Disclaimer: No…I don't own anything.

A/N: I was watching the movie Music and Lyrics…and I decided to take a look at the deleted scenes…and there's this scene with a carousel…and thus was how this story was born.

Riding the Carousel

The Annual Family Fair was bustling. The sun was high in the early afternoon sky and shed a burning light that spilled over the city. The air was thick and sticky with humidity as Lily Evans wound her way through the rambunctious crowd.

Her deep red hair was swept off her face and neck in a high pony tail, and she was dressed quite casually in a tank top and shorts. Her flip-flops clip-clopped as she walked along.

Lily had just turned seventeen, and she felt her fingers itching to reach for her wand and cast a spell. But she couldn't. Not in front of all the Muggles. She sighed and continued to make her way over to the carousel.

She scanned the crowd, keeping an eye out for her parents. She had lost them somewhere near the cotton candy stand. Her father had a legendary sweet-tooth. She chuckled inwardly.

That was when she heard a strangled shout.

"Evans!"

She turned.

"Evans!"

And there he was, striding towards her, his hair unkempt and standing straight up in places, his glasses slightly askew and a boyish grin gracing his features.

She felt her breath catch at the sight of him. Recently, her feelings towards him had changed. She couldn't quite pin point the exact time, but some how he had won her over.

He looked quite dashing, she decided, in his green t-shirt and baggy khakis. But she immediately banished thoughts like that from her head.

Or at least, she tried.

"Hello, Potter," she said. She had tried to bite out the words, tried to make them clipped and cold, but instead they came out breathy and nervous. She felt her face flush.

James' smile grew.

"Hello Lily."

The sounds of her name on his lips sent chills down her spin, despite the warm weather.

"Where are you off to?" he asked, stepping closer to her. She gulped, trying to remember how to form words.

Maybe it was the heat that was making her so frazzled. Maybe it was the hoards of jostling people pressing in at them from all sides. Or maybe, it was simply James Potter.

She took a breath, and the air felt lumpy in her throat, "I'm going to ride the carousel."

"Riding the carousel? Now there's a sexual innuendo waiting to happen," said a new voice.

From behind James sprang Sirius Black, his dark hair falling into his eyes. He smiled jovially up at Lily.

"Lily, my sweet, how's your summer been so far? Dreadfully boring with out us around, I suppose?" he asked, peering up at her and batting his lashes.

"Actually, it's been rather pleasant," she said, her voice finally regaining some of its notorious edge. But she softened when she gazed at James. Without thinking, she asked, "James?"

James looked imploringly at Lily, "Yes?"

"Do you want to… ride the carousel with me…?" she trailed off, her face growing red again. She tried to fan herself inconspicuously, attempting to pass off her redness as a by product of the heat.

"Sure, Lily," he said, beaming.

They turned to go in the direction of the carousel, and Sirius made to follow them. James turned to Sirius and raised an eyebrow.

"And where do you think you're going, Padfoot?"

"To ride the carousel?"

"Try again."

Sirius slouched, "To the donut cart, which is at the opposite end of the fair grounds so that I'm far from you and Lily," he finished dejectedly.

"Smart boy," James said, patting his best friend patronizingly on the head. Sirius glared.

'It's not fair Prongs! My first time at a Muggle fair and you deny me the chance to ride a carousel just so you can have some alone time with Lily!"

"You'll live, Padfoot."

And then he set off to catch up with Lily, who was waiting a little ways away.

Lily felt her heart beat faster. It was easier for her to stay calm when Sirius was around. It provided a distraction from James. But she wanted this…she wanted a moment with him, all her own. He followed her closely. So closely in fact, that she caught the scent of his cologne from time to time. It was an intoxicating scent, and it befuddled her senses and reasoning all the more; but she pressed on, making her way through the swarming masses.

It seemed, strangely enough, that not many were waiting to get on the carousel, so they didn't wait in line long. James, Lily noticed, looked slightly pale at the sight of the large, spinning, many-horsed monstrosity.

Lily stepped up on the platform, her slender fingers tracing over the carved horses; their eyes, their noses, their manes and bridles. A small, calm smile graced her pink lips. She took in the magnificent mirrors and many carved pictures and caricatures surrounding them. A happy sigh escaped her.

She had always loved the carousel; the smooth gliding up and down in a gentle spin on those beautiful horses, caught in their graceful poses for all eternity. The music was melodic and captivating. Mysterious.

James was watching her as she took a few moments to pick a horse. He chose one next to her, a slightly nervous expression on his face.

"James," Lily asked curiously, a smirk playing across her features, "Are you scared?"

"What? No!' he blurt out quickly as the carousel began to move. His knuckles were turning white from gripping the brass pole so tightly. A chime like laugh escaped her lips, her eyes shining with mirth.

"It's not funny, I've never been on a Muggle contraption like this before!" he whispered harshly. She smiled in response, "James, it's a carousel."

"It's a horse on a stick, Lily!' he exclaimed. She laughed and smiled brilliantly at him.

"I think I'm going to be sick," he muttered darkly, his complexion turning sickly green. Lily got off her horse and moved over to him.

"James?" she asked quietly. He had his face pressed against the pole, his eyes closed, his lips clamped tightly together, and a light sheen of sweat beading up along his brow. She gently slid her fingers across his forehead, sweeping back his hair.

"James?" she whispered, her green eyes soft and caring. His hazel eyes opened, and peered at Lily.

"Are you going to be alight?"

"I think so," he said quietly, his voice husky. The ride slowed and stopped. They got off, and in a moment of confidence, Lily slipped her hand into James'.

He looked startled, but squeezed her hand gently. Lily felt her heart race. She leaned over as they blended back into the crowd of fellow fair-goers.

"Thanks for riding the carousel with me."

"See….riding the carousel….it's sounds like innuendo for sex!" interrupted Sirius Black, falling in to step with the two of them.

Lily rolled her eyes, and James shoved Sirius roughly away from them, laughing at his friend. He then turned back to Lily, and kissed her on the cheek.

"Anytime."

A/N: Ok, so…review. :D