Disclaimer: I own nuttin.

A/N: This chappi is a bit more racy….nothing too dirty, but think chapter one. Anyway hope you enjoy!

"James, can I talk to you for a second."

James Potter would never have thought such simple words would have such a huge impact on him, so much so that he came close to crossing his legs. Trying to seem oblivious to the fact that his face was burning brighter that Lily's hair, he gave her his most charming grin.

"Sure Evans. You can talk to me all you want," she rolled those beautiful emerald eyes of hers, but when they focused back on James sent him shivering waves.

"Take me to your room so we can talk more…intimately," the way she emphasized her last word made James raise an eyebrow. Did she intend to awake such feeling in him?

"Are you—am I missing something?" a coy smile appeared on Lily's face and she turned around and head towards the boys dormitories. Overcome by shock, it took James a few seconds before he could master moving his legs and following her.

James wasn't sure of what to make of Lily's breathy whispering and the suggestive look in her eyes. Quite frankly it made him nervous. It wasn't the act that brought this on; he was no virgin by far (thanks to Sirius! A/N: NO! NOT IN THAT WAY!), but because it was Lily. He was torn between blinded desire for her and concern. Her parents had been gone for more than a month now and aside from occasional imprisonment in her room she acted quite chirpy. Now all of a sudden she acted like she couldn't wait to get his trousers in middle of lunch break…had she not sworn he would never join her in an orgasm?

As he neared the dorm room he shared with his friends, one thing was clear, he was going to sit Lily down and…and…somehow he forgot all about his plan, the date, and his name. There was Lily Evans…all of her. Her dark red hair was perhaps the only thing covering her. If his skin had been burning a few minutes ago then it was on volcanic fire just about now. He had no hope of intelligent thought, none at all as Lily made her way towards him. Pressing her soft warm flesh against his body she roughly pulled down his head and covered his lips with hers in a hungry kiss, from both parties. James' desire for Lily seem to match hers for him, and as her long fingers fiddled with his pants underneath his robes, he no longer had control of anything.

James, his mind completely clean of any protests, groaned softly as Lily straddled him. He could barely take his eyes off of her, the way her breasts bounced, her chest and face were covered in beads of sweat, and the way her long damp waves stuck to her face and body. When she was done he couldn't hold it any longer and finished off. Breathing heavily Lily collapsed onto James chest, and he was just enjoying the feeling of he bare body wrapped around his, when—

"How much is the late night show."

To his horror James looked up to see Sirius, Remus, Harry and Peter all standing at the door of their dormitory. While Sirius had a huge grin, Remus was holding back a smile, Peter was sneaking looks at Lily though thoroughly red in the face, and Harry…well he was rather green and his emerald greens remained stubbornly focus on anything but the naked couple on the floor.

"This was just the sneak preview, our usual matinee runs twice as long," Lily to James and everyone else's shock took her time lifting off of James and seemed oblivious to the fact that she was completely nude, something the guys couldn't dismiss so easily. "Thought you were used to naked girls Black, why look so shocked?"

"Uh…" but it was true, even Sirius couldn't master any words.

Lily pulled a blanket off of James bed and was about to wrap it around herself when her eyes caught on to Harry. He was the only one whose expression had not changed at all, except maybe he was a darker shade of green.

Lily stared at him for a bit the blanket hanging loosely on her arm, "Are you sure you're not gay…" After getting no response she grinned at the others and walked out the dorm room with the blanket still held loosely in her hand.

"Is she the sexiest thing in the world or what?" Sirius said and letting out a howl, Harry gave him a dark disgusted look and bolted out of the room as well.

"Shut up Sirius," James said getting to his feet, and Sirius snored.

"You're one to talk, with the way you set her moaning…half the school heard the two of you cu—"

"Padfoot please!"

"What's wrong," Remus asked surprised at James' expression, Sirius did as James had told him and watched his friend closely.

"Nothing…"

"James…" Remus gave him one of his looks.

"It's no—I just feel so fucking used…" Damn Remus and his looks, James thought darkly.

"You got mind blowing sex the way we saw it, and from the girl you've been lusting for since forever…what's there to feel used about?" Sirius did make since, James had to admit, but something was missing.

"Not the sex…it was pretty awesome…" James grinned to himself, but then he remembered the later part, "it's weird, but I feel like it wasn't Lily I just did. I feel cheated, like I was fooled into thinking it was her, but it really wasn't…what the hell is wrong with me?"

"You're right," Remus said suddenly, his golden eyes widening in shock, "she has been acting so odd lately…this is just farther down that line."

"I uh have to go," Sirius suddenly said, his gray eyes lost in thought as he much like Harry bolted out the door.

Ron and Hermione had just entered the Gryffindore common room to get their stuff for their next class when they saw Harry running down the male dormitory stairs. As he passed them Ron grabbed on to his arm and prevented him from going farther.

"What are you in such a hurry for mate?" Ron asked pulling Harry back, "we have to tell you abou—" his words were cut off as his eyes caught the look of pure revolt on Harry's face.

"Harry…are you okay?" Hermione asked softly her brown eyes filled with shock, and Harry looking too disgusted to talk just shook his head, which added to his green color. He had reached his limit so he bent over and emptied his stomach.

"Harry, tell us!" Ron's voice was rich with urgent worry.

"Isawmyparentsdoingit!" Harry said very quickly, and Ron and Hermione exchanging confused looks said "What?"

"I-SAW-MY-PARENTS-DOING-IT!" Harry said through gritted teeth and just as he realized what he had just said he bend over once more.