Author's note: A big Thank you to all of you who reviewed. I tell you, I've been writing like a woman possessed lately. Here's another chapter for you! I hope you all like it, and I also hope that if anyone has any ideas, please contact me and I'll be sure to consider them.

Legal Disclaimer: See Prologue.

This Chapter is dedicated to BlueJeanMistress.

Chapter 3:

Eavesdropping

After the feast was over and the Great Hall began to empty, James caught Lily by the arm.

"May I escort you to the common room, your majesty?" he asked, holding his arm out, smiling.

Lily giggled, but didn't take his arm. "Listen, James, I know I said we'd be friends and all, but you need to understand something: I'm not going to just forget the past year and a half, okay? I don't believe that you were doing what you did for my benefit. I don't and I can't."

The grin had slowly slid off of James's face as he listened to her words. "Lily, I don't know what you want me to say… I… What do I have to tell you to make you believe me? WHY won't you believe me?"

"'Why', James? Because I've watched you act like a selfish jerk for the past six years. I've never known you to do something for anyone without getting something out of it for yourself. I think there's more to it than you're telling me."

"But - "

"No. No 'buts', James. I'm just telling you this all so you'll know. I'm willing to start over, but I'm not giving you a 'clean slate', so to speak. Your slate will never be clean as far as I'm concerned, but I feel I owe it to my best friend and this school to try and give you the benefit of the doubt, even if it's just a little bit. I'm not angry with you anymore. I'm not. But I don't forget people who hurt me… Especially the things they do, and ESPECIALLY if I felt that that person was – how do Americans say it – oh, yes, playing games with my mind. Now, if you'll excuse me, I have some friends to catch up with."

As Lily walked off, James stared at her, completely and utterly dumbfounded.

"Oy! James!"

He looked up. Lily was at on the stairs looking down at him. "Yes?" he asked hopefully.

She smirked. "You'd better hurry up if you still want to walk with me."

That night in the Gryffindor common room, after showing the first years to the dormitories, Charity, Remus, Lily, and James joined Sirius and Alice at the fire, kicking several younger students out of squishy red and gold armchairs to make room.

Charity made a beeline for Sirius who had, apparently, gone far too long without kissing her judging by their actions as soon as she had reached him, and James and Remus each took an armchair. James wasted no time in divulging his and Lily's conversation to the most sensitive Marauder, in hushed voices.

"…She wasn't even rude to me when she said it. Honestly, Moony, I think I'd have felt better if she were screaming at me, but no, she was talking to me calmly, and smiling. She was positively grinning! It was like she was talking about the weather or a class assignment or something. It felt so… cold, I guess. And I thought we were getting on so well, too!"

Remus sat, staring at the fire, contemplating all that James had told him.

"I think", he said, "that Lily is simply setting boundaries for your 'friendship'. She wants you to know that she's not interested in becoming emotionally attached to you, not even a little bit."

"But then why couldn't she have said all that to me on the train instead of just now?"

Remus shrugged. "I'm not sure, but I know that if I waited a long while before telling someone something that involved boundaries and whatnot, and especially if I was sounding so defensive… and I don't know if this is accurate… but its possible that I would have only just thought about setting boundaries because somewhere between the initial conversation and the conversation we're discussing… well, some time between the two conversations I would have gotten scared of something I was feeling for the person I was setting the boundaries for… I guess."

"So…" James said, trying to summarize, "You're saying that if you were Lily, you would have said what she said because you might have felt that there was a possibility for you, or her, to care about me or something and she, or you, doesn't want to?"

Remus nodded. "Precisely."

James sighed. "Are all girls this complicated?"

Remus laughed quietly, shaking his head. "Nope. Only the ones worth your time, Prongs. Only the good ones."

Lily sat on the thick carpet next to Alice.

Alice closed the book she was reading and looked up at Lily, smiling. "So", she said.

"So what?" Lily replied.

Alice rolled her eyes. "You know 'what'! You're forgetting that I happen to be the most well informed person at this school, m'dear. You've agreed to be friends with him, then?"

Lily giggled. "Alice, you really do know everything, don't you? Yes, we've agreed to be friends. Sort of. There are the stipulations."

"'Stipulations'?" Alice asked.

"Yeah, I've told him that I still don't believe any of his nonsense about how he'd 'never hurt me' and what not. I'm onto his games."

"Oh?"

Lily groaned. "I hate it when you say that! Why, why, WHY are you 'oh'-ing me?"

"Well… okay, look: I don't think it's a game to him, Lily. I think James Potter would rather chew off his right arm hurt you. I also think it would be a good idea to give the boy a chance."

Lily rolled her eyes. "Alice, please tell me you're not falling for the 'Potter Charm' routine?"

It was Alice's turn to roll her eyes.

"If James is charms people, it's because he is charming. You can't just turn it off and on."

"He can", Lily said childishly.

Alice laughed in spite of herself. "You are unbelievable sometimes, Evans."

"Hey, now, don't start with the last name business, Frankton… or should I say 'Longbottom'?" she asked, wiggling her eyebrows.

Alice blushed. "Not quite yet, thank you."

Lily squealed with delight. "I'm so happy for you! Its about time!"

Alice giggled.

The six of them sat there around the fire laughing and sharing stories about the past two months until the last embers began to die.

When they finally decided to go to sleep, Charity and Sirius had already fallen asleep in each others' arms, and no one had enough heart to wake them; Alice went upstairs to the dormitory she shared with Lily, Charity, and a fourth girl by the name of Nichole Charlemagne; Remus bid James and Lily goodnight before heading up the stairs to the boys' dormitories; and once again, it seemed, Lily and James were alone.

Lily shifted her feet nervously. She had told James she would never be able to forget the hurt he had caused her for the simple reason that she was afraid she actually would forget and let herself fall for him again… and finding herself alone with him during the night in dark, fire-lit rooms was NOT helping.

"So", she said.

James cleared his throat and sat down in the same armchair he had been sitting in all night. "So… um, how about that joke Sirius told us?"

"Oh, yeah", Lily said forcing a laugh.

She looked at him looking at her. Why am I being such a moron?

"James - "

"Lily - "

They both blushed, embarrassed, as if the other knew what they were going to say and it was a secret.

Lily looked up first. "Yes?"

James glanced at her and looked back down quickly. 'I was just gonna say…"

She waited eagerly. Why AM I so eager? What do I want him to say?

No, James thought, You can't tell her that. She'll never forgive you.

"I, umm… I just wanted to say…" James felt beads of perspiration break out across his forehead. He could hear a voice (that sounded strangely like Sirius's voice) in the back of his mind shouting Do it you wimp! Tell her you LOVE her!

James swallowed hard. "I just wanted to say… Good night."

Lily's face fell. "Oh", she said, forcing a smile, "Yes, good night to you too, James."

James nodded tersely before dashing away to his dormitory.

Lily sat down in the chair he had just vacated and breathed deeply. "What's wrong with me?" she asked the ceiling. "I tell him I hate him, then toast him to new beginnings, then tell him that I still think he's a liar, and NOW I'm talking to the roof because I'm disappointed that he didn't say… something other than what he said", she finished lamely.

The truth was, she couldn't allow herself to finish that sentence with the words she had wanted to hear him say… To give those anonymous emotions and disjoined sounds a face and name was too much for Lily Evans tonight.

"You really need to make up your mind, Lils."

Lily turned her head so fast, she was sure she had pulled a muscle in her neck.

"Charity… you were AWAKE?" she yelled.

"Shhhh! Not so loud! You'll wake Sirius up! If you think my having overheard is bad, you'd better be happy he wasn't awake to listen."

Lily stared at her, mortified. "How much did you hear?" she asked, her voice barely above a whisper.

"All of it… But in all fairness, I thought it would be less embarrassing if I just waited until it was over instead of getting up halfway through it. Sorry, Lily."

With effort, Lily took a deep breath. "It's not your fault."

"Seriously, though", Charity said, sitting in the armchair adjacent to Lily's, "You really DO need to make a decision, you know."

"About what?" Lily asked evasively.

Charity groaned. "Okay, Lily, you win. I'll let you sit here and pretend you don't know what I'm talking about; that you don't know that you're treating James like you said he treated you. It's too bad you were lying to me earlier."

"What are you talking about?" she asked.

"You told me that I was right and you were acting like a baby and apologized. When people apologize, it usually means they'll stop doing what they were doing wrong. But not you. You're going to sit here and talk down to the only person who's trying to understand what's going on. Fine. But, I believed you when you said you were sorry, you know. And you weren't." She regarded Lily for a moment after she finished speaking before turning on her heel to go to bed.

"Charity - " Lily stared.

"What?" Charity said, eyes flashing as she wheeled about.

"You're right. I'm sorry. I'm taking it out on you… I didn't mean to. It's just that… I don't want to like him. I don't want to feel anything because I know he'll just do the same thing to me he did in fifth year", she said quietly, studying her feet.

Charity took a calming breath and looked at Lily, feeling exhausted. "It's okay, Lils. Come on, I think we need to go to bed. We're going to be really tired in the morning."

Lily nodded once and started to walk towards the stairs. "Wait. What about Sirius?' she asked suddenly.

Charity turned around and looked at her boyfriend, then walked over to where Sirius was sleeping and threw the blanket that was draped on the back of the sofa on top of him. She kissed him gently on the forehead and turned back to Lily, who was stifling laughter with her hand. "What?" Charity asked.

Lily pulled her fist out of her mouth. "You're just gonna leave him here?"

Charity nodded. "Yeah, he'll never get back to sleep if I wake him up. Trust me on this one."

"Or", Lily said, "Do you mean you'll never get to sleep if you wake him up?" Lily suddenly pictured Sirius waking up and chasing Charity around the common room, trying to get her to snuggle and kiss him for the rest of the night.

Charity smiled guiltily. "No", she mumbled. "Let's go to bed, okay?"

Lily nodded and the two girls set quietly up the stairs to their dormitory, whispering about nothing important, just as a boywho had been listening inall eveningopened his left eye ever so slightly to check and make sure that the coast was clear.

James lay awake staring at the top of the canopy of his bed, mind racing with thoughts of Lily Evans. Tired though he was, he couldn't make himself go to sleep.

How can I get her to trust me? Why should she?

What if, a slightly more prominent voice in the back of his mind said, she'll never stop hating me?

"Prongs!" an urgent, whispered voice said, "Oy! James! Are you awake?"

"Go away, Padfoot" James groaned. What could he possibly want?

"Oh good, you're awake", Sirius said as he tore open the curtains around James's bed and climbed in, sitting on the foot of the bed, "We got big news."

James propped himself up on his elbows, highly irritated. "I don't care. Go to sleep."

Sirius sighed. "Oh, alright. Too bad, though. You'd have loved to hear what Lily said about you just now."

James was instantly awake. "Lily? What?"

"Nope", Sirius said stretching. "I'm just gonna got to bed like you suggested, Head Boy."

In a flash James was up and holding Sirius's arms pinned by his sides. "What did Lily say?" he growled.

Sirius, instead of appearing threatened, chuckled. "Okay, mighty man, let go, I'll tell you!"

The two of them sat on opposite ends of James's bed, facing each other.

"Well" Sirius started, "They, that is to say Charity and Lily, thought I was asleep when I heard this, so I know it was the truth, not just something Lily made up. She thinks you'll never hear this."

He began explaining to him every detail of the conversation and argument he had witnessed.

"…Then she said 'I don't want to like him or feel anything for him because I just know he'll do what he did to me in fifth year.'"

James couldn't have heard better news. "So... so she likes me?"

Sirius shook his head. "If there's one thing I've learned about girls from Charity, it's that they always say exactly what they mean when they talk to other girls. She thinks she could fall for you, but she doesn't want to so she's trying to… what's the word Charity used? Oh, yeah, she's trying to distance herself form you so she won't, like get hurt or anything."

"That's what Moony told me."

"How would Moony know? He overheard them talking too?"

"No, Lily told me something on the train this afternoon, that just because she was being nice to me didn't mean she believed that I was honest or something like that… I don't know. I told Remus what she said and he told me that it probably meant what you just said… I think."

"Well, Prongs, what're you going to do now?"

James shrugged. "I don't know. I guess I'll just have to try and get her to trust me."

"How're you going to do that?" Sirius asked, eyebrows knitted together.

"I don't know, mate… Well, what did you do to get Charity to trust you?"

"I don't know", Sirius said, shrugging, "I was just myself, I guess. She took awhile to come around though. She thought I was a, well, she thought I was a 'man-whore' to be quite frank, but she got to know the real me and decided I wasn't so bad… I think."

James thought about that. The real me…

"How do you show someone who you really are? I don't know… I act differently around her… She… She makes me want to be better than I am, I guess. Does that sound really stupid?"

"Yeah, but if it's the truth… girls like it when guys make themselves look all sentimentally stupid in front of them."

"Why?"

"I don't know. It's just how they are", Sirius said, yawning. "Well, my work here is done. I'm going to bed. See you tomorrow morning."

"Yeah", James said, "See you tomorrow."

I never realized telling someone you love then could be so damn confusing, James thought as he closed his eyes, welcoming the heavy sleep that overtook his body.

I think it's time for a cliffy... what about you guys? Yes, yes, I think a cliffy is in oreder next chapter... hmm... okay, thanks for reading and stay tuned for the next installment of the James and Lily saga... oh and REVIEW! I'm going to wait a while before replying to reviews again... when I do, I'll do it on the review board, okay? kisses and cookies to everyone!

BrittanyRose, the original 'Fleur'