Lily sighed and she packed her books into her satchel, and glared at the annoying boy in front of her. Even though he was being quiet for once he was still managing to annoy her. He was talking quietly to Remus, who saw her and smiled slightly. James turned around and his eyes momentarily widened, although Lily didn't notice. What she was looking at was his notebook. Next to the snitch he had been doodling were a pair of initials, L. E. Was it L.E? She frowned slightly and James quickly swept the notebook away under his arm.

His tie was pulled slightly loose, which annoyed Lily further. He thought he was so cool, but he wasn't. The girls did talk about him a lot, but he was the Quidditch hero and despite the fact he mucked about he always did well in school. It was ingratiating.

"Hey Evans, see something you like?" He grinned.

"Yes, the initials of a girl on your notebook." The grin vanished instantly. "It's nice to know that you, the great James Potter, can't have something you want." James, however, smiled.

"Oh, Evans...Evans. I could have any girl in the school I wanted."

"If you say," she replied airily. "I have to get to Potions, see you later, Remus?" He nodded and at a look from James he said,

"What? We're meeting later. She needs some help with her Charms homework." Sirius broke out into laughter. James looked furiously at him, and then back at Remus.

"We all get top marks, why doesn't she ask me to help her with Charms?" James asked sourly.

"Maybe because well...if she spent some time with you she'd find out you weren't so bad after all?" Remus replied.

"What do you mean?"

"What he means Prongs," Sirius broke in, "is that she's afraid she'll fall in love with you like every other girl in our year."

"Oh come off it, plenty of the girls like you and Remus. In fact, I don't know how he found time to fit her in between Lucy and Samantha." Lupin's cheeks turned slightly pink, all the more noticeable as the full moon was just over the previous night.

"For your information, we are having a group study session."

"Great. I'll come then." Sirius and Remus looked at him, but he stared back defiantly. "What? I happen to feel that some group study time would improve my Charms grade." Sirius chuckled and Remus looked slightly annoyed.

"I don't want this to turn into a witch hunt, James." Remus smiled at his own joke, but James wasn't.

"I just want to ask Evans some questions, okay? I promise I'll help her study."

"No, you won't. I'll be in enough trouble; you'll have to help Lucy."

"Lucy? Lucy who?"

"Lucy Edgecombe, remember? A year ahead of us, blue eyes, blonde?" James was blanking.

"I took her out to Hogsmeade last year, remember?" Sirius interjected. "She seemed okay but she's dull as dishwater and ugh," Sirius shuddered, "she wears so much makeup you'd think she was a vampire." James looked at Remus.

"Thanks a lot Moony." Remus smiled.

"Anytime, Prongs. Hurry up; we have to get to Potions as well."

Lily ignored James the whole way through Potions and for once he was glad. Had she seen those initials on his notebook? He had hidden it quickly enough but she had eyes like a hawk, and her pupils had contracted in the way that meant she had picked up on something. He was watching her from over his cauldron, but she showed no signs that she had noticed him. He knew from experience, however, that did not mean she hadn't.

He got back to trying to mix his potion, but was already halfway to adding the wrong potion. Lupin grabbed it out of his hand and replaced it with the right one. James looked around.

"Pay attention, would you Prongs?" Remus grumbled. "It's bad enough trying to keep Sirius on task..." James looked over to see Sirius pretending not to notice a couple of girls who were whispering and pointing at him. James punched him on the shoulder.

"You're annoying Moony, Padfoot." Sirius turned to face him with an expression of utter innocence.

"Me? What about you, staring at Evans-"

"Shhh!" James had just noticed Lily watching them. She saw the girls looking at Sirius, rolled her eyes and went back to her potion. James frowned at her in case she was looking again, but he could never be sure. Every time he looked at her she was busy scribbling something in her notebook or measuring an ingredient but he could swear she was looking at him. Potions went by slowly that day, but by the end James was confident he had gotten at least an Exceeds Expectations. O.W.L.'s were later on that year, and no teacher failed to remind them of this each and every class. After Potions was dinner but James skipped it.

He didn't have his Charms book with him even though they had had it that morning. He never took it to class, and so spent dinner looking through the dormitory he shared with Remus, Sirius, Frank, and Edgar. Frank's bed was immaculate as was Remus', but the rest of the room was a tip. It took James nearly fifteen minutes just to find his book. He hurried back down to the Great Hall for what was left of dinner.