Title: Once Upon a Time

Challenge #42: "The better to eat you, my dear..." Remus tells James a little bedtime story.

Rating: PG-13

Summary: Remus tries to tell James a fairy tale. James gives Remus a hard time.

Author's Notes: So, I tried to make this OotP-compliant, and I think I managed it for the most part. (It wasn't hard because they kept going on about the fairy tale) I also took some info from JKR's latest interview. This fic doesn't have much of a point, and I'm under the false impression that I'm funny, but I hope y'all enjoy it anyway. Written for the Remus/James FQF: http:// fallen. ryoshuu. com/ (just remove the spaces)

"So, see, once upon a time there was this Little Red Riding Hood." Remus started out, carefully setting up on the duvet a few of the pieces from the chess set Peter had left behind on Yule break.

Maybe the whole thing had started out as some bizarre way of relieving OWL related stress, or maybe it had just been one of his less than grand ideas on how to keep his mates out of trouble without having to remind them of his prefect status. Maybe these little sessions had just sprung up simply because his mates were totally clueless to anything muggle-related, and being a halfblood, he got sick of constantly correcting them or making references to things they didn't know.

Whatever the reason, it was why Remus found himself currently camped out alone with James in their empty dormroom. Sirius had been hauled home for the hols under protest and Peter had never stayed for Christmas to Remus's knowledge. James's parents were on their second honeymoon, and Remus's parents had opted to visit some relatives in the States that Remus hadn't ever really cared for much, so they'd both decided to keep each other company during the break at school.

"So," James picked up one of the battered chess pieces, pulling Remus back to the present, "the pawn with the bit of red felt, that's this Robin Hood?"

"No." Remus sighed, making a mental note of James's mischievous grin. "Little Red Riding Hood. Pay attention would you?" he chided. "This is Little Red Riding Hood," he held up the pawn. "This is the grandmother," he held up a queen that was missing an arm. "And this is the hunter," he pulled out a rather worn out looking bishop from the collection of chess pieces. For having only taken a couple minutes to throw it all together, the scene for their little story was pretty spot on if Remus was to judge. Some of Sirius's old green socks made up the trees in the forest. James's shoe was Grandmother's house. And Remus had even taken the time to throw a couple of Bernie Bott's Every Flavor Beans on the duvet to make up fields of flowers in between the sock trees.

"What the hell is a red riding hood?" James demanded, obviously unimpressed by the effort it had taken to create the storyboard in front of them.

"It's a riding hood that's red," he deadpanned.

"Really," James shot him a singularly disdainful look. "That's a pretty pathetic explanation, professor."

"Fine." Remus gritted his teeth. He hated it when they called him professor. Which was probably why James did it, but that was beside the point. "It's this cloak that people used to wear when they went out riding on their horses."

"So why the hell is the felt on the pawn? Here, give me that." James reached over and plucked the pawn from his fingers and stretched over the duvet to grab another chess piece. "Little Red Riding Hood is now the knight." The red felt looked even more absurd around the horse's neck than it had around the pawn's.

"There are no horses in this story, James. Give me that back." Of course, he had to sound condescending as possible while demanding the piece, if for no other reason than to get back at James for the professor comment.

"No horses? Why the hell is there a riding hood?" Rolling his eyes, James plopped the felt and the pawn back into Remus's hands.

"It's just a story," Remus tried to explain patiently.

"And a wand is just a pretty stick." The mutinous look on James's face made him reconsider using reason, though. Logic was obviously something that was lost on James.

"Would you just shut up and let me tell it?" Remus raised an eyebrow. James gave him a mock bow to proceed in return. "Thank you. So one day Little Red Riding Hood goes through the forest to get to Grandmother's house."

"And meets up with his best mate, Robin Hood along the way," James added, downright cheerful.

"What?" Thrown for a moment, Remus just looked at him and watched as James reached across to the bedside table that the bloke shared with Sirius to grab one of Sirius's stupid toys that were on display. "No. Put down Sirius's Martin the Mad Muggle action figure. There is no Robin Hood in this story." The last time Martin the Mad Muggle had been involved in a fairy tale, Cinderella's Prince Charming had ended up marrying a stepsister who had, as fate (and James's unique storytelling abilities) would have it, turned out to really be a stepbrother in disguise. Once the ball was over, Martin the Mad Muggle and the rag James used to polish his broom had gone into business together because, as James had pit it, Martin the Mad Muggle was looking for a partner in the Crusades, and maybe some action on the side.

"All right, all right. But Little Red Riding Hood is going to have a hard time of it without his best mate." Remus had to stop him before he got too much more involved on that thread of thought. For Little Red Riding Hood's sake, if for no other reason.

"Little Red Riding Hood is a little girl."

"What the hell kind of story are you telling me?" A question which James inevitably asked no matter how many times they'd done this so far during break. Personally, Remus thought that at least most fairy tales made more sense then Sirius's Martin the Mad Muggle adventures. And that was certainly saying something, all things considered.

"Look, you're getting confused." Remus shook the pawn in his hand to emphasize the point. "This is Little Red Riding Hood, not Little John." James looked a bit put out, but at least resigned now to the fact that the story was in no way going to degenerate into some odd retelling of Robin Hood. "Anyway, Little Red Riding Hood goes through the forest on her way to her grandmother's house, but on her way there she meets this wolf." Remus fished around and then held up the first piece his fingers landed on, a rather battered looking castle.

"And he is an incredibly debonair and handsome looking rook," James cooed, snatching the piece from Remus.

"Give me that." There was a short tussle, but of course, Remus prevailed with an elbow to the stomach. "He's a wolf." And calmly, the rook was placed in between two faded green trees.

"Wait," James held up a hand even as the other rubbed at what Remus was sure must be a sore spot between his ribs. "So why is the wolf a bloke?" He sounded downright insulted by the idea.

"He just is." And Remus really needed a better comeback because James was never satisfied with that kind of answer. This was how Snow White had ended up living with seven sexy dwarfettes. "Probably makes him seem more threatening or something," he waved a hand to dismiss James's question as non-consequential. Which he had to remind himself was true.

"That's rather sexist." From the bloke who wanted to spell all the girls' robes into mini-skirts. "I know plenty of girls that are both threatening and scary beyond all reason." James looked thoughtful for a moment before clapping his hands and grabbing the rook again. "Sirius's mum, for example! In fact, let's call the wolf-rook Mrs. Black."

"The wolf is male," Remus enunciated slowly so that there would be no way for James to misunderstand his meaning. "Quit insulting him." Grabbing the rook back, he plopped it back down in between the socks and then made the pawn do a little dance down the path between the sock trees. "Anyway, the wolf stops her and says hello and asks her what she's got there under her apron."

"Apron? How many layers is this cunt wearing?" Which, incidentally, was how Maid Marion had become a naked sex slave to the seven dwarfettes last week.

"She's got on a red riding hood and an apron. I imagine she's wearing some sort of dress too, so that she's not running around the forest naked. But that's beside the point," he said quickly before James could decide that it would, in fact, be a brilliant idea to make Little Red Riding Hood do just that. "The wolf asks her what she's got there under her apron, and she tells him that she's got-"

"And you're sure this is a story muggles tell their kids?" James interrupted doubtfully.

"Get your mind out of the gutter." At this rate, the story was going to take forever. But then again, it wasn't like Remus cared if it took that long. He liked spending time with James. Even when the prat drove him up the wall in frustration. "She tells him that she's got some cakes and wine for her grandmother who's been feeling sickly lately."

"Hey, that's just like you," James beamed happily, reaching over and pinching Remus's cheeks with both hands. "Next full moon, I'll sneak you some cakes and wine under my apron." Some really should tell James one of these day that he looked moronic when he wiggled his eyebrows like that.

"Kiss ass, idiot." He pushed none too lightly on James's face even as he laughed.

"Bend over, mate." Again with the amazing wiggling eyebrows. They looked like caterpillars that were about to spring to life. But since the messy hair covered them most of the time, Remus had decided it didn't matter. In their own strange and disturbing way, they were part of James's dubious charm.

"Quit distracting me while I'm telling the story," he grumbled as James attempted to look innocent. "Where was I?" James bounced the pawn around on the duvet next to the wolf. "Oh, so Little Red Riding Hood tells the wolf what she's got under her apron and where she's going. And the wolf thinks to himself that he'd like to eat both Little Red Riding Hood and her grandmother."

"Ew," James face crumpled up in disgust and Remus resisted the urge to hide his in his hands. "Muggles must be mad telling this kind of story to impressionable young children."

"Stop being a pervert," he growled, torn between wanting to wring James's neck and laughing. That was the other problem with telling any kind of story to James. The horny git insisted on finding—and in some cases completely making up his own—sexual innuendos. "I meant he wanted to eat them in the literal sense of the word," he added, trying to steer the story away from the 'sexual escapades of Little Red Riding Hood' direction it was being to take.

"I was being literal." James was the picture of innocence.

"Anyway, the wolf convinces Little Red Riding Hood to pick some flowers." Which went bouncing out of the forest as James abruptly decided he wanted to sit next to Remus on the duvet instead of across from him. Remus decided it was best not to comment on things like complete lack of grace as James all but destroyed the forest and clumsily knocked knees with Remus in the process. God only knew if he said something, they'd be arguing about it until supper. "So she goes off deeper into the forest to pick flowers," which were now denoted by three beans, seeing as how the rest had been scattered all over the floor, "and he goes straight to her grandmother's house." Remus moved the pawn to the three beans and the rook did a little dance down the now barren path leading to James's shoe.

"That rook doesn't look right." And weren't those just dangerous words out of James's mouth. Warily, Remus watched as the bloke pulled his wand out of his back pocket and pointed it at the rook. "There!"

"Peter is never going to forgive you for giving his rook fuzzy ears."

"He'll think it's hilarious. Trust me." Sad fact, that was probably true. Sighing ruefully, Remus decided to just let the whole issue slide. So the castle had fuzzy ears now. Big deal.

"Okay, so the wolf goes to grandmother's house and pretends to be Little Red Riding Hood."


"What do you mean?" Remus asked, confused.

"How does he pretend to be Little Red Riding Hood?" James's brow furrowed as he gave the rook a puzzled glance. "He's a he, for one. For two, he's a wolf."

"Maybe he has great acting skills." Why not? If Puss-in-Boots could be a kneazle on drugs, then Remus was sure that it was possible that the wolf could be a gifted thespian. "I don't know. The wolf pretends to be Little Red Riding Hood, the grandmother buys it, and invites him in," he laid out the facts with the hopes that James would just go along with it.

"So he's like a vampire, then." Which of course, Remus acknowledged, was a pipe dream. "That's why he hasn't gone and eaten her long before now, right? I mean, really, if he can get to this old bint's house by himself, he could have chowed down long before now." James grabbed a quill off his bedside table and took the rook from Remus's hands long enough to draw fangs on the face of the castle. "It's just that he couldn't get in before now because there was no way the bint was going to invite him in as sweet as you please. You have to tell this story to Sirius, he'll love it. What's not to like about a vampire man-eating wolf?" James handed the newly defaced rook back to Remus.

"Sure," he said slowly. "Anyway. Little Red Riding Hood, who was out deep in the forest, finally made her way to her grandmother's house." Remus moved the pawn between the two sock trees left on the bed between the bean flowers and the shoe house.

"Bringing her band of merry men with her." James dumped six more pawns unceremoniously on top of the pawn with red felt.

"This. Is. Not. Robin. Hood," Remus ground out, dismayed to find that James hadn't yet given up on the idea that this fairy tale was somehow related to the happenings of Sherwood Forest. "There are no fucking merry men in this fairy tale, James."

"What the hell?" James sounded downright indignant, but Remus could see the beginnings of a smirk on the bloke's face. "It's a fairy tale! There should be plenty of fucking merry men." James made two of the story crashing pawns do the can-can.

"Didn't I tell you to stop being a pervert?"

"But it's so hard, Remus," James whined, sticking out his bottom lip and pouting. Well, Remus supposed James had shown great restraint so far, all things considered. Usually someone in these stories ended up frolicking through the forest naked long before now courtesy of James.

"There. There. Poor. Baby," he rolled his eyes, mockingly patting the prat on the back before picking up the offending pawns and tossing them back to where the rest of the chess pieces were. James, it seemed though, took the moment as an opportunity to shed clothing. "What are you doing?"

"Taking off my shirt." The words were muffled by the fact that the shirt was only half off and James seemed to be struggling against gravity and his own clumsiness to finish the task. Not to mention that Remus had to duck in order to narrowly miss getting an elbow to the nose. It never ceased to amaze Remus that James could be grace in the skies, but all left feet on land.

"Why?" It seemed like a fairly reasonable question.

"Because it's hot in here." The shirt finally popped off, leaving James bare-chested. "Aren't you hot?"

"No." They could be sitting on the sun, and Remus wouldn't take off his shirt. James knew that. Remus fiddled with the pawn as neither one of them said anything.

"Okay," James finally relented, breaking the awkward silence. "So Little Red Riding Hood makes her way to Grandmother's house…"

"So Little Red Riding Hood goes into the house and finds her grandmother lying in bed."

"I thought you just said that the rook," which had to be picked up off the floor, "ate the queen."

"I did," Remus snapped a bit impatiently. "Have some patience. Little Red Riding Hood," Remus moved the pawn across the duvet to the rook which James had placed in the shoe next to the queen, "walks up to her grandmother and thinks to herself that the broad looks a bit off." Oh god, James was beginning to rub off on him. Wincing, Remus continued, "So she says, 'Grandma, what large ears you have!'"

"So what you're really saying is that she's blind," James interrupted flatly, leaning back against the headboard and knocking knees with Remus once more.

"And," Remus said as he decided the best course of action would be to just ignore James's commentary, "the wolf says, 'the better to hear you with'."

"And stupid."

"So she says, 'Grandma, what big eyes you have!'"

"Well, you do have pretty big eyes." Remus jumped slightly as James forcefully grabbed both sides of Remus's face and pulled it down to James's level. "Kinda buggy," the bloke added thoughtfully, "But you know, in a good way." And then James let go with a grin.

It was a good thing James didn't play any sports that didn't involve flying. He'd give someone a concussion in five seconds flat, Remus thought moodily before going back to the story. "And the wolf says, 'the better to see you with'."

"And the twat hasn't caught on yet? I hope the wolf eats her, too."

"And she says, 'Grandma, what large hands you have!'"

"And you know what they say about large hands." James reached over and grabbed Remus's hand before he could yank it back. "Say, you have large hands, Remus." Well, there certainly wasn't anything wrong with his reflexes, in the air or on land. "Is it true?" The wiggling caterpillars made another appearance.

"They say that about large anythings. Feet, hands," Remus shot James a pointed look, "noses."

"Ow!" James let go of his hand in favor of covering his eyes. "I think you just blistered my mental eyeballs. The last thing I ever want to picture is Snivellus." Remus rolled his eyes as the words were accented with a delicate shudder from James.

"So back to the story," he tried, less than subtlety to get off the topic off of Snape before James went off on that tangent.

"Yeah, I want to see who gets rooked next." Remus arched an eyebrow and didn't bother to hide the disgusted look on his face. Now that was a groaner.

"You are here by barred from punning ever again," Remus said flatly. James smiled up at him impishly in response. "So she says, 'Grandma, what big teeth you have!' and the wolf says, 'the better to eat you with!' And then he leaps out of bed and devours her."

"Sexual innuendos aside," James started off calmly before yelling, "Ha! I knew it! I love this story. Why the hell do we have a bishop here, anyway?" James rescued the piece from under one of the sock trees. "What is he? A bird? An innocent little forest creature?" James cooed, making the bishop walk across Remus's thighs to get to the shoe. "Oh poor little birdy, he witnesses the whole thing, and tells a naked wandering minstrelette-" Martin the Mad Muggle reappeared beside the bishop.

"Why is everyone always naked in your stories?" Remus tried to interrupt, taking Martin the Mad Muggle and tossing him to the end of the bed and out of James's reach.

"-who writes down the story of a stupid little girl who wears red riding hoods for no reason and hides food in her clothes."

"Are you done yet?" Remus arched an eyebrow as James paused to take a deep breath.

"But then the ikkle birdy," which James flew through the air to get back to the shoe, "makes a mistake and returns to the house to boast to the wolf about how he's tattled the tale to the whole world." James plucked the rook out of the shoe and made it attack the bishop. "And since no one likes a tattletale, the wolf snarls sexily and swallows the bird whole."

"Snarls sexily?"

"And you'll notice the clever 'swallows' reference." James looked so proud of himself that Remus couldn't help but snicker.

"You really are banned from punning. And this," he held up the bishop, "is not a bird. This is the hunter." Remus put the rook back in the shoe. "The story's not over yet, idiot. So the hunter happens to be in the neighborhood and decides to stop by and look in on Grandma."

"Ew. Old lady snatch." This time Remus made a face right along with James.

"So, the hunter comes in and sees the wolf. At first, he's going to shoot him, but then he decides that there might still be a chance-"

"For what?" James demanded, "Wolf milkshake?"

"-to save Grandma and Little Red Riding Hood. So, he pulls out a knife and starts slicing the wolf's stomach open." Come to think of it, Remus had never really liked this particular fairy tale.

"Oh my god! Why didn't you ever tell me how sick muggles were?!" Far from liking it, James seemed outraged and intensely offended by it. Remus tried to smother a grin as James started ranting. "What the hell kind of children's story is this? Some stupid twat of a girl doesn't know enough to not go talking to strangers and can't tell the difference between a wolf and her grandmother, and the wolf is the one who gets murdered? That's sick."

"So out pops the grandmother and Little Red Riding Hood. The hunter skins the wolf completely and takes the fur home to make himself a nice coat and they live happily ever after." Wow, he'd managed to tell the story in under an hour. That was a new record for them.

"I liked it better when the bishop was a bird," James pouted, sullenly. Reaching over, James transfigured wings onto the bishop. "And hell no, they did not live happily ever after. Did you miss the part where they skinned the wolf?"

No, no he hadn't missed that part. But truth of the matter was, the wolf was always the evil one in fairy tales, or really, in any kind of story. In fact, Remus didn't recall ever having read any story where the wolf had simply been some wrongly accused innocent chap who never wanted to hurt anyone. "James, it's just a story," he sighed, tossing the pawn back with the rest of the chess pieces.

"Yeah, well, I liked Robin Hood and his merry men better." James crossed his arms over his chest and slumped back against the headboard petulantly.

"Trust me," Remus said wryly, "I noticed."

"Besides, your skin looks much better on you." Remus looked away from James's direct gaze uncomfortably only to jerk his eyes back as he felt James's fingers under his shirt.

"Stop it," he snapped, slapping at the hands that were a hair's breath away from tickling him. "I'm not taking my shirt off."

"Why not?" Even the amazing wiggling eyebrows couldn't stop the question from souring Remus's mood.

"You know why not." He pushed James roughly away and crossed his arms over his chest defensively.

"Ah, come on, Remus," James coaxed. "Please?"

The innocent eyes effect was marred by the caterpillars and the fact that James was shirtless. "That's not going to work." But even as he said it, he could feel his resolve slipping a little. After all, it wasn't like James didn't know about the scars. Or even that he hadn't seen them before. One of these days, Remus knew he was going to have to get over it, because it was stupid to be so sensitive about them.

"I could just tackle you and make you." And god only knew that such action would probably land Remus in the Infirmary given James's total lack of coordination.

"Fine," he pulled his shirt off in one fluid motion, holding himself stiffly as James's staring made him uncomfortable. "Happy?"

"Hmm, pretty Remus skin." Remus jumped as James slapped at a couple of his more prominent scars lightly. "Pet the Remus," James cooed idiotically, as he made exaggerated motions of petting various scars that ran down his torso.

"You're a moron." Remus laughed as James batted his eyelashes at him before pinching one of the lesser scars in retaliation.

"Tell me another story?"

Grinning, Remus obliged. "Once upon a time there was this crazy Quidditch playing bloke that didn't know how to tell stories and wore Sirius's jeans during Yule break because he thought they made him look taller…"