Fred didn't know what to do.

He sat on the edge of his bed, listening to her soft sobs coming from the bathroom. It had seemed like a good idea at the time when they were stood in the corridor with Lilith crying into his chest, but right then he wasn't so sure.

Of course, the fat lady had complained as he stood at the portrait door with his arm wrapped around Lilith shoulders, him yelling the password at her while she refused to let a Slytherin in. It was only when Lilith started to cry harder that she had reluctantly swung the portrait door open, and now she had locked herself in there and wasn't responded to his knocks.

He felt like an idiot as he sat there, ringing his hands together as he stared at the bathroom door. But he was too distracted, he kept thinking about her running out the dark arts classroom, the terrified look in her eyes as he had held her in the hallway.

Whenever he pictures it, he starts thinking about the million and one things he was going to do to moody.

Fred wants to comfort her, make it better by whatever means necessary. Even if that meant feeding moody to the giant squid.

His eyes lock on the door as he finally hears it open. It takes every ounce of strength to not jump up off the bed as she emerges with her red face and sore eyes. When she closes the door she leans against it, folding her arms against her chest.

The silence is all consuming.

There are a million things he wants to ask her. Needs to ask. But he bites his tongue. Her eyes and cheeks are red and still slightly damp. Lips swollen too. She sniffs and wipes her nose with the back of her sleeve.

"Your bathroom is surprisingly clean." She finally says. He's rather glad for the normality of the conversation.

"You can thank George for that."

She nods, staring down at her shiny shoes.

He doesn't want to mention it. He's going to have to mention it.

"Lil – "

"I don't want to talk about it Fred."

It's his turn to nod and stare at his own un-shiny scuffed shoes.

Suddenly Fred drops to his knees, scavenging under the bed.

"Fred - "

He pulls the box out and pops off the lid, then pulls out the bag of chocolate. "Your boyfriend always said this helps when you're not feeling great."

He sees her glance up briefly. "I'm not that hungry." She shrugs.

Fred climbs back onto the bed, ripping open the bag. "Tough. There's not much else I can do, but the least I can do is this."

He sees a hint of a smile as he reaches out the bag for her. Lilith's eyes dart between him and the bag before she eventually leans forward, accepting one of the chocolates. As she pops it into her mouth, Fred does the same.

Lilith glances around the room as she slowly sucks on the truffle, her cheeks hollowing as she does so. Her eyes settling on the posters, pictures, he feels his cheeks burn slightly as he wonders what she could possibly be thinking.

She notices the open notebook on the bedside table and leans over so she can take a proper look. Fred feels his heart race a little, but he doesn't stop her.

"Weasley Wizards Wheezes?"

"It's just an idea." He shrugs, saying it like it's nothing. "Weasley & Weasley just seems a bit boring."

"May I look?"

He nods, and she slides the notebook over to her, picking it up flicking through the pages as she paces across the wooden floors. Fred watches her face tentatively as she studies the sketches and flips through the pages, watching for any sign of disapproval as she looks over his ideas. He's rather pleased when he sees the smile sneak onto her face.

"I like this one." She says as she turns the book towards him, pointing to the sketch he had been working on that morning. "Purple and orange?"

"Well, had to get orange in there somehow." He chuckles as he runs his fingers through his hair. "Purple is George's favourite. You don't like it?" He asks, very aware of why he's desperately seeking approval.

"No. I do." She says tenderly. "It's very bold. Just like you in that sense." She chuckles, continuing to browse through the pages. "You're really going to run a joke shop, huh?"

"That's the plan – Except, well, money. You kind of need that to open a shop."

"Well, what's that muggle saying? Money is the root of all evil?"

He scoffs. "That's just something rich people say to make poor people feel better." He doesn't mean to sound so miserable as he says it and he notices the look of distain, but it wasn't really aimed at her. "Although mum wants us to work for the ministry."

"That's the last thing you want to do." She says it as she takes a seat on the edge of the desk. Anywhere other than next to him on his bed. "I've never met one of those ministry idiots that wasn't a complete arsehole."

"Hey! My dad just so happens to be one of those ministry idiots." His attempt to be serious fails before it even starts. "But I should probably get use to pushing paper around or something equally as exciting." He looks up to her, noticing the sad look on her face. The notebook is now discarded on the desk. She's playing with the loose thread of his jumper again. "What about you? What are your grand plans for after school?"

"Me? Nothing really."

"Come off it. Isn't Slytherins whole thing ambition. Are you telling me you don't have any?"

"Don't be ridiculous. Everyone has ambition." Lilith sighs. "I just – don't see the point in thinking about it when my life is already planned out for me." She says it rather bitterly, her eyes focused to the thread she's now twisting around her finger. "They want me to do well of course, but it's not for the sake of a job. It's just so when show me off they have something else to brag about. It's just like my violin; all it is another thing to show off."

"What they got planned anyway? Marry you off to the higher bidder?" He jokes, her eyes finally meet his and of course he's said the wrong thing.

"Something like that." She says quietly. "Happened to my mother so why should it be any different for me?"

Fred wants to pry, but he forces himself not to. "Well – if you could decide then. If you could do anything after school, what would you pick?"

"I suppose – if anything – " Lilith pauses as if she's thinking, but she shakes her head. "It doesn't matter. I accepted my fate a long time ago. There's no point in wondering what if."

Her poker face is starting to fall slightly, the wobble in her voice gives her away too. Lilith's eyes meet his for a moment, as if she's waiting for him to ask her something. He quirks an eyebrow. "What?"

"I would be disappointed if you allowed something like your mother to stop you from getting what you want. Doesn't seem like your style."

Fred rolls his jaw. "I could say the same thing about you."

Lilith's mouth seemed to tweak in trepidation as she finally pulls the thread from her reddened finger. "it's silly isn't it. All this worrying when we're not even done with school yet. I just didn't realise life was meant to be this hard."

He wants to hold her and tell her it's not meant to be. He wants to comfort her and make her feel better. So, he sits up, pushes himself back on the bed, widens his legs slightly, and when she glances over at him to see what he's doing he pats the space in front of him.

She gave him the same look that she had at the lake the other day, only this time she doesn't give in and move over to him.

"You know, ever since we started doing whatever this is, I feel like we can't catch a break. And you don't deserve to have all this constant shit happen to you – to have a girlfriend who's a walking nightmare." He hears the tremble in her voice. "Maybe we should just…I don't know – I'm not worth the hassle."

He lets out a hard breath before he forces himself to speak. "Godric, you are so wrong, do you know that?"

"Fred, please don't – "

But he cuts her off before she gets a chance to finish. "You know I don't regret any one of it, right? Punching out Fudge. That asshole Phlegm. That fucking dark arts class where I came after you and then most of Gryffindor were questioning me about it for a week"

She looks up at him then. "You don't have to do this."

But he carries on. Standing from the bed he walks the short distance over to her.

"Every potion class where I tried to get you to talk to me." He carries on, his hands are now gripping onto her without him realising. "Every busted lip and bloodied nose. Every closet and glance and touch and kiss, every single fucking kiss Lil." He moves his hands to brush her hair back from her face. "I don't regret a single thing because you are entirely worth it. I just wish I had realised a bit sooner."

He leans in and brushes his nose against hers, places a soft kiss on her lips, just a peck because that's all he wanted in that moment. But it's Lilith who moves in again, pulling him in by the scruff of his neck for a firm drawn out kiss that takes his breath away. His hand slips into her hair, his fingers tangle in the curls, and when she finally pulls back, he finds himself unable to let go, undeniably eager for more.

It was pathetic how completely desperate for her he was.

"You know I'd bleed for you Lil, don't you?"

He feels her grip lessen, her hand drops.

"You shouldn't have to." Her voice is suddenly very quiet. "That's the whole point, isn't it? That when you care about someone – when you - " She seems to stop herself. Drops her gaze.

"What?" He asks, desperately.

"Nothing."

"Lil."

She looks up at him with those glassy eyes. Leans him and places another soft kiss but he pulls back. He huffs. "Stop trying to distract me."

Lilith laughs, and it warms him to the core.

"Just know that I'd do the same for you, even though I probably shouldn't admit that." She says it in a small voice, but the sincerity is overwhelming.

It makes him start thinking again of all the way's he's going to torture Mad-eye. Fred stares at the box of fireworks in the corner of the room and considering where exactly he could stick them.

"Fred?"

He turns to look down at her. "Hm?"

She edges closer, touches his tie nervously.

"I hate that this is why we finally get to be alone."

He smiles. "And with a bed, it just doesn't seem fair, does it?"

She smiles back softly. "It is a lot more comfortable than those broom cupboards you're always dragging me into." She eyes him. He notices her eyes land on his lips. "So, how many girls have you had up here anyway? Are all those rumours true?"

He arches an eyebrow. "Rumours?"

"That you've taken the virginities of half the girls in our year."

He barks a laugh. "Where did you hear that!"

"Girls talk." She shrugs.

"Well, that's not even the slightest bit true. I'm still – " He feels a thud in his chest. "I mean – not like it's anyone's business, but – kissing and telling isn't exactly classy. I mean – I've never – uh – I don't – You're the first that I've – " He can feel himself start to sweat. Why the fuck is he so tongue tied.

Her fingers are suddenly intertwining with his.

"Because I haven't either. Done anything. With anyone. Ever."

Fred heart is pounding in his chest. "Me neither." He admits.

He's slightly surprised when he feels her fingers grip at his shirt and she tugs him into a searing kiss then, fingers tangled in her hair as their bodies press against each other. He should be listening to the tiny nagging voice in his head telling him this isn't a good idea, that they shouldn't be doing whatever it is they're about to do. But he can't help but push it down deep into the back of his mind as she kisses him firmly again whilst her fingers undo the buttons of his shirt, and all he can think about is dragging her over to his unkept bed.

"You're blushing Freddie." She says quietly as she brushes a thumb against his now warm cheeks.

This time the kiss is slow, painfully so, and he hears the lightest little whimper fall from her lips before he speaks.

The little nagging voice is suddenly back, his conscious practically screaming. "I know what you're doing you know."

"Hm? What am I doing?"

"Distracting me."

"I thought you were meant to be the distracting one."

He pulls back, shoots her a hard look.

"You can't ignore it."

"Fred – "

"What happened with moody?" He finally forces himself to ask. The mood instantly flattens. He expects her to snap at him or tell him to mind his own business. Instead, she takes in a deep breath. "I just want to know that he didn't hurt you. That's all." He finally says.

She stiffens slightly then. "It was my own fault."

"I very much doubt that, considering."

"Considering?"

"What happened in class. What he did to you. To me."

She nods softly as her fingers continue to stroke his arm softly. "I still have nightmares about it." She says it so quietly he almost didn't hear it. "I was there. Aware of everything I was doing, screaming for help and no one could hear me and I just - " She's trembling harder now. "He offered to teach my occlumency and I accepted." She blurts out.

He bites his tongue despite the fact he wants to yell. It had been mentioned before in Dark Arts Class, he had read about it, but actually doing it?

"And I know it's stupid, but I couldn't allow that to happen again Fred. So, he started teaching me and it was fine…but today….it was different. He was digging too deep, almost like he was looking for something. He kept pushing and I couldn't take it – "

He pulls her into his chest. Strokes her hair. "It's ok." He says in a whisper as he squeezes her tighter. "But I think – "

"No." Lilith almost snaps before he even gets a chance to say it. He carries on anyway.

"We should tell someone. McGonagall?"

"No."

"Even Snape – "

"No teachers, please?"

He buries his face into her hair. "Fine." He mumbles, despite the fact it's not.

"And that means you leave it alone too."

Fred lets out a deep sigh. "I wasn't going to do anything." He flat out lies as if he wasn't just thinking all the ways he could cause harm to Moody without getting caught.

He feels her body shift, and he slowly raises his head to face her.

"I can already hear the cogs in your head whirring away. I know you Fred and once you get an idea – "

"You really think I'm stupid enough to mess with a teacher? Especially Mad eye?"

She arches an eyebrow. "I don't think you're stupid in the slightest. But sometimes you do forget to actually use that big brain of yours."

Fred locks his jaw and lowers his gaze as he attempts to think of an answer that's not going to get him in trouble.

"Fred?"

"Hm?"

"He – Moody – He mentioned you know who but - as the dark Lord."

Fred furrows his eyebrows. "I thought only Death eaters did that?"

Lilith lets out a deep shaky breath. "You're right. They do."