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"Oho! Lily, m'dear, how great it is to see you! You weren't at my supper last night, I noticed! Why?" Professor Slughorn said to James.

"Lily?"

Lily nudged James. "Answer him!" she whispered.

"Oh, yes, sorry, Professor Slughorn!" he stammered. "I was, er, I had to talk to Dumbledore last night."

"Aww, well that's too bad! I was looking forward to seeing you!" he said with a wink and chuckle.

That perverted old man. How can Evans possibly put up with him? James thought.

Urgh! I really hate this class. I'm good at potions and all; actually, it's my best subject! But I can't stand 'The Slug'. Old perverted creep, Lily thought.

"Ok, class, take your seats, take your seats," began Slughorn.

Lily started to go sit at her usual seat next to Caroline, but then Sirius grabbed her shirt and said, "Prongsie, where are you going? We always sit here in the back!"

"Oh, yeah, I was, um, just taking a 'long cut'. Get it? Not a 'short cut' but a 'long cut'?" Lily laughed nervously.

Great, Lily, now you have to put up with Sirius! I don't know if I can take much more of this!

When James saw Lily sit next to Sirius, he remembered he was 'Lily' and had to sit in the front (dun dun dun) with Caroline. He went over and took his seat.

Why would anyone actually want to sit in the front? (dun dun dun) It means you actually have to pay attention!

"Now, class," Slughorn began once he saw everyone had taken their seats. "Today we will be working with Amortentia. Can anyone tell me what Amortentia is?"

Lily raised her hand.

"Why, Mr. Potter, yes?" Slughorn said, surprised, because James Potter was usually either asleep in class, or talking and ignoring what was going on.

"Amortentia is the strongest love potion in the world, Professor," she said.

"Oho! Correct Mr. Potter. And what distinguishes it from other potions?"

"Amortentia has spiral shaped steam coming from it, a pearly-white color, and when you get near it, it has the aroma of you personal deepest desires."

"Simply marvelous! Mr. Potter, I'm pleased to say your potion skills have improved! Oho!"

Oh, great, thought Lily, if I'm Potter, and he's me, then his grades will go up, and mine will go down! But wait, that might not be so bad in this class, that means the slug will pay less attention to me, and more to Potter! Yes!

"20 points for Gryffindor! Bravo, Mr. Potter, bravo!" he said with a smile.

"Now, toady in class, we will be making Amortentia. Your directions are one the board," Slughorn began.

Lily looked on the board and the directions appeared. Man, this looks complicated! I hope we have the whole class time to do it! Oh, great, Sirius is my partner! I really don't know if I can handle this!

"And all the supplies you need are in the student cupboard,"

I HATE potions class. With a capital 'H'. And now, since I'm in Evans's body, I won't be able to talk to Sirius! Damn it! James thought.

"All right, any questions? None? Ok, begin!" Slughorn finished.

-

"Hey Prongs, you didn't happen to catch any of that, did you? I was too busy staring at Parker."

"Urgh! You're so perverted," Lily said with disgust. "And yes, of course I was paying attention! We have only one hour to make an Amortentia!"

"An Amoogla- what?" Sirius asked, confused.

"Amortentia, just try not to break anything while I go and get the supplies," she said annoyed. Then as she was getting up to walk to the supply cupboard, she remembered she had to act like Sirius was her friend, since she was Potter. This will be a long class, she thought to herself.

-

"Hey Lily. Lily. Lily, are you listening to me? LILY!" Caroline shouted trying to get James's attention.

"What? Oh sorry, Caroline," James said.

"Hey, why don't you go get the supplies and I'll set up," Caroline told him.

"Um, sure. Ok, I'll just go and, um get the supplies," James responded.

Ok, James, all you have to do is get the supplies that are on the board and bring them back to Caroline. That can't be too hard! Umm, lets see, it says I need some valerian roots. What the hell are those? And sopophorous beans? Great, I'm screwed!

James looked next to him, and saw Lily, thankfully.

"Hey, Evans, what ingredients am I supposed to get?"

"Don't waste my time, Potter."

"Remember, this is your grade we're talking about."

Lily Remembered. If James screwed up her potion, which was likely, she might not have straight O's anymore.

"Ok, fine. Here, take my ingredients, I'll get some more for myself. But you know, if you would just pay attention, you would know what to get! Why do you and Sirius sit in the back, anyway? You can hardly hear the teacher!"

James took the ingredients happily. "Thanks, Evans. And that's the whole reason we sit in the back!"

"Don't mention it. And Potter,"

"Yeah?"

"Just let Caroline do the whole thing, I can't risk you ruining my grade."

"Ok, Evans," he smiled. "Anyway, it's the least I can do since you're making my potion. Oh, yeah, if he gets too out of hand, just hit Sirius, I do it all the time, it'll shut him up."

"Thanks," Lily smiled back.

-

As Lily made her way back to James's seat, she noticed Sirius was giving him an impish smile.

"Ok, Sirius, what did you do?" Lily asked him.

"Looks like you and Evans there were having a bit of a 'moment'."

"A 'moment'? We were not, she was just telling me what supplies to get!" she argued.

"Yeah, yeah, yeah, what ever you say, Prongs."

"Whatever." Lily was annoyed. We weren't having a 'moment', we weren't! Why would I have a 'moment' with Potter? It was kinda nice how we didn't argue for once though, and I never really noticed how nice his eyes were before. So deep, and- wait a minute, Lily. This is Potter, arrogant slimy pig-headed Potter! Shut up!

"Let's just make this potion, we only have 47 minutes left!" she said, trying to take her mind off the 'moment' she and Potter never had.

She then opened up her copy of 'Advanced Potion Making', and started chopping her valerian roots.

-

James was bored stiff as he sat in his seat, watching Caroline brew their potion. He just told her he was sick, which was believable since he was acting weird that morning and skipped muggle studies and transfiguring. He looked around, trying to find something to amuse himself with.

Nothing amusing was happening in the classroom. Then he saw Snape, writing swiftly in his 'Advanced Potion Making' book. What a prick, James thought.

Then he looked back to where the other marauders were, and saw Remus looking worried as Peter stirred a brown, boiling potion. Something told James that the Potion wasn't supposed to be brown or emitting crackles and red smoke. Now Remus really looked worried. Poor Remus, getting stuck with Peter as a partner.

Then he turned to Lily and Sirius. Lily was working hard at chopping some black thing, and to James horror, Sirius was starring lustfully at him! Then when Sirius realized James was looking back, he winked, then moved on and started starring at Caroline. Oh my god, Sirius is gay! James thought. But then he remembered he was in Lily's body, and a surge of anger came up in him that Sirius was looking lustfully at Lily. I feel a surge of anger in me since Sirius was starring at Evans. Wait, James, why do I care if Sirius looks at her? This is Evans, James, Evans. Who cares about her? Not me!

-

"Oho!"

Lily looked up. "Oh, hello Professor Slughorn!"

"Hi, Potter! So, how's your Potion coming?" he said as he peeked into Lily and Sirius's Cauldron. "Oho! Wonderful! The perfect pale lilac color! Well done, James, m'boy, well done!" he said as he then looked over to Remus and Peter's Cauldron.

"Oh dear!" he says as he looks in to the brown bubbling mess that Peter is stirring. "Mr. Lupin, I expect better of you, you are normally one of my good students! It looks like you've stirred this too many times, Mr. Pettigrew! Well, better luck next time!" he said as he moved on to the next table.

Note to self: don't let Wormtail help next time, Remus thought.

-

James looked up to see Professor Slughorn frowning down at him.

"Why, Miss Evans, Why aren't you helping Miss Davis here with your Amortentia?" he asked.

"Oh, Lily isn't feeling well today, Professor, but she's told me exactly what to do!" Caroline said eagerly.

"Oho! How dreadful. Your potion does look lovely thought! That pearly color! And I can clearly smell fresh laundry and apple pie! Good Job to you, Miss Beard! And Lily, what do you smell?"

James hadn't really paid attention. He took a whiff of it. "Lily's perfume," he said without thinking. Lily's perfume? Why did you say that? For that matter, why do you smell that? Oh, god, James, You must smell something else; you've got to be mistaken!

"Miss Evans, why are you referring to yourself in third person?" Professor Slughorn asked.

Oh, great, Caroline thought, she really is sick, now she's referring to herself in third person! What if she starts doing something even crazier, like talking to herself! Ha-ha Caroline, what a freak she'd be then! Schizoid's are lunatics!

"Um, I uh, meant to say my perfume, I like the smell of my perfume!" he said hastily.

"Oho! Wonderful potion, Miss Evans, wonderful!" The professor said as he moved on.

-

"Alright, class, time is up! Please cork up your potions now!"

Those words got some groans from the class, including from Remus and Peter, who were desperately trying to get there potion to stop emitting red sparks.

Lily, who was satisfied at her work, put a sample of her pearly-white potion in a test-tube, and brought it up to the front desk where Slughorn was collecting them. On her way back, she noticed James turning green and rocking back and forth on his stool. What could be wrong with him? She thought.

As she got back to her and Sirius's table, she noticed Sirius was too busy talking to Remus and Peter to help clean up, but she decided that was probably for the best, remembering when Sirius blew up his cauldron last year.

So she started to put things away. When she got to her cauldron, which was still full of potion, she smelt it on accident as she was draining it. She realized with terror that the aroma coming from the cauldron was the scent that James Potter had. Lily you're hallucinating, this can't smell like Potter, it just can't! That would mean James-er, Potter is my deepest desire! Now Lily was turning green and rocking back and forth on her stool.

-

When the bell rang at the end of Potions, it signaled that it was time for lunch.

"Great, I'm starving!" said Sirius.

"Me too." Peter agreed.

"Padfoot, you're always hungry!" Remus said with a laugh.

"So? I believe food was one of the greater inventions of history! I love it all! Steak, rice, popcorn, fire whiskey, porridge, enchiladas, corn pudding, fire whiskey, pudding, bacon…"

5 minutes later

"…potato soup, lobster, fire whiskey, waffles, green beans, cocoanuts, fire whiskey, baked apples, chili, macaroni, and, did I mention fire whisky?"

"Yeah, you did."

"I sure love fire whiskey!"

"I bet you do, Sirius!" Remus laughed again.

"Hey, Prongs, you're being awfully quiet, what's up?" Remus asked him.

"Yeah, you look like you just swallowed a hippogriff or something!"

Lily didn't say anything.

"Prongs, you look kind of green. That can't be good, we have quidditch today! You'll be able to play, won't you, Prongs? Won't you? Why aren't you answering me? You know you look kind of green? Oww! What'd you do that for, James?"

Lily was starting to get annoyed with Sirius, so she just took James advice and hit him.

"Sorry, Sirius, but you just wouldn't shut up," she said solemnly.

"Well you wouldn't answer me!" he said.

"Whatever," Lily said and went to sit by James and Caroline at the Gryffindor table.

"Who said you could sit hear, Ev- I mean Potter?"

"Leave mean alone, I was sick of Sirius and wanted to talk to Caroline, geez!"

Wow! Did James say he was sick of Sirius? And why would he want to talk to me?

"What's up James? Caroline asked.

That reminded Lily that she was James, not Lily, and she had to start acting more like him.

"Nothing, like I said, I was tired of Sirius," she said.

At that moment, Remus and Sirius, who were followed by Peter, came over to sit with Lily, James, Caroline, Parker, and Candace.

"Speak of the devil," said Caroline as Sirius came up to her, grabbed her hand, and kissed it saying, "I came over here just to see your pretty self!" in a bad French accent. C just rolled her eyes and pulled her hand away from his grasp.

Then Michael Ladd, Keeper and captain of the Gryffindor Quidditch team, came over and stood by the group.

"Big match this Sunday, first of the season!" he said. "We will be having practice tomorrow and Thursday at 6:00," he spoke looking at Sirius, Lily, Caroline, and Parker. I'm adding an extra hour each night to make sure we're ready to face Ravenclaw. Their team looks like it's going to be good this year, so everybody make sure you can make it practice! No detentions," he said sternly while looking at Sirius and Lily.

"Michael, Michael, Michael," Sirius began in his 'sweet-talking' voice. "What ever gave you the idea that we might get detention and couldn't come to practice?"

"Just be there, Black," he said walking away.

Lily felt a knot in the pit of her stomach. "Quidditch?" she said, looking at James.

"Yeah, quidditch, Prongs, such a lovely invention, it ranks up there with food. And Girls."

Oh great, I can't play quidditch! I'm terrified of heights! I'll just have to tell Michael that I can't play! I Know, I'll tell him I'm injured! Yeah, that will work! Lily thought to herself.

Crap! Lily will have to be me! She can't play quidditch! What if she screw up and makes me look bad? This won't end well, James thought.

Then James got up, and started to walk out of the great hall. I have to talk to Lily about this. Then he looked at Lily and said "Hey, James, can I talk to you for a sec?"

"Yeah, sure," she as she got up and followed him.

"Did my ears just deceive me, or did Lily just call James, 'James'? Instead of Potter, I mean," said Candace.

"No, she said James," confirmed Caroline.

"Interesting, very interesting," said Sirius.

Authors Note: OMIGOD! IT'S A CLIFFHANGER! WHATS GONNA HAPPEN? WHAT DOES JAMES WANT TO TELL LILY? AND WHY AM I WRITING IN ALL CAPS? Oh, there we go, sorry, caps lock was on! lol Well, let me know what you think. I'm gonna have some fun with Lily at Quidditch Practice, and then James's Date is coming up too. Please Review!

koishii wolf: thanx for the feed back, but the James and Lily in my story aren't following what acually happened, i guess, i just thought it would be more amusing for them to fight in the begginning, along with 99.9 other l/j fics. And thank you! I have got a few more chapters planned out but then I'll need some ideas, oh well, theyll come; they always do!

LilJester: Thanks! And I will try!

1Harry1: Thank you, glad you like! I'm updating as soon as the chapters are written. But school is starting now and it will take longer:(

vegetarians will rule the Earth: Thanks, I'm glad you think it's funny!