The train jolted to a halt as everyone started reaching for their coats and other minibags and messenger bags. Jeanne and Lily put on their coats while James put on his sweater and then robe and ran his hands through his hair. His head boy badge glinted in the light. Sirius adjusted his tie and Remus put on his robe. As soon as James, Sirius, and Remus stepped out from the train, a wave of students rushed between them and Jeanne and Lily.

" Hey James!" Several  pretty girls called out. " How ya doing Siri and Remus?"

As usual, Remus smiled shyly at them, making the girls giggle and Sirius just grinned and called out a  "Fine and you?" Many other males came up to clap the Marauders on the shoulder or give them a high five, especially James.

"Are you ready for another winning year again?" Frank DuChamp asked rhetorically and patted James on the back.

" Yeah," James grinned and chuckled. " I'll try not to let everyone down if I don't."

Lily and Jeanne saw all girls making their way to the guys and figured that this was expected and moved on to the carriages.

~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~

            "Man…I'm so full…" Lily moaned and collapsed onto the bed. Despite the fact that Lily was prefect, she still wanted to spend her time with Jeanne and decided to sleep in the girl's dormitory anyway.

            " Lily, you're always such a pig." Jeanne chided laughing.

            Lily smiled and laid there for a while, quite a forced smile in her facial expression. "I can't help but feel so jealous, Jeanne. And you know. I'm never jealous."

            Jeanne knew what Lily was talking about instantly.

Flashback:

            The doors opened as the little first years wandered in, looking absolutely amazed at their surroundings. Dumbledore and all the rest of the teachers at the high table clapped their hands, welcoming the newcomers warmly.

            " You'll see the sorting hat in a few minutes but first thing; This is our new head boy and head girl. Class, welcome James Potter and Marianne Liang."

            As Dumbledore ended his statement, a thunderous applause echoed through the great hall of Hogwarts. Many guys and girls applauding for both James and Marianne, some even catcalling. James blushed a tiny bit, making the females sigh, Lily included wistfully.

            Lily and Jeanne strained their necks a bit to see this so-called Marianne. Lily sucked in her breath and her hands clenched. There was no doubt that Marianne was pretty. She had extremely long raven hair and high cheekbones. Her eyes were an average size; neither large or small, and were almond shaped. Marianne was petite, maybe only one inch taller than Lily but definitely skinner.  She smiled graciously at the Hogwarts population with her straight even white teeth and sat down with James at her side.

            Jeanne noticed Lily had gotten extremely quiet.

End Flashback.

            " You'll find your significant other someday, Lily." Jeanne said softly as Lily had rolled over on her side while her hair fanned out on the bedspread. Her shoes were kicked off and all. " And he'll worship you because you're worth it." Jeanne left to the bathroom to go shower while Lily tried to swallow that huge lump in her throat.

~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~

            Lily sat on the common room couch, studying while everyone was at dinner. It had been a few weeks since she'd actually talked to James in person. Jeanne, on the other hand, was getting along quite well with Sirius as he walked with her sometimes to class. Jeanne had confided in her that she now thought of him as a brother figure to her and Lily was extremely happy for Jeanne but her crush for James hadn't gotten any better.

            " Hey Lily." Lily looked up to see a smiling Remus approaching her. " Why aren't you at dinner like everyone else?"

            Lily smiled back at him, but more warily and replied, " gotta study for those stupid NEWTs and OWLs." Remus sat down with her on the couch, smelling like mint and traces of CK cologne.

            "Ouch. Don't get burnt out over those." Remus said, patting her head and running his long fingers through her hair in a brotherly way. " They're really not that worth it. You have much more skills than test taking ones."

            Lily smiled wobbily and hugged Remus as he drew her close into his arms. "Are you ok?" Remus felt Lily tremble and then release a sniff. "Hey, look at me." He said softly. Lily was crying softly with tears trailing down her face. She sniffed and looked down.

            "I'm so tired…and not in the physical way either."

            Remus searched her face, his gentle hazel colored eyes meeting her jaded emerald ones. "Go get something to eat, you look as if you haven't slept in weeks and that's not the Lily that I know."

            Lily smiled ruefully but still crying, " Truthfully, I haven't."

            "Awww..Lily." Remus enveloped her in a great bear hug. " Come on, screw the book.  Let me escort you to dinner m'lady." He took a tissue and wiped away the tears on her face and Lily blew her nose with another tissue. Remus tucked in a bookmark and shut the NEWT prep test.  Offering his arm to her, Lily accepted it and Remus led the way to the great hall.

~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~

The doors burst open and many eyes turned toward a tall Remus escorting a slightly red nosed Lily to the Gryffindor table. Senior Gryffindor girls looked at her, a bit suspicious, but nevertheless smiled at Remus.

" I'm doing splendid, and you Clarise?" Remus responded gracefully.

Remus led her to the spot where James and Sirius were sitting. Nearby, a shorter and chubbier blond boy sat as well. Lily guessed this was Peter. James was a bit preoccupied, talking with an extremely pretty Ravenclaw with white blonde hair and pale pink lips about transfiguration homework and Sirius was building a tower of carrots with Jeanne who was adding bits and pieces of dip to keep it from falling.

" Hello Lily, it's wonderful to actually see your face; free from all those books." Sirius grinned at her jokingly. Jeanne hugged Lily in response while Lily just smiled at everyone.

"---Yep, and wave your wand twice and you're done." James finished and waved goodbye to the girl, running a hand through his hair and adjusting his glasses. " Lily! Where have you been? I haven't talked to you in a long time."

"Yeah, James." Lily smiled wanly at him. " It has been a long time."

Remus loaded her plate with a pile of steaks, mashed potatoes and slices of turkey. Then, using another plate he filled it up with slices of fruit; kiwis, watermelon, raspberries and Lily's personal favorite; strawberries. Even Sirius gawked at him saying, " Why don't do that for me Moony?"

Remus just chuckled and said, " Sod off. In case you haven't noticed which I'm sure you all did, Lily hasn't been feeling quite well and I'm helping her get her appetite back." Lily gave a tiny smile and picked up her fork.

Meanwhile, James was staring at Remus and Lily. He hadn't seen Lily in ages, maybe once or twice in the halls but he'd been too busy talking to say hi and she was always downcast. Sheesh. Was he stupid or what? Lily wasn't going to flat out and come up to him to ask for help or anything. That girl had pride; heck, Lily wasn't like those other girls who Sirius always told him about. Maybe he should have been the one to load her plates. Wait…Where was that voice coming from?!

James shook his head, got up from his seat and sat himself next to Lily. Lily looked up from where she was staring at her plate and gave another tiny smile. Remus was talking to Peter about Potions homework.

" What happened Lils? You used to be so happy." James said gently.

"School…homework..you know." Lily mumbled " I'm just so jaded from all this…AGH!" Lily's temper got the best of her and she slammed the orange she was trying to peel, down on the table, the juices splattering.

Lily sighed and rested her head on her hands but James smiled, apparently amused.

"Here," James instructed. " Make a hole with your thumb at the center and then dig." Lily watched warily, a small smile playing on her lips.

"After you peel off that thick layer, dig your nail under and pull off some more skin." James moved his thumb along the peel of the orange, the citrus juices making Lily smile from the smell.

"Once you're done peeling, put your nail along this crease and slowly pull apart." James demonstrated as Lily watched him. " Inside should be some baby oranges….but yours is retarded I guess." He finished with a smile jokingly. Little did he know, just that simple gesture of peeling an orange for her melted Lily inside. It just wasn't fair. James was too nice, too humble, too funny, too good-looking, and too perfect for his own good. It made Lily want to scream with frustration because she could never have him.

" Yum." Lily thanked James, popping an orange into her mouth. " Want one?" James grinned and opened up his mouth as Lily carefully put a slice in. Remus watched the both of them, smiling softly as they were oblivious to their surroundings; sort of.

Wolf instincts. Remus knew something was going on.

~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~

"Hey Jeanne!" Sirius called. "Let's go to Hogsmeade this weekend! You and me and everyone else! I'll get you a butterbeer." Jeanne looked up from her homework across the room to where Sirius was playing chess with a flirty Senior girl.

"Sure Sirius! I'll put you in my plans, bro." Jeanne grinned at him and returned back to her Transfiguration homework. Beside her, Lily was leafing through a magazine: Bewitched.

" You know you're coming right?" Jeanne smiled at her best friend. Lily grinned back and teased, " Oh but no one invited me, Sirius invited you but not me." Jeanne through a pillow at her as Lily squealed and chucked it back.

Life was getting better. Since a month ago, Lily's  'depression' had gone away with the help of the Marauders, minus Peter. Both Jeanne and Lily didn't know him that well but he was always gone for some reason. Anyway, the portrait door opened and James strided in with two girls talking to him. Typical James, Lily thought. Although he didn't see it or know it, he was definitely popular with the ladies. Then again, so were Sirius and Remus. Lily sighed. They had all been so wonderful to her, especially when she was down.

Flashback:

            Lily trudged in, and tumbled into the girl's dormitory. She dropped her bookbag; loaded with dozens of books, and let the other dozen of books in her arm fall to the ground. She was so tired. She had studied so much and she was just so tired of everything. Crawling into the nearest bed, Lily kicked off her shoes and fell asleep.

            Meanwhile, James, Sirius, Remus and Jeanne were all trying to find Lily. They were frantic. They had asked everyone and they all said that Lily was tired and they hadn't seen much of her except in the Library. They even asked Lily's 'fanclub' a group of sweet guys who adored the used-to-be cheerful redhead. But to no avail, they couldn't find her.

            Time was running short; it was Lily's birthday and they couldn't find her. Plus, they kept getting interrupted with Girls and Boys who were just making conversations with the Senior Marauders.

            " Ok, we're officially screwed." Sirius remarked. " Where is Lily, how can no one NOT notice a redheaded beauty? Aside from you of course my darling." He winked exaggerately at a passerby Ravenclaw brunette who blushed and kept walking. James sighed and ran his hand through his hair. Jeanne was panicking and Remus was looking around.

            Suddenly James smacked his head. Duh. " Dude man," James told Remus. " she's tired right? We're so dumb. She's actually sleeping." Remus and Sirius started laughing as Jeanne mock-gasped.

            "Lily sleeping?! Oh my goodness!" Jeanne sighed. " Poor Lily."

            " I'll go get her." James took off with Remus looking at him with a funny expression.

            " Meh. Whatever." Sirius sat down on the stone benches. They were in the courtyard on a Saturday afternoon. Students were flooding all aroung the stone hallways in muggle clothes or their uniforms. Remus sat down next to him and Jeanne followed.

            James ran and ran to the Gryffindor Common room. He uttered the short password: daisies and flew up the stairs. Carefully opening up the door, he saw what looked like a wrinkled pile of clothes on a bed. Slowly, he walked towards it and wasn't surprised to see Lily's deep lustrous hair.

            "Wake up Lily flower." He said sofly as he gently stroked her hair.

            Lily stirred once. Twice. And then her eyes blinked. " Oh hello James. What are you doing here?"

            James smiled goofily and without warning, slid his hands 1) under Lily's neck and 2) under Lily's knees. Lifting her up and flinging her over his shoulder once again, a wave of nostalgia enveloped both of them. Lily started laughing and squealing, occasionally pounding her fists against James' back but not so that it hurt. Lily was wearing a white tank top and blue track pants and James saw that her hair held a satin white bow.

            Smiling at passing teachers and students, James just mouthed to them "Birthday girl" while Lily was totally oblivious to everything. Several other older girls looked suspiciously at them but they didn't do anything except for purposely saying hi to James and not Lily.

            The may weather was splendid with the sun high in the sky but there was a gentle breeze wafting so that the smell of honeysuckle and flowers hung in the air. Lily was sleepy, dozing on James' shoulder as he hiked to the Lake and to the opposite side of the Forbidden Forest where another small forest of delicate trees lay.

            " What are we doing here?" Lily asked, drumming her finger on James' neck, making it extremely hard for James to concentrate for some reason.

            "Oh, I'm just kidnapping you for no apparent reason at all." James answered genially and shifted so her weight was distributed proportionately since his shoulder was starting to ache. Lily giggled as he did this, making James smile for another odd reason. Feeling braver than before, he said,

            " Lily, don't ever loose your innocence, your vive, and your uniqueness."

            Lily blinked, wondering where that had come from. James noticed the quietness but continued to where his point was, focusing on the passing fresh green leaves on thin trees reaching their way to the sun.

            "You're Lily. You'll always be Lily and if Sirius, Remus or I ever find out any guy who does anything to you, we'll beat them up despite your age."

            Lily smiled, beginning to understand. Finally, they entered a clearing in the forest. James told Lily to cover her eyes and Lily's heart began to beat with excitement as she closed her eyes. Feeling James' warm fingers on her shoulders guiding her, Lily began to imagine all sorts of actions that was going on.

            "Ok, you can open them now," James whispered huskily into Lily's ears as she slowly opened her eyes.

            "SURPRISE!!!" Sirius, Jeanne, and Remus were there, clapping their hands and in front of them on a large table was a gigantic cake.

            "Oh my gosh!" Lily gasped, "Oh my gosh!"

            Remus and Sirius wrapped Lily in a big bear hug. " Sandwich!" Sirius yelled out. "Hehe just joking Lily!" Remus then handed her two packages saying that Peter was sorry that he couldn't be there but Lily didn't care since she didn't know him that well anyway.

            Sirius, grinning, came up to Lily with a big slice of cake and……………

            Smashed it into her face.

            Lily was flabbergasted and speechless. " You…you…Sirius~ Ohhh. I'm going to kill you!" and she swiped at him with her thin fist. Jeanne and James were laughing good-naturedly while Remus had to dodge a running Sirius aside.

            Together…they sat down to enjoy her 17th birthday. Lily couldn't remember a time where she hadn't been so happy, during the school year. It turned out that James had prompted this and the rest of them had planned it out. Sweet James.

End Flashback.

            Lily looked up, startled from her daydream as Jeanne and James were looking at her expectantly.

            "Er- Yeah James?" Lily didn't know what to say, she hadn't been paying attention.

            "So are you coming?" James asked again. Coming? Lily didn't know what she was 'coming' to. Thankfully, Jeanne was mouthing behind his back, Hogsmeade; you know you are.

            "Oh yeah." Lily said flashing a smile. " Of course."

            "Good." James replied, smiling back. Turning to the other side of the couch, he talked to the two pretty girls and then sank into the couch with Sirius and Remus and began to speak heartily about his day. Lily turned back to her magazine. She had to make fun of those goofy hairstyles. Guffawing, she pointed one out to Jeanne.

            Meanwhile, James and the Marauders were busy planning a trick to do in Potions class. Contrary to what people thought, they weren't that immature and pulled pranks all the time. More or less, they just liked to rebel and break the rules from time to time. Hey, now that they were Seniors, they could pretty much do what they wanted to.

            "Blech, Potions is boring." Sirius complained.

            "Padfoot, it wouldn't be boring if you'd just pay attention to what the Professor says." Remus interrupted.

            " You only think it's not boring because you get to sit next to Amber LeShane. If I sat next to her, I'd have so much fun making her laugh. She's really pretty when she laughs." Sirius said bluntly. "But then again, you don't know her that well right? So you probably wouldn't ask her out on a date." Sirius ended teasingly.

            "You prat." James punched Sirius lightly. "Who do you take Remus for? He's the 'according to the girls' the Sweetest guy on earth and he's going for his perfect girl."

            "Oh that's right eh?" Sirius nudged Remus in the ribs. " Have you found her yet?"

            Remus grinned but shook his head. "Patience, bro, patience. By the way James. How are you doing with little Miss Head Girl?"

            James shook his head but smiled. " As usual, it's pretty normal. There's just tension between me and her. I think she tries not to seem like there's tension but I know we both can feel it. She acts as if nothing happened."

            Remus nodded. " That's Marianne for you; very business like."

            James responded, " I don't know, sometimes I just get a weird feeling you know? Like she implies that we might be more than friends. I don't know. It was cut off so suddenly that maybe she thinks we can just go back to where we were."

            Now it was Sirius' turn to respond. " No way, man. Marianne? I mean, she's pretty and intelligent, not to mention nice; but remember? We never go back. Never look back. Never turn back."

            James just shrugged but that little voice inside of him kept nagging, " Yeah Marianne's…….pretty nice…but why go for her when you see a cute redhead in your view." James shook his head again. These days, for some reason, he couldn't sleep at night. He was always worrying about Lily for some reason. He worried whether she was eating enough; whether she was actually sleeping; and whether she was having a balance between her social life and her academic life or not. But the question was, Why was he so concerned about Lily?

A/N: There's going to be starting more action^^ James is now realizing that he keeps thinking about Lily but he's just not sure why. The very climax of that part is coming!! Please reviewJ thanks!!