A/N: Sorry it's taken a while longer than usual. I just got back from camping with my family...well hope you enjoy this.

The first month of school seemed to pass quickly for the Hogwarts students. Sirius hadn't yet gotten revenge for the puppet incident though. Before they knew it Halloween was approaching, as well as the first trip to Hogsmeade. The head students this year, one from Gryffindor and one from Ravenclaw, both decided that the Halloween celebration would just be a big feast with a celebration afterwards, no formal dress just a party with some loud tunes. It was the last class on Friday that you could find the Marauders, Lily, Lynsay, and Peyton sitting in, dying for the bell to ring. All were excited about the Hogsmeade trip the following day and the party that night.

"... and that's why all Animagi must register with the Ministry of Magic..." Professor McGonagall seemed to drone on.

The Marauders were concealing smiles from the back of the classroom.

"She forgot to mention you don't have to register if they don't know your Animagi." Sirius smirked while whispering to James and Remus. Peter had fallen asleep, as usual.

"I've got to get out of this classroom." James sighed. "Oh who's the first lucky girl to get to be taken to Hogsmeade by our Marauder Bachelor number 1 Padfoot?"

"Well, no one yet, but I've had someone in mind I thought I might ask." Sirius replied.

"You mean the great Padfoot is actually asking a girl to Hogsmeade? They usually come running to you mate. I think your losing your touch." Remus teased. "Must be someone special."
"Oh shut up Moony." Sirius shrugged him off. "And who would your big date be I might ask?"

"Well if you might ask I might tell you it would be Lynsay Cambridge." Remus replied smugly.

"Way to go Moony." James said slapping him on the back.

"About time too mate." Sirius said a bit too loudly.

"Mr. Black is there something you would like to share with the class?" Asked Professor Mcgonagall.

"Actually I was wondering if I could be excused Minnie darling." Sirius said politely with a charming grin. A few Hufflepuffs fell out of their seat.

"How many times do I have to tell you Black to stop calling me that wretched name? It's Professor Mcgonagall to you." She answered curtly.

"Well how many times have I told you to call me Sir Black of Gryffindor? Have you ever complied? No, I think not Minnie." Sirius answered back quickly.

"10 points from Gryffindor Black for your cheek, and I'll see you in my classroom Monday night for detention." She answered and turned her back to continue the lesson.

"Wait Minnie! Can I be excused?" Sirius pleaded. He was desperate to get out of class.

"No Black you can not be excused, now sit down there are only a few more minutes left in class anyway." She replied.

"So I'm not, not excused?" Sirius asked slyly.
"...Well yes-" She started, slightly confused.

"Well thanks Minnie see you on Monday!" Sirius said cheerfully and sprinted out the door.

"Oh for heaven's sake, I can't believe I just fell for that. Well all of you can go now a few minutes early since Black has successfully interrupted yet another lesson." Professor Mcgonagall said to the class, though after they left she couldn't help but suppress a smile.

James had flown out the door as soon as Mcgonagall said they were excused. Sirius was waiting outside the door for him looking very proud of himself.

"Another successful mission." Sirius grinned.

"Yeah Padfoot that was great...oops I ran out without my book bag. I must have been a little excited. Wait here I'll run and get it." James said turning around abruptly.

Right at that moment Lily was walking out of the Transfiguration classroom and flung the door open rather quickly. It hit James right in the face and sent him sailing a few feet down the hall. Lily ran down the hall to see if he was ok.

"Oh my gosh Potter are you alright?" Lily asked, yeah she found James annoying but she didn't want to cause physical damage...well not at this particular moment at least.

James looked up a little starry-eyed and stared straight into Lily's emerald green orbs. Lily couldn't help but notice his hazel eyes looked a little more blue when you got up close and the tingle that went down her spine when he was staring straight into her eyes like that didn't go unnoticed either. She gave herself a mental shake and decided she was imagining things.

"I'll have the soup King Louie!" James said in a funny voice, almost drunk sounding.

"Um, I think you're a little delirious Potter but we can get you soup if that's what you want?" Lily asked failing to hold in her laughter.

"Soup would be great...then I'll have my sponge bath nurse Lillian." James said seriously. "Then I want you to read Green Eggs and Ham, by Dr. Seuss, to me in your sexy voice." He added with a ridiculous purring noise. Everyone was in fits of laughter. Including Lily, who was obviously in a good mood. James looked at little confused as to what everyone was laughing about.

"Night night." James said boyishly before passing out onto the ground.

"I don't know whether to send for Madame Pomfrey or laugh some more" Lily said, she chose the latter and brought James back to consciousness with a simple charm and told the others to go ahead to lunch so they left.

"Wh- what happened? Why's everything blurry?" James asked groggily.

"Well...I sorta hit you with the door when I opened it, and your glasses are cracked. Here hand them over." Lily said. "Occulus Reparo"

"That's better, thanks Evans." James said looking into her spectacular eyes.

"N-no problem Potter. Sorry about the door hitting you in the face thing..."Lily spluttered out nervously. How could him just looking into her eyes make her feel so unnerved? Because it feels like he is looking into your soul...her mind answered her.

"Anytime you want to knock me down its fine with me Lily." James joked. "What?" he asked looking at her confused face.

"It's just that...well you called me Lily that's all." She answered a little shocked. It was almost like 6th year James wasn't the same arrogant 5th year James she knew so well. Well maybe if you'd taken the time to see how much he has changed over the summer instead of just ignoring him this past month you might know...her mind advised to her again. "Damn conscious." She muttered so quietly James didn't even hear her.

"Well Lily's your name isn't it? And James is mine so I don't see any reason we have to keep on that last name basis crap anymore." James shrugged. "Friends?" he asked extending his hand.

Lily looked skeptical. She grabbed his wrist and turned it over looking for some kind of joke device from Zonko's. Her face was puzzled. James noticed how you could always read every expression showing on Lily's face. Her eyes always gave her away.

"I'm being serious Lily you needn't look so alarmed." James laughed.

"Well you can't honestly expect me to just believe one day you just want to be friends out of the blue and shake on it no less without me at least being a little suspicious. You are a Marauder after all." Lily said with a hint of skepticism in her voice.

"Maybe that wack in the head with the door did me in, besides I was going to suggest a friendship hug then friends with benefits but I didn't think that would go over so well with you." James replied. "So we'll start off with the handshake and work our way up." He said wiggling his eyebrows up and down in what he must have thought was a seductive way.

"That handshake is starting to look like a better offer every minute you make that ridiculous eye movement. Maybe you should work on that eyebrow thing in the mirror." Lily laughed at him shaking his hand.

"Hey I'm working on it. It's not the easiest thing in the world to befriend Lily Evans." James said, noticing the rush of emotions his body felt when their hands touched. Lily smiled at him.

He seems to have changed a lot over the summer. Shouldn't I have noticed before? I'd hate to think this is all an act just for a date...but my mother always told me there was good in all people so maybe I should give James a chance and find the good in him that all my other friends seem to like. I guess I'll give him the benefit of the doubt and keep an eye on him. Lily thought to herself. She looked up and noticed their hands were still interlocked and slipped her small hand out of his quickly.

"Walk you to lunch?" James asked, proud of his new found friendship and wondering why he hadn't just been a little more mature earlier. Because you were a cocky, arrogant, spoiled, egotistical little brat who was only concerned with getting what he wanted when he wanted it and doing it his way, his conscious said.

"Sure." Lily smiled. Her grin was infectious and James smiled back. Finally glad that for once he and Lily Evans had smiled at each other on purpose and he caused the smile.

On the way to the great hall Lily found out that James was an only child and his Dad was a big time Healer at St. Mungo's and his mother was the advisor to the Minister of Magic. James found out that Lily had one horse faced older sister, Petunia, and a younger sister, Madison, who people said was the spitting image of Lily. She also found out Lily was a heiress to her family fortune that was earned by years of hard work by her mother and father's chains of restaurants and hotels. He also learned about Peyton's family, which went hand in hand with the Evans. He hadn't really met anyone but her parents the day he was over during the summer.

"I'd like to meet Madison sometime; she sure sounds a lot like you." James smiled. Lily nodded in agreement.

They walked into the Great Hall laughing and chatting merrily not noticing some of the stares and glares they were attracting. Glares from the boys directed at James and glares from the girls directed at Lily. Stares were from their group of friends, Remus, Sirius, Peter, Lynsay, and Peyton.

"What?" They both asked as they sat down at the table.

"Oh nothing except you're supposed to be ARGUING!" Sirius said amazed.

"Nah we've called a truce. We're friends now...for the time being." Lily said grinning at James.

"About bloody time." Lynsay spoke up. They were a little surprised, since she usually kept to herself.

"So what are everyone's plans for tomorrow? Hogsmeade dates?" Lily asked.

"Well Lynsay and I are going together." Remus stated and smiled when Lynsay blushed.

"I asked Mildred Blanchett from Hufflepuff" Peter spoke up proudly.

"Good on you Peter." Peyton said slapping him on the back. He choked on his food and turned a little red in the face before excusing himself to the hospital wing. "SORRY!" she yelled after him. No one could help but smile at Peyton who was a little over enthusiastic for Peter.

"Who's you're date Sirius?" Lynsay asked quietly.

"Peyton of course." Sirius said nonchalantly, completely forgetting one little fact...

"Excuse me?" Peyton said spitting her pumpkin juice across the table at him. "I don't believe you've asked?"

Sirius noticed she looked a little upset. Her eyes always started turning an outrageously emerald green when she was angry he noticed.

"Well uh...I figured you didn't have anything planned anyway so do you wanna go with me?" Sirius said.

"If you wanted to go with me you should have asked a little sooner. I don't sit around waiting for YOU to ask me to go out. Besides I already have a date tomorrow anyway. Serves you right for assuming..." She said, her eyes were flashing.

"You already have a date?!? With WHO?" Sirius demanded jumping up and looking around as if her date would appear out of no where.

"Jake Walters." Peyton said. "Sit down, you're causing a scene."

Sirius sat reluctantly. "That Ravenclaw beater? You're going on a date with my best competition in Quidditch?" he asked disbelievingly.

"I'm sorry Si but you should have asked sooner or something." She said to him using a nickname she gave him. Her eyes had calmed and they were back to a deep blue that was the color of the ocean. For some reason they always varied in shade. The clouds had opened up into a light rain as they sat eating their lunch. She launched into a discussion with Lily and Lynsay about outfits for the next night.

"So Peyton was the one you wanted to ask?" James whispered.

"Yes." Sirius said through clenched teeth, as a certain Ravenclaw beater made his way over to Peyton. James turned and saw the cause of Sirius' anger.

"Hullo everyone, Peyton would you like to go for a walk?" Jake asked her. She smiled and nodded, saying goodbye to her friends.

"Si your face is really red, go to Pomfrey ok? Don't get sick before the dance, cause you owe me a dance." Peyton whispered on her way out, actually very concerned with Sirius. They had become closer friends yet she failed to realize the real reason his face was red. She was oblivious to the fact he was being perfectly serious when asking about Hogsmeade the next day. She figured he was joking, as usual.

Sirius turned and watched her leave. He couldn't help but notice the way her eyes sparkled when she was with him and how he made her laugh her own musical way. He started banging his forehead on the table.

"Sirius you should stop before you succeed in being the first idiot on the planet to give himself a concussion doing that." Lily said helpfully. He banged harder and caused the mashed potato bowl to vibrate and tip over onto his hair.

"EEK! My hair!" Sirius said alarmed. "Flower please fix it for me quick before anyone notices."

"I never knew you were so obsessive about your hair." Lily giggled.

"Well I am." Sirius snapped moodily. "You're the best at charms just fix it pllleeeeaassse" he pleaded.

"Ok, ok." Lily said, waving her wand and returning his hair back to its usual perfect shaggy place.

"Simply lovely Lillian dahling." Sirius said admiring himself in his spoon. She laughed.

"Better go see Pomfrey Padfoot like Peyt suggested." James joked. "Wouldn't want you to miss the dance, since you owe me a dance too." He added in a high pitched voice and fluttered his eyelashes.

"Save your breath Prongs, you'll probably need it for tomorrow." Sirius said.

"Why's that?" Lily asked confused.

"Well I imagine he doesn't have a date and he'll need his breath for blowing up the enchanted date in a bag model from Zonko's" Sirius replied smartly.

"Oh please." James said rolling his eyes.

"Isn't that convenient." Lynsay said. "Lily doesn't have a date tomorrow either. Little twit has had oodles of offers. Says the same thing to everyone one of them."

"And that would be what?" Remus asked.

"I simply tell them I'm going alone to not be committed to one date in particular and promise each one a dance." Lily shrugged. "Just thought I'd try something new this year." "Sounds like a plan to me." James agreed. "I don't like my clingy little dates I can never get to let go of me." At this moment a striking looking Hufflepuff 7th year walked up to Lily, who happened to be known for bad ways of asking for dates.

"Hey Lily, wanna go to Hogsmeade tomorrow? I know how to please a woman." He said with a wink.

"Then please leave me alone." Lily said rolling her eyes and exiting the great hall to head for the library. She left a stunned Hufflepuff and four amused friends behind.

The next morning Lily, Peyton, and Lynsay woke up early to get to Hogsmeade. They woke the Marauders, successfully bringing all but one. Peter said he needed all the time he could get to mentally prepare for his date with whatsherface.

"Don't you have a date?" Remus asked Peyton.

"Yeah we're meeting at the Three Broomsticks at noon for lunch. So we can all hang out this morning." She said excitedly.

"So how was the walk last night?" Lily asked her with a grin. "What happened that you came back so late?"

"Well aren't we the nosey one." Peyton said sticking her tongue out at Lily. "I really can't be kissing and telling now can I?" she smirked.

"Why not?" demanded Sirius.

"I dunno I was just joking around Si." Peyton said confused. "Wow let's go in here." She said pointing to a small boutique. Remus and Lynsay excused themselves to go off with each other.

Lily and Peyton purchased clothes for that night along with accessories of course. James and Sirius watched in awe of their quick shopping. They weren't the kind of girls who had to pick up everything and try it on to determine that they hated or loved it. One glance and Peyton and Lily knew. They were speed shoppers and out of that shop in about 30 minutes.

"Ok let's go to Zonko's. Please please please please please!" Peyton said jumping up and down like a little kid.

"Ok. Race you there." Lily shouted taking off.

"No fair you cheated!!" Peyton shouted after her sprinting along.

James rolled his eyes. "Sometimes I think they might be worse than us Padfoot."

"Why don't you ever race with me?" Sirius pouted. "We haven't raced in like, three years."

"Well bloody hell if your gonna cry about it..." James said running ahead. Sirius laughed and took off after him.

At noon the four friends headed to the Three Broomsticks. Jake Walters waited outside the door for Peyton.

"Hey, you ready?" Peyton asked him giving him a quick kiss. "See you guys back at Hogwarts." She said bidding them goodbye.

"Looks like it's just us today morons." Lily said putting an arm around each one's shoulders.

"Ok, how about we eat lunch in here." Sirius said eagerly grabbing their wrists trying to drag them through the door.

"No, not here." Lily said firmly.

"Why not?" Sirius asked, puzzled.

"Because I'm not going to let you spy on Peyton and Jake." Lily said.

"I don't want to spy on Peyton and Walter's pathetic attempt at a date." Sirius lied. "Let's go somewhere else then."

The three headed off to the Hog's Head, and eventually back up to Hogwarts so Lily could begin getting ready. Peyton and Lynsay joined her and so the primping began. They began to run a little behind do to lack of bathroom space and effectively causing them to walk into the Great Hall fifteen minutes late. Heads turned as the three walked in. Lynsay had her honey blonde, shoulder length hair, in loose waves and wore a light blue tank top that matched her crystal blue eyes, and slightly baggy dark brown capri's that hugged her body in the perfect places. She walked to the Gryffindor table and sat down next to Remus who was looking happy. Lily looked just as stunning with her dark auburn hair falling a couple inches below the shoulder with slightly curled ends. She had on an emerald green skirt that fell into short and long layers reaching just above the knee and a simple white tank top with sparkly straps. She seated herself at the Gryffindor table choosing to ignore the stares she was getting. Peyton, being a little more daring than the other two, choose a rather revealing short denim mini skirt with an ocean blue halter top and her hair in an elegant and simple ponytail to keep it out of her way while dancing. Jake whisked her away to the Ravenclaw table before many more people could stare at his date. The food was devoured and the tables vanished to reveal the soon to be dance floor. A fast song started playing and the students began dancing. Lynsay and Remus, Peyton and Jake, and Lily and one of her promised dancing partners. James and Sirius sat amidst their Hufflepuff fanclub with the girls asking them to dance. They chose one and started dancing, though each was staring at certain other people. The party seemed to be a huge success and continued well onto the night when the Gryffindor students got back to their tower. They were pretty much the partying house.

"You know Si, you swore up and down you'd get revenge for that puppet thing. What happened to the revenge?" Peyton asked him in the common room while yawning.

"Just wait Peyt. You'll see." Sirius smirked.

"Great, better not be anything with birds." Peyton said, with fear in her eyes. Why this girl was so afraid of birds was beyond Sirius. Pretty soon only the Marauders, Lily, Lynsay, and Peyton were left in the common room, with a huge mess. Lily said a charm and the place was clean, and they all sat down on the huge sofas and armchairs, talking quietly. Lynsay headed to bed but Lily and Peyton insisted they weren't tired. While the boys argued about which Quidditch team would win the cup this year Peyton and Lily drifted off into sleep, leaning against each other for support. Sirius and James moved them each to their own couch and covered them up, since they wouldn't be able to get them up the girl's dormitory stairs. James couldn't help but notice how beautiful Lily looked when she slept before he headed upstairs to his own dorm.