The first few days of term went by in a flash with all their new subjects and Quidditch starting up again. James smiled as he walked up to his friends outside Potions,

"What are you so happy about?" inquired Remus suspiciously. "This is our first Potions lesson of term and, correct me if I'm wrong, but don't you hate Potions?"

James shrugged.

"Potions smotions—I'm the new captain of the Gryffindor team!" he yelled, causing most of the line around him to erupt into cheers. He ran his fingers through his hair nonchalantly until he heard an irate cry of

"Potter!" from behind him. He spun round to come face to face with Professor Nohr, the Potions teacher. "Now, what is the meaning of disrupting this class before it's even started?"

James smiled meekly, "Sorry." He apologised.

"Hmmm," was the Professor's reply before ordering the class inside.

Sirius, James, Remus and Peter headed straight for the back row, where they observed their classmates filing in after them. James made to trip up Snape as he walked in, his hooked nose in some old looking book, but received a sharp jab in the side from Remus who had noticed Lily glancing back from the front of the class. James looked down to the front, blew Lily a kiss and a wink, and thanked Remus under his breath.

"Now," said Professor Nohr, surveying the class from the front of the room. "I'm not sure I like this seating arrangement." He gave a wave of his wand and name plaques appeared on the desks. James noticed that he was behind one saying "Lily Evans" and would have smiled, had he not seen next to him "Severus Snape".

"Now, you have two minutes to find your seats," the Professor said. Everyone got up, and shortly they were seated in their new places. James was at the front with a Ravenclaw called Diana Schlosser, who promptly turned round and started giggling with her friends behind her. His sympathies really went out to Sirius though, who was sitting next to a girl who blushed furiously every time he looked in her direction and stared avidly at him whenever he did not. Her name plaque as slightly smudged, but he could make out the name Orlin at the top. Somehow Remus and Peter had managed to end up sitting next to each other; he gave them a slight wave from the other end of the room.

"Now today we are going to be making the Koppabergus Potion, used for the healing of many magical creatures, especially horse-like bests such as unicorns and thestrals." He paused to tap the blackboards, making the necessary ingredients and method appear on them. "Now," he continued. "This is an extremely complicated potion, and I don't expect a lot, if any, of you will be successful in your first attempt so I have set aside the next lesson for a second try."

He surveyed the sea of blank sixth year faces.

"You may begin."

Lily let out a small moan of panic, "I'm rubbish at Potions…"

Severus turned his head to her, his long hair falling over his eyes so that he had to brush it away.

"Don't worry, I'll help you out," he muttered, almost too quietly for her to hear.

The class worked steadily for the next hour and a half, too absorbed in what they were doing to find time to talk.

Severus was in his element, precisely measuring out fourteen drops of dragon blood and stirring in the powdered dry herbs. He smiled slightly to himself as the contents of his cauldron turned from a murky red to an emerald green.

Oblivious to the class around him, he was completely unaware of Lily watching him with an expression on her face somewhere between shock and awe. She timidly coughed to try and get his attention but he was absorbed completely in chopping his wheatgrass rhythmically into fine strands. She reached out and tapped him on the arm, gently but enough to cause him to jump slightly as he came back to reality.

He turned to glare at her and raised an eyebrow.

"Umm, can you help me out please?" she whispered, glancing at her own cloudy blue mixture. Snape looked down at it too.

"You need more Murtlap essence," he hissed, though not unkindly.

"Thanks." Lily carefully added a few drops until hers was the same colour as Severus'.

As she smiled at him, Sirius chose that moment to cast a furtive glance around the class. His eyes widened when he saw the two, and he quickly snapped his head back to the front.

'I didn't just see that,' he thought to himself, despite knowing he would have to tell James later. He looked down at his own potion, which was a sickly yellow and had a funny steam rising from it. He wondered vaguely what it would taste like, but decided not to chance it—there was far too much dragon blood in there. By the looks of things though, the girl, Orlin, wasn't doing a lot better. Her hands trembled slightly as she strirred the salmon pink contents of her cauldron. Sirius thought she looked oddly familiar, even though he was sure he had never spoken to her. He was about to ask her, when Professor Nohr interrupted his thoughts.

"Now, we'll have to leave it there for today. Please fill a flask and bring it to the front. Everyone dutifully did so, casting suspicious glances at each other's concoctions. As they filed out of the door, Sirius remembered where he had seen his Potions partner before; she was a member of his fan club!

'Well,' he thought. 'That explains a lot.' He felt a jab in the back, but before he could turn around he heard James cry,

"Hey Padfoot, how tough was that Potions?" as he landed from a flying leap next to Sirius, earning himself an enthusiastic burst of applause from Peter. Sirius laughed,

"Mine turned out so badly! It looked like smoking mustard!"

Remus looked worried,

" Mine was greeny-blue..."

"Don't worry, Moony," James reassured him. "So did mine. Padfoot's rotten at Potions."

The four of them continued on their way to Transiguration, where McGonagal taught them about transforming snakes into sausages (Sirius sneaked a bite of his when he thought noone was looking, but Professor McGonagal unfortunately witnessed the incident and deducted five points from Gryffindor).

……………………………

That night in the Common room, Sirius remembered what he had seen in Potions and decided to tell James. He beckoned his best friend over to a corner seat.

"What's up?" asked the curious James.

"Uhh, well," Sirius began. "I don't know how to tell you this…" he broke off and sniggered. "But I think Snivellus might have a thing for your girl."

James burst out laughing, "Oh brilliant!" he exclaimed. "This is perfect ammo to use to get at him for the train."

Inside, however, he felt a little jolted. What if Lily liked him better?

'Haha, no way,' he reassured himself. 'Why would anyone like Snivellus?'

"Oh no," he joked aloud. "A rival!"

Sirius grinned and was about to retort when he noticed a group of girls giggling and glancing over at him every so often: his Fan Club. He decided to go over and speak to them as he had sort of been neglecting them since school had started up again. He sauntered over to them and gave a pretty brunette, who might have been called Amanda, a kiss on the cheek. Within seconds he had them hanging on his every word as he told them funny stories of the day's events.

Remus looked over at him from where he sat with some books and a roll of parchment and gave a sigh. He sometimes wondered if Sirius knew how obsessed some of these girls were with him and that the gestures which were so disposable to him could make or break one of their weeks. But then, he reasoned, Sirius was old enough to take care of himself and it was his choice if he didn't want to settle down with just one girl when he cold have them all.

Turning his focus back to his homework essay for defence Against the Dark Arts, he didn't notice the Common Room emptying until he was the last one up. Looking up suddenly, he realised that everyone else had gone to bed and that he better had too if he wanted to be alert for tomorrow.

…………………………………….

The rest of the week passed uneventfully until Sunday, when Remus noticed is Lunar Chart with a groan. There was going to be a full moon on Tuesday.

……………………………………

Meanwhile in the library, Severus was (as predicted) flicking through the reference books for a jinx to use on potter when he heard a cheerful,

"Hi Severus!" behind him. He decided to ignore whoever it wa in the hope that they would go away. Instead he saw a girl with wavy red hair sit smartly down next to him.

"Hey," Lily said again. Svereus grunted in acknowledgement. "Mind if I sit here?"

He gave a slight non-commital shrug and shifted his books over. As Lily reached onto her bag for her own books, Severus felt a curious fluttering in the pit of his stomach. A sort of nervousness that made him uneasy. 'Stop it,' he told himself. 'A fine way to scare off a potential friend…' and forcing the thought out of his head he went back to hunching over his notes, glowering even more than usual.

Tubs: ok we had tech troubles with A/NS so there ah few but anyway Orlin says she resents the fact Orlin is a twit in this story, but it was written many months ago...we just had trouble with exams and getting heather to come and write it for us, review response' will be next chapter promise. Heather: Yeah we cant actually type a return or space so thats quite interesting... Anyway, we could sit here forever and argue over whose fault it is that we didnt update. Let's just agree to try harder in future, readers included. You must REVIEW please happy pleading faces oh and ORlin says "Bumblebee"... I couldn't say why See ya sooner than this has been!