Disclaimer - Everything belongs to JKRowling, she is a brilliant author who created this world. I just created this plot. :-)

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I was happier than I'd ever been as I boarded the Hogwarts Express. Even though I had prefect duties, I first wanted to find the Marauders. This was not too difficult as the four of them had just set of dungbombs in the Slytherin Quidditch captain's compartment and then run. Well, actually, Remus hadn't. He was in the prefects' carriage at the front of the train, no doubt warned to stay away from for a little while.

"Potter, I should take points off for that."

James looked up and grinned, "Why, Lily-flower! Whatever would you want to do that for?" he said, and before I could stop him, he grabbed me around the waist and spun me around the hallway.

"James Potter! How dare you!" I said once he stopped, leaving me dizzy.

He grinned wickedly, "What? Are you not happy to see me?"

"You know what you big prat," I replied punching him on the sholder, "Of course I'm happy, I just don't think that spinning around in the hallways is a good way to show it!"

"Did you hear that mates?" He said calling over his shoulder, "She's excited to see me!"

A few heads had poked out of their compartments to see what the noise was about. I blushed. James, still holding on to my waist, drew me into the compartment he and the others were in.

"Not ashamed are we Evans?"

"No Potter I just thought as Head Boy and Girl we should show some decency. And I'm a prefect!"

He laughed at this. Remus used this a lot against the others, but it rarely fixed anything.

"James, will you ever grow up?" I said, looking at him with a frown on my face.

"Maybe you should reform me," he said pulling me much closer, with a wicked gleam in his eyes.

"Mmm, don't you wish," I said pulling away. "I'll see you later. I have prefect duties that I actually care about." And I walked out, going off to look for my friends and leaving James looking rather deflated.

After walking the train and making sure all was in order with the other prefects I went to find my friends. And even though there were five of us, I still felt lonely. It was quieter with out James, Remus, Peter and Sirius. I found it funny that I actually missed them. Their jokes and laughter. James' smile. I sighed wistfully for what felt the hundredth time.

My friend Alice turned to look at me, "Lily, you keep sighing and you don't seem to be quite yourself? Are you quite all right?"

"Yes, Alice, I'm fine." I said, smiling and trying not to look completely out of it.

"I know! It's that Potter boy isn't it!" She said. I was shocked, how did she know? "He's been asking you out again, or doing some such other horrible thing hasn't he?"

I relaxed, she didn't know. Of course how could she? When I'd left last summer and I had adamantly stated I still hated him, she didn't know what had gone on during the summer. I hadn't felt ready to tell her yet.

"Oh, something like that." I said. And then tried to be a little more engaging, not wanting her to figure it out or ask any more questions.

Soon we arrived at Hogwarts and we all piled out of the train and into our carriages. I expected my friends to be following in after me and was surprised to see James following me in and closing the door. (later I learned Sirius, Remus and Peter had kept every one else away so the two of us could ride alone.) James looked at me for a minute and then said, in a very serious tone,

"Tell me Lily-flower, why do you keep running from me?"

"I...James...I don't…"

"Don't say you don't know what I'm talking about. I know you do. Telling me your happy to see me, then leaving and not coming by again all day. I know you Lily, and you do not seem to be the kind of person who would play with some ones feelings."

"No James, not in the least, its just..." I didn't know what to tell him. I didn't know what to say, or even really how I felt. I knew I didn't hate him, but love, it is such a complex feeling. But before I could put any thoughts into words, the carriage had stopped and the doors had opened.

He took my hand, "We'll continue this later."

I submitted as he kept my hand and didn't let go until dinner appeared on our plates. It was oddly comforting, that warm hand on mine. Yet it made me nervous as well. Knowing that soon I was going to have to figure out how I really felt about James and tell him. As we walked up to the common room, still hand in hand, I could hear the whispers. It was known by many, especially Gryffindors, that James had been asking me out for years and I had flatly refused. So to see the two of us walking along the corridors like that was a shock to more than one person. And even more of a shock to my friends who had heard me say I would never go out with James Potter if he was the last man on earth.

Time seemed to drag slowly by, even though the Common Room was empty by 10 o'clock. As my friend Alice had gone up to bed she had given me a look of, "What's going on?" I just shrugged and tried to say with my eyes I'd tell her later.

However we weren't totally alone yet, Remus, Sirius and Peter were still there. Though when Remus looked up and realized every one else was in bed he stood up and yawned and said, "Well I suppose it's off to bed. Big day tomorrow. Eh, Sirius?"

Sirius looked as though the last thing on earth he wanted to do was leave the two of us alone. James pretended to be absorbed in his book and paid them no mind. Sirius slowly stood up and turned to Peter.

"Bedtime, eh Peter?"

Peter looked at the two of them like he had no idea why they had to go to bed. But Sirius looked pointedly at James and I, and Peter seemed to understand.

"Oh, right, yes, bed."

"I'll be listening." James told them as they went up stairs.

"Prongs ol boy do you not trust us!" Sirius said with mockingly. I wondered whatever on earth could they mean.

"Not in the least." James replied. Seeing the look of confusion on my face he said, "I'll tell you later."

And so the other Marauders disappeared up the steps. James listened for a moment, his eyes fixed on the stairs. Then he slammed his book shut and looked at me. I tried smiling innocently as though I had no idea what was going on.

"So Miss Evans, tell me. Why do you keep giving me these mixed signals?." He turned his dark eyes upon me, they were full of seriousness and none of the playfulness that so often filled them. This wasn't the joking James I saw so often. This was James being serious, being honest. I knew I couldn't lie to him. I looked down at my hands.

"I'm afraid James. I'm afraid to say how I feel. I'm afraid I'll just be a 7th year fling for you. Once you've conquered me, you'll be happy and move on. I don't want to be left alone James, especially by you. I've loved getting to know you these past months. Getting to know who you really are. But James, do you really love me?" I replied, finishing by looking back at his face, and quickly looking away again.

His hand came up to my face and gently he turned my head so again I was looking into those deep brown eyes.

"Lily," He spoke softly, "My little Lily-flower. Of course I love you. I can hardly remember a time when I didn't love you. Just ask Moony or better Padfoot. You have no idea how happy you've made me. Writing to me over the summer, not frowning at me every time I look or speak to you. I feel like I'm going to explode I'm so happy. Maybe at first it was a crush, but my little Lily, I feel so much more for than I ever have for any one. I have never felt this way for any one else. So yes Lily, I love you."

And then, he closed the distance between us and our lips met, just briefly. A shiver went down my entire body.

"Don't stop," I said, to my utter shock, and yet it was true. He laughed quietly. Again bent his head down and we kissed again, longer. My arms went around his neck and I pulled him closer to me. No thoughts went through my mind other than pure happiness and knowing that this was right.

Suddenly a whooping sound came from the corner. We quickly pulled a part. I looked and saw no one, and then suddenly Remus, Sirius and Peter were all in the corner, all grinning. Sirius's was more an evil grin and Remus shrugged apologetically.

"How...?" I said, in utter shocked wondering if the three of them had been there the whole time.

Sirius held up a silvery cloak, "James hasn't told you about this yet, eh? His invisibility cloak. Would've been down here sooner but Moony here did his best to keep us from coming. Of course I don't think he tried his hardest."

"I did to! I came down with the two of you to make sure you didn't jinx them or something." Remus replied and Sirius snorted. Seeing the shock in my face and realizing I was worried that they had seen the whole thing Remus quited my fears, "And don't worry Lily, we made it down just before the first kiss. You never would have known we where her but, Sirius here was having a hard time restraining himself and had to express his feelings."

I buried my face in James's shoulder, giggling, totally embarrassed. I looked back up at James, "Will we ever have privacy? Or will they always be following us around under that thing?"

James laughed, "Remember, Lily, that is my cloak. We can be the ones to slip off under, not them. Though keeping it in your room might work better since they can't go up there."

"You can't do that mate!" Sirius cried, "How would we..." He stopped, looking at me.

"I see, so that's how you've been pulling some of your pranks! Maybe it would be a good idea for me to keep it James. We can't have head boy getting in trouble. And Remus, you're a prefect!" Remus looked at the ceiling.

"That among other things. Eh, James?" Sirius said wickedly.

"Now hold up, we can't go giving all our secrets to Lily in one night," James said, looking at Sirius as though he wanted to knock him out.

"Well, in that case Mr. Potter, maybe I'll just go to bed..." I said starting to get up.

He pulled me down again, "I'll tell you anything, I promise, don't leave!" I smiled at him, kissed him lightly and replied, "No James, you don't have to. But really, I must go to bed. First classes are tomorrow and it's very late. And I don't care what you do, but I am not sleeping in classes. Not even Professor Binns."

Again I stood up and so did he. He stopped at the bottom of the stairs to the girls' dormitories and I continued up. At the top I turned and looked back down. And then I knew, I don't know how, I just did, that he would never leave me. That he would always love me. I flew back down the stairs, into his arms and kissed him. "I love you James Potter." I whispered in his ear. "I love you my Lily-flower."

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If I thought I had been happy over the summer, it was nothing compared to how I felt over the next weeks and months. Being with James, being in love. It was truly wonderful. Nothing in the world can describe what it's like to be in love. Especially with some one like James.

But there were still some things I didn't know about James and the Marauders. Every time I asked where the got their nicknames, I never got a straight answer. Only Moony was the obvious one. Nothing could have prepared me though for what I was about to find out.

It started toward the end of October. I was in my dorm one Sunday afternoon, talking with my friends, a rare moment when I wasn't with James. We had been laughing and generally having a good time (discussing boys) when suddenly, Alice screamed and jumped onto her bed, pointing at the floor. I turned to look as others screamed as well: a small gray rat was making its way towards us. Though I did not like rats, I was not about to jump shrieking onto my bed.

"I bet Sirius sent it up here," I said. I bent down and picked it up by its tail.

"Throw it out the window!" Alice shrieked. I considered doing so, but as soon as she said it, the rat began squealing and trying to get free. A thought flashed through my mind, did he understand us? Well, of course that was silly, but still, it didn't feel right throwing it out a window to plunge to its death.

"No, I'll just take it back to Sirius." I carried it down the stairs. The other girls cringed as I walked by.

Just as I thought, Sirius had his nose buried in a book when I got downstairs. Sirius never read if he didn't have to. I stood in front of him, still holding the rat by his tail.

"I think this is yours, Mr. Black."

"Why Lily…" he stopped suddenly, looking at the squealing rat. He seemed quite shocked to see me holding it. He shook his head,

"Um, what makes you think I sent it upstairs?"

"Hmm, I dunno, you are always playing jokes on people and I know you wouldn't hesitate to do so."

"Oh, but Lily, you are James's girlfriend! How could I do a thing like that to you, knowing what James might do to me," He tried looking innocent, it didn't work.

"That is exactly why you would send a rat upstairs. Because I'm James's girlfriend. It was a close call for this little rat. Almost threw him out the window."

"Lily! That would've been cruel!" He looked very worried and tried to take the rat back. I held it away.

"Yes, well it was cruel to send him up." I dropped the rat in his lap and headed back to the dorms. Just as I closed the door, I was sure I could hear the laughter of Sirius and Peter.

About a week later, James asked me to come with him on a walk around the lake. I thought about not going, I had some homework that needed doing, but it was hard to resist his pleading, so I consented. We walked quietly to the edge of the lake, hand-in-hand, not talking, just enjoying being together. We stopped, and he turned to me,

"Wait here a minute, will you? I want to show you something." I looked at him suspiciously.

"What?"

"It's a surprise. You're not supposed to know."

I sighed, "All right then."

He turned and disappeared into the wood. It was a warm fall night, a gentle breeze was blowing. I looked at the lake, waiting. It was strange, being alone down there in the dark. I heard a sound behind me, turned and gasped. A beautiful stag was standing there. I'd never seen anything like it; of course I'd never been that close to a stag before. I reached out and touched its forehead, gently stroking the nose. As I looked into the eyes, those brown eyes…

"James?" I whispered in shock. The stag nodded his head.

"You're, you're an animagus!" Again the stag nodded. Then it dawned on me.

"Prongs!" Again the nod. Then, he bent down on his front legs and motioned towards his back.

"You…do you want me to get on?" Nod. I wasn't to sure but decided I could trust him. I climbed on, and he stood up. He walked slowly at first, and then broke into a gallop through the forest. I grabbed around his neck and held on.

It was amazing. It felt like flying. Prongs ran so smoothly it was hard to remember I was on the back of a stag and not moving of my own power. The wind blowing through my hair, and once I'd gotten my eyes open after our first run, I could see the trees flying by. I'd never felt anything like it. There we were, just the two of us, stag and girl.

I don't know how long I rode. There is no such thing as time when you are flying. Eventually, Prongs came back around to the lake and stopped. I slipped of his back, and James transformed back into himself.

"James, that was amazing!" I said breathlessly. He caught me up in his arms and kissed me, and so we stood.

"Well, little flower, you now know one of my biggest secrets. I've been an animagus since fifth year. Only you, Moony, Padfoot and Wormtail know."

"Moony, Wormtail, Padfoot and Prongs!" I said, realization dawning, "All of you, well except Moony, are animagi, aren't you? Wait a minute, Peter wouldn't happen to be a rat, would he?" It dawned on me why Sirius had looked rather shocked when I said I'd almost thrown the rat out the window.

"Yes, why?" Evidently, Peter and Sirius had not told him of their adventure. I began giggling. James looked at me in utter confusion.

"What's so funny?" Through my laughter, I was able to tell him,

"The other day, a rat came up into the girls' dorm, and I figured Sirius sent it up there. I almost threw the rat out the window but decided to take it down to Sirius instead. He seemed a bit worried when I said I'd almost done that. I see why now! Poor Peter! No wonder he started squealing so much! Thought he was about to plunge to his death."

"That Sirius! I'll…" He made like he was going to pull his wand out and find Sirius.

"James!" I said still laughing, "Don't worry about it. It was really quite funny. And now that I know, I won't throw any rats out of windows any time soon."

"Never mind that." James smothered me in another kiss. We were enjoying each other when suddenly I saw two eyes looking out at us from the forest.

"James," I whispered, scared, "What is that?" He turned to look. Slowly, a large black dog came slinking out of the forest. I stood behind James; the dog did not look like he was friendly in the least. Suddenly, it to rushed at James. I screamed. But instead of attacking him, it began licking James's face.

"Oh gross, Padfoot, really!" He said pushing the dog down. I stared from the dog to James and back.

"Padfoot? Is that Sirius?" The dog yapped happily and began jumping playfully around me.

"Sirius, you prat! Do you know how badly you scared me!" James was laughing, and Sirius changed back into himself, laughing as well.

"Evil! That's what the two of you are! No privacy either!"

"Oh, don't worry, Lily. I only just arrived. Decided to come see if I could find the two of you. James told me he would be telling you about our animagi forms tonight. Luckily for me, James hadn't gotten around to telling you about me yet." Sirius replied, grinning from ear to ear.

I smacked him on the arm, "It was still evil. I don't know how I'll ever survive between the two of you. "

"Oh don't worry, Lily. I'm sure James will find a way."

And so the three of us walked back up the castle. James with his arm around me, and Sirius on my other side. Joking, laughing and just being friends. As I looked at the two of them I thought, "My boys, my dear boys." For it was hard to do anything with James and not have Sirius around. You could hardly separate the two of them. I didn't mind though. I loved them both really, and of course Remus and Peter. Just not they way I loved James. I interrupted the steady flow of conversation to kiss James on the cheek and whisper, "I love you." This meant another kiss from James and a snort from Sirius.

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HeeHee. Hope you enjoyed that! One of my favorite parts of the story. Thanks a million to my faitful reveiwers. Story is almost over. Epilouge of sorts to follow and info about Order of the Phoenix.

Keep reading...keep reviewing!