Quick note before the story begins: This story is set during Prisoner of Azkaban. I did my best to have the events in my story to coincide with the real events in the series, but there will be occasional discrepancies with the original plot.

Thanks for reading, I hope you enjoy the story!

...

"Come on, Fred, George, quickly now!" Mrs. Weasley said feverishly as they all hustled across Platform 9 3/4 at King's Cross Station. "You've got everything, haven't you? Your books, your robes?"

Mrs. Weasley was shepherding all of the Weasleys, Hermione, and Harry towards the train. Smoke whistled from the scarlet engine and witches and wizards were walking about everywhere, seeing their kids off on the Hogwarts Express. Fred and George were both lugging their trunks unceremoniously behind them as Mrs. Weasley seemed to triple check that all the children and their belongings were there.

"Goodness, woman, you'd think we haven't been to Hogwarts four times prior to this with the way that you're speaking," said Fred with mock exasperation.

"Well, I know how you two get!" Mrs. Weasley defended. She kissed them each on the cheek as they climbed the steps. "Love you, boys. Please be good."

"Love you too, Mum," the twins said together.

"Arthur! Arthur, what are you doing? It's about to go!" yelled Mrs. Weasley to her husband, who was talking to Harry as the whistle trilled again. The twins both lugged their trunks onto the train, leaving their family behind.

"Let's find a compartment," said George, and Fred nodded in agreement. They walked down the aisle of the carriage and peered in each compartment. They all seemed to be full... They finally reached one in which a lone witch sat, staring thoughtfully out the window as the train lurched and began to move. Fred and George both poked their heads in.

"Excuse me," said Fred with a friendly smile. The witch looked over. "Do you mind if we sit in here? The rest seem to be full."

"Not at all," she replied. Her voice was timid yet melodic.

Fred and George grinned and entered the compartment. "Thank you, that's very kind of you," said George. They hauled their trunks onto the luggage rack and sat down opposite to her, settling themselves. The witch looked at them curiously and cautiously, and George extended his hand to her. "My name is George. George Weasley. And this is Fred. And you are?"

She smiled thinly and shook George's hand. "My name is Matilda. Matilda White," she said.

"Pleasure to meet you, Matilda," Fred said enthusiastically, still smiling. Matilda, though seemingly shy, smiled at him. Fred and George got a good look at their travel companion as she did.

She was a small girl with pale skin and light freckles flecked across her cheeks and nose. She had wavy black hair that fell a bit past her shoulders, and her acute dark eyes were framed with rectangular glasses. Her face was pretty and angular, but seemingly full of mystery and reservation at the same time. The most notable physical attribute she had was a long, ragged scar that branded her neck. It was thick and disappeared beneath the neckline of her shirt. It looked as if something jagged and sharp had been dragged recklessly across her skin. Fred and George made note not to stare and merely smiled at her in an attempt to be friendly.

"So, Matilda, what year are you in?" George asked casually, leaning back in his seat.

"I'm in fifth year," Matilda replied.

"Really? So are we," said Fred. He tilted his head at her, as he didn't really recognize her. "You musn't be a Gryffindor."

Matilda shook her head. "No. I'm in Ravenclaw."

"Ah, that would make sense," Fred said, nodding. "We've been cheated out of class with Ravenclaws for years! Hopefully we'll have a few this year."

"Yeah, maybe Defense Against the Dark Arts," George said, nudging his brother. "You reckon we'll get a half decent teacher this year?"

"Hopefully," Fred replied. "But anyone has to be better than that Lockhart git. I just can't wait to learn about vampires and werewolves and grindylows...all sorts of Dark creatures. What about you, Matilda?"

When Fred and George looked at her, they saw that Matilda had suddenly clammed up at the mention of the subject. It took a second for her to reply. "Oh...oh, yes. Hopefully we'll have a much better teacher," she said absently. The twins both nodded but threw each other a sideways glance. Matilda was certainly shy... They wondered if they could break her out of that. Fred and George grinned at each other and both leaned forward.

"So, Matilda, tell us about yourself," Fred mused casually.

Matilda looked at the two of them as if this was a strange question. She seemed almost startled by their enthusiastic nature. "About myself?" she repeated.

"Yeah, just about you," said George. "For instance..." He motioned grandly to himself and his brother. "Fred and I here are the greatest mischief makers that Hogwarts has ever seen."

"Right you are, George," Fred said with confidence. "Best pranksters and jokesters for decades!"

"We're anomalies, really," George said in a mock casual tone.

"Legends, in truth," Fred bantered right back. At this, they both grinned and winked, and they saw Matilda smile too. She laughed melodically.

"Wow, what an honor it is to be sat with you on the train, then," Matilda said, playing along as well.

"Quite so, Miss White," George said, smirking and winking at her. He leaned back in his seat once again. "So, what about you? What's fantastic and interesting and exciting about you?"

Matilda shrugged a bit. "There's not really much interesting to say," she told them.

"Oh, rubbish," George said dismissively. He leaned forward again and, in a slightly gutsy move, indicated Matilda's neck. "Take that scar, for instance. That's pretty interesting. Where did that come from?"

At this, Matilda looked startled, almost affronted. Her hand went up, George guessed it was instinctively, to cover her scar. She stared at him for a moment, but George didn't falter. After a minute of shocked staring at George, her face finally softened. She realized that he didn't have cruel or malicious intent; he was innocently curious and genuine.

"I...I don't like to talk about it," she said quietly.

George put his hands up in surrender. "Fair enough," he said simply. He waved a hand in dismissal. "All right, I'll quit badgering you for now, but you ought to give me an answer in the future, got it?"

Matilda smiled a bit and nodded. "Okay."

George grinned and nodded, satisfied. Despite the fact that George had mentioned a seemingly sensitive topic, which Fred in turn elbowed him for when Matilda wasn't looking, Matilda seemed to warm up to them as the train ride went on. She smiled more and laughed a lot at their jokes. She seemed to Fred and George to have a nice personality despite her reserved nature. They taught her how to play Exploding Snap, which she seemed to like, and when the trolley came around, they bought loads of Chocolate Frogs, Licorice Wands, and a stack of Cauldron Cakes to share. Just as they were finishing their sweets, the lights flickered on the train.

Fred looked up at the light and scowled as he swallowed a Cauldron Cake. "That's peculiar. What's wrong with the lights?"

Matilda looked out the window, the landscape now dark and dreary with rain, and slowly coming more in focus; the train was slowing down. "We can't be at Hogwarts yet, can we?"

"No, we've still got a ways to go..." George said slowly. Just as he finished his sentence, the light on the train vanished completely. The train had stopped abruptly, and the rain could be heard pounding against the windows.

"What's happening?" Fred asked quickly.

"Shh, be quiet!" George said, who was straining to listen to any commotion.

"Lumos," whispered Matilda, whose wand in turn lit the dark compartment.

There was quite a bit of stirring heard just then on the train, compartment doors opening and murmurs of voices. Fred was now squinting out the window as well, trying to see through the raindrops and condensation. "Is something coming near the train?" he asked. Matilda looked around the compartment, guiding the light, her face looking like she had an ominous feeling.

Just then, a scream was heard from the train. George looked startled. "What in the bloody hell was...?"

He didn't get to finish his sentence. Their eyes widened as a large, floating, black-hooded creature hovered in the doorway of their compartment, which had slid open without any of them touching it. Fred and George gawked at the towering figure and immediately felt the happiness and life being drained from them, leaving a cold emptiness in its place. A cold draw of breath could be heard from the figure's black hood, as if the rattling itself was responsible for the life being sucked out of the room. The creature's face was unable to be seen, but a gnarled hand was visible from its billowing black cloak. George felt sick and clutched his brother's arm.

The creature hovered menacingly, its presence draining more of the warmth and cheer by the second. Matilda's wand was illuminating it ominously, but then the source of light suddenly dropped.

"Matilda?" George croaked. But then their eyes widened when they turned to their friend.

She had a glassy look in her eye, her face pale glazed over and locked in an expression of terror. Slowly but surely, the glassy look faded, soon replaced by evident dwindling consciousness until she collapsed completely. Fred and George regained enough of their senses to quickly support her.

"Help, somebody!" Fred called out as they hoisted Matilda back into her seat, though still unconscious. The compartment was still cold and hopeless, and everything seemed like a blur as Fred and George tried to help their friend.

"What happened to her?" George asked frantically as they propped up Matilda.

"I'm more concerned about THAT!" Fred said frantically, gesturing to the towering terror in the compartment door.

Just then, though, the towering figure seemed to be warded off. The twins saw a flash of silver outside the compartment, and the force seemed to deter the creature away. As it glided off, the world came back into focus for the twins and the cold finally began to fade. The lights came back on, and when they looked up, another person was stepping into their compartment. It was a man, rather young despite the tired and exhausted look of him. He had light brown hair with flecks of gray that certainly didn't match his young age. He was wearing a shabby set of wizard's robes and was tightly clutching his wand in his hand. As Fred and George looked up, he put his wand into his robes.

The stranger quickly went to Matilda's side and began to wake her, shaking her shoulder gently. He looked up at Fred and George briefly. "Are you boys okay?" he asked.

"We're fine," Fred said quickly, looking at his friend. "But what was that?!"

The stranger didn't answer, as Matilda began to wake up. She looked dazed and tired but blinked at the realization of light. The stranger supported her as she sat up. "Are you okay?" he asked her carefully.

"I...I'm okay," Matilda said, rubbing her head and still blinking. "What...what was that...?"

"It was a dementor. They're the guards of Azkaban." The stranger pulled a bar of chocolate from his pocket and broke it into pieces, handing one each to Fred, George, and Matilda. "Eat this, it'll help."

The twins and Matilda obeyed. Fred and George instantly felt some warmth replaced in themselves, and Matilda looked instantly better once she had a bite too, as her pallor and terror had all heightened with the dementor and her black out.

"A few dementors found their way onto the train," said the stranger grimly. "Three of them, I believe. That must've been the last one..."

"Is everyone else okay?" Fred asked quickly, concerned as to who else might've been in its presence. "Our brother and sister, they're-"

"They're fine. They were in the compartment I just came from," said the man. "A dementor first showed up there, but your siblings are fine. That's why I thought I'd check the rest of the train."

"Those things seemed to suck the life out of everything, the gits," said George. "I felt cold and empty and hopeless when it came in."

The stranger nodded. "That's what dementors do. They virtually suck the life out of everything, yes. Make you feel cold and lost. That's why they guard Azkaban."

"But what happened to me?" asked Matilda, who had apparently realized that she was the only one that reacted so badly. "Why did I fall unconscious?"

The man opened his mouth to respond, but hesitated. "Dementors, they...they prey on the bad feelings and memories a person has. Some have more than others. Their effect depends on the person." He left it at that, not seeming to want to say much more. "If you'll excuse me..." He quickly left the compartment and headed down the carriage.

Fred, George and Matilda all settled back down and finished their chocolate. The twins looked hesitantly at each other, then at their new friend, who still looked a bit shaken. "Are you sure you're all right, Matilda?" Fred asked hesitantly.

"I'm fine," she said quickly without looking at them. "I...I'll be fine..."

Her tone made the matter sound final, so Fred and George dropped it. They rode the rest of the way to Hogwarts in silence. When they finally arrived at Hogsmeade Station, most students seemed a little frantic by the appearances of the dementors. Matilda seemed to pretend not to notice. As the twins and Matilda fought their way through the rain into the carriage, Fred and George just hoped that their new friend was all right...