"So… remind me why we're doing this again?"

Rose sighed. The September winds were cold, and they were chafing against her nose, which had turned bright pink. She was all tucked up in her Slytherin hat and scarf, but still she shivered. "We're doing it so that I don't fail Defence Against the Dark Arts."

Leah chuckled lightly as they trudged down the country road to Hogsmeade. "A worthy cause. But I don't mind," she added breezily, tucking a strand of her frizzy brown hair back into her hat. "I like Lily. I'm just surprised she likes you!"

Rose shot her new friend a sour look from beneath furrowed brows, and Leah doubled back a tad. "But I know Remus will like you – he's lovely."

"So everyone keeps saying," the redhead muttered dourly. In truth, she was rather regretting the whole endeavour. Lupin had seemed nice enough the first few brief encounters she had had with him, but after her behaviour on the train, she doubted he was going to think much of her at all. As humbling and important as rebuilding her social status was, frankly she was rather tired of all the stress it caused her. She spent the rest of the walk to the village in a moody silence, listening to Leah chatter on mindlessly and only replying in monosyllables when spoken to.

And then, the worst happened. After finally looking up from her feet to scour the road ahead, Rose caught sight of a flash of red hair. It was Lily Evans, waiting outside of the Three Broomsticks for them, next to a tall, slim figure that could only be Remus Lupin. And suddenly, Rose broke out into a cold sweat.

"Leah, I've changed my mind – let's turn back."

Leah, who was busy waving to Lily and smiling, wasn't really listening. "What?"

"Let's turn back! I don't want to do this anymore."

"What?" Leah said again, but this time her full attention was on Rose. "What are you talking a– Rose, we can't turn back, they've already seen us!"

It was true – Lily and Remus were steadily walking towards them now, the former with much more of a spring in her step. Rose quailed.

"I – I don't think I can do this."

"Yes, you can," said Leah firmly, grabbing her by the arm and steering her towards the others. "Deep breaths – just keep breathing and you'll be fine."

The very idea of breathing seemed a bit much to ask at that moment to Rose, but Leah was surprisingly strong and so the choice was rather made for her. Before she could think of an escape plan, the two groups had collided and the inevitable had occurred. Everyone was smiling at each other, apart from Rose, who was looking rather peaky.

"Hi Leah! Hi Rose – are you alright?"

Lily Evans was looking at her rather curiously. She supposed she must have quite the expression on her face.

"Oh – yes. I'm good, just a bit cold. Nice to see you again."

"You too," Lily replied kindly, if hesitantly. "Rose, this is Remus Lupin. Remus, this is –"

"Rose Prewett," he finished for her in a gentle voice. Rose shot him a quick smile, though it probably seemed incredibly forced. She didn't take a lot of his face in, as she was too scared to look him in the eye.

"You know each other?" asked Lily. She was trying to be blasé, but something in her tone was off. Rose couldn't put her finger on what exactly it was that was off, however.

Lupin shook his head. "By reputation only."

There was a strangely uncomfortable pause that no one but Leah saw fit to break.

"Well, Lily, are we still going to Gladrags Wizardwear?"

"Oh!" Lily blushed slightly, which Rose noted as rather odd. "Yes, of course. I forgot we'd agreed to do that when we finally got to Hogsmeade." She frowned. "Um, Remus, why don't you take Rose to Honeydukes and we'll meet you there in about half an hour."

Lupin didn't seem particularly keen on this plan, by the way he shifted uncomfortably on the spot. "I mean, I don't mind coming with you two to Gladrags – do you Rose?"

"Oh, no," said Rose disjointedly, not expecting to be spoken to. "I'm easy."

Lily evens flushed a deeper shade of red. "Actually, I really think – well I do think it would be better if you – if you didn't come with us, Remus."

Lupin blinked. He seemed hurt. "Lily, I'm really not the kind of person who minds waiting in a clothes shop, and I'm sure Rose isn't either. Are you Rose?"

"Nnmhm," was the noncommittal noise that Rose managed to make through her scarf, unsure whether she was supposed to agree or disagree in this context, or exactly what side of this conversation she wanted to be on. All she knew is that Lupin clearly wasn't interested in being on his own with her, and she couldn't really blame him.

"It's not that I think you would make a fuss, Remus," Lily squeaked, undeniably flustered now, "it's just that – well I –"

"We need to buy new bras," Leah interjected. It was Lupin's turn to go bright pink.

"Oh my goodness. I'm so – I'm sorry."

Both Lily and Lupin were mortified. Lily just shook her head a little, clearly wishing the ground would eat her up inside. Everyone was too uncomfortable to say anything, until Rose forced herself to say, "I really should stock up on some Chocolate Frogs."

Lupin shot her a thankful look. "Well, if that's the case, then let's go to Honeydukes then. See you at the Three Broomsticks at –" He checked his watch. "– three thirty?"

"Sounds good!" said Leah brightly, as she led Lily off by the elbow. They began whispering to each other, and Rose could have sworn she heard Leah giggle. By the time they had reached the entrance to the clothes shop, they were both definitely laughing, their shoulders shaking. Leah said something to Lily, which caused the redhead to slap her affectionately on the arm. Rose hadn't realised they were so close.

"So," she said after a while, when she felt she had given Lupin enough time to emotionally recover. "To the sweet shop?"

He sent her a cautious smile. Both of them were clearly wishing they were in the other group. "To the sweet shop."

He wasn't conventionally attractive, Rose couldn't help but think as she watched the Gryffindor boy browse the jars of wizarding sweets that lined the walls of Honeydukes. He was tall and thin, taller than Rose, who was fairly tall for her age. He had light brown or dark blond hair that flopped naturally down into his eyes, which were a dull green. He also had a few scratches on his neck and face. Rose wondered how he got them, and whether they covered his chest and arms as well.

What she didn't realise was that Remus Lupin was spending this time to get a grasp of her too. Over the tops of the jars, he could just spy her reflected in the mirror that hung behind the counter. He was much more used to the sight of her than she was of him, of course. Remus Lupin spent his life in the background of Hogwarts, doing just enough to never be noticed, and never anything more. Rose Prewett, on the other hand, was practically famous – or infamous, as the case now was. In his first year, he had nurtured quite the little crush on her just through the glimpses he got of her in Potions class. After confessing this to Sirius and getting a lecture on why Prewett, Malfoy and Dolohov were actually the scum of the earth, his feelings had diminished somewhat. That being said, it was still a slight thrill to be in such close contact with her, even if a lot of that thrill was coming from the fact that she may well set herself on fire at any given moment.

In fact, whilst Rose was pondering all the things that made Lupin unattractive, Remus was considering all of the things that made Prewett quite the opposite. Thick, curly hair that fell into warm brown eyes, and a dusting of freckles that gave her round face a definite cutesy look. She was tall, rather than petite like Lily, but she still barely reached his shoulder. He had to stop all of this contemplation when he reached her long, dark eyelashes, because he found he was getting too distracted – besides, she had caught his eye in the mirror, and he had been forced to look away.

He knew that he should sidle back to her and try and engage her in conversation, but it was rather difficult. From what Lily had told him, he knew that she was making a conceited effort to make better friends after possibly the worst start she could have had at Hogwarts, but that didn't change the fact that she had been close confidants of people who had tried very hard to make his life hell (namely Yelena Dolohov). He wanted to give her a second chance, and yet he couldn't shake the feeling that this was all some kind of joke on her end. This only conspired to make him feel even worse.

Thankfully for him, the onus of making conversation was taken off of his shoulders. Prewett had approached him of her own accord, and said, rather matter-of-factly, "Are you and Lily dating?"

Remus almost dropped his bars of chocolate on the ground. "Excuse me?"

She had the decency to look a little unsure of herself, but persisted nonetheless. "You and Evans – are you dating?"

"No, of course not. Who told you that?" he snapped. His usual unassuming expression had been replaced by one of deep annoyance. Rose seemed to realise that she had put her foot in it, because she blinked very rapidly.

"No one, I – I just thought maybe you might –"

"Well, you were wrong," he said coolly, turning back to the chocolate and muttering under his breath, "Not that it was any of your business in the first place."

She didn't say anything after that. They continued to shop in stony silence, both willing away the minutes that were separating them from reuniting with the other girls. Rose had drifted over to the section dedicated to acquired tastes, and was studying the label for blood lollipops with more concentration than was necessary, in order to better avoid her companion's gaze. Remus couldn't help flicking his eyes back to her now again, when his internal monologue began dissecting their last conversation over and over, but she never looked his way.

They were so busy playing this rather ridiculous game that neither of them noticed initially when Delilah Malfoy walked in. She didn't notice them either, as she walked over to the counter and said, quite firmly, "A kilo of fizzing whizzbees, please."

Rose's head snapped up at the sound of her voice, which Remus immediately saw. The two of them – whilst still managing to refuse to actually look at each other properly – both moved their heads around to stare at the counter. Delilah was stood there, quite ignorant to her admirers, twiddling her long blonde plaits around her fingers in her usual manner. Mr Flume, who owned the shop, smiled at her as he fetched her sweets.

"A personal favourite?"

She shook her head absentmindedly as she casually retrieved a handful of galleons from her pocket as though it were nothing. "For my brother – his birthday is coming up. He's turning twenty, so it's quite a big one…"

She didn't look particularly bothered by this fact, more like mildly bored. Rose's stomach, however, was tying itself into knots. Luicius' birthday! She had been supposed to attend, until the news of her sister's marriage had reached Malfoy Manor. She wondered whether Lucius or Delilah would be bothered her absence.

"Well, there you go dear, that will be eleven galleons and twenty-one knuts."

Remus winced from behind the stand of liquorice wands that he was watching the interaction through. Delilah, on the other hand, didn't seem bothered by the high price, and rather nonchalantly handed over twelve galleons, adding "Keep the change."

Mr Flume didn't need to be told twice. His smile widened as he passed Delilah the Fizzing Whizzbees. "Wishing your brother a very happy birthday!"

She smiled in thanks, but it didn't reach her eyes. She began to leave, and both Rose and Remus ducked behind their respective shelves – but too late. Through the jars of blood lollies, she had seen a flash of red hair.

"Oh!"

It was the only comment she deigned to make. Rose straightened up, shame-faced, and for a split-second deep brown met clear grey as they stared at each other. Then Delilah turned bright red and, without another word, hurried out of the shop. Rose watched after her for a moment, but then hid her face again as she felt the prickle of tears start in her eyes. She did not want Lupin to see, and to pity her – she could not abide pity.

Unfortunately for her, Remus had indeed seen the expression on her face, and it was causing him to regret his earlier outburst. After all, she had only been curious… Really, she had enough going on without him adding his own petty problems to the list. He approached her cautiously, intending to apologise – but when he got to her side and saw her brushing away her own tears as surreptitiously as she could, his courage failed him. Instead, he managed to say,

"Are you about done? I thought we could go on a walk for the last fifteen minutes – I think I've seen everything there is to see here…"

He expected her to refuse or to flat out ignore him, but instead, she simply nodded dejectedly and together they bundled out of the shop. It was still bitingly cold outside, but Rose didn't mind so much anymore. Her cheeks were still burning after her failed interaction with Lupin and the unexpected encounter with Delilah, and the wind was cooling them down quite nicely now. The volume of the wind as it rushed past their ears also made it difficult for either herself or Lupin to start a conversation, which was ideal, as it meant she could follow him along in silence, not trusting herself to speak.

Or so she thought. Little did she realise that Lupin had something that he needed to get off of his chest.

"I'm sorry. About earlier."

His voice was almost inaudible, but Rose just caught it. She blinked in surprise.

"Oh – no, I'm sorry, I shouldn't have asked."

He shook his head, as though frustrated. "No, I shouldn't have snapped. It was a simple enough question, it's just –"

"You really don't need to explain," she said quickly, praying that he would drop the subject. Sadly he did not get the memo.

"It's just everyone thinks we should date, even Lily, I think. Everyone keeps pestering me about it. But I…"

He hesitated. Rose had been trying not to make too much eye contact, but now she couldn't help but glance at him shrewdly through a few of her curls. "You're not interested?"

He paused, and then shook his head. "No."

This puzzled Rose. "Why?"

He shrugged, a little taken aback. "I don't know. She's just – she's not my type."

"Not your type?" She shot him a challenging smirk, without really thinking about it. "Smart? Funny? Drop-dead gorgeous?"

"I guess not," he said tersely, although not as tersely as before. He appeared to be warming to her slightly. "No, it's not really that. It's just that she's my friend." He sighed, contemplating whether to be honest. Finally, he added, "And so is James."

"Aha!" Rose said triumphantly. "I thought that might be the issue."

She hadn't needed Hagrid to enlighten her about the situation between Lily Evans and James Potter – the whole school was well aware that Potter was obsessed with Lily, despite absolutely no encouragement from her. Lupin looked slightly uncomfortable.

"It's not the only issue though." They were climbing an incline now, and they were both panting. Rose had thought that they were ambling towards the Three Broomsticks, but at the last minute, Lupin had taken an abrupt right turn. It seemed to be some kind of long drive. "I really mean it when I say that Lily is my friend, and I don't want to jeopardise that over some silly school relationship that would never work out anyway."

"Who's to say it wouldn't work out?"

For a second, it looked like Lupin was going to retort very quickly, but then he just shook his head and said: "Me."

"Insightful."

She was definitely smiling now. It was rude of her, but for some reason Remus didn't mind. The whole situation around Lily Evans had been bothering him for weeks, all through summer – it was somewhat nice to see someone making light of it. It made the whole thing feel a lot less world-ending.

"She's also a little –" Now he had started unloading, he couldn't appear to stop. Prewett, with her thoughtful demeanour and caustic witticisms, was surprisingly easy to talk to. "– overbearing. Which I don't mind in a friend, but I wouldn't like in a girlfriend."

Rose snorted. Remus glanced at her curiously.

"What?"

"Nothing." She grinned. "I just didn't realise you were so against strong women."

"I'm not!" he said, outraged. "But Lily is one of these people who finds arguing fun, and I don't have the energy for that. I want to have a girlfriend that I can sometimes disagree with without it becoming some huge incident."

Rose giggled. Remus tried to frown at her, but found it tricky. It was the lightest he had felt in a long time.

"Oh, shut up."

They had reached a clearing at the end of the dusty road. There, behind several fences and some broken down signs saying Keep Out! was a very shabby building. They walked together as close as they could to the locked gate. It was an oddly haunting sight, and Rose felt a shiver travel up and down her spine. This time, she didn't think it was from the cold.

"Where the hell are we?"

A certain cloudiness had settled in Lupin's eyes as he stared out at the building; it seemed as though he was not really seeing it at all. "Shrieking Shack."

Rose let out a small squeak – she had heard rumours about this building, like everyone in Hogwarts. It was supposed to be terribly haunted. She had never expected to visit it on her first trip to Hogsmeade. The cloudiness in Lupin's eyes lifted as he turned to smirk at her. "Not afraid of ghosts, are we?"

"No," she murmured, unconvincingly. "I just think it's sad."

"Sad?"

She was struggling to find the words to articulate what she was thinking. "Well, there're supposed to be really troubled spirits in there – spirits that even the most talented of wizards can't help."

"And?"

"Well, doesn't that make you sad?" she persisted, as she looked up at him gingerly. "They were people once too. Imagine being so sad in life that it carried on into your death."

Lupin was watching her with an expression she couldn't quite determine. Then he shook his head and turned back to the shack. "You know, you're surprisingly likeable."

She snorted. "Gee, thanks. That's what every girl wants to hear."

It was his turn to laugh. "I admire you for what you're doing."

"What do you mean?"

"For trying to start over again. Takes a lot of courage."

"Well, my father always said I should have been a Gryffindor."

She was deflecting, he knew, but he didn't mind. "I'll help tutor you in Defence Against the Dark Arts."

"You will?" She beamed at him. "Thank you so much! I swear I'll make it up to you – what's your favourite sweet from Hogsmeade? I'll pay you in sugar."

He laughed out loud again, and he threw back his head as he did. Something in Rose's chest fluttered. "No need. Just prove to me this was a good decision, alright?"

He said this with a kind of sincerity that Rose wasn't used to, and it made her throat tighten slightly. "I promise."

Remus Lupin smiled sweetly, his eyes flitting over to her for just a split second. Rose Prewett did not believe in love at first sight, and was decidedly cynical about love in general – but for that split second that his eyes came to rest on her face before moving on, she suddenly started to doubt herself.

When they returned to the Three Broomsticks, they were only a few minutes late – but by the look on Lily's face, one would have thought that she and Leah had been waiting for hours. Remus deflected her questions about where they had been to make it seem as though they had been in Honeydukes the whole time which, although devious, was certainly a simpler solution than trying to explain why they had decided to hike up to the Shrieking Shack. They barely managed one butterbeer all together before Leah told them all that she had to return back to Hogwarts for a meeting with Professor Flitwick, and Remus made a lame excuse to accompany her. Rose was almost certain that this was because he didn't want to end up walking back to the castle with Lily alone, in case she tried to make a move. Unfortunately, it seemed that was the impression that Leah and Lily got as well, because they shared a dark look. Rose had the funniest feeling that Leah's meeting with Flitwick had simply been a ruse to get Rose to leave with her.

With just Lily and Rose left at the table, the mood instantly soured. Rose could not tell why exactly, but she had her guesses. Lily kept watching her suspiciously from over the rim of her glass of butterbeer. Rose tried not to acknowledge this, but soon the choice was taken out of her hands.

"Do you fancy him?"

"Hmm?" Rose responded from beneath her butter beer moustache, though she had heard perfectly well. "What?"

"Do you fancy Remus?"

"I've only spoken to him once before today. It's a little early for anything like that, isn't it?"

It wasn't a lie. She had enjoyed their little trip to the Shrieking Shack, but she could hardly claim to know the boy. That being said, her mind flashed back to his eyes on her, and she felt that odd fluttering sensation in her chest again. She ignored it.

"Well, good," Lily said rather stiffly. She took a long sip of her drink, breathing heavily. "Did he… Did he mention me at all? While you two were together?"

This put Rose in an uncomfortable position. She did not want to lie to Lily, but she did not want to spill all of Lupin's secrets. "I think you came up, yes."

"What did he say?"

"He said that he really valued your friendship," was Rose's diplomatic answer. Lily scowled.

"Is that it?"

"Isn't that a compliment? What more were you looking for?"

Lily didn't say anything. Rose was contemplating whether to push the conversation forward, and decided eventually that she better had.

"Do you?" she asked. "Fancy Remus, that is?"

Lily flushed indignantly, and for a moment Rose thought she might have gone too far. But then the Gryffindor girl answered, rather tentatively, "I think so."

"You… think so?"

"Well it's difficult, isn't it?"

Rose was struggling to comment. Boys was not a topic that she was particularly well versed upon, or had given much thought until today. "I mean, I'm not the best person to ask, but I'm not sure it's supposed to be difficult to know if you fancy someone or not. I'm pretty sure that's the easy part."

Lily seemed to have forgotten who she was talking to. She brushed a loose strand of her hair out of her eye in irritation and drummed the fingers of her other hand on the table. "It just makes sense, you know? It makes sense that we would work together, so I'm not sure why it's not been easier to get the whole thing started."

"Maybe," Rose ventured, "it's because these things don't always make sense."

Lily looked back at her blankly, and she tried from a different angle.

"Again, I don't have a lot of experience with this, but when Molly and Arthur got together, it was very easy and natural, because they were both really on board with the whole thing."

"Do you think Remus isn't on board with it? That that's the problem?" Lily said quickly. Rose squirmed a little in her seat.

"That's not quite what I'm saying. I'm saying that I think you're focusing too much on if the relationship makes sense, rather than asking yourself if you actually want to date Remus. Do you actually want to date Remus?"

Lily shrugged helplessly. "I mean, I feel like I should! He's sweet, kind, funny…"

"Yes, yes – but do you want to kiss him?"

Her face screwed up instinctively before she could stop it, and Rose couldn't help but laugh.

"I think that might be your answer."

"I just feel like such a failure," she huffed, leaning back into her chair. "Everyone keeps pestering me about when I'm going to get a boyfriend."

Rose frowned. "Lily Evans, you are one of the most popular girls at this school, and for good reason. You're an absolute catch, and you don't need a boyfriend to complete you. And if you do get a boyfriend, make sure it's because you want one, not because everyone else is telling you that you need one."

Lily watched her pensively for a moment, and then she grinned. "Thank you."

Rose just shook her head. "Don't mention it. Now, I'd appreciate if you'd explain to me why on earth you were using your first ever Hogsmeade trip to buy bras?"

Lily let out a small giggle. "Ah, well, you see - Leah wanted some bigger bras, but her mum always makes her choose plain ones when they're out shopping together, so I said I would take her shopping myself. You should have seen the selection at Gladrags - they had ones with an accurate map of the stars on them!"

She continued to chatter on, clearly in a much brighter mood, leaving Rose to ponder silently why the vision of Remus kissing Lily that had popped into her head had caused all the muscles in her chest to tighten.