First of all, massive apologies for the huge delay between the first and second chapter, from now on updates are likely to be waaay more regular but thank you everyone who has read the story so far I hope you are patient enough to continue with it J And thank you for all the reviews of the first chapter, as it is my first fan fiction I truly appreciate any encouragement, praise and constructive criticism!

Warnings: *Insert bright flashing lights and sirens here* Ahem, this story will contain both Het (MxF) and Slash (MxM) romantic pairings, so if you have a problem with either it may not be for you. This chapter contains a lot of swearing and bad language due to the specific scene and mood of the characters, apologies to all offended. I can't say yet whether the story will contain much smut if any, but scenes of a sexual nature will be kept mild and classy, there will be nothing too explicit.

Disclaimer: The books, characters, scenes, settings, entire world of Harry Potter all belong to the beautiful, wonderful, marvellous, fantabulous J. K. Rowling. If it wasn't for her none of this wonderful literary world would exist and we wouldn't all be secretly hoping every year that this is the year we receive our Hogwarts letters. I'm sure mine just got lost in the post…

On with the story!

"Why Don't You Change?" ~ J. Krishnamurti

James

Sirius was brooding. James knew this, but, at the current moment, he didn't give one shit, because James was also brooding. Remus and Pete seemed a bit broody too. In fact the atmosphere in the Marauders' dorm room was so darkly intense that James would not be surprised if storm clouds were to replace the ceiling. In fact it would set the tone quite nicely.

Remus sighed suddenly and got out a Transifiguration book startling them all with his movement and Peter was obviously glad to take this as a sign that normal conversation could now resume and the awkward brooding silence time must be over.

"Don't worry about Evans, Prongs," He said consolingly, "There's plenty more fish in the sea and all that…" He trailed off hopefully. James sighed. Poor naïve Wormtail.

"You don't get it Wormtail," James tried to explain, "I don't want any other fish, I don't want a carp or a salmon or a shark or a dolphin or an octopus or a bloody mermaid! No matter how fit they are!" He'd seen the stain glass window in the prefects' bathroom, "I want bloody Lily Evans, no one else! She's not just some fit bird I get a kick out of chasing Wormtail, I'm in love with her!" Suddenly James realised that during his declaration he had gotten himself so worked up he was now standing in the middle of the dorm panting and the other three boys were all looking at him with varying degrees of shock and morbid curiosity. James sighed and calmed himself.

"You really like her that much?" Asked Pete, shocked.

"You've just never been in love, Pete," James said with a dreamy sigh, "She's intelligent, she's delightfully stubborn and opinionated, she's not giggly like other girls, when she laughs it's the most genuine beautiful laugh I've ever heard, she's absolutely stunning and, man, when she's angry-"

"Not to mention she's a nosey, interfering, stuck-up bitch with a stick permanently lodged up her arse!" Sirius interrupted furiously. James sat stunned, his brain processing Sirius' words slowly. The intense need to defend Lily's honour overtook James' brain.

"What the fuck is wrong with you Sirius?" He yelled, furious, "You don't know fucking shit about Lily! She's-"

"I fucking know more than you, you speccy-eyed bastard!" Yelled Sirius in reply, now equally furious, "You're just too blinded by your bloody dick goggles to see her for what she really is! She fucking hates us and she hates you and she has no bloody qualms in showing us that on a daily basis! You don't have a shitting chance and you're bloody lucky for it!"

"Sirius!" Admonished Moony, appalled.

"Well, it's fucking true Moony! We all fucking know it!"

"Shut the fuck up, Sirius! Just because you didn't get to have your bloody fun earlier you're acting like a five-year-old throwing a tantrum because you couldn't get what you wanted! We've all been on eggshells all day, creeping around your shitty mood because you got a frigging letter! Well boo, fucking, hoo, Padfoot! It doesn't give you the almighty right to treat your mates like utter shit!" James screamed, feeling only a twinge of regret at his words, it was all true after all. Silence reigned over the dorm.

Sirius stood there for a second, his jaw clamped shut, his hands clenched and unclenched as if deciding whether or not he should punch James. James himself couldn't decide whether or not he wanted Sirius to. Sometimes a good fight would sort everything out; they were the best way to blow off steam. But instead, Sirius eye twitched, he grabbed his wand and he stormed from the dorm, slamming the door on the way out.

James flinched. He would have preferred it if Sirius had just given him a good whack in the nose. At least it would have been resolved tonight. Seeing Padfoot storm out instead made him feel anxious, that maybe he'd gone too far, maybe he'd really hurt Sirius. After all he still had no idea what that letter had been about this morning. James negative thoughts were interrupted when his bed dipped as Remus sat down next to him. A comforting hand on his shoulder.

"Don't beat yourself up about it, Prongs," He sighed, "He'd gone too far and everything you said was true; albeit a bit harsh. Padfoot will be better for it."

"I wish he'd just punched me instead." James pouted sullenly. Remus laughed.

"He probably would have, if he hadn't realised he was the one in the wrong; he left because he's feeling guilty about how he's acted today, he's frustrated and doesn't know how to deal with it." Remus explained as though it was the most obvious thing in the world. James smiled thankfully at him, and looked at him with admiration. Although James and the others had always had a protective urge to look after Remus, probably due to his furry little problem, the other boy was always sorting out their fights and putting things right, he was so wise, beyond his years. James laughed suddenly at a thought.

"What?" Asked Moony with a bemused smile.

"I just realised you're like a mother." James laughed at him, Remus looked as if he didn't know whether to be offended or complimented.

"Thank you for insulting my manliness, Prongs!" He admonished with mock offence. James laughed before he quietened again.

"Do you think I'm kidding myself?…About Lily I mean?" He asked hesitantly. Only the Marauders ever saw this vulnerable insecure side to James. He always put on a front. Remus smiled and thought to himself.

"Lily is a lovely person, she's smart, compassionate, she has her own mind, yes she also has her faults, but who doesn't? It's just that when you really care about someone, you look past all those faults, you cherish their imperfections, Sirius just isn't seeing Lily from the same point as you." Consoled Remus, James looked at him and saw he was being honest, he smiled gratefully at his friend before another thought hit him causing his face to drop.

"She hates me now!" Groaned James. Remus laughed.

"Yes, she does." Admitted Remus.

"Moony!" Complained James, "You're supposed to be consoling me, telling me everything will work out and how me and Lily will be snogging in broom closets by the end of the month and our biggest argument will be over the names of our future seventeen Mini-Prongs and Prongsettes."

"Sorry Prongs, but I'm the honest one, Peter is the consoling, encouraging one and well we all saw what Sirius was," He joked, eyes twinkling, "I tell only the truth." And with that he stood up, stretching like a cat. "I will say this though," He continued thoughtfully, "It might seem bleak when she is so passionately furious at you, but at least there is passion. It'd be much more hopeless if she didn't care at all. There's a fine line between love and hate, Prongs." He gave him a knowing smile, and James felt just a bit less hopeless.

"Maybe it's time to stop putting on this act in front of her, James," Remus advised him seriously, "I do know you'd stand a much better chance if you showed her the same James you show me." James was a bit stunned, it was all too emotional and sensitive, so he cleared his throat and gave an awkward manly laugh and said gruffly, "Thanks Moony." Remus laughed at this and shook his head.

"I better go and find Sirius before he blows something up," He joked, he turned to Peter who had been staying out of the whole thing since the Potter-Black battle, "Pete, think you could do the honours of shamelessly consoling and encouraging, James?"

"Huh? Yeah, of course! Don't worry, James! You'll win her over!" James grinned.

"Thanks Pete, fancy raiding Honeydukes?" Peter's face lit up and he and James began searching for money as Remus left the dorm in search of the missing Marauder.

Sirius

Sirius was brooding. His favourite cousin, probably his favourite family member, had been disowned. He'd snapped at his friends all day. Their fun with Snivellus' greying underwear had been ruined. His best friend was abandoning his friends for said fun-ruiner. And for this reason he had had a mega bitch fight with said best friend. And now he had run off, like a coward, and was stuck wandering about the corridors, brooding about it all. His brooding level increased. In fact, he was brooding so much he didn't even notice the boy walking towards him until they almost collided.

"Sorry." He muttered distractedly before realising who it was, "Oh…Regulus."

"Hello Sirius." Greeted his younger brother politely. Despite the turbulence Sirius encountered with his family, and that he was a good for nothing who brought shame on the family by being sorted into Gryffindor of course, oh, and he associated with "blood-traitors" and "mud bloods", good thing they didn't know he also ran around with "half-breeds" every full moon…despite all this, the Black brothers still regarded each other with a certain amount of fraternal affection that others weren't aware of. It was awkward for both of them to hang out or talk at school, with them being in enemy houses and all, but at home Sirius still saw the same young boy who had idolised his elder brother ever since he could walk and talk. Lately, however, Sirius felt they hadn't talked in a while and Regulus was growing more and more distant every year.

Suddenly he realised he hadn't replied to Regulus and an awkward silence had fallen. Regulus coughed and broke the tension.

"So, how did your exam go today?…Dark Arts right?"

"Defence, yeah," Confirmed Sirius absently, "Was piss easy actually." Regulus laughed.

"Cissa said it was hard, should have known she was just being ditzy." He joked. Narcissa was an idiot. Sirius tried to laugh but felt it sounded forced and stopped.

"How're your exams going Reg?" He asked sincerely. Regulus had always been clever; he didn't have the raw natural ability that Sirius was blessed with, but he was quick thinking and a persistently hard worker ever since he was small. His determination to accomplish things rivalled James' determination to get Evans.

"They're okay." He said, modestly, obviously wanting to say more. Sirius urged him on with a look and Regulus quickly relented with a smile.

"I got top of third year for Charms, Defence and Arithmancy! And I'm pretty sure I got top for Care of Magical Creatures! Professor Kettleburn said I'm a natural, that I have an affinity or something." He burst excitedly, his cheeks flushing as he smiled. Sirius grinned, this was his brother, his real brother.

"That's fantastic, Reg, well done!" Grinned Sirius genuinely.

"Thanks." Muttered Regulus now feeling embarrassed about his 'uncool' outburst. It felt awkward again and Sirius felt he should broach the elephant in the room.

"So, you heard about Andy then?" Asked Sirius quietly. Regulus head snapped up and his eyes were suddenly hard and cold.

"Good fucking riddance." He hissed. Sirius jaw dropped in shock.

"Reg!" He admonished, "She's our cousin-"

"No, she's not Sirius! She gave up being a part of our family when she became a bloody blood-traitor and eloped, you can't be siding with her?" He asked incredulously. Sirius could not believe what he was hearing.

"What the fuck is going on?" He said absolutely bewildered, "I see Narcissa this morning sucking the face off of Malfoy as though she doesn't give a flying fuck about her own sister being denounced as part of her family, and now you're spouting off some cheap imitation of our psychotic parents, kidding yourself into thinking like them, when I know for a fact you don't believe a damn wor-"

"Shut up Sirius! You're the one kidding yourself! Hanging around with all those filthy mud bloods in Gryffindor has got to your head!" Sirius ignored the 'mud blood' comment.

"Well, sorry if I can't quite understand how someone can just suddenly not care about someone, a part of their family, who has always been there for them, looked after them, because they've fallen in love with someone you don't quite approve of! It's not a bloody crime! And you and our cousins, the whole family are just jumping on the bandwagon desperate to desert her!" Regulus scoffed at this, his eyes widening incredulously at Sirius' words.

"Us? Desert her? You idiot! She's the one who deserted us! Betrayed us! She was stupid enough to associate with those lower than us, those who are less, and what's worse, she put one of them above us, above her parents, her sisters and her cousins! She made that selfish choice now she'll reap the results! She disobeyed the rules, now she must be punished!" Panted Regulus.

Sirius blood ran cold. This wasn't his brother. This wasn't the boy Sirius taught to fly a broom, the boy who Andromeda patched up without telling the grown-ups when he fell off said broom.

"This isn't you, you've changed, you're letting them control you-"

"No, Sirius, this is me, this is who we are. You're the one who's changing! You're the one letting those blood-traitors change you! Tell you what to think!"

"So, what if I do something that goes against the Black rules Reg? What if I don't agree with something Mother or Father tell me to do? What are you going to do? Are you going to turn your back on me as well?-" "Stop talking stupid Sirius!-" "-are you going to listen to them and say the same things about me if I get kicked out? Disowned? Your own brother?-"

"Shut up!" Panted Regulus, hurt and anger flashing in his eyes. "Are you telling me you'd be so selfish as to put your own brother in that position, Sirius? If you did that, you'd be the one betraying me. Leaving me!" Suddenly there were tears in Regulus eyes, "You're already starting it Sirius! You started it when you were stupid enough to get sorted into Gryffindor, and now you're already siding with great dirty blood traitors and mud bloods over your own family! Your own brother! And if you ever do that to me, I'll never forgive you Sirius, if you do that, you won't be my brother anymore!" Sirius opened his mouth to reply but before he could even utter a sound Regulus had turned on his heel and sprinted off down the hall.

"Reg! Wait!" He called into the empty corridor, "Come back…" He trailed off brokenly. He realised with a start that he was crying, he choked a sob and took off running, not caring where he was going, he just had to get away, away from everyone, everything. He let his feet carry him with that thought for what seemed like ages before he found himself in the owlery. School and pet owls alike were huddled in the highest warmest corners and the room was filled with the comforting sounds of their unconcerned fluttering and snuffling noises as they shuffled about, getting comfortable. Sirius sprinted to the window and grabbed the ledge so hard it made his knuckles white. It was dark outside already, and rain poured in torrents outside, making the air taste damp and fresh in his throat. He breathed it in indulgently, calming himself, pretending this whole day hadn't happened. He let the tears fall and revelled in the feeling of naked catharsis, the private release of everything negative and generally shit, until finally, after what felt like hours, he could cry no more. Suddenly a foreign sound alerted him that he was no longer alone and he spun round, wand in hand to greet the intruder.

His stance relaxed when he saw Remus leaning in the door frame.

"You know I've already been up here twice looking for you." Accused Moony jokingly.

"How long have you been there?" Asked Sirius, worried the other boy had seen his break down.

"Oh, just got here," Said Remus simply, "Sir Nick said he'd seen you running up here in an awfully big hurry, that it must be a pretty urgent letter." He smiled. Sirius didn't reply but instead turned away trying to covertly dry his eyes without Moony seeing. He felt Moony standing close to him now but found instead of looking at him, Remus was looking out of the window, his face soft and calm.

They looked out at the sky in comfortable silence for a while before Sirius coughed and asked a question that had been plaguing him.

"So, how's Prongs? Hate me now?" He tried to be nonchalant but knew he had failed. He was grateful when Remus acted like he hadn't noticed.

"Surprisingly, no." He answered simply, "He was more worried about the fact you didn't just punch him as you normally would." He laughed and even Sirius let out a chuckle at this. "I don't think he'll let you off about Lily though," Warned the werewolf ominously, "He cares about you too much to let you miss out on how wondrous she is." He joked and Sirius groaned with a smile.

"I just don't get what's so great about her!" Sirius tried to explain, frustrated. He didn't see what the big fuss was about.

"Well," Pondered Remus, "I guess that's how she feels about you and James." He explained with a smile.

"That's why she's not so great!" Retorted Sirius, "She can't even tell how brilliant and fantastic the amazing Padfoot and Prongs are!" Remus laughed that musical laugh of his. The calm, warm one.

"Well, I'll give you that." Conceded Remus giving Sirius that warm genuine smile of his. Sirius felt his heart speed up a little for some reason, his fingers felt tingly and his stomach light. He smiled back at Remus, lop-sided and grinning. Remus swung a leg over the window ledge and Sirius joined him, it had stopped raining now but the air still retained a freshness that was now accompanied by the calm silence of night. They sat in companionable silence for a while before Remus finally spoke.

"So, do you want to tell me what that letter was about?" Asked the boy quietly, the first sign of hesitancy in his voice. Sirius smiled sadly. And with shaking hands he fumbled around in his pocket until he revealed a packet of cigarettes (another small display of rebellion). He pulled one of the white sticks from the crumpled packet and placed it between his lips while he looked for his lighter but stopped when he saw the flame dancing in front of him, flaring from the end of Moony's wand.

"Thanks." Muttered Sirius, leaning over to light his fag, taking a long draw before letting out a trembling breath; thick white smoke curling out from his lips like escaping ghosts. Remus sat patiently, perfectly quiet throughout his friend's ritual.

"My aunt and uncle," Sirius spoke finally, his voice was croaky so he cleared it, "My aunt and uncle have disowned my cousin Andromeda." He explained carefully, almost clinically. "She had been secretly seeing a muggle-born, Ted Tonks, and three days ago, after telling her parents the truth, she eloped, and was burned from the family tree. The letter this morning was a notice that she is no longer a member of the Black family, but is now a blood-traitor." Remus eyes were bright with sympathy and he opened his mouth to respond, but Sirius held up his hand.

"Furthermore," He continued, "I just had a huge argument with Regulus about the whole thing. I was confused about how he and our cousins have so easily cast her out. He thinks it's a betrayal, her sisters don't even seem remotely interested, and my parents are harsher about these things than even my aunt and uncle. And it seems Regulus thinks I am heading in the same direction." He murmured quietly. He was surprised when Remus spoke next.

"And what about you, Padfoot?" Asked Moony softly. Sirius blinked.

"What d'you mean?" He asked, confused, "Am I heading in that direction?" Remus smiled, like he was a teacher talking to a small child.

"You've told me what your parents think, your aunt and uncle, your cousins, your brother, what do you think? How do you feel about Andromeda leaving?" Sirius blinked again. He hadn't really thought about it.

"I'm really sad." He confessed quietly, "Andy was always so lovely to me, she was the one person who I could count on, she was so normal and just nice…I just can't understand how everyone seems to have forgotten that. And I can't help thinking of how alone she must feel, how hard it must have been for her. And I'll miss her." He paused, thinking he had finished, but then, with a cold realisation, it hit him that that wasn't all he felt, "But," He continued, hesitantly, his eyes flickering guiltily towards the other boy, "I'm also really angry at her, because I understand what Reg means, I do feel betrayed…At the end of the day, she deserted us for some random wizard I can't say I've ever met. I mean, Moony, I thought we were close, I always shared stuff with Andy, and I feel a bit betrayed that she kept this big thing from me, she didn't even give me warning…" His eyes were filling with angry tears again, "And now she's just gone off, free, without even looking back, she's got out, but she's abandoned me there, she's left me by myself! And I'm jealous. And angry. And sad." He ended his confession and felt the soft comforting weight of Remus' hand on his shoulder. They sat in reflecting silence for a while before Remus broke it.

"Do you remember 1st year?" He asked randomly, a soft smile playing across his face, "You and James decided I was going to be your friend when we met on the Express and I knew at that moment I had no choice in the matter." He laughed quietly to himself, that soft, musical, Remus laugh. "And even though I'd been told to keep my distance from people by my parents, that they'd find out what I was, I was so happy. I felt so lucky. But I was so scared Sirius, so so scared that you, James and Peter would find out what I was; that I'd lose you all, I'd never let myself want to keep something so much…Never did it cross my mind that, not only would you accept me and my…"furry little problem"," His eyes twinkled with mirth at this, "And that you'd become Animagi for me, but that, you, Sirius Black, would be most annoyed by the fact I hadn't just told you." He explained with a smile.

"After years of zero tolerance of my affliction, of being feared and loathed by all but my own parents, I thought it insane, the idea was preposterous and never did it cross my mind that someone could accept me…Sometimes, Pads, we're more afraid to share our secrets with the ones we truly care about, because the idea of losing them, it's almost fatal." Sirius stared at him, bemused and shocked, where had all that come from? Sometimes he forgot just how deep the well of mystery and emotion and wisdom was in Moony. "Sometimes, that person reaching out is the only cure we need to realise how utterly stupid we were." He smiled sadly.

"Maybe-" Sirius voice cracked, he licked his lips, "Maybe I'll write to Andromeda, after all, and then it's up to her if she wants to…to stay in contact, to explain what happened…" He looked to the light haired boy for confirmation and Remus gave him a warm smile and a pat on the arm.

"I think that would be very kind Sirius, and I'm sure she'll appreciate it more than you know." Sirius nodded and gruffly cleared his throat, taking another drag off his now stub of a cigarette. He offered it to Remus who looked at it with a dubious smirk, but took a confident drag, Sirius hadn't known he smoked. Suddenly though, the other boy coughed and choked and revealed he didn't smoke after all. His eyes watering, he laughed and tried to take a steady breath passing the cancerous stick back to it's owner.

"How do you smoke those things? They're disgusting!" Complained Moony with a laugh.

"Ah, but don't I look cool!" Declared the dark haired boy, wiggling his eyebrows in what he hoped was a seductive manner. Apparently not, judging by Remus' reaction; his musical laugh came sudden and loud and lit up the room with it's singing, and his eyes watered and his shoulders shook.

"I say!" Complained Sirius with mock offence, "How very rude Mr. Lupin, I'll have you know that I am riddled with nigh deadly skills in the arts of charm and seduction." Moony laughed harder and almost lost his balance grabbing onto Sirius to regain it, taking a controlling breath to respond.

"Well I'm not sure about charm but I'm sure you're riddled with something." He retorted chuckling. Sirius was about to reply with another ridiculous declaration about what exactly he was riddled with when suddenly he froze. He looked at Remus truly for the first time that night.

The moon was bright, it would be the full in less than a week and the ephemeral light bathed him in an unearthly pearl glow, subtly highlighting a thin, almost invisible, scar that ran across his jaw. His pink lips and white teeth were displayed in a warm open-mouthed laugh and his eyes, those beautiful soulful amber orbs, were alight, gold and bright and twinkling, with mischief and laughter. He was, without a doubt, in that moment, the most beautiful sight Sirius had ever beheld, and he wondered vaguely how stupid he had been not to notice this before now.

"You're not offended are you?" Asked the musical voice with concern. It took Sirius a moment to process the thoughts coherently.

"Huh? Uh…No! Of course not!" He gave Remus what he hoped was his trademark charming smile, but suspected it came across as more of an awkward grimace. Still, it seemed Remus bought it. He smiled back before jumping down from the window ledge.

"Well I better go," Explained Remus, "I promised Lily I'd meet her in the library to study." Sirius felt a twist in his stomach, a mixture of jealousy and regret. He wished he hadn't snubbed Remus when he asked him to revise earlier that day. Remus began to head out the door.

"Remus! Wait!" The words burst from Sirius' mouth before he could even think about it and Remus stopped, turned and looked at him expectantly. "Errr…"He continued eloquently, "Well…um, er…Thanks." He sighed. Nice going Padfoot, Moony will be in awe of your vocabulary skills.

"No problem," Replied Remus simply, "Don't be so afraid to talk next time." He said with a smile before disappearing out the door.

The room felt empty, and Sirius eyes lingered on the spot his friend had just stood a moment ago. What was this feeling of overwhelming happiness and despair all at once? Then it hit him like a ton of bricks.

"Shit."

Lily

"Sorry I'm late." Came the sincere voice of Remus Lupin causing Lily to lift her head, feeling instantly comforted at the sight of him. Remus was trustworthy, honest, patient and without double motives, therefore, for the life of her, Lily could not work out why he was so god damn loyal to Tweedledick and Tweedledouche (a.k.a. Potter and Black). Immediately the thought of those two idiots made her think of the events of that day and another idiot she had promised herself she would not even think about so she pushed the thought from her mind.

"It's fine, I just got here myself." She replied with a smile that was instantly returned by Remus.

"So how do you think today went?" Asked Remus and it took Lily a moment to realise he was talking about their exam.

"Oh! It went fine I think, there were a couple I feel I could have written more on, but mainly it was a doddle, I know I won't have the highest mark of course." She smirked knowingly causing Remus to roll his eyes.

"I don't know why everyone seems to be so sure of my ability in Defence-"

"Maybe because you've managed to be top of the year since first year, I wouldn't be surprised if you're top of the school in the subject." Remus laughed casually but Lily could see he was blushing a little.

"Now if only I could apply the same ability to Potions and Transfiguration!" He said dramatically. It was Lily's turn to roll her eyes.

"C'mon Remus I know you struggle with the practical side of Potions a little, but you do great on the theory, and you are by no means bad at Transfiguration! You're in the top ten I'm sure!" Remus laughed.

"I guess I'm just used to comparing myself to James and Sirius, they have an uncanny knack for it, I don't know how they do it sometimes." He said in a tone of actual wonder. Lily's mood darkened at the mention of their names.

"Tell me about it. They don't even try at the subject and they're the best in the year, it pisses me off." Remus was quiet for a moment at her words before he smiled.

"They try harder than you think." He stated simply. Lily huffed disbelievingly, hoping to drop the subject as quickly as possible.

"I'm sorry about today Lily." He continued hesitantly.

"It's not your duty to apologise for your friends Remus."

"I'm apologising for me." He said guiltily, "I'm sorry I didn't do something, that I let them get carried away…that I always let them get carried away…" Lily lifted her head from her text to look at the boy across from her, his head hung.

"Why do you let them, Remus?" Lily asked with sincere curiosity, "You obviously disagree with half the things they do, I know a lot of your pranks are harmless but you and I both know your friends go too far too often…why are you friends with them? It's like they've got something on you?" Remus just looked at Lily with a sad thoughtful smile as he pondered how to respond to her and Lily found herself desperate for an answer. But Remus couldn't seem to find the one she wanted.

"Because for all of their shortcomings they're three of the best friends I could possibly have, and I'm too scared to risk them for anything. And…it makes me sad to hear you talk about James like that because I know that all you get to see of him is his stupid immature mask when in reality he's so much more than that, he's just too stupid to realise he acts like a moron around you." He concluded. Lily scoffed.

"You got that right. But I doubt you'll ever get me to believe there is any deeper side to Potter."

"No he'll have to show you that himself." Said Remus simply, but Lily felt a chill as she suddenly felt she was being threatened by those innocent words.

"What do you mean, 'show me'?" She said suspiciously.

"Well, he's definitely not going to give up on you Lily, that's for sure," Warned Remus, "Seriously you should hear the way he talks about you, it's sweet but it does get very annoying after a while, no I think you're stuck with him chasing you for a loooong while." He emphasised, continuing to casually make notes. Lily looked at him incredulously.

"He talks about me all the time? Like what?" She felt slightly violated at the very thought.

"Oh just everything, how great you are, what you ate that day at breakfast, the exact shade of your hair, it's kind of creepy in a cute way. In fact it's what caused him and Sirius to have a fight tonight. You're probably one of the only subjects they disagree on." Lily thought she was going to be sick. It was worse than she thought, Potter was stalking her. Though in the pit of her stomach she felt a flutter at the flattery of it all. Why was he so enchanted? She had made no attempt to flirt, seduce or even be civil with him and he was irrevocably obsessed with her. She blushed slightly and felt mortified when Remus smirked at her.

"Just promise me something," He pleaded in her weakness, "Don't let your past judgements of him blind you from giving him a chance if he deserves it?" The boy looked at her seriously. And after a moment she nodded.

"But don't go telling him that Lupin." She warned. Remus grinned and crossed his heart with a wink and they continued revising without another word on the matter. They left the library a couple of hours later when Lily realised she felt more preoccupied by the events of the day than with the theory of organic transfiguration and was getting nowhere fast in her revision. She and Remus checked out as many books on the subject as they could carry; a benefit of having Remus as a study partner was his surprising strength when it came to book carrying as well as the fact that gentlemanly behaviour was part of his nature and he would never let Lily carry more than three books. However, as they left the library the shock of who they met outside caused Lily to drop the books she had been allowed to carry. Severus stood before them, obviously panicked and agitated, his already ivory skin paler than usual. I deep ancient part of Lily's heart felt a quiet pang at the worry in her old friend's face, but this was completely outweighed by another furious part of her.

"Lily!" Exclaimed Severus breathlessly but even before he'd been able to let the word tumble from his mouth, Lily had turned on her heel striding intently towards Gryffindor tower without a second glance, she would not spare him any of her time, he didn't deserve it. However, Severus soon caught up to her, pleading with her as she ignored him until suddenly she felt herself spun around as he grabbed her wrist is desperation.

"Lily, please just listen to me for a second I can explain-"

"There's nothing to explain Severus, you made your true feelings quite clear today." Lily cut back coldly, frustratingly she felt tears prick at her eyes as she tried to avoid looking at Severus. She pulled her arm away from him but he wouldn't let go. "Let go of me." She demanded.

"Not until you listen to me! You know I didn't mean-"

"Severus, I think you should let go." Warned Remus gently, his voice was kind and understanding but Severus didn't seem to care. His grip on Lily's wrist tightened in his anger at the sight of one of his enemies, and in a second his wand was out and pointed at Remus.

Remus in return blinked slightly at Severus' extreme reaction but stood calmly still, books still in his arms.

"Stay out of this Lupin, none of this would have happened if it wasn't for you and your cronies!"

"Leave Remus out of this! It's got nothing to do with him! You're the one I'm angry at Severus!" Cried Lily. She was almost crying now and her wrist was really hurting, she really wanted Severus to let go. Remus seemed to notice this and with what seemed to be inhuman speed he had detached Snape's hand from Lily's wrist and now stood between them, wand brandished.

"Severus I think you should leave Lily alone for tonight, talking now will not solve-" Remus tried to explain calmly before Severus spat at him interrupting.

"Shut the fuck up Lupin! I can talk to Lily when ever I fucking please you nosy-"

"Well I think you've said quite enough for one day." Emphasised Remus coldly, obviously referring to his 'mud blood' remark earlier. Severus blanched at this but then looked furious.

"Mind your own fucking business, Lily is my friend you-"

"But we're not friends Severus!" Screamed Lily unable to contain her frustration any longer, "Not anymore; you gave that up when you betrayed me, you're nothing to me anymore!" Suddenly she realised the tears were rolling down her face. And Severus looked back at her with such a crumpled, shocked expression she knew she could handle the situation no longer so she took off down the hall running into the nearest discarded classroom before breaking down into sobs.

A couple of moments later someone entered. She looked up in panic but was relieved to see Remus there.

"Oh Remus!" She cried hopelessly, throwing herself against his chest. His arms were around her in seconds, his voice making soothing hushing sounds against her hair as she hiccupped and spluttered in her frantic sobs. She knew she must be making his robes wet with tears and probably snot but the sobs continued uncontrollably until she finally felt exhausted from it. She regained her senses and pulled back from the boy's chest embarrassed.

"Sorry." She mumbled, trying awkwardly to adjust her tear stained face into a casual smile.

"It's fine," Soothed Remus, "Are you alright?"

"No." She replied honestly, laughing wryly, "I don't know what to do. I don't want to forgive him, but I know part of me will, I just don't want to see him, it's too confusing!" She felt tears pricking once again.

"Don't worry Lily, just give it some time and I'm sure things will become clearer, now isn't the time to make rash decisions." He calmed her with a gentle smile. Lily looked at him for a moment.

"You know, this would be the optimum time for you to turn me completely against Severus and pitch your friend Potter to me in my vulnerable state." Remus looked at her like she'd grown another head before laughing.

"Lily, don't you know you're my friend too? At the moment your emotional well-being is my priority." He said sincerely, and Lily felt a little bit lighter, knowing that although she may have lost a dear friend today, she just might have realised one she had all along.

"That being said," Said Remus mischievously, "You really should give him a chance." Lily laughed and let Remus lead her back to the common room, on arm around her comfortingly, the other carrying the entirety of their books.

Severus

After the blow of Lily's cold final words he finally regained his mobility functions and chased after her and Lupin down the corridor. For a moment it seemed like they had disappeared before he noticed a flicker of movement in a classroom. He went to enter but hesitated upon the sight before him. Lily was sobbing into Lupin's chest and his arms were around her, on her, without hesitation. One rubbing soothing circles into her back, the other stroking her beautiful mane of hair, his cheek resting against the crown of her head. The scene was so intimate, so close the embrace that Severus felt like an intruder to some secret thing. Jealousy and fury overtook him. He stalked off back to his own common room, slamming the door as he entered, scaring a couple of first years. He ignored their squeaks of surprise. So Lupin was his real enemy, what a shock. He never thought he would feel more hate for someone than Potter, except perhaps Black or his father. At least Potter and Black had the fucking decency to be honest about the fact they were bastards, Lupin however was sly and two-faced and cowardly. Playing games, pretending to be kind without motive, whatever it took to get what he wanted. To get what wasn't his. To get Lily. Severus wouldn't allow it. He would not lose her to someone as undeserving as him. Lupin would rue the day he and his friends messed with his friendship with Lily.

Remus

Remus Lupin, unbeknownst to the vendetta Severus Snape was planning against him, was pleasantly surprised by a number of things the following day.

He awoke to a bar of Honeydukes finest cinder-toffee chocolate on his bedside table, a gift from either James Potter or Peter Pettigrew he presumed.

Whilst eating said chocolate for breakfast he also noted the sun was shining, going against the weather forecast for rain on the wireless.

Despite both awaking with black eyes of varying shades of blue, green, brown and purpley-grey, the friendship of Sirius Black and James Potter seemed to have been fully restored and both appeared to be in excellent spirits due to this.

When James Potter asked Lily Evans whether or not she was going to enquire as to how he acquired said battle wound, although the girl appeared to ignore him Remus noted the slight blush in her cheeks.

But most surprisingly was the reply of Padfoot to Prongs when the latter suggested a game of one on one Quidditch in the sunshine; "Sorry Prongs, I think I'll give it a miss today, I'm going to revise for Transfiguration with Moony."

Yes, Remus really was fortunate in his friends, and he knew at that moment he wouldn't risk those friendships for anything, no matter what they did, or how far they went, The Marauders were the best friends he could ever hope for.