Disclaimer: I do NOT own the Harry Potter series. That credit goes to the brilliant mind of J.K. Rowling. Go Jo! I also do not own some of the material used. Again that belongs to Jo and Warner Brothers.

The Beauty and the Wolf

James Potter's dad was pushing his son's trolley down the side of the Hogwarts Express. This was extremely embarrassing to James. Being in his sixth year at Hogwarts School of Witchcraft and Wizardry and still having your dad push your trolley for you was awkward to say the least.

"Dad, pushing my trolley for me is highly unnecessary," James said, not looking towards his father.

He was too busy looking all around for his friend, Sirius Black.

"Where is he? He has ten minutes before the gateway closes," James said looking at where Sirius should have come out from.

James didn't even notice the redhead walking his way.

"Hello, James," she said.

He stopped and stared at Lily Evans… his fellow Gryffindor, whom he also had fallen for.

"Li… Evans. You startled me," James said.

She opened her mouth to speak, but never got the chance to say what she wanted to.

"Prongs," a voice called.

James turned to find Sirius behind him.

"There you are, Padfoot," he smiled.

Lily rolled her eyes as the two hugged. James told his parents goodbye as Lily made her presents known when James and Sirius began talking like she wasn't there.

"You and your pet names," Lily laughed.

James turned her way, eyes widened.

"Pet names," he gasped.

Sirius laughed and put his hand on Lily's shoulder. James acted as though he didn't care about this.

"My dear, Lily, you have mistaken our nicknames for something quite different," Sirius said.

James was nodding quickly to Sirius's reply. For Lily to think that… he couldn't bear to find out.

"Whatever you say," Lily said.

She turned was Sirius and James smiled and waved.

"Moony," Sirius called.

Lily gasped when she got a better look at Remus Lupin's face.

"Remus, your face," she said.

He brushed his cheek and acted like it was no big deal.

"It's from a spill I took over the summer. I'm alright," Remus said.

Lily opened her mouth, but decided to stay quiet.

"Of course he is," Sirius laughed.

James glanced over at Lily, who was still staring at Remus. Remus noticed this and cleared his throat.

"Peter and I have a compartment," he said.

Lily followed the three onto the train. James turned after noticing Lily was behind them.

"Aren't you with Snape?" he asked.

Lily stopped in shock.

"We're no longer on speaking terms," Liliy said, starting to walk a little ahead of them now.

Remus and Sirius glanced at each other as James caught up to Lily.

"Really?" James asked.

Lily smiled inside. James really seemed interested in this.

"Yes," Lily nodded.

Remus pushed ahead and opened the compartment door.

"Serves him right. Calling you what he did," James said as he sat near the window.

Sirius sat next to him. Lily sat in between Peter and Remus.

"Calling me a Mudblood wasn't right, but mind you if you hadn't been taunting him, he wouldn't have," Lily said.

She looked out the window as Sirius turned to James.

"She told you," Sirius laughed.

James looked down and thought for a while. Peter and Remus were talking about their summer break while Sirius watched James in thought and Lily still looking out the window.

"You're absolutely right," James then said.

This caused Lily to turn her attention to James. James, however, still hadn't looked up to know Lily was looking at him. She sighed and also looked down. As if on cue, James then looked over at Lily. Lily, feeling his eyes on her, looked up.

"What, Potter?" she asked.

"You know I'd never call you a… a…" James began.

He just couldn't say it.

"Mudblood," Lily asked.

Sirius, Peter, and Remus all looked down.

"How can you say it?" James asked.

Remus, Sirius, and Peter looked at Lily.

"I don't let it get to me. And thanks for saying that. If you were to ever to call me that, you'd be in serious trouble," Lily said.

James looked down and blushed a little after Lily turned away.

"I'll remember that," he said.

xxx

Severus had been trying to talk to Lily for a week after arriving back at Hogwarts. Lily had always ignored him. This time, she couldn't though. They were walking towards each other in the Great Hall, leaving Lily with place to turn to.

"Lily…" Snape began.

Lily tried to turn, but they were in between tables, and other students were walking by.

"Oh, hello, Severus," Lily said.

It was at this time that James noticed the two. He, along with Sirius, Remus, and Peter, were sitting at the Gryffindor table eating.

"Look at him," James said.

Remus rolled his eyes.

"Leave them be," he said.

"Yeah, Lily's a big girl. She doesn't need a stag right now to protect her," Sirius cut in.

James then noticed Remus become interested in the conversation between Snape and Lily too.

"I'm sorry," Snape said.

Lily rolled her eyes. She had heard this too many times. Lily had never forgiven him for calling her a Mudblood last school year.

"You've told me that a thousand times already," she said.

"Well, I am," Snape sighed.

Lily pulled her hand away as Snape tried to take hold of her hand.

"Just let me be," she said.

Lily turned her head and caught James and Remus looking at them. Snape also noticed this.

"I don't know why you hang around that lot," he said.

Lily turned to him.

"I can say the same about the people you call friends," she said.

"Lily…" Snape began as Lily began walking away.

Lily stopped and turned.

"Goodbye, Snape," she said.

James cleared his throat as Lily sat next to him.

"Everything all right there, Evans," he asked.

Lily angrily poked at her food.

"It's perfect, Potter," she snapped.

"If you ever need me to…" James began.

Lily gave an annoyed sigh, causing James to stop speaking.

"I can take care of myself," she said.

James looked down at his food, a little embarrassed.

"I never said you didn't," he said.

Lily leaned forward and looked at Remus. He still had a big cut across his cheek.

"Remus, are you sure that's all right," Lily asked.

Remus gave a nervous look towards James, and then looked back at Lily.

"I'm fine, Lily. It'll be gone within a week," he assured her.

"Promise me you'll see the nurse if it doesn't," Lily said.

Remus glanced down and took his fork so that he couldn't see James's face.

"I promise," he said.

xxx

James pulled Remus aside as they entered the common room after eating.

"Lily sure seems concerned about you, Moony," he said.

Remus closed his eyes and looked down. Sirius and Peter then walked beside James.

"Do you blame her? I mean look at me," Remus said.

Sirius could see the hurt in Remus's eyes as his eyes opened. He walked over to him and put a hand on his shoulder and turned to James.

"Yeah, and also she doesn't know he's…" Peter began.

Sirius could feel Remus tense up at this.

"That's quite enough, Wormtail," he said.

"You all were the same way before I finally told you, remember," Remus asked.

They all looked down. James met Remus's eyes, and nodded.

xxx

It seemed that the marks on Remus's face were going away. However, Lily wasn't expecting for the new ones that she would see. Remus sat down next to Peter with his head down.

"Remus, where were you… what happened," Lily asked.

She was in shock at the new marks on his face. Remus, however, never looked at her.

"No…nothing," he said.

Lily opened her mouth, but she was cut off.

"He's fine, Evans," James said.

"No, he's not," Lily snapped.

She got up and pulled Remus out of the Great Hall. Sirius had to stop James from following them.

"James, he'll tell her when he's ready," he said.

James broke Sirius's grip and started walking. Meanwhile, Lily and Remus were outside the Great Hall.

"Lily…" Remus began.

He was scratching his head nervously. He watched the entrance to the Great Hall, expecting James to walk out at any minute.

"The others might not think anything's wrong, but I know there is," Lily said.

Remus looked down and sighed. He had to tell her.

"They're not worrying be… because they know my problem," he said.

Lily looked down, finally understanding.

"Remus, you know I'll never judge you. Please tell me what it is," she said.

Remus took a deep breath.

"I'm a… a werewolf," he whispered.

Remus's eyes grew as Lily smiled and took his hand. Unknowing to them, James had just walked out.

"There, that wasn't hard now, was it," Lily asked.

She released her grip as James turned back to the Great Hall.

"You're not scared," Remus asked.

"There are more dangerous creatures in the Forbidden Forest," she said.

The two began to laugh.

xxx

Sirius and Peter were keeping Lily busy as James talked to Remus later on that day.

"How could you," James asked.

Remus lowered his eyebrows. He didn't know what James was talking about.

"What," Remus asked.

"You know I fancy Lily," James said.

Remus was still confused.

"Yeah, I do," he said.

"Then why are you seeing each other behind my back," James asked.

Remus opened his mouth, but stopped. He realized he didn't have an answer for this.

"I… wait, what makes you think we're together," Remus asked.

Then it hit Remus like a ton of bricks. James had seen him and Lily outside the Great Hall.

"I saw you two holding hands," James said.

Remus looked down.

"I told her I was a werewolf," he sighed.

James's face fell. He knew how much his friend hated talking about his situation.

"You… told her," James asked.

Remus looked up and nodded.

"Yes. You witnessed me telling Lily about my condition," he said.

AN:

Finally! This idea just came to mind from the Prisoner of Azkaban movie when Remus is talking to Harry about Lily.