Unable to sleep, Lily tossed uncomfortably in her bed. It had been a week since she broke up with Remus. Everyone was still a little mad at him, but they didn't exclude him from anything. Except James. James couldn't seem to be able to forgive him. He ignored Remus and spoke to him only when it was absolutely necessary.

Finally admitting she was never going to sleep, she got out of bed, put on a robe, and made her way to the astronomy tower. Lily stealthily made her way to the tower, hoping that she would be alone there with her thoughts and the stars. When she reached the tower, Lily looked right to the stars and didn't notice the stag that stood below that looked up at her. For a few seconds, it just stood there, then hurried towards the castle.

"Oh, mom, I miss you so. Why did you have to leave me?" James heard Lily say as he came up the steps. "Why did you have to go?" she whispered. James could tell she was crying.

"Lily? It's only me. James," he said as she turned around, startled. "I thought I'd make sure you knew I was here."

"Oh. Hi, James," she said as she turned her back to him. He always seemed to be around when she was sad and right now she didn't want him near her. "I was just looking at the stars."

"Yeah, it's a great night," he said as he stood beside her.

"Yeah."

"Lily, I heard what you said about your mom. What happened?"

"She died this past summer," she said, her voice cracking.

"Oh, Lily. How did it happen?" James asked sympathetically. But he didn't touch her, he sensed she would break if he did.

"My father. H - he hit her."

"Any you?"

"Y - yes. But not as bad as he hit her. I wasn't home as much because I come to school here."

"Why didn't you tell anyone?"

"I did. I told Cassandra and Sol. Th - they know everything."

"Tell me. You know you can trust me." Now he did touch her. He ran his hand lightly over her long red hair.

"Okay. My father started hitting me when I got my letter to come to Hogwarts. He said - he said he didn't need a - a freak in the family. My sister, Petunia, didn't want to speak to me again. To them, I was a - a freak of nature," she stammered.

"And to your mother?" he asked quietly.

"She was the only one who didn't hate me. She thought I was a m - miracle. She made sure I came to school.

"I didn't find out that he beat her until I came home. I - I c - can't say any - any more," Lily sobbed into her hands.

"Shh, it's okay. You can tell me. Just let it out, honey," James said soothingly and calmly stroking her hair. "You'll feel better if you tell me."

"I - I came h - home th - this summer and h - he got mad at me. Th - then h - he took it out on her and h - he killed her. Oh, James, it was so h - horrible. Th - there was blood everywhere and she looked so - so . . ."

"Cry it out, love. Just cry it out," he whispered and pulled her so she could cry into his chest. He felt her fist her hands in his robe. Finally, she raised her head. James could see an imprint on her bottom lip where she had bit it.

"I think your robes are ruined," she said in a weak voice and attempted a smile.

"I've got a spare," he whispered back. He had a sudden urge to kiss her. Lily looked helplessly adorable with her eyes misty and her lips red. "Don't hate me for this," he said as he leaned down.

Lily was surprised when James kissed her. Nevertheless, she kissed him back and wrapped her arms around his neck. James, just as surprised, put his arms around her waist. This was the first time she let him kiss her. And he was enjoying it immensely. Nobody had ever made his head swim like Lily did. Maybe it was because he was in love with her. Maybe it was because she smelled of fresh flowers and green grass. Whatever the reason was, he didn't want it to stop.

"I better get back to sleep," Lily said as she pulled away from James.

"Why? No classes tomorrow," James reasoned while softly nuzzling her neck.

"Cassandra will notice that I'm gone."

"No she won't. You have a separate dormitory."

"Well, I -"

"Give me a real reason. Just stay for awhile. Please," he said as he laced his fingers around hers.

"I really have to go, James. And you have Quidditch tomorrow."

"Why do you have to be so sensible? Why can't you just say 'Okay' and kiss me again?" he teased.

"Because I'm tired," she said, smiling and pulling her hands out of his.

"How about a kiss, then?" he asked as he reached for her. Lily stepped just out of his reach and put her hands out as if to ward him away. "What's the matter?"

"Nothing. I just have to get to sleep. I'm really tired," she mumbled, not looking directly at him.

"Then why won't you give me a kiss? You didn't fight me off a moment ago."

"Because, I - well I -"

"Just say it, sweetie."

"Because I don't want to hurt you," Lily confessed, not looking at him.

"Hurt me?" James said, and tipped up her chin so she had to look him in the face. "How could you hurt me? I love you, Lily."

"I know. That's why. You love me, and, as much as I hate to say this, I don't love you. And I don't want to hurt you by not returning your feelings," she admitted softly.

"Lily, is that so? Is that why you don't want to kiss me? Because you're afraid it'll hurt me?"

"Yes."

"I know you don't love me," James started as he grabbed her hands. "But I love you. And I'd like to give you the chance to love me back."

"What do you mean?"

"What I'm trying to do, Lily of the Valley, is ask you out."

"Ask me out? But, James -"

"Come on, no buts. Just a 'yes' or 'no'. Preferably a 'yes', but I won't be angry if you say 'no'."

"I have to think about it."

"How about a kiss, then?" Without waiting for an answer, James gave Lily a soft kiss.

"Good night, James," she said as she backed away.

"Good night, Lily. I love you." Quickly, Lily ran down the steps, not caring if she was heard. When she finally reached her dormitory, Lily crawled under the covers and peacefully slept.

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

Lily woke up to the sound of insistent knocking at her door. She groaned and covered her head with pillows. "Go away!" she yelled grumpily.

"Nope," James said as he came into the room. "Wow! How do you keep this room so clean? There's clothes on the floor!" he said as he looked around.

"What are you doing here? And how can you be so happy so early in the morning?" Lily asked, finally opening her eyes.

"First of all, I'm here because we have to meet with Dumbledore. Second of all, it's about noon, not the morning."

"WHAT!? Noon? Oh, god! I can't believe I slept so long!" she yelled as she threw the covers off and jumped out of the bed. "Why didn't I wake up? I can't believe it!" Just then, she realized that James was staring at her. "What?" she asked self-consciously.

"You look beautiful," he whispered softly, as if he was stunned by her looks.

"No, I don't. I just woke up. I haven't even brushed my hair yet."

"You still look beautiful. I wish I could see you like this everyday. Your hair is naturally falling around your face and you glow. You simply glow."

"You're delusional, kid. Now can you leave me so I can get changed?"

"No."

"What? Are you nuts? I have to get changed."

"I'll pick out the clothes," he said as he pulled out his wand. With a flick of his wrist, Lily was suddenly wearing a pair of Muggle jeans and a pink shirt. "See, redheads can wear pink."

"I have to wear my school robes. Now change me back," she demanded.

"Nope. And it's Saturday. I'm not wearing my school robes. Relax. After the meeting with Dumbledore, I have to go to the game. So let's go," he said, grabbing her hand and dragging her out of her dormitory.

"JAMES! Stop pulling me!" she yelled.

"Walk fast then," he said as he dropped her hand. Lily immediately fell behind. With an exasperated sigh, he grabbed her hand again and started dragging her.

"Stop pulling me!"

"I wouldn't have to pull if someone had woken up on time!"

"I would have woke up on time if someone hadn't kept me up all night in the astronomy tower!"

"Oh, so now it's all my fault - lemon drops - that you woke up late?!" At the password, a gargoyle moved and a staircase appeared.

"Yes! No! I don't know. I'm just tired and confused," she said, pouting. Quickly, James leaned over and kissed her on the lips.

"Sorry. I couldn't help it. You just look so sexy when you pout."

"Oh, shush," Lily said and she lightly pushed his shoulder.

"Are you still mad at me?"

"No."

"Good, let's go in." They went into Professor Dumbledore's office side by side. "Sorry we're late, Professor. Lily slept in."

"Shut up," she insisted under her breath. "Good afternoon, Professor. I was feeling a bit under the weather this morning and I overslept. Potter so nicely served as my alarm clock at approximately twelve o'clock today," she said sweetly. "So I'm sorry if we're late."

"No problem, James and Lily. You might want to go to the Infirmary and have Madame Monte check you out if you still feel unwell later."

"I will, Professor."

"Now, to begin with business. December is approaching, and with it Christmas. You'll want to meet with the prefects to talk about decorations for the holidays. Do either of you know if you'll be staying over for the holidays?"

"Yes, I am," Lily said eagerly. She hared going to the orphanage, even when absolutely necessary.

"As will I," James stated.

"But you never stay!" Lily protested.

"Sirius, Peter, and Remus are staying too. They don't want to go home over vacation." Little did Lily know that there was a hidden reason for the Marauders stay. Christmas Eve would be a full moon.

"Oh, yes. I have already been informed about those . . . arrangements." Dumbledore interrupted. "Well, I believe that's it, unless you have something to add? Good," he said when we both shook our heads, "James, would you accompany Lily to the Infirmary?"

"Of course, Professor."

"But, Professor, it's -"

"I insist, Lily. Now, if you don't mind, I do have work to do, children."

"Of course not, Professor. Now, Lily, did you hear that? The Headmaster has work to do and I'm to bring you to the Infirmary." At this time, both students had their backs to Dumbledore and did not see the twinkle in his eyes.

James waited until the staircase was once again hidden behind them before he trapped Lily against the wall. "Why did you lie to him?"

"What do you mean?"

"Why didn't you tell him you were with me last night?"

"It's hardly something I want to advertise. Please get off me."

"Why don't you want to be seen with me?"

"Because people would get the wrong idea."

"And what idea would that be?"

"James, get off me." Instead of granting her request, James dug his fingers harder into her arm and pushed her farther against the wall.

"What idea, Lily/"

"The idea that we're a couple. James, you're hurting me," Lily said with tears in her eyes.

"Fuck that," he said and pressed his lips to hers in a fierce and passionate kiss. In not time, Lily was kissing him back and putting her arms around his waist. She eagerly pressed against him and her only thought was Lovely. Slowly, James pulled away. "Why did you kiss me back?"

"I don't know," she mumbled. Faintly, Lily realized that her arms were still around his waist and his were still around her waist.

"I can't be so repulsive if you kiss me back."

"I don't know what I think of you."

"Lily," he started as he stroked her hair.

"No. You'll say something sweet and loving and I don't want to hear it. Could you please let go of me now?"

"Nope. Not until you kiss me," he said and pulled her closer. "Just one kiss." His lips were so close and his beautiful eyes bore deep into her green ones. Lily found herself raising up on her toes to give James a kiss. She let it go on for a full ten seconds before she eased back.

"Now will you let go?" she whispered.

"Sure," James said, his voice seemingly escaping him. he slowly let go of Lily and stepped back. He readily regretted it and wished he could go after Lily. Instead, he had to be content with watching her receding form while he leaned against a wall, waiting for his legs to begin working properly again. When he felt he was reasonably sure he could walk, he began made his way to his dormitory to change into his Quidditch robes.