A/N: this is rated mature for a reason, and this chapter does contain sexual content, if you don't like that, leave now, and if you choose to contine reading don't flame about it, you have been forwarned.. this is different from the type i usually write, but i had to give it a try, so read and review, and maybe i'll continue... if i get some reviews i will.

Disclaimer: I'm only doing this once, if you recognize it, its not mine!

She watched him from down the table. She was terrified of him, yet she loved him more than life itself. Not that anyone knew about it. That was the way they were, they hated each other, would make out, and then go back to hating each other. She was sure his best friend didn't even know about what happened behind closed doors.

He glanced up the table and caught her eye. She remained expressionless, but he saw her eyes twinkle. He loved how they did that, not that it had happened often, but it did. He gave her a small wink like he had done many times before and turned to his best friends who hadn't realized his slight dazed look.

She turned back to her friends as well; naturally they were talking about guys.

"So Lily, how's everything going with Zach?" Lily's best friend Kelsie Maines asked. Kelsie was a beautiful girl with hazel eyes that tended to have gold specs in them; her chocolate brown hair was down to her mid back and was generally in a sloppy bun. She was about five four, and had an averaged sized chest, and wasn't too skinny, yet wasn't to over weight. She never really had a 'boyfriend' but that was because she was known to go off and snog Sirius Black for fun.

Lily looked up as her boyfriend Zachary O'Cantor walked into the great hall smiling. He had light red hair that was more orange than red, his blue eyes were rarely cold, and held an air of power, but those that knew him well knew it was really fear. He walked over to her and kissed her lightly on the lips.

"Morning Lily, Kelsie, how is everything girls?" Lily smiled, she cared about her boyfriend, but she wasn't sure she loved him. She knew deep down he was just another play toy.

"We're fine. Just having a light breakfast before we have to see Slughorn." Lily said lightly. She ran a hand through her red locks; her hair was naturally strait which girls seemed to be overly jealous of. Her green eyes were her favorite feature, they were emerald colored and almond shaped. She was probably the smallest girl in the school and tended to have a reputation for changing boyfriends as often as Sirius Black and James Potter did, she was called the school slut by some, but the Queen by others. Considering how small she was she had breasts that drove every guy insane, and loved it.

Lily looked up as her boyfriend sat down next to her to eat. She met James Potter's eyes. His chocolate eyes that had light blue specs through out were staring deep into hers. He ran a hand to his unruly raven colored hair that seemed to always be sticking up somewhere. He had a strong muscular build and was known as the player of Hogwarts, one night stands were his thing, and he was the 'King' of Hogwarts, and the 'Sex God' but Lily didn't know about that.

He was best friends with Sirius Black; he could be summed up in three words, tall, dark, handsome. He had dark grey eyes that were cold from time to time, he hated his family and didn't care who knew it. He had begun growing his black hair out and it was down to his shoulders and looked to perfect for words. He was about six foot, James was six one, which had Sirius highly annoyed at times.

James and Sirius were the leaders of their pranking group, the Marauders, they were held together with the help of a small boy named Remus Lupin. Don't be mistaken though, he was just as hot as Sirius and James; He had sandy blonde hair that was neatly cut. His eyes were a stormy grey, but were never cold like Sirius'. They just had an angry look to them at times. He was a werewolf, though no one knew about his 'furry little problem' as Sirius called it. Remus stood at a five foot ten height, and looked slightly short alongside his two friends.

The final member of their group was Peter Pettigrew. A chubby boy, who was only about five foot six, he was the tag along of the group, no real purpose, and no one liked him.

Thus summed up the Marauders, and as Lily Evans stared into the deep hazel eyes of James' eyes, she watched him rise from his seat and walk out of the great hall. Lily followed soon after claiming she forgot her Potions essay.

The sixteen year old walked to the second floor and stared out the window. She didn't like the feelings she got from James. She knew he was more to her than anyone else, and that truly did scare her. She didn't want to be like the rest, and as she stood there contemplating it she felt strong hands on her waist and a small kiss on her neck.

"Not here." She whispered to the boy standing behind her, she didn't need to turn around to know who he was. She knew the kiss of James anywhere, and despite her request he continued to kiss her.

"Why not sugar?" He asked her playfully.

"Because I have a boyfriend." She stated blatantly. He looked slightly baffled.

"Never stopped you before."

"I was never dating a friend before either." Lily retorted back and led him to his room in the Gryffindor tower. She laid him on the bed she knew to be his and kissed him deeply as he ran his hands along her sides. He slowly ran them down to the hem of her skirt and ran them along her inner thigh before the bell sounded.

"C'mon, we best not be late to class." Lily said getting up and walking out of the room, leaving her skirt where it was as was her custom. James followed in tow.

When they got to Potions they found a seating arrangement on the board. Lily found her name and smirked, working next to James, how lovely. She heard him speak.

"Sorry Pads, I guess I'm stuck with the slut." He said with a triumphant smirk at Lily. She smiled inwardly. She loved how he would play fight with her.

"Yeah, Kelsie have fun with your shag buddy over there while I'm left with Mr. One-Night-Stand." Lily said with a smirk right back at the boy she had been making out with minutes before.

"Ho ho, okay class take your new seats. Good, good. Let's begin." The professor said before turning and writing stuff on the board. Lily took out her Potions book and parchment and started copying notes as she felt a hand slide onto her thigh. She glanced over at James and gave him a questioning look all he did was smirk and wink.

James ran his hand down her thigh and under her skirt then gently ran up and down it. Both had calm and controlled looks on their faces. Lily could handle this, sure she was getting a little wet, but James could take care of everything after class.

As the class went on James removed his hand from under her skirt and started giving her a massage between her legs from the outside. He gently pushed the spot he knew so well. Lily took in a sharp breath as James ran his hand back under her skirt mean while keeping a strait face, but inwardly smirking. He slowly ran his hand inside her thong and played with her.

She shot him a look that said 'Stop now or pay later' but as she saw he clearly didn't care. Lily took gasped as James roughly shoved a finger into her. She smirked at him as the bell rang. "Later Potter." She said. And he glared as she walked out of the room with a smile on her face and kissed her boyfriend.