Disclaimer: Lily and the Marauders and all the magical related stuff doesn't belong to me. Any characters you don't recognize from the HP books are mine.

Chapter 1

Lily Evans kissed her parents good-bye and gave a sneering look to her sister, Petunia. She loved her parents dearly and they supported her and were so proud of her being excepted into Hogwarts six years ago. Lily and Petunia once had a sisterly relationship but since Lily attended the "freak school" as Petunia called it their relationship changed dramatically. Lily learned to ignore Petunia's rude comments.

With her good-byes complete, Lily confidently went at a fast speed towards the barrier between Platforms 9 and 10. She went through the barrier without being noticed by any muggles. On the other side she met one of her two best friends, Andi.

"Andi!!" Lily squealed.

"Lily!!" Andy squealed back in the same high pitched voice.

"Lily, Andi!! squealed yet another girl from behind them.

Lily gasped and pulled Remi into a hug with her and Andi. She hadn't seen her two best friends since they had a sleepover at Andi's in the middle of the summer. They had a lot of catching up to do. They headed towards the Hogwarts Express to try to find an empty compartment.

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Andi Adams had long layered blonde hair that reached her elbows. She had a golden tan from being at the beach the last two weeks of summer break. She had beautiful light blue eyes and an amazingly white smile. She was about 5'8" and very slender.

Remi Sands was the exact opposite of AndI. She had short, light brown, curly hair that was shoulder length. Her skin was naturally a tan shade that stayed all year round unlike Andy's. Her eyes were a brown color with flecks of gold. Remi was 5'4" and had a curvy figure.

Lily Evans had long silky smooth red hair that reached the middle of her back. She had very pale skin that brought out her hair color even more. She had captivating emerald eyes and was an average 5'6". She was very thin with a very curvy figure.

They were the three most attractive girls at Hogwarts, but the hardest to get. All the guys had their eyes on them since their fourth year when they started to get their "womanly features." A lot of them gave up sometime through fifth year after be turned down repeatedly. There was one group though who would never give up.

They were called the Marauders. The group had four boys in it three of them were wanted by almost every girl in school.

James Potter was one of the Marauders. He had black hair that went every which way on his head giving it a messy look. He had stunning hazel eyes that were half hidden behind his wire-framed glasses. He had a very muscular build and was about 6'0".

James best friend and fellow Marauder was Sirius Black. He had long black hair that gave him a mysterious appearance. He had shocking blue eyes and had a very toned body and was about the same height as James.

The third heartthrob was Remus Lupin. He had sandy brown hair and was also muscular and about 5'9".

The last Marauder was Peter Pettigrew. He was very pudgy and had squinty, watery eyes. He was only about 5'5". He was never really noticed by the girls like the others. He was only considered a follower of the Marauders.

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After awhile Lily, Andi, and Remi finally found an empty compartment towards the very back. In fact it was the very last one. They all slid in and let out an exhausting sigh.

For a little the three talked about how they couldn't believe it was their sixth year already They were all so excited. Lily suddenly remembered she had something important to tell them and was about to start telling Remi and Andi but, was interrupted by the opening of their compartment door.

"Salutations my fine, fine ladies!" All three girls groaned at the sight of the four Marauders and the exclamation of Sirius.

"Well I can tell by your expressions that your all so excited to see us again." James said sarcastically looking towards Lily.

Lily noticed and quickly turned away from him. Sirius instructed Remi to squeeze a cheek and sat between her and Andi. He casually draped his arm over Andi's shoulder and she gave him a stern look but didn't remove it. Remus had politely asked Remi if he could sit on the other side of her and she grinned and gave him space.

This left Lily on the other side next to the window. Peter was about to sit down next to Lily but was pushed back roughly by James so that James was next to Lily. Then Peter took the last spot open next to James.

James noticed Lily looked down and just wanted to hug her and make her happy. He knew better though, this year he wanted to show her that he could be mature and that he wasn't a jerk who just wanted her for a snog. He had noticed her beauty in third year long before most of the guys in school. James didn't just like her for her beauty though he liked that fact that she had brains and that she didn't hop from one guy to another like most girls.

The train ride went on very slowly with Lily silent, James thinking, Sirius flirting, Andi slightly flirting back, Remus charming Remi, Remi smiling obsessively, and Peter snoring.

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At the opening feast Lily sat at the Gryffindor table with Remi, Andi, and the Marauders. While the first years were being sorted she was staring at her silverware thinking.

'Ok this is probably going to be hard for people to accept the change. It'll probably be hard for me to keep it up considering I'm best known for my fiery temper. But I can do this and I will do this for her.'

Lily snapped out of her thoughts when she heard her cousin, Kyle Evans's name called. She was so happy when she heard the old hat call out Gryffindor. All the Gryffindors cheered and Lily jumped up to congratulate him.

"Kyle!! I'm so glad you're a Gryffindor we are going to get so much closer… Aww I love you .. Your so cute.."

"Ok Lily!" Kyle interrupted with a little chuckle at how Lily greeted him.

"Come sit, Come sit." Lily said enthusiastically

Lily hadn't seen her cousin since he was five years old. Now his dirty blonde hair had turned a light brown and he was much taller. She talked to him all through the feast and then talked to him the whole way to the common room.

They got their new password 'Hippogriff' and piled into the common room. Lily wanted to go straight to her room and get settled so she gave Kyle a quick kiss on the cheek and said good-night.

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James watched Lily from across the room. He watched her kiss a first year boy. He knew it was her cousin but he couldn't help but be jealous of the kiss he got.

"Prongs old buddy you alright? You look like your off in La La Land." Sirius said giving James a hard pat on the back.

Remus chuckled and followed James gaze and said "More like Lily Land!"

"Shut up." James said giving both Remus and Sirius a shove.

He decided to go to his room and get himself settled in.

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"So Lil what was it you wanted to tell us on the train before you were interrupted by the trouble makers." Andi said with a giggle.

"Oh yeah, I forgot about that after all the excitement of seeing Kyle…"

"Aww your cousin is the cutest kid I swear he's going to the best looking kid when he gets older…" Remi said interrupting Lily.

"Excuse me." Lily said with a fake annoyed look on her face. "This is the second time I've been interrupted when trying to tell you this. Maybe I'm just not supposed to tell you." Lily said and stuck he nose in the air in a snobbish way.

"NO!!" Remi and Andi screamed together. "Tell us, tell us!"

Lily let out a giggle "Alright, alright don't wet yourselves. Well you know how I spent the summer at my grandmothers." The other two girls nodded. "Well we had such a good time together, but um.."

Lily let a tear slide down her cheek followed by a few others. Andi and Remi quickly pulled her into a hug and she let herself cry, soaking their shirts with her tears. Once she calmed down and only a few tears were on her cheek she decided to go on.

"Like I was saying, I um had a great time with her" She again paused to let in a deep breath. "But she, she passed away the last day I was with her."

Andi and Remi gave Lily a sympathetic look and another hug.

"She was the sweetest person I knew and the way she lived her life just well, inspired me. She was so nice to everyone it made me want to be just like her. So I know this is going to be hard and seem pretty impossible considering my temper and all… but I want to change to be just like her. I want to be the nice person that everyone can count on for an encouraging word. She's counting on me to take her place and be that person."

"Oh Lil, you don't have to take your grandmother's role of being nice to everyone. I'm also sure she wasn't nice to everyone. Your putting too much on yourself to have the goal to be nice to everyone and have every word out your mouth be positive. Your perfectly fine as you are." Andi said to Lily with a caring smile.

"True, but I do want to improve my attitude to some people."

"Like James?" Remi said with a mischievous smile.

"Oh gosh, I don't think I could ever be nice to him." Lily furrowed her brow in thought. "I guess I could try"

Andi had a huge smile on her face. "I can't wait to see James's face when he sees Lily being nice to him. He'll probably faint right on the spot."

Andi and Remi laughed about the thought for an extremely long time. Lily got fed up and rolled her eyes and started a pillow fight with the other two. They giggled and pretend wrestled with each other for an hour or two until they were to worn out to move.

They settled down and went into their own beds. Lily couldn't help but think how great it was to be back in her soft bed. After sleeping on a stiff as a board bed in her grandmother's guestroom. That thought made her think about her grandmother again and she ended up crying herself to sleep.

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The next morning Lily woke up early and decided to go down to the common room and read. A few minutes later she heard a pair of feet on the boys staircase and looked up to see Sirius walking groggily down the stairs. Lily rolled her eyes then reminded herself to be civil to him.

"Hey Lily Bob, what are you doing up? I thought I was the only weirdo who would get up so early." Sirius said with a yawn.

"Lily Bob? What kind of name is that? And you are the only weirdo who would get up so early. I'm not a weirdo I just came down here to read."

"It's your new nickname don't you just love it?" Sirius said in a perky girly voice "And as much as you deny it, you will still always be a weirdo."

Lily couldn't help but let out a little giggle. She never gave Sirius a chance to really talk to her and she was surprised at how funny and nice he was.

Sirius had a shocked face on. "Wow I don't think I ever saw you laugh at one of my oh so witty jokes. Lily have you been bit by the happy bug??"

Lily paused to think how to respond, "No, I just… well I guess I changed my attitude a little."

"Well I think I like it! You should get that hot friend of yours, Andi to get talking to me. Man, she's a fox…" Sirius babbled on and on about AndI which caused Lily to laugh loudly.

Lily's laugh woke someone up in the boy's dorm . Lily stopped laughing abruptly when she heard someone walking down the stairs afraid she was going to get yelled at by a grumpy boy. Sirius noticed how she stopped so quickly and followed her gaze to the boys stairs.

Two boy appeared at the bottom of the stairs looking very tired just like Sirius had looked like when he came down. It was Remus and James.

James didn't notice Lily at first and lazily said something to Sirius across the room, " Oy Padfoot must you meet your girls at weird times of the night. You don't got to hide her either, its not like we didn't hear her she laughs like a hyena…"

Remus gave a chuckle and Sirius made a gesture with his hand near his neck instructing James to cut it before he said more rude things about Lily.

Lily cleared her throat and Remus and James whipped there heads in her direction. James started to get red in the cheeks at the sight of Lily.

"Oh…. Lily.. I uh.. Um I didn't mean it… you… you have a wonderful laugh .. I was just ratting on Sirius.." James stuttered.

Lily couldn't help but giggle at James's apology he looked so cute.

'Whoa, whoa cute Lily? You said you had to be nice to him not compliment him' Lily thought.

James gave Lily his trademark lopsided grin and he was still a little red in the cheeks. "So your not mad? And your not going to storm out of the room pissed?"

"She's a changed women my man she had an attitude change, so she tells me that is. Only time will tell if that's good." Lily whacked Sirius on the back of the head for his last comment

"Well I can see there's still some of the old Lily there." Remus said with a grin.

James went into thought 'Wow Lily changed her attitude?? I wonder why she's being nice to us she despised us last year. This can't be possible but I can still hope its true though. Now maybe she'll give me a chance to get to know her. Then maybe she'll have the same feelings for me as I have for her…"

Sirius punched James in the arm "You alright man you have this strange gay look on your face"

James shook it off and looked around for Lily "Where'd Lily go?"

"Oh, you mean Lily Bob. She went to take a shower weren't you paying attention? Oh I know you were thinking of your love again." Sirius said putting his hands over his heart and tilting his head to the side.

James gave him a glare then headed up to the boys' dorm for a shower.

'Of course I was thinking of her'

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Later Lily went down to breakfast with Andi and Remi. On the way there she briefly told them about her chat with three of the Marauders.

"No way, I missed it! AndI said with a disappointed look. "I told you we had to be there to see James' expression. But anyway how did he react?"

"Well he was all flustered and stuttering because he made fun of my laugh not knowing it was me and it was so cuu… I mean strange." Remi and Andi gave Lily a questionable look from her quick correction.

"What?" Lily said annoyed.

"Nothing, um lets just get to breakfast I'm starving." Remi said rubbing her stomach.

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After breakfast Lily got her schedule and first she had Transfiguration with McGonagall. So she walked with AndI to class. Remi told them to go ahead because she was still hungry.

Lily and AndI sat next to each other in the back corner saving a seat for Remi.

Five minutes into class Remi walked in chatting with the Marauders, but mostly Remus.

"Your late, sit down." McGonagall said coldly.

McGonagall never took points for being late because it was usually her house, the Gryffindors, who were late.

Remi took the seat on the other side Andi, which disappointed Sirius a bit. So he decided to take the seat next to Lily, but was shoved back before he could sit down and James took the seat, which made him even more annoyed. So he went to sit next to Remi and of course Remus was there so he went to sit next to Remus and ended up sitting on Peter who had beat him to it. So Sirius grunted and sat in the only empty seat in the room in the front row right in front of the teacher.

At the end of class Sirius gave each of the Marauders a hard smack upside their heads for putting him through the torture of sitting in the front.

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All seven of them had every class together.

Now they were at dinner. Lily sat next to Sirius and Remi on the one side of the table and on the other side was Remus, James, Peter, and Andi. Though the two groups were sitting intermingled they didn't really talk to the people from the other group.

"So Moony tonight right?" Sirius asked Remus who looked a bit embarrassed.

Andi looked at Sirius questionably. He gave a her a wink. "Hey doll face, I noticed you didn't eat all your peas."

Andi rolled her eyes at him and went back to her conversation with Lily and Remi.

'Well I assume it's going to be hard to crack her shell. Why am I trying so hard for her anyway? There's lots of girls in this room right now who are dying to get a wink from me. Well whatever I got to stop this thinking thing I probably have that gay look on my face like James did earlier. Eww gross!'

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After dinner Lily and her friends went back to the common room and the Marauders sort of disappeared. Lily, Remi, and Andi talked for a while relaxing on the couches. Around ten Lily had fallen asleep on the sofa so Remi and Andi decided to leave her be and went upstairs to get some sleep.

Around one the next morning Sirius, Peter, and James stumbled into the common room. Sirius and Peter went straight up to bed but James wasn't really tired so he decided to just warm up in front of the fire.

He was about to sit down in a chair when he saw someone lying on the couch. He walked over to a sleeping Lily. He pulled her arm out from under her head and replaced it with a pillow as gently as he could so he wouldn't wake her.

James couldn't take himself away from her so he sat in a chair next to her and watched her until he drifted off to sleep.

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A/N: Well that's Chapter 1. Not very long but I wanted to get this story out to see what people think. I'm pretty much making it up as I go so give me suggestions. Oh and of course, REVIEW!!