A/N (07/03/08): I've revamped the entire story, correcting the grammar and storyline. I've also added 5 new chapters. Feedback would be brilliant as always.

Chapter 2 - Changes

Three girls were sat in a compartment. Two of the girls were avidly listening to what the first girl was saying. The first girl had vivid red hair, complimenting her pale skin. Her face was soft, and set off her brilliant green eyes perfectly. Her small, curvy figure was hidden, but noticeable under the clothing.

The second girl, Michelle, had long, wavy, blonde hair that draped gently along the sides of her naturally beautiful face. Her eyes were light blue, and sparkled whilst she smiled. The third girl, Emma, was again good looking girl, with chocolaty brown eyes covered by small rectangular wire framed glasses. Her dark brown hair was tied up, giving an almost professional look to her.

"…and then Remus pulled him out of the compartment" finished Lily. She had just recounted the story of her recent encounter to her friends, "I just can't believe Black. Exploding like that at me. I've a good mind to report him to McGonagall when we arrive. He was bang out of order."

"From my point of view, Lily, it's you who was out of order. The way you exploded at Potter for apparently no reason, wasn't very nice by all accounts. Did he actually say anything to you?" reasoned Emma.

"Well, um, not really. He just said 'I'm Head Boy'" Lily breathed "And 'you're right'".

Lily thought about the events that had just occurred; James had acted completely out of character. He had barely made eye contact with her; he hadn't spoken to her inappropriately or said anything that Lily could remotely take anything from other than sincerity.

"Sirius was right!" Lily complained after thinking over her actions, "I was really out of line. I'm such a horrible person!"

"No, you're not a horrible person" sympathised Michelle "You just made a mistake."

"Yeah, but it was a horrible mistake" responded Lily. Neither of the two girls argued with that statement. Michelle simply reached over and patted Lily's hand.

Remus and Sirius found James, slumped in the corner of the Marauder's compartment, staring blankly out the window. Peter looked up at their friends in confusion, asking the question without speaking the words. Sirius just shook his head in response to Peter's questioning look. Remus laid a sympathetic hand on James' shoulder before sitting down opposite him.

"I've had an idea for the map" said Sirius next to James. Remus and Peter both looked interested immediately; James simply continued staring out the window, "I think we should make a written introduction to it or something." The three traded thoughts and theories about their new idea, for the next hour, whilst James had now dozed off leant against the window.

A light knocking sounded on their door, prompting Sirius to stand up quickly, but just as quickly Remus stood up and ushered Sirius back to his seat. With the curtain drawn on the corridor windows, they were uncertain as to who was outside the door, but Remus was sure he had a pretty good idea. As he opened the door slightly to peer outside, his suspicion was realised as the redheaded Lily Evans was waiting outside. With a quick glace back to his pals, he opened the door a little more, and slid through into the corridor.

"Remus, I need to speak to James" Lily pleaded.

"I'm sorry Lily, he's asleep" Remus replied "and personally I don't think this would be a good time for you to speak to him."

"Remus, he needs to know I'm sorry"

"I know he does, but nows a bad time, Lily. It's a bad time for James and us in general ok, Lily" said Remus.

"What do you mean? Why is it a bad time?" Lily asked confused.

She could possibly understand one of them having a bad time, but for some reason she could never understand how they dealt with everything as a group. Could they really be that close, she wondered?

"Listen, I'll be honest, ever since first year James has liked you" Remus explained. "He likes so much he was willing to change for you; you may or may not have noticed it towards the end of last year, but he became a lot more serious in everything he did, and we didn't pull half as many pranks. He was trying to show you what he could be, what you wanted to see."

"Well, I kind of noticed a difference in him, but I kind of thought" Lily trailed off

"- you thought he was pretending, you were waiting for him to get back to normal" Remus said, reading her thoughts almost perfectly. "Well, something happened this summer, that's meant James has had to grow up a lot, and made him put a lot of things into perspective."

"Well-"

"No Lily, I don't think you fully understand" interrupted Remus, "James loves you; and I know how you say you feel about him, but you're wrong. It's just you choose to only see the side of James you know. If you gave him a chance for once, you'd see how unselfish, loyal and caring he really is."

"James Potter? Caring?" Lily snorted

"Yes Lily. James Potter. Caring" replied Remus, deadly serious, "The same James Potter who took Sirius in when he ran away from his parents."

Lily looked shocked. It was common knowledge that Sirius had 'disgraced the Noble House of Black' just as his cousins had claimed many times at Hogwarts, and that he never got on with his parent's due to their pureblood fanatical views, but she never knew it to be bad enough for him to leave home.

"The same James Potter who kept us together in fifth year when Sirius and I fell out" continued Remus. Lily knew he was referring to the time the Marauder's seemed to have fallen out and weren't on speaking terms. The whole school seemed to be affected by it; everyone seemed less happy and bright whilst they weren't joking around.

"James is everything you could ask for in a friend and more and if you took the time to get to know him, you may just realise how great of a person he really is. But now, I just don't know how he'll react. He's tried so hard for you, and you ground him down every time. I just don't know what he'll do."

"Oh" Lily's reply was weak and sounded defeated. "I guess I'll head back then."

"See you Lily" responded Remus and turned back into the compartment.