Disclaimer: I do not own Harry Potter; that right belongs to the all so wonderful J.K. Rowling! However, I do own Professor Tortoyla and Olivia Endenton.

Enjoy!

"So, what do you think of him?"

"Erm…he's ok."

"Oh Lily! Come on, what do you really think?" Lily Evans blushed and tucked a loose strand of red hair behind her ear.

"Let's go, Olivia, we'll be late." Olivia Endenton glanced at her watch.

"Oh pooh on you, Lily, we have three minutes! Go talk to him!" She pushed Lily towards him and, laughing, she turned away and shook her head.

"Not today, Olivia. Now, come on, we're going to be late!" With a sigh, Olivia allowed her best friend to drag her down the hallways of Hogwarts to the dungeons, where they were to have their first class of their 7th year, Potions. They entered the classroom and the familiar smell of chemicals and other things better unnamed caught Lily's attention. She wrinkled her nose and took a seat in the third row. Olivia slumped into the seat next to her only to jump up again as the classroom door suddenly banged shut. She let out a little cry of surprise but immediately stifled it as Professor Tortoyla, the substitute potions teacher, bore down on her.

"And why, Miss Endenton would you feel the need to scream in my classroom?" the woman asked, her hooked nose, covered in warts, barely a hairs breadth away from Olivia's face. Lily saw Olivia's dark eyes widen behind her thick rimmed glasses.

"Excuse me, Professor, but I was just-"

"There shall be no excuses, Miss Endenton, now, that will be 5 points from Gryffindor."

The door banged shut once again and the whole class turned around. Lily groaned inwardly, dreading to look back, because she knew exactly who'd be standing there.

"Come on, James! Sirius!" Remus yelled, doubling back and grabbing his best friends by the wrist and dragging them away from the window. "We're going to be late!" James glanced down at his watch.

"We're already late, Remus, it doesn't matter."

"No, we're not, we have five more-" The bell rang and a hush fell over the castle.

"Yes!" James cried triumphantly, breaking the silence and looking proudly at his watch. "Right on time!"

"Argh! Come on you two! We don't have time for this!" Angrily, Remus stomped off down the hallway, half dragging the other two behind him.

"Calm yourself, Remus, calm yourself. We don't want you to turn into a werewolf quite so early. It's only our first day back!" Remus glared at his friend as they came in sight of the classroom door at the end of the corridor.

"You're lucky I'm not, because both of you would've lost your heads by now!" Sirius laughed.

"And that would be such a pity, wouldn't it?" James asked, ruffling his hair with the back of his hand so it looked as if he'd just gotten off his broomstick.

"Stop that, will you?" Remus asked.

"Why?"

"It makes you look, well…perverted…obsessed with how you look."

"And why shouldn't I be?" James asked.

"Yeah," Sirius joined in, "why shouldn't he be? He's gotta impress Lily!" James shot a death glare at Sirius.

"Oh yes," Remus murmured, "and you're going to do just that by being late to class." He opened the door to Potions class and let it slam shut behind them. James quickly glanced around the room and immediately spotted Lily, sitting next to Olivia. She, unlike the rest of the class, had not turned around just yet to look at them; James wished she would.

"Well, well, well, what do we have here?" Professor Tortoyla asked, coming over to stand in front of them, her hooked nose quivering with indignation; the warts were glowing a bright, pink hue. Sirius could hardly suppress a smirk, and James let out a snort.

"And what exactly do you two think is so funny?"

"Erm, nothing Professor," Sirius replied, trying to hide his grin.

"Nothing, nothing at all," James answered, glancing at Lily again who had, by this time, turned around; her eyes were emitting hateful sparks at him, as usual.

"Well then," Professor Tortoyla said, bearing down on him and Sirius. She seemed to have forgotten about Remus who stood off to the side, looking like a guilty child. "If that's all settled, it'll be 10 points from Gryffindor from each of you." She glanced slightly at Remus, who nodded, ashamed. "Now, take your seats."

James sighed, and sat down heavily in a desk in the back of the classroom; Sirius and Remus moved to join him.

"No, not there," Professor Tortoyla said, annoyed. "You, Black, sit there." She pointed to a desk in the front row of the classroom. "You, Lupin, may stay where you are. And you, Potter, can sit there. Olivia, you move and sit next to Remus." James could hardly believe his luck…he got to sit right next to Lily! Could the day get any better?

"Those will be your seats for the rest of the week. Now, move!" James obediently gathered up his books and sauntered over to Lily, waiting impatiently as Olivia gathered up her supplies and moved to go sit next to Remus. He sat down, a wide smirk on his face. Lily glared at him as if he were evolving into a piece of poo; she immediately raised her hand.

"Yes, Miss Evans?"

"Please, Professor, may I…uh….move somewhere else?" Lily glanced at James.

"Why no, Miss Evans, as you can see, there are no other empty seats!" Professor Tortoyla replied.

"What about that one?" Lily asked, pointing at a desk situated in the very back corner of the classroom.

"Absolutely not," the professor replied. "That desk is hardly suitable for a student like yourself. Now, please, stop wasting my time." Lily opened her mouth to say something more, but the professor cut her off with a curt shake of her head. Looking like she was doomed to the gallows she turned her head and glared menacingly at James.

"You pig!" she murmured. "I'll get you for this!"

"Sure you will," James muttered. "I dare say, I'm going to look forward to Potions more and more now." He smiled at her.

"POTTER!" Professor Tortoyla bellowed from the front of the room. "Detention for the rest of the week!" She turned away to yell at Sirius who was tapping his foot on the ground, and James turned to glance again at Lily who had her head in her hands. She looked up as soon as the professor began talking, but James could tell she was deliberately not turning her head to the right, so she wouldn't have to look at him. Detention for the rest of the week…oh well, James didn't care. He was fine now…perfectly fine. She was so pretty, Lily...with her long red hair…her bright green eyes…they sparkled all the time…except when she looked at him.

"Potter! Get out your ingredients now!" Tortoyla yelled across the room at him. Sighing, he looked up at the chalkboard and pulled out the ingredients necessary to make the day's potion…a Blood Replenishing Potion. He glanced at Lily who was busy chopping up rats' tails. He purposely dropped his measuring cup on the ground and bent down to pick it up, and in doing so, leaned in and whispered,

"Will you go out with me?" Lily turned to face him and James found himself staring straight into her bright green eyes, which were so bright, he felt blinded for a moment.

"You wish," she hissed at him. She looked away and James leaned back in his seat, completely taken aback. Of course, he'd known she's say no, but not like that. So she really did hate him…well, he was just going to have to change that.

A/N: So here's the first chapter of my first fic! I'm having a lot of fun writing this…please please please review! Oh and just to let you know, this title is temporary…I don't quite like it…so as I get further into my story, I'll change it.

elise