Lily's father dropped her off in front of kings cross. Lily walked inside of Kings cross and saw the Potters and Sirius.

"LILY!" They said at the same time.

"Hey guys." She walked over to them.

"Kids you should go threw the barrier it's almost 11:00." Mr. Potter said.

"Okey-dokey Danny-boy!" Sirius said and ran threw the barrier.

"Good-bye, Mr. And Mrs. Potter." Lily smiled at them and walked threw the barrier.

"Is that Lily?" Mrs. Potter asked. 'Are you deaf?' James thought.

"Yes mom. See ya guys in the summer." James ran threw the barrier. When James got to the platform he saw Lily on top of Sirius and got feeling in his stomach, but this time it was different.was it jealousy?

"Sirius you idiot!" Lily said and got up.

"I'm the idiot! You're the one who fell on me!"

"You're the one who was still standing there!"

"Oh, sure blame it all on Sirius!"

"Yes!"

"The two of you stop bickering!" James said.

"Let's just find a compartment." Lily said annoyed.

"Fine." The three found a compartment that had Bella in it. Bella looked up at them, and saw Lily face and winced.

"What?" Lily said.

"Your eye, and your jaw."

"Oh, yea."

"What happened?" Lily sat across from Bella; James sat next to Lily and Sirius next to Bella.

"My dad opened a door that I was behind and my jaw was just my clumsiness."

"Oh okay."

"Yep, so how was your visit to New York?"

"It was okay, kind of boring. But I went into muggle NYC and saw the Statue of Liberty."

"That had to be pretty cool."

"Yea it was. How was yours?"

"It was ok. I was mostly in the woods though."

"Oh, why don't you ever spend time with your sister?"

"She hates me, calls us all freaks."

"Well, I think once we are of age we should hex the life out of her."

"I would only trust you and Sirius to do such a thing." They both stood up and took a bow, which made James and Lily laugh at them.

"And we're backkkk!" Lily said as the train came to a stop.

~*~*~

Remus and Kellie were waiting by the lake for the train. They finally saw the train.

"Kellie, guess what."

"What?"

"There backkkk"

"Yes they are, thank god." Remus kissed her forehead, and watched as student started getting into the carriages. Remus and Kellie got up and walked over to where the Carriages were headed. Lily, Bella, James and Sirius got out of one carriage. Remus and Kellie saw them and walked over to them.

"Hey you guys!" Lily said.

"Hey Lily." Kellie said

"So you guys have fun without us?" Sirius asked.

"Of coarse, we were really very happy that the annoying, serious, Sirius was gone. Pun intended." Kellie smiled.

"Watch it their Kells'" Sirius said.

"Watch what, where?" she said in an innocent voice. (A/n: I know she wasn't really like this the whole story, I'm changing her a little bit, she seemed like she was going Mary sue on me.)

"Ha ha."

~*~*~

Later they were all in the common room with the exception of Peter.

"Remus, where is Peter?" James asked.

"I don't know, it was like this all Christmas vacation."

"Weird."

"I know."

"I think we should play a prank on someone, we've just left it alone way to long."

"Hmmm." Was James reply.

"Hmmm, What."

"Nothing, just hmmm."

"Who?" Kellie interjected.

"What?" Lily supplied.

"Where?" Bella said.

"When?" Kellie asked

"Why is it I always get why!?" Lily said. Kellie and Bella just rolled their eyes.

"Slytherin table, lieing confession potion, great hall, tomorrow before Dinner, because their Slytherin's." Sirius said a pause between each answer.

"Bravo Sirius. I think he actually thought." Kellie said.

"Hardy-har-har. Remy you think you could make the potion tonight."

"Sure, why not."

"I dunno."

"It was really a rhetorical question."

"What's retorical mean?"

"Nevermind."

"Okay, anyhow. Bella and I will pour the potion into their food. Lily and James just have to make sure the house elves don't see, can you guys do that?"

"Yep." Lily said.

"Easy." James said.

"What can I do?" Kellie asked.

"You can help me with getting the ingredients." Remus said.

"Okay."

~*~*~

Remus and Kellie had made the potion yesterday and now Lily, James, Sirius and Bella were off to the kitchens. Lily and Bella were in the lead, Sirius and James following. They got to the picture and took the cloak off. Sirius tickled the pear, and went inside. James and Lily went to distract the elves.

"Hey could we have some cupcakes?" James asked. Delia came up to James.

"How many cupcake do Sir n' Lily want?" Delia asked.

"Hey Delia." Lily said and got down on her knees to become the same height as the elf. "We'd like 8."

"Delia will get Sir and Lily, eight cupcake." Delia said and left the two alone. The other elves were doing things and hadn't seemed to notice Bella, or Sirius.

"Why are we getting eight?" James asked.

"All the Gryffindor 5th years we are friends with."

"Oh, well you can always count on Lily to get everyone something."

"Yes, you can."

"Here yous go Sir n' Lily."

"First name basis with an elf, you must be here a lot."

"Not really, anymore. I came here when I was younger. Before I became friends with you guys."

"Oh." James looked down at the ground remering when he wasn't friends with her.

**** Flashback****

It was in their second year. James and Sirius came into the common room and saw Lily. Back then Lily was very quite and shy. She didn't bother anyone, but James and Sirius seemed to always bother her.

"Well look who it is, Prongsie." Sirius said.

"It looks like Miss Perfect Evans."

"Yes that is who it is."

"Is she ignoring us?"

"I suppose so." Remus just came from out of the boys dormitory. Remus had always been friends with Lily, and when James or Sirius teased her or pulled a prank on her he would make sure he wasn't their but this was enough, James looked like he was going to take her homework any minute and throw it into the fire. Remus couldn't take it anymore.

"Stop it!" Remus yelled. James had just taken her homework away and as Remus predicted, he was going to throw it into the fire.

"Remus, is something wrong?" James asked.

"Yes!"

"What?" Sirius asked throughly confused.

"This!"

"Pulling pranks?" James asked getting more confused by the second.

"No, being an asshole. I don't know how you can consider destroying Lily's potions essay a prank. It's just being an asshole. I can't stand you guys doing this to her anymore. Just stop it."

"We're not being assholes." Sirius retorted.

"Really, then what exactly would you call throwing away someone potions essay that took you at least 5 hours." James looked at Lily, she hadn't speaken at all today. He thought about everything that he ever did to her, mostly destroying her homework, turning her hair different colors, and she never once ever looked at him. All that her really knew was that her hair was red. He never saw her face, why didn't he see her face? Was he as mean as Remus was saying? Was Remus right? Remus was always right, so he must be this time. He thought again about when he and Sirius would pull prnaks or be mean to her. She never looked at them, never cryed, it was like she thought she deserved it, but why?

"Sorry Lily." James said.

"Yea sorry." Sirius said. After that day. James saw her face; her amazing green eyes, her freckles. He saw everything and from that day forward they becmae friends, at first she was still very cautious around them, and it took awhile to get her to trust them but she was already friends with Remus and he trusted them so in time she trusted them all.

**** End Flashback ****

"James are you okay?"

"Yea Just thinking."

"About what?"

"That day in second year when Remus, told Sirius and I off."

"James I forgive you about that."

"I know but I still feel really bad about it."

"Don't worry about it" Sirius came over and Saw Lily had a tray of cupcakes.

"We're done. And we have to use you two, as distractions for the elves way more often." They walked into the common room and saw Remus, Kellie, Peter, and Issac.

"We've got food!" Sirius yelled. Lily put the tray in the middle of the common room table. Everyone reached fr the cupcakes. They all ate them and there was still a couple of hours till dinner.

"Lily.um don't kill me after dinner, please." Sirius said. Then everyone stared at him.

"Why would I do that."

"Well you see with the lieing confesion potion, you whisper things to the drink after you put the potion in it and I put a lot of it on Snapes so most likely he is guna jump up and say something, you might not enjoy."

"What exactly?" Lily said her voice stern.

"That he l-loves you." Everyone burst out laughing.

"I am going to kill you!." She got of the couch but James held her back

"He asked you not to."

"James!"

"What he did."

"I don't care!" James put her over his shoulder.(a/n: I always love fanfictions when they have him do that, so you might see this happen a couple times.)

"But you see I want to have my best friend alive."

"James! Put me down!"

"Say the following. I Lily Evans, will not kill Sirius Black."

"I Lily Evans, will not kill Sirius Black."

"And say I Lily Evans, think James Potter is the sexiest and smartest wzard ever."

"James!"

"Do it."

"Ugh. I Lily Evans, think James Potter is the sexiest and smartest wizard ever. Happy now?"

"Very much so." James put her down, they were inches away. James was leaning in closer to her, but she walked around him. 'I almost kissed her!' James thought. 'He almost kissed me!' Lily thought. 'Am I happy about that, no I don't like him. He's just a friend. That's all!' or so she thought.

"So." Lily said and sat back down.

"Right.Lily, Kellie and I have to go to the girls dormitory and unpack." Bella said.

"I don't have to." Bella gave her a look that said 'WE NEED TO TALK NOW!!!' "Right, I have to go help them un pack." They all went up to the girls dromitory.

"What just almost happened Lily?" Bella asked, a wide smile on her face.

"He almost kissed me." Looking at hands.

"And you walked away!" Bella said. Lily got her suitcase and started to unpack.

"Yes."

"Why?"

"I dunno, just because. I can't deal with a relationship, right now."

"Why not?" Kellie asked.

"He'd see me during vacation."

"Oh." Kellie said.

"Oh, what?" Bella asked.

"Tell her."

"Bella, you should sit down." Lily started to explain the crash.

****Flashback****

Lily was 12 and her mother and her were coming home from shopping. Lily turned on the radio and it was Aerosmith. Lily and her mom were singing the song 'walk this way' (I know that's one of their new songs, I think anyhow, but I LOVE that song!) Then suddenly a car crashed into their car head on.

****End Flashback****

"Oh, my god." Bella said.

"Yea, and now my father blames it on me and abuses me for stupid reasons, he or my sister make up."

"She can't stay at my house, because I'm gone the whole summer in Australia this year."

"I'll ask my parents if you can stay at my house. Then you'd be able to have a relationship with James!"

"I'm still not getting into relationship, it's possible he was just caught in the moment."

"Sure."

"Whatever." Lily took out the picture she got from Remus for Christmas. She put it on the bed stand and looked at her and James together. 'We do make a cute couple' she thought. "No, I don't like him, well okay maybe I like him a little. Why must this be so confusing?' she thought. Lily unpacked the rest of her stuff..

"Lily, you ready?" Bella asked.

"Yep, lets go." Bella, Kellie and Lily walked dwon into the common room where the boys were. They all walked down to the Great hall. They sat down and waited for the slytherins to come down, when the slytherins started eating. Snape did as Sirius told everyone. He jumped up on the table and said "I Love Lily Evans!" everyone burst out laughing across the great hall. Lucius jumped onto the table "I'm gay!" Crabbe jumped onto the table and said "I'm in love with Goyle!" Lily figured out Bella had done Lucius, and Crabbe's cause she always said to Lily that she thought they were gay. After Dinner McGonnagal stopped them from leaving the Great Hall, she gave them all detention. James and Lily had it with Monstrone. Sirius and Bella had it with Flitch. Remus and Kellie had it with Hagrid.

~*~*~

James and Lily had detntion today, so they set off after dinner to the dungeons. They got to the classroom and saw Lucius talking to him. Lucius turned and left muttering something that sounded like 'mudblood' to Lily.

Monstrone looked at them with a scowl on his face. "You both are to clean the cauldrons, I will be in my office." He turned around without another word. Lily and James each took one towl off of Monstrone's desk. They both started cleaning the cauldrens on the bottom shelf.

"So, Lily."

"So, what?"

"I dunno, how did you like your presents?"

"I loved them, how about you?"

"Liked it a lot, not every Christmas you get a nimbus broom clean up kit."

"Yea, I guess so."

"So what did you do during the break?"

"Hung out in my room, went into the woods a lot."

"Really?" 'Wow she is a good liar.'

"Yep." 'I hate lieing to my friends but really I did hang out in my room/attic and I went into the woods a little bit.' Lily's robe slipped so that James saw the bruise on her arm.

"Lily, whats that." James already knew, but he wanted to get it out of her, she needed to tell him.

"Oh, um.I just.um.tripped."

"Lily, tell me the truth."

"I am."

"Lily, you don't trip on your arm."

"I tripped on the stairs and landed on my.er.arm."

"Lily, please. Tell me the truth." He said walking closer to her.

"I am." James was so close now they could hear each other breathing.

"Why, do I get the feeling, your lieing?"

"I don't know." Lily turned around and started cleaning the next shelf. James put his hands over hers.

"Lily, I want to help you." Lily turned around.

"There is nothing to help me with."

"Fine. I will figure it out though." He said and turned around, and left to the other side and started the next shelf. 'Why won't she tell me!' he thought angerly 'She'll tell the fucking stag and dog, but not me!' he needed to figure out a way to get everything out of her. 'That's it, just go into my animagi form.'

Lily was cleaning the cauldren, thinking other things. 'I can't tell him.' 'why not?' a voice asked her. 'Because, it would get my father in trouble.' 'Dosen't he deserve it?' 'Yes, no, maybe. I don't know.' 'Tell him' 'No, I told Kellie and Bella. No one else needs to know.' 'They could help' 'They might think I killed my mother.' 'Doubtful.' 'And why is that?' 'Because I know them just as well as you do' 'prove it' 'If I must' 'You do' 'Okay this is what happened when you told Kellie.

**** Flashback ****

Lily had just gotten back from Christmas vacation in fourth year. Lily and Kellie were the only ones in the room.

"Lily, do you think I should tell Remus that I like him?"

"Definetly." Lily said as she was unpacking.

"What if he says-Lil why do you have a bruise on your arm." Lily looked at her left arm she saw the selevve had slipped a bit.

"Oh um, just a clumsy moment."

"Lily you are never clumsy."

"Yea, I am."

"Lily, I have been best friends with you since we meet on our first day on the hogwarts express, you are *never* clumsy."

"Okay, but you have to promise not to tell *anyone*" Lily told her about the crash.

"Oh, my god Lily!" Kellie hugged her very tightly.

"You're the only one that knows anything."

"Okay, maybe you should tell the folice."

"It police- and I can't."

"Why not?"

"Because my sister and I both would haveto go to a foster *MUGGLE* family."

"Oh, right."

"Yea, that wouldn't be the smartest thing."

"Okay, I won't tell. But you shouldprobably tell Bella, she is our best friend."

"I will when the time is right."

"Okay."

****End Flashback****

'Okay, you know them just as well as I do' 'So tell him!' 'No!' Lily and James had finished cleaning all the cauldrens. They both leavt not talking to the other. James turned the corner without saying as much as goodbye, and Lily just sighed. She left to the Library. She stayed their for a little bit, but couldn't keep her mind off James.She left the Library and went out side to take a walk. It was already dark outside and the full moon shone brightly above. She looked around, and something was wrong, Very wrong. She glanced at Hadgrids hut, to the lake then to the Womping Willow tree. 'That's it! Th womping willow tree it's.it's frozen!' she thought. She went over to the tree and saw there was a tunnel. 'Don't go down there' the same voice as earlier said to her. "Shut up, already. I'm going and you are not going to stop me." She said outloud. She walked down the tunnel. She had been walking for a little while and a something jumped on top of her. She screamed. 'A wherewolf!' Lily thought. She didn't even think about this being a hideout for a wherewolf. It was on top of her, she thought it was going to bite her when a dog came out and tackled the wherewolf. Lily reconized it as the dog from over break, then a stag came out, which Lily thought it would have to be the same stag.

The stag changed into.James! James looked at the wherewolf and yelled "Stupify!"(a/n: um or any binding/freeze spell)

"J-James?" Lily said.

"Come on Lily." James grabbed her arm and brought her back to the Gryffindor common room. "Okay, there is a lot to explain, but I really think Remus should tell, you. It's not my story to tell. So let's just wait till he gets back okay?" James said, hoping she would agree.

"O-okay" About a thousand thoughts were going threw her mind. 'Who is a werewolf' 'James is the stag.that means he knows' 'Who is the dog.It has to be one of them, Sirius or Peter.' "Remus a secret?' and plenty of other thoughts went threw her mind. Before she knew it Sirius, Remus and Peter walked into the common room.

"I didn't tell her, I thought you should." James said, looking pointedly at Remus.

"Okay, um Lily. W-well.er.I-I-I'm a w-w-werewolf. I-I'm really, really sorry 'bout tonight."

"It's okay."

"I u-understand if you want to ignore me, or-"

"Remus, you're a werewolf one a month. It dosen't matter. Your one of the nicest guys I have ever met. I would never ignore you, *ever*" Lily hugged Remus. Remus was surprised at this sudden gesture. "Whose the dog?" she whispered into his ear.

"Sirius." He whispered back. She turned back her face went from soft and understanding to stern and very pissed.

"And you two." She said pointing to James, and Sirius.

"So.Lily." James said, feeling smaller as she walked toward them.

"You, were the two who where with me during break."

"True Lilykins, but we were-"

"Trying to help? Is that what you were gunna say Sirius? Because that is not trying to help, I don't need any help and I don't need two of my friends going behind my back and trying to *help*.And don't call me THAT!" Lily stormed up into the girls dormitory. James just looked at the spot where Lily was moments ago.

"James?" Sirius asked.

"I'm tired, I think I'm gunna go to sleep." James said, and walked to the boys dormitory without another word.

~*~*~

Threwout the whole entire week Lily had ignored James and Sirius. Of coarse Sirius being Sirius didn't really notice, to many pranks to pull and people to embares. However, James did notice. James took in very badly to. He would only go out of the gryffindor tower if he had classes, Quidditch or he was hungry. He hadn't done one prank all week. It was Saturday and Sirius decided that it was time for James to wake up and start the day.

"PRONGS!" Sirius screamed in his ear.

" 'Eave 'e alone." He said putting a pillow over his ears.

"Wake up! It's super late!"

"I 'ave no 'eason to"

"Sure ya do! We've got that game versus Hufflepuff tomorrow!" James looked up from the pillow.

"Given win. Sirius. Leave. Me. Alone."

"Sorry no can do." James put the pillow back over his head.

"Why 'ot"

"Cause you have got to get over this whole Lily thing. Go up there an apologize to her."

"Did you do that?"

"No. She's got a temper there is noway I'm messing wit dat crazy-tempered- chick!"

"Why should I?"

"Cause you LLLLOOOOVVVVEEEE her."

"Do not!"

"Do too!"

"Do not!"

"Do too!"

"Do not!"

"Do too!"

"Do not!"

"Do too!"

"Do not!" After a minute James realized Sirius was gone. 'Whats up with that?' he thought, until.

"AHHH!!!!!" Sirius had thrown freezing ice-cold water on top of James "ALRIGHT I'M UP!!" James was now angry at Sirius for throwing water on him, and Lily cause she won't talk to him. James got dressed and slowly walked down into the common room. The common room was pretty crowded. With students of all years. James spotted his friends sitting on the couches and walked over there.

"Hey guys." He was given a few 'Hi', 'Hello' and 'Would you like some cold water' the latter provided by Sirius.

"Hello James." Said Mia as she made her way toward him. James saw Lily had walked in and got an idea. "DON'T DO IT!!'said a voice "Oh, shut up!' He grabbed Mia by the neck and kissed her.

Kellie was shocked.

Bella was surprised.

Ashley was puzzled.

Sirius was amuzed.

Peter was bored.

Remus knew there wasgoing to be a problem.

"Well, hello Lily." James said smugly. Lily ran out of the room.

"Asshole." Sirius said hands in fists.

"What?" James asked innocently.

"You are an asshole."

"And why would I be an asshole?"

"Sirius don't start." Bella said sencing a fight, of coarse she was right. Sirius punched James in the left eye.

"You're the one who wanted to help her and all you did right now was hurt her!" Now some people were gathering around the scene. Kellie saw Issac coming over and the Head Girl.

"You guys stop! Issac and Matt are coming." Sirius walked out of the common room, followed by Bella, Kellie, and Remus.

"Sorry, James. I've got to agree with Sirius on this one." Remus said and walked out of the room.

~*~*~

Lily ran to a room only she knew about, she wasn't sure what the offical name was called but sheclled it 'The Room of Fairys' Lily got to the portarait that had to Fairys on it, one green the other red. Thegreen one said

"Nice to see you again Lily!" In a high pitched cheery voice.

"Hello, Emma."

"Password?"

"Rowena Ravenclaw." The portarait swung open. The room was very. It was full of tiny faeires fly about. There however wasa couch in the middle. Lily sat on the couch saying hello to some other fairy friends. She sat on the couch thinking about James 'I went down to apologize, maybe I deserved it.'

~*~*~

Sirius, Remus, Bella and Kellie had looked all over the castle and couldn't find her.

"We've looked everywhere!" Sirius exclaimed.

"I know, where else could she be?"Remus said.

"We haven't exactly looked 'eyerywhere'" Kellie said shyly.

"What do you mean Kel's?" Sirius asked.

"First off never call me Kell's and second she found this room, it was filled with Fairy and she friends with them. She goes there when she dosen't want to be found."

"Oh, so can we wait somewhere?" Bella asked.

"Not really. We should just wait in the common room, I guess." Kellie said.

"You don't have to." A voice said fro behind them.

"LILY!" They all said at the same time.

"Hiya, guys."

"We were worried." Bella said.

"You shouldn't have, plus I kinda deserved it."

"No, you didn't." Sirius said.

"Yes I did.Today I came down to apologize, say I over reacted. But he said that tone, and I couldn't bear it."

"No worries, yes you over reacted but you didn't deserve that." Sirius said.

"Thanks."

~*~*~

'I shouldn't have kissed her' James thought as he paced back and forth in the dormitory.'It was a very terrible, bad mistake! Lily will never forgive me now'

'Maybe you should have kissed *her*'

'That would have been abeter kiss, butwait now I'm going off track.'

'Admit it you have acruch on Lily Evans.'

'No I don't.'

'Yes you do'

'No I don't.'

'Yes you do'

'No I don't.'

'Yes you do'

'No I don't.'

'Yes you do'

'Fine, you think that.'

'Why did you want tohelp her in the first place?'

'Cause she is my *friend*'

'No you care for her much more for then that'

'Do not!'

'Then why are you pacing?'

'Umm.habit!'

'Sure'

~*~*~ Okay I was waiting for my beta reader Darkened soul to e-mail me this chapter back, but it seems that she never got it or doesn't want to be my beta reader anymore so, IluvMoony, don't we all! Okay nehow back to beta reader subject I would love if you would beta read my fourth chapter (which should be done today)

Darkness carrier ~ Glad you like the story so far!

Whippy Bird ~ Gald you like the story, and I know Lily and James are always with the love/hate thing or best friends. I had to be different though!

IluvMoony ~ Glad you like the story, I would love it if you would be my beta reader!