Hello everyone. got my computer working, yay. Ok, well umm thankyou everyone for reviewing and reading. I really appreaciate all my reviews! Someone mentioned that they enjoyed the last chapter but it seemed a bit pointless. Yea lol, all my chapters seem a bit pointless but usually they do actually have little bits that will come up later. Umm ok, this chapter should be rated a bit higher coz of language and ummm...adult themes. Anyway please enjoy!

"Yo, Sirius," James called clapping his friend on the back as he caught up to him in the freezing cold hallway, filled with students rushing to their next class.

"Hey James," Sirius mumbled, moodily ignoring three attractive Hufflepuff girls ogling the two boys. "How are things going with the muggle?"

James froze in his tracks, his arm slipping from his friend's shoulders. "Don't call her that Padfoot," he said quietly, his eyes serious.

"Why not?" mumbled Sirius, stopping as well and waiting for his friend to continue walking. "It's just a bet."

"Like hell it's just a bet, you know how I feel about her!" The two boys glared at each other as the students in the hallway began to thin out – they were late for Potions. James shook his head in disgust and turned away but not before saying, "You're more like your family than you realise, Sirius."

"That spot's taken," Lily said as James dropped his bag, books and cauldron on the table beside her.

"Who for?" James asked, smiling winningly at her.

"Sarah."

James sighed and shook his head. "Do you even remember the last time Sarah came to Potions class?" Lily grinned – he had a point there. It seemed Sarah had unofficially given up Potions for the year.

Looking up at James, Lily saw something wasn't quite right with him, but she stopped herself before asking him if he was ok. That would mean she cared, and she couldn't have him thinking she cared.

---

Lily found she couldn't sleep well that night and after hours of laying in the quiet girls dormitory, she gave up and swung her feet out of bed, grabbing her dressing gown, and heading downstairs.

The common room was empty except one seat where a boy was sitting. Lily recognized the boy's dozing profile and smiled. Out of the Gryffindor boys, Remus was by far her favourite.

"Hi," Lily said quietly, and Remus opened an eye blearily.

"Oh, hi Lily. Can't sleep?"

Lily shook her head and sat down on a comfy couch near the dying fire. Remus Lupin was a thin boy with light brown hair and had the look of one who was often sick; indeed his skin was pale and dark circles surrounded his light brown eyes. With a sigh, he looked out of the window and frowned.

"So why are you down here?" Lily asked, curling her legs underneath her and resting her head on her palm.

"Sirius and James had a fight. It's best not to be around them when they row."

Lily laughed; she could imagine that.

"Can I tell you something?" Remus said quietly, moving his eyes from her face to the flickering embers dying in the fireplace.

"Of course," Lily said gently but her brow creased with unspoken worry.

Remus sighed and ran a hand through his hair. "Those two…James and Sirius I mean, they're like brothers. Sometimes…I don't know…I feel…"

"Jealous?" Lily supplied.

Remus grinned and nodded his head so his brown hair flopped over his eyes. "I was going for 'left out' but I suppose 'jealous' works too." He sighed and got up, poking the fire and piling more wood on it. "I know it's stupid, but I just wish sometimes I had someone who I could talk to. Someone I could be close to…be a brother too."

"You don't have any brothers or sisters then?"

Remus shook his head and sat back down. "It was never safe," he said then froze. He sat up slightly straighter and his eyes flicked to Lily's face.

"It's ok," she murmured, sensing his uneasiness. "You can tell me."

Lily's green eyes met his own brown ones and they watched each other intently for awhile before he sighed and looked away, rubbing his face with a hand. "You'll judge me, everyone does."

Lily frowned and slipped out of her seat so she was kneeling in front of him and took his hand in hers. "Does that really sound like me?"

He considered her for a moment then grinned and shook his head. "Be prepared to scream."

Lily chuckled mirthlessly. "It can't be that bad."

Remus drew a deep breath and leaned forward in his chair so his face was closer to hers. Looking into her eyes, he realised that he could trust her not to be afraid, not to judge him. "When I was four years old I was bitten by a werewolf."

The crackling of the fire was the only sound in the common room. She wasn't screaming, she wasn't running for the stairs, she was still sitting there, holding his hand, her expression never changing.

"That would explain a lot," she finally said, her voice low. "You look unwell often. About once a month now I think of it."

Remus nodded, leaning back in his chair and squeezing her hand. It felt good to tell someone, someone other than the marauders.

"That's why they call you Moony," Lily said softly, clearly thinking out loud.

Remus laughed. "I'm surprised you hadn't put it together sooner."

"Its wasn't my business," said Lily with a shrug. "If you wanted me to know, you'd tell me."

"I wish I'd told you sooner. It feels good."

Lily laughed and got up from her position on the floor and sat instead on the arm of Remus' chair. Tentatively, she wrapped an arm around him and pulled him to her. She could almost feel the tension in his body and let him rest his head against her stomach, stroking his hair. When she felt the sob go through his body, she realised he was crying, and noticed the tears seeping through her thin nightie.

"Shh," she murmured, while running her fingers soothingly through his hair. They sat together for a long time; Lily didn't want to move. She didn't know why he was crying, but it didn't matter anyway, she just had to be there for him. Just hold him.

---

"Well he bored me," Sarah explained over breakfast the next morning.

"This is getting ridiculous," sighed Eleanor spreading butter onto her toast. "By this rate, you'll have gone through every boy in Hogwarts by the end of the year."

"Except me," said a voice that made Lily want to bang her head repeatedly against the table.

"Oh, but you know how much I want you," Sarah said, blowing a kiss at James who sat down with his usual group. Winking at Sarah, James picked up a piece of toast Lily had just covered in jam and ate it in two bites. "Who bored you?" James asked, his words barely distinguishable due to the mouthful of toast.

"Christopher Martin," Eleanor supplied, earning a deserved elbow in the ribs from Sarah.

"Well of course he bored you," drawled Sirius, pouring himself a cup of black coffee and blowing on it. How he managed to do something so simple and pull it off so spectacularly Lily would never know. He managed to look completely sexy yet bored and uncaring at the same time. "He's never really been into the female dominatrix thing, and everyone knows that's what you like."

"You especially, Padfoot," James joked, spreading jam on a piece of toast and handing it to Lily with a sugary smile. She ignored him.

Sirius shrugged one shoulder carelessly and took a mouthful of coffee. "Actually I prefer to dominate in the bedroom," Sirius said then grinned causing the whole female population to sigh dreamily. "Doggy style's my favourite."

James laughed and they high-fived, but Lily had had enough. "I'm leaving," she muttered disgustingly, grabbing her bag, but James pulled her back down.

"You haven't eaten yet, my sweet."

Seeing that Sarah and Eleanor weren't about to leave with her (they were enjoying themselves in the present company), Lily begrudgingly sat back down and took the piece of toast James was holding out to her with a murmur of thanks.

"So why did you break up with Chris?" Eleanor asked casually, spearing a sausage on the end of her fork.

"I told you, he bored me. And he couldn't find my clitoris if I slapped him in the face with it."

Sirius and James laughed, but Lily covered her face with a hand, feeling the heat rise in her cheeks. She felt Remus stiffen beside her as well – he was clearly uncomfortable with the conversation too.

"You shouldn't talk like that, Sarz. It's not proper," Eleanor said running a hand through her thick blonde hair.

"And what about you?" Sirius asked, leaning forward and smiling nicely at her. He was very good-looking, there was no doubting that, but his charm was so fake. A less intelligent girl may fall for it, but Lily certainly didn't.

"What about me?" Eleanor asked. "I'm waiting for marriage."

"Ugh," Sirius grunted, leaning back and pulling a face as if she had just told a disgusting story. "And you, Lily…waiting 'til you're married too?"

"Padfoot," James said, in a warning voice, but Sirius just grinned and flicked a bit of egg at him.

"It's ok, Potter," Lily said, meeting Sirius' eyes with mutual dislike. "No I'm not waiting until I'm married."

"Looks like you were wrong James. It seems she will put out."

"Shut up, Sirius!" It wasn't James who spoke this time, but Remus. He put his hand on her arm as Lily stood, her face burning and her eyes stinging. So James talked about her behind her back did he? Was this what this whole bet was all about? Had he made a bet with his friends that he could sleep with her by the end of the year, and she'd fallen for it?

Lily stormed off, grabbing her bag, her eyes burning with shame and embarrassment.

"Oh well done, Sirius," she heard James say but she ignored him.

Not until she was out in the Entrance Hall did she slow down and look around for her friends. Neither Eleanor nor Sarah had yet to follow her but Remus was hurrying towards her, his bag slung over his shoulder as well.

"Sorry about them," he said once he'd caught up. "They're complete pricks, both of them. Sirius made Peter cry this morning, that's why he wasn't at breakfast."

"Remus, can I ask you something?" Lily asked as they strode outside into the freezing early morning air. "This bet he made with me…"

"The one to make you fall in love with him?"

"Why is there another one?" Lily interjected quickly, her eyes more fervent than she realised.

Remus smiled kindly and shook his head. "No. Don't worry. There's no other bet." He smiled and sank his hands into the pockets of his cloak. "I know what you're thinking though. I wouldn't put it past Sirius to make bets about sleeping with girls but James never would. Especially not with you."

Rubbing her hands together, Lily watched her breath steam out in front of her like smoke as they headed for the greenhouses. She just hoped it would be a fraction warmer in there.

"Are you going home for the holidays tomorrow?" Lily asked as they reached the greenhouses and were forced to wait outside until the professor arrived.

Remus shook his head sadly. "It's best if I don't. Hogwarts is more able to put up with my problem then Mum and Dad. What about you? Are you going home?"

"No," Lily said, a half laugh in her voice as she imagined her holiday if she went home: her dad, drinking himself into oblivion, her mum crying as she tried to pull the family together for a lovely Christmas dinner, and of course her sister, blatantly refusing to acknowledge Lily's existence. Remus seemed to read some of this pain in her eyes but he didn't mention it so she didn't elaborate. A few minutes in the snow had them both stomping their feet and rubbing their hands together to keep warm.

"Are you a virgin?" Lily asked suddenly, her curiosity getting the better of her. She blushed but Remus laughed loudly: a full throaty laugh that even made Lily grin.

"Yes, I am," he said. "I'm waiting to find the right person."

Lily gazed at him for a moment, noticing his word choice, but didn't say anything. It wasn't any of her business. "Sorry," she muttered. "I just thought…well being friends with James and Sirius. They treat virgins as if we have some sort of psychological problem."

Remus laughed again and shook his head. "Promise you won't tell anyone this?" Lily nodded. "Sirius is the only one who's had sex."

"James?" Lily asked incredulously, her eyes wide with disbelief.

"Yep," Remus said, grinning at the look on her face. "Don't tell anyone though, he thinks it will ruin his reputation."

"He irritates me," Lily muttered, looking around. This was getting ridiculous, where was everyone?

"That's obvious," Remus said dryly. "But seriously, James is a good guy. He's the best friend a bloke could ask for. Sirius too, even though you may not believe it. They figured out what I am by themselves. Smart guys…they stood by me, and I owe them a lot."

"You really love them, don't you?" Lily asked, checking her watch. No wonder, they were still five minutes early.

"Yeah I do," Remus said quietly. "They're my best friends, I'd do anything for them, and they'd do anything for me. They've kept my biggest secrets and don't judge me for who I am. I couldn't ask for more."

Again, Lily gazed at him. Was he talking about more than being a werewolf? It wasn't her business anyway, but the way he spoke…

"I'm freezing," Lily commented and Remus nodded in agreement. "Come here, if we don't want to freeze to death we're going to have to resort to body heat." Remus laughed but wrapped his arms around her anyway.

Ok well thanks for reading and please review! oh and you'll find out more about Remus later. cya xxx