Hogwarts, Third year…

Whoever said Sirius Black and James Potter were the most charismatic and attractive third years in Hogwarts were either insanely blind or were yet to meet Remus Lupin. At least in Sirius's opinion.

It had all started the day posters for the Halloween Ball had been put up on the notice boards. They'd all been at dinner, stuffing their faces with lasagna and chicken, for once, not really interested in causing havoc. The entire hall was noisy with chatter, where the girls were restless over what costumes they would wear and who were going to be their potential partners for the dance. The boys on the other hand, James, Peter, Sirius and Remus included, had better things to be excited about.

'I heard the seventh years are going to spike the punch!' exclaimed Peter, spraying James and Sirius with chicken.

Sirius wiped his face with a napkin in disgust. 'You can barely hold your food, Pettigrew. Alcohol is hardly an option.'

Peter huffed indignantly and Remus patted him sympathetically in the back.

'Did you manage to get a date yet, Pete, or are you planning to go stag?' asked James from beside Sirius. His eyes drifted a little to the right where Evans was sitting.

'Nah, I managed to get Fiona Edgecomb to go with me,' Peter replied proudly.

Sirius stifled a chuckle. 'She's the right size for you, too. Have you seen her-OWW!' he yelped, as Remus kicked him in the shins. 'What did you do that for?'

Remus ignored Sirius and turned to Peter instead. 'Good for you, Peter. I'm sure she's very nice.'

James rolled his eyes. 'Well, I'm taking Harriett Noon, the new seeker in Ravenclaw.'

Sirius smirked at his best friend. He knew exactly why James was taking her – Harriett's lips were a legend in the third year boy's dorms - but then again, who was he to judge? He did this sort of thing all the time. He'd decided to take Tyra Stevens to the ball. It only seemed logical, since the whole school thought she was his girlfriend. Sirius himself didn't particularly see it that way, but he wasn't complaining. She let him snog her when he felt like it, didn't ask him to spend much time with her, and she kept away the rest of the annoying girls from swooning over him. She was, in other words, convenient.

'What about you, Rem,' James said, winking at him. 'You find anyone to go with?'

Remus shrugged, swallowing the last of his food and putting down his fork. 'Actually, I'm –'

That's when Remus was cut off by a very pretty girl tapping on his shoulder. Sirius remembered her, not by name but by her face. He remembered liking her long brown curls and commenting flirtatiously on her bright blue eyes. He also remembered that she'd been particularly annoying. Throughout their short relationship, it seemed, she could do nothing but talk about how sweet, kind, and wonderful Remus was. Sirius didn't need some Hufflepuff bint to tell him how wonderful Remus was. He already knew it. He practically lived with the boy!

Even now, Sirius could feel himself scowling. He didn't like the way she looked at Remus. Not one bit. He pretended not to care, as he watched through hooded lids, transfixed at how Remus turned his head ever so slowly, brushing an errant strand of hair out of his eyes elegantly. So elegantly that one could have mistaken it as the touch of a breeze. Then, he smiled. Sirius loved Remus's smile. It was just barely there, but it always managed to reach his eyes and spoke of warmth, and friendliness, and compassion. Till today, that smile never failed to calm Sirius down. And judging by the way the girl's shoulders relaxed, Sirius could only assume that he wasn't the only one who thought so.

'Hello, Clarissa,' said Remus, looking up at her.

Clarissa smiled. 'Hey, Remus. Listen, I was wondering…'She tucked her hair behind her ears. 'I mean, you know, if you wanted to go to the ball with me?'

The nerve, fumed Sirius. As if he would.

Remus's smiled never faltered, as he took both her hands in his and leaned up to place a chaste kiss on her cheek. Clarissa blushed a violent red, her blue eyes instantly glazing over.

'What a flirt,' James muttered, voicing Sirius's own thoughts.

'I'm sorry, Clarissa. I wish you'd asked me sooner, but I already asked Lily to go with me,' replied Remus, looking towards Lily and smiling.

Both Sirius and James's forks fell out of their hands and noisily onto their plates. They looked at each other disbelievingly. No fucking way.

Her face fell. 'Oh,' she said, disappointedly. 'Okay. I'll see you around then.' She shot a nasty look towards where Lily Evans was sitting and then left towards the Hufflepuff table.

Peter whistled. 'So you're going with Evans, eh?' he said, nudging Remus playfully in the ribs.

James and Sirius both shut their gaping mouths, but James was the first to speak among the two of them. 'Do you like her?' he asked immediately.

Remus piled a large spoonful of pudding into his bowl. 'Not in the romantic sense, no.' He saw both Sirius and James let out a sigh of relief and smiled as they both picked their forks up again to resume eating. It was comical really, the way everything they did was so unintentionally synchronized – like conjoint twins. 'She's a good friend, and I figured it would be best to take someone I'm comfortable talking to rather than some complete stranger who only looks pretty on the outside.'

Sirius and James nodded, albeit grudgingly. Sirius, for one, didn't like where this was going.

'Well, good for you, mate,' said Peter, ruffling Remus's hair.

Neither of them noticed their two best friends shoot two very different glances towards Lily Evans, across the table.

XxxxX

It was the evening before the ball and the common room was practically deserted, mostly because people, like Frank Longbottom, were busy preparing their costumes for the ball or trying to get a goodnight's sleep like monsieur Peter Pettigrew. However, others like James Potter and Sirius Black took this free time as an opportunity to glare at the back of their best friend's head.

Said best friend, on the other hand, was completely oblivious to the murderous stares he was receiving from the common room couch and was busy discussing the defining characteristics of Hinkypunks with a certain red head.

'Look at them,' muttered Sirius, growling, as Evans laughed loudly at something Remus said and rested her hand over his. 'You would think they were glued to each other.'

James scowled at the very same scene. 'All cosied up and studying,' he said, disgruntled. 'Every single hour of every single day.'

Sirius crossed his arms over his chest and huffed. 'It's like I don't even exist anymore.' He picked ruthlessly at the sleeve of his sweater. 'I don't even remember when he spent some time with us last.'

Now, anyone who knew James and Sirius well enough could have easily detected the exaggeration in their speech. For one, Remus had only helped them with their homework four hours ago and engaged in a friendly little dogfight on James's bed later, only stopping when Peter decided he was tired and needed sleep. Also, (as Remus Lupin would argue), he really didn't spend that much time with Lily Evans. He just helped her out occasionally with schoolwork when she asked for it. So she came a little more frequently than she used to, it wasn't really enough to be miffed over.

'He?' James startled suddenly, as if realising what they were talking about. 'Oh! Er…yeah,' he said ruffling his hair. 'Yeah, I mean, we're supposed to be his bestest and closest friends, not that Evans girl.'

'Absolutely,' agreed Sirius. He looked back at Remus, and his eyes widened comically as Evans moved her chair closer and leaned over the brunette. That's when something in Sirius finally snapped. 'Right. That's it.' He stood up, grabbing James by the wrist. 'We're getting Remus back.'

Remus, the poor naïve boy, was so deeply immersed in the subject of Hinkypunks that he'd completely overlooked Lily Evan's obvious advances. In fact, it was only when he felt two arms wrap underneath his arm pits and over his shoulders, did he come back to the real world. He slowly looked up, to find the looming figures of his two best friends on either side of him.

'Er…guys?' he asked hesitantly.

'Good evening, Remus. How are you faring this wonderful day?' said Sirius pleasantly, his accent sounding even more posh than usual. He glared at Lily from the corner of his eyes.

James, on the other hand, grinned at the red head and ran his unoccupied hand through his black hair. 'Sorry, Evans. Pressing matters, you see. And drastic times do call for drastic measures.'

Sirius scowled. 'So if you'll excuse us, we'll be taking Remus with us.'

With that, the two of them hoisted Remus out of his chair by his armpits and walked out of the portrait hole, leaving Lily Evans blinking in her seat in confusion. She finally huffed and got up to pack her books. Honestly, those boys had no tact or manners, unlike Remus…

XxxxX

'See you at the ball, lads!' screamed out Remus as he flung his first copy of Marvin the Mad Muggle on to the bed and picked up a small bouquet of flowers on the way. He was a little more than late, but he'd gotten caught up with the comic, and James and Sirius had 'forgotten' to remind him of the time.

He ran down the stairs and would have almost collided with Lily Evans if he hadn't caught himself at the right time. 'Hi,' he panted out, still trying to catch his breath. 'Have you been waiting long?'

Lily frowned and crossed her arms. 'I have, actually.'

Remus grinned and gracefully held out the bouquet to her. 'Sorry. Mum says flowers always make a girl happy. Oh, and you look really pretty.'

Lily rolled her eyes but couldn't stop the smile spreading across her face. 'Fine,' she said exasperatedly, accepting the flowers and inwardly marveling at how beautiful they were. She cocked her head, as she surveyed his costume. 'So, what are you supposed to be?'

Remus rubbed the back of his neck abashedly. 'I'm not really sure. Dressing up seemed…difficult, so I figured I'd just go as the 'Remus outside school'. Besides, mum always says my hair's too long for any respectable boy my age, so I was also hoping I'd look like a thug or something.'

Lily laughed as her eyes raked over Remus's slim form. He was wearing a pair of ordinary denim jeans, a plain white t-shirt and a black jacket to finish. It was true; he had probably donned the first pair of casuals he'd gotten his hands on, but still…he looked absolutely adorable, in Lily's opinion, at least.

'So, my dear, Miss Evans, shall we leave? I was under the impression we were late,' said Remus, offering her his elbow.

Lily startled out of her thoughts, blushed, and took the proffered hand.

The ball had gone remarkably well, according to Remus. Taking Lily had been a smart choice. She was intelligent, an avid conversationalist, and she despised dancing as much as he did, which gave Remus the opportunity to concentrate on the excellent food without appearing too impolite. He avoided the punch, however. It wasn't a good idea to get drunk when you had so many secrets to hide.

In fact, the entire evening had gone splendidly until the end of the ball, when he and Lily had walked back to common room. Remus had escorted her to the front of the stairs leading to the girl's dormitories, and they had both paused to say good night before heading off to bed.

'Thanks for a wonderful evening, Remus,' said Lily, tucking a strand of hair behind her ears.

Remus smiled. 'Pleasure. I don't know what I'd be doing without you,' he said sincerely. 'Probably dancing all night to some song I don't even like with some giggly girl or something.'

Lily smiled shyly, fidgeting with her dress. 'Yeah, I guess.'

Remus ignored the odd behaviour. 'Well, goodnight, then,' he said, bending down to place a chaste kiss on her cheek.

However, just when he'd come close enough, Lily suddenly turned her head, so that his lips brushed over hers in a brief kiss. Remus immediately jumped back, eyes wide with shock. What the hell? Lily, on the other hand, seemed to be staring at him with a flicker of hope on her face.

He touched his lips with his fingers. 'Lily…'

Lily reached out for his hand. 'I like you, Remus…a lot.'

Remus snatched his hand back as if it had been burned. This wasn't supposed to happen. They were supposed to be good friends and that's all. Why did she have to make things so complicated? 'I-I'm sorry you feel that way, Lily. And I like you, too, I do, but just as a friend.'

She looked determinedly into his eyes. 'Why did you ask me then? Why did you ask me to go to the ball with you?'

Remus looked away, shrugging. 'I-You were the closest friend I had who was a girl. I just thought –'

'Thought what, Remus?' she lashed out, losing control of herself before he could complete his sentence.

Remus's eyes widened, as he unconsciously took a step back. 'I don't know…'

She looked away, trying and failing to hide her tears. 'Damn it, Remus! You can't just be so wonderful to me and then tell me that I'm just a friend!'

He ran a shaking hand through his hair. 'I'm sorry. I-This wasn't supposed to mean anything,' he said desperately, hoping she'd understand.

Suddenly, Lily grabbed him by his shoulders and kissed him hard on the mouth, slipping one hand to his neck to keep him from moving away. Remus stiffened, and he just stood there while she kissed him, unmoving and unresponsive. His mind was in frenzy and his body screamed to move away, but he couldn't do that without hurting her.

When she's finally pulled away, her eyes were red and shining with tears. 'It meant something to me,' she whispered, looking down. 'It meant something to me,' she repeated loudly this time, tightening her hold on Remus's neck when she felt him trying to move away. She looked back into his shocked amber eyes, her sorrow now replaced by a growing anger. 'You're horrible, Remus Lupin. Did you know that?' she whispered viciously, moving her face dangerously close to his. 'You're so selfish that you never bother to look outside yourself to notice, or consider other people's feelings. You don't care about anyone, or anything around you. There's just you, and those friends of yours.'

Remus's expression changed to something completely unreadable. 'Lily, don't,' he said trying to dislodge her grip as gently as he could.

Lily laughed bitterly and let him go, climbing higher up the stairs. 'You run around with Black and Potter, having fun at other's expense. I bet this was just another one of your sick jokes, wasn't it? Let's see who can stomp on Lily Evan's heart first or get her first kiss. Well, you win, I guess.' She looked at him with so much hatred and contempt that Remus inwardly flinched. 'I hate you, Remus Lupin. I hate you so much,' she whispered before disappearing into the bend.

Remus stared at the staircase for a while, not quite in shock, but still unbelieving of how a perfect evening could have spiralled to rock bottom, so fast. He finally sighed, running a tired hand over his face and walked to the couch beside the common room fire. Instead of sitting on the couch, he flopped down heavily on the ground, letting his head fall back on the soft red cushion. He could still hear Lily's spiteful words in his head and as much as he knew that they'd only been uttered in a fitful of anger, it still hurt.

He sighed again, closing his eyes and letting the warmth of the fire calm him. 'Do you usually watch your best friends non-existent love life crumble in the common room, Sirius, or is this just a passing phase?'

There was a loud crash of someone stumbling down the stairs, and Sirius appeared in front of him moments later, fighting a bright shade of red that was slowly creeping into his face.

'How did you know I was there?' he said, straightening his hair with his hands.

Remus lifted his head, allowing Sirius to sit on the couch above him. 'I sensed you.'

Sirius tucked his feet underneath him, as he settled down. 'You always say that,' he said, frowning. 'Is it the wolf?'

Remus chuckled. 'No, it's the boy.'

Sirius bit his lip, as he looked into Remus's eyes. He hadn't meant to eavesdrop on the conversation between Evans and his friend. He'd just been returning from the ball himself, when the two of them had come in and for some reason or the other, took to hiding in the stairwell. He would have gladly smashed Evans's face if he could but at that time, he figured Remus wouldn't exactly appreciate his best friend spying on him, even if it were accidental.

Sirius knew that despite the façade, his friend was hurt by Evans's words, and he struggled to say something even remotely reassuring. This comfort thing wasn't exactly his field of expertise. It was usually James or Remus who took care of them with encouraging words and pats on the back. But then again, Sirius realised as he looked down, he didn't have to do anything because Remus had made himself comfortable on his own, laying his head down on Sirius's left leg. Sirius watched amber eyes close slowly in reaction to his hands unconsciously carding through honey brown locks.

It was odd, thought Sirius. Only a year ago, he had despised and scorned any sort of physical contact. However, it was hard to avoid something like that when you lived with Peter, James and Remus…especially Remus, who seemed to crave affection before and after full moons. Perhaps it was because of his upbringing; perhaps it was because the gesture made him feel human. Whatever it was, Sirius liked to think that Remus turned more to him than James or Peter.

'What are you doing back so early?' asked Remus, hugging Sirius's knee.

'I got tired. Peter and James got here earlier and passed out before they made it to the bed. I warned them against the punch,' said Sirius in a condescending tone.

Remus chuckled. 'And let me guess, unlike our two drunken little friends, the great Sirius Black is as steady as a pole?'

Sirius rolled his eyes, though Remus didn't see it. 'Of course. I've been served alcohol since the age of seven. A few drops into the punch are hardly going to get me inebriated.'

'Mm…' Remus traced the outline of a star just above the knee of Sirius's purple robes. 'Sirius, who are you supposed to be?'

Sirius snorted. 'Merlin.'

Remus frowned. 'I thought Merlin had a long white beard with hair to match. You know…Dumbledore style.'

Sirius rolled a lock of brown hair between his fingers. 'Yes, but the beard makes me look old. I merely assumed Merlin must have been young at some point in his life, so why not honour that age?'

Remus laughed. 'You're insane, you know that, right?'

'I like to think of myself as unique.'

'Yeah, if unique is another word for, completely off your rockers.'

Sirius mock huffed. 'Now you're just being hurtful, Remus Lupin.'

Remus closed his eyes again, pressing his cheek further into Sirius's thigh. 'Well, I'm just that horrible, aren't I?'

It was supposed to come out as a lighthearted comment, but it didn't take a genius to see that Remus believed every word of it. That bitch, thought Sirius, before he roughly grabbed Remus's chin to face him. 'Oi, you're nothing of the sort, do you understand me?' He stroked his friend's cheek affectionately with his thumb. 'You're smart, kind, witty, and you're my best friend. That stupid bint doesn't know what she's talking about. You can't help it if you're irresistible to the ladies.'

Remus laughed, snuggling deeper into Sirius's robes. 'You always know what to say, Sirius.'

XxxxX

Sirius sighed and rested his head against the train window. This Christmas had been particularly nasty. The rows between his mother and him seemed to be increasing in intensity with every year passing. He didn't know why he even bothered to go back home anymore. Well, it was good to be going back to school in any case. He missed his friends terribly as much as he hated to admit it. There was very little entertainment at Grimmauld place, and Regulus was even more of an arrogant bastard than Sirius had been at that age. At least, he'd been a smart, arrogant bastard, but Regulus…Regulus seemed to have inherited a large part of Narcissa's brain cells.

Suddenly, there was whisper in his ear. 'Sirius…'

Sirius shivered involuntarily and opened his eyes. He looked towards Peter, who was busy unwrapping a chocolate frog. 'Did you say something, Peter?'

Peter looked up, confused. 'No? Why?'

Sirius shook his head. 'Nothing. Just thought I heard something.' He'd almost closed his eyes, when he heard it again.

'Sirius…'

He looked around, confused. He quickly scanned the compartment for anything suspicious. Suddenly, something tugged at his leg. 'Peter, your wand out, now!' said Sirius, grabbing his own from inside his robes. He pointed it into still air, feeling foolish, but heart beating at a mad pace. 'Show yourself!'

There was silence for a while, as Sirius's eyes darted back and forth, ignoring Peter's whimpers. Then, the air in front of him burst into giggles and there was a slight shimmer before the figure James Potter emerged out of thin air, holding a silver cloak in his hands.

Sirius relaxed into the seat. 'James…'

James was still laughing, bending over and clutching his stomach. 'You should have seen your faces. Pete looked like he was going to wet himself.'

Sirius put his wand back into his pockets. 'I wouldn't be surprised if he did.' He stared with awe at the silver material in James's hands. 'An invisibility cloak. These things are impossible to get.'

James flopped down beside Peter, grinning. 'I know,' he said smugly. 'I was cleaning out the attic this Christmas as punishment and found this little beauty. It's dad's old cloak. I think he's forgotten about it, so I just…er…borrowed it. Mind you, if dad ever finds out…' He carefully folded the cloak and set it on the seat beside him. 'Is Remus here yet?'

Sirius shook his head. 'Full moon last night. I expect he'll be a little late.'

James nodded and slid out of his seat, kneeling down on the ground. 'Good. I found something else in the attic that I needed to show you.' He quickly shrugged off his bag pack and fumbled inside it, until he found what he was looking for. It was an obscenely large book with traces of dust still lingering at the edges. The pages had gone a sick yellow colour and looked as if one good blow could turn it into dust.

'What this, The Potter Family History?' asked Sirius, eyeing the book distastefully, as he and Peter joined James on the floor.

'It's a book on Transfiguration…the Animagus spell to be exact,' replied James, ignoring Sirius's sarcastic comment.

Sirius fingered the spine of the book. 'I hope it's more detailed than the ones in the library.'

James put the book back into his bag. 'It is…it's the one my dad used to pass the test.' He looked into his friend's grey eyes hesitantly. 'But Sirius, I still don't understand why we can't tell Remus. I mean, it's a great idea, and Remus is really smart. He could even help us with the spell.'

Sirius frowned as Peter nodded agreeably from beside James. 'Do you really think Remus would permit such illegal behaviour…even if it was for his sake? Besides, we're not even sure if our theory is correct.' He shook his head and got up to sit back on the seat. 'No, it's best if we do this ourselves.'

'But what if it goes wrong?' asked Peter meekly.

Sirius shrugged and looked out the window. 'We'll take it as it comes. Now, shut up. Remus is here.'

James grinned and got up. He quickly grabbed the invisibility cloak from the seat and flung it over himself before whispering mischievously, 'Play along with me, will you?'

XxxxX

Serpent91: (blushing) Thanks. I'm really not sure about the whole idea thing…but I'll try my best to stay as innovative as possible. Leafyaki: Oh yeah, definitely very soon. Oh, and about that thought. Well, in the previous lines it says that James is giving Sirius a pleading look, and trying to send a silent message across. So it's James's thought, but in Sirius's POV. Confusing, I know. I'm going to highlight all the important events of each year, so as to not make it too boring. So, I've decided to skip to third year instead. TheWingedWhispered: I know, and he gets cuter. MagicalWinry: well, muses come in different forms. Yours wasn't the most attractive, but hell, it gave the right effect. I don't like this chapter the best, but I do like Sirius the best here. GreenMeansGo: Thanks, I try my best. I'm trying to make the changes in Sirius as subtle as possible, so that it looks more like he's growing into the character instead of just charging into it. Hpfan4life1313: Thanks. I'll update as often as I can, with my exams going on. Obsessed-with-random-theories: well, this chapter won't make you cry, but I have a feeling you'll hate Lily for quite a while. iHEARTxDRAC0: Yeah, I write long chapters, because I want to compress the unslashy years into a single chapter so that the story doesn't become too boring. I found that bit about the hug cute too, though my beta nearly gagged. Sirius is sort of unused to physical contact, and what better way to start liking it, than a hug from Remus. Lykaios Nyx: Most stories show James as a real jerk, even though the fifth book mention that he was actually a really nice guy, and tended to act like that only when Lily was around. Besides, he's supposed to be kinda leaderish, right? BlackMercifulFaerie: I love Sirius, and his attempt to make Remus feel better in this chapter. Not to mention, the little jealously thing was kind of cute too. Took me hours to figure out how to incorporate the subtle changes in Sirius's character. jean kitsune: Okay, you'll have to stop running around in circles if you want to read the next chapter. Lady Molko: I have a strong feeling you're going to hate Lily from this chapter onwards…being as emotional as you are. Annieboo92: Come on, Sirius not accepting Remus? That's like saying they weren't meant to be together. Impossible. He was just a bit confused, is all. Tyleet27: The hugging bit was my favourite scene. I want to bring out the changes in Sirius bit by bit, so that it feels like he's actually growing into his character, with the help of his friends, mostly Remus and James, obviously. Zevazo: Yeah, I like the one about the nude pictures. I like Sirius in this one…he's so cute, and oblivious. Dartmoor'Swan: Well, if I keep getting reviews like yours, I will keep writing, trust me on that one. Anyway, hope you enjoyed it. desperate for more: Maybe you're right, but honestly, it's not that realistic. I mean, the whole connection even before they met is kind of surreal. But maybe that's because I don't really believe in the mythic powers of love, or whatever. snape'smistress-in-law: lol. Ironically, my dad is, and I do take AS biology. Not to mention, the yearly lectures we get from the ministry about health and blah blah blah. You know the drill. Anyway, hope you liked this chapter. Amberhawk: (blushing like crazy) Gosh, thanks a lot. Hm…I think I'm rectifying the flaws with this chapter, don't you think? Yurikitsune: And I look forward to your next review. Keep reading, and hope you enjoyed this chapter! ugly yodeler: Don't worry about it. Actually, I'm very partial to depraved sounding reviewers. And I'm honoured that you mustered up the strength to review my story. Remo: Yeah, I sort of like that connection too. You know, the whole thing about, I knew I loved you before I met you, and matches made in heaven or whatever. Not to mention, I absolutely adore john lupin. He was exactly how I'd imagined him when I first read about Remus's parents and Greyback.