Lily had spent the rest of the day with Lance. They walked down to the shrieking shack together, they didn't have very much to talk about but the time spent together wasn't awkward. In fact Lily quite enjoyed herself. It was nice to receive a little attention from someone other than James.

At first Lances friends were angry with him for ditching their game of Frisbee but when they realized that he was with Lily Evans, The Lily Evans their anger quickly faded away and was replaced by awe and speculation. "I'm not so sure that is a good idea." Brad said. No one messed with the marauders, that is if they didn't want to be the object of terrible pranks day in and day out and that is exactly what Lance was doing by going out with Lily. Lance knew the chance he was taking but he figured it might just be worth it. He wasn't afraid of James, he had beaten him in quitich last year and he wouldn't let a Gryffindor intimidate him away from a girl as beautiful as Lily. Besides it wasn't like he asked her. It would have been rude of him to say no to her.

When Lily and Lance began to walk back towards the school they passed the three broom sticks just as the Marauders and the girls were walking out. When Sirius saw them together his mouth dropped. What does that guy think he is doing, he knows Lily is off limits he thought. All James could see was the big smile onto Lily's face, she was happy. Happier that James had seen her in a long time. "This means war!" Sirius said almost loud enough for even Lily and Lance to hear.

"Oh, no! you cant blame him. He didn't even ask her." Alice said

"It doesn't matter. She is off limits!" Sirius said looking over at James. "Right?"

"No." James said to everyone's surprise. Everyone looked at him shocked. "What?" Sirius said.

"Look at her. She is so happy. The last thing I want to do it ruin that for her." He sighed quietly.

The girls looked at him then looked at each other feeling exceedingly guilty.

"James that is the sweetest thing!" Alice said. James shrugged then walked away.

"Well, that's boring." Sirius said.

______

Lily was dressed in an emerald green, low cut dress that fit her perfectly. Of course she always wore green on special occasions, it was her favorite color and it looked so stunning on her. She wore her hair up in a bun with a few strands that hung down framing her face.

"You look hot!" Marry said.

"Eh, its nothing." Lily said but she had a big grin on her face. Marry was wearing a purple tight fitting dress and Alice light blue flowing dress. They all looked great.

They walked down to the common room where Sirius, James, Lupin and Peter were waiting.

"You look beautiful." Sirius said. "You all do."

"I've got to go find my date, I will see you guys there" Alice said.

"Oh, who are you going with?" Lupin asked.

"Frank Longbottom." She said with a huge grin then walked out of the portrait hole.

"James." Lily said as she approached the him.

"Hello, Lily. You look absolutely amazing by the way. Not that that is surprising, you always look beautiful." He said sincerely, which surprised Lily and for the first time ever James Potter made her blush.

"Thank you. You don't look too bad yourself. But I should go find my date as well. I told him I would meet him outside the Great Hall."

"We can go with you, we have no more reason to wait here." Lupin said.

"Well, I have to wait for Angela. But you guys go ahead" Peter said.

"That's right I forgot you had a date, Wormtail." Sirius said. Peter smiled proudly.

____

They all walked down together but James' eyes never left Lily. As they were walking down the stairs Lily tripped and nearly fell but James' arms quickly caught her around her stomach. For a brief second James arms were wrapped around Lily, she looked into his eyes and felt something he hadn't ever felt around him: butterflies. She said thanks quickly then continued walking determined not to look at him… or to trip again. He smiled.

When they finally made it to the great hall Lily was relieved to see Lance. He looked very handsome in his dress robes. When he saw her his jaw dropped. Yep, this is definitely worth it. He thought.

James didn't like the look Lance had on his face. He was looking at her like she was a piece of meat or so James thought. he better respect her or he'll have hell to pay. He thought to himself.

They all walked into the great hall and James lost Lily in the crowd of people. He was looking around when Lupin grabbed his arm. "Come one, mate. Leave her be for a bit."

James decided to let loose a little and have some fun instead of worrying about Lily. He danced with a few girls here and there and talked to some of his Quitich buddies. Once or twice he spotted Lily, she looked like she was having a good time. He was worried that she might have too much fun with that git. He wanted her to be happy, but he didn't want Lance, or anyone else for that matter, to be the one making her happy. Still he wouldn't let himself ruin it for her.

After a while he caught Lily looking at him while he was dancing with a seventh year raven claw. He was surprised, but she looked away as soon as he noticed her. I wonder that that was about. he thought. James was content, he was having a bit of fun but was still preoccupied with Lily.

Lily on the other hand was having a splendid time. Lance was a gentleman. He wasn't the greatest dancer but that didn't really matter. She did notice, however that James was a great dancer. She caught herself looking at him dancing with romilda, a pretty raven claw girl. Unfortunately both James and Lance caught her looking too. Lance didn't look very happy at this. He seemed to become defensive suddenly. "You know I beat him to the snitch in last years quitich game. It was for the house cup and everything." He said to her.

"Well, that's cool." She said, not all that interested.

"Yeah, and we play again next weekend. I bet I will beat him again." He said "Gryffindor's quitich team sucks." he added unnecessarily.

"Um, you know I'm a Gryffindor, right?" She said angrily.

"Oh, yea. I know. Its just I don't like him. What a git, with his stupid messed up hair and everything. I heard his mom is fat and his dad is a rich snob who buys everything for him. He isn't even that good at quitich. And his friend are complete idiots."

Then, Lily found herself doing something else she had never done before, something that shocked even her: She stood up for James Potter.

"Excuse me? You're the Git, calling his mom fat. You don't know anything about him or his family and I just happen to be one of his idiot friends, thank you very much!"

She practically yelled at him. She started to walk away but then turned back around and said " And by the way James is better than you at quitich any day! We all know you were just put on the team as a last resort when Lee graduated!"

Lance was left standing there in the middle of the dance floor shocked and alone. James only noticed something was wrong when he saw Alice staring towards the dance floor, James looked and saw Lance walking away alone. But where was Lily? He looked around and saw her walking out of the great hall too quickly for everything to be normal. Something was wrong. James abruptly left his dance partner without a word and followed her. If that git did something to upset her…

He walked out of the great hall to see her sitting alone on the steps. He decided to get a drink for her before going to see what was wrong. He walked out slowly with two drinks in his hands. Lily looked as if she were ready to cry. It took a lot of strength not to freak out and demand to know what Lance had done to upset her then turn back around and pommel the guy into little bits. But James kept his composure, comforting Lily was more important than getting back and that git… at least for now.

He walked over and sat next to her. She looked up at him with smiled a weak smile. "Nice night, huh." She said as he handed her one of the drinks. "Thanks" She said.

"Eh, it could have been better."

"Heh, yes it certainly could have. I guess your wondering why I'm out here?"

"Well, yes of course I'm curious. But you don't have to tell me."

She took a few minutes and told him about their argument. James looked at her stunned that she had stood up for him like that. Lily looked at his stunned face and said "what" rather self consciously.

"Did you really tell him you were one of my friends?" he asked.

"well, yeah. Is there something wrong with that."

"No, not at all. I just didn't think you considered me a friend, that's all." Lily smiled. " Yeah, I guess in some bizarre way you are my friend. When your not hitting on me anyway. That gets kind of annoying by the way."

"Yeah." he said, not knowing what else to say.

" I was surprised you didn't ask me to the dance today."

"Were you disappointed?" he asked hopefully, although he already knew the answer.

"No. I just expected you to. This is the first Valentines day I have gone without you asking me out since I started here at Hogwarts."

"Well, the day isn't over yet." He said and Lily smiled, amused.

"I was also surprised you didn't freak out when you found out I was going with Lance."

"Well, honestly I was freaking out on the inside. But you looked so happy… I didn't want to ruin that. Of course he would find a way to ruin it himself. Idiot."

"Hey, be nice." she said.

"What? its true. He had a chance to be with you and he let his immature jealousy get in the way. That makes him the biggest idiot in existence. Being with you would have been the ultimate way of beating me. Beating me to the one thing I want the most, but can never have." Lily didn't know what to say. What he was saying was incredibly sweet, but also made things a bit awkward.

"hey, thanks for standing up for me by the way. You didn't have to you know." He said when she didn't say anything.

" I know, half of the things he said were true. But it was the way he said them, and the stuff about your parents and friends… he just went too far."

" do you think my hair is stupid?" he asked.

Lily laughed. "The way your always running your fingers threw it to mess it up even more. It is so typical James. Yes, I think it is stupid sometimes. But don't be too self conscious. Every other girl in the school thinks its super cool." She said with a smile.

" but I don't care about every other girl." he said seriously.

A part of Lily wanted to tell him that she still thought he was attractive, even with his stupid hair because she knew she was bringing down his self esteem but her pride wouldn't let her do it. It was hard enough to admit it to herself.

"hey, you want to go back up to the common room with me? I don't want to go back to the dance." Lily said.

" Yeah, id like that."

They walked slowly across the castle. James asked "Do you think we can really be friends now? Cause that would mean a lot to me"

Lily thought for a minute then said. "Yes. But you will have to promise to cut back on hitting on me, and asking me out."

"Hmm, does that include calling you sweet cheeks, and love, and beautiful and muffin? "

"Sweet cheeks and muffin: yes! But I supposed I can handle love and beautiful occasionally. It is nice to be flattered every once in a while."

"hmm, you drive a tough bargain. I suppose I can handle that…. Besides you didn't say I could never ask you out. Just cut it back… to what like once a day instead of three? " He said with a huge grin. Something about that smile made Lily's stomach drop. She couldn't help but smile in return.

"Okay, just kidding. How about once a week?"

"How about never?"

"No way. You already agreed to just 'cutting it back a little.'"

"You are so difficult James Potter!"

" A true friend would love me the way I am!" he said and started laughing.

"If I'm not a true friend, then I must be in it for something... hm"

"Yup, you just want me for my Body." He said while trying to talk and walk Sexy.

"Oh, god!" She said with a laugh.