Disclaimer: Unfortunately I do not have the brilliant mind of J. adn therefore did not create the wonderful story that is Harry Potter. It's a shame I know.

So I originally planned this as a oneshot Lily/James fic but then I got bombarded with ideas so I am going to continue :)

For hours now he had been searching for her. Since the start of their seventh year James had started acting differently to Lily. He had stopped asking her out so much and didn't play as many pranks on her as he used to.

He knew Remus approved of his changed behaviour even if Sirius didn't. He had been made head boy this year and Lily head girl. They had been spending more time together then they usually had before.

Though James had noticed something different about Lily this year. She seemed more worried than she used to. There were times when he was talking to her and he was certain that she wasn't paying any attention. He had even noticed that she didn't take as many notes in her classes as she used to and to be honest he was worried. He had mentioned this to her but she just dismissed his worry and insisted that he was imagining things.

It was the beginning of December now and he and Lily were meant to meet up with Professor Dumbledore in an hour to discuss all of the things regarding Christmas holidays and a whole host of other small things.

He had waited in the common room for Lily but she had never appeared and so he went looking for her and could find her anywhere. He had checked the library one of her favourite haunts. Then he had checked the Great Hall, kitchens, the Room of Requirement and every other place he could think of. He had eventually decided to head to Dumbledore's office alone and it was while on his way there that he finally spotted the familiar red head.

She was sitting an outdoor courtyard in the pouring rain holding a letter that was remarkably dry. Her magical abilities had always astounded James, she was absolutely brilliant. It was of course why he used to beg to borrow her notes and was always declined.

He quickly hurried outside wondering just why she was sitting in the rain especially considering how cold it was at the moment. No doubt she would be freezing.

He quickly headed outside and sat down beside her and that was when he noticed that she was shaking. He took off his coat and placed it around her shoulders.

"Lily what in the world are you doing out here?" he asked completely perplexed.

Lily didn't answer but instead handed him the letter that she was holding. He glanced at her before he began reading.

Lily Evans

We regret to inform you that at the time of 6:09 this morning your mother passed away in her sleep.

We assure you that her passing was peaceful and she was not in any pain.

We will send her belongings to your home.

Our deepest condolences

St Mungos.

James was completely stunned as he re-read the letter. He had no idea that Lily's mother was sick though it explained her behaviour the past few months.

"Lily," he said as he gave her a hug.

"I have no one left now," he heard her cry as she leaned against his chest.

"Don't be ridiculous Lil. You have me," he replied gently.

He then stood up and put an arm around her shoulders as he led her inside. James was grateful that the hallways were mostly empty. Only a few students here and there who kept to themselves.

They finally ended up in front of the stretch of wall that was home to the Room of Requirement. James walked past three times thinking hard and then a door appeared that he ushered Lily through before following her.

It wasn't a huge room, just a small circular room with a small range of couches and loveseats with a few boxes of tissues around the place and there was a fireplace with a nice fire crackling. James and Lily walked over to the couch closest to the fire as they attempted to warm up their cold and wet bodies.

They sat in silence for a few minutes, Lily wiping her eyes on a tissue. She had stopped crying now but was still shaking from the cold.

"I'm sorry," she said quietly.

"What?" asked James

"Well that you had to see me like this,"

"You're kidding right,"

Lily just looked up and shrugged while James shook his head lightly. After another few moments of silence James turned to Lily.

"Are you going to be alright?" he asked a little hesitantly.

Lily nodded "I always knew this was coming. She had been sick for a while and it had gotten worse over the summer holidays but you're never prepared for it. No matter how many times you tell yourself that you are,"

James nodded, he knew a little of how Lily felt. His mother had been killed when he was in his sixth year. It took a long time for him to get over that. His friends had helped him through it, especially Sirius who had always felt at home at the Potter's house.

Lily curled up on the couch with head laying on James' knee as she closed he eyes. Her mind full of fond memories of her mother.