Disclaimer: I do not own any of the characters

Lily closed the Fat Lady's portrait quietly, she didn't want to wake anyone else up even though the Common Room it's self was empty, walked over to the grandfather clock next to the bulletin board, 3:05, she though to her self. Wow, he really would have stayed out there all night. Why does he do this to himself? Why doesn't he understand that this is just making it all worse. She walked over to the fireplace and sat down in front of it.

The embers danced, the flames were very small but still enough to keep her warm. Mudblood. Why did that word have to hurt so much? It's not like I've never heard it before. Or that I even agreed with what it meant. I don't have dirty bloody, I didn't steal my magic from anyone. Lily's eyes started to water. The memories of all the fights with Petunia came flooding back. It's not like I asked to be a witch. I didn't ask for everyone to hate me.

The tears started to flow down Lily's cheeks. She wiped her hand across her face trying to stop the tears but just smudging her make-up. "My face is going to be all red and my eyeliner is everywhere, " Lily started to sob to herself. "Pull yourself together! Crying over make-up!" Lily knew this wasn't why she was crying but it got her mind off the real reason and that reason enough to say it out loud.

"Evans?" Lily whipped around to see a half naked James Potter on the second step of the boy's stair case. He looked as though he had been suddenly woken up. His hair was flat on his left side, which was evident that thats the side he slept on because of the red lines across his left cheek from his pillow. He had his hand in the elastic of his boxers.

His maroon and gold silk boxers, Lily thought, He's not even all that fit. Lily continued to glare at him as a few more tears escaped her. He does have quite nice legs, and strong arms, I guess you can't be the best chaser Gryffindor has ever seen and not be built.

"Evans? Lily? Are you okay? We didn't see you at dinner" James loudly whispered from the stair well.

"I'm fine Potter. Just annoyed and disappointed and pissed and crying because my make-up is everywhere," Lily cried as she tried to wipe her eyes again.

"I know thats not why you're crying." James crept up to the porthole and slowly opened it in case Severus Snape was still on the other side. "I didn't see him out there. I'd imagine McGonagall probably scared him off." James let the portrait swing shut. It sealed with a soft pop.

Lily squeezed her eyes closed. She didn't want to believe that she'd managed to push him away. She of all people knew how stubborn Severus could be, Or is he only stubborn when it comes to me? Ha, He's a lot like Potter. He wants to be my friend but doesn't see anything wrong with his 'extra activities'. They'd hate it if they knew I'm comparing them to each other. Lily continued to cry. I wish you could change people. Potter and Severus might have actually been friends if it weren't for their flaws. But you can't change people and Lily knew this. If it weren't for those flaws though I don't think Severus would have been my best friend and Potter wouldn't be the mischief maker that he is. Lily was right about this. The odd thing about Lily is that she was so smart and caring but not very perceptive. James and Severus acted the way they did because of their family. Lilly would never understand that, her family worked. Albeit her sister was a little deranged but at least her parents made it work.

James grabbed one of the blankets from off the large sofa and came to sit down by the fire. He draped the blanket over Lily's shoulders and sat down.

"Um.. Thank you, Potter" Lily glared at him, and forced a small smile.

"Anytime Evans. And around me you don't have to fake smile just to try and be polite." James mouth widened into a closed grin, his cheeks high on his face. Lily's small smile quickly dropped as more tears started to come back. "Girl's cry weird. It's like one minute it looks like they're over it and going to be okay, and then they start up again and then their eye stuff is dripping everywhere and they're making those animal sounds and hiccuping. It's insane."

Loud gasps started to burst from Lily she pulled her legs closer to her and tried to burry her face in between her legs.

"Evans I know you have me and that you think I'm a slimy toe-rag and all but can you please talk to someone about whats bothering you?" James moved closer and wrapped his arm around Lily's shoulder. When Lily didn't jinx James he took it as a sign that he was okay to keep talking, "There's truly only one good thing he's been doing."

Lily looked up with a confused look on her face, "What then?"

"He's been in love with you for longer than I have. And thats saying something because I've loved you from the first moment I met you." James replied earnestly.

"He's not in love with me, Potter. And definitely not in the creepy stalker way that you're in love with me." Lily gave a half hearted smirk while looking James in the eyes, not something she did often. I never noticed his eyes were hazel. Where they always Hazel? I could have sworn they were just dark brown. Not this beautiful shade of green with these huge flexes of golden brown. Wait! No this is James Potter. I don't like a thing about James Potter! Except his eyes... and his boxers.

This thought sparked Lily to take a quick look down at James' boxer shorts. The shorts were pulled up on the side revealing a lot more of James' thigh then Lily had ever wished to see. "Um Madame? My eyes are up here" James pointed Lily back up to his eyes and winked.

"You're such a prat," Lily giggled as she shoved James away from her playfully.

"That is true. But I'm also a prat who loves you and wants you to be happy. Even if I'm the reason you're so unhappy." James smiled looking back in to the fire. The embers were almost burnt out.

"Do you understand that you are the most profound, egotistical, intelligent, selfish boy I've ever met? No really, one minute you're bullying my best friend, my ex best friend and then you're telling me who you want me to be happy. Like can you get any more confusing?" Lily's eyebrows creased right above her nose as her rant went on, "I just don't understand you. You're in the top of the class yet you're just so oblivious to the people around you. I just UGH!" Lily jumped up and moved away from James.

"Lily." The use of her first name took booth of them by surprise, "I'm not perfect, I know I'm not. All I know is this," James jumped up to look Lily straight in the eyes. He grabbed her shoulders to keep her still. "I love my family, my best friends you, Lily Evans, and I love my St. Bernard Barkley." His hazel eyes were holding a firm grip on Lily's green ones. "I know that I am a 15 year old boy who has lots of thoughts and emotions that I don't always know how to handle. I know that I'm trying. I'm trying to get you to love me half as much as I love you."

James was only taller than Lily by about three inches but it was enough for Lily to feel like he towered above her. James wrapped his arms around Lily pulling her closer. "James Potter I-" Four loud bongs from the grandfather clock startled Lily and James to jump apart. "I have to get to bed." Lily stammered. "I need to sleep the miserable day away that was yesterday. Thanks for- yum yea." With that Lily run up the stairs and into the fifth year girls dorm.

Lily let the small wood door close behind her as she crawled back into her bed. She pulled the curtains around the posts of her bed and put a silencing charm around her. Grabbing under her pillow she pulled out a small bottle of sleeping potion and took a swig. "I need to forget that yesterday ever happened. Maybe I can then forgive him and go back to completely hating Potter, the way it's supposed to be. I'll have my best friend back and not that prick." Lily plugged the bottle up and laid down.

I just want my best friend back. The friend I made at the park when I was ten. My kind, caring, generous friend. My friend who's made so many mistakes. Maybe I just want Severus to be a person he's never going to be. Maybe he was destined to be a Death Eater. Maybe this will somehow be a good thing. "I can't convince myself he isn't has bad as everyone thinks anymore."

Slowly Lily's eye began to feel heavy, her eye lids began to flutter slowly. Grabbing her pillow tighter. Finally all the questions and thoughts in Lily's head began to drain and nothing seamed to matter anymore. Everything was gone and all Lily could hear was her breathing.