A/N. Hi this is the edited version of "not what I seem" I had critique last time saying mostly that it was too rushed so I hope I have fixed that somewhat. I really should be working on my other fic but this just came to me and I had to write it
please read and review, anyone who reviews gets a cookie (warning cookie is simply a ruse to get me more reviews…)

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"Hey. Hey. Hey Evans. Hey" seventeen year-old James Potter shouted across the common room, leaning back in his chair and loosening his tie in an attempt to look cool.

"What?" Lily Evans span on her heel to face him. The look on his face was enough to cause James to lose his composure, but it was quickly regained.

"I just though I'd inform that I helped Gryffindor to victory in yesterday's Quidditch match." He said with a cocky smile playing on his lips, "Now on a completely unrelated note; do you wanna go to Hogsmeade with me this weekend? I know a great spot where no one will see us, if you know what I mean." James' eyebrows wiggled in a way he hoped was seductive.

At that Lily strode across the room towards him, fury dancing in her eyes. James shrank back involuntarily. Grabbing him roughly by the front of his shirt, James found himself being dragged up onto his feet.

"Let me make myself clear, Potter," she hissed, her green eyes inches from his brown ones, "I will never, never, go out with you. Do you understand you filthy, disgusting, womanising RAT!" Lily punctuated each word by jabbing him in the chest with her forefinger. When she finished she dropped his shirt and James slumped back onto his chair, shock painted across his handsome face. Sirius Black who was watching the exchange began to snigger but was silenced by a harsh look from Lily as she began to walk away again.

"Really, James, Really?" Remus shock his head as he stood up, "I'll go after her"

Turning back to his friends James carefully arranged his face into an uncaring smirk. Sirius was still sniggering and grinning evilly.

"Well," said James, his face still carefully schooled into an expression of indifference, "that didn't work."

"You think?" laughed Sirius.

"And now I'm going to get some food" James purposely ignored Sirius and left the common room before peter could plead to follow.

As he got further from the other Gryffindors in their warm common room, James' composure began to crumble. His smirk slid and by the time he reached a classroom in a deserted corridor tears were starting to trace their salty tracks down his face.

Closing himself in the small room James broke down sitting in the corner. Tears streamed down his face unchecked and he cursed his bloody stupidity.

Why do I say these things? He asked himself, why can't I say the right things? Why can't she look at me the way I look at her?

"Why can't she love me like I love her!" James shouted into the empty classroom. Juts then the door opened and Lily Evans stormed in, slamming it behind her.

As she turned he tried to regain some sort of composure, shoving his glasses out of the way in order to rub furiously at his puffy, bloodshot eyes.

"What the bloody hell are you doing here?" Lily growled, narrowing her eyes.

James pulled himself to his feet and looked away from her, trying to hide his tear stained cheeks.

"Wait," lily said her tone sounding marginally softer, "are you crying?"

"NO!" James shouted spinning around, then realising that lily how close she was to him. He found himself les than a foot away from her, where she could clearly see the tears still pooling in his eyes.

"Yes you are," she whispered, "why?"

James lost it again and pushing past Lily sat down in the corner again with his head buried in his armed, and then mumbled something Lily couldn't make out.

"What?" she asked "what's wrong?"

"LIKE YOU EVEN CARE EVANS! IT'S YOU! IT'S FUCKING YOU OK?" James screamed lifting his head briefly before burying it ever further in and retreating into his tears.

Next thing he knew a small hand rested on his shoulder. Slowly he looked up, fresh tears spilling from his red eyes.

"What have I done?" Lily asked softly, not moving her hand from his shoulder.

"It's not what you've done," James wiped the tears from his eyes, "it's me. I'm ruining it, I ruin everything."

"What are you talking about?"

"I love you…" He murmured, "I act like a prat, I show off and I annoy you but I love you!" he said this time with more conviction. "I know you probably hate me and I don't blame you. I don't know how to deal with it, I come off as such a tool and I just try to look cool and impressive and it's not me! I, I just…. Oh I don't know, I just thought you should know." James trailed off, not making eye contact with her.

"James," she whispered, the use of his first name sent shivers down James' spine, but still he couldn't look at her, "James." She repeated, gently taking his face in her hands and turning it to face her.

"I don't hate you James. But you just you can't speak to me and look at me like I'm a piece of meat, I'm a person James and I deserve to be treated like one."

"I know. I'm sorry. I try I just don't know!" James descended into tears again "I know you'll never feel the way I feel. I'm disgusting, you said so yourself. All those girls I date, each and every one of them reminded me of you, their hair, their eyes, maybe their lips were the same shape, but they never lasted long because they just weren't you! But you'll never love me so it doesn't matter." Burying his head back into his lap he refused to look at her once again.

"I don't know what to say James. I just don't. What can I do that will make you feel better? I can't love you, I'm sorry, it's just not plausible. You have tortured me and blatantly flaunted other girls in front of me, any feelings I may have had are probably gone." Lily rubbed his shoulder and made to get up.

"No, stop," James gently grasped her arm, "please stay with me, if you leave I don't know what I'll do…"

Looking down at him Lily saw genuine hurt and remorse in his eyes, the first genuine emotions she'd ever seen there. Feeling sorry for him she sat back down beside him.

"I don't mean to be like this you know," James looked into Lily's eyes, willing her to believe him, willing her to help him believe it himself.

"I believe you, James." She whispered.

They sat and talked for ages then, something that shocked Lily. She was talking to James Potter and, she realised, enjoying it. He was truly making her laugh, once he cheered up himself tat is. Every moment that passed she felt a little of her hatred for him slip away, no matter how hard she tried to hold on.

So there they sat, neither really bothering to keep track of time, talking of everything from homework to Quidditch, from families to friends. Every minute getting a better picture of the other away from the influence of others.

After a while Lily realised that it must be long after curfew, since they had only had around an hour when they had left the common room. The Prefect in her wouldn't allow them to stay here so she turned to James in order to tell him.

As she turned James leant forward, pressing his lips against hers briefly, then pulling back screwing his face up as if he expected to be slapped.

"I'm so sorry. I'm so, so sorry." James put his head in his hand still muttering, shock had rendered Lily speechless. "I've ruined it again! You had just begun, if not to like me at least not hate me and I ruined it! I just couldn't help myself!"

Finally the shock wore off for Lily, shock not because he'd kissed her but how it had made her feel. Taking hold of her Gryffindor courage Lily leant toward James, trying her very best to ignore the voice of reason in her head screaming no.

Taking hold of his hand she gently pulled it away, disregarding James' mumbling apologies. Then she cupped his face and closed the space between them, kissing him passionately against her better judgement.

The kiss continued until neither could withstand the lack of oxygen anymore and they had to separate.

"I love you." James said as her held lily against his chest "I'm sorry I was such a prat for so long." She smiled against his shoulder.

"I love you too, James. I forgive you"

As he helped Lily up James smiled mischievously.

"What?" she asked, eying him suspiciously.

"I was just wondering, does this mean you'll go to Hogsmeade with me?"

Lily stood on tiptoes and kissed him again, smiling against his lips, she pulled away "Yes" she laughed "Now come on you fat lump I bet I can beat you back"

She grabbed his hand and dragged him out of the classroom and back to Gryffindor Tower.

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A/N Thanks for reading it would mean a lot to me if you would review

As I said this is the second time it has been uploaded so I hope for the sake of those who had criticism before that it has improved at least slightly X)