Title: A Time For Change
Author Name: DarkForest214
Rating: PG-13
Spoilers: "Transforming Thoughts"
Summery: Sequel to "Transforming Thoughts." Follow Lily and James in their new relationship while keeping an eye on their mischievous friends Remus Lupin and Sirius Black.
Disclaimer: I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own nothing!
Author's Note: All righty, here's the "long awaited" next chapter. Hope you enjoy!

Chapter Ten

"Ready or not, I'm coming in!" Lily warned as she opened the door and stepped in with her eyes closed and her hand clamped tightly over them.

"It's safe Lils, we managed to convince Sirius to put some pans on," said James.

"Good, because nobody needs to see that," she teased.

"What, did you wake up this morning and say to yourself, 'Self, I'm going to be as mean as possible to Sirius every chance I get today!'" said Sirius, looking hurt.

"Oh lighten up, Padfoot," said James.

"Now, if the two of you would like to join Peter for breakfast go ahead. There's about twenty minutes left before our first class," said Lily.

"Peter left?" asked Sirius.

"You hadn't noticed?" said Lily. "Great friend you are," she added sarcastically.

"I can't keep tabs on a boy who thinks with his stomach!" Sirius said in his defense.

"And you were ragging on me for being mean this morning…"

"Well—"

"We'll go to breakfast and I'll keep him out of your hair," said James, his hand firmly clamped over Sirius's mouth.

"Thanks," Lily said with a look of appreciation and relief. "All right, first things first," she said, crossing the room and kneeling beside Remus's bed. "Sit down." Remus sat on the edge of his bed and watched her as she pulled a few things out of her bag. She looked him over, analyzing him and sat back on her heels. "You'll need to slouch a bit more, don't smile much and act like you didn't get any sleep last night," she said. Remus adjusted his posture and facial expression to look absolutely miserable. "Oh Remus, it's perfect!" she said with a smile.

"I've had lots of practice at being miserable," he said with a shrug.

"Now, this girl is in our History of Magic class," said Lily.

"I thought I recognized her from somewhere," said Remus.

"You know who she is?"

"Well, sort of… I ran into her at the library the other day," he said with a shrug.

"Do you know her name?" Lily asked.

"No, I was going to ask you if you knew…" said Remus.

"Never mind the details," she shrugged. She reached out and picked up a flat, round container. "First off, let's make you paler."

"What's that?"

"Foundation."

"What?"

"It's make up, I borrowed it from my sister, but it was too pale. I never gave it back…" she said with a shrug.

"You want me to wear make-up?" he asked skeptically.

"I could use my wand, although it might be a bit tricky…"

"Er…no thanks."

"And don't worry, it'll be so subtle no one will notice," said Lily.

"Fine, you're in charge. Have your way with me," he said dramatically as he threw himself back on his bed.

Lily laughed, "Get up or I'll be forced to tickle you," she said, still giggling.

"Make me," he teased.

"I don't think that would be a good idea…considering our history… Besides, you wouldn't want James to come in and find me pinning you to your bed," she said. "So sit up and lean forward."

"History?' he asked as he sat up and leaned forward.

"Yes," she said simply. "I had a little crush on you a while back, no big deal…"

"Then you know that I…"

"Yes, Remus. I know," she said with a smile.

"And that doesn't make you feel uncomfortable?"

"Knowing that you're a werewolf doesn't make me uncomfortable. Why should this?" she smiled. He nodded and looked down. "Now hold very still," she said as she took his face in her hands.

Remus was at a loss as for where he should look. If he followed her hands he went cross-eyed, if he looked in her eyes he would blush, looking up at the ceiling would be awkward and looking down was out of the question because the top buttons of Lily's blouse were unbuttoned and he'd have a compromising view of something he shouldn't. So he decided on closing his eyes instead, he couldn't get in trouble for that, could he?

"All right, keep your eyes closed. I'm going to smudge a bit of dark eye shadow under your eyes to give the appearance of dark circles," said Lily.

"I'm sorry, but did you say eye shadow?" asked Remus, his eyes snapping open.

"Trust me," she said.

"Fine," he muttered with a resigned sigh as he closed his eyes again. He felt her dabbing under his eyes and rubbing something in before attacking him with the pale powder again. It's a good thing the guys were gone.

"Don't worry about talking notes in history today either. I'll take care of that for you," she said as she worked.

"What am I going to do then?" he asked, his brow scrunched in confusion.

"I've enchanted two pieces of parchment. What is written on one will also show up on the other. A simple copying spell," she said.

"So you want me to do what again?"

"Talk to her, or write to her in this case…just remember to mention something about not feeling well," said Lily as she stood and took a step back to inspect her work. "Hmmm, it's a little uneven," she said before touching up his left eye. "There, that's better. Now open your eyes and look miserable."

Remus did as he was told and she held out a mirror. "Amazing, you can't even tell!" he said as he inspected the 'bags' under his eyes.

"I told you," she said with a satisfied smile. Remus jumped up and gave her a hug.

"Thank you," he whispered in her ear.

"You're welcome," she said with a smile as she pulled back and inspected her work once more.

"Five minutes, you two done?" came Sirius's voice from outside the room.

"Just about," Lilly called out. "Quick, sit down and hunch over, I want you to be as convincing as possible," she said to Remus. "All right, you can come in," she said, trying to hide her smirk.

James, Sirius and Peter entered the room and quietly came over to his bed. "Remus, you look awful! Are you all right?" said Peter.

Remus gave a half hearted shrug and mumbled, "I didn't sleep well last night…wasn't feeling too good."

"Maybe you should go see Madame Pomfrey now," said Peter, his voice full of concern. He truly believed Remus was ill.

"Why would I do that?" Remus asked as he sat up and gave him a cheerful smile. "I'm perfectly all right!"

Peter looked utterly shocked and confused. "Nice job, Lily," said Sirius before breaking out in laughter at the expression on Peter's round face.

Lily rolled her eyes and waved him off. "Now, here's the charmed sheets of parchment and a list of reminders, tips and pointers, stuff to say, and topics to avoid. Oh, and whatever you do, do not rub your eyes, otherwise those bags will be on your fingers."

"Thanks again," said Remus, placing his hand on her arm. "For everything."

"I just hope it all works out for you," she said with a smile. "You deserve to be happy."

"Happy or not, we've got to get going," said Sirius.

"Let's go then," said Lily, grabbing her bag in one hand, and James' hand in the other. And together they rushed off to their History of Magic class.

'If only I could think of her name…' Remus thought desperately as he rushed through the halls. 'I know her, I've seen her around before, but I can't remember her name…'

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A/N: I don't know if I'll be able to update again before Christmas, and I leave for Florida on the 27th. So I probably won't get the next chapter up until after the New Year... So don't forget about me please! (My work schedule should die down once the Holiday season is over...I hope...)