The first of September was the first day in over a month that the trio didn't have to work their way through a series of grueling drills, but the chaos that preceded their departure for Kings Cross almost made up for it. As per usual, Harry had yet to finish packing his trunk when his alarm went off that morning, and he spent every spare minute after a hasty breakfast dashing up and down the stairs in search of this essay or that book. Though Draco had finished packing the night before, he kept finding random essentials that he'd forgotten and therefore reopened his trunk no less than six times in the span of half an hour, and next door, Hermione was failing miserably at trying to coax a highly grumpy Crookshanks into his wicker basket. Lily put the finishing touches on the sandwiches she always made for the children as Sirius loaded the car, which was a difficult task considering his sons' procrastination. Finally, four Potter-Blacks, three Grangers, three trunks, two owls, and one Kneazle-cat were comfortably situated in Lily's magically expanded car and on their way to London. In spite of their frenzied departure, they reached Kings Cross considerably earlier than they had the previous year, and everything was on the train with plenty of time to spare.

"Have a good term," Lily said as she hugged each of the children in turn. Hermione's parents and Sirius embraced them as well, and they exchanged farewells and wishes for a safe trip, chatting mindlessly in their last minutes together. Finally, the warning whistle blew, and Harry, Draco, and Hermione stopped inside the carriage door to wave goodbye one last time before retreating to their compartment. Hermione took pity on Crookshanks, who'd been making discontented noises all the way from Surrey, and let him out of his carrier. He leapt gracefully from the basket onto an empty seat, stretched luxuriously, and turned around three times before curling up for a nap.

"Silly cat," Hermione said fondly, stroking his thick orange fur. Crookshanks' grumblings changed to a low purr.

The boys were just setting up the chessboard when the compartment door slid open.

"Well, well, well, looks like somebody's been busy this summer!" a familiar voice said.

"Ginny!" Hermione jumped from her seat to hug her friend. "It's so good to see you!"

"Right back at you," Ginny said with a grin, stepping into the compartment and hugging Harry. "My God, what did I miss? You guys look good!" Harry laughed.

"You missed Mum and Padfoot putting us through our paces day in and day out," he replied. "We worked hard, that's for sure."

"Feeling left out, Gin?" Draco asked teasingly as he reached around Harry to embrace her as well.

"Very," Ginny said, sticking her lower lip out in an over exaggerated pout. The others burst out laughing at the look, and even Ginny couldn't hold it together for long before she dissolved into giggles.

"Oh, I missed you lot," she said with a chuckle as she sank into an empty seat. "Tell me what you've been up to, yeah?"

The trio spent nearly an hour filling Ginny in on the details of their summer – she thought their workout sessions sounded intense but agreed that the idea was a good one, and she asked if she might join them if they continued the training through the school year.

"War stands aside for no one," she said practically. "It might not happen for years, but we can't be too prepared." The others readily agreed and assured her that while they weren't sure if they'd have time to continue their exercises at school, Ginny was more than welcome to join them if they did.

After lunch, the friends had several other visitors. Neville Longbottom stopped in to say hi and stuck around for a game of Exploding Snap, and Blaise Zabini and Tracey Davis greeted them enthusiastically when they passed on their way to visit friends a few compartments over. Ron Weasley's appearance was a little awkward – Ron had been attacking his fellow students through an enchanted diary for most of the previous year, and while it wasn't directly his fault, Hermione had been one of the victims.

"I…I just wanted to let you know I'm sorry," the redhead stammered as he stared at his shoes. "I'm sorry I did all of those horrible things, and I'm sorry I was too stupid to realize what was going on."

"Ron," Hermione said gently, "being controlled by Voldemort doesn't make you stupid – you heard Dumbledore, even fully qualified witches and wizards would've fallen prey to the diary the same way you did. Just…be more careful and more aware next time, alright?" The silent suggestion that their relationship wasn't severed beyond repair seemed to cheer Ron up a little, and though he didn't stay, it was with a much lighter tone that he bid them goodbye, promising to see them later at Hogwarts.

Ginny rolled her eyes as soon as her brother had shut the compartment door.

"Mum was livid when she found out," she said. "I mean, that Ron had been doing those things all year. First she went off on him for trusting the thing so blindly and never bringing it to the teachers' attention, and then she demanded to know where he'd gotten it."

"But he doesn't know, does he?" Harry asked.

"No, he doesn't," was the confirmation.

"Do you think they're connected?" Hermione wondered aloud.

"Do we think what are connected?" Draco asked.

"Well…in our first year, there was the whole thing with everyone being Imperiused – Professor Quirrell, Madam Hooch – and though there wasn't any proof, it seemed like Voldemort was involved somehow. Then we had the diary last year, Voldemort's diary, and all the problems that came with it. I can't help but wonder if the same person is orchestrating all this."

"You mean Voldemort?" Harry questioned.

"Well…either him or one of his followers," Hermione confirmed. "I mean, they never caught who was behind anything from either of the last two years…at any rate, we should probably keep an eye out for anything that seems off this year, just in case."

"That sounds like an excellent idea, Hermione," said a new voice. The group turned their heads to the compartment door, where a young man in threadbare robes stood grinning at them.

"Moony!"

"That's 'Professor Lupin' to you, Mr. Potter," Lupin said with a smirk, taking an empty seat by the door and ruffling Harry's hair. "Miss Weasley, it's a pleasure to finally meet you. I've heard quite a lot about you from these three."

"Likewise," Ginny replied, accepting Lupin's handshake. "And please call me Ginny."

"What are you doing on the train?" Draco asked as he unwrapped a chocolate frog.

"Reliving my youth," Lupin replied, smiling slightly. "Dumbledore gave me the option to Floo, and I could always Apparate, but there's something about the Hogwarts Express that can't be duplicated. Toss me a Cauldron Cake, would you? I'm starved."

Their happy chatter carried on for some time until quite suddenly, the Hogwarts Express began to slow.

"We can't possibly be there yet," Hermione said, checking her watch with a frown. "We're still at least an hour away, probably more…"

"Any idea what's going on, Lupin?" Harry asked. Lupin stuck his head out the compartment door, students up and down the train mirroring his actions.

"I don't know, Harry," he said, a frown matching Hermione's on his face. "Perhaps we've broken down – it's rare, but it has happened before. I'll go ask the conductor…" The lights on the train suddenly flickered before dying completely, plunging everything into darkness.

"What on earth…"

"Ouch! Harry, that was my foot!"

"Sorry…"

"Draco, what'd you stand up for? Ow…"

"No, you can't sit here, you idiot, I'm already here!"

"Everybody stop moving!" Lupin ordered. He withdrew his wand from his cloak and muttered a quiet "Lumos," bathing the compartment in soft light from his wand tip. Everyone else echoed his movements, and soon they were all able to see again.

When the compartment door creaked open, however, they were wishing they were still in the dark.

A cloaked figure, so tall it wouldn't be able to enter the compartment without stooping, filled the doorway. They could see nothing of what lay under the cloak save for the hand that had opened the door, which was little more than decayed bone and smelled like it had recently died. Stomachs clenched in horror and disgust as the children subconsciously leaned away from the intruder. Their wand lights all went out at the same time, and somebody yelped as the creature drew in a long, rattling breath, freezing air sweeping through the tiny compartment. Only Lupin seemed unaffected by the creature's presence. Raising his wand, he said, "None of us has anything to hide – go." When the creature didn't move, he murmured a spell they couldn't hear, a gleaming silver orb bursting from his wand. The creature recoiled and fled, obviously not liking the orb, and several agonizing moments later, the lights came back on and the Express began to move once more.

He crouched in the corner of the room, his arms over his head. At first, he thought they'd just been playing – after all, he and Dobby had done something similar just the day before, hadn't they? – but then the bookshelf had collapsed, heavy tomes raining down everywhere, and he knew it wasn't a game. He should've known earlier – Father never played – but now it was too late. A painting shrieked as a stray jet of light shredded it to ribbons, and he tried to make himself even smaller, now very scared. Multicolored lights continued to fly around the room – an antique vase exploded into thousands of tiny pieces, the table crashed to the floor as its legs disappeared, and the smell of fire told him that something was burning.

The door burst open, nearly flying off its hinges as someone entered the room, the newcomer ducking to avoid a fresh spell.

"Lucius, where is he? Oh my God…Lucius, stop…listen to me, it's me, Narcissa, your wife! Draco…DRACO!"

Another explosion, this one much closer to his hiding place. Why was Mother yelling? She was always so calm…he didn't understand, and he was so afraid! He tried to keep quiet, he really did, but something sharp hit his shoulder and he couldn't contain his pained yelp.

The noise was his downfall – in seconds, a barrage of spells attacked his hiding place, books and shrapnel thundering down all around him. He tried to move, but something was pinning his left leg in place, and a shooting pain shot up the appendage, causing him to whimper again. Finally, one of the spells hit home, slamming straight into his chest.

The last thing he heard before he passed out was his mother's frantic screams.

"Harry…Draco…my God, are you alright?" Hermione had recovered first, and she now sounded very scared. Both boys were deathly white and drenched in a fine layer of sweat.

"Eat this, all of you," Lupin instructed as he passed out pieces of chocolate. "It'll help you feel better." Wordlessly, the children accepted the chocolate, and they did indeed feel like a weight had left their shoulders as soon as they bit into the sweet treat. Lupin also conjured large glasses of water for Harry and Draco, who still seemed far worse off than anyone else.

"What happened, Professor?" Ginny asked timidly. "What was that…thing?"

"That, Ginny, was a dementor," Lupin replied gravely. "They guard Azkaban and hardly ever leave, so I can't imagine what it was doing here, although it seemed to be looking for something."

"And a Patronus can drive one away?" Harry asked shakily, somehow finding his voice for the first time since the dementor's appearance.

"A proper one, yes," Lupin said, "although they're very advanced magic."

"Are you both alright?" Hermione asked the boys once again. When Draco merely drew his knees to his chest and hugged them, his eyes wide and wet, Hermione looked to Professor Lupin in a silent plea for help.

"Dementors feed on emotions," he said gently. "They suck all the happiness out of a place until its inhabitants are left with nothing but the darkest, worst moments of their lives – it's why so many of Azkaban's inmates go mad, you see. These two" – he gestured to Harry and Draco – "have a darkness in their pasts that we do not, and I suspect the dementor's presence brought some long-suppressed horrors to the surface." All was quiet for a moment as the children digested this new information.

"I heard Voldemort murdering my dad, Moony," Harry managed to say. "Heard him tell Mum to take me and get out."

"Oh, that's horrible," Ginny murmured, reaching over and clasping Harry's hand tightly. She'd felt the cold and been scared stiff when the dementor had come in, but she hadn't experienced anything even remotely close to what Harry had.

"Dragon, please talk to me," Hermione pleaded softly. She took Draco's hand in her own and ran her thumb lightly across his knuckles. Hermione had heard secondhand from Harry how insecure and scared Draco had been when he'd first come to live with them, but as she hadn't met them until three years later, she hadn't really seen the full extent of how badly Draco's first four years of life had affected him.

"She destroyed my family," he finally whispered, a few traitorous tears making their way slowly down his pale cheeks. "My mother is dead, my father almost killed me, and it's all her fault." He buried his face in his knees, unable to say anything further, and Hermione wrapped her arms around him.

"Just because we're not blood related doesn't mean we're not your family," she said quietly, "and we're not going anywhere." Draco merely burrowed further into her embrace, and the only sounds in the compartment for several long minutes were sniffles as they all cried silently.

The remainder of the train ride was much more solemn and subdued, and the friends were exhausted both physically and mentally as they made their way to the carriages in Hogsmeade. First trolls, then basilisks, and now dementors…how much more could they possibly take?

A/N: Well...not exactly a happy chapter, but it did what it had to do.

Thank you so much for the follows/faves/reviews! Glad to see so many familiar faces continuing on to part 3, & welcome to the newcomers as well! Hopefully the story continues to entertain...loved hearing all your thoughts on the prophecy btw!

JKR owns all things Potter, I just play. Please consider leaving a review, & enjoy! :)