This is my first Harry Potter fic and I actually started this one last year. This takes place immediately after OOTP so it's not exactly HBP compliant. But I plucked it out a couple weeks ago and may actually have figured out a way to end it. Just wanted to post a first chapter to see if anyone's interested and if so I'll post the rest and finish it too! Thanks for reading!

----------------------------------------------------------------------------------------------------------------------------------------

Remus sat in his room at number #12 Grimauld Place. His head resting in his hands and thinking the same thoughts that had haunted him for two days. Why? He asked himself again for the countless time. Why did he have to lose another friend?

Remus had barely been able to put more than two words together since the fateful day that took Sirius from his life. Yet again another friend was wrenched from his world and his heart. Truthfully this was the second time he had lost Sirius. The first of course being when he had been so sure that Sirius had caused James and Lilly's deaths so many years ago. But since Remus had found out the truth those memories had begun to fade in his mind. In fact after taking up residence in Grimauld Place it was almost as if that had never happened. It had started to feel like old times and almost as if Sirius had never gone to Azkaban at all.

But now there was no denying that he was gone. Gone like Remus' own parents, gone like Lilly and James, gone like so many others whom he'd loved.

"Stop it!" he told himself forcefully, rising to pace his room again. But despite his strong words the tears came unbidden to his eyes. He stopped near the fireplace and laid his head on the mantle, fighting for control. Full grown wizards aren't supposed to cry like little boys he said to himself. As he stood there he felt the sobs starting in his throat and for the first time in the past two days he finally let go. As the fire crackled below he sobbed his anguish into the cold, dark and moonless night. Finally his grief abated and he stumbled weakly to his bed. He sat there on the edge of the coverlet, idly passing it through his fingers, deep in thought.

"Harry is mine to take care of now and I must be strong for him" he said to himself.

For that is what Sirius had put in his will. Remus had been surprised at first when Dumbeldore had presented him with the parchment bearing Sirius' seal. He'd never thought that Sirius would have considered writing a will. Who does?

But as he read through his old friend's wishes, he knew that Sirius had done it for Harry's sake. Perhaps finding himself with someone else to care for had given him the impetus to take necessary steps, however awkward they were, to ensure Harry's continued safety.

Finally near the four o'clock hour, Remus fell into a fitful sleep, these thoughts weighing heavily on his mind.

----------------------------------

Remus awoke the next morning slightly more refreshed. It had been good to let go last night and let the grief he had hidden so carefully, out into the open.

He showered and dressed quickly and walked into the quiet kitchen. For the moment, the house was empty except for himself. He knew that all the members of the Order had been very busy these past few days and most of them wouldn't be back for a while. Molly had taken the children back to the Burrow to grieve at home in private. Arthur, however, would be back later today as he had decided the best way to get though the pain of the death of one of the Order was to work even harder for their cause. Dumbledore himself would be arriving in the afternoon with Harry. For the Hogwarts school year had ended yesterday and all the children would soon be taking the train back to London. Dumbledore wanted Harry to come back home to be with his friends and true family. No one was sure yet if Dumbledore was going to send Harry back to the Dursleys for his own safety. But for now he would be coming to Grimauld Place so that he and Remus could possibly comfort each other through this awful time.

With the thought that he would have to see Harry soon, Remus suddenly decided he needed to get out for some air. Leaving a note for Arthur should he arrive while Remus was out, he crept out of the front hall. As he passed the portraits in the hall, he heard snoring coming from several of the curtains and quietly opened the door. He needed to get out and prepare himself for the difficulty of seeing his new godson and trying to comfort him through the loss of yet another parent.

The day outside was bright and he realized how late he must have slept. For the sun was well passed the midday point. He walked down the block heading towards a park he had discovered on one of his first trips to Grimauld Place. As he strolled along the sidewalk, his head began to clear and he started to feel better. For he knew that Sirius really wouldn't have wanted anyone to grieve for him for too long, what good would that do?

"When I die I want to be dumped in a hole and a tree planted on the spot. That way something else will live because I'm gone. I don't want any sort of crying and bawling over me either. That sort of thing just makes me ill. What good does that do anyone, heh? Nope just move on, that's what I always say"

Remus smiled to himself thinking of he and his old friend having that conversation so many months ago. They'd both been relaxing in the kitchen and drinking quite freely. That night in the warmth and protection of home, death had been an easy conversation. Both had laughed over what they would do at each other's funerals and each had threatened the other with hauntings if their respective wishes weren't met. But now that night seemed so very long ago. Resolving to put the sadness again out of him mind, he walked on.

He entered the park and started along the path, winding it's way through the trees. As he walked along he saw few others enjoying the park at this time of day. He looked up at the trees, listened to the birds sing and felt the breeze in his hair.

"oops!" said a voice out of nowhere.

Suddenly Remus realized that he'd been walking along looking straight up into the trees and had bumped right into an elderly woman passing the other way.

"So sorry, did I hurt you?" he asked with genuine concern.

"No, not all" she replied with an indulgent smile and bustled along on her way, readjusting her umbrella and handbag as she went.

As Remus walked on he thought that it must be getting late and decided to turn back. Turning right at the next fork in the path, he started on his way towards the exit. He rubbed his arm as he went for it seemed to have born the brunt of the accident with the old woman and had apparently been stuck by her umbrella.

Then it looked as though the sun had gone behind a cloud, for Remus found himself unable to see the path clearly. He must have gotten dirt in his eyes, he thought to himself. They began to itch and water uncontrollably. He continued out of the park and started back up the street to Grimauld place, rubbing his eyes irritably. Then, just as suddenly, he felt as though something had also gone in his throat and had to stop for a second to catch his breath. He tried clearing his throat but it didn't help the odd sensation he was now noticing in his chest.

Soon he couldn't deny that something strange was happening and quickened his pace to get home sooner. His eyesight continued to worsen with every step he took until he found it almost impossible to discern where he was. But finally he reached Number 3 Grimauld Place and staggered up to the door. By now it felt as though his eyes were burning holes in his head and that a rather large elephant had taken up residence on his chest. Struggling to see and to catch his breath, he reached for the door.

------------------

Harry sat beside Dumbledore in the kitchen and tried to keep up with the conversation. He had a feeling that Dumbledore and Mr. Weasley were purposely talking about the most inane subjects for his benefit. He knew that they were avoiding the one thing they all couldn't stop thinking about on purpose. Sirius' death hung over the room like a shadow, a shadow that no one wanted to acknowledge was there.

"I'm sure he'll be back soon. He's been taking more walks in the past few days. Seems to clear his mind from….. well, everything" Mr. Weasley said, clearing his throat to cover the uncomfortable moment.

Harry secretly hoped that Remus would be back soon. For as soon as he had been able to even begin to come to terms with his godfather's death, he found he wanted to see his new godfather. Harry had loved Sirius like the father he had never had and now he was gone. He wanted desperately to speak to the only other person he felt would understand exactly how it felt. He wanted to speak to someone who had lost his best friend. He didn't realize it but he needed to replace the emptiness he felt inside from the loss of Sirius. He just knew that he really wanted to talk to Lupin. Wanted someone else who knew how it felt to have such a loss and tell him it was going to be okay. For these words had been repeated to him time and again recently. Ron and Hermione had done their best to comfort him with these words. So had Dumbledore and even Hagrid. But Harry felt sure that none of them really knew what he was going through, how could they? So their words had an empty ring in his head. But surely if Lupin spoke to him and told him he would get through this, then it had to be true. It didn't make sense, not even to Harry himself. Yet he had hung onto this thought ever since he found out that Sirius had named Lupin as his new guardian and that he was going to Grimauld place as soon as the school term ended.

Then as if in answer to Harry's private thoughts, a step was heard outside and they all heard the front door open.

"Ah, there he is now" Mr Weasley said with a smile to Harry.

-----------------------

Remus staggered through the door, the discomfort in his eyes and chest from the walk home quickly becoming searing pain. He struggled now with every breath and truly thought he was going blind. His goal had been to make it home but now that he was here he didn't know what to do. He knew that Dumbledore must be here by now with Harry and he really didn't want to be seen like this. That young man had been through so much pain recently and Remus didn't want to be the cause of the slightest bit more. Perhaps he could get Arthur's attention and steal up to his room without anyone being the wiser.

With this thought he fought back the agony and walked towards the kitchen. Just then Arthur came out.

"Why there you are, Remus. Have a nice walk, did you? He asked.

Unable to answer now through the bolts of pain shooting through him with every breath he simply nodded mutely. He placed a hand on the wall near him for support and without it was sure he would have gone down.

"Why don't you come in and join us all for a cup of tea? I know Harry really wants to………..Remus, what's wrong?" Arthur asked with worry in his eyes as he got a good look at the man standing in front of him. He took in the look of obvious pain in Remus's eyes and the way he was clutching the wall like a man holding a railing on a bucking ship.

His head spinning now from the effort to draw oxygen into his heavy lungs, and despite his tremendous efforts, Remus felt himself drop to the floor.

------------------------

"Dumbledore!" Arthur cried from the hallway.

Harry jumped up but stayed where he was as Dumbledore rushed out of the room. This didn't sound good and he was afraid of what he would find if he went out there.

"Remus? Remus, can you hear me?" Harry heard Dumbledore's usually calm voice break with a touch of worry.

This was too much for Harry and he found himself drawn slowly to the door. The scene he found in the hallway froze him to the spot. Both Dumbledore and Mr. Weasley were kneeling over Lupin who was lying, pale and gasping on the floor. There were no signs of consciousness and he seemed to be having trouble breathing.

"What's wrong with him?" Harry asked, shaking with a sickening dread.

"I'm not sure. Here, Arthur let's get him to the couch in the den" Dumbledore replied and with that he conjured a stretcher. Then they gently placed Remus in it and proceeded to the living room.

Once he was lying safely on the couch Dumbledore mumbled an incantation and suddenly Remus' eyes flew open. He frantically looked around the room and his eyes settled on Harry.