Just a note – I wrote this before reading The Half-Blood Prince, so Snape's character may be a bit off…

"Will you boys please be on your best behavior?" Mrs. Potter begged James and Sirius.

"No."

"Please?"

"No."

"Will you at least try to behave yourselves?"

"No."

"For one day?"

"No."

"Boys, just lie to her." Mr. Potter told them.

"We'll be good." The way they said everything together, one would have thought they were twins. Mrs. Potter glared at her husband.

"I guess it's about time for you boys to get going. You don't want to miss the train." Mr. Potter told them. Tears sprung into Mrs. Potter's eyes.

"Bye Mum! Bye Dad! I love you guys!" James said.

"Yeah! Bye Mr. and Mrs. Potter! Thanks!" Sirius called.

"Boys wait!" Mrs. Potter hurried after them and gave them each a quick kiss on the cheek.

"Mum! Way to spoil my chances of being named Quidditch Captain!" James said jokingly. Sirius however didn't seem to mind. James knew his best friend came from a family that cared more about being pureblooded than a good person and that Sirius was sort of the black sheep of the family. Needless to say, his family had never treated him as if they loved him very much, and yet they still expected him to become a Slytherin.

After the doors were closed, James and Sirius began looking for a place to sit. This proved to be somewhat of a challenge. Every compartment was full of people. One full of chattering girls. The next full of a group of not-so-friendly-looking boys ("Slytherin." Sirius muttered). Finally, they reached the very last compartment, which was empty: or almost empty. A boy with light brown hair and tired gray eyes looked up at them as they entered. After a long awkward silence, James said, "Hey."

"Hi." The boy answered somewhat uneasily.

"Er…do you mind if we sit here?" James asked. The boy looked genuinely shocked, but quickly got over it.

"I don't mind. If you really want to that is."

"Well, it's either this or standing out in the hall." James said before realizing that that may have sounded a bit rude. The boy looked away, back out the window. "What's you're name?" James asked after yet another awkward silence. The boy looked back at him.

"Remus Lupin." He answered.

"I'm James Potter. Are you a first year?"

"Yes."

"So are we." Sirius said. "My name's Sirius Black." Remus's eyes seemed to widen for a second, but he quickly recovered.

"It's nice to meet you." He said and went back to staring out the window.

Wow, what a talker. James thought sarcastically.

A thousand confused thoughts were going through Remus's mind. A Black. He was sharing a compartment with a Black. His parents had told him that although there were many pureblooded families that thought they were superior, the Blacks were one of the worst. For another thing, they had a reputation of being Dark wizards. His mother had warned him to avoid their company. But the Potters he had always heard were respectful and kind. While they were both pureblooded families, neither would usually be seen in the others company. So why were these two hanging out together? Even though they seemed nice enough, Remus felt somewhat out of place. Not just because of what he was this time, but because he was a halfblood.

"So Remus, what house do you want?" Sirius made yet another attempt at conversation. Remus snapped out of his stupor and observed them. James was a bit shorter and skinnier than Sirius. Both had black hair, but James's stuck out in many different directions while Sirius's fell elegantly over his gray eyes. James's hazel eyes were framed behind thin glasses.

"I would like to be in Gryffindor. But my mum was in Ravenclaw, so that wouldn't be too bad I guess." He answered.

"I want Gryffindor, no questions asked. Of course, being his great-great-great something or other grandson, I doubt I'll have any problems." James smiled with satisfaction. Remus stared at him in awe.

"You're related to Godric Gryffindor?" He asked.

"Yep." James said proudly.

"Wow…" Remus said.

"I would love to be in Gryffindor. My parents would hit the roof. But if we're going by blood, I might as well sew the Slytherin crest onto my robes right now, because I'm doomed." Sirius said with a frown.

"Why?" Remus asked.

Sirius smiled. They were finally getting Remus to warm up to them. He had seen the way that Remus had looked when he said that he was a Black. My family's reputation proceeds me. Great.

"Because no one except my cousin Andromeda has ever made anything except Slytherin. She was in Ravenclaw and disowned. I'm just hoping I can be just as lucky." Sirius explained.

"Oh." Remus replied. He went back to staring out the window. Sirius looked at James. Maybe getting Remus to open up was going to be harder than they thought. He seemed nice, though an introvert obviously. He was on the shorter skinnier side. He seemed to have very little self-confidence. A knock on the door interrupted Sirius' thoughts.

"Anything to eat dears?" The witch with the food trolley asked.

"Something of everything!" Sirius said excitedly, forgetting everything about Remus' mysterious ways. James laughed at his best friend's eagerness.

"Same here." He said. "You want anything Remus?"

"Er…I'll take some chocolate frogs." He said, reaching into his pocket for some money.

"Oh come on! Get more than that!" Sirius told him. Turning to the witch and pulling out some more money, he said, "He'll have everything too."

"What? No! It's really -" Remus looked amazed.

"Shut up and take it." Sirius said, shoving an armful of candy at Remus, who was looking speechless. "No, you don't have to pay for it!" He told him as Remus tried to hand him some silver.

"No! Let me-"

"Keep it!"

"Are you sure?"

"Yes! Believe me, my family's not exactly suffering."

"If you're sure -"

"Remus, if you are always this difficult, I'm not sure if I want to share a room with you. Now KEEP IT!"

"Thanks." He said with a smile. It was the first time he had smiled in their presence.

"Finally." Sirius said, but he smiled too.

"You'd be wise not to try and start an argument with Sirius. You'll always lose." James laughed.

"I can believe that." Remus said, still smiling.

"So Remus, you like Quidditch?" Sirius asked.

"He's kind of random at times as well." James told him. Remus laughed. This was progress.

"I like it, but I'm not much of an athlete. I'd rather watch."

"Ok. Better than saying 'It's a foul game! A foolish waste of time!'" Sirius said.

"Who says that?" James looked shocked and appalled.

"My mother." Sirius said.

"Ah yes. Why did I ask?" James wondered.

"So, how long have you two known each other?" Remus asked. This was definitely progress.

"Since we were 6. We met one fateful afternoon at the Magical Menagerie. That was a day to remember." James looked wistful.

"Yeah, I try to forget it." Sirius said. Remus laughed. "No! I'm serious-"

"Yes we know." James laughed.

"That pun is going to be more ancient than your loony old grandma before long." Sirius said. "But that afternoon was horrible."

"Why?" Remus looked interested.

"Have you ever had a puffskein tongue up your nose?" Sirius asked.

"No." Remus eyed him strangely.

"You don't want to." Sirius said with a shudder. James laughed out loud.

"You see Remus, the first time I saw Sirius, he had a puffskein tongue up his nose, dining on his 6-year-old bogies. And poor little Sirius is just there, screaming like a little girl, trying to get the tongue out of his nose."

"You'd scream too if there was this demonic little creature sticking its long slimy tongue up your nose. But I was not screaming like a little girl."

"Yes you were. Don't even try to deny it."

"I hadn't gone through puberty yet!"

"You still haven't you prat." Turning to Remus, who had a huge smile of amusement on his face, James said, "Anyway, I knew right away that the goofy kid with the puffskein tongue up his nose was destined to be my best friend."

"And I knew right away that the stupid kid with scraggly hair and glasses was fated to annoy me until the end of my days." Sirius said. As they laughed, their compartment door slid open and a boy with greasy black hair and a big hooked nose stood in the doorway.

"Excuse me." He said, disgustedly. James, Sirius, and Remus looked up.

"Yes?" James asked in a what-do-you-want tone.

"Oh never mind." The boy started to leave, looking annoyed.

"No! There has to be a reason you came. Now spit it out!" James said.

"Very well. I was looking for Sirius Black, but a boy from such a respectable family wouldn't be caught dead in the midst of you." The boy replied.

"I wouldn't bet on that." Sirius snapped, not liking the boy's attitude one bit. "What do you want with me?"

"Wh - You? You're-"

"The one and only. Now why are you looking for me?"

"Well," the boy was still clearly trying to get over his shock. "My name is Severus Snape. Our parents are good friends I'm told and-"

"Anyone who is good friends with my parents is more than likely not going to be very good friends with me." Sirius interrupted. "Unless of course you feel that all that pureblood filth is a load of rubbish. Then by all means, you're quite welcome here." Severus stared at him, apparently at a loss for words.

"I never thought I would see the day when a member of the Noble and Most Ancient House of Black would declare himself a blood traitor in public." He said finally.

"Oh for Heavens sake, does everyone know about that dumb crest?" Sirius looked as if being reminded of his family was giving him a very bad headache.

"Well, only the oldest and noblest purebloods, but yes." For the first time, Snape turned his attention to James and Remus. "And who are you?"

"I happen to be his best friend. James Potter." James introduced himself. "I might also add that I come from a family of pureblooded Aurors so if you have any problems with that-"

"Ugh…a Potter." Severus looked even more disgusted. "I don't think much of your taste in company, Black. Neither would your parents."

"Oh, horror." Sirius looked like he was getting pretty tired of this whole mess.

"And who are you?" Severus looked at Remus, who had shrunken back to his introverted, staring-at-his-feet self.

"Remus Lupin." He said quietly.

"Lupin huh? Never heard of you."

"I'm not a pureblood." He replied just as quietly.

"Ah yes, of course, you can tell the type a mile away-"

"THAT'S IT! GET OUT!" James bellowed.

"But-"

"You heard me! OUT!"

"Or what Potter?" Snape said coldly. "You'll sic your parents on me?" James glared daggers at him.

"I'll beat you to a slimy, writhing pulp that's what I'll do!" He said.

"I don't see what I did wrong."

"You come in here with this bloody arrogant attitude, start making bloody outrageously conceited comments, and then you insult my friends and you don't see what you did wrong?" James asked incredulously.

"I am entitled to my opinion."

"Yeah, well so am I. And I think that you're a pathetic ignorant twit who goes about looking for people to insult." James snapped.

"You've wasted enough of our time." Sirius said to him. "Get out."

"Fine." Snape said coolly. He cast one final glare at Sirius before sliding the door shut.

"Have you ever met a greasier git in your life?" Sirius asked.

"Never. I don't know who he thinks he is. Coming in and saying such a load of rubbish." James said. "You ok Remus?" He noticed their new friend had been sucked back into his little anti-social portal.

"Yes." He replied.

"You can't let filthy prats like him get to you." Sirius told him.

"I know." He said.

"Then snap out of it! Come on! You talked to us before and you didn't burst into flames. You can do it again!" Sirius said. Remus looked up and smiled a bit.

"Thanks." Remus said.

"You know what your problem is mate?" James asked. "You have no self confidence at all. I don't mean that in a bad way, it's just, you're a nice person, you're polite, you're fun to talk to once you open up, and no one turns to stone if they look at you." Remus laughed.

"Thanks." He grinned.

"Any time. Now will you please drop the no-one-should-want-to-hang-out-with-me-for-no-reason act?" James asked.

Remus didn't know how to reply. Sirius had just defied everything he had been raised to believe and stood up for the halfblood. And the half-breed. James had done the same thing and had just told him there was no reason for Remus to be scared that no one wanted to be around him. He didn't know how wrong he was. Remus had a perfectly good reason to believe no one wanted to be around him. And once James and Sirius found out, he wasn't sure if they'd be so keen to be in his presence. Why should they? No one wanted to be in the presence of a monster…

"Yeah. Sorry."

"There's nothing to be sorry about. We just want you to know that we're not going to heave you out the window if you want to take part in a conversation." Sirius said.

"That's nice to know." Remus said with a smile.

"Though of course after a conversation with Sirius, you might be willing to heave yourself out the window." James joked.

"Thanks mate."

"Any time."

After another silence, Sirius said, "I wonder what time it is?"

"Time for you to get-"

"I forbid you to finish that James Potter."

"Fine."

Sirius yawned. "I'm bored. We need to do something."

"Like what?" Remus asked.

"I don't know. Get in trouble or something."

"Trouble?" Remus asked timidly.

"Yeah. It's Sirius' solution to everything. When in doubt, get in trouble."

"What kinds of trouble?"

"Not bad trouble or anything, like the kind that can land you in Azkaban." Sirius assured him. "Just simple pranks."

"Dungbombs."

"Robes changing colors."

"You know, the typical prank stuff."

"Do you like pulling pranks on people?" Remus asked them.

"Are you kidding? It's our way of life."

"Our passion."

"Our destiny!" Sirius concluded dramatically.

"Ok, no more sugar for Sirius." James said.

"You keep your filthy hands off my sugar!" Sirius said, holding a box of Bertie Botts' Every Flavor Beans protectively.

"Ooh! Bertie Botts! We could have some fun with this…" James said with an evil grin.

"Oh no…"

"Oh yes, Remus my friend." James said, still smiling. Sirius looked equally excited.

"James and I have these little competitions all the time, like who can stand the most different kinds in their mouth at once without having to spit them all out."

"Or combining the grossest flavors and giving it to the other, who happens to be blind-folded." Both James and Sirius were grinning like mad. Remus looked a little frightened.

"So Remus, you wanna give it a try?" Sirius asked. Remus gulped.

"Sure, why not?" He still looked very unsure of what he was about to do.

"Great!" James said. "So, do we want to see who can stand to have the most in their mouth since we are not in possession of a blind-fold?"

"Sure." Sirius said.

"Ok. Rules of the game. We each start by reaching in and grabbing and eating one at a time. You grab the first one you feel. No looking and no trading. I don't care if you get vomit, no trading. Then, once we've all eaten the first one, we grab two, then three, then so on. Who ever feels like they can't handle it anymore drops out and the other two continue. The one who stands it the longest will be crowned King Bertie."

"That's a new twist." Sirius said interestedly.

"Yeah, well, we've never played with three people before." James said. "Now, we shouldn't run out any time soon as we have 1, 2, 3…7 boxes. I thank you, Sirius, for being the human garbage disposal."

"No problem."

"Ok. So, are you ready Remus?"

"I guess so…" Remus said.

"This will be fun playing with 3 people for a change." Sirius said.

"Ok, here we go." James carefully opened the box and the three boys stuck their hands into the container and the game began.

About 30 rounds later, Remus had dropped out but James and Sirius were amazingly still going. How they managed to keep 30 jellybeans in their mouth at one time, Remus would never know. Nor would he know how each of their stomachs could hold the superfluous about of jellybeans they were receiving. It took James and Sirius a good 30 seconds to chew and swallow their mouthfuls. They were on the fourth container, but both looked as though they were willing to fight to the end. After 10 more rounds, they were staring intently at each other.

"Give it up Potter. You'll never win."

"Oh I wouldn't be so sure Black."

"Oh yeah?"

"Yeah."

"Bring it on!" They shoved 41 jellybeans into their mouths at once. At this point, they had so many jellybeans in their mouths, that they couldn't close them. Remus was snickering uncontrollably at their faces, cheeks filled with jellybeans. There was a knock on the door and a pretty girl with red hair and big green eyes stood in the doorway.

"Excuse me…" She said shyly. James and Sirius broke eye contact to look at her. She burst into a fit of giggles at the two boys' full-of-jellybeans faces. James felt his heart skip a beat. He was so shocked by how pretty she was that he accidentally choked on an jellybean and spit the rest of his mouthful onto the floor. The girl jumped back, startled.

"Sorry! Sorry! I'm so sorry!" James croaked, still coughing from the jellybean. Sirius looked like he was about to choke as well, but his was coming from laughing at James. Finally he managed to chew and swallow his mouthful.

"Yes! I win! I am King Bertie!" He exclaimed victoriously as he jumped up and threw his arms over his head.

"What?" The girl asked, eyeing them strangely.

"Bertie Botts' Every Flavor Bean eating contest." Remus explained.

"Oh…Well, I was just wondering if you know how much longer we have until we reach Hogwarts." She said.

"No. It can't be too much longer though. It's starting to get dark." Remus told her.

"Ok. Thank you." She said as she turned to leave.

"Wait!" James, who had been cleaning up his mess, called to her. She turned around. "What's your name?" He asked.

The girl studied him before saying, "Lily. Lily Evans."

"Lily…I like that." James said with a smile.

"Thanks." She smiled and started walking back to their compartment. "Who are you?"

"James Potter, at your service." James said charmingly.

"Sirius Black, but for today I am King Bertie." Lily giggled.

"I'm Remus Lupin."

"It's nice to meet you all." Lily said.

"The pleasure is ours." James gushed. "Are you a first year?"

"Yes."

"Great! So are we!"

Lily smiled. "Well, I better be getting back to my compartment. I told Alice that I would tell her if we were almost there. See you later."

"See you." James stared after her dreamily.

"James?"

No answer.

"James?"

No answer.

"JAMES!" Sirius yelled.

"What?" James snapped back to reality. Sirius had a huge smirk on his face.

"What was all that about?" He asked.

"What?"

"Don't 'what' me Potter. You know perfectly well what."

"No I-"

"You like her!"

"No I don't."

"Yes you do."

"No I don't."

"Liar. You couldn't stop goggling at her." James blushed.

"Did you see how beautiful she was? Do you blame me?"

"James, you're 11 years old. A bit young to be using words like beautiful, don't you think?" Sirius asked.

"Well, maybe, but…did you see her eyes? I've never seen eyes like that…"

"Oh Merlin James! If you're going to be talking about romance for the rest of the trip, I'm going to go sit with Snivellus, or whatever his name was."

"Severus, wasn't it?" Remus asked.

"I don't know…I kinda like Snivellus." James said grinning evilly. "It suits him…"

"Yeah, especially with that beak!" Sirius let out a bark of laughter. James sniggered as well. .

"And what was with his hair anyway?" James asked through his laughter. "It looked like he'd gone and stuck his head in a grease bucket!"

Remus fought to hide his grin. He didn't like making fun of people. He knew what it was like to have people talk and whisper about him behind his back. And he knew how much it hurt. He was confused as it was usually him being talked about. In just a few hours, though, he had crossed the line of acceptance and was in the presence of those doing the talking. He wasn't sure how he felt about this, but he wasn't about to back out of a blossoming friendship. Though he couldn't help but think how James and Sirius would treat him as soon as they found out…

"Remus, hello?" Remus snapped back into reality as James waved his hand across his face.

"Sorry, what?"

"Do you spontaneously tune out all the time or was that a first?" Sirius joked.

"It wasn't a first." Remus smiled.

"Ok, just checking." Sirius said.

"Do you think we should start getting changed?" Remus asked.

"That's what we were just asking you while you were off in space." James told him.

"Oh."