AN: Yes, this story is AU. James is not popular. Other changes will be discovered along the way.

Chapter Two

Today was going to go down in history as The Worst Day in James Potter's life.

It wasn't that he'd forgotten to finish his transfiguration homework (although he had). It wasn't that he had an early class and two lates. It wasn't that Professor Dumbledore had made an appointment with him for the next day (and he had no idea why!), and it wasn't even that he'd run smack-bang into Dane Lawson during lunch, spilling food everywhere over the magical equivalent of a quarter back.

Although they had all, definitely, contributed to his pain

What his problem was; was that James Potter had realized something.

He'd had something of an epiphany:

And it was b-a-d.

People always talked about love striking them down magnificently. Talked about how absolutely wonderful it was. How violins and fat little angel cherub-y things flew around in the circles scattering rose petals (the violins didn't fly, they just played harmonically in the background). Literal volumes had been written on the sheer joy that one felt when they realized that they were in Love (insert –sigh– here).

But James knew the truth.

They called it Joy?

Who the hell were they kidding?

He rested his head on the desk, letting the flow of McGonagall's voice wash over him. He hadn't been able to sleep last night, or the night before. He had been too worried about the realization he had experienced two days earlier to allow himself to sleep. The stress of his body pumping out unfamiliar hormones (even now he was reluctant to call this strange feeling 'love') had managed to leave him awake for forty-six hours straight.

The only thing that could have possibly managed it was that he had returned to the Gryffindor common room late on Wednesday night, only to find Lily Evans curled up in front of the fire. Luckily, or unluckily, she'd been asleep: her face relaxed into a small, secret smile and her hair spread out like a halo around her head.

Books had fallen out of her hands and onto the floor. Quill ink stained her fingers from where she had literally fallen asleep writing. But she had looked so peaceful.

It was a side of her he'd never seen before.

He realized belatedly that he was almost asleep, his eyelids finally giving way under a ton of stress, slamming shut. He deserved a little sleep, after two days of black smudges migrating to live under his eyes. McGonagall wouldn't notice.

"James Potter!" a voice floated over his head, sounding vaguely displeased. Boy was James happy he was almost asleep, which meant he could only be in bed, which meant it couldn't be his transfiguration teacher, no matter how much it sounded like it was. His mind registered a sniggering from his left.

"I can try and wake him if you want, Professor" he heard Sirius say, warning bells instantly being off in his head as he floated closer to consciousness.

"That will be quite alright, Mr. Black" came the sharp, Scottish reply.

James jerked up as though electrocuted, almost banging Professor McGonagall in the face as she leant over him. He heard Sirius, as well as the rest of the class, holding back laughter as he realized that he wasn't in bed after all. His eyes flicked around embarrassedly, taking in Professor McGonagall's furious face, Remus' half-disbelieving stare and Peter's face torn between horror and amusement.

McGonagall was awful close, he thought, sinking into his chair.

"Are you ill Mr. Potter?" she asked, leaning in even closer. He sank further down, shaking his head in response. He could feel Sirius shaking with silent laughter. There was a drool smudged diagram on skin mutation on his notes, but he could barely remember drawing it. McGonagall was silent, waiting for a verbal answer.

"No, Professor." he mumbled, wondering why his confidence always abandoned him at the times where he most needed it.

"Well then, Mr. Potter. That will be another detention" McGonagall told him crisply, before turning back to the class and barking at them to continue work.

At the end of the lesson, James wobbled out the door angrily. Sirius stepping on the back of his feet as he went, causing James to occasionally flick them up, trying to kick his friend. Remus still looked amused, while Pete's mind seemed to be on other things. The four of them walked down to the Great Hall for lunch.

"Ever get the feeling," James began, kicking the air as he walked "that there are some days where you just shouldn't get up?"

"Frequently" Remus answered. James's head dipped lower. "But I don't let it bother me too much. I gotta live life by my rules, you know?" he continued, seeing his first answer hadn't been what James wanted to hear. It didn't help much; James just shot him a pained look, causing Remus to turn to Sirius mouthing: 'what's wrong with him?'

Sirius gave him a knowing look, and mouthed: 'later'

The four of them entered the Hall in silence, James' gloomy mood discouraging any conversation. They slumped onto the end of the Gryffindor table, ignoring a few glares that were pointed their way. Lily Evans shot them a particularly filthy look from the protection of her group of friends. Sirius winced at it, but James didn't even notice, Remus and Peter exchanged confused looks again.

They all loaded their plates up with food, no one breaking the silence. After five minutes, Remus put his fork down delicately, fed up with waiting for an explanation. The last time the four of them had been so silent for so long had been in preparation of a prank. They were already gaining suspicious looks from the other students for their strange silence.

"Sirius, if James is determined to sulk, it falls to you to tell the rest of us exactly what is going on" he said matter of factly, as though there was no room for argument.

James glanced up from the mess he had made of his food.

"There's nothing to tell" he said firmly "I just didn't get to sleep last night"

Remus's eyes narrowed suspiciously, although James kept them defiantly. It was impossible to tell whether or not he was lying, and if it weren't for knowing James so well – the logic of what he was saying – Remus would certainly have believed his messy-haired friend. But Remus was James's friend, and as a friend, he knew that James was not telling the truth.

Peter was looking confused.

"But you've stayed up all night heaps, James" he said, prompting Remus to nod and James to turn his glare on Peter, who cowered.

Remus closed his eyes for a moment, thoughtfully opening them as Sirius poked him under the table.

Realization came in the form of a commotion down the other end of the table. Lily Evans seemed to be having a spat with one of her little followers. She had stood up; the other girl was still seated, glaring up at the red-head. The power-play between the two was clear – there was little playing. It looked like Evans was about to outcast the girl for the foreseeable future, probably for some reason no male in his right mind would understand.

Remus glanced back across to James, whose face had transformed into one of utter devotion.

He felt his heart drop to somewhere near his feet.

His eyes met with Sirius's and they shared the tiniest shaking of heads. Peter was looking at Lily fearfully, not noticing the looks on any of his friend's faces. He turned back to them, shaking his head sadly.

"Poor girl" he said, trying to be wise.

Remus' and Sirius' eyes both swiveled to James, the two of them clearly thinking the same thing:

Poor guy.

AN: Intro to both Lily and James up. Next: what will James and co. do to get Lily's attention?