Disclaimer: I don't own any of these people, except Professor Benson, the occasional extra or bit player

Disclaimer: I don't own any of these people, except Professor Benson, the occasional extra or bit player. I don't even really own the plot because, the Potterholic I am, I sometimes take plots from movies I've seen and apply them to the times of MWPP. Today, I'm using the film 'LOSER' with Mena Suvari and Jason Biggs (I think that's what his name is, I'm losing my memory).

A/N: I was going to use this with another girl and Peter, but then I remembered: I hate the little freak! So I decided that this will be about Lily and James (yes another one). This one is a bit of a contrast though, to what people think about James, Sirius, Remus and Peter. Most people think they were extremely popular and every girl loved them and that they, or at least James and Sirius, had many girlfriends. I am one of them, but for this I'm not. In this fic, James, Sirius, Remus and Peter have friends, other then each other, but aren't the most popular guys in the world. Girls like them, but not every girl at Hogwarts is head over heels in love with them. Lily isn't an outcast, but she's not hugely popular either. It doesn't toe the line with 'LOSER', but it's the same basic plot. The gang is in their seventh year. LILY IS NOT A SLUT!

You

~**Twink**~

"I was wondering when you were going to wake up," said Lily, looking at her newly awakened lover, Professor Henry Benson.

"What time is it?" asked Henry.

"Almost eleven," said Lily.

"You should get back to your dormitory," said Henry.

"I know," said Lily. "But I don't want to go. I wish I could just spend the night here and sleep with your arms around me."

"That would be very nice, Lily, but you know that you can't," said Henry. "I could lose my job if someone found you here, like this. You have an early day tomorrow, you should get some sleep."

"Oh, fine," said Lily. She got out of bed and pulled her robes on. "I'll see you tomorrow."

"Good night, Lily," said Henry.

*        *        *

James was sitting in the common room, finishing up a rather nasty Potions essay, when Lily walked in.

"How was your detention with Professor Benson?" he asked. Lily sat down next to him, and started her Charms homework.

"Bad," said Lily. "He had me grade his second years' essays, all four houses. That's grading like forty bad essays, all written on ghouls or some such haunting type thing. Boy, I am glad I saved my easy stuff for last tonight, I have run out of gas."

"I think you should speak to McGonagall about all the detentions he gives you," said James. "I don't think it's normal."

"Maybe he just doesn't like me," said Lily. "I know a lot of people that don't like me."

"Slytherins don't count," said James. "They aren't people." Lily laughed.

"What's the plan for this weekend?" asked Lily.

"It's a classic trick," said James. "We're putting bleach in all of their shampoo bottles."

"I'll bet you a sickle that Snape's hair is still black," said Lily.

"Ah, but Sirius has a very close relationship with the house elves, so he's going to slip in and lace their food with a potion that makes whoever drinks it think they are insanely dirty," said James. "They'll all be taking showers and washing their hair."

"Brilliant," said Lily. "And I am done. I'll see you in the morning, James."

"Good night, Lily," said James. "Love you."

"Love you, too, James," said Lily and she left for bed. I'm so lucky to have James as my friend, thought Lily, as she was dressing for bed. He's always looking out for me. Lily drifted off to sleep thinking about the wonderful night she had had with Henry.

*        *        *

When Lily woke up the next morning, she smiled. She was the first one awake, as usual. Her three roommates, Anna Logan, Felicity Higgins, and Jillian Greene, were all awake within the half hour. Lily dressed and went down to breakfast. She sat down and put butter and jam on a piece of toast.

"Thank God it's Friday, eh Lily?" asked James, as he and his three buddies Remus, Sirius, and Peter sat down next to her.

"I know," said Lily. "There's almost nothing better."

"Except we have Potions first and Defense against the Dark Arts second," said James.

"I like Defense against the Dark Arts," said Lily.

"But Professor Benson is such a bully to you," said James. "There have been maybe two classes where you haven't gotten a detention."

"Five," said Lily. "He's a good teacher, James. I've learned a lot this year, so far and it's only February." More then he knows I know, thought Lily with a slight smile.

"If you say so," said James. "But I'm worried about you. I don't think that it's okay for a teacher to gang up on one student. It isn't fair."

"Professor White gangs up on me," said Peter. "You've never voiced an opinion about that."

"But Wormtail, you really are that bad of a student sometimes," said Sirius. "If you would just let Moony and I help you, you'd do better."

"Besides," said James. "I think that he gangs up on Lily because she's a girl."

"Nah," said Sirius. "It's because Lily here is the kind of girl that he could never have when he was here. He was turned down again and again by girls like her and now he's taking it out on poor Lily, here."

"Sirius, thanks for the compliment, but I don't think that's the case," said Lily, looking down at her watch. "We're going to be late for class if we don't hurry. You know how White gets when people are late for his class. None of us will get any sleep tonight if we're late."

"Let's go," said James. They got up and went down into the dungeons. As soon as they sat down, the bell rang. After an especially grueling Potions class in which White yelled at every single Gryffindor at least twice, it was time for Lily's favorite class: Defense against the Dark Arts.

"Lily, promise me you'll say something to him about it after class," said James.

"I really don't think that it's a problem," said Lily. "He's just trying to make sure I learn."

"If you don't, I will," said James.

"Fine," said Lily. "I'll mention it to him after class." Lily sat down in front, while James and his friends sat in the back.

"I have a plan," said James.

"Oh, Prongs you know how I love those words," said Sirius. Remus rolled his eyes.

"How do you all feel about misbehaving?" asked James. Sirius burst out laughing.

"My dear Prongs," said Sirius. "If we felt misbehaving was bad then we'd be on a different course in life right now, wouldn't we?"

"Anyway, I want to really misbehave in this class today and see if Benson gives us a detention," said James.

"You won't let it go, will you?" asked Remus.

"Let's review," said James. "Lily has a better record for all her years then any one of us have on our best year, better then even you, Moony. We rarely get spoken to for passing notes and talking, but when Lily asks to borrow some parchment she gets yelled at. We sit in back and more often then not, don't pay attention, while Lily sits in the front paying attention and jotting down every word, and she gets stuck with a detention for putting down her quill and leaning back when we review. Does that sound fair?"

"No," said Remus. "But Lily is so well behaved that she has a reputation to live up to. Every teacher knows we always sit in the back and misbehave and are disruptive, so when we do such things no one is in the least bit surprised."

"Moony, dear old buddy, it's an excuse to be as loud and obnoxious as we want in this class," said Sirius. "Just accept it and move on."

"Padfoot, dear old buddy, sometimes I think you need your head checked," said Remus. "But I'm in."

"But Professor Benson is so nice to me," said Peter. The three boys looked at him in disbelief as a Marauder was actually opposed to raising hell. "I'm in; I'm just saying he's always so nice." The four boys moved to the seats right behind Lily and started their magic. Sirius put his feet up on his desk, and started to take a nap. James and Remus had a fight by throwing odds and ends at each other, like quills, scraps of parchment and erasers. Peter started drawing words in the air, phrases like, 'Go to Hell' and 'What are you looking at, asswipe?' Lily sat, paying attention, not distracted at all by the movement behind her, still taking notes.

"So, as you see…" Professor Benson was saying, trying to ignore the four boys in the second row, when Sirius started to snore like a freight train.

"Padfoot, wake up," said James, loudly. "You're starting to snore."

"What?" said Sirius, sleepily. "Mum, can I have ten more minutes?"

"Padfoot, wake up," said Remus. He got up, took out his wand and shot a jet of water out of it. Sirius shouted.

"Moony! What was that for?" he asked.

"You're snoring," said Remus. Lily turned around.

"Will you four stop?" she hissed. "What do you think you're doing?"

"Evans, detention," said Professor Benson. Sirius's mouth dropped to the floor. "See me after class."

"Yes, sir," said Lily.

"Prongs, you were right," said Remus.

"Well, duh," said James.

"Maybe it's because she's Head Girl and she has to set an example," said Peter.

"No, because I would have gotten a detention, too," said James. After class, James waited for Lily to speak with Professor Benson. He had Care of Magical Creatures next, and the teacher was lenient about lateness.

"Meet me in my office at nine," said Professor Benson.

"Professor," said Lily. "My friends seem to think you're treating me unfairly. I have to apologize for the ruckus they made in class today; they were pushing you to give them a detention, too." 

"Which is exactly why they didn't get one," said Professor Benson. "Maybe I have been a bit harsh on you, Lily. I'll try to lighten up a little bit, but I don't want you to slack off. You're very bright and I want you to reach your full potential."

"I promise I won't slack off," said Lily. "I'll work extra hard."

"That's good to hear," said Professor Benson. "I'll see you tonight, at nine sharp, in my office. Wear something you can get dirty." Lily walked out of the classroom right into James. She gasped.

"James, you startled me," said Lily. "Were you here waiting for me?"

"Yeah, I thought you might want someone to walk with," said James. Lily smiled.

"Thanks James," she said. "You're so sweet."

"Aw, shucks," said James. They crossed the grounds, and muttered an apology to the Care of Magical Creatures teacher, and focused their attention on the Centaur, who was talking about the stars.

*        *        *

That night, at quarter of nine, Lily put on some of her older and worn robes that had small holes at the elbows, and went to Professor Benson's office. She knocked on the door twice and he opened the door immediately.

"I'm sorry, Lily," whispered Professor Benson. "My meeting is running late. Miss Evans, please come in and have a seat, I'll just be a few minutes." Lily walked into his office and saw Professor Dumbledore sitting in a chair.

"Good evening, sir," said Lily.

"Good evening, Lily," said Dumbledore. "Now Henry just remember what I told you, and think about it. I don't need your answer now, but I'd like it by next week, if possible. I'll talk to you more tomorrow."

"Goodnight, Albus," said Professor Benson.

"Goodnight, Henry," said Dumbledore. "Goodnight, Lily."

"Goodnight, Professor," said Lily. Lily waited a few minutes before speaking again. "What was that all about, Henry?"

"Dumbledore was asking me if I wanted to join the league," said Henry. "I think I'm going to."

"When would you be joining?" asked Lily.

"Right after school is out for the summer," said Henry. "Because I'd have to get a job with more flexible hours."

"I think it would be a great idea," said Lily. He kissed her.

"I'm glad you agree," said Henry.

"What am I doing tonight?" asked Lily.

"You're washing out the kappa's cages," said Henry, his hands sneaking around her waist. "Then you're going to feed the gryindilows, and then you're going to…" Lily cut him off by kissing him.

"You talk too much," said Lily. "Enough of what you have planned for me to do, let's get to what I'm going to do." Lily smiled as she dragged a giddy Henry into bed.

*        *        *

"I've figured out why Prongs here is so concerned about our dear friend Lily," said Remus. "You like her."

"I don't," said James, going red.

"Don't deny it, Prongs," said Sirius. "It's obvious."

"She's like my sister, guys, come on," said James.

"We aren't going to take no for an answer," said Remus. "If you just tell us, we'll leave you alone."

"Do you swear?" asked James

"We swear," said Sirius.

"No, I don't trust him," said James. "Do you swear?"

"We swear," said Peter. "Just say it already."

"Okay," said James. "So maybe I have a little crush on her, but she's pretty and sweet and smart and nice, so why wouldn't I?"

"We don't," said Remus, with a grin.

"So she's pretty, sweet and smart," said Sirius. "Not what I look for in a girl. She has to be bad to the bone, just like me."

"Sirius, you're just a big ole teddy bear," said Remus. "You cry at sad movies and melt when you see puppies on the street."

"Okay, I'm a softie, so sue me," said Sirius.

"Understatement of the year," said Peter, under his breath.

"I could kick you ass any day," said Sirius.

"I don't deny it," said Peter.

"Going to wait for Lily again tonight, Prongs?" asked Sirius.

"I think so," said James. "I mean I got that Potions essay that's due Monday out of the way, so I guess I could start that Transfiguration essay."

"She's going to turn you into an A student," said Sirius.

"Padfoot, I am an A student," said James. "So are you."

"Oh, right," said Sirius.

"Do you want company tonight?" asked Remus.

"Why not?" asked James. "Even though Sirius and I have Quidditch practice tomorrow, and it's a full moon, it's better then being alone."

*        *        *

Lily woke up slowly and sighed.

"You're so beautiful when you sleep," said Henry.

"What time is it?" asked Lily, sleepily.

"Almost midnight," said Henry.

"Give me another hour," said Lily, snuggling up against him.

"No, I've got Minerva coming early tomorrow morning," said Henry, resting his chin on her head. "I have to make sure I'm rested."

"Promise that one night you'll let me sleep all night," said Lily. "If I promise to get up really, really early and leave?"

"At the end of the year," said Henry. Lily swung her legs over the edge of the bed and pulled her robes on.

"I think some of my friends are getting suspicious," said Lily. "I'm never upset when you give me a detention. Try to give them a few, it disappoints them when they try so hard and it doesn't pay off."

"I'll keep that in mind for future reference," said Henry. "Goodnight, Lily."

"Goodnight, Henry," said Lily, and she left quietly. She walked back to the Gryffindor tower ducking in and out of shadows.

"Password?" asked the Fat Lady, groggily.

"Godric Gryffindor," said Lily. The portrait swung open and Lily climbed quietly inside. Lily looked and saw James asleep in an armchair by the fire. She smiled and went to wake him up. "James."

"Oh, hey Lily," he said, opening his eyes. "What time is it?"

"I don't know, maybe midnight, or quarter past," said Lily. "Were you waiting up for me?"

"No I was just doing my…" James looked around and saw no work. He nodded sheepishly. "Yeah, I was waiting up for you. How did it go?"

"I was just cleaning out cages and feeding random animals," said Lily. "But you have to stop waiting up for me, James."

"Why?" asked James. "Lily, you're like my sister, I just want to make sure you're okay."

"Oh," said Lily, her heart melting. "James you're so sweet." She gave him a peck on the cheek. "I'm sorry, I've been keeping a secret from you."

"Like what?" asked James.

"Like Professor Benson is my boyfriend," said Lily. "That's why I have so many detentions. I couldn't really tell anyone, because if anyone found out, he'd get fired. Promise you won't say anything?"

"I promise," said James. "Just, don't get hurt."

"I can take care of myself, James," said Lily. "You don't have to worry so much."

"Okay," said James. "A, no you can't, and b, even if you could, I'd still worry, you know? I love you, it's hard not to worry."

"I love you, too, James," said Lily. "I am pooped, I have to go to bed. See you in the morning."

"See you," said James. Lily walked up the stairs to her dorm, and James sat back. "I'll see you in my dreams."

*        *        *

Lily woke up early the next morning, so she decided to go watch the Quidditch practice, then walk to breakfast with James. She dressed and quietly crept down the stair case. She saw James and Sirius walking towards the portrait hole, and they apparently took no notice of her.

"The problem is, I don't think she knows," said James.

"Then tell her," said Sirius. "You're not such a bad guy, she has to like you back."

"She already knows I love her, but I don't think she knows how," said James. "I don't know if I can do this any more. It wasn't that bad when I didn't know about Benson, but now, I just don't know. And I'm worried about her and Benson. He can't be good for her.

"So tell," said Sirius.

"I couldn't do that to him," said James. "It would ruin his life, being branded like that. I couldn't do that to her. Lily would kill me if I got him fired."

"Well," said Sirius. "You could always point out that he's, you know, married."

"He's what?" asked James.

"Yeah," said Sirius. "You didn't know? I went for a float once and I saw his wedding band. I think his wife just had a baby. Come on, we're going to be late."

 They left in a hurry and Lily stood, shocked. She went to Professor Benson's office, to ask him about it. She knocked on his door twice. He opened it, but partially.

"Hi, Lily," he said. "This isn't really a good time."

"Who is it, dear?" asked a female voice from within.

"It's a student of mine, honey," said Professor Benson. "What do you need, Lily?"

"I just forgot a book, I can come back later," she said, through gritted teeth. Lily glared at him and left for the tower again, tears streaming down her face.

"Lily, wait," came Professor Benson's voice. Lily took off, at high speed. "Lily!" She felt someone grab her arm.

"Let go," said Lily.

"I need to explain to you," said Professor Benson.

"What is there to explain?" asked Lily. "You're married for Christ's sake."

"You never asked," said Professor Benson.

"Well, when someone kisses you, you kind of assume that they aren't married," said Lily. "And then when it progresses to the next level, you definitely don't think, 'hmmm, I wonder if he's married?' It's really not what you think about!"

"You don't know what its like, to have a wife and a kid and not be with them," said Professor Benson.

"Don't try to make me feel sorry for you," said Lily. "I've had enough. I'm leaving now. I never want to see you again."

"Lily," said Professor Benson. "Don't be like that. You know you don't mean it."

"I do mean it, Professor," said Lily. She turned on her heel, but he grabbed her arm and spun her around.

"Lily," he said. "You know I love you, come on." He kissed her.

"Professor, no," said Lily. "You're married. You're a father. Go be with your family and let me be."

"But I need you, Lily," said Professor Benson.

"No you…" she was cut off by another kiss. "No, Professor." Lily turned and walked away, leaving Professor Benson standing alone in the corridor.

*        *        *

James was flying laps around the Quidditch Pitch when he saw Lily walk out onto the field. He flew to the ground and landed next to her.

"Yeah?" he asked.

"I can't come by and watch you guys?" asked Lily. "Besides, it's getting late, you must want breakfast."

"Look, Lily, I don't know if I can do this," said James. "I mean I love you and all, but I love you, too. I can't see you with that guy, knowing your going to get hurt."

"You don't have to anymore," said Lily. "I met his wife this morning."

"Oh, Lil, I'm so sorry," said James. He hugged her, and she looked up at him.

"I love you," she said.

"I love you, too," said James.

"No, I mean," said Lily, and she kissed him.

"Oh, you mean," said James and he kissed her.

"Yeah, that's what I mean," said Lily. She laughed, and kissed James again. Sirius flew down to see what had distracted James, and when he found out, he laughed to himself.

"Well Peter," said Sirius to himself. "Looks like you owe me a sickle."