A/N: Ok, here's a new chapter for you guys, sorry it took me a while, but I did tell you I'd be much busier once I got back to school. Be glad your seeing this before the middle of the month.


James sprinted through the halls, not bothering to look for any students or professors that may have been patrolling despite the fact that it was considerably later than curfew and he didn't have his invisibility cloak on him. He ran as if his life depended on it. His trainers slid as he turned corners at a breakneck pace and as he neared the portrait of the Fat Lady, he shouted the password from clear down the hall just so he wouldn't have to stop running as she opened. He leaped through the opening in fine style and saw her climbing the last few steps up towards her room.

"Lily!" He shouted at her, barely registering the fact that it was two in the morning and the common room was empty precisely because nearly everyone in the tower was asleep.

She spun around, startled, and seeing his haste raced back down the stairs even as she responded. "James. Are you ok, what's wrong? What happened?"

He came to a stop at the foot of the stairs while she stayed a step above him so that they're eyes were, for once, on the same level. He was out of panting and breathing heavily, though his mad dash throughout the castle was not the cause.

"I did it." And with those words a huge smile broke out on his face, one of the largest Lily had ever seen him with.

First she stared at him blankly, not understanding what he was saying and simply trying to process the fact that there was no danger as she had initially thought.

James could tell she was shocked and elaborated. "I made the change. I did it, Lily." He watched as a huge smile broke out over her face and her eyes lit up and became such a clear green that he couldn't look away even if he tried.

Without even saying anything Lily jumped at him, flinging her arms around his neck as he lifted her and spun her around a few times before setting her on the floor. His eyes met hers and James realized that this was the happiest he had ever been and he could think of no one else he'd rather share this moment with. Her eyes showed how proud she was of him and her grin mirrored his own happiness. He was drowning in his success and in the feel of her in his arms and right in that moment he wanted nothing more than to kiss her and become as close to her as he possibly could. As it was, her scent was driving him mad and he gave in and buried his face in the crook of her neck, drinking it in and laughing he was so happy. After a minute he pulled away and they broke apart and Lily finally spoke.

"Show me."

James knew in that moment he could never deny her anything, let alone something he was dying to share with her, so without a word he took her hand and led her from the common room.


As the slinked through the corridors, James wondered about the safest place to show Lily his secret. He knew Sirius and Peter were still in the Room of Requirement practicing, and it was far too cold to go outside in the foot of snow that still covered the grounds without a cloak on. As they moved along the seventh floor corridor he thought about ducking into an empty classroom, and realized the closest one was the old Arithmancy room on the floor below that no one used anymore. Quickly they made their way down the staircase at the end of the hall, jumping off just before it began to move, and slipped inside.

James dropped her hand once the door was closed and moved towards the front of the room, where there was a large open area in front of the board. He set his wand down on the table and took a deep breath before looking at Lily.

"Ready?"

Lily nodded, realizing as she watched him close his eyes and take a breath deeply that she didn't even know what he had turned into. He had told her about it earlier in the year, but had said he wouldn't tell her what he turned into, since he didn't want to jinx it. She had laughingly accepted his answer and not pressed him, but she realized now that she was holding her breath and her heart was beating quickly. And then, all of a sudden, so quick that if she had blinked she'd have missed it, James was no longer there. Instead there was a large stag.

Even in the dim light she could see that its fur was a dark reddish brown and it's eyes were striking and brightly colored. At first, it held it's head erect, its pose majestic and the antlers, though not extremely large, were intimidating. Lily stood there in shock and after a second the stag dropped it's head, looking at the floor. The gesture reminded Lily so much of James when he found himself in an awkward situation, glancing at the floor and running his hand through his hair that she chuckled. The stag looked back at her and took a tentative step forward. When Lily didn't move, still smiling, it came closer and as it did Lily realized that it wasn't quite as big or as intimidating as it initially seemed. As it stopped only two feet in front of her she realized that the stag's head was about as high as her chin, and that only the foot or so of antlers made it seem so much taller.

Lily watched her hand as she slowly raised it before laying it on the stag's neck, and then gently let her hand run across the fur. She was surprised it was so soft and turned to look into its eyes, ready to comment about it to James when she was stopped speechless. The reason that the eyes had looked so bright she realized, is because they were. Rather than having dark brown, nearly black eyes, as one would expect, Lily was stunned to see James' eyes staring back at her. It wasn't just the color of the eyes – the light hazel – that she recognized, but also the way in which they looked at her. After a minute she found her voice.

"James?" She saw the eyes spark at the recognition and she smiled even further. "It is you, isn't it. This is amazing."

After a few more minutes the stag stepped back, and in the blink of an eye, James was standing before her again.

Lily was pulled out of the daze she had been in and she immediately hugged him again. "Oh Merlin, I can't believe you did it. I know you've been trying for years, but I just couldn't believe it if I hadn't actually seen it with my own eyes."

James released her and laughed. "I know. I could barely believe it myself until I saw Sirius and Peter and they looked taller and they both had their mouths hanging open. It took me a few minutes to get my thoughts under control enough to change back I was so excited. In fact, I don't think any of us ever really thought we would do it. I still can't believe I did." He laughed again, full of the giddiness brought on by the success he never expected to achieve so quickly. "Now that I've done it, and Sirius knows it can be done, he's bound and determined to make the change too."

Lily laughed with him this time, and then a silence fell between them. They were both grinning like fools and Lily couldn't help the next words out of her mouth. "We should do something to celebrate!"

"Like what, Ms. Evans?"

Lily felt reckless and unstoppable, even if she wasn't riding high on her own success and felt ready for anything. She thought of an idea and knew it was possible. After all, she'd snuck out their once with them before. "Let's go to Hogsmeade!"

James laughed again, this time at her daring and her eagerness. She had never looked to break the rules like the boys did, but had never said no to an adventure when it was suggested. "Lily it's three in the morning, and tomorrow is a Hosgmeade day anyway remember? Well, technically I guess it's this morning…"

Lily made a face at his teasing and lightly hit him in the arm. "Then I insist on taking you out for a celebratory dinner tomorrow. I suppose I could take you out for celebratory drinks, but since we're not sneaking out, and that is Sirius' thing, not mine, I suppose dinner will have to do."

James smiled and said, "That sounds wonderful." Before they headed back up to the common room and to bed.


The following night, the hour of three in the morning found James Potter in his bed, on his back, awake. He had gone to sleep about two hours earlier, but had woken up for seemingly no reason at all, and now seemed unable to fall back asleep.

That day there had indeed been a Hogsmeade trip and he and Lily had gone to dinner at a small restaurant that was on the other side of Hogsmeade. He had never really been there, but Lily had known about if from someone or another and had said she was feeling adventurous and since she was the one taking him out to dinner, he should go along with it.

He was glad that they had gone there instead of the Three Broomsticks, since it had occurred to him sometime around the middle of the afternoon when he and Sirius were in Zonko's and Lily was running around with her dorm mates, that some people could get the wrong idea. I mean sure, they were best friends and shouldn't two best friends be able to grab dinner together without it being some kind of date? After all, it could just a coincidence that they were going to dinner just the two of them the day before Valentine's Day when most couples were celebrating the day in Hogsmeade. But he knew he and Lily were closer than most people understood and lots of people thought they were dating anyway. He wondered if Lily understood how their dinner could be taken by other people. Especially people that didn't really know them and didn't know she had a boyfriend and that James was just her best friend.

But then again, they'd done stuff like this before, always acted this close before, and he had never thought about it this much, it had never woken him up in the middle of the night. Why now? Why was he all of a sudden aware of this strong pull towards her. It was one he suspected he had always felt, but only just recently become so acutely aware of. Why did he feel like everyone was watching now, judging their relationship. Why couldn't he just accept they were just the best of friends as they had always been? Why had things changed?

As he stared up at the hangings above his bed he wondered these things and he remembered when he went to pick up Lily after break and had met Will. He had thought he wasn't good enough for Lily, and had even admitted to himself that he wanted to relationship to fail. But it wasn't because he loved her was it? He knew that was what Remus thought. But no. He loved Lily, there was no denying it. But not like that, he told himself. She was the best friend he'd ever had. And not like he and Sirius were friends becase he had never really had anybody who understood him the way Lily did. And that's what this was. That was why he didn't think Will was good enough, why no one was good enough. Just because he cared about Lily and loved her, didn't mean he was romantically attracted to her. He kept repeating his conclusion over and over in his head as he fell back to sleep, hoping that if he kept thinking it, he wouldn't think about how badly he had wanted to kiss her last night.


It was the second to last day of March and Lily and Remus were at breakfast. She knew James, Sirius, and Peter would be down but only with about 5 or 10 minutes to spare since they were up late last night working on getting Peter to make the change. Sirius had found a new determination to succeed since James had done it, and had made the change the first time about two weeks after James did. James had confided to Lily that Sirius was the closest to Remus out of them all and that he wished he had made the change first, since he has always tried to be there for him so much. Lily of course had understood and was glad that he had made the change. She had also found out what his animagus form was.

"Morning Lily love, Moony," said Sirius as he sat down across from them. Peter also sat down next to Sirius, and James sat on Lily's right. Lily rolled her eyes. She understood the nicknames, and they had begun using them as they each transformed, though they had only started using 'Moony' since James had transformed and become 'Prongs'. Sirius hadn't gotten to use the name 'Padfoot' until he changed and Lily couldn't believe the Marauders could be so superstitious. Though, once they had started with these new nicknames they hardly seemed to call each other anything else. Lily was just wondering if her Charms essay was due tomorrow or Friday when James spoke up.

"Wormtail, could you pass the butter?"

Both Remus and Lily looked up to see who he was addressing and found him staring at Peter, waiting for the butter, even though he was right across from him and the butter was within easy reach.

Peter, Lily noted, looked as happy as a kid at Christmas to finally be a part of the group and gleefully passed James the butter that was about six inches from his hand to begin with.

"Sure thing, Prongs."

At this point, Lily noticed other people at the table giving them weird looks, so she dramatically rolled her eyes and sighed to get people's attention. "You boys and you stupid nicknames."

At this people seemed to go back to their breakfasts and Sirius broke out in a huge grin.

"Why Lily love, I had no idea you were so jealous. Would you like a new nickname too? Let's see…hmmm…any suggestions guys?"

"Well, there is Flower," suggested Remus.

"Too obvious," waved Sirius. There was silence as each of the boys seriously considered a nickname.

"What about Spitfire?" asked Peter. The boys all had a laugh at this, and Lily just rolled her eyes.

"Well you can be a little spitfire when you get going with that temper of yours," admitted James. "Plus you are pretty short."

Lily just huffed in mock annoyance at their comments, knowing that she wouldn't get anywhere with an actual response.

"We could call you Tiger Lily," suggested James, which earned him another look from Lily. And as the five teenagers got up from their breakfast, the teasing continued on all the way to Transfiguration.


Two nights later found Lily wide awake on a couch in front of the common room fire, waiting. Tonight was the first full moon since Sirius' had mastered the change and with Peter managing in only a few days earlier, all three of them were with Remus tonight for the first time. And Lily was terrified. It was currently four in the morning. She hadn't been able to sleep, and she didn't really expect to until the boys came back in through the portrait hole hopefully around dawn, which ought to be in two hours or so, she though, looking at the clock. Thankfully the nights were getting shorter as they moved through spring. Lily didn't want to them to be out any longer than they had to. And she wasn't the only one.

Two days ago, when she and Remus found out at breakfast the Peter had also managed the change, Remus had spent the rest of the day withdrawn. She had found him in the library that afternoon while Sirius and James had Quidditch practice for the House Cup against Hufflepuff in two weeks.

As she had sat across from him he had looked up at her attempted a smile in the way of a greeting, but didn't say anything. Lily quickly made sure their conversation wouldn't be overheard, even if they were there was no one nearby them currently. "Are you worried?"

Remus breathed it quietly. "Yes." After a pause in which she didn't say anything he continued. "It's like…I don't know. I don't want to admit it to them, but a part of me hoped they never accomplished it. Because then they would never be put in that danger. But a part of me in glad they did, because now I won't be alone. And then on the other hand I'm still not sure that I do want them there because I'm a monster when I'm like that – it's not me and I can't control it or anything I do, and I know they won't run away from me, but what if I hurt them, and then…" he trailed off, realizing that he had been talking faster and faster and been waving his hands about. "I just don't know how to feel about it, but I've accepted that I can't stop them, and I'm not sure that I want to."

Lily nodded. Remus was strong, but no one should have to be strong enough to have to endure this alone for every month of their life. He had admitted to her once that he couldn't remember his life before he had been bitten. He had been doing this for 10 years. He shouldn't have to be alone anymore. And she knew Sirius and James would never allow him to push them away like that. "I'm worried too. What they're doing is illegal for a reason, it's highly dangerous and that danger has nothing the do with you. Add onto that the danger that you present in your werewolf form Remus, not to turn them into werewolves as well, but just the fact that they will probably have to fight you, and there are many reasons to be worried."

Remus nodded thoughtful before saying something that surprised her. "I'm glad you don't sugar coat things when you talk to me Lily." He smiled. "They're always trying to assure me that it's not going to be as bad as I think it is, but I'm glad that you and I, at least, can admit that fact, and worry together, rather than worrying alone."

Now she smiled. "Well let's hope it goes better than either of us anticipates, and then maybe next month, we won't be worrying as much."

"I hope so," he said, before she got up and left him to try and get ahead on his homework before the end of the week.

Lily came out of her thoughts and turned to look at the clock above the fireplace. It was only a quarter of five. She curled up into her comforter which she had brought downstairs and turned towards the fire, which she had purposefully kept going all night. She hoped Remus would feel better about it after this time, and that maybe over time it would become easier for him to let them be there for him this way. She had talked to James earlier today, though now in the middle of the night, the conversation seemed ages ago. They had gotten out of Care of Magical Creature early after the Hippogriff they were working with had sliced open a large gash down Professor Grubblyplank's arm and through a vein near the elbow. Three students in the class had fainted from the sight of so much blood, and although Madam Pomfrey had been called and the gash was mended quickly, the Professor had lost enough blood to be bedridden for the next two days with the blood replenishing potions took effect.

Since the students had been released an hour early and lunch wasn't due to start for another half and hour, Lily had asked James to talk. She was worried about this evening and was hoping that he would be able to ease her feelings. They wandered around the lake while the rest of the Marauders went to entertain themselves before lunch. After they were a good distance away from anyone else Lily began to speak. "James, I'm really worried about tonight."

James sighed. "I know Lily, but I need to do this for him. I know you think it's dangerous, and frankly –"

"I know James," she cut off quickly. "I'm not asking you to not go. It's not who you are. I'm just worried about you guys. I just," she hesitated, not really sure what she was looking for from him. After arguing with herself for a minute she stopped walking and turned to him. "I just want you to tell me that it's going to be ok." Her voice was breaking and she didn't know why. A small part of her blammed it on hormones but she knew she was more stressed about this than she thought was rational.

James grabbed her up in a hug. "Oh Lily. It'll be ok. I mean I can't promise we'll all come out of it fine, because we'll probably be bruised and beat up a bit and since this in the first time I'm not sure what to expect. But after this it will be better, and in the long run, I can say yes, we'll be ok." He was silent for a minute as he held her and she felt warm, traitorous tears running down her cheeks. He pulled away, still holding her shoulders and looked at her smiling.

"For a minute I thought you were going to ask me not to go."

She shook her head and looked up at him seriously, wiping away her tears. "I could never do that James you know that. You've worked hard for years in order to do this, why would I try and stop you now." If she had known what he was thinking then she might have understood the look that crossed his face. They began walking again, but the silence stretched on for a few minutes.

"Just be careful James."

He looked at her fondly and then reaching his left arm around her shoulders he pulled her to his side and put a kiss to her hair, a movement that he allowed himself on few occasions. "Of course, Lily."

Lily figured she must have finally dozed off while she was thinking, as the next thing she knew she was being woken by the sound of the portrait hole opening. A quick glance at the clock told her it was a quarter past six and she sprung off the couch as soon as she saw three bone tired figures climbing into the common room.

"Oh your alright!" she cried as she gave Peter, and then Sirius a hug as she reached them. Sirius wince and she realized that their bruises would be fresh. She turned to James as he finished taking off the invisibility cloack and wasn't sure if she'd be hurting him by hugging him, but before she could think about it further she was already in his arms and he even lifted her slightly off the ground, as he often did. She whispered in his ear just before he set her back down, "I'm glad your ok." He released her and turned around to see Peter and Sirius already climbing the stairs, intent on bed. Although she had initially been wide awake seeing them come in, she realized that she too had been up all night and was rapidly becoming tired as her worries disappeared.

"Is he ok?" she asked James.

"I think he's better than normal, but it's sort of hard to tell since he wasn't up for much talking when we left, but he did smile before he fell asleep down there. We'll talk to him more after he's recovered I'm sure." James himself also looked exhausted and Lily was sure it was both physical and emotioal exhaustion.

"Go on up to bed. We can talk about it tomorrow if you want, but as it is, we're all only looking about about an hour and a half of sleep."

Lily grabbed her comforter off the couch, and with that they both climbed their respective staircases and fell into bed.


Ok let me know what you guys think of this chapter. I like this part in the story, though it doesn't flow quite as well as some parts so I'm not sure what to think of this chapter. And as always leave a review and if you ask a question or about something that's coming up I will let you know in a reply!