. "We'll be at Hogwarts in ten minutes. Are you all right, Harry?"

"Fine," Harry mumbled. Remus forgot that Harry didn't really know him. He smiled, slid the door closed, and went back to his seat. The bushy haired girl sat across from him, and the cat jumped into her lap.

Remus looked at the cat. It was ugly as sin, a squashed face, bottlebrush tail, slightly bowlegged, and that bright orange fur. But his eyes held a look of intelligence. He looked at Ron's pocket and didn't move his gaze. The girl stroked the cat and looked to Remus. "Hello, Professor. I'm Hermione Granger." She held out her free hand, which Remus shook.

"Remus Lupin," he smiled. "But I suppose you'll have to call me Professor Lupin, eh?" Hermione smiled a bit and nodded. The other students remained quiet, so Remus spoke again. "Is that cat yours?"

Hermione looked at it fondly, but before she could answer, Ron spoke up. "That's not a cat, it's the devil!" She threw a dirty look at Ron. Okay, so the cat was a bad subject.

"What year are all of you?" Turns out all but the little redheaded girl, Ginny, were third years. When that didn't start a conversation with any of them, Remus gave up and put his jacket on properly. When the train stopped, everyone scrambled to get out. Remus hung back to make sure all the students got out safely.

After he did get out, he saw Hagrid directing the first years towards him. He'd always loved Hagrid, one of the nicest guys there was. Hagrid smiled at him over the heads of the students. The half-giant told him to ride up in a carriage, so he went in the direction of the 'horseless' carriages. As a student, he had never seen the Thestrals, though he knew they were there. Now, he could see them clearly, after seeing so many of his fellow Order Members die. The Thestrals were magnificent creatures, though a bit odd. He saw a young girl with long, platinum hair petting one. And Neville, the rather large boy from the compartment, was watching one warily, though not in surprise.

How sad, that at such a young age, they both could see these creatures.

After the short ride in the carriages, Remus stepped out to see Malfoy bothering Ron and Harry. "Did yo faint as well, Weasley?" he asked loudly. "Did the scary old Dementor frighten you, too, Weasley?"

"Is there a problem" Remus asked mildly.

Malfoy tossed him and insolent glare, taking in his worn appearance. He said, sarcastically, "Oh no – er – Professor." Then he smirked at his croonies and led them into the castle.

Remus frowned at their backs. Malfoy was so much like Lucy – er. . . . Lucius, that it was bothersome. "This will be fun," he muttered sarcastically.

The rest of the evening passed rather dully. He watched the Sorting and noticed that Harry and Hermione were missing. Apparently Poppy had gotten his letter. But why was Hermione gone? Maybe she'd gone with him to make sure he was okay? Oh well, he was certain that they were all right, anyway. After the Sorting, Dumbledore introduced both him and Hagrid as the two new teachers. He received a lukewarm response, especially from Severus. He could already tell that this year would be rather. . . . intriguing.