A/N: Listen to Anna Begins by Counting Crows while reading this chapter. It's very fitting. You can listen to it easily at cdzincdotcom…fan fic doesn't let me give sites. so replace the dot with a . I'll try to update again today and get back on track, but I'll see. I'm exhausted. Update tomorrow regardless, promise.

Chapter Thirty One: A Lesson in Honesty

Slowly, Remus led Ellie back up to the boys' dorms. He had never dreaded anything more in his entire life.

Upon entering, Remus motioned for Ellie to go have a seat on his bed.

Ellie shook her head. "I'm fine, thanks."

Remus glanced at her and shrugged. "Well, you wanted a word?"

"I went to your room three nights ago, and no one was in there." she stated, flatly.

Remus nodded. "Me and the guys went out, and then I went to visit my sick mother."

"Oh." replied Ellie, quietly. "That's what Lily said."

"Yeah." Remus replied, anxiously as he studied her, she seemed stressed. "Is something the matter?"

Ellie turned and looked Remus dead in the eye. "You're keeping something from me!"

Remus's jaw dropped and he prepared to defend himself. "No I'm not!"

Ellie's eyes narrowed. "Yes you are! I can see it in the way you act! You always get so nervous about your whereabouts and just explaining simple things, like what's wrong with your mother, for example."

"I told you she has breast cancer!" Remus retorted, his voice growing louder as he became more anxious and angry.

Ellie huffed and stomped her foot. "I'll give you one chance to tell me what's going on Remus! Or—or…we're through! I'm sick of feeling this way; of being worried of…I don't know!" Ellie was crying now, and Remus felt uncertain, his mind was completely blank, he went to hold her and she backed away.

"I…I can't tell you, Ellie, I just can't." he replied, his heart breaking. "It would ruin everything. Please believe me, it's nothing you should be worried about!" Remus's eyes were tearing up now, as he became quieter and sat down on Sirius's bed.

"You can't tell me?" Ellie stated, looking at him, her heart breaking. "I already know."

Remus looked up, his eyes fearful as he attempted to penetrate her mind. "Know what?"

"I know you're a werewolf." she replied, coolly, tears streaming down her cheeks. "It's over Remus."

"What?" he replied, not believing her words. "What do you mean?"

Ellie looked at the floor as she played with her hands nervously. "I mean if you don't trust me with your secret…if you're just going to lie to me, if you feel weird being honest with me, then we just aren't working! I'm sorry! I thought I loved you…I thought you were different." She looked at his face, and stared him down. "I thought what we had was different."

Before Remus could respond, Ellie walked out of the room and back down to the common room, leaving Remus alone.

James, Sirius, and Peter saw the state Ellie came down the stairs in. Tears streaming down her face and shaking uncontrollably. Allison and Lily ran to meet her and went to the girls' dorms.

James made one glance at Sirius before he darted up the stairs to the boys' dorm, with Sirius and Peter trailing behind him. He burst open the door to see Remus lying face up on Sirius's bed, staring into the ceiling.

"What the hell happened, Moony?" James asked, carefully and quietly. "Ellie looked a mess."

"We broke up." was all Remus offered, sighing heavily, not turning to greet any of his friends.

"What do you mean? She didn't like the fact you were a werewolf?" Sirius asked in disbelief. He really thought Ellie would take it well, she didn't seem prejudice or fearful.

"No…she knew, somehow she knew." Remus muttered. "She didn't like that I wasn't honest with her, she doesn't love me anymore."

"Well it wasn't real love if it was gotten rid of that easily." James replied quickly and confidently.

Remus sighed. "Maybe it wasn't." His voice was flat and depressed sounding, and James, Sirius and Peter exchanged worried glances. They had never seen Remus like this before. Then again, he had never had a serious girlfriend to break up with him before, either.

"Why don't we go down to the Hog's Head and have a drink." Sirius suggested, frantic to get Remus's mind of the situation.

Remus shrugged. "I'd like to wallow, if you don't mind."

Sirius shook his head defiantly. "Men don't wallow, Moony. That's the girl's job. Men go out and get roaring drunk and forget about their problems."

"I don't bloody care." Remus retorted.

Sirius motioned to James, who went and dragged Remus off his bed. "I know you don't want to, mate. But we're going out. It's the best thing. Come on."

Remus knew there was no refusing a determined James, or Sirius for that matter, and glumly followed Peter out the door.

"Ellie, what happened?" Allison asked as she broke away from a sobbing Ellie.

Ellie sniffled. "Remus and I, we've broken up."

Lily and Allison exchanged a look.

"What?" Lily asked, from what James had told her, Remus was going to confess everything.

"Why?"

"He didn't trust me." she muttered, careful not to reveal Remus's secret. "He doesn't want to be honest with me…well fine! We're through!"

Lily looked at her friend sympathetically; this was going to be tough.

"If Remus really thinks you're going to go off with some bloke, then he's not worth having around." Allison replied, clueless as to what Ellie really meant.

"Yeah." muttered Lily in agreement. "He doesn't deserve you if he's not going to be honest with you."

"I guess." Ellie replied, tears streaming down her cheeks. "I thought we were different, I thought we loved each other."

"Sometimes things don't work out." Allison replied.

Ellie shrugged as she let out another sob. "I don't understand it."

"Well, break-ups can be tricky and hard to understand." Lily replied hastily. "Let's go to the kitchens, I bet the house elves will cook us up something."

"You know where the kitchens are?" Allison asked, shocked. "So that's what it's like to be Head Girl."

Lily tried to laugh. "No…James showed me one night. Come on let's go. It will take your mind off things."

"And make me five hundred pounds in the process. Then no guy will want me!" retorted Ellie before bursting into tears again.

Lily hugged her desperately. "No, no. Just come on, you'll feel better. And I won't let you gain over three hundred pounds, promise."

Ellie tried a watery laugh, but it failed her as Lily led her out of the dorm and down to the kitchens.

At ten past twelve, Lily Evans returned from the kitchens, leaving only after a somewhat more cheerful Ellie insisted that she needed rest and for Lily and Allison to leave her alone. With nothing left to do, Lily headed back to the Heads Quarters. She, however, was unable to sleep and decided to read by the fire and wait for James, who was more than likely trying to cheer up a depressed and heartbroken Remus.

Just a little over an hour later, James entered the common room, and didn't seem too surprised to see Lily waiting up for him. He smiled tiredly and took the seat beside her on the couch.

"Rough night, huh?" he stated, putting an arm around Lily. Lily put down her book and looked him in the eyes before nodding.

"Yeah, Ellie was a bit of a mess."

James sighed. "Yeah, Remus was pretty bad off, and I think he had a little too much to drink, seeing as Sirius was sober enough to get him into bed."

"Have you been drinking?" Lily asked, curiosity getting the best of her.

James nodded. "Not much, Sirius suggested we take Remus down to Hog's Head…get his mind off things…"

"Poor guy. Why didn't he just tell her the truth when he had the chance?" Lily asked, rhetorically but searching for an answer all the same.

James just shrugged. "I told him to. Sirius told him to. Hell, I think even Peter told him to. I think in the end, he just got scared."

Lily nodded. "Ellie sure isn't taking it well."

"I just wish Remus could have told her the truth. To have trusted her…everything is based on trust." James continued. "He's not taking it well at all, but I suppose in a few days he'll be alright."

"I think Ellie will be too." agreed Lily. "And who knows, maybe they'll be able to work things out." But even as the words left her mouth, Lily felt like there was no hope for them. Ellie had been deeply hurt, after all.

"Maybe." was all James said.

"James lets make a promise." Lily said with eagerness. James looked down at her and into her green eyes.

"What kind of promise?" James asked, a smile breaking at the corners of his mouth.

"That we will always be honest with one another, no matter what." she stated. "I don't want to end up like Ellie and Remus."

James smiled and kissed her lips. "I promise I'll always be honest with you, Lily."

"I promise too." Lily replied, smiling. "Anything you have to get off your chest?" she asked, playfully.

"Well actually." James replied, seriously. "I have nothing. But I do have a question for you, now that we're being honest and everything." James smiled.

"Oh no, I knew I shouldn't have promised anything." Lily remarked sarcastically before becoming serious. "What do you want to know?"

James played with the leather of the couch as he picked his words.

"I know you don't like talking about it." he started, before staring into her eyes. "But why did you ever go out with Emerson? He's everything I used to be, but worse."

Lily took a deep breath before replying. "I…I was in denial. I was going to say no…I really was…but then, I woke up in the middle of the night…and I realized that I liked you, a lot." she took a breath before continuing as James listened attentively. "I…I was scared and confused and I didn't want everyone to be right about me being right for you. About us being able to work as a couple…and when I was with Emerson…he distracted me from you, not all the time…I thought about you a lot…but it was enough. I never loved him, though. I'll never feel for him like I do for you."

She looked at James as she finished, and he nodded before grinning. "Oh, alright, then…it had just always bugged me…not just the fact you were dating someone besides me…but that it was him. Sirius said you would never date him because he was just like all the things you hated about me."

Lily spontaneously kissed James passionately, surprising James, but he responded quickly.

Once they had broken apart, James smiled. "Anything you'd like to ask me?"

Lily thought for a moment, mischief dancing in her eyes. "Yes, there is."

"Well then?" James replied, grinning. "What is it?"

"Why did…you change?" she asked, quietly. "Why all of a sudden did you turn out to be so remarkable…and loving…and perfect?"

James smiled. "You just finally fell for the old Potter Charm, my dear." he replied cheekily. Lily pushed him lightly.

"Honestly." she added.

"I love you." James stated, seriously.

"Seriously, James." Lily prodded again, smiling all the same.

"I am being serious." James defended. "I could explain the millions of things that swarmed through my head every time you rejected me, every time you blew up at me, all the factors that played into me deciding to grow up, but when it comes down to it. It's because I love you."

Lily grinned broadly.

"I love you too."

And in the light of the fireplace, they shared one last good night kiss before heading off to bed.