**A/N** Hey guys, this is my first long fanfic and I'm really excited to see how it'll turn out! I hope you all like it! I'll update as often as possible if the story is popular.

Disclaimer: I don't own any of the ideas or themes in this story - that's all J.K. Rowling.

Chapter 1 – A Good Student

It was past midnight and the fire in the Gryffindor common room still glowed weakly, the grey ash was littered with red coals which were the only source of heat. The room was almost silent – completely deserted except for the hunched figure of a student and the gentle scratch of a quill.

Lily's eyes burned from fatigue as the quill in her hand dropped onto the desk in front of her. She felt her shoulders sag and her head roll towards her chest but she denied herself the luxury of scrunching up into a ball and succumbing to sleep. 'Just a few more hours,' she thought 'a few more hours and I can curl up in my nice warm bed. Maybe I'll ask the house elves to bring me up some cocoa.' She picked up her quill. 'It's all bloody McGonagall's fault,' she dropped her quill again. 'What kind of sadist sets 6 rolls of parchment on the theoretical transfiguration of goats?'

She leaned over, resting her forehead on the desk. 'I'll just close my eyes for a few seconds,' she thought.

'Evans! Oh Evaaaans' Lily liked the sound of that voice. It was warm and mellow, kind of sweet but also gruff at the same time; the voice was melodic and smooth yet she knew it could be gravelly and even grating when it was angry or stressed. It seemed strange, really, that she should know so much about how the voice felt from the slightest change in tone… 'Evans, as delightful as you look with your nose covered in ink I must inform you that your 5 page essay (five pages, Evans, seriously?) looks decidedly less delightful when it's illegible'

Lily jerked upright. Sure enough she had somehow managed to upset a bottle of ink all over her Transfiguration essay. 'Shit… Shit! This took me ages! Oh God, it's ruined, you can't read anything, I'm going to have to start all over again!' She started frantically dabbing at the sodden role of parchment, desperately trying to salvage the masterpiece (and it had been a masterpiece) that she had just spent the last four hours of her life completing. Whirling around to grab her wand, Lily managed to knock three heavy textbooks and yet another ink bottle flying off the table, narrowly avoiding smashing into a very amused James Potter.

'Evans,' he laughed, grabbing her by the upper arms and turning her to face him 'maybe you should calm down.'

'Potter this bloody essay took me longer than all of the work you've ever done in your life!' she growled.

He raised his eyebrows, 'ouch, I was going to offer to help you out but maybe I should just leave you to it.' His grip on her arms did not loosen.

'I'm sorry,' she sighed 'I shouldn't have said that.'

He grinned. 'It's alright Evans; you know I can't stay mad at you when you've got your sleepy head on.' Lily suddenly became very aware of the fact that she looked a mess; a bright red halo of bed-hair surrounded her face, flattened slightly on one side from the desk, and she was pretty sure that she was covered in ink. She blushed slightly and looked down, not before catching James' smirk. Grabbing his wand, James quickly set right the mess on the desk, vanishing the spilled ink and sending the books soaring into a neat pile back on the table. Now only the soiled paper was left over. James picked it up gingerly, 'I hate to be the one to break it to you, Evans, but I don't think you're gonna be able to save this with a scouring charm.' He let it drop back onto the desk.

'Well that's my perfect record down the drain then,' Lily sighed, flopping back into the armchair too tired to really care.

'McGonagall will give you time to fix it…' he replied, sitting down next to her.

There was an awkward silence. Lily looked over at James, studying him discreetly. He was tall and slim in that way that teenage boys always are. His perpetually messy hair seemed even more unruly tonight, as if he had been constantly running his fingers through it; he smelled nice too, kind of musky but there was also the hint of something clean like… peppermint? Pine?

'Evans,' he grinned 'you're staring.'

'No I'm not.' She replied crossly.

'Trust me, after years of girls falling all over me for my charm and good looks; I know a stare when I see one.'

'You're so full of it, Potter.'

'You love it, Evans.'

It was always like this between them: snappy one-liners from Lily and extravagant (and somewhat narcissistic) exclamations from James. Lily often acted like she hated him, and sometimes she did; he always had to be the loudest and the wittiest, he got laughs from playing on other people's insecurities and, honestly, he was downright cruel sometimes. She thought back to the day that James had hung Severus upside-down by his ankles and thrown hexes at him in front of everyone. Of course, Sev hadn't been entirely innocent; that was the day he had called her a mudblood and she'd never forgotten it, she never would.

James had thought he was protecting her that day. She didn't know how to tell him that she didn't need protecting; she was just as strong as him, she just didn't need to go around cursing people to prove it. He was trying to be kind, though, in his own weird way. She saw that kindness in him sometimes; when he thought no-one was looking. Once in a while he would drop his guard, the act would fall away and Lily could see him for what he was; when he was laughing with Sirius, or getting Peter Pettigrew out of one of those tight spots he always managed to squeeze himself into. She'd sometimes see him hunched over in an armchair in the corner of the common room, immersed in a good book; his normally perfectly messy hair hanging low over his face, hiding him away. He seemed so young to her, vulnerable even. That was the James Potter she liked, the one who didn't need to be anything or anyone other than himself.

'Lily,' James broke her out of her stupor, 'you haven't said anything for the last few minutes, are you alright?' he asked uncertainly.

'What? Yeah sorry I'm just tired,' she mumbled 'kind of dreading facing McGonagall tomorrow…'

'You'll be fine, Evans! Merlin only knows the last time Sirius handed in his transfiguration homework on time. There was this one time, Sirius and I –' he stopped abruptly.

'What?' Lily felt her eyes slip shut; she enjoyed just listening to him speak.

'It's nothing… I mean it wasn't nothing – it's not nothing, I just – I didn't get up in the middle of the night to talk to you about Sirius'

'His voice really is like a lullaby' Lily thought tiredly.

James cleared his throat, 'I actually wanted to ask you –'

'Ask me…' she repeated dreamily.

'The Yule Ball is in a few weeks and I-' he seemed to choke.

'A few weeks.'

'I know the last time I asked you out you told me to shove my wand somewhere that sounds pretty painful and potentially anatomically impossible but I thought it was worth another shot. So, what I'm really trying to say is – Evans are you asleep?'

'Not sleep' she mumbled.

'Evans, I was just about to pour my heart out to you and you're bloody sleeping!'

She didn't respond.

Sighing, James stood up and looked down at her. Lily's face was relaxed and her breathing was even. He smiled slightly in spite of himself and grabbed a blanket from a nearby armchair. Carefully, he covered Lily with it and smoothed her hair off her face. 'Next time, Potter,' he thought to himself as he crossed the room to the stairs to his dormitory. Just as he was about to climb up, he heard her voice.

'James,' she sighed without opening her eyes.

He turned to face her slightly, 'yeah?'

'You called me Lily.'