A/N: WOW, hey guys. Its been a while huh? Sorry about that. I know my post is a week and a day late but i have to blame my tests and mid terms on it. I'll try my best to type the next one sooner but it may get delayed since i have to start my xmas one shot. I dont know, we'll see. I hope you liek this chapter and i hope it isn't in bad taste or mechanical...it did give me a bit of a problem when i was writing it.

Hope you like!


Disclaimer: I own nothin here cept the concept!


Thanks to everyone who reviewed, u guys rock my world and i'm very thankful to u! wooo...lol

OH PS... To any of u who gets offended about sexual content please do not read any further than half...kk?

Rated M for a reason...


Simply Friends

Chapter 5: Sheltering Arms

'What?' James asked stunned. He never expected her to ask such a thing but no matter how much he wanted to, he couldn't and wouldn't make love to her.

She raised her head and looked at him. They were still pressed intimately together and her face was earnest.

'I want you to make love with me—to me.' She said again, and then sighed. Her earnest face changed into realization at his expression and she subsequently proceeded to pinch his nose.

'Ouch,' he muttered. 'What was that for?'

'I know that look James Potter,' Lily said but still didn't move out from his embrace it felt damn good to be there. The annoying thing was she knew he wanted her but his stupid sense of nobility was stopping him from taking it any further.

Can anyone else be more sexy and idiotic?

Not to mention obtuse.

She rubbed against him lightly; she bit her lip to keep from moaning while he gasped harshly. Lily knew she wasn't exactly playing fair but damn, she was on fire for him. The need burned through her, throbbing and exciting her.

'Lily this isn't a game,' he said somewhat sternly. He had on a pained expression and Lily honestly knew that it wasn't a game—she'd never felt this way before—and she couldn't help the way she felt. It seemed that the night had created new doors for them and not opening them to see where they lead felt wrong.

'I know it isn't James.' She said. 'But damn it, you want me. You're only willing to kiss me senseless and not go any further, why?'

'You know why,' he said but in any way shape or form he couldn't sever the contact between them, not yet. He just let them remain there, leaning against the other all for the sake of togetherness, though if he tried to come up with a more logical reason he'd find himself stumped. Because no matter how mixed up he felt at that moment touching her anchored him but he knew there was a line he didn't intend to cross.

'No actually I don't, why don't you fill me in on it?' she said, stubbornly making him say his reasons aloud. James sighed plaintively. He really didn't want to go into the reason why he wouldn't make love to her but he had to say something otherwise she hex him…that much he was certain about.

And he wasn't scared…much.

'It's because ...you're…you haven't—' he stuttered trying to come up with easiest possible way to answer without having to say it.

'Because I'm still a virgin you mean?' Lily asked saving him from saying the word he didn't want to say. He didn't do virgins and if he ignored the pun he just made he knew there was no way he was going to be Lily's first, she deserved better.

He could hear her grinding her teeth. 'You know I've come close twice already, so it not as if I'm some shrinking wallflower that never had a man look at her naked before, Potter.'

Oh boy, last name, she really was mad.

'Yeah but Lily those incidents weren't necessarily serious if nothing happened.' He said and Lily sighed once more.

James knew of the experiences she was referring to. There had been two times where she had almost done it but hadn't… and being friends as they were he and the rest of the Marauders heard it all.

Grr, now here she was regretting ever telling those boys anything about her love life. Damn it, all she'd wanted then was some moral support from the opposite sex. Was that too much to ask?

How would she know it would come back to haunt her? If he didn't know they might still going at it.

He knew she didn't take sex lightly and this wasn't light. Didn't he know she trusted him more than any man she ever knew?

Lily stared at him for a few more moments; the expression on his face was a clear indication that nothing was going to happen tonight. It was weird how much she wanted it—wanted him.

Leaning back she pushed him a little and he moved, stepping away from her. Then ignoring the hand he offered her she jumped off the counter on her own. She was sexually frustrated and there was no way she was going to touch him now because somehow she might find herself attacking him and having her way with him.

Tuh, what a night this was.

Then again touching meant feeling things, things she didn't want to feel when he was rejecting it—her.

'Finish making the tea,' Lily said with a tone that held no argument and James knew better than to question it and he didn't as she stalked into her bedroom and slammed the door.

As he turned on the stove, he tried to think about lakes, rivers and cold showers, anything to calm his raging arousal. He'd boggled it good. Yup, he'd never said no to willing woman that he found attractive before and saying no for the first time to one—who—he thought remorsefully—was one of his best friends and he might also add a virgin…

He groaned and briefly contemplated making a run for it but as soon as the thought entered his mind it left. She'd kill him…or even worse torture him rather painfully then circumcise him.

He shuddered briefly but even now, as he imagined her coming after him with a murderous intent, he couldn't stop himself from wanting to bury himself in her sweet body.

Groaning he tried not to think of her in the next room naked. He wandered if she knew she was torturing him even if she wasn't in the same room as him, somehow he had best try to think of ways to keep away from her as of tomorrow without making it seem obvious because every time he would see her he'd want her.

Upon entering her room Lily stared into her vanity mirror and the image there. Her hair was mused and her lips were swollen just bit. She sighed, frustrated at her sex-starved self before unzipping her dress.

She didn't know what had gotten into her. It was if all the negative feelings she had towards moving anywhere closer to James had evaporated. Now she wanted him closer. She wanted him to make love to her, needed him to.

The times she had tried to, the need just wasn't there, which was why things ended the way they did without her ever having a serious relationship.

She wanted to say, "I'm ready to have sex" but in each case she backed out.

The first time was a mistake plain and simple because Bryce came on to strong and she wasn't ready. The second time Colin seemed to think that it didn't matter she wasn't as aroused as he was.

Showed what they know. James was the total opposite of each of them. For one thing he didn't want to force her and she was the one wanting to do the forcing, then he didn't leave her cold, he fired her up faster than butterbeer.

Lily changed into her nightshirt and stared into her mirror once more.

'Oh yeah look at me.' She thought sourly, 'sex-goddess extraordinaire.'

She tugged on the waist of the shapeless jersey nightshirt. Yup, she was sure to seduce a guy with this lovely ensemble.

Not that she was going to, nope. She was not going to beg just because of that stupid noble habit of his. She sighed as she turned around. She supposed his heart is always in the right place but this time his concern is misplaced.

She knew none of the guys slept with virgins, which was weird in a way since they were all virgins once themselves. Then she unwillingly remembered some conversations where they were pretty adamant about it.

There weren't too many guys who would be considerate enough about things like that so she'd admired them for it.

She turned the knob of the bedroom door; well at least she would speak her mind and clear the air before kicking him out. She drew the line at banging her head at an impenetrable wall, and she had her pride after all.

They might be friends and she might want him like nothing else but if he didn't come to her willingly on his own then there was nothing she would do.

So, holding on to that pride and maybe more than a little anger and frustration she strode out of the room and into the kitchen.

Okay so he hadn't exactly been true to himself since they got back to the flat and pushing her away wasn't exactly the best idea he had ever had. Thing was he still wanted her and picturing her undressing in the other room did nothing for his ache.

He glanced at the door again, swallowed and made more tea. Placing it on the counter he was sure he made too much but every time he looked at the stupid door he wanted to break it down.

Tea making was the best he could do to occupy himself. Dispensing his dinner jacket he now sat at the table with his shirt sleeves rolled up and his arms crossed staring hard at the door.

Damn it she was taking and awfully long time to change. He needed to get out of here while he still had his resolve. His mind was working overtime and picturing ways to help dispose of her virginity kept creeping up on him.

James leaned over and placing his hands in his hair. 'Ahhhh,' he said rapidly shaking his hands though his hair in frustration his head in frustration.

Finally he leaned back against the chair once more and crossed his legs covertly. If all goes well she won't notice and he'll leave without being tempted even further.

Right then, good he'd just leave as soon as he can and hopefully with all of his body parts intact.

Lily stopped and blinked. For a few long seconds she couldn't think. She had seen him like that hundreds of times but now the sight before her was so utterly sexy and manly that she almost forgot to breathe.

His shirt was rolled to his elbows to show muscled forearms and his tie-less collar was unbuttoned, gapping at the front. His face was shifted into concentration and his hair was even worse off than before.

She would have no problem going to him and straddling him before taking his mouth with hers. Her stomach clenched and her breasts tightened. She was more than ready to make love to him but she had to be strong enough to send him on his way.

Taking a step into the room his gaze locked on hers before running down the length of her. She struggled not to shiver as his gaze felt like a caress to her senses.

Oh groan, why should I even be so affected…he wasn't even trying.

Resolutely, Lily walked forward. 'Let's take our tea into the living room.' She said and poured hers before leaving him to follow her.

She sat on the love seat with her feet tucked under her and waited for him. Seconds later when he entered James predictably chose the seat opposite her.

'Things have changed,' she said looking at him.

'Yeah,' he said and at least had the grace to look at her directly instead of letting his gaze wander. So she continued.

'You know, don't you,' he looked at her questioningly, 'that things are never going to be the same again.'

'Yeah, that too.' He replied.

'After tonight we won't be able to stay around each other and not remember James, and I still may not understand why we can't be together like that but I'm not going to bang my head against it.' She said then remained quiet.

James didn't say anything as he rested his cup on the coffee table in front of them and then turned to look at her.

She looked sexy sitting there, her face all serious and her posture so proud. When he saw her at the doorway in what was supposed to be a sex-less garb he couldn't help but take in all of her.

Now he let his gaze devour her again. It was the only thing he'd allow himself to do. Feast on her by sight alone. His heart rate increase as her body reacted to the perusal. Her nipples hardened and jutted out making her arousal known through the soft fabric of the jersey.

What he wanted to do was kneel before her and take those luscious pearls into his mouth and taste her.

'But I'm not going to waste my time trying if you will never change your mind.' She said honestly and he struggled to find something to say. Her body was saying one thing and although she wanted to follow her gut feeling she was thinking things through logically not emotionally.

'There shouldn't be any regret between us.' He said finally but somehow it seemed to mean to him that he'd regret not making love to her.

'Yeah, I gathered as much,' she said and got up. 'So I think its time you leave.'

And then with nothing else to say he got up too.

When they reached her door, he shrugged on his jacket and robes. Somehow he needed to tell her something but what that thing was it seemed to be eluding him.

'Goodbye James,' she said and opened door. He walked out stopped and then turned around.

'Lily—'

'Listen James the next time you decide to start things you don't want to finish remember this.' She said stonily. 'When a woman wants something and you aren't willing to give it to her you should realize that eventually there will be people who would be happy to give it to her.' She said. 'In other words you may not want to take my virginity James but there are guys who would.' Then the door slammed in his face.

Too stunned to move James stared at the closed door for a few seconds. Feelings began to bubble up within him and first and foremost was jealousy.

Impulsively he banged his first on the door.

'What is it?' she answered from inside. It sounded a bit wary but damn it he was going back in there. She wasn't going to be with anyone else.

'Open the door Lily.'

'Why should I?' she asked and on the other side of the door Lily wasn't sure what James wanted. He sound so serious. Was he mad? Should serve him right, making all this fuss for nothing.

'Just open the door.' He said and just then Lily felt her anger peak. Who the hell did he think he was?

Wrenching open the door stared at his face. The serious expression didn't change as he moved and crossed the threshold. He kept moving forward and Lily didn't realize until she hit the wall that he had backed her up against it.

Stubbornly she raised her head to look him in the eye. 'What is it?'

Not bothering to answer, James bent his head and claimed her mouth with his. After a brief moment she slowly inched her hands to his chest resting there feeling his hardness and his chest rose and fell rapidly.

He opened her mouth and his tongue darted in stroking hers. His hands smoothed down her back and rested firmly on her butt bringing her closer to his arousal.

Pausing to breath James lifted his head. 'I have to ask you this for the last time and don't punch me but are you sure.'

'Never been this sure about anything in my entire life.'

'Good,' he said before swooping down on her again. He pressed her fully against the wall and she absorbed every square inch of him.

Finally, after what seemed like forever his hands lifted her closer to him and holding on tight she wrapped her legs around his waist arching into him as her center was pressed intimately against him.

On the way to the bedroom he kicked the door closed and laughed. 'We don't want the neighbours to complain about indecent behaviour.'

'Nah they won't mind, it'll spice up their lives a bit.' She said breathlessly.

Her bedroom was as neat as she was and suddenly an urge to bring out the wild cat he knew was inside her.

Grinning, James threw Lily onto the bed and while she bounced he chucked off his robes and shoes.

Then kneeling onto the bed he crept over her and let his mouth graze her neck then tasting her. A breath shuddered out of her as his mouth did things to her body that she hadn't felt before. At the bottom of her throat he sucked gently then hard before soothing the hot flesh with his tongue. Her breath hitched as she began to unbutton his shirt. After that was gone he reared back and looked at her sprawled on her bead her night shirt bunched up on her upper thighs.

The view was magnificent and he bent and guided his tongue along the her leg following the path of his hands which was drawing the nightshirt up higher and higher

Reaching the underside of her breasts James lingered there nuzzling them before reaching up to discard the shirt.

Finally she lay there naked except for the miniscule knickers—if one could call it that— she had worn under the dress. Desire poured through him, filled him, until he had to set his teeth against the aching need to pull her close and make love to her without foreplay but he struggled to reign himself in. This first time was for her not him and he'd make himself last.

Dispensing the remainder of his clothes he lifted himself over her and bent to kiss her, his weight gradually settled on her, pressing her into the mattress. His mouth played with hers that made her ache with their gentleness then gasp as they because increasingly deep and wild so that she moved restlessly beneath him, burying her fingers into his hair.

He nuzzled her neck as he trailed downwards before fastening his mouth on one breast. She gasped, arching beneath him at the rush of pleasure. Then, when he transferred his attention to her other breast, he trailed his hand downwards to her opening, delving into her folds as she became accustomed to him.

'You're already wet for me,' he groaned deeply and cupped her nape, dragging her mouth to his. She came to him without resistance, hungry for his touch. A shudder rippled through him as her mouth parted beneath his. Her need matched his which was as fierce as it was seductive undermining him as nothing else had or could.

James knew somehow, that this need chained him to her. He couldn't and hadn't felt this way about anyone else and just this morning wouldn't have believed it about Lily but he didn't desire anyone the way he desired her at that moment.

He felt the tentative exploration of her tongue as it swept out to explore him…and he let her. The taste of her shimmered through him and her hands gently explored his back, tracing the ridges along his spine and over the curves of his bottom.

Nudging her legs apart, they spread open to accommodate him closer to her and as she arched shuddering at the sensation of her center against his, she accidentally lodged the tip of his manhood shallowly inside her.

Lily gasped faintly at the shock of the shallow penetration and from the pleasure it was all James could do but not sink himself fully in her. Taking care—and a large amount of control on his part—to be gentle, he began to move forward slowly and then upon reaching the constriction he broke out in a sweat.

Her hands clutched his shoulders, finger nails sinking into his skin and he took a breath and shoved deep, breaching it; filling her completely.

She clung to him on a shivering cry and he bent and closed his mouth over one nipple, suckling gently.

He felt the moment when she tightened around him, the clenching of her soft inner muscles and cradled her close as his own release took over.


Please Read and review...and woo i had a good mid term...4 B's and an A...yahay