Summary: He thought she hated him. She thought she was just bragging rights. He kept missing his chances. She was running away scared. A story of love that follows Lily and James from 6th year until graduation. R/R!

Disclaimer: So no one sues me, I'm not JKR, I could never compare to JKR and you all know that. She is the almighty goddess of all things Harry Potter/magic. Her riches are not mine. Enjoy!

Chapter Fourteen Summary: Lily confronts James about him walking in on her taking a bath and a resolution only comes after he accidentally runs into her and apologizes. Lily appreciates that James wasn't bragging to the whole school that he had seen "two private parts" of her and asks him to help her out with Advanced Transfiguration, which he agrees to. One study session James is acting indifferent towards Lily, which gave her mixed feelings over whether she liked it or not. When she begins thanking him for his help, he looses control and begins to spill out his feelings to her once more. Lily then implies that she might someday want to be more.

This will be one of the last nice fall days, James thought to himself as he watched his Quidditch team practice from a bird's eye view. Already the winter chill was setting into the perfect sixty-degree weather and the wind, which had been almost non-existent a moment before, had begun to pick up, attempting to carry that chill to every living thing, warning them of winter's soon arrival. James sighed…he hated winter. The only good thing about it was the occasional snow fight, but otherwise it was the worst season nature could ever produce. It was much harder to practice Quidditch in cold winter and there was always that nasty draft in the castle that forced him to wear layers of clothing under his school robes, which completely threw off his relaxed cool guy messy attire. During winter, time seemed to stand still, making the dreary months seem longer than the usual three-month season. And everything was dead in winter, dead or asleep, bidding their own time while waiting for the sun to warm everything again.

Dead, dead cold winter, James thought, Just like mine and Lily's relationship. Yes, everything was going completely wrong with them. Just a week or so ago, she had given him hope, the best hope and the best gift in the world.

After that night, he walked her back to the common room and gave her his hand to help her into the portrait hole. She had smiled and kept holding his hand until they had reached the inside of the common room. James grinned foolishly at the memory then rolled his eyes. He was being such a twelve year old, getting excited about holding hands as if they had snogged or something. But it seemed every little thing Lily did that progressed their relationship made him light headed and excited.

Even though she had him skipping around the dorm late the same evening, too thrilled to sit still, the next few days they were back to where they were a week before, simply platonic friends. There was no progression; it actually seemed that they had fallen a few steps back. James had asked advice from all his friends and they hadn't a clue what to tell him, even Remus had no answers, and James felt the same.

A shriek shook James out of his dazed thoughts and he looked down at the mock game he had been daydreaming through, quickly realizing that it was no longer a game, but a huddle of people in the middle of the field. "James!" the voice shrieked again and he saw that it belonged to Joelle Mackenzie who was holding back a dark haired shape. James recognized that it was Rita and rolled his eyes. "They won't stop!" Joelle shrieked again.

Sighing, James flew down to the mass. Rita and Sirius hadn't been the same latterly either. Instead of constant flirting, there was constant bickering. This was all because Rita had been studying rather close with Hugh Morley, known to have a crush on her. Sirius got insanely jealous. There was an awkward confrontation where Sirius couldn't back up why he was angry with Rita. In return, Rita got extremely frustrated, and there had been either angry silence or awful yelling since then.

"What's your problem, aiming every single Bludger you get right at my face?" Rita screamed, trying to move forward and writhe out of her teammates' grips.

"I can't help it if you're always in my way whenever I get a hold of one!" Sirius yelled back, just about to break free of his own constraints.

"Hey!" James yelled to quiet them, actually afraid that this time they would begin punching each other, as they had been so close to doing for a week. Winter certainly did kill everything good the rest of the seasons worked hard to create…killing love seemed to be its specialty. "Knock it off you two!"

Sirius and Rita quieted and quit struggling yet they still cast angry and annoyed looks at the other. "About time you showed up," grumbled Rick Harcourt, one of the people holding back Sirius.

James glared at Rick then turned to Sirius and Rita. The whole reason he had put them on separate teams was in hopes that they would release some of the tension and frustration they had towards each other, not to have them grow in size. "If you two are this bad now, how are you going to be when you're trying to work together on the same team next Saturday?"

They were silent for a moment, looking down at the ground below them. Then Sirius said, "Listen, mate, she was trying to knock me off my broom."

Rita instantly began trying to get to him. "Bleeder!" She turned to James. "I wasn't, he was knocking every damn Bludger right at me, not even trying to aim for anyone else."

This began another uproar of yelling, cursing, and struggling. James put his head in his hand as the chaos around him greatened, wondering what to do concerning his team and his best friend. James looked up just in time to see the ones holding back Sirius slip and he rocketed towards Rita. The ones holding Rita flew back for safety as Rita stayed steady. Sirius slammed into Rita and they began clawing and hitting each other.

James, fuming about their childish behavior, pulled out his wand and, with a loud bang, Rita and Sirius flew backwards quite a few feet, dazed and barely hanging onto their brooms. "That's enough!" James said in a low demanding tone. "This is insanity! One minute you're flirting to death," Rita and Sirius immediately reddened and looked down, "and the next you're screaming and hitting each other. Listen, you fools in love," the shade of red on each of their faces turned much darker and deeper. "Rita doesn't like Hugh; she was only studying with him because he's the best at Astronomy. There's no need to get jealous, Sirius. Rita has liked you for a long time. She hasn't stopped and she won't stop." James paused and looked at the blood red faces of Rita and Sirius, disgusted with their ignorant behavior. "So you two need to get over yourselves and just realize that you're crazy about each other."

The whole team was silent, everyone staring at James with awe with the exception of Sirius and Rita, who were determinedly looking away from each other. "I will not have this team broken up by your stupidity. Since we obviously can't get anything else done today with your attitudes, team dismissed."

The rest of the players flew slowly down to the field, whispering to each other about the events that unfolded in front of their eyes. Rita and Sirius remained where they were for a long while until James got fed up once more and flew down to Sirius, pulling his arm. "Come on, mate, let's go get changed."

Silence was the only noise the whole ride down to the ground and it was only after the first few steps on land that Sirius said, "So, can I give you that same speech about Lily?"

James' stomach flipped and he looked to his left, away from the side where Sirius was walking next to him. Smiling slightly as Sirius realized he was once again in control of the situation, he continued with, "It won't be as eloquent as your speech, but you two are also 'fools in love' –"

Suddenly James turned to Sirius, hitting him hard on his chest. A look of surprise crossed over Sirius' face. "Mate…wh-what –"

"Just – just don't talk to me about her, alright? At least not in that sense…okay?" James asked his friend desperately.

Sirius looked at his friend for a moment before patting his shoulder. "Sure, sure thing. Let's keep going."

James relaxed visibly but still had terseness to his form. Sirius looked over at his friend curiously, wondering what brought on these sudden feelings of despair. James of course had always been about to loose his mind about Lily, trying to figure out any way to get her to look at him, but there had always been lightheartedness to his desperation. His tone just then had been painful.

Sighing lightly, Sirius looked over his shoulder and saw Rita finally flying down to the ground. How long had she been sitting up in the air, thinking about their fight and James' harsh yet truthful outburst? Sirius reddened at the mere thought of his confidential feelings let out into the

open to the one person he dreaded discovering his secret. But if what James said was true, then Rita had those same exact feelings and apparently for a longer time…

"Listen, mate, I'm sorry I said all that," James said suddenly. Sirius turned to his friend, realizing that he had been walking in a strange sideways crab walk to watch Rita's decent, that his face was hot and that James had probably been watching his insanity for some time. James smiled slightly at what Sirius supposed was his apparent embarrassment and continued. "I know you're very private about your feelings and all, but you don't understand that everyone knows. You two are so obvious about how much you like each other. The only two people who don't seem to get it are yourselves. It had to be said, I'm just sorry the whole Quidditch team witnessed it."

Sirius looked up from his feet, which he had been studying a moment before, into James' face. "I guess it did need to be said…but I wanted to do it on my own time."

James snorted. "After you two killed each other? I don't think so." They both laughed, feeling a little of the weight resting on each of their hearts (for different reasons) lighten. There was a small pause before James said, "You really need to talk to her about it, mate. Listening to me scream it doesn't have the same effect."

Sirius didn't reply to this and they continued to walk in a silence that lasted until they had gotten well inside the changing room where only a few of their fellow players remained. They tried to joke around with Sirius and James, but their responses were only half-hearted, so the team finished what they were doing and left the room quickly.

Once James had changed, he clapped Sirius on the back for support and exited the same way his players had. Sirius sat heavily on a bench once he was alone and waited for Rita. He didn't have to wait long.

Rita pulled back the flap to the changing tent and took in a short, quick breath at the surprise of seeing someone still sitting there. Her face fell slightly when she recognized it was Sirius, but covered the disappointment quickly, though Sirius caught it and felt his own face fall. She obviously didn't want to talk to him and she obviously couldn't stand the sight of him.

Silence reigned for some time until Rita finally spoke. "I didn't think anyone would still be here…" she said lamely.

Sirius looked down at his hands. "I can leave you alone if you want," he said, looking up at her face. Rita wished he wouldn't, his grey eyes pierced her.

Looking away (and making Sirius' troubled heart sink more), Rita sighed in a reckless sort of way and asked, "Why do you keep fighting with me?"

Sirius chuckled slightly in consternation and said, "You're the one who started yelling at me."

Rita looked up quickly, eyes narrowing and Sirius knew he was in for it. "I only slightly raised my voice because you yanked me out of the common room and down the hall, then you just kept pacing while not making any sense. That's when you started yelling."

"Number one: I don't need an instant replay, I was there, you know," Sirius said, his voice rising in volume. "Number two: that is so not true. You told me to quit being a tongue tied idiot!"

"Aw, did that hurt your feelings?" Rita asked sardonically, starting to use her hands animatedly, a bad sign.

"Don't talk to me like that!" Sirius said coldly, jumping up from the bench and clenching his fists. How did Rita get him so worked up like this?

"How would you like me to talk then?"

"I'd prefer it if you wouldn't talk at all."

With that comment, Rita jumped to Sirius, hitting his arm so hard that Sirius flinched back in pain. "What is wrong with you? Why are you being like this?"

"Why are you being like this?" Sirius shot back, getting right back in her face.

"Because –" Rita paused, breathing heavily, then tried again. "Because – "

"Anytime now!"

Rita opened and closed her mouth soundlessly, it was so hard to think when he was this close, then said dumbly, "You know exactly why!"

Sirius didn't think it was so dumb. His face softened and they stared at each other for several moments. Then, without warning, Sirius grabbed her neck and pulled her lips to his. Rita let out a noise of shock, but didn't arch back and promptly hit him as Sirius thought she would. Instead, she responded enthusiastically as soon as the initial shock wore off.

They broke apart some time later, Sirius still holding her around the waist and Rita's hands still resting on the back of Sirius' shoulders. "Finally!" Rita breathed.

Sirius laughed, dropping his forehead to hers. They stood like that for as long as they could without kissing again.

When the new lovesick feelings had abated slightly, Sirius grabbed Rita's hand and walked her up to the castle, talking and joking of nothing at all.

There were great exchanges of money throughout the Quidditch team when news got around that Rita and Sirius finally got together. It even brought Lily and James closer together, as Lily sullenly dropped fifteen Sickles into James' hand from their bet on the train and James teased and ridiculed her to the point where she fought back. They ended their argument with laughter at their own ridiculousness and happiness for the best friends for finally finding their own bliss. Remus was even giddy and playfully teasing Sirius and Rita the week preceding the full moon, a week that was usually full of tension and anger.

"I'm shocked you separated yourself from Rita long enough to help me out tonight," Remus bantered at near dusk as he got ready to down to the hospital wing.

Sirius reddened slightly, as he had been doing lately at the mention of Rita, and said defensively, "Hey, we're never all over each other in public, we keep that private."

"This is, shockingly, true," James said, digging out his Invisibility cloak and Marauder's Map. "Usually we have to pry you off your birds with a crowbar. With Rita you just hang out cozily."

Sirius raised his chin triumphantly and turned to Remus, who was straightening his oldest, most tattered robes. "See? James vouches for me."

Remus snorted. "Yeah, but James' views aren't worth much, look at his take on the Lily situation."

Thankfully, James was now in place where he could joke about his non-existent relationship with Lily; he had not been able to a week ago. "Kindly shut it, old wise one…you didn't have answers for a bit either."

Peter, who had been watching the exchanges silently, looked out the window and squeaked nervously. "Remus, it's getting closer to sunset. Get going."

Remus nodded appreciatively and threw his wand to Sirius. "See you in a bit," he said, waving as he walked out of the dorm.

"Remus!" Lily shouted as said person stepped off the staircase into the common room. Lily had just walked in from tutoring a 4th year and barely sat down before seeing Remus. He waved at Lily from across the room. "How about a game of chess?" she called.

Shaking his head, Remus feigned a thick and nasal-y voice and replied, "I feel awful, I'm going down to the hospital wing."

Lily's face fell slightly, realizing instantly that tonight there was a full moon. "I'm sorry; do you need company walking down?"

At first Remus wanted to refuse, he usually didn't like any social contact the day of the full moon, but there was such happiness about his friends that he felt appreciative of all the people

around him. "Sure," Remus called and waited for Lily to join him. She took his arm and together they walked down to the hospital wing.

"Where's Aurelia?" Remus asked. "I haven't seen her at all today."

Lily huffed and acted put out. "Are you saying you'd rather have her walking you to the hospital wing?"

Laughing, Remus said, "Oh yes, you are absolutely horrid." They shared a grin. "No, it's just weird. This is the first day since school started that we haven't seen each other and I was just curious."

At first, Lily smiled, happy for her friends, then instantly a pang of jealousy followed. She shook it away and replied, "She's been down at Hagrid's hut all day. She was going to ask if you wanted to go with her, but you weren't awake yet."

"Yeah, I didn't sleep much last night. I think that's when I started getting sick," Remus lied effortlessly. Lily didn't say anything, but patted the arm she was holding. They finished their journey in silence.

After Lily said her goodbyes to Remus and wished him well, she stood outside the hospital wing, not sure what to do with her rare free time. It was a nice day for October, one of the last nice fall days, Lily supposed, and this made her decide to enjoy the weather before winter came in all of its brutality.

Not that Lily didn't like winter, snow was one of her favorite things, it was just too cold and too long. Winter never seemed to end. And then when spring finally came, it was like a fast slide right into summer.

By the time her thoughts on winter had wrapped up, Lily had circled half of the lake and the sun was beginning to set. She decided to turn around and head back to the common room. Halfway back she saw Madame Pomfrey walking back to the castle and Lily's heart went out for Remus. She couldn't begin to comprehend what he had to go through and it made her wish there was some way she could hel –

Lily stopped in mid thought and mid step. She heard voices whispering heatedly, along with what sounded like squeaking. She looked in front of her, straining her eyes to see someone and, after a loud, aggravated sigh (which made her jump), part of a leg appeared from nowhere and, just as quickly, disappeared again.

Shaking her head, Lily looked again and couldn't see anything, but she could still hear whispers. Lily looked up at the setting sun, then back at the castle. Impulsively, she decided to follow the whispers to confirm she wasn't losing her mind.

It wasn't easy following a phantom voice; human ears are not so well tuned to the sounds around them. A sound could seem as if it's coming from the left, but in reality, it could be coming from

behind you. It was even harder since Lily was in open nature and kept walking a weaving path trying to decipher exactly what direction the whispers were coming from.

Suddenly the whispers stopped and Lily froze too, looking around her. The edge of the Forbidden Forest was what consumed her eye line and to the left, at a safe distance away from her, was the Whomping Willow. Lily ran a hand through her hair, trying to decide if she wanted to keep moving in the direction she had been before the whispers stopped or if she wanted to give up and head back to the castle.

Movement to the left caught her attention. Quickly, a body appeared and another one right after. Lily squinted, to afraid to move forward for a better look and risk getting caught spying, and recognized James Potter and Sirius Black. They stood for a moment, dangerously close to the Whomping Willow, which was beginning to sway angrily, and then suddenly the branches stopped their near lethal movement. James and Sirius looked around and went through the branches and to the backside of the tree where no one could see them.

Except Lily.

In complete shock, Lily watched as James and Sirius were replaced with a beautiful stag and a black dog. They stood there for another moment, then the black dog ran around to the front of the tree and seemingly disappeared right into it while the stag still stood behind the tree, waiting.

Lily stood there, not believing her eyes. The only explanation was that James and Sirius were Anamagi. But how? Becoming Anamagi was extremely advanced and illegal.

Are you kidding? It's the Marauders, they probably don't even know what illegal is, Lily thought to herself. After a moment's hesitation, Lily turned and started walking back to the castle before she was caught by James for discovering his secret or a teacher for being on the grounds after dark.

Lily continued to ponder the situation her entire walk back to the common room. She knew James and Sirius were the best in the school at Transfiguration, but becoming Anamagi was far, far, far more advanced than being the best in the school. Yet Lily didn't doubt it with all the talent those boys possessed, what with all the amazing pranks she had seen pulled off in the seven years she'd been at Hogwarts, even if she did everything in her power to not be impressed. Lily began a silent argument with herself.

Why would they even need to become Anamagi in the first place?

Isn't it obvious? Humans can't go within reach of werewolves without being mauled. But fellow animals…they could potentially be around a werewolf.

That's how James helps him, I've always wondered since he said he had to "help a friend" that night.

And if you recall, they came back late that night.

All in all…that's the most courageous and caring thing I've ever heard. James is risking government punishment to help Remus.

Subconsciously, Lily decided to try to move things a step furtherwith James, no matter how scared she was.

The Great Hall was positively glowing on Halloween of 1977 and all the students of Hogwarts were cheerful and stuffing as much as the glorious feast in their mouths as they could. This was the best feast of the year, more so than the opening feast or the one held on the last day of school but possibly tied with the Christmas feast. Every student looked forward to the decorations and the festivities, including the terror of Peeves and the exquisite magic of the Marauders. Every student second year and up would greatly appreciate whatever prank was pulled by the infamous foursome for it was their last year at Hogwarts and next Halloween wouldn't be half as exciting.

The Marauders were currently stuffing their faces, along with the rest of the school, looking as innocent as can be. Rita, Aurelia and Lily sat with them, dubiously looking at the boys, waiting for the slightest sign that they were about to say a few words to begin the havoc.

"Can you just warn us first, in case we're going to be scared out of our wits?" Aurelia asked the boys in a pleading voice.

James looked up from his food questionably. "I haven't the slightest idea what you are going on about, Aurelia dear. More treacle tart?"

Aurelia shook her head. "No thanks. I just remember that Halloween a year or two ago when a succession of loud bangs went off during the demonstration. I hate loud, unexpected sounds." She turned to her boyfriend. "You know that, Remus."

Remus nodded. "Of course, but I don't know why you are talking about loud sounds. I thought we were just enjoying a nice, quiet, calm Halloween feast." He took a drink from his goblet, posture formal yet his eyes were twinkling and Lily swore she saw him wink at Peter.

"Well, if I get dirty or wet or changed in any way, you all are going to get it bad," Rita said, looking at Sirius in particular.

Grinning, Sirius said, "As much as I would love to know how bad I would get it," he winked at Rita who in return rolled her eyes, "I don't know what action I could commit that would make you – what was it? – dirty, wet, or changed."

Immediately after Sirius said, the boys shared strange glances at the unexpected innuendo and hilarity broke out among them. Sirius especially buckled over with laughter while Peter choked on his steak and Remus gagged on his pumpkin juice. Rita glared. "You all are infuriating."

A slow rumbling began to fill the hall, Aurelia muttered a small "oh no" and the whole hall began buzzing with excited whispers. The doors to the Great Hall opened magically and four gigantic pumpkins far larger than Hagrid's came rolling towards the tables. On each pumpkin, a face of one of the Marauders was carved with a glowing light illuminating it from the inside.

The students would've been frightened that four giant pumpkins were rolling closer; ready to crush them without remorse, but everyone knew that a) those four pumpkins wouldn't fit through the Great Hall doors and b) the Marauders had never done a prank to intentionally harm anyone. They were soon proved right; as the pumpkins came an inch away from the entrance, they dissolved into what seemed like millions of orange bats flapping into the Great Hall and hovering around the ceiling.

As the students continued to look, the bats began to spell out "Happy Halloween! Love, the Marauders". In the next instant, the words broke apart and the bats turned into what seemed like billions of orange circles. They came raining down on the students and soon the school saw they were little chocolates wrapped in orange foil. On each wrapping, a face of a Marauder was stamped in, identical to the ones carved in the pumpkins.

The Great Hall erupted into chairs, all but the Slytherins giving the group a standing ovation. Even McGonagall, Slughorn and Dumbledore were on their feet, applauding amazing magic for a few seventeen year olds. The Marauders stood on the benches, Remus and Peter waving while James and Sirius pumped their fists in the air and took great swooping bows while blowing kisses and mouthing thank you's.

Lily was applauding along for the first time in the history of all the Marauder pranks, stopping every now and then to hold out her hands to catch the falling chocolates. The ones that fell immediately around her seemed to be only of James' face and Lily rolled her eyes, heart contradictorily fluttering just slightly.

The prank pulled made her cheer up. Not only was she down about the latest horrendous terror of Voldemort, but also Lily could safely say she was one of the few in the school who didn't enjoy Halloween as much as everyone else did. Lily couldn't even explain why she wasn't a fan of the holiday. Every single Halloween since she was a little girl, Lily got an awful foreboding feeling the whole day. At night it was the worst, it almost hurt. It was as if something terrible was going to happen any second. But once the clock struck midnight, the feeling went away instantly. Lily just supposed it was the spookiness of the holiday that creeped her out, she had never been able to sit through horror movies, but the feeling was odd and uncomfortable.

Once the ruckus had settled, James sat down next to Lily and let out a long breath. "That was fun. Did you enjoy the prank? Or was it on the maturity level of an eight year old, as most of our pranks are?" James teased.

Smiling, Lily said. "I enjoyed this one; I think your best yet." James laughed and bowed in gratitude. "I can't believe you remember half the things I said to you."

Shrugging, James said, "I remember just about everything you've said to me, insult or not."

Lily's stomach flipped, but covered her own uncomfortable moment by asking, "Will you let me in on the secret behind it all?"

James scoffed and patted Lily sadly on the shoulder, looking at her as if she was a three year old who didn't quite grasp the workings of the world. "Lily, dear, a magician never gives up his secrets. He dies with them locked in his heart."

Even though James was joking and he said the statement with a ridiculous French accent, Lily grimaced at his use of the word die. What was wrong with her?

James' smile faltered looking at her, for Lily's expression had just turned somber. "Lily, are you alright?"

She nodded and grinned half-heartedly. "Yeah, I'm fine. I probably just ate too much food." James knew this wasn't so, he had been watching her all night as he usually did and she had only picked at her food. "I think I'm just going to go to the common room and relax in front of the fire."

Nodding, James asked, "Do you want company?"

"Oh, if you want to come with me. But don't you want to finish the feast?" Lily asked. She knew James took advantage of every meal presented to him, much like Sirius did.

James shrugged. "It's almost over and I've already sampled everything." He jumped up from his seat and offered his arm. "Allow me to escort you, m'lady."

Laughing, Lily stood and took his arm and together the two walked out of the Great Hall, not realizing that their friends were sharing happy looks behind their backs.

"This is nice," James said once they had settled themselves on the couch comfortably. "It's very peaceful when it's empty." They had a few precious quiet moments with the common room to themselves.

"Yeah," Lily agreed, picking at her nails. "I've been getting a lot more peace lately, though, so I guess I don't really appreciate it."

James looked at her inquisitively. "What do you mean?"

"Well it's just Aurelia spends a lot of time with Remus and Rita spends a lot of time with Sirius and I spend a lot of time being with myself." Lily sighed. "And whenever I do hang out with them, it's usually with you guys." Lily looked up and hurriedly said, "No offense or anything –"

"None taken."

"– but I just miss my best friends."

James nodded. "I know what you mean. I hang out with Pete, but he's not a very exciting person and I spend most of my time helping him with school work." James laughed. "I hate studying and I spend most of my time doing that." Sighing, James paused. "I rarely see Remus and I see Sirius at Quidditch, but even now, that time is his and Rita's. Don't get me wrong, I'm really happy for them, but…" James trailed off and Lily picked up.

"But you want time with just him."

James nodded gratefully. "It seems that lately I've spending more time with you than I have with my mates."

Lily smiled. "Same here."

There was a small awkward pause. Lily shook her hands and sighed, then adjusted herself on the couch. "So, how did you and the Marauders decide to start pulling pranks?"

James grinned, happy to be talking about a subject he was comfortable with discussing. "Well, we all sort of landed in the same compartment and me and Sirius hit it off right away. He tried to pull this ancient prank on me and my dad has taught me all of them, so it backfired and we laughed about it." Lily smiled and nodded. "Then Remus and Peter came in, saying all of the compartments were full and if they could please sit with us and we said sure. Then, as an icebreaker, Sirius and me pulled a harmless prank and introduced ourselves. Remus wanted to know how we did it and Peter was amazed, so we started talking about that. It all just snowballed from there."

The common room began to fill with people but Lily and James continued talking and hogging up the couch. Soon their friends joined them, but it was short lived as Remus, Rita, and Peter were all very tired and the others who weren't felt like a third wheel staying with Lily and James.

The twosome continued talking and, before they knew it, the common room was empty again. They had gotten rather close, both physically and socially, while talking the whole night. At one point Lily had asked James if she could stretch out. He said yes, slouching against the arm of the couch with his legs propped up on a chair left behind by Aurelia. Lily proceeded to put her feet in his lap and they continued their conversation as if it was perfectly normal for the two of them to be like this together, even if each of their insides were twisting into small knots.

"You did not!" Lily said, laughing and lightly kicking a grinning James' leg. "You really did that to your poor mother?"

Shrugging, James ran his hand through his hair. "She wouldn't let Sirius come over because I accidentally blew up half the sitting room. And she didn't believe that I forgot she was deathly afraid of snakes, when I really did forget…"

Lily rolled her eyes. "I don't think her grounding you justifies filling the kitchen floor full of snakes when she walked in. How did you do that at twelve, anyway?"

With a smirk, James leaned back on the couch with his hands behind his head and said, "What can I say, I guess I'm just especially gifted."

"I don't think the Ministry agreed with you," Lily said doubtfully, her heart racing just a little faster than normal. The things that used to make her want to feed James to an army of hungry tigers were now making her blood race. The way his unruly hair fell into his eyes, the way his shirt was just tight enough to give her a mental image of the Quidditch muscles that resided underneath, the way his eyes sparkled in the firelight, and the way his lips quirked just so when he smiled. He was beautiful.

Stop it, Lily mentally slapped herself. Stop letting him hypnotize you. You're just friends. Lily averted her eyes randomly; just to break the trance he was putting her in, and found the clock above the mantelpiece. "We really should get to bed," Lily said, nodding her head towards the time. "Three in the morning is pushing it, especially since we have class tomorrow."

James let out a sad sigh. They were having such a great conversation. He had caught her checking him out more times than acceptable for Lily's standards. James felt he had been so close; he was just waiting for the right moment to tell her. "You're right," he finally said and stood, holding out his hand to help her off the couch. Lily accepted it and they stood there for a few seconds that felt like an eternity, hands still grasped as they stared at each other with an almost painful intensity.

Stop! Lily's mind yelled again and Lily started. James looked at her with concern but Lily began walking to the girl's stairs before he could ask her what was wrong.

Just before Lily stepped on the first stair, she turned around, a little surprised to see James watching her every move, his hand in midair at the same place where her own had been. "I had a lot of fun tonight," she said, waiting for him to respond. James could only manage to clear his throat and nod. A few seconds of silence passed before Lily finally said, "Right, goodnight then," and proceeded up the stairs.

For some reason James stood in the exact same position Lily left him in. That had been his chance to tell her and now he would have to wait. He may never be able to tell her; Lily usually freaked out whenever things got too personal between them and avoided James for many weeks.

But James wasn't going to let that happen again. And he was going to be a man and, finally, tell her everything he felt without downplaying anything as he had done in the past. She had to know the complete and total truth.

Unfreezing himself, he raced up the stairs and banged into his dormitory room, where the other occupants of the room were sleeping. Remus, being the light sleeper that he was, woke up with a start and squinted into the darkness of the room. "James? What the hell are you doing? I'm trying to sl—"

"I'm going to tell her," James interrupted. "I'm going to do what you told me and tell her. But I've got to do it now before she goes to bed…" And with that, James faced the full-length mirror in their room and said, "Girl's tower!" stepping into the mirror he and Sirius charmed ages ago as it became liquid.

There was momentary blackness, then James was stepping into the landing that led to all the girl's rooms. He raced up the winding stairs to the top of the tower, where the seventh year girl's rooms were. Once there, James steeled himself and gently knocked on the door, so as not to wake up the other occupants of the room.

A few seconds later, Lily opened the door just enough for her to look out into the hallway. "James? How in the world did you get up here?" Lily asked, opening the door a little wider and leaning against the doorframe, already dressed in pajama bottoms and a black tank.

James just shook his head and placed a hand on the wall to steady himself. "Look, I barely know you. I don't know your parent's first names. I don't know what you played with as a child or if you ever wore glasses and I have no idea why you strive to be the best student in the school." James paused, dwelling on her beauty as she looked at him, puzzled. "But I do know the curves of your face. And I know every strand of emerald in your eyes. I know the first day we had a civil conversation was the best day of my life and each day without you loving me has been hell." James paused and stared into Lily's wide, shocked eyes. Agonizing seconds passed before James broke the quiet and said, "Pl-please say something…"

Lily opened her mouth to speak, but closed it just as quickly and shook her head, looking lost. "I don't know what to say…" Lily said, lowering her face against the doorframe. "It's too late to deal with this."

Letting out a rasp that was supposed to come out as a laugh, James asked, "Too late time wise or too late in our relationship?"

Lily looked up into James' face, the intensity of her eyes making his heartache. "What relationship? We aren't anything, we are just friends."

"That still counts as a relationship," James said, his voice low as he leaned towards her slightly. "And I want to be more than friends." He let out another rasp-like laugh. "Hell, I've wanted to be more than friends for six years, but you never wanted me. And I guess you'll never want me—no, Lily, let me finish." Lily had been about to interrupt but James stopped her.

"What you don't understand is I need you. I honestly don't know if I can go on without you. I know this sounds cliché and too much like a bad romance novel –" Lily snorted softly through her nose as she let out the smallest smile "– but it's just how I feel. If you can't deal with that and if you're going to run away from something real, that's your problem. But you can always count on me to be there for you, one hundred percent, no matter what."

Lily lowered her head again to escape from the pain in his eyes; this time her head brushed against his chin, he was so close. "I…I guess I'm just scared. I'm scared of this power you have

over me, it makes do and think things that are so not me." James couldn't help but grin at this. "And, I guess I'm also scared of losing you, losing that power you have over me. I think that, if we're friends, I won't lose you. I love being with you, I finally realized that. It's just, relationships don't work for me and I think if we get into a relationship that I'll lose you, one way or another," Lily said, looking up once more, her nose touching James' and her eyes slightly unfocused due to her proximity to him. Lily brushed her lips ever so lightly against his and James leaned in to really capture her mouth, but Lily pulled back just as he leaned in, causing him to miss.

James groaned and righted himself, looking into her eyes. "I'm glad you've realized that, Lily, but honestly…if you keep doing this to me, if you keep hurting me like this, I don't know if I can stand it. You're going to lose me if you keep toying with me like this."

Lily opened her mouth to retort, but she couldn't find her voice. She just shook her head, a tear falling down her face. "I'm sorry…" she whispered. James just looked at her, trying to figure this amazing girl out as tears slipped down.

Suddenly, James pulled her out of her hiding place behind the door and wrapped his arms around her, resting his head on her shoulder. Lily put one hand to his back and another in his hair. James pressed his face into her neck, begging her silently. Lily felt his pain and his desperation and it broke her heart to say the next few words, but her logical mind required her to say it. "We can't ever be together. It wouldn't last, it wouldn't work. We argue too much and our personalities don't match. Just let us go, accept that."

James made a choking sound and pressed her closer to him. "I know we're meant to be together," James said desperately, "Please, Lily, give us a chance, please…" He kissed her neck, her chin, her cheek, her nose, her forehead, every inch of her face, trying to make her feel how right it really was, how natural it was for them to be with each other.

"No, James…stop," Lily said, though her words were weak and she felt herself giving in. But I can't, I have to stay strong. I've been weak for too long, I have to be strong. Lily untangled herself from his arms, trying to ignore the hurt in his eyes. "Goodnight, Potter," she said, shutting the door lightly. As soon as the handle clicked quietly into its rightful place, Lily slid down the door, feeling more tears come. She hated herself from walking away from something that most people would kill for, but her mind told her it was the right thing to do. "Then why does it feel so wrong?" Lily muttered to herself, curling up against the door and drifting off to sleep, her face still wet from tears.

Author Notes: Ten points to the appropriate house if you can tell me where James' speech (Look, I barely know you...) to Lily came from.