{A/N: This story is based off of an role play I had done before. Someone had mentioned to me to write what had happened when Sirius and Remus first met... so I did it. This story is just some little thing I did 'cause I was bored. Hope you like it. Also, none of these characters belong to me (accept my interpretation of Rem's parents. I made them up and they are 100% mines.) All original characters by J.K. Rowling are copyrighted to her and not me. So don't sue me. Thanks and happy readings!

-----------------------------------

First time we all met.

Running a hand through his sandy hair, a soft expression dulling the smooth features of his face which held a pure, chaste smile and a childish glint in his eyes. The boy's face was more girlish then most boys, each bone structure fragile and beautiful in it's own unique way, and the bright hazel eyes piercing with it's dusty brown hue. Even though his hair was long and lined the sides of his face, making him seem more like a girl then if his hair was short. The uneven locks were dull, but still beautiful curling at the ends and giving more porcelain look to him. It seemed that if you were to touch him that he would just break. Yet this beautiful boy was strong with a deep secret hidden inside of him... at the nights of the full moon, he no longer was the angelic beauty, but more so a monster. A lyncanthrope or other wise known as a werewolf.

Sighing at these dark thoughts, hating himself for what he was, he gave one last look towards his broken family. His mother was the bright cheery red head, whose hair was lined with streaks of a dirty gray color at the roots and through her hair, yet still she showed the same facial expression, and same doll like face. She waved merrily to her son; a hand outstretched into the air as she waved good bye, which was also accompanied with yelling the two word 'good bye'. She was also trying to contain herself from not rushing forward, and taking her son back to be sheltered as he was. On the side, in the back of the aging woman was a grumpy looking man, who seemed to only be in his early forties? Dusty brown hair was gelled and almost perfect, as he fought of the urge to have a cigarette and just leave his wife here so he could get to work, glad that he finally didn't have to see that boy no more. Turning, he began to walk away from the crowd, the man shoving his hands into his pockets, not bothering to say good bye, but rather 'good riddance'. On the other hand, his mother kissed her palm and then held it out making it a blow motion, before waving once more and calling good bye, wishing to see her son off... but afraid that she would be left to walk home.

Watching as his parents leave him, he stood on the platform, wearing a ragged pair of jeans, which carried holes in the fabric, showing off his pale and skinny legs, along with the occasional scar or bandage. Old sneakers were on his feet, dirt marks covering them along with the scuffmarks and other varies nicks that could be on shoes. A simple faded navy sweater hung on him, the buttons undone and showing the white shirt he wore underneath. The boy seemed more like a beggar, then someone going off to a high standard school. Yet he had put his whole life savings into the supplies needed, saving every penny and nickel he could to get good quality equipment, and not some hand me downs or what not. Still, at that price he couldn't afford much clothing and borrowed some from his cousin. Still, he was confident about going to school, but his thoughts were soon interrupted by a harsh sneer.

Turning his head quickly, his eyes widened at the sight before him, and he tried his best to keep his head up. Smiling he let out a soft hello in greeting, hoping to be friendly with the cruel looking bunch before him. Scanning over the crowd, he looked over the features of all the frowning faces. The person in front, who he supposed was the leader, was tall and blonde, but quite handsome at that, with sleeked back hair and having a more suave appearance, he appeared to be a bit older then the others. With his arms crossed and his nose high in the air, the blonde had a growing distaste for the other boy in front of him. A few people were gathered behind him, keeping the same look but more toned down then their leader.

"You're in my way," he barked, starring down upon the other boy, his eyes glistening with a wretched look.

"Uh... I'm very sorry," the sandy-haired boy replied, stuttering between vowels as he ran his hand along his arm, nervous, "I didn't know, you needed to get by."

"Well, now you do. So -move- it," the blonde leader barked again, more viscous then before as he gave out the order.

Nodding, the smaller boy quickly moved out of the way, letting them pass. They all laughed, as he seemed to cower in fear, yet he was only leaning over to pick up his bags and drag them away with him. Looking over for a moment he heard a brief names he was referred by, mostly 'gay' and 'hick' were used. Closing his eyes quickly, he sighed, not bothering to open them and look after the other students again. Why did everyone have to be so mean to him? They didn't even know him and were treating him like dirt. Opening his eyes, he looked at his clothing and frowned, understanding why they called him that, and feeling less important then he did before. Only he couldn't sulk at the thought as a soft pat on the back snapped him out of his thoughts as he turned to look up upon the person who touched him.

A large sloppy grin was etched on his offender's face, bright pure hazel eyes glimmering with pride and enjoyment, along with some sympathy. A black tinted shaggy hair lurked on top of his head, seeming more like a mop then hair, but it was strangely attractive on this boy. Wire framed glasses circled around his eyes, which would have made him dorkier looking if they were any bigger. The smaller boy's eyes widened slightly; not able to contain a smile, seeming that this boy's charisma affected him somehow.

"Don't worry 'bout those gits," the black haired boy chirped, sticking his thumb out and gesturing to the stuck up snobs, "Malfoy and his gang are pathetic stuck ups that don't deserve to go to Hogwarts."

It sounded cruel at first, but the sandy-haired boy nodded in agreement, his gesture slow and shy, with the same weak smile. His face brightened though at this other boy's reply, and the thought that not everyone was mean as it appeared to be. So, he just nodded in content, hands crossing in front of himself, his fingers intertwining together as he gave a more serious nod. The dark haired boy only nodded in reply, his grin growing wider at the signs of happiness drifting back to what seemed to him... poor boy. Laughing, he patted him on the back again, his eyes closing as he laughed out more remarks about the stuck ups and the leader Malfoy, always finding time to put in 'git'.

"Any how, the names James, James Potter to be exact... and you are...?" his hand carried out in a gesture, awaiting a reply from the smaller boy.

"Remus Lupin," he replied weakly, a light pink filling his cheeks, as he looked down at the ground for the moment, then back up at James. Curse him for being so shy!

"Nice ta meet y' Remus," James greeted, patting the young werewolf on the back with a galiant smile, "When my best mate gets here, I'll be sure to introduce y' to him."

"Oh... okay," he stuttered, blushing even harder, as he looked at James, who was laughing at how shy this boy was.

Soon, James began to carry out in conversation again, not much more on Malfoy and his gang, but now about Quidditch. The sport played up in the high on brooms, James talked about how he couldn't wait to get on the team here at Hogwarts, well once they got there of course, and that he was going to try and become seeker. Remus only nodded, not too familiar with the sport, but friendly none the less to him, and agreeing with what he said even though he wasn't sure to what he was agreeing on. Laughing faintly at each joke, he was interrupted by a loud whistle from behind him. James stopped talking and looked over at where the noise came from, a grin sweeping along his face, as he tried not to laugh. Turning around slowly, Remus looked at the person behind him, who had made the whistle, and it was soon apparent that he was to him.

Blinking, in confusion, his eyes came to the boy coming up towards him; his black hair shagged down along his face, and was loose and beautiful. Bright blue eyes were wide and bright, and a flirtatious grin pierced the corners of his mouth. The boy was dressed stylish, with an almost dark a mysterious flare to his clothing, defiantly handsome despite his young age. A jacket hung over his shoulder, held up but a finger, and in the other hand were his bags. Remus couldn't help but blush at the site of this boy, and looked at the floor, wondering if he was gay... or if he knew that he was a guy, since Remus had come to terms with his girlish demeanor.

"Hey James, seems to be that your already trying to pick girls up," Sirius barked merrily, a wide smirk on his face, as he wrapped an arm around Remus's shoulders, making the light hair boy blush at the contact. James smirked back at his friend, and pointed out a finger and poked Sirius' forehead, trying to contain himself from laughing at the moment. Still, Sirius acted like a fool, the lazy grin on his face as his arm slung over the fidgeting boy.

"Um... Sirius. That -her- is a -he-," James muttered blankly, gesturing to Remus. Sirius, blinked a couple times, arm lifting up from Remus's shoulders as he shifted himself in front of the other boy. Going beat red, he looked at Remus dumbfounded and humiliated. Gulping, he tried to smile innocently as James soon began to roar with laughter, clutching his sides and Sirius tried to stutter an apology to the smaller boy. Not able to make eye contact, he started to play with his fingernails as he tried to think of something to say that wouldn't already offend the other boy.

"Oh, I'm really sorry... uh, from back there... with your hair... uh... I thought you were a girl and uh... erm... I'm sorry. Hope I didn't offend you in any way," Sirius finally spat out, stumbling over each words as he starred down at his hands, his face still a nice handsome shade of red.

Smiling, Remus only let out a soft chuckle, and placed a hand on Sirius's shoulder, trying to be comforting and talking through body language that he didn't care that Sirius had called him a girl, instead, somewhat flattered that he would think that way. "It's all right," he replied to Sirius incoherent apology, "I don't mind. As long as it doesn't happen again." It was a simple forgiveness, but the truth. Sirius looked up at Remus, hopeful that his first year here wouldn't be all that bad. Thank god for his good looks and charm. Grinning, he practically stuck up his nose, put his hands on his hips and let out a joyous laughter. James just watched the two, an eyebrow raised at the scene, his eyes still laughing, even though he himself had calmed down quickly.

"Thank you for forgiving me... uh... by the way, what's your name?" Sirius asked, looking down at Remus, blinking a couple times with a questioning hot headed look. Remus only laughed again, and tilted his head to the side in a school boyish way.

"My name is Remus Lupin, I presume that you must be Sirius..."

"Yup! Sirius Black, at, your, service." Sirius said each word with a pause, as he rolled his hand around and then tucked it over his stomach as he bowed down before Remus, making the other boy blush yet again. Looking up from Sirius to James, he only smirked, arms crossed over his chest. Remus pouted slightly and sighed softly, before looking back at Sirius, who rose from his bow and was starring at Remus. Blinking again, he turned and looked at James.

"Heylo mate," he chirped, patting the other boy on the back with a strong open hand. James eyes went wide at the force, but he regained composure and looked at Sirius and soon started on with conversation, going on about summer, acting as if they were best pals. Which it seemed that they were? Remus watched for the moment, and then looked down at his bags, kicking away that slight tinge of hope that they could have become friends, his eyes then quickly adverting to his ragged bags beside him. Giving glances up and down from his bags at the others, hoping that they would say something, but then noticed that someone else joined.

A pudgier boy then appeared behind them, his lips pursed and he looked around, fidgeting. James and Sirius didn't seem to mind the boy, and greeted him as a friend. Remus looked up from his bags at the other boy, and frowned, believing that they rather have that short boy over him, but he didn't care, and only shrugged it off. Again, he sighed, bending over slightly to pick up his bags and head onto the train. But a loud voice interrupted him by calling his name, and from habit, he looked up at who said it.

"Remus, wanna sit with us on the train?" Sirius offered, his hands dug deep into his pockets and James beside him with his bags already in hand and the same friendly look on his face. The pudgy boy only looked over Remus, almost as if he were afraid but a simple smile on his thin lips. It seemed that they were being truthful, and not just playing some simple minded joke that would end up hurting his feelings. Remus nodded and smiled in agreement.

"All right... if you two...three... won't mind," he said, his shy voice returning, as he looked away, his cheeks growing hot from the rising color. Inside, he was basically jumping up and down, so happy that someone had already excepted him, and that they weren't just pushing him away. Well, they didn't know what he was yet, and that would probably change things. But he wanted friends so badly, and he pushed aside his concern and wanted to be the naive child he was supposed to be. Sirius and James both nodded at Remus' reply, the pudgy boy just starred over Remus.

"'Course we don't mind, if we did, we wouldn't have asked," he replied with mock sarcasm as he leaned down and picked up his own bags which were previously cased aside. "Oh, and this is," Sirius gestured to the pudgy boy, "Peter Pettigrew." The pudgy boy, whose name was Peter, just nodded and gave a small wave, seeming to already know who Remus was; quickly he shrugged it off and returned the wave with a warm smile. James just started to move away, heading for the bus and looked back to see if they would follow. Sirius was the next to start moving and a small skip in his first step to gain speed to catch up to James, who had turned back and was already starting to board the bus. This time, Sirius looked back and gestured for Remus to join them. "C'mon, you don't want to be left behind, do you?" he asked, brightly his voice slightly louder then before. Nodding, Remus blushed furiously and picked his bags up in a hurry and rushed over to the train, and followed Sirius inside.

Finally, his dream come true... and he wasn't even there for an hour and he already had two friends, not counting Peter for he seemed more as friendly as he could at the moment. This was turning out to be a good year... or several to be exact. Remus smiled to himself as Sirius watched the other boy, who was currently lost in thought. The two were pushing their way through, wondering what happened to James and Peter. Finally, Sirius broke the silence.

"So, where you from?" he asked simply, still keeping that foolish grin on his face.

Looking up, Remus blushed again, making Sirius grin grow even wider. It seemed that the other boy liked the fact that Remus was so shy. "Uh... oh... I came from the countryside. So, I don't really know anyone that well, except my mum and dad," he said, shrugging as he pushed through some more students trying to keep up with Sirius.

"Oh, so no neighborhood... or... something like that?"

"Is that... weird?"

"No, just... different, but sometimes it's good to be different."

Sirius then looked over at Remus, a more serious and handsome look etched over his face. Those beautiful blue eyes were piercing, as if looking through him, and sent a cold heat through Remus' body, causing him to tense but not with fear, but with this weird, yet enjoyable feeling. This more, dominant look made Remus's face turn bright red, as Sirius turned and finally met up with James and Peter. Remus followed, still a bit dazed as he followed them into the compartment, which was slightly larger then the rest, but the wallpaper was chipping at the ends and some graphic words written on the seats. It was still comfortable and well taken care of other then those few problems. As he waited for the others to get settled, he propped his own bag on the rack above them and took the empty seat beside Sirius.

James sat across from Sirius, continuing their conversation about quidditch. Listening to them, he could only enjoy the sensation of sitting near Sirius... it was a bit odd, but he couldn't help but smile near that boy. His own goofy smile was contagious. Laughing at this thought, he caused everyone to look at him, with questioning looks over why he had laughed.

"Something funny?" Peter spat out; thinking that Remus was laughing at him.

"Oh, no... I was just... uh... thinking... about silly things," he murmured, blushing once more as he looked down at the floor. James elbowed Peter from his rash comment and then looked at Remus again. Sirius just threw an arm around him again, and drew his face closer to the other boy's, causing Remus to blush even harder.

"Would you like to share with us, Remus?" Sirius asked, his breath running gently along Remus face, playing with the small hairs, and causing Remus to fidget slightly in his seat. With the sign of being uncomfortable, Sirius drew away and only laughed weakly, patting the smaller boy on the head. Peter sighed and looked out the window, and James joined in with the laughter.

"Oh, uh..."

"You don't have to share if you don't want to," James said, sending a small glare at Sirius, who only shrugged it off, keeping his hand placed on top of Remus' head. Pursing his lips, he looked at the ceiling and laughed it off, ruffling Remus hair and bringing his hand back down. Remus just looked up at Sirius, and saw the friendly expression, and the warm, gentle smile. He couldn't help but return and then started to laugh again. James and Sirius soon joined in, Peter looked at them oddly, but joined them, not wanting to be left out.

Soon after their little laugh, they started up with conversation to get to know each other... Remus was enjoying himself, forgetting about earlier strife and only caring about what was happening now, with his playful laughter and his friendly behavior, less shy then before, and opening up to the three other boys wanting to grow close to someone his age, and wanting to get a friend. Sirius noticed how he started to open up and grinned, scooting closer to the other boy so that their legs touched, yet Remus didn't even notice as he went on with conversation with James. Things would turn out more exciting in more ways then one.