A/N: Hi everyone. I can't believe that I've forgotten to do this twice. I wish to thank xActDanceWritex , my wonderful PIC (Partner in Crime) She helps me so much on my stories and I would be lost without her.

Ok, so this song is from Beauty and the Beast, but not the Movie. It's actually from the stage version, which is magnificent! I love this song and thought it fitted perfectly with the whole Remus/Tonks drama... I LOVE THIS PAIRING BY THE WAY.....

So here's my next songfic...Enjoy.

Disclaimer: I dont own anything; The song, Beauty and the Beast, or the characters from Harry Potter. I f I did I wouldnt be sitting here would I?

Remus Lupin sat outside number 12 Grimmauld Place alone with his thoughts. The house had grown increasingly busy since it was named headquarters for the Order of the Phoenix. Not that Remus minded much. He enjoyed the fact that those that were closest to are cared about were all so close to him. He enjoyed his long talks with Harry about...well, anything. He often stayed up late reminicsing about the days of the Marauders with Sirius. But sometimes it was nice to get away from everything and just think.

CRASH!

The sound of the coffee table falling over inside brought him away from his thoughts. Although, this wasn't at all out of the ordinary. Especially when you have a clumsy metamorphagus practically living there.

"Sorry Molly." Remus heard Tonks shout out. He shook his head and laughed quietly to himself. With Nymphadora Tonks around, there was never a dull moment. She was a gifted witch and Auror, although definately the most clumsiest people Remus had ever known.

The smile soon faded away from his face. That's the reason why he needed to get out and think...because of her. Truth was that over time, Remus and Tonks had grown closer. But that was the problem. They had grown too close. Tonks had made it quite clear, on more than one occasion, that she had feelings for Remus. But each time she told him...he kept pushing her further and further away.

And in my twisted face
There's not the slightest trace
Of anything that even hints of kindness
And from my tortured shape
No comfort, no escape
I see, but deep within is utter blindness

It wasnt that he didnt care for her. He did...probably more than he should have. Remus would spend hours on end trying to convince himself that he didnt love Tonks. But no matter how hard he tried to deny it...he couldnt. He loved her, just as much as she loved him. Probably more. But in his mind there was no chance that they could ever be together.

Hopeless
As my dream dies
As the time flies
Love a lost illusion
Helpless
Unforgiven
Cold and driven
To this sad conclusion

He couldnt understand why. Why did she chose him? Why did it have to be him that she wanted? Remus understood that you cant help who you fall in love with, but that didnt help the situation. Tonks was a bright, beautiful young woman who could have had any man she wanted, yet she chose him.

No beauty could move me
No goodness improve me
No power on earth, if I can't love her
No passion could reach me
No lesson could teach me
How I could have love her and made her love me too
If I can't love her, then who?

In his mind, he was far too old for her. She was a young, vibrant 23 year old, while he was a grey and weary 36 year old. But it wasn't just age that stood in their way. Remus was always concerned about his 'problem.' The fact that she didnt care about him being a werewolf astounded him. He had expected her to never want to see him again, but she didn't.

One of the many problems of being a werewolf meant that Remus was often made an outcast. By being with him, Tonkswould be giving up her life and would be forced into exile. He couldnt hold down a job which made him less well off than some people. The last proper job he had, was the teaching position he had in Hogwarts a few years back, and even then people were afraid of him. How could he ever provide for her properly if he couldnt keep a job.

Long ago I should have seen
All the things I could have been
Careless and unthinking, I moved onward
No pain could be deeper
No life could be cheaper
No point anymore, if I can't love her

What if something ever happened to her? Remus knew that he would never be able to forgive himself if he knew he was to blame. It was so easy for him to forget his potion and hurt anything or anyone he came across...and that would mean her. He couldn't do that...he refused. There was only one option...he had to keep his feelings to himself and push her away...for her own good.

No spirit could win me
No hope left within me
Hope I could have loved her and that she'd set me free
But it's not to be
If I can't love her
Let the world be done with me.