A/N: Well, this started out as an answer to a challenge at the Seven of Quills Yahoo group, which I never completed with all the requirements. However, the first few sentences were a requirement, and after seeing that, this little conversation wouldn't leave me alone. There is a bit more, but it doesn't seem to fit. A few reviews and I might try to add on. I realize it's a bit confusing, considering they're in their 6th year and there's a lot that's happened that only I know about (*evil laugh*) and probably will never write about.

Disclaimer: Yes. I own them all. *cough* Or not. Is this really necessary? Yeah, JKR owns the people, places, etc. I take responsibility for the plot, though. Or lack thereof.

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"My, my. You're looking quite nice this evening. Either that or someone spiked the egg nog. Alcohol has been known to mess with my vision."

"Well, I wouldn't put it past certain people," Lily replied, looking pointedly in Sirius' direction.

James gasped. "Why, my dear Miss Evans, I do believe you have just shamelessly complimented my best friend over there without the slightest intention of doing so for the much more worthy person in front of you. Honestly, where are your manners?"

"Off hiding somewhere with your modesty, I expect," she shot back.

"My modesty? Well, it must have had a time finding it. I've never had much luck in that."

Lily hid a grin. "I should think it asked the other various virtues that are obviously lacking from the rest of the student body for directions. Being horrendously polite, mind you. Speaking of manners, did I imagine this, or did you just imply that in order to see me as attractive, a large amount of alcoholic Christmas beverage must be consumed?" She clicked her tongue disapprovingly. "It seems to me, Mr. Potter, that your manners and flattery have not so much as attempted to compensate for your obvious lack of modesty."

James dropped the mock formality and grinned at her. "Of course not. My natural charm takes care of that."

"Oh, it's all clear to me now. You go around cruelly insulting unsuspecting girls, then sweep them off their feet with your incredibly unoriginal and corny pickup lines," she teased him.

"Give the girl a prize, she's finally got it!" Lily couldn't help but laugh at James' - there wasn't any other word for it - goofy expression. He quickly changed it to one of deep concentration. "Now, then. What corny and unoriginal pickup line to use on my best friend's girlfriend? There's always the classic...no, no, that won't work. Well, then there's the...hmm, that definitely won't do." He paused for a moment, seemingly searching for inspiration. "Aha! I've got it." He cleared his throat dramatically. "Look up."

"That's it? Aw, is little Jamie losing his touch?" she cooed at him teasingly.

James stared penetratingly into her eyes, clearly having lost all the light elements of the conversation. Lily swallowed under his gaze, seeming perplexed at first, then slowly looked up at the fateful twig of mistletoe hanging directly above them.

Her eyes widened in shock and her head shook ever so slightly. "N-no. James, you can't be serious."

James noticed the double meaning that Lily hadn't caught. He raised his eyebrows and replied in a low, sad voice, almost a whisper, "Can't I?"

Lily licked her lips, visibly nervous. "James...this isn't funny anymore."

"Was it ever? Why are you so scared of me, Lily?" Both questions referred not just to that single moment in time, but to every uncomfortable silence, every secretly shared smile to be followed by an embarressed look away, every little unexpected twinge in a stomach over the last 6 years.

"I'm not scared of you," she whispered, her eyes telling him the exact opposite.

"Then what are you scared of?" he asked, genuinely concerned and curious.

"Me."

"You're scared of yourself? Why?"

"I'm scared.." She took a deep breath, obviously having trouble finding the words and confessing her fears. In truth, she'd never known being with anyone but Sirius. As far as she knew, kissing him gave the most incredible feeling, but a nagging voice wondered if it wasn't. If she was fooling herself. She couldn't suddenly realize she was in love with someone else. She couldn't do that to him. Tears were beginning to appear at the corners of her eyes, but the only words that came out were, "I'm scared of what I might feel."

The sight of Lily crying would usually send James crawling to her on bended knee, doing whatever she asked of him, even giving up a stolen kiss under the mistletoe. But he read in between the lines, knew her too well to believe what was scaring her could be said in so little words. So he simply replied, "You can't help what you feel."

"I know. That's what I'm afraid of." Her eyes locked with his in a moment that was eternal and gone within a second, broken by a voice from outside their world.

"Hey! Look who's under the mistletoe!" The loud, exposing voice would never be identified, but James would be forever grateful to whatever angel spoke those words.

He raised an eyebrow at Lily. "What are you gonna do now? Can't break the sacred Christmas rule, can we?" Despite the look on her face, he knew by the look in her eyes that she was trapped with no way out.

"Jam-" Her last ditch effort was broken by James' lips covering her own in a kiss of many feelings; uncertainty, want, hope, a bit of resentment, and perhaps a touch of undiscovered love.

He finally pulled away, breathless. "What are you feeling now?" He searched her face, but found no answer there.

She smiled up at him coyly, avoiding the question. "I think I've figured out why you can't keep a girlfriend for more than a week."

"Oh, that was low. That was really low."

She laughed and reached up a hand to brush his bristly cheek. "It's your goatee. It's horribly itchy."

"Is that so?"

"Yes. If you want to improve your dating record, I suggest you get rid of it."

"Hmm. Well, as much as that may be so, you still haven't answered my question."

"But I thought I did. I'm feeling rather itchy at the moment, if you need it spelled out for you. Good night."

He watched her go, and it wouldn't take an idiot to see the longing in his eyes as they followed her up the staircase then looked down at his feet as he bit his lip in disappointment. But he was soon broken out of his reverie by a much less welcome voice.

"What in the bloody HELL was that, Potter?" James turned slowly to face the inevitable wrath of one Sirius Black.

He replied calmly, looking his so called best friend straight in the eye, his voice not wavering. "That, my friend, was me getting caught with Lily under the mistletoe."

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A/N 2: Ooh. A cliffhanger. Yippee. I might continue. Or maybe write whatever happened before. Either way, I'm not quite sure what has or will happen.