I immediately took off after him, my heart going out to him. I didn't so much as slow down when we entered the forest. I followed the sound of his running, unable to see him in the dark of the forest. When his running slowed, I stopped. We had come to a clearing. I watched as he lay down in the center of the clearing, his head on his paws, unaware of my presence just outside of the clearing. He whined miserably.

"Lupin," I said softly and his ears pricked up, "Please don't run. I want to talk to you."

He looked hesitant and stood, but didn't run when I stepped into the clearing.

"I suppose you can't talk, can you? But… you've taken the Wolfsbane Potion, right?"

He nodded his head, not looking at me.

"Then, you aren't dangerous, are you?"

He hesitated, still not looking at me, and shook his head no.

"You still have your mind. You're still yourself. Unless…you don't have the urge to eat me, do you? Like, instinct?"

He shook his head frantically, looking at me finally. There was such sadness and pure misery in his eyes that my heart hurt.

He scratched in the dirt a moment, almost as if he were trying to write words, but they were illegible. He gave up and flopped down on the ground.

"Let me stay here with you until it passes," I said, sinking to the ground beside him. He whined quietly, but didn't shake his head no. Cautiously I reached out and touched his furry cheek. His eyes flicked to me and he moved closer to me, his head resting against my leg.

We sat there in silence for a long time. I listened to the sounds of the night around us- the crickets chirping and owl hooting. I heard the far-off howl of a wolf, but was not afraid. No animal would be stupid enough to attack a werewolf. As long as I was with Lupin, I was safe.

It was nearing 4:00 in the morning when Lupin finally turned back to human. It looked painful and I refused to leave his side during it. When he was human he fell to the ground, exhausted. I touched his shoulder gently.

"…Thank you," he said quietly, "For staying with me. …You weren't scared?"

"Not at all. I know about the Wolfsbane Potion, how it works and all."

I extended my hand to help him to his feet and he accepted gratefully. He took a step forward and nearly fell again. I was at his side in an instant.

"Lean on me," I said to him. He nodded and obeyed.

Walking together we made our way back to the castle. When we drew near, Lupin stopped and Disillusioned me.

"I wonder what we've missed," he said as we entered the castle, "Follow me and be silent."

Quietly, I followed Lupin up the Grand Staircase. We passed his office. I wondered where we were going, but didn't want to disobey his order to be silent, even though there wasn't anyone around.

"To Dumbledore's office," Lupin said quietly, answering my unspoken question, "To find out if they caught Black or not."

When we reached Dumbledore's office, I paused.

"I'll stay out here," I whispered as quietly as possible. He nodded briefly and gave the password- which was gummy worms- to the stone griffin, then went up the stairs, leaving me alone and invisible in the corridor.

I sat down and leaned my back against the wall, thinking about the secret I had just discovered. Lupin was a werewolf. Strange how it didn't make me want him any less…if anything, it made me love him even more. It especially made me want to learn to brew the Wolfsbane Potion. Good thing I was already the Potion Master's apprentice. Perhaps it was time I restored my friendship with my unceasingly grumpy cousin. About two months ago I had stopped making an effort against his grouchiness and had started being grouchy back.

The Wolfsbane Potion was supposedly a very tricky potion. Few had the nerve to brew it. I knew there was no way I could do it without Snape.

Lupin emerged from Dumbledore's office a short while later. He gestured for silence and for me to follow him as he headed towards the stairs. He didn't speak until we had reached his office and he had shut the door behind us.

"Did they catch Black?" I asked immediately.

"No. There was no sign of him. Apparently he tried to break into the Gryffindor dormitories, then vanished without a trace."

"What does he want from Gryffindor?" I asked.

Lupin sighed and looked away.

"…Snape told me you were friends with Black when you were in school. Is that why you don't want to talk about him?"

He sat down at his desk, his head in his hands.

"It's not something I'm proud of, understand? …If I tell you something, can I trust you not to tell anyone?"

"Of course. You can trust me with your werewolf secret, too. I haven't anyone to tell."

"I have a feeling you can be trusted. …There were four of us, back in the day- Sirius Black, James Potter, myself, and a boy named Peter Pettigrew. We were the best of friends- we called ourselves the Marauders. They all knew my secret- they all ended up becoming illegal, unregistered animagus and snuck out of the castle every full moon. We were in and out of trouble all the time. We had each other's backs, all the time. …Sirius was always the lazy, carefree one. Very devil-may-care, but he was a good mate."

He looked down and inhaled deeply.

"When did he go mad?" I asked.

"Who knows? It was dark times when we left Hogwarts. Voldemort-" I couldn't help but twitch involuntarily, unused to hearing the Dark Lord's name. "-was at full power. Terror filled the Wizarding World. We all had our place in the resistance force, the Order of the Phoenix. James Potter and his wife Lily confronted Voldemort face to face and escaped with their lives several times and they were high on his Wanted list. Death Eaters were after them at every turn. They went into hiding. Few knew where they were. Of course the Marauders knew…James trusted us, all of us, especially Black. They were best mates. The night Voldemort killed the Potters…they say it was Black who sold them out. Pettigrew confronted him…and Black blew him and a dozen witnesses to smithereens," he said bitterly.

"Oh Lupin…" I said softly.

He shook his head sadly.

"I shouldn't be burdening you with this. …Dumbledore said the students are staying in the Great Hall. It'll be too risky for you to go down there, he said there are teachers keeping guard all night in case Black tries again. The dormitories will be empty-"

"But security has probably been increased there, too. Wouldn't it be safer if I stayed up here? There's only a few hours until morning anyway," I said innocently.

"Olivia…" he said, strained.

"I could sleep on a cot in your office," I said imploringly.

He was silent a moment, his blue eyes on me.

"…Alright. It's the safest thing after all. But I insist I take the cot. You can have the bed."

"Feeling chivalrous?"

"It's safer there. Less likely someone would walk in on you."

"Just lock the door."

"A skilled wizard could still come in. Dumbledore, for instance. Or Snape."

"Where is your room anyway?"

Lupin stood and went to the back wall. He tapped a certain brick with his wand and a slab of wall moved aside. Curious, I pushed past him and went into his room.

"Jesus," I heard him say quietly to himself, then heard him lock the door to his office with a spell. I smiled to myself as I entered his private chambers, my heart pounding nervously.

It was a simple room. A comfortable-looking bed was pushed against one wall. There was an oak shift robe and a mirror against another wall. There was a fireplace where a small fire crackled merrily, casting flickering shadows all along the room. There was one window, through which there was an enchanting view of the lake.

"You really should have your bed, Lupin- you're tired and you've been through a lot."

"The same thing I've gone through once a month for almost 30 years. It's nothing new and I've slept in worse places than a cot."

"But it's exhausting nonetheless. Take the bed. I'll take the cot."

"What if someone walks in?"

"Then let me have the cot here, on the other side of your bed, instead of in your office."

"…Oh alright. This is already a bad idea, might as well max it out."

"I think maxing it out would be letting me sleep with you in the bed," I said, unable to help myself, grinning.

He glanced at me quickly.

"Don't even think about it," he said sharply.

"Okay, okay. I was just kidding," I said lightly.

Less than fifteen minutes later, I found myself laying on a cot bed near Lupin's bed with one of his pillows and a blanket, both of which smelled intoxicatingly of him. The fire was dying out, making it difficult to see in the room, but I could still hear the sound of Lupin's steady breathing, which made me feel even sleepier than I already was. I was tired from the night's event, but still one thing nagged at the back of my mind.

"Lupin, can I ask you a question?" I said softly.

"As long as you consider whatever you ask me very carefully first," he said, his muffled by a pillow. I was silent a moment, considering this, then continued with the question I had wanted to ask him.

"You mentioned Harry Potter's mom earlier, right? What was her name?"

"Oh. Uh, Lily."

"Was she a pretty redhead girl?"

"Yes."

"Oh."

I said nothing else, but turned over in my bed, thinking of the eerie ghostly visit she had paid me over the Summer. There was no doubt in my mind it was the same girl.

"Why did you ask?" Lupin inquired and when I didn't respond, "Come on, you can't leave me hanging."

I knew he wouldn't believe me if I told him about the apparition.

"…Snape has a picture of her," I said finally. Lupin lifted his head and looked at me.

"Really?" he asked interestedly.

"Yes," I said warily, "You won't tell anyone, will you? Especially Snape…"

"Of course not. Wh- Does he keep it in his room?"

"No," I said, though I think he actually did, "It was a picture I found in the attic."

"Ah. …I knew they lived near each other when they were kids. I heard a rumor that they dated in fourth-year, but I think someone made that up to piss James off. James and Severus hated each other. If Severus really did date Lily, it'd be the only girlfriend he ever had. He wasn't very popular… I'm not sure she would have dated him."

I was silent, thinking. I wanted Snape to have dated her. It would've made him happy and he didn't look like the sort who had been happy a lot in his life. I buried my face in the pillow, deeply inhaling Lupin's scent, wondering why I cared so much anyway.

Snape's POV

I had spent most of the night searching the castle for Black, but was unsuccessful. I slept late the next morning since it was Sunday and didn't emerge until almost lunchtime. I was about to go down to the Great Hall to eat, but when I opened the door, I was surprised to find Olivia waiting for me.

"I need to talk to you,:" she said and pointed back into my office, "In there."

She pushed past me and went into my office. I had no choice but to follow her. She sat in the chair in front of my desk, then turned and pointed her wand at the door, causing it to shut.

"Now, you can teach me to brew the Wolfsbane Potion," she said calmly.

"What? When-?"

"Last night, I snuck out. I saw him transform."

"And…you weren't frightened?"

"Of course not. I trust your abilities as a potion-maker. I knew he wasn't dangerous, that's why I followed him into the Forbidden Forest when he ran away."

"You followed a werewolf into the Forbidden Forest?" I asked in disbelief.

She shrugged.

"You're crazy. Absolutely insane," I muttered, shaking my head.

"Maybe. So, you gonna teach me how to brew the Wolfsbane Potion?"

"It's a very delicate, complex potion, which-"

"I know all of this. I've been in the library all morning reading about it. I'd try and brew it myself, but I don't have the ingredients-"

"If that's the attitude you're going to take, perhaps I don't feel like teaching you," I said, surly. I turned to the door to leave.

"No, wait!" she said, standing up, "…I want you to teach me. I need your knowledge of the potion to make sure I'm doing it correctly. It's a disastrous thing to get wrong."

I sighed, irritated.

"Very well. It takes a month to brew so we must start today. I planned to begin Lupin's potion today anyway."

"Alright then, let's do it," she said enthusiastically.

"I was on my way to lunch when you ambushed me. I slept through breakfast."

"Right. After lunch, then," she said brightly, "Thank you, Snape."

I made my way down to the Great Hall and sat at the staff table, feeling exceptionally moody. Lupin's condition didn't affect Olivia's opinion of him whatsoever. If anything she seemed even more fond of him. She sympathized with him, pitied him…as Lily had. Now I had to teach her the brew the Wolfsbane Potion because, despite everything, I couldn't just say no to her.

I ate lunch alone, my eye on Olivia, who sat beside her friend Mari Pirelli. After about ten minutes of her wolfing down food while listening to her friend talk, Olivia stood and hurried from the Great Hall. I figured she was eager to start the potion and would be waiting for me downstairs. I didn't rush my eating, but took my time. When I finally returned to my office, I was surprised to find she wasn't there. I checked the Potions classroom- not there either. Annoyed, I began to gather the ingredients for the potion on my own when she burst in.

"Where were you?" I asked irritably, "I was about to start without you."

"Talking to Lupin. I was curious as to why he didn't come down to lunch…and I wanted to tell him I was learning to brew Wolfsbane."

"What was his reason for not coming to lunch?"

"He felt ill. He's ill a lot. He gets nauseous, weak. Is that normal?" she asked, concern showing in her emerald eyes.

"Yes," I said bitterly, "It's a side-effect of the Wolfsbane."

"Perhaps there is a way to alter it so there is no side effect," she said thoughtfully.

"Let's just see if you can brew it before you start trying to change it. Go gather the ingredients from the store cupboard."

She did as I said as I laid out the required tools and prepared the cauldron for the first step.

For two hours we worked on the potion diligently, like a well-oiled machine. I would give orders and she carried them through without complaint. I would prepare one step of he potion while she worked on the next one.

I found that I actually enjoyed worked with her. At the end of the two hours, we had a light blue potion simmering away in the cauldron.

"It has to stew for a week and Fluxweed must be added every evening at exactly eight o'clock," I said to Olivia, "By the end of the week, it should turn purple."

"And I shall be back here every night at eight to add the Fluxweed," she said determinedly.

"Suit yourself," I said with a shrug.

She left shortly after that. I strongly suspected she was off to see Lupin again. I sighed irritably and was struck by the sudden need to see Albus. I checked the Wolfsbane Potion once more before leaving my office.

I found Albus sitting in his office with Fawkes the phoenix sitting on his shoulder. Dumbledore fed Fawkes a cracker, then looked at me.

"Good evening, Severus."

"Albus," I said with a nod, sitting in the chair before his desk.

"What's troubling you? You seem even more surly than usual."

"…Olivia discovered Lupin's secret."

"Yes, Remus told me. This is good news, is it not? She can help you brew the Wolfsbane Potion."

"Well yes, but…" I trailed off, unable to bring myself to say it.

Dumbledore raised an eyebrow at me, waiting for me to continue.

"I'm afraid…that the girl may be falling in love with him," I said quickly, through gritted teeth.

"Severus," Albus said exasperatedly, "…What proof do you have? What fuels your suspicion?"

"Well, I… They spend an awful lot of time together and… well, the way she talks about him."

"Severus, even if Olivia does have feelings for him, she's just a teenage girl. It's puppy love- it'll pass. Besides, I trust Remus to do the right thing."

"You may trust him, but I don't. I'm going to keep an eye on the both of them."

I stood to leave.

"Very well, Severus. I'll keep an eye on them as well. And I'll have a conversation with Remus about propriety, though I don't really think it's necessary."

"Good…and whatever you do, don't say my name. The last thing I want is Olivia mad at me."

"Don't worry, Severus. As usual, your concerns for the girl will remain unknown."

"As it should be."

Olivia's POV

November came and went bringing with it a cold wind and frost. Despite the cold, I still went to stay with Lupin during the full moon. My first attempt at brewing the Wolfsbane Potion was a success. When Snape and I began the potion for the month of December, we made three batches- two for me to experiment with and one for use as a control.

With Christmas fast approaching, I received a letter from Ellen asking if I was coming home for the holidays. I thought about it, but Christmas Eve was a full moon night and I didn't want Lupin to have to spend it alone. So I sent Ellen a reply letter, telling her I wanted to stay, that I had tons of homework to do and my friends were staying. I didn't really want to spend Christmas with her and her Muggle boyfriend anyway.

The six days leading up to Christmas Eve I spend working on the Wolfsbane Potion with Snape. The potion required a lot of attention the last few days and I was glad it was the holidays so I didn't have classes to worry about. I spent my mornings working on the potion and by the afternoon I would take a goblet full to Lupin and I would spend the rest of the day with him, talking or going for a walk around the grounds.

On Christmas Eve day I took the final goblet of potion to Lupin's office. He drank it with a grimace.

"I thought you were working on changing the potion? How's that going?" Lupin asked, setting aside the empty, still-smoking goblet.

"Not well. I had two different potions I was working on but both were complete failures- one completely melted the cauldron, the other caught fire."

"I'm sorry Olivia. I know you wanted it to work."

"No, I'm sorry. I'm doing this for you after all."

"I'm just glad to have the potion. It wasn't around when I was a kid, you know?"

"What did you do back then? During the full moon, I mean."

"I stayed locked up… Would you like to see where?"

I nodded wordlessly. Lupin stood and opened the door, holding it for me. I retrieved his cloak and draped it over his shoulders, then handed him his cane.

"Thank you," he said quietly.

Lupin and I walked together outside. The grounds were deserted. Most students had gone home for the holidays. Parents were still worried about their kids since Black had escaped.

"I'm surprised your mother didn't make you go home for Christmas," Lupin said as we walked over the snow-covered grounds.

"Ellen is not my mother," I said, though I knew I had told him before, "I'm adopted."

"She's still your mother. She raised you."

"Yeah, well, that may be true...but I still don't want to have Christmas with her and her Muggle boyfriend. …What about you? Don't you have any family to have Christmas with?"

He looked away from me, his grip on his cane so tight his knuckles were white.

"My family shunned me… I have no one," he said softly. I put my hand on his arm gently.

"You have me," I said quietly.

He glanced at me and smiled weakly.

"Come. You know the Whomping Willow, right?" he asked as we started walking again.

"Not personally," I said lightly.

"The Whomping Willow was planted when I started school…because I started school," he said as we approached the violent tree, "Wait here."

I stopped a few feet away from the trees reach. Lupin glanced around, then pointed his wand at a certain branch. He hit a knot on the tree with a spell and the tree froze. Lupin motioned for me to follow him to the base of the tree, where I saw a tunnel among the roots.

"Ladies first," Lupin said. I pulled out my wand and lit the tip before crawling into the tunnel.

"All the way at the end you'll come to a hole," Lupin said from behind me.

I had no idea how long I'd been crawling through the tunnel, half-crouched, when the tunnel sloped upwards suddenly. I stumbled and almost fell but Lupin's arm reached out from behind me and steadied me.

"Thanks," I breathed.

"We're almost there- look, I can see the opening ahead."

Sure enough, I could see a faint light ahead. I quickened my pace until I climbed out into a room. It was an old room with faded, peeling wallpaper. There were stains everywhere and broken bits of furniture. There were big, deep gashes on the wall. I touched one of the scratches and looked at Lupin, who was looking mournfully around the room.

"They locked you in here?" I asked quietly.

"Dumbledore did," he said, nodding, "…It was better than me doing that to my classmates."

Lupin was looking down at a table which was missing three legs and broken in half.

He turned his head away. With a pounding heart I stepped forward and took his hand, linking my fingers with his and leaning my head against his arm. He sighed heavily and put his arm around me, resting his chin on top of my head. I could feel his heart beating even faster than my own.

I heard a distant creak and stiffened.

"Don't worry- we're in the Shrieking Shack. Dumbledore bewitched it so that everything creaks and moans, then let word spread around it was haunted so that no one would discover my secret," he said without moving.

"Oh," I said, relaxing slightly.

A moment later I heard footsteps. This time Lupin lifted his head.

"Someone's coming," he said quietly, "We have to go."

I pulled away reluctantly. Lupin pressed a finger to his lips and motioned for me to follow him. We went through a door and down a hallway. Around us the walls let out ghoulish noises. Rats scurried along the passage. Spiders and roaches adorned the walls.

When we finally emerged, we came out of an old building that looked as if it would fall apart at any moment. We made our way across the snow-covered grounds and ducked under the wire fence that surrounded the Shrieking Shack.

"We're in Hogsmeade now, right?" I asked, looking around.

"Yes- oh crap."

"What?"

"I can't be seen with a student in Hogsmeade. I'll be fired."

"No problem," I said, applying my Disillusionment Charm.

"We should stay off the main road. A skilled wizard could still sense your presence."

"Like you?"

"Well yes, but I was thinking more like Dumbledore on his way to the Three Broomsticks," he said with a faint smile.

We made our way back towards the main part of Hogsmeade, but stayed away from the shops and the road. We were the only ones on e the road to Hogwarts. As we got closer to the gate, I could see dementors flanking the gate. Lupin pulled out his wand and I did the same.

"Let's cast our Patronuses now," he said quietly and I nodded. I racked my brain for a happy memory, then pointed me wand at the gate.

"Expecto Patronum!" Lupin and I said, almost simultaneously. My sleek silver she-wolf rocketed from the tip of my wand. Curious, I looked at Lupin's Patronus. It was larger than mine and more shaggy, but it was still a wolf. Together the Patronuses leapt at the dementors, snapping and snarling, until Lupin and I were safely through the gate.

As we got closer to the castle, I removed my Disillusionment Charm.

"How come I've never seen your Patronus before?" I asked curiously, looking back over my shoulder as the wolf Patronuses disappeared. He was silent a moment.

"Happy memories are hard to come by," he said finally.

When we reached the castle, Lupin and I parted ways.

"Meet me after supper so I don't have to sneak out of the castle?" I said as he headed for his office.

"If you insist on endangering yourself for my sake-"

"You know I do," I said with a smile.

"Then I will meet you here in the Entrance Hall after dinner."

Author's Note: Well, I'm sure you're all wondering who was in the Shrieking Shack. Find out in the next chapter! It won't be long, I promise. Oh and Happy Thanksgiving to all! Read and Review please! J

~LittleReporterGirl