It was late November and the gentle snow was coming down in flurries. The overall effect was quite pleasant, but James and Sirius didn't like the snow. In fact, they made their feelings about snow quite clear much to the annoyance of Remus and Peter.

"Okay, why do you hate snow that much?" Remus asked putting his book down one evening. Sirius looked a little confused by the question and attempted to answer it to the best of his ability.

"I dunno." He said. "It's just… Cold… And…"

"Is it because your brother takes a fancy in bewitching the snowballs to fly after you?" Peter asked looking up from his homework that he was struggling on.

Sirius merely pouted. James gave a laugh and grabbed his friend around the neck. "Why, he's just a big baby, aren't you?"

"Shut up, Potter," Sirius said, his arms folded.

"And you hate snow because…?" Remus prompted looking at James.

James fumbled for an excuse too. "Quidditch Practice has been… Held back…" He said lamely.

The Gryffindor new Quidditch captain was nothing like Torus. Instead Clara Braban, a fifth year, was the opposite of Torus, or the "anti-Torus" as Sirius had dubbed her. She was mischievous, purposely lazy, quite loud, but not good at following orders… Especially her own. James and Sirius had warmed up to her quite a bit, considering her to be better than any other person they had dared meet on the Quidditch pitch. Much to their dislike, Gideon and Fabian had warmed to her as well, often presenting her with flowers and chocolate whenever they had practice. Clara took no heed that these were romantic gestures. She would quite often just sit in the office snacking on them whilst Gideon and Fabian were left to fight out who loved her more. She on the whole found it rather amusing, occasionally winking to Sirius and James and letting them know that she already had a boyfriend.

"Why they let boys and girls of equal age, equal sexual frustration, equal loneliness and the height of development into the same school, I'll never know," Remus had commented.

"I know!" James said teasingly. "It's like, these years will screw us up for good!"

"Oh, James, you really are the constant source of wonder," Remus said receding back into his book.

"Well, I try,"

"You succeed," Sirius said.

One early morning, just after the 25th of November, Sirius skidded into the kitchens. The house-elves looked up at him with their bright eyes and skirted off to find him some sandwiches. Sirius saw Remus at the end of the kitchens, just at the stoves with the other house-elves, bending over something.

"Moony! Moony! Moony! Moony! Moony!" Sirius bellowed running up to him. He stopped and stared for a moment. "What are you doing?"

Remus turned around, stirring a cup of tea. He looked haggard and exhausted and his clothes were hanging from him as if he had lost a lot of weight.

"Tea," He replied, raising the cup to his lips.

"Why?" Sirius asked.

"Well, in case you haven't noticed Sirius," Remus said quite placidly. "Last night was my… Time of the month. And well, to be perfectly honest, tea is the only thing that helps."

A house-elf tugged at Remus' robes. Remus looked down and smiled.

"Sandwiches for Mr Lupin and Mr Black?" it squeaked.

Remus took the platter from the house-elf. "Thank you, Tilly," He said kindly. He offered one to Sirius. "Cheese and pickle?"

"No,"

"Oh, dear," Remus sighed, putting the platter down. "Sirius Black refusing food, this must be serious,"

"I need you to come with me," Sirius said.

"Why?"

"Because… Do you remember that thing that we were doing?"

"Vaguely," Remus replied, raising the cup to his lips again.

"Yeah well, we got it a bit…"

"Wrong?"

Sirius frowned. "How did you guess?"

"Well, robes aren't really meant to stick up like that," Remus said. "I'm assuming much the same thing happened to James and Peter, otherwise they would be down here teasing you as much as I am?"

"Err…"

"I thought as much." Remus sighed. "Come on, let's see what we can do." He drained the remains of his tea cup then handed it to a passing house-elf who seemed more than gracious to take it. Remus picked up the platter and motioned for Sirius to lead him to where the other two were.

"We're in the girls toilets on the second floor," Sirius explained, as they made their way up the stone steps.

"Obviously," Remus said.

"And well, James, he's grown Antlers,"

"Fascinating," Remus said, taking a bite of his sandwich.

"You're not really interested are you?"

"Sirius, if you're smart enough to make a start on changing into animagi, then I don't think I can be much use trying to help you out of the mess,"

"Well, you're more book smart than us," Sirius said. "Potter is convinced that Peter made a mistake in the notes that we prepared."

"Mm." Remus merely took another bite of his sandwich.

Sirius let out a sigh. He licked his lips carefully before continuing. "Was it… Bad... Last night?" He asked.

Remus didn't seem to hear the question. Instead he pushed the door to the bathroom open and saw James and Peter sitting beside the sinks. James had two very long and dangerous looking antlers extending from his skull. Peter had grown a set of whiskers and his nose was slightly more pointed, and two large rat ears were in place of his own. James had conjured hoop rings and Peter was trying to throw them at the antlers, but kept missing.

"Look who I found," Sirius said.

"Ah," James looked around. "So he appears. And where thusly has Mr Moony been?"

"Kitchens," Remus replied putting the platter down, balancing it on the sink.

James frowned. "Not your usual haunt." He said. "It's usually his," He motioned a thumb towards Sirius who was now bending over the books. "Cloak," James said.

Sirius gave a little jump before twisting around at an odd angle and pulling the cloak off a rather large and black tail that wagged independent of its owner. Remus looked at it curiously.

"Mm…" He said.

"'Mm'? 'Mm' what?" Sirius asked.

"Nothing," Remus replied. "You sure you can't work this out on your own?"

"Well, we've tried." James said. "We are quite frankly brilliant at getting ourselves into trouble. You Moony are the only one brilliant enough to get us out of these particular messes."

Remus was not listening. He picked up the books and exhaustedly flipped through them, his eyes blurring as he skimmed the pages. Now and then he would look up and hold a thoughtful look for a moment, as he worked things out. James and Sirius were laughing manically at each other, James attempting to cut Sirius' tail off with a blade and Sirius tugging at the antlers. Peter sat pulling at his nose and whiskers as if they would come off if he pulled them hard enough. After about an hour Remus pushed the books away and stood up.

"Peter," He said. "Could I borrow you for a moment?"

Peter looked terrified. He begrudgingly got up and went over to Remus who was pulling out his wand. "Stay perfectly still," Remus ordered. He pointed his wand straight at Peter's head, breathed deeply and muttered a spell.

Nothing happened. Sirius and James found this amusing and stood up giving Remus a round of applause.

"Jolly good show old chap," James was saying.

"Bloody marvellous," Sirius said.

Remus was frowning. "Maybe if we all did it."

"I beg your pardon?" James asked.

Remus looked around raising an eyebrow. "Do you not want to get rid of it?"

"Who would want to get rid of these?" James asked pointing at his antlers. "I look awesome with them."

"Until someone mounts your head on a plaque and nails it to the wall," Sirius said.

James' face dropped. "Good point," He said pulling out his wand and joining Remus. Sirius let out a sigh and went to James' side.

"Why do I need to be the test subject?" Peter squeaked.

"Because," James said. "You have a rather imperfect face. Sirius and I, well, we are the epitome of perfection and we want nothing more than to remain so,"

"Not looking so perfect with a pair of prongs sticking from your head," Sirius said.

"Well, then neither are you with your tail," James retorted.

"I look fabulous with a tail," Sirius said. "It's the fleas I'm more worried about."

"On the count of three," Remus said loudly. "We say torvendo, and hopefully, it will get Peter back to normal. We have to concentrate on how he looked before."

Sirius gave a shudder. "Not a pretty sight."

"You got that right," James said wincing.

"One," Remus said. "Two, three."

"Torvendo!"

Nothing happened. Peter just stood there with his eyes closed. "Well?" He asked. "Is it gone?"

James gave a pout. Remus looked confused again.

"Not exactly Pete," Sirius said.

Remus pulled forward his books. "I don't understand…" He muttered.

James rolled up his sleeves. "Torvendo" He said again aiming at Peter's head. Again nothing happened. James began waving his wand furiously continually repeating the incantation. Peter slumped down.

"Have you tried concentrating on your human form?" Asked a high pitched girly voice. The four boys turned to see Moaning Myrtle just floating above the window. She was almost completely transparent in the morning light that was seeping in through the glass.

Remus turned to Peter, raising an eyebrow. "Well?" He asked.

Peter began to blush profusely. "Oops," He said.

"Torvendo!" James cried again. A silver burst sprang from his wand and hit Peter square in the forehead. Peter fell back and lay there for a moment before getting up and rubbing his face. His whiskers had seemed to have disappeared.

"Fantastic," Sirius said. "Potter, you're best at Transfiguration, do me next."

"Only at a price," James replied.

"Seriously," Sirius said. "Just do it."

James grinned over at Remus before aiming his wand at Sirius. Remus got up gingerly before closing the books and laying them to one side.

"Well," He said. "That is enough excitement to last me another month," He said. "I'm going to bed."

"Aww," Sirius said his hand moving now over the space where his tail was. "We were rather hoping to sneak into Hogsmede this afternoon, have a chat with lovely Aberforth."

"Be my guest," Remus said. "Just do it without me."

"You're no fun," Sirius complained.

"Yes, for good reason," Remus replied. He left. Sirius looked up at Moaning Myrtle.

"You won't tell anyone will you?" He asked.

Moaning Myrtle gave a shrug. "What difference does it make to me?" She asked. "I'm dead."

"We gathered that." James said as the antlers shot back into his skull. He felt the top of his head rather reminiscent.

"Missing them, Prongs?" Sirius asked.

"Yeah," James said sighing theatrically.

Since that morning the three of them hadn't made any more progress, no matter how long they would spend practising. Sirius had commented that it was like a mental road block and every time they attempted it something was there in their heads to stop them. James sulked for a good few days, annoyed that his intelligence seemed to do nothing but cause him trouble. They had no time to practise with it as it was, as the Christmas holidays were approaching, their second visit to Hogsmede, or in their case their 10th visit, was fast approaching. Sirius and James were spending their time in detention as per usual whilst Peter and Remus would sit and prep notes on their homework.

"I don't get it," Lily had commented, sitting down opposite Remus and Peter one night in the library as they studied silently. "I mean, we could spend weeks on an essay, writing everything we know, and then Potter and Black won't do their homework until literally the last minute and still get a better grade than us."

"I know," Remus said calmly. "It's just natural brilliance and the fact that they were raised in an all wizard environment at home."

"Weren't you though?" Lily asked.

"Nah, my parents weren't sure if I was ever going to go to Hogwarts," Remus said not thinking.

"Why on earth would your parents think that?"

Remus looked up, he was beginning to grow red under Lily's stare. "No reason," He muttered looking back down at his work.

"I'm just naturally stupid," Peter said quickly drawing the conversation away from Remus.

"Peter, don't say that," Lily said kindly.

"Come on, as if you hadn't realised." Peter said.

"Not all smarts come in the form of academia," Lily said patting his hand. "They may be skilled in… Well… Bloody everything, but that doesn't mean your completely stupid. I bet if you had enough nerve you could properly outwit them."

Peter merely smiled.

"Lily?" Said a voice. Lily turned and Remus and Peter looked up to see Sarah, a Ravenclaw from their year standing with a set of books. "Oh, hi Remus." She said blushing.

"Hello Sarah," Remus said politely.

Sarah licked her lips and gave Lily a green envelope. Lily gave a sigh, slipping it open. "I can only guess what this is," She said. "Are you going Sarah?"

"Maybe," Sarah said. "Only that we have to take dates."

"I'm sure you'll find someone," Lily said. "I mean there are no shortage of boys, but I'd stay clear of most Gryffindor boys,"

"Hey!" Remus and Peter said looking up.

"I did say 'most'," Lily said looking over at them. "What about Laurence? He's intelligent,"

"But not great with tact," Sarah said.

"Then take Mithradates, he's been dying to ask you out since August," Lily suggested.

"No," Sarah replied flatly. "Who will you take?"

Lily shrugged. "I don't really like Slughorn picking out students. I might not go."

"Too bad," Sarah said. "I do enjoy hearing about the muggle world. I should have really taken muggle studies," her eyes flickered again to Remus who was pouring over an open textbook. Lily caught the gaze, but said nothing, her lips curling into a small gentle smile.

"Well," She said. "I'm sure that you'll find someone,"

"Yeah," Sarah gave one last glance at Remus before smiling and turning on her heels.

"Lily, you really do give a wonderful insight into the way a woman's mind works," Remus said not looking up from his essay.

"I don't know whether to be insulted or take it as a compliment," Lily said.

Remus smiled. "Sorry, I'm just speaking my mind."

"Something which you should do more often," Lily said.

"I'll work on it," Remus said.

"Okay, I really don't understand this," Peter said shoving his notes under Remus' nose. Remus peered at if for a moment then sighed.

"That's because your 3 looks like a 5." He said.

Peter looked at it. "Oh."

"Better find a date quickly," Remus said.

"Why?"

"If James gets whiff then he'll be after you,"

"Oh bloody hell!" Lily sighed and leaned back, she ran her fingers through her hair, her green eyes flickering. "I'll take Severus,"

"I have no doubt he'd enjoy it," Peter said almost sarcastically.

"Well, I can't think of anyone else that would willingly go," Lily said. "And I don't want to go with James. I mean, you're his friends, what the hell is wrong with him?"

Remus and Peter shared a look. "What's right with him?" Peter asked.

"It's just arrogance," Remus said. "He thinks that everyone should at least like him. He's not really interest in forming a romantic attachment to you, he merely wants to show off, if you will to Severus and others. Like a conquest. Don't get too worried about it, he'll grow out of it."

"Still," Lily said. "Doesn't mean he's gonna stop trying to ask me out,"

"Take Remus," Peter suggested.

Remus let out a laugh. "No," He said flatly.

"Why not?" Peter asked.

"For a number of reasons," Lily said. "One, Sarah wants to ask him," Remus began to splutter on what it seemed to be no more than air. Lily looked up, raising an eyebrow. "Oh come on, as if you hadn't realised,"

Remus was growing redder by the minute. He mumbled something incoherent before slipping behind his book. Lily merely grinned.

"And number two?" Peter asked, trying to stop himself from laughing at his friend.

"Oh, I don't know," Lily said, shrugging. "I merely said that because I thought I would come up with more reasons in the time that Remus would get over himself."

"Obviously not," Peter said.

"Obviously not," Lily agreed. "So, would you go with her?"

Remus went beetroot and muttered something again. Lily grinned.

James slid over the sofa and put his arm around Lily, who looked at him as if she was about to throw up. She shifted slightly continuing to read.

"Don't you have homework to do?" She asked.

"Don't you?" James asked.

"Ha ha," She said. "Funny Potter, just go away and leave me alone,"

"Lily, I was wondering if you would go-"

"No," Lily replied flatly.

"You haven't heard it yet!" James complained.

"No, but I know what you're about to ask, and my answer is no. Besides, I'm already taking Severus,"

James made a face.

"Oh I know what you think of him," Lily said. "I don't need to hear it Potter," She stood up and went up to her dormitory. Sirius grinned, looking around from his game of chess with a very weary Remus.

"Too bad Prongs," He said.

"Shut up," James said, getting up. "I swear, I'll never understand girls."

"I'll never understand you," Sirius grunted, moving a piece forward. "Girls are easy. Give them chocolate and roses and we're good to go."

Remus gave a snort. Sirius rounded on him. "Alright, have you got a better idea?"

"Yes, actually," Remus said.

"I'd like to hear this," James said grabbing a chair and sitting back to front on it and tilting forward, his arms resting on the back of it. "Coming from a guy with no previous girlfriends."

"James, with all your ego, have you ever really had a girlfriend?" Remus asked. James' mouth made a motion. Remus continued. "I thought not. Don't stick to cliché's girls hate that. Do something… Imaginative."

"Like?" Sirius prompted, moving another piece.

"Er…" Remus looked around desperately. "Okay, say the intended girl likes… Writing."

"Okay," James said.

"James, can you really not see where I'm going with this?" Remus asked.

"Wait are you suggesting…" Sirius said, frowning. "That what we get her… A pen, or a notebook… Or maybe some ink…"

"By George," Remus said moving his knight forward. "I think he's got it. Check mate."

"You were going to win anyway," James said. "So, come on Remus, how many women have you dated."

"I think you both know the answer to that," Remus said. "I just understand the female psyche better than you,"

"Mainly because you are one," Sirius snorted.

"Well done, Sirius," Remus said, looking over. "You once again have cleverly outwitted us all by claiming that once again, I am a girl."

"So, no chocolate or flowers?" James said.

"No."

"What about complimenting them on their shoes?"

"Not unless their new,"

"And their hair?"

"Only if they've made it look different. I suggest you don't fall for the obvious mistake of complimenting them when they've only changed their shampoo,"

"Right," James said, taking this all in. "I just got away with pure ego. Everyone loves that,"

"Everyone hates the ego," Sirius said.

"I like the ego,"

"You would, it's your ego."

"A point that no one cares to miss," James said sighing. "Okay, that's Mr Moony's wise tip of the day. Anymore?"

"No,"

"Thank god,"

Sirius sighed and rearranged the pieces on the chess board. He looked up over at Mary, and cleared his throat. He got up and straightened his tie, smoothing his hair and checking his breath. He casually sat down beside her and looked over at the book that she was reading.

"So," He said. "Mary,"

"What do you want Black?" Mary asked.

"Nothing," Sirius shrugged. "I just want to talk,"

"About what?"

"Nothing in particular," Sirius replied. "What are you reading?"

"Muggle book," Mary replied.

"Oh, is it any good?"

"It's alright."

"Pleasure or class?"

"Pleasure," Mary said.

"Oh?"

"I find it's best to keep an open and just mind when concerning literature. Not all the best books are wizard." Mary said.

"I never said that," Sirius said.

"Well of course not," Mary said. "But surely you implied it."

"Mary," Sirius said slightly offended. "I thought I would have come off better than that,"

"Well, no," Mary said.

A moment of silence passed between them. "Listen," Sirius said. "I couldn't help but notice your jewellery."

"Oh the mark of a gay man," Mary said closing her book.

"No," Sirius said quickly defending himself and throwing a look at Remus. "I just merely wish to inquire about it. Is it handmade?"

Mary fingered the blue ribbon around her neck and the charm that hung from it. "Yes," She said.

"That's… Very creative," Sirius said. "May I?" He motioned to look at it. Mary let him, suddenly very aware of his presence. Sirius picked up the silver charm and looked at it thoughtfully. "Very pretty," He muttered. "You're very talented."

"Okay," Mary said snapping her book shut. "What are you up to Black?"

Sirius looked at her for a moment, and the mischievous glint vanished from his eyes. "I just… I think we got off on the wrong footing,"

Mary merely eyed him, suspicious of his actions. Sirius sighed and leaned back.

"I shouldn't have hexed your friend," He said.

"No you shouldn't have." Mary snapped.

"But it was back in second year!"

"I couldn't care less if it happened when you were still in nappies, Black. What you did was unacceptable."

"I was stupid. I still arm, but… I'm not as stupid. I only hex the ones that piss me off."

"Like Snape."

"Like Snape," Sirius grinned. "I trust you to have no objections to that,"

"Of course not," Mary shrugged. "He's a creep, Lily shouldn't be hanging around with his lot. She'll get herself into a lot of trouble. I don't know what she sees in him. He's just a wannabe Death Eater,"

Sirius was nodding. "I always had a bad feeling about him."

Mary let out a laugh. "As if! You're judgements are almost entirely wrong."

"Not always,"

"No," Mary agreed. "I would have thought that you would hang out with just Potter. You must have very fair and accurate judgements of Remus and Peter."

"Usually," Sirius grinned. "Hey, listen," he leaned forward. "I don't know but have you been invited to this Slughorn party on the 17th?"

Mary blushed. "Yes." She said.

"Well, maybe…" Sirius cleared his throat. "Maybe we should go together. Not as a date, but as… Friends… I mean, I hate choosing dates, their ridiculous, I never really seem to connect with girls. I can't exactly take Prongs."

"Prongs?" Mary asked. "Who's Prongs?"

"Just the nickname James has," Sirius shrugged.

"Well it's a very odd thing to call him." Mary said, opening her book.

"You haven't given me an answer."

"Oh," Mary said. Sirius looked at her pressing for an answer. She sighed. "Oh, alright, why not? It's a better idea than going with someone else."

Sirius grinned. "Okay, well, I'll meet you here, just before seven and we'll go down together."

Mary smiled, biting her lips.

Sirius got up and moved back to James and Remus who were just finishing a game of chess. Sirius slumped onto the chair.

"You one smooth talker," James said.

"That was possibly the most terrifying thing I have ever done." Sirius said.

"Worse than that time that we faced those bloody great big spiders?" Remus asked.

"Or that time when we saw Mr Moony go through his monthly?" James asked. Remus gave him a dark look.

"Yes," Sirius said.

"Or that time you got into trouble from Professor Sanctus?" Peter asked joining the conversation.

"Oh, no," Sirius said. "Nothing can top that,"

….

A/N – to everyone, I am particularly happy with this chapter. I don't know why. Anyway, I have this small goal, probably won't be reached, but I would like it very much if I could get at least 200 reviews by time I reach chapter 50. I know exactly where I am going with this, so I'm not just going to stop. Things have been hectic these past few days mainly because of 1. Exams, 2. That bloody computer virus wiping everything I ever wrote and 3. Bloody school play. I'm not stressed or anything…

Yet.

See yas all next chapter. Please don't favourite or add to an alert without letting me know your thoughts :)