A/N: I felt like writing a little unrequited love...

Disclaimer: it's not mine, but i wish sirius black was

"I told him. I told him that I was in love with him and he told me he moved on," Lily Evans said the words with forced evenness as she sat down next to Sirius.

"Oh Lils, I'm sure he'll come to his senses. He's just trying to protect himself in case you change your mind or something," Sirius gave her an encouraging smile. Their friendship was still new, and if he was being honest, he had no idea how to deal with a situation like this.

Lily shook her head, hair cascading down her back, "No, he meant it. He said he had waited as long as he could for me, and I was too late." She gave a small sniff as tears began to form in her eyes. "How could I have let him go?" she whispered.

Sirius put a hand gently on her back, unable to believe that James could have really moved on from her. She was perfect – smart, beautiful, talented, funny, interesting – everything a guy could want.

Everything Sirius could want.

Shut up, he told himself harshly, She's your best mate's girl.

But he just rejected her.

He'll come around.

No he won't.

You know he will.

Sirius sighed, "Lily, I know James. This isn't going to last – he's in love with you, he's been in love with you for years. Love doesn't just go away at the drop of a hat. You can't will yourself to stop feeling it."

"How would you know?"

"Believe me, I know," he muttered under his breath.

Sirius couldn't quite put a finger on when he started to fall for Lily. It could've been the day she called James an arrogant good-for-nothing bastard. It could've been the day she ran into him in the hallway and threatened to curse him to the bottom of the lake. Or it could've been the day they met on the train to Hogwarts. Whatever day it was, it had happened. And all of the meaningless flings in the world couldn't take his mind off of her. The interior battle he was fighting at that moment, with Lily next to him so vulnerable and upset, was enough to make him want to scream.

"What?" her voice dragged him out of his thoughts.

"Nothing," he replied, giving her shoulder a reassuring squeeze, "The point is, James Potter has always and will always love you. He's just a little thick sometimes."

Lily nodded and was silent for a moment, staring into the fire. Sirius watched her run a hand through her fiery hair, wishing he could do the same. Run his fingers through her hair, over her face, her lips …

He noticed that tears were falling in her lap again.

"Hey now," he said, turning her face toward his, "What's this about?"

"It's just …" Lily paused for a moment, as though afraid that saying it aloud would make it real, "What if I really was just like all the other girls? What if he only wanted what he couldn't have? And now that he has me …," she swallowed, "What if he doesn't want me anymore?"

"Don't ever say that," Sirius replied, wiping a tear away, "You're not like any of those girls. They can't hold a candle to you Lily. Not one. You're brilliant, you're incredible, you're not shallow or stupid or any of the things they are."

"Yeah well, a lot of guys seem to like that in a girl," Lily remarked, "You do."

"Only because they're the ones who want me," Sirius replied in a low voice, looking away.

"Are you joking?" Lily asked, "You could have any girl in this school."

He shook his head sadly, "Not the one I want."

"Who do you want then? Tell me who she is and I bet she's interested."

Sirius turned back to her and held her gaze. He didn't say a word, but he knew his eyes were saying everything. The mask was off – there was no point in trying to put it back on now. She needed to know the truth.

Lily was shocked at the feeling behind the storm gray eyes looking into her own. She had never seen Sirius like this before. He was always so … flippant, so care-free. She supposed that she'd just never really considered the fact that he felt things more deeply. There was a soul behind the exterior, and it saddened her to think of how quickly she'd disregarded him. And the way he was looking at her now ...

"Sirius …" she began.

"Hey," he said, putting his guard back up, "Don't worry about me. You said it yourself, I'm a hot commodity. Plenty of girls at this school …" he drifted off.

"I'm sorry," she whispered.

"I don't want pity."

"That's not what I was apologizing for," Lily said.

"What then?"

She took a deep breath, "I'm sorry I wrote you off so quickly. I never gave you a second thought Sirius, a second chance – I just labeled you a worthless playboy and moved on. I'm sorry."

Sirius sighed, "I thought as much. But don't apologize Lily – don't ever apologize. Things are going to turn out exactly the way they're meant to."

"You really believe that?"

He shook his head, "No, but it's what we all like to tell ourselves isn't it?"

Lily nodded and they both turned back to watching the last embers of the fire die down. She found his hand and slid hers into it, wondering if that small contact could help him stop hurting. She wanted so badly to help it stop. Finally she turned to him again.

"Kiss me," she said quietly.

"No," he replied immediately, "Lily, you don't really want that."

"Yes, I do."

He shook his head, dark hair covering his eyes, "No you don't. You're just upset about James and you think it's what I want. You're doing it because you want to make me feel better."

Lily put a hand on his face and turned him toward her, "Kiss me," she said again. "Not because of James, not because it will or won't make you feel better. Do it because I want you to."

"Why?" Sirius was aware that even as he asked the question, he was moving closer.

"I need to know," she replied.

He reached out and ran a hand through her hair, daring to believe that this wanst a dream."So do I," he replied.

Capturing her lips with his own, Sirius lost himself in the feel of her. It was different, so different from any other girl. She tasted like mint and roses and something else uniquely Lily. In that moment, he forgot that this would never be again; he forgot that James would come to his senses, he forgot that Lily loved his best friend. It was only them. He pulled her closer and deepened this kiss, wishing desperately that it could last and knowing all the while that he was going out of bounds.

The pair broke apart, breathing raggedly.

"I'm sorry," Sirius said immediately. Lily only looked at him, a soft smile on her lips as she leaned in and kissed him lightly on the cheek.

"I lied," he said quietly as she pulled away, "I'm not sorry."

"Neither am I," she paused for a moment, "Thank you Sirius."

He shook his head, "Don't thank me."

She looked at him silently, "Okay," she said, and giving his hand a squeeze, she walked up the stairs to her dormitory.

Sirius stayed where he was, thinking about what had just happened. He knew his taste of paradise was fleeting, but at least it had been there. For one moment he had understood what it was to have the woman he loved. And he had made his Lily feel better. No, not his Lily … James's.

But it's okay, he reminded himself, they belong together. They'll be happy together.

Things always work out exactly the way they're meant to.

A/N: So it turned out a little differently than I expected … reviews are wonderful!