Sirius was sprawled in a chair, his eyelids frustratingly light, as he watched the flickering remnants in the fireplace. He really wished for something to occupy his mind but James was exhausted from Quidditch try outs all day and Peter always slept as much as he could, Remus could be no help either as he was off patrolling and wouldn't be done for a while. With a sigh he pulled himself to his feet and decided to risk any other prefects out and about to take a walk.

The corridors past curfew were always the best place to collect thoughts, silent and serene, and he let his mind wander over the previous summer. Of course he'd had the best summer he could remember, being with James and able to freely do whatever he wanted… but he still couldn't help but think of his family and so he climbed the stairs to reunite with them.

It was rare that anyone ever visited the astronomy tower on a night they'd had class for fear of getting caught, but Sirius heard the footsteps and turned to face where they would let out, head cocked in curiosity. His face registered slight surprise when a fiery halo of hair appeared, attached to the head of one Lily Evans. Her expression went from boredom to upset in record time.

"Black! What are you doing up here?" her voice was coloured with accusation and under normal circumstances he would've risen to this, responded with some sarcastic remark and a cheeky grin, but he wasn't in the sort of mood that night.

Lily huffed when he stayed silent and walked a few more steps towards him, "I'll have to take points from Gryffindor you know." He made a face and laid himself back down on the stone floor. "I'm not doing anything of consequence, what's your excuse?" Her eyes were full of fire and she propped her fists up onto her hips. It always amused him how he didn't have to anything at all to make her angry, simply existing seemed to do the job. With James she paid no mind until he'd done something, and she got on all right with the other two. But with him she seemed to be perpetually mad, though really he'd never given her any more reason to be than his best mate.

"I'm on patrol duty. So give me a good reason I shouldn't write you up for detention." She expected a smirk or some smart reply but he only propped himself up on his elbows in order to look to her, his eyes…pleading? That was strange, she thought he enjoyed detention. "I'm only looking at the stars. Why don't you join me, patrolling alone can't be to entertaining." She scoffed and moved her arms across her chest. "That's not the point, it isn't supposed to be…" she stopped herself and sighed dramatically before sitting on the ground in a pout. "I was coming up to look at them anyway…"she admitted quietly, "I do it all the time, that's why I volunteer to take this route." She shot a glare at Sirius expecting an arrogant grin, but he wasn't even looking at her as he'd went back to his star gazing.

Pulling her knees to her and propping up her chin she looked out across the night sky and thought it wasn't so bad as long as he stayed quiet. Though that didn't last long at all. "You're doing it wrong." Lily's eyebrows immediately furrowed. "What? I can't do it wrong, there is no wrong way."

"Maybe, but there are better ways. You cant just stare at them, lie back and let them fill up everything, surround you, you know?"

She blinked, "Are you serious?"

He chuckled, "Always am, just give it a go."

She was wary but nevertheless after an exasperated sigh, stretched herself out on the cool stone. He hadn't been wrong, the sky looked much wider this way, and it was almost as if she could fall into it.

"Told you." He said even though she hadn't made any outwards signs that made him right. She rolled her eyes and ignored it only to be surprised a moment later with his continued tone. "So why do you come here?" He said it in what could only be described as a normal voice. There was so sarcasm, there was no arrogance, there was no condescension; she wondered if this was how he spoke in the dorms with only his friends or if it was saved for quiet moments like this. It scared her a little, how at ease it put her, how gentle it seemed. She wanted to be angry but she couldn't manage it.

"Its easy to clear your mind, I like that." Sirius hmm'd in agreement and she tilted her head to look at him but he was still staring at the stars. His eyes moved across the sky in a pattern that almost seemed familiar to him so Lily turned the question back at him. "Why do you?" He sighed, knowing she would ask he had a perfectly good lie ready to tell her but he wondered for a moment why he shouldn't just tell her the truth. It wasn't like he hadn't heard it all before.

"They remind me of my family." His said without much emotion, not only because he could feel her eyes on him. "Looking at them all, picking out each person… its easy to pretend we're all as we should be." He pointed up at the brightest star, "That's me. Sirius. Or what I'm supposed to be. The brightest and best. Its the Dog Star too." The corner of his mouth rose and Lily snorted, he shot her a glare.

"Well it's fitting."

He ignored her and continued tracing the constellations. "Alphard, hes my uncle. Pretty great one too. He got blasted off our family tree when he helped me out this summer. And Andromeda is there, the only cousin I could ever stand. She got blasted off as well. Theres my dad, Orion… and Bellatrix." The name fell from his mouth like poison. Lily was entranced, for lack of better word, he'd never been like this around her and she was so used to knowing he was up to no good that she hadn't thought this side of him even existed. He seemed normal.

"And then theres Regulus…" he trailed off and let his arm fall back down by its side. She wished there was more light out so she could make out his face, his expression. He might not have told her directly but it was easy to deduce what had gone on with him and his brother over the summer. She knew he had been staying with James and she also noticed occasionally the way he would look over at the slytherin table during meals, something like forlorn crossing his face. But it was only ever for a moment and she realized he must keep so much to himself. His friends hated his family and were all only childs, they'd probably never understand how he could want to work it out or how he could miss people they had such opinions on. But she certainly did.

"I've written fourteen letters to my sister Petunia this term." He looked over at her, expressionless as far as she could tell. "She never writes me back but I know she gets the letters because Mum makes sure…" Sirius had sat up now covering his face in shadow as he looked down at her. Lily kept her eyes wide on his knee. She hadn't really talked to anyone about her sister either and so her voice was almost inaudible. "She hates me… just because I do magic." He moved closer to her to wipe a tear that had fallen from her cheek and looking up she could see his face clearer. His eyes had softened and he had a look on his face that she had seen countless times over the last few years, in the mirror.

"We used to be inseparable." She said as she sat up to face him.

"Us too… he won't even talk to me now."

And then they sat quietly, their faces both identical masks of heartache and in this moment they both knew that no one, not either of their sets of friends and certainly not their families, had ever known them as they knew each other right then and none would never understand.

A/N: I had a friend go over this and change a lot of the dialogue, she's just so much better at it than I am. Made more of an impact I think =]