Remus couldn't sleep. He tossed and turned, tried flipping his pillow over (and over again), counted sheep, and attempted to 'clear his mind' (or maybe it was some other bizarre thing he might have heard from Trelawney). None of it did any good: Remus was still wide awake. He didn't even have the knowledge that morning was almost near. It was still that strange time period when you couldn't say it was the previous day, but it wasn't quite morning either. It's the witching hour, Remus mused, though he could hardly imagine a group of witches up and about at this time of night (or morning, Remus could not decide) casting spells or consorting in the dark as muggles seemed to believe. No, he thought, most everyone is asleep.

Though Remus thought he was alone in this miserable state, he wasn't. In the bed next to his, Sirius Black was also having the most difficult time falling asleep. Not quite as rational as his furry friend, he had opted to sulk and stare straight up at the ceiling, trying unsuccessfully to corral his thoughts. Frustrated at his sleeplessness, Sirius left out a great long sigh. Remus twitched.

"Padfoot?" Whispered the young werewolf. "Are you awake?"

Sirius shifted around under his covers, laying on his side now so that he could face Remus, who he knew was out there somewhere in the darkness.

"Very much so. Can't sleep," he explained.

"Yeah, me neither," Remus admitted. "What's keeping you up?"

"Too much thinking."

"Really, you? Thinking?"

"It's been known to happen," Sirius retorted, though the darkness hid a small grin. He loved it when Remus was witty like that.

"Pray tell," Remus began, sitting upright a bit in bed, voice low. "What were you thinking about?"

What was keeping Sirius Black awake at night? In not so many words, it was quite simple: his family. Thinking about the Black family line was enough to keep anyone up at night, but it was more than that to Sirius. He had always been a bit of a black sheep (no pun intended), but he was starting to think more and more that he simply didn't belong in his family. They were nasty people, of course, though they hadn't been particularly nasty to him. That was part of the problem, really: Sirius felt like a stranger in his own house. More than being a bit out of touch, he felt like he was being pushed completely out of the picture. Sooner or later, he feared, it would be his mum, dad, and Regulus—no Sirius to be found. And the worst part of it all? He didn't think he minded that much. His own flesh and blood, erasing Sirius from their lives, and the boy couldn't be bothered to feel all that upset by it. At least, not traditionally upset—it was the principle of it all that bothered him mostly. It didn't matter to Sirius much that for much longer, he wouldn't have Orion and Walburga Black. It mattered to him that he wouldn't have his parents.

It wasn't something he thought Remus would understand. Then again, he thought to himself, maybe it was. The young werewolf knew a great deal about Sirius Black, from his favorite color (crimson) to his favorite song (had just recently become Bowie's 'Rebel Rebel'), even what he liked most for breakfast in the morning (baked beans mashed into a fried egg—disgusting to Remus, adored by his grey-eyed friend). In turn, of course, Sirius knew a great deal about Remus. Fewer facts, maybe—Remus didn't go around parading what his favorite anythings were—but he knew the boy just as well. For example, the werewolf had five different kinds of sighs, each corresponding to a different sort of circumstance or emotion. Sirius knew all five and their translations, and he prided himself on having a near-perfect comprehension of Remish—the boy's 'language.'

Sirius decided to give his friend credit where it was due. Perhaps, Sirius thought, Remus could help tame his thoughts.

"I was thinking about how I'm not a very good Black," Sirius said. "It might be time to sever that tie."

Remus audibly gulped.

"Well," the sandy-haired boy began, finding his words, "What makes you say that?"

"What makes me…" Sirius sighed, shaking his head. "Well, for starters, I'm not obsessed with my own bloodline, that's for sure. Nor do I make it my own personal business to get all wrapped up in the bloodlines of others. I have absolutely no interest in dark magic, Slytherin House, or mounting blood house elf heads to the wall—"

"—So, in short, you're decent folk," Remus insisted. "And that makes you a bad member of your family—do I have this correct?"

"Yes," Sirius whispered. Remus nodded, and Sirius felt he could nearly hear the boy pursing his lips in thought.

"Alright, and so because of this, you don't want to be a member of the Very Great and Nobly Pure and Rather Dull House of Black?"

Sirius tried his best not to laugh, knowing it could wake James—Peter never stirred once asleep.

"Not quite the words off the family crest, but you've got the gist."

"But not all your family is made up of indecent folk?"

The dark-haired boy paused. There were one or two good eggs in the bunch. Remus capitalized on this pause.

"Right," the boy continued, "I didn't they were all bad either. You don't want to forget the good ones, of which I assume there are at least a few. Granted, I don't know your family very well—"

Sirius snorted as quietly as he could.

"You aren't missing much."

"But you see, Sirius, I find it very hard to believe that—"

"—and why?"

"—because in some sort of convoluted and I'm sure displeasing way, your family made you: and my life would be exceedingly worse had they not."

Sirius paused for a moment. Did Remus really think that? Did he truly believe that his life was that much better with Sirius in it, that it made up for the awful things the Black family said and did?

"They are far from perfect—and Merlin knows you're aren't either—but they might be worth a second look, Sirius."

Sirius sighed.

"You might have a point—I could be rushing into this whole 'severing ties' thing, but it feels like they're pushing me out."

"They're what?" Remus hissed. In the darkness, his amber eyes glistened, and for a moment Sirius was able to locate his friend's face. The werewolf sighed, and Sirius knew the sound of that one: displeasure.

"I don't know," Sirius admitted, "But when I go home, I get this sense that I don't belong there anymore. It's like," he paused, trying to find the words, "It's like living with bad roommates, yeah? They put up with me, but they don't include me in anything—I swear, if I didn't come home one summer, I don't think they would notice—"

"—Sirius—"

"—I'm not kidding," the boy insisted. "Really. I have half a mind to just not go back in June."

Silence. The pause continued long enough that Sirius wondered if he had bored his friend to sleep.

"Moony?" He whispered.

"Still up, Sirius," responded Remus. "Just thinking, is all."

"Thinking? Thinking about what?"

"About the logistics of a fifteen-year-old boy running away from home, and how I wouldn't blame you for trying."

"And?" Sirius asked, a spark in his eyes. Remus sighed. He knew this one too—that was his 'I give up' sigh.

"And I'm afraid I don't have much good news," the boy said softly. "But if I'm going to be up, I might as well be thinking about a solution to the puzzle, right?"

That's right, Sirius thought, Moony was up too, same as me. The boy now wondered why that was.

"Why are you awake at this time of night, anyway?" Sirius asked. He heard some fidgeting under Remus' covers. The boy had stiffened somewhat, and it made Sirius wish he hadn't asked. That wasn't a good sign with the werewolf—fidgeting. The boy wasn't known to do such things.

"Ten years," Remus whispered. "It's been ten years, tonight, since it all…happened."

Sirius' face fell. That was what was keeping his friend up at night—right before Remus' fifth birthday, he was bitten. Ten years ago, the boy's life changed forever.

"Shit," Sirius whispered, wishing he could have come up with something a bit more eloquent to say. Still, one's words usually don't come easily in the wee hours.

"Shit indeed," Remus whispered. "I don't remember it—not really, at least—but I still can't usually sleep at night because of it. It's not nightmares, really, just…thinking."

"I don't blame you for not being able to sleep," Sirius began. He suddenly felt very badly about burdening Remus with his own problems. What is that boy doing, helping me with my problems when he's got plenty of his own?

"What are you thinking?" Sirius asked quietly.

"I'm thinking…my life could have been very different," Remus said matter-of-factly. "And I can't help but imagine it'd be better. Who knows," he sighed (one Sirius recognized as 'wistful') and continued, "Maybe I'd play quidditch with you and James. I'd be better-looking, I reckon, and maybe a bit more confident, smart—proud, even—"

"—but…your charm," Sirius insisted. Remus sputtered.

"My…what?"

"Your charm," Sirius repeated. "You're sweet, brilliant at everything, softer but stronger than any of us, rugged-looking too, somehow, even with that wispy baby hair of yours." The boy paused. He wasn't sure Remus needed to know how much time he spent looking at his hair.

"You know, you're difficult to crack—not a fast friend, no, but a bloody good one. I mean," Sirius continued, "You don't see James or Peter up with me, listening me ramble on about my family problems—"

"—because they're asleep, Sirius, like we would be if we were any normal—"

"—but we're not, are we?" Sirius said a bit shortly. "We aren't normal. Which I guess is good. It's less lonely," he admitted, "Knowing I'm not the only one with problems—no offense of course."

Remus scoffed.

"Oh, none taken. I've got loads of problems. But…" he drifted off, starting to feel the heaviness of sleep. It was harder to find the words to describe yourself as your mind slowly wound itself down. "You really think I've got…charm?"

Sirius nodded fervently, though realized what little good this did for Remus in the dark.

"Oh, yes," he insisted. "Loads of it. You've got all these particular little ways about you, ways James and Peter don't. They might have other things you don't, though I haven't really been paying attention, so they must not be all that important if they exist…"

"Sirius?"

"Yeah, Moony?"

"Just…thank you," the young werewolf said quietly. "You're a good friend, you know."

"I learned from the best," Sirius retorted. "You're a good friend too, Remus."

Silence. Sirius wasn't sure if his friend had fallen asleep yet or not.

"Moony?"

"Yeah, Sirius?"

"I might try and sleep, now. I'm feeling better about things."

"Yeah," Moony whispered, his lips turning upwards into a small smile. "Me too."

"Goodnight, Moony."

"Goodnight, Sirius."

Silence. Remus had not begun to fall asleep yet, though he knew it would eventually come. Thoughts of his life changing ten years ago didn't seem so troubling now that he knew there had been an upside to it all: Sirius thought he had charm. In the boy's grey eyes, Remus was brilliant, sweet, rugged, and a good friend. Maybe he'd be those things and be a werewolf, but the sandy-haired boy wasn't so sure.

And rugged—Remus had never been described as anything but small and sickly before. Being rugged made him feel powerful, and good. Being called rugged by Sirius Black, of course, was something else entirely. A warm sort of butterfly-like feeling sprung up in his stomach. This must be what it's like to have a good friend, the boy thought to himself. And it felt nice—nicer than any friendship ever had. Remus Lupin fell asleep to the idea of being in love—without knowing it was love at all.

Sirius, meanwhile, was not sure sleep would come. His thoughts no longer circulated around his family—not like they had before, at least. He had been thinking more about what Remus had all but said was their redeeming factor: him. And how quickly that redeeming quality had meant so little to the werewolf when he learned how uncomfortable Sirius felt in his own home.

He cares about you, Sirius thought to himself. But does he care the same way you do? The dark-haired boy doubted that Remus felt the same way. I'm just a good friend, Sirius thought rather bitterly.

Sirius tried to shake the thoughts away. Remus didn't need to worry about the affections of his sexually confused friend, Sirius thought to himself. The boy had enough on his plate. Sirius had been so close to confessing to Remus but decided against it. He was brave, but it was positively frightening to think that the amber-eyed boy could reject his advances, that they would no longer be good friends or anything at all. And that, Sirius decided, was worse than what he assumed was unrequited pining.

Let me know what you think, and thanks for reading!