Disclaimer: JKR owns everything, including my soul.

[Talking to him has become like a chess match, and neither of them is ready to give any ground.

"So, Hogsmeade, " she says, sitting before the fire in the common room next to him, going through some disciplinary paperwork Mcgonnagall had passed off to them that morning - the downside of being Head Boy and Girl. "Have any plans?"

He takes a sip of the butterbeer they'd nicked earlier from the kitchens tucking his quill behind his ear and leaning back against the couch cushions thoughtfully.

"Dunno," he says, but he's staring at her. "Reckon I'll find something. How about you?"

"There are some possibilities" Lily offers, staring too, "I'm mulling over them."

Ask me, her stare says, because her voice won't.

You have to.

I'm scared.

I won't do it.

Just ask me. Please just ask me.

"Brilliant," he says. placing the bottle of butterbeer back down on the table, reaching for his quill again. "Best of luck with that, then".

They're both on the defensive and the match continues]

A few days later, Lily was sitting on the floor of the common room, trying to sort through all the detention slips of the month - a rather remarkable feat given that both Sirius and James were lying with their heads on her lap, occasionally pulling her cheeks or pinching her nose. Remus who was reading through his transfiguration notes was giving Lily tips to change their noses into elephants' trunks. Peter was idly sprawled across the couch, trying to find himself a source of entertainment.

Lily felt her legs cramp up and smacked the boys' faces to indicate that she wished that they would shove off. Sirius groaned and rolled over on to the floor, but James stayed put grinning up at her "All right, Evans?" Lily sighed, but didn't say anything else. She ran her fingers through his hair, because she knew he'd never say no to that. This was the closest he had come to flirting with her, in days.

The chemistry between them had been boiling up for a while, and now it was just a matter of one of them speaking up. At the end of sixth year, James had promised her, that he would amend his ways, and that he wouldn't nag her anymore by asking her out. They had developed a sort of a friendship. But he had also clarified that he couldn't stop fancying her, though he wouldn't act on it; Should she ever reciprocate his feelings, she should be the one to come up to him. Lily had been a breath away from snogging his brains out and telling him she fancied him, a million times already this year. But the words never came out, and every time she saw the disappointment flash across his face before he would go on to pretend as if nothing happened.

As her fingers ran over his scalp, she knew she was close to another such moment, when suddenly Peter spoke up looking amused "Your girlfriend is staring at you Prongs".

"I'm not his girlfriend" retorted Lily, a little too quickly.

"He wasn't referring to you Evans, Wormy was talking about Brown; But good to know you were staring at him too" snickered Sirius.

She felt James shift in her lap as she looked across the common room to find a very doe-eyed Viola Brown looking their way. Remus, who saw her face fall, sensed her confusion and discomfort and quickly said "Viola is not Prongs' girlfriend. He is just going to Hogsmeade with her because she asked him."

"You're going to Hogsmeade with her?" Lily blinked at James, her disapproval radiating from her tone.

James sat up and leaned against the couch Peter was lounging on and shrugged, "Well you know, that's how it works. Somebody asks you if you want to go with them to Hogsmeade, you say yes, you go on a date and build a relationship". His sounded indifferent, cold almost. He had been using that tone a lot with her lately.

"You want to build a relationship with Viola Brown? The dimwit who thought Muggles actually don't exist? The girl who thinks Quidditch is boring?" Lily prodded, her eyes were twitching, and she looked pale.

"No," Sirius cut in, "He wants to build a relationship with Viola Brown, the girl with a nice arse." Lily looked at James waiting for him to tell Sirius off, but he said nothing. Lily masked her shock with a look of disdain and huffed as if she was too tired to lecture the boys on who they should or shouldn't date.

But she needed an answer. She needed to know if he had finally given up and moved on. She needed to know what this date with Viola Brown was all about. "Potter," she said, but he seemed not to have heard her. She cleared her throat to get his attention and once again began her sentence but she was cut off by Viola Brown giggling and babbling "Hi Jamie".

"Hey Viola," James smiled. Lily frowned, he hated being called that.

"I'm just so excited for this weekend, I've picked out the perfect outfit" Viola winked at him.

"Thats um.. that's good to know" James said fixing his spectacles and ruffling his hair. Viola wasn't satisified with the little attention James was throwing her way, so she went and sat so close next to him on the floor that she was almost on his lap. James shifted a little moving away from her, but Lily couldn't take her eyes off Viola's pouting lips. And as she stared, Lily saw Viola Brown lean close to him, cover his body with hers, and press her lips to James'. Lily felt like her heart was in her mouth. She looked away, feeling the hot tears at the back of her eyes threatening to spill. She heard people gape at the snogging pair, and then she felt their eyes wander on to her. She got up and left without a word.

"Leave me alone. Do not follow me!"

She heard the unmistakable sound of his footsteps in the corridor before he even spoke. "Evans, stop."

She began walking faster, but his long legs allowed him to easily outpace her. He caught her wrist, and pulled her towards him. No matter how cross he was with her, his heart strained at the hurt clearly visible in her eyes. She tried to wriggle free of his hold, but he was much stronger than her, so she simply turned away. She was sobbing now, like she had no fight left in her. He immediately felt the need to comfort her. He pulled her closer and put his free hand on her shoulder. Giving into her weakness she leaned back into him. For a moment, he forgot all about how he annoyed he was with her. He inhaled deeply, smelling the honey fragrance of her hair. He gave into his temptation of encircling her in his arms and dropped a kiss on her shoulder before resting his forehead there.

"Don't do this James" her voice broke at his name.

"I'm not doing anything, Evans" he said with an exasperated sigh.

"You're making me feel like some part of you actually cares for me. As if you badgering me for the last three years had any sincerity in it". At her words, irritation coursed through him and he let go of her.

"You do not get to cry Lily". His voice was hard, his face was expressionless but his eyes seemed full of angst. "Neither do you get to question my feelings for you, when I have always been clear about them. It is you who refuses to accept them."

"Really? I suppose you aren't taking that stupid bint to Hogsmeade this weekend then".

"She's going with me because I want company. Unlike you, I dont want to spend my weekend hollowed up in the castle, just because I'm too stubborn."

"You want company? Are the marauders dead? That's a pathetic excuse"

"I waited for you"

"you didn't wait long enough"

"Are you asking me now?"

"I... Why should I ask you now? Clearly she isn't just a date, if you're kissing her in the common room in front of everybody. Merlin's freaking pants, well done James! Showing the whole of Gryffindor, you've succeeded in your chase of Lily Evans and have now moved on".

His eyes flashed. She knew she'd said too much, but that Kiss had just reaffirmed her fears. The way all eyes, including those of her friends, had momentarily darted towards her face had been far too humiliating.

They both stood there for a while seething at each other. When he finally spoke, his voice sounded defeated, "she kissed me".

"Why are you going with her, James?" she repeated, begging him for an answer she could believe and accept.

He didn't know what she wanted him to say, neither did he know what would be the right thing to say. He decided to go with the truth.

"She asked me out two days ago. At first, I was going to decline, but then I thought that if I went out with her, it might make you jealous and finally open up. I made it plenty clear to her that we would be going just as friends before I said yes. I'm sorry if you got hurt, that wasn't my intention. I never wanted to hurt you. She kissed me, and I didn't kiss her back. Neither did I want to."

Lily's tears had finally stopped, but her thoughts were all muddled. She had gotten jealous, but this jealousy seemed to have fueled the fear which kept gnawing at her heart that someday he will leave her for someone else.

"So you did all this just to prove yourself right? Why couldn't you just ask me out?" she whispered.

"Because I've heard you say no too many times to have the courage to ask you again" he grimaced.

"You knew the answer would be different this time. So what difference would it make if you just asked?" She challenged.

"You're right, there is no difference, and that's why I won't ask. Because even after all those moments we've shared, you'd rather be the girl who humoured me by saying yes, than be the girl who wants a relationship with me. You're still looking for an upper hand. You refuse to ask because you still don't trust me and I don't know what I can ever do to earn it."

"How can you expect me to trust you when you can't even sacrifice your ego for me and agree to go out with foul girls like her?" She screeched slapping his chest and pushing him away. She wanted him to feel hurt too, she wanted to know that he was pining just like her.

He deftly caught her wrists in one hand, anger flooding his face and he looked at her with resentment. "I'll sleep in my old dorm tonight In Gryffindor tower, not in my room" he said flatly and then he turned around and walked away.

Her stomach twisted in a sick knot making her want to throw up. She couldn't stop looking at him, waiting for him to return and take her in his arms and say that it was okay if she couldn't fight her fears. Unfair as it was, she wanted him to make things okay for both of them, just like he always did. She waited for him to stop, he waited for her to stop him. Neither relented, and Lily stood in the corridor drowning in her vulnerabilities.

He was right, and she knew it. He would give her his world and she'd still find a way to blame him for things going wrong. He was used to wearing his heart on his sleeve. He had no qualms in loving people through his actions and his words. In her heart she knew he'd never intentionally hurt her.

But the last time she had blindly trusted a boy with her friendship, he had openly abused her in front of the whole school and turned his back on her. She stood up for him, and he never stood up for her. James had been right about Severus all along, and ultimately Severus chose the dark arts over her. But what if Severus was right about James too. This thought was what had been holding her back. When Severus betrayed her friendship, she had been hurt. If James betrayed her heart, she would break. For the first time, Lily could clearly trace the roots of her fears. And the realization hit her not because James left her, but because she pushed him away. Severus chose the dark arts over her, but James chose her over himself. He changed his ways to be good enough for her. And unlike Severus who treated her well as an exception to all muggleborns, James was genuinely a nice person, regardless of his feelings for her. Deep inside she knew James was a wonderful man who could make her very happy, and she had always refused to acknowledge it.

She had possibly lost him now, but she decided she wouldn't let go of him without a fight. She wouldn't hold back from telling him all that he always wanted to hear and hopefully salvaging herself. She wiped her cheeks, stood up straight, and set off purposefully towards the Gryffindor common room.

When James entered the common room, he found his friends looking at him expectedly. He shook his head at them and instead of venting to them as he had originally intended to, he headed straight towards the staircase leading to the boys' dormitories. Just as he reached the bottom of the staircase, Viola Brown called out to him. Viola was the last person James wanted to see, his hardened face made that very clear, but she pranced her way to him anyway. Her giggle reminded him of the scowl on Lily's face and he held himself back from lashing out on her. After all Viola was too shallow to understand the impact of her actions on others.

"That was some kiss we shared back there, didn't we?" she happily chimed.

"You kissed me, I didn't Kiss you" James deadpanned. Viola waved his statement off as a frivolous detail.

"Brown, I think James wants to be left alone" Remus called out. James shot him a grateful look, but Viola didn't seem to have any of it.

"Jamie why did you run off like that?" Viola cooed.

"Do not call me Jamie, Viola" James said discarding all attempts at politeness. "And don't ever kiss me again, it is now a rather unpleasant memory", he added before turning back towards the staircase to climb up.

Just as he took the first step he felt Viola's hand on his shoulder and heard the portrait door open and slam shut. He turned around to tell Viola off, but caught sight of Lily. She looked rather flustered and fragile. He was glad that the only current occupants of the common room were the marauders and Viola, he didn't want anyone to see her in her moment of weakness.

But Lily seemed to have abandoned all her misgivings as soon as her eyes met his. She marched straight towards him, ignoring the stares of the marauders. Once she reached the staircase, she pushed Viola away from him, yanked at his tie pulling his head down, stood on her tiptoes and smashed her lips to his. At first James froze with surprise. Standing on the first step, he almost lost his footing and flayed his arms to regain his balance. His arms somehow fell on Lily's petite frame, and the contact jerked him to his senses. He immediately bent lower so that she would no longer have to strain her neck and snaked his arms around her waist as he began kissing her back. A faint moan escaped her lips as she let James take over. Her eyes closed, just before she saw a thousand emotions flood through his face. She was sure her own expression mirrored that of his. Her teeth grazed his lips, and his tongue lightly traced her lower lip. Lily sighed in pleasure as she finally gave herself up to him.

Without breaking the kiss, he lifted her off her feet, spun them around and set her against the wall along the staircase, a few steps up, away from everyone's sight. The pressure of James body on hers was the most wonderful feeling on earth. She couldn't control herself, she kissed him with as much fervor and passion as she could muster, even as she couldn't quite breathe. His heart was hammering in is chest. he had to pull his lips away for both of them to breathe and recollect their thoughts. They couldn't just kiss, as beautiful as it was, they had to talk first. She slumped between the wall and his body, her face buried in his chest, trying to inhale and exhale evenly. His face involuntarily lowered to press his lips to her hair as he spoke in the steadiest voice he could manage with his shallow breaths, "What was that?"

"I...I'm asking you", she stuttered. James heart was positively pounding now.

"Asking me what?" His voice was now deeper and steadier. She closed her eyes and fisted her hands in his shirt to keep herself glued to him.

A few seconds passed before she raised her head to look at him, her lips brushing his chin as she did so. The intense look in his eyes made her drop her gaze again. James sighed and began to pull away, taking her silence as yet another refusal to confess her feelings for him. As soon as she felt his warm body draw away from her, she pressed her lips to his neck, begging him to stay. He paused, and she knew she had to tell him how she felt then, or he would leave again. Since both their bodies were rigid with the tension between them, neither had moved an inch, and when she spoke her lips moved against the base of his neck.

"I want you to be with me, and not with any other girl. I want you to kiss me and not kiss any other girl." Shivers ran down his spine, feeling her so close to him and listening to what she was saying. He rested his forehead against her, but she still refused to look at him. Her breath hitched as she spoke again "I'm asking you to be mine, and I want you say yes."

"Why? Why now?" He mentally kicked himself for asking the question that could push her away and lose all the progress she made, but he needed to know.

Lily took a deep breath and finally looked him in the eye. Her tears were once again uncontrollably streaming down her cheeks, but she didn't quiver. "Because now, it's possible I want you more than you'll ever want me."

James shook his head and wiped the tears off her face with his lips. His lips moved to the corner of her lips and then across her jaw line to her ear. He threaded his hands in her fiery red hair and nipped at her earlobe, "that can't happen silly girl" he whispered. He cupped her face with both hands, stared deep into her eyes, and his face broke into a dazzling smile. Lily felt all the vulnerability drain out of her as she felt pure affection and adoration rush through her veins. As he leaned in, she met him halfway and their lips collided into another passionate kiss. His tongue lashed on to her lips, begging for entrance. She parted her lips ever so slightly to let him in. She could feel her knees weaken, and she had to clutch on to his shoulders to keep herself standing. She felt his hands wander all over her back and his lips moving down her jaw to her neck. He kissed and sucked at her pulse point and Lily was sure she would pass out in pure ecstasy. Just as he was about to lift her so she could wrap her legs around his waist, they heard someone clear their throat and they both sprang apart.

"If you two want to snog like bunnies left alone in a rabbit hole, at least get to the damn hole. Don't block the ruddy staircase" smirked Sirius. Behind him, Remus and Peter were shaking with the effort they were making not to laugh and Viola was scowling at the fireplace.

Lily's face turned crimson as she groaned into James' shoulder. "Bugger off, all of you".

"Ah, this feels like payback for all the times you two threw me out of broom cupboards" Sirius chimed.

"If I wasn't currently in a state of bliss, I'd punch some of that smugness of your face Black", she responded laughing.

James was merely grinning at his friends not letting go of his hold on a Lily.

"So are you still sleeping here?" Lily turned to him smiling, hoping he wouldn't hear the doubt in her voice.

"Of course not, how will we continue snogging if these toerags keep interrupting us?" He took her hand and both of them all but ran to the heads' dormitory.