A/N The song is inbetween the ~'s

~I know when he's been on your mind~

Sirius sat with Lily in the GCR. They were supposed to be studying, but Lily was staring off into space. Sirius knew what she was thinking about. James.

~That distant look is in your eyes~

~I thought with time you'd realize~

~It's over, over~

James wasnt really paying attention to her.He was always with his quidditch buddies. Lily loved him so much, that she didnt care.

~It's not the way I choose to live~

~And something somewhere's got to give~

~As sharing this relationship gets older, older~

Sirius was tired of hearing how James had ignored Lily yet again.When Sirius would say something, shed just laugh and say James was probably just busy, as always.

~You know I'd fight for you ~

Sirius had already told Lily that he loved her, but she just waved it away, saying that she loved James and only James. Sirius would fight for her, and they both knew it.

~But how I can fight someone who isn't even there ~

~I've had the rest of you now I want the best of you ~

~I dont care if that's not fair~

Sirius knew that Lily was more than the Head Girl, top marks student everyone thought she was.He knew her real self. She was really a outgoing, creative person.

~Cause I want it all~

~Or nothing at all~

~There's no where left to fall~

~When you reach the bottom it's now or never ~

~Is it all~

~Or are we just friends ~

~Is this how it ends~

~With a simple telephone call ~

~You leave me here with nothing at all~

~There are times it seems to me ~

~I'm sharing you with memories ~

~I feel it in my heart ~

~But I don't show it, show it ~

Sirius had stopped showing Lily how much he loved her, since she just ignored him. One day, Lily was sitting in the library, reading a transfiguration book. He walked up and sat next to her. She looked up and smiled at him.

~And then there's times you look at me ~

~As though I'm all that you can see ~

When ever Sirius looked into her eyes, he saw longing.He knew that she wanted someone to love her like she loved James. If she was looking at him, he almost thought he saw himself in her eyes, but then she would look away, blushing.

~Those times I don't believe it's right ~

~I know it, know it~

~Don't make me promises~

"I'll meet you tonight, I promise."Lily had said.Now, Sirius was sitting in the Astrology tower alone...again...

~Baby you never did know how to keep them well~

It wasn't her fault really, she loved James so much, she didnt want to hurt him by going with Sirius.

~I've had the rest of you ~

~Now I want the best of you ~

~It's time for show and tell~

~Cause I want it all ~

~Or nothing at all ~

~There's no where left to fall~

~When you reach the bottom it's now or never~

~Is it all~

~Or are we just friends ~

~Is this how it ends ~

~With a simple telephone call~

~You leave me here with nothing at all~

~Cause you and I~

"Do you think there is a we?"Sirius asked. "What do you mean 'we'?"Lily asked. "I mean, do you think there is a you and I...together?"He asked. Lily blinked confusedly.

~Could lose it all if you've got no more room ~

"What Im trying to say is, do you think there is room in your heart for me?"Sirius asked, taking her hand in his.

~No room inside for me in your life~

"B..b..but I...I love James..."Lily stuttered. Sirius kissed her hand.

~Cause I want it all~

"Do you really?" He asked. Lily thought for a moment, then nodded.

~Or nothing at all~

"Are you sure?"He asked, again."Yes Sirius, Im sure, and you won't make me love you."She said, pulling her hand back.

~There's no where left to fall~

Sirius was crushed. He watched Lily stand up and leave.

~It's now or never~

"Its now or never..."He muttered, and stood up. He followed Lily. She walked towards James.

~Cause I want it all ~

"Hey James!"She said happily.James turned and smiled. Sirius growled. What a fake smile...

~Or nothing at all~

"Sorry Lils, but me and the team are going to Hogsmede."James said, walking away from Lily. "Ok..."She sighed and turned around.

~There's no where left to fall~

Sirius glared at James and looked down at Lily.

~When you reach the bottom it's now or never~

"Now or never..."He muttered. He reached out and put his arms around her. He pulled her to him, and pressed his lips to hers.

~Is it all ~

Lily pulled back, a shocked look on her face. "I...I...I thought we were...just friends..."She said.

~Or are we just friends~

"Sorry...."Sirius appologized. There was a long silence.

~Is this how it ends ~

"So this is how it ends then?" He asked.

~With a simple telephone call~

~You leave me here with nothing at all~

"Yes, this is where it ends."Lily said, and walked off.

~Cause I want it all~

Sirius knew he had at least part of Lily's heart, but it didn't satisfy him.

~Or nothing at all~

"Lily, I know you love James, but honestly, I can love you so much better than he can. I want to know...do I have all of your heart? If not, I dont want any."Sirius said, blocking the door.

~There's no where left to fall~

~When you reach the bottom it's now or never~

~Is it all ~

"Sirius...you have more of my heart than you should..."Lily said, taking a step closer to him.

~Or are we just friends~

"For being just friends you sure DO have a lot of her heart."Came a cold voice. Lily turned and saw James. She ran over and hugged him. James gave Sirius a triumphant look.

~Is this how it ends ~

"You were right then Lily, this IS where it ends...I will always love you, you may never love me back...but I will always love you."He said, and walked out.

~With a simple telephone call ~

~You leave me here with nothing at all~