Title: Transforming Thoughts
Author Name: DarkForest214
Rating: PG-13
Spoilers: none really…
Summery: Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!
Disclaimer: I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own nothing!
Author's Note: As usual, a big thank you goes out to all of my reviewers... And I'd like you all to know that this is the second to last chapter. But fear not. A sequel is in the works!


Chapter Fifteen

"Going somewhere?" the caretaker Argus Filch snarled when James came out of the portrait hole.

"Yes," said James, trying to hide the annoyance in his voice. "I'm going down to breakfast and last I heard, going to meals isn't against school rules."

"How convenient," said Filch, his eyes narrowed to slits.

"Look, I was in there all evening and never once left during the night. So if you're going to blame me for something I didn't do I have several witnesses that can tell you otherwise," James said harshly.

"Don't get smart with me boy," Filch growled. "Like I'm going to believe anything those meddlesome friends of yours are going to say."

"At least tell me what you think I did!" James snapped.

"You very well know what you did," said filch his voice low and full of menace.

"Mr. Filch, is there some kind of problem?" came the sweet and innocent but demanding voice of Lily Evans from behind the caretaker.

Filch glowered at her before realizing who she was. Lily Evans never broke the rules. She was probably the only student who didn't have her own file in his office. "Ah, Miss Evans, perhaps you can clear things up for me," Filch said with a look of triumph. All the staff members knew she couldn't stand Potter.

"Perhaps," Lily shrugged. She looked at James and was surprised to see the mix of emotion on his face. He was truly innocent, not putting on the 'you think I'm innocent but I really did it,' look. "What did Potter do this time?" she asked, making sure she practically spat out his name. Filch didn't need to know that her feelings for James had changed…

"Last night someone was sneaking around in Professor Slughorn's office and tried to brew up Merlin knows what and left a dreadful mess. Can you tell me where Potter and his friends were last night?" said filch, all the while glaring at James.

"Certainly, Mr. Filch," Lily said sweetly. "They were in the common room making all sorts of noise until I told them to either quiet down or go to bed. They quieted down and soon went to bed. My friends and I probably went to bed an hour or so later. We would have seen them leave, Sir."

Filch let out a growl and rounded on James. "You were lucky this time," he snarled.

"Did you ever think that it was Slughorn that made the mess in his office?" James asked.

"Yes, I've heard stories about him brewing up potions in the middle of the night while he's half asleep," Lily pitched in.

"I'll talk to him," Filch growled before sulking off down the hallway.

"Nice save, Evans," James said in a cold voice once Filch was out of earshot.

"Close call, Potter," she replied, her voice just as cold.

They both stared at each other until Lily broke down with laughter and wrapped her arms around his neck. "Thank you," James whispered softly in her ear.

She pulled back and looked him in the eye. "You didn't do it, did you?" she asked.

"No. After we parted last night I went to bed," said James. "Although I must admit that I had a hard time falling asleep."

"Same here," said Lily sheepishly.

"So what are you doing up so early?" James asked.

"Library," she said with a shrug. "And you?"

"Honestly?" he asked and she nodded. "I couldn't wait to see you again." Lily's shy smile lit up her face as her cheeks reddened. He gave her a swift but passionate kiss on the lips and said, "Let's get going before Sirius, Remus and Peter have a chance to catch up with us."

She nodded and the two walked off hand-in-hand. No sooner had they entered the Entrance Hall they were spotted by the Marauders' least favorite person in the school; Severus Snape.

"And I thought a mudblood like you could sink no lower," Snape hissed. Lily's cheeks reddened and she instinctively snatched her hand from James' grasp.

"Leave her alone," James said as he moved to stand protectively in front of Lily, wand raised.

"What're going to do about it Potter?" hissed Snape.

"Absolutely nothing," Lily snapped. She tugged on the sleeve of James' robe and spoke softly in his ear, "Come on, he isn't worth it."

"That's it Potter, run away scared," Snape laughed. "Not so tough without your little friends to back you up, are you? You're no better than a mudblood yourself!"

James dropped his wand and tore free of Lily's grasp faster than one could say 'Quidditch.' His fist connected with Snape's beak-like nose so hard that blood immediately spurted out all down the front of both of their robes. Another punch connected with Snape's jaw and split his lip while a third punch got him square in the stomach.

"James!" Lily screamed as she ran and tugged at his arms and shoulders. "James stop! Please!"

Thrown off balance, James stumbled before he could strike Snape a fourth time. "Lily get off!" he snarled.

"No! You leave him alone."

"He can't be allowed to get away with it," James spat as he struggled against her grasp.

"Look at me," Lily commanded, trying to distract him and get him to turn around. "Damnit look at me James Potter!" Something in the tone of her voice made him turn. What Lily saw frightened her. The anger in his eyes, the hate, the rage; these strong emotions along with his recent violent actions scared her.

James shook with pent up anger and rage as Lily held on to him; her fear had left her speechless.

It took a while for her fear to register in his hate filled eyes. And when it did finally penetrate his mind it shocked him; Lily was scared of him. He could tell she was afraid of him by the way she looked at him. 'This is it. It's all over. I've screwed things up already,' he thought.

"James," Lily said when she found her voice, "they're just words. They're only a big deal if you make them a big deal."

Ashamed, James tried to look away. Lily reached up with one hand and gently brought his gaze back to hers. "He was just trying to get a reaction out of you and it worked. Personally I take it as a compliment," this statement made James frown in confusion. Lily explained, "I may be muggle born, but I'm at the top of our class. I have more magic than some pure bloods. Look at Filch for example," she said.

"What?"

"Have you ever seen him use a wand? He's a squib, James," said Lily.

"Bravo, touching sbeech," Snape said with his hand firmly clasped over his nose. "But you bwon't get away wib this Potter!" he snarled (as best as he could with a broken nose).

"You will go straight to the Hospital Wing and tell Madame Pomfrey that you fell down the stairs. Otherwise I will tell Professor Slughorn that you were the one in his office last night trying to brew up a dark potion," Lily said firmly, her hands on her hips. Snape let out a growl and she knew she had hit home. He wouldn't be telling anyone about this incident.

When Snape had scuffled out of sight James turned to Lily and engulfed her in a hug. "I'm so sorry, Lily. It'll never happen again," he said, his voice full of remorse.

"It better not," Lily snapped as she pushed him away, and turned to enter the Great Hall.

Shocked, James watched her walk away a few steps before running to catch up with her. "Lily, wait. I said I was sorry, what more do you want?" he asked when he caught her.

"I want away from you at the moment," she said as she turned to leave again.

James grabbed her by the shoulders and held her there. She tried to shrug him off but he wouldn't let go. "C'mon, just tell me. Was it something I said? Something I did? What?"

Lily didn't answer, she wouldn't even look at him. She tried hard to fight back the tears she knew would fall if she told him. How could she tell someone who cared for her so much that she was afraid of him?

"Lily please tell me," he pleaded, his voice soft, almost sad.

'How James? How can I tell you?' she thought desperately. She felt his hands tremble, then he loosened his grip. She had just gathered up the nerve to look up at him when he let go and walked away. She watched a dejected James climb the stairs on his way back to the common room. 'So this is it. It's all over. I've screwed things up already…' she thought sadly.

"Lily, there you are!" called out one of her friends as she turned to exit the Great Hall. "Come on, breakfast this morning is amazing. They have pancakes!" she said excitedly.

"Er…I'm not really hungry…" said Lily. "I'm just going to go back upstairs. I'll see you later."

"Suit yourself," her friend said with a shrug.

Lily slowly headed back up to the common room all the while thinking of things to say. In the end she decided to tell the truth. So much for that Hogsmeade visit today…


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A/N: You know the drill... R&R please!