A/N: So I am equally nervous, embarrassed, and excited about posting this. This is my first smut fic ever (hence the nervousness, embarrassment, and excitement) and it's based on a post I made on my blog (comealongraggedypond) last week and if you want to view it, it's here at /post/68515990587/i-want-more-fanfics-where-james-and-lily-are-each. The basic idea is that I think James and Lily were each other's firsts in escapades of the sexual nature and I would like to see that more often in fanfics. So I decided to write one myself. And I'm not even going to pretend that there's a plot.

James Potter doesn't really know what he's doing the first time he kisses Lily Evans but he likes to think he can pull it off since he's a fast learner and all that.

But the string of saliva that connects their lips as they pull apart seems to tell a completely different story and despite wanting to die in that very moment, he's quite grateful that Lily has enough grace and tact to simply sever the line of spit between them and laugh in his face like the good human being she is. He doesn't know if he could handle pity or disgust, but the teasing – mortifying as it is – is something he could at least work with.

"You haven't done that before, have you?" she asks, her skin seeming to glow as she tosses that long red hair over her shoulder.

She doesn't sound condescending so he decides to tell her the truth, stupid boy he is. "Well, Rosaline Wilkes gave me a pity kiss after our horrid date back in fourth year, but it wasn't quite as proper or wet."

Her laughter rings throughout the corridors and despite everything, he likes it. "You mean to tell me that James Potter – the James Potter – hasn't been snogged in nearly two and a half years? And it wasn't even a proper one? What did she leave you with a peck and that was it?"

James can feel his cheeks begin to burn and he tries to ignore it, but he can't stop the hand that inches towards the back of his head and ruffles his hair; his grin is sheepish but not exactly forced. "I said it was a bad date, didn't I? And no one else came along after that because I was kind of doing other stuff, so." He leaves it at that because he's embarrassed that he told her about the ever so disastrous Rosaline Wilkes but he also can't tell her about the full moon and everything that goes with it or all the time that he pined after her. He can't let her know that this was kind of a moment he'd been waiting for and yet hadn't anticipated the onslaught of saliva that ruined it.

But Lily's smiling kindly at him now and nodding her head and his heart sinks as he wonders if she's going to give him a pity peck on the lips like Rosaline Wilkes and then leave him in the corridor to his humiliation and misery.

But instead she surprises him – like she always does – and pulls him by his tie so that he's down to her level and she gives him that mischievous look he thinks he might love her for.

"Well, for your sake, we could always practice, you know. Unless, that is, you're too busy with 'other stuff.'"

James shakes his head frenetically, his glasses sliding down his nose ever so slightly. "No ma'am. Not at all busy."

And so they practice. And he thinks he might just get the hang of it.

It's really embarrassing when it happens.

"Er, I need to run to the loo…"

"D-did you just cum in your trousers?" She coughs and then she's laughing.

"Do we really need to talk about it? You know it happened. I know it happened. So we both know it happened. And it'd be really nice if we didn't talk about it." His face is buried in the pillow.

She's still laughing.

And for whatever reason that compels him to speak more, to defend himself, stupid boy he is, and his voice is muffed by the pillow he has firmly pressed to his face. "This is your fault." He sounds so defeated, so glum – if only he can see the blush that has donned his girlfriend's cheeks but all he can hear is the laughter.

"Is it, now?"

He nods. "All your fault." He leaves it at that so she asks him to expand on that, and he huffs, completely mortified that she's making him explain this. "Because, Lily, you always do th-that – that thing whenever we snog and it drives me mad!"

She tugs on James' shoulder but he won't lift his head from the pillow. "Do what? W-what is that even supposed to mean?"

She spluttering all over the place but sounds like she's at least trying to stop laughing so maybe that's why he says it. "It's those bloody hands of yours! They always start out all nice and fine on my shoulders or face but then they've got to wander! You can't expect a bloke to hold himself together when you do a thing like that – I mean, honestly!"

James feels her press her forehead to the back of his neck and her giggles pulsate through his body. "What are you on about? My hands haven't gone anywhere past your waist." She's whispering and he doesn't understand why.

He groans. "That's the problem, Evans – you keep touching my waist!"

Lily sits up and removes all body contact from him. "That's it? That's your…spot?"

He dares to turn his head to the side and look at her; she's smiling nervously and he can see that she's biting her lip and her cheeks are more than a bit flushed. Serves her right. If he gets to be this embarrassed then she should have to suffer too. "Well when you're running your hands up and down my sides like that, it is!"

She hesitantly reaches forward. "You mean like –"

"Don't do it now!"

"Why, are you going to cum again?"

"Okay, can you not?"

She's laughing again and he buries his face back into the pillow, silently begging for it to swallow him whole. Merlin, could this get anymore embarrassing?

James sincerely hopes that inquiry isn't taken as a challenge.

He hears Lily sigh, and soon feels the presence of her fingers in his hair. It feels nice. "Oh don't be like that." She's quiet for a moment, thoughtful, and he isn't sure if she's expecting him to say something in return because he's really too embarrassed to think of anything coherent. But then she speaks again, "Why don't you go, er, clean yourself up, we can snog some more, and I'll do my best to avoid your spot, yeah?"

He doesn't say anything for a moment. "Okay." He sits up to see that she's pretty red in the face and doing that smile, the one where she's holding in laughter. "Don't even think about starting up with that again, Lily."

She quietly stammers something about him being allowed to "take it off" and at first he doesn't know what she's referring to. And then he feels like an idiot.

"I can take off your bra?" he says stupidly. Stupid boy. Stupid, stupid, stupid.

"If – if you w-want to." Her face is really red.

James scrambles up to a sitting position. "Of course I want to!" He slides his hands behind her back to the hook of her bra but then pauses. "Do you want me to?"

Lily looks a little taken aback by his question and she has to think about it for a moment, her brow creased in the middle. He's about to pull his hands away, tell her that they can wait in a voice that hopefully doesn't sound too disappointed, but then she nods.

"Yeah?"

Her green eyes find his and she nods again. "Yeah. I want you to."

This goes a lot better in his head. He imagines that he'll just be able to unhook it with one hand, but it actually takes two, and even then it's a struggle. Lily asks if he needs help, still hints of nerves in her voice but now there's a tone of amusement that he doesn't quite like.

"No, I've got this."

"You sure?"

"Hush up, would you?"

The anticipation seems to be killing them both, but James won't give up – no matter how much Lily squirms beneath him because now it's personal.

"Would you just let me do it, you git? We'll be here all night at this rate."

But then he unhooks it. And he's too nervous to properly gloat about it. "Thought I…didn't think I could…disbeliever and I showed you…eh?"

His arms are still laced behind her back and he's yet to pull the bra away to reveal her breasts. They're staring into each other's eyes and he can't tell which one looks more scared and he doesn't know why that is. He can understand Lily's trepidation, but his? Boobs – he's wanted to look at Lily's boobs ever since they appeared on her chest over winter break fourth year.

"They aren't very big," Lily blurts out and she looks instantly mortified by the outburst but it seems to break the tension between them.

"Well that's all right," he says, letting out a small laugh. And he means it.

"They aren't though," she insists and he doesn't understand why she's doing that.

"So? Boobs are boobs, Lily, and I kind of want to see yours because, well, they're yours." He doesn't know if that was supposed to be romantic – it certainly didn't sound it. But it seems to satisfy her.

"Okay. You can take it off now, it's okay."

And so he does. And she was right; they aren't very big. But he likes them anyway because like he said, boobs are boobs, but he likes that they're Lily's boobs, and he'll touch them all day if she lets him.

He tries not to just play with her tits for his own enjoyment, but to also make sure that she feels beautiful while he does it. He remembers all of the nice things she said to him when he was nervous about taking his own shirt off for the first time in front her. Of course, she has nothing really to worry about since she's so unbelievably gorgeous – even if she doesn't want to admit it – but he's got skinny arms that Sirius likes to take the mickey of. Lily always tells him that he's a little toned from playing quidditch but he's about eighty percent sure she's just saying that to make him feel better. But he won't lie; he still likes to hear her say it. All he knows is that he feels like he's fifteen again whenever he's touching her soft skin – like he's all angles and limbs – and he just hopes she doesn't mind because he very much likes the feel of her.

So he touches her and she likes it so he starts to kiss her – beginning with her lips and then working his way to her collarbone and then further down still. And she really likes that. Coincidentally so does he so everyone's happy.

James doesn't know if he should stop her when her hand timidly reaches for his belt. He knows she doesn't want to go all the way – not yet, that is – but he also knows that this could end up just as embarrassing as the time that he accidentally came in his trousers. She now knows better than to touch his sides but touching that – well that's going to end with just as explosive results.

So that's why he does it – maybe to distract her, but also because he really does want to touch her in every place she will let him and that will make them both feel good. His hands slide beneath her skirt and rest on the top of her legs, his thumbs gently pressing into her inner thighs. She stops fumbling with his belt to look up at him, clearly not expecting this. He suddenly feels like he can't swallow. "Is this all right?"

She nods.

"Can I touch you?"

She nods again and releases his belt, laying down so that she is flat on her back. "Okay."

But now that he's committed to doing this, James doesn't really know what to do. He takes a deep breath, hoping that she doesn't notice how nervous he is, but he knows it's useless because they know each other well enough now. And he can tell she's just as nervous as he is.

He starts by moving his hands slowly upwards until his fingers gently press against her knickers, which are somewhat damp – something that he hadn't exactly expected. But he runs his fingers along the edges of the fabric until he gets the courage to slip a hand underneath. She gasps at the sudden contact and he wants to make her do that again but he doesn't really know how.

After a moment of stillness, James decides to swallow his pride and ask for help. "What should I do?"

Lily takes his wrist and guides him through some of it, informing him where he should rub and that he can place a finger or two inside if he wants. She eventually drops her hand from his and lets him do some exploring of his own, poking and prodding and rubbing at his own pace.

He dares a look at her and sees that she's smiling pleasantly at him. "So how does that feel?"

"Fine."

"Fine? Seriously? Gee, don't start screaming too loud, Lily, they might hear you in the next room," he drawls.

Lily sighs, rolling her eyes. "Oh don't be like that; you've only just starting and – oh."

He stops. "Oh what?"

That was apparently the wrong this to do because she's shaking her head and sitting up so that she's propped up on her elbows. "No, no, no, don't stop. Do what you just did."

"Like that?"

She makes another hum of pleasure and lays back down, eyes closed and a smile of her face that is different from the one she had on before. He figures that he must be doing something right so he rubs in that same spot again, a little harder but hopefully not too hard, and it causes her to stretch out her toes. Loving the way that she looks beneath him like this, he takes his other hand and sticks a finger inside her, gingerly curling and stroking her from within. This makes her grip the sheets.

He soon starts to slow down because he's realizing that his hands are cramping but she mumbles a "don't stop" which sounds so sweet to his ears that he forces himself to keep going.

"You can go faster if you'd like."

"Yeah?"

"Yeah."

So he picks up the pace and then she is shuddering beneath him, gasping out his name and he kind of can't believe that this all just happened. But he's glad that it did.

"I love you," he whispers. He said it for the first time this morning but now that it's out there, he finds that he likes saying it.

"I love you too."

James doesn't stop her the next time that she reaches for his belt. It seems to cause her the same sort of trouble that her bra always does him but she gets it undone faster than he ever could. Once she unbuttons and unzips his trousers, she lets her hand rest at the hem of his pants, looking up at him with those wide green eyes.

"Remember how I told you what to do for when you were touching me? You have to do the same, okay?"

He nods, hoping that the movement appears casual but knowing that it doesn't – he's much too excited for casual. Before long her hand has found its way into his pants – and Merlin that feels good – and he has to think about Orion and Walburga Black's gross cousin sex that he sometimes likes to make fun of Sirius for in order to not lose his composure.

"Well?"

He looks down at Lily, his front teeth digging into his lip, to see that she's raising a questioning eyebrow at him. And so he takes her hand in his, shows her how to stroke and rub him, to get him off, and soon it's just too much and he has to let her take over, laying down so that he can grip the headboard. Her ministrations are more jerky and unpracticed without the guidance of his hand but that doesn't stop it from feeling fucking incredible or stop the stream of swears and nonsense that pour from his lips. But most notably, he says her name and that seems to motivate her.

It doesn't take long at all for him to fall apart and that should probably embarrass him, but he's too content to care.

"I want to try something."

"Hmm, tell me about this 'something.'"

He laughs and settles himself in between her legs. She's only wearing her bra and skirt and he likes the way her face is flushed with an easy smile on her face. They do this quite a bit now – get each other off – and she always looks so beautiful. "It might be better if I show you."

"Well all right then, get on with it – off you go."

They laugh together at that and he leans forward to kiss her quickly on the lips, and then on her nose, while running his hands up and down her legs.

"Lily?" he breathes.

"Yeah?" She splays her fingers on his bare chest, rubbing distracted circles into his skin.

He grabs her hand in his and presses a wet kiss to her palm, making her giggle and squirm in his grasp. "I'm going to try that 'something' now, okay?"

Lily lets out a contented sigh and lays her head back into the pillow. "Okay."

James repositions himself so that he's once again settled in between her legs. He bunches her skirt up to her waist and chuckles once he is reminded that she isn't wearing any knickers.

"Oh yeah – where did those end up?" Lily says conversationally, running a hand through her hair. He likes to think she picked up the gesture from him.

"Dunno. But we should probably look for those later." His smirk can't help but turn into a goofy grin and she laughs.

That laugh turns into a moan once he begins to touch her – first with his fingers, then his tongue, the new and unfamiliar and yet oh-so-wonderful contact eliciting a sharp gasp.

James feels her hands tangle in his hair. "Don't stop," she breathes.

And he doesn't.

"So this is actually happening? You're really doing this? Well, when was the last time I told you that you're a brilliant girlfriend, Lily, real ace, you are – I don't tell you that enough."

"Oh shut up, you, so I can give you this really terrible blow job."

James snorts and leans his head bad against the pillow. "It isn't going to be terrible."

She tosses her hair over her shoulder, rolling her eyes. "That's because you have low standards when it comes to this stuff. I could probably blow air on you for a few minutes and you'd cum all over the place."

"I'd deny it, but that's probably true."

Then she's leaning forward and roughly pressing her lips to his, taking him by surprise, but he responds immediately with enthusiasm. It isn't long before he feels her hands slide down his chest, moving across the plain of his stomach, and lower still until she has him in her hands, and he jerks at the sudden contact. She hums against his lips and he can feel her smirk, and he wants to say something but he can't seem to focus on anything but the lips that are on his and the hands that are touching him.

But then she breaks apart from him – surprising him yet again but she always is, isn't she? Her hands are still working between them but she then starts to press hot, wet, open-mouthed kisses on his jaw, neck, collarbone, chest, abdomen, navel, and then her tongue is there, right where he wants it to be, and he knows this is going to end up embarrassingly quick.

"Lily…" he gasps out.

She hums in reply and then her mouth is around him.

And he doesn't think anything has ever felt so good.

"Are you sure you want to do this?"

"What? What are you asking me for? I should be asking you that – of course I want to do this!"

"All right, all right, don't get all worked up. I was just wondering since you have this constipated look on your face."

James splutters, looking completely offended as she laughs. "Consti – what? It's a smolder, I am smoldering you, Lily. This is a very sexy smolder."

It doesn't seem to convince her, because if anything, she laughs harder. "If you say so."

He's about to protest, to pout, but then her hips roll perfectly against his, they hiss in unison, and he forgets. "We better do this now or I'm not gonna make it. You ready or do you need me to –?"

Lily shakes her head hastily. "No, I'm more than ready."

She settles herself onto him, painfully slow, but oh so very good. He says "wow" once and then suddenly can't seem to stop saying it as he adjusts to the feel of her and she digs her nails into his chest. Her breath is coming out in heavy gasps, but she leans forward to silence him with a kiss that he gladly accepts, his hands roaming between her breasts and waist.

And then she begins to move.

Their rhythm is sloppy, completely off, as neither seems to be taking the lead or following the other. This makes them laugh, then moan as they begin to touch each other in places that they hadn't previously.

She's biting her lip and he doesn't know how much longer he can hold it together because wow this is amazing. It takes a bit of effort but he finally gasps out, "A-are you okay? Does that feel good?"

She stops moving and her expression is suddenly thoughtful.

James' jaw drops. "Are you really stopping to bloody think about it? Wow, how much of a terrible shag am I?"

She laughs – and even after all this time, it still sounds like music to him – and she leans forward to kiss him, which he accepts, albeit begrudgingly. "No, it isn't that – I'd be willing to swear on that too. I just don't know if I'm feeling as much as I should? I mean, at this rate, you'd definitely be finishing long before me."

That seems to appease him, but she kisses the furrow in his brow anyway. But he isn't pouting this time, just thinking while simultaneously trying to hold off his finish. "Do you want to try another position? I could also touch you more during it."

She rolls over and he follows, still joined with her. "All right then, Potter, pleasure me."

He starts to move – a little faster than they had been previously – and his hand falls between them to tweak a nipple or rub her clit in practiced circles. Her nails roam his back until they finally settle on his scalp and it just feels so good – everything feels so fucking good. And he wants it to feel that way for her too. So he moves into her harder.

"Right there." Her eyes had started to flutter closed but now they're wide open.

He moves again. "There?"

He must have hit the right spot again because she swears and her head rolls back, while her grip on his hair tightens.

James grins. "You like that?"

"Oh God yes."

He knows he can't fight it off any longer so he starts to touch her again and then he's whispering how much he loves her as he begins to fall apart and the last word that escapes his lips is her name.

He's finished but he keeps moving and his hand is rubbing furiously between them and it doesn't take long for her gasp out his name as she shutters beneath him.

And then there's stillness. Nothingness. Only ragged breaths.

He drops his forehead to hers. "How are you doing?"

Her hand reaches to cup his cheek. "I love you too, you know."

His lips crash into hers and it's almost slow and lazy. And then he's rolling them over and tickling her and there's so much laughter between them and is possible for something to feel so completely right?

James thinks it is so he pulls her close to him, and buries his head in the space between her neck and shoulder, leaving them only to each other and sleep.

A/N: I hope you enjoyed! Just so you know, I made the time lapses and location ambiguous so that you could adjust it to your own head canon because I know how everyone has different ideas about that. But I hope it was okay? Please let me know in a review because I'm super nervous (but also embarrassed and excited - don't forget about that!) and I would like to know how I did with all the sexy times because...yeah.

Please review! Or favorite! Or follow! Or not! Thanks for your time :)

~Jess

Disclaimer: I do not own Harry Potter or James and Lily. It's pretty upsetting.

And special thanks to Ramita (deceptive-serenade) and Sarah (lizardcookie) for their help and suggestions when I forced Sarah to read the first two scenes and Ramita to read all of it! And thanks to Bree (jamespotterthefirst) for her encouragement!