A/N: Alright this post gets a little bit more graphic but not too bad, the next one however is VERY, VERY graphic just as a warning i don't want you guys reading anytihng that you might not like reading. :) Thank you all for your support.

skater/boy: Thanks you for your support, but you really don't ned to defend me agiashnt flamers, they have a right to state their opionion. :)

greengrl: Thank you again, i can always look forward to your review because i always know i can except turth and sincerity. :) See i think spandex is kinda sexy like in x-men drools lol. Yeah she likes him but she dosn't want to betray Remus and is still trying to deney her feelings. :) i agree that it was the best post far that's when things just start heting up. :)

ChinChila1369: Agian thanks. :) I had a good time writing this chapter so i could only hope that people would enjoy reaidn it. Thank you i apprriciate you support. :)

KMK: Thanks you, i'm sorry about the confusion as i said i will try and re edit old chapters later on but now i'm just to busy. :) Thank you soooooo much i would love you help with editing i you would like i can send you the next chapter to edit. :) my e-mail is

shortgirl424: It seems like i will forever be saying thank you to people for the nice coments. :) But again thank you. Yes i know i'm so cruel to Remmie, and a sneak preview is, it only gets worse and there is a shower scence w/ Lily and James in wich well...... someone unexcpected walks in. wink wink A preview for only my most loyal fans. : D

I'm really sorry it took me so long to update i've been really busy with school. :)

James sat under the tree by Remus, Sirus , and Peter. He could hear them complaing about NEWTS and Remus lectruring them on how important they were but they seemed a world away. So in fact did everything else. He was still caught up in Lily's kiss ,the taste and smell of her. The whole scene kept repeating vividly in his mind making his body tense and gasps squeeze out of his dry mouth. He didn't get what the big deal was ,he had kissed plenty of girls before and he wasn't a virgin. So what was the problem? He didn't know he just couldn't get his mind off of her thick red hair that fell like a waterfall around her, framing her delicate heart shaped face or her sparkling emreld eyes. Or the feel of her body pressed on his. God he put his head in his hands. He was falling in love with her. Or maybe his old crush was getting stronger feelings. But whatever it was it wasn't good, then he looked at Remus and wanted to cry. Why was it that love had to be so hard, why couldn't everything be simple?

Lily didn't know what to do it had been two weeks since her and James's little "contact". They practiced their dancing like normal, but Lily always brought Cassie along or Makayla so that they weren't alone. It wasn't that she was afraid he would pounce on her, what terrified her was the fact that if given half a chance she would be the one doing the pouncing. She avoided him unless forced to be around him. But then she always kept someone near and was stiffly civil. She couldn't let James's get between her and Remus, more she couldn't let James's make her break Remus's heart. Maybe...........maybe if she got closer was more intimate wih Remus her feelings for James would fade into the background. She had been saving herself for someone spacial. But tonight when none of her friends could come she had almost given herself to James.

Flashback

"Lily, where's your escort?" James's asked sardarnicly.

Lily's bottam lip quivered and she licked it nervously to make it stop.

"Still afraid i'm gonna molest you?" Bitterness showed roughly in his choclate colored eyes.

He moved towards her and grabed her wrist pressing them into his chest and pushing her body between the wall and his firm quivering body.

"Maybe i will, maybe you denyed me too long. What would you do Lily, if i did? You know you're the single girl in my life who has ever deneyed me, that's gotta be hard on the pride." he said this all in a hard ,hurt and bitter voice. Fear filled lily's heart and for a minute she didn't doubt that he would do it indeed. He easily read the fear in her expressive eyes. Her let her hands fall his eyes turning sad.

"You really think i would do that do you? That i could do that to you? Your a fool Lily Evans for all you A grades." Pain tecthed across every word that slipped out of his full lipped mouth.

She loved his mouth, it was so full even more then hers, and bottam heavy giving him a pouting look when he held them in a frown. She jerked herself.....what was she thinking?

"Just go Lily...........before you see a grown boy cry."

Tears glittered in his eyes as he turned away from her. She wanted nothing more then to hold him in her arms and wipe away the pain, she coldn't bear to hear the pain in his voice or see it wraped around the tightness of his body. Moving in a slow daze she pressed herself aiasnt his tight back will his musles ripple beneah her breasts. Making a warm tingiling feeling creep up her body. She muffled a gasp and sliped her arms around his neck. She pressed her lips, moist from her tounge onto the base of his neck. Mummering in barely uncomphriensible words,

"I love you James."

He turned arburptly in her arms now facing her with her arms still wraped lossely around his quivring neck.

"What did you just say?"

Fear flashed in her eyes not fear of him but fear of herself and her actions. SHe shook her head numbly.

"Tell me Lily, say it again now."

She again shook her head her eyesight bluring behind tears.

He pulled her into his arms holding her now shaking body in his strong arms. HIs body rippiling teasingly agaisnt er touch. But he didn't make anymore moves just held her shaking, silently sobbing body in his arms. Buring his face in the waves of her hair.

"I love you." Lily whispered again.

Using both hands she pushed him an armlength away from her. Looking at his eyes. She could gaze at them forever even in her dreams. HSe moved closer pressing him between the wall an her own slender body. She planted wet kisses up his chest to his neck then moved her tounge detly in small circles at the base of his neck. THrilling in the taste of his warm sweat, and swet skin. His body rippled in pleasure and surpise underneath her causing her to gasp outloud. She pressed her mouth on his sticking her tounge into his mouth with brute force. Her opened hi mouth excepting her kiss. Fire burst inside the,m swarming over them in deep heat waves of lust and passion. She savored the kiss. Then he tuck incentive and filped her to the floor. Pressing his body ontop of hers.

"I need you." He breathed panting heavily.

He sliped her top up till he could touch her breast aweing in it. Slipping it into his mouth. She moaned and gasped at the same time her body arching up in pleasure beneath his.

His hand roamed to her thigh caresing itgently. sense brooke into her she jerked upwards sliping out from under him.

"i-we can't do this"

longing, hurt and confusion souned loud and clear in her vo8ice. She grabed her bag running from her own passion.

End of Flashback

So she had only one thing to do she would go to Remus maybe if she was intimate with Remus she would love Remus despretely instead of James. She didn't know but she was clueless. So she looked down at her hands fighting back tears.

Lilly nervously studied herself in the mirror she wore her a emreld green velvet bathrobe when she opened it underneath was a black lace bra and undies with rich emreld silk mixed in here and there.. She had brushed her hair tell it shined and fell down her back in soft waves. The black was a sexy contrast against her pale ivory skin and the emreld brought out her eyes all in all she supposed she looked good enough. She hoped Remus would think so. She tied the robe tightly. And quietly snuck out the dorm and up to the boy's making sure to tip toe past the sleeping dorms. When she reached Remus's dorm she stepped in. She knew his bed was by the window. She tiptoed past a snoring Sirus in hot pink boxers and at another time she would have laughed. She winced slightly when she saw Peter in nothing but black boxers it was a little scary. When she reached James bed she stood and studied him for a minute. The moon spilled out from the window and spilled across his pale skin making it glow softly. His jet black hair was softly spread onto his pillow messily.

He had the cover pulled to his waist. His chest was bare she drew in a breath. Wacthing his muscles heave while he breathed, the moon making his pale fair skin glow with aweing beauty. He was so beautiful she thought as she saw his long, thick eyelashes flutter on his cheeks. She felt a deep sense of regret and a aching in her chest right where her heart was. A tear rolled down her cheek she quickly wiped it away and moved to Remus's bed. The curtains were drawn shut he was probley still awake. She slipped inside and quikly put an illusion spell on the bed making it appear empty. then she turned to Remus. He was sitting in bed with out the covers, in nothing but cotton plaid boxer's. She smiled at him forcing herself. It wasn't that he wasn't hot. But he wasn't James infact he was the opposite. He was very skinny tall and lean with wavy almost shoulder length blondish brown hair, that contrasted amazingly with his stormy gray blue eyes. He looked at her shocked" Lilly what are you doing here?" he whispered.

She untied her robe letting it slowly slide down her pale shoulders and slide down her curvy body tell it pooled at her feet. He stared at her and slowly his eyes glazed over.

"Oh god Lilly....i..."

He was to much of a sweetheart to make the first move in this situation, besides she was coming to him right? So she moved onto the corner of his bed slipping into his lap. And feeling the hard response of his body . Lilly leaned in and kissed him he just sat there for a minute but then started to slowly return it.

She caressed down his back felling his body ripple underneath her hands in response. Reminding her of someone's thick muscles and strong body. She bit her lip rying to keep burning pain from her eyes.

"Lilly..."

"I'm on brith control so don't worry and besides that i .....want you." she whispered softly to Remus.

Glad that the closed curtain that made darkness fill the small area, kept him from seeing the tears rolling down her soft cheek. He mummered something and pulled her under the covers with him.