Remus' idea of a plan however, did not appeal to James in the slightest. Remus thought it was best to avoid any contact as much as humanly possible. Lily Evans was off limits.

And James...well, he hated it.

He didn't realise how physically difficult it would be to avoid her, to not talk to her when they would pass in the corridors, not shout to her from across the common room...

But he put up with it. He knew it was the only way to start.

But the fact she was off limits did not stop James watching her. There was a part of him that was desperate to get her to like him and so wanted to shower her with compliments and gifts and, he knew now, misplaced teasing and flirting.

He had to really restrain himself sometimes. In order to focus on something else, James began properly studying for his lessons, completing homework himself not copying it at the last minute. Even tormenting the slytherins and first years had lost it's appeal as the months progressed.

Without even realising, James was growing more mature. Sirius hated it. But there was nothing he could do. James was still James after all. He still enjoyed planning pranks with the boys, still put most of his energy into being quidditch captain, but sirius grew to despise lily Evans for changing his James, unknowingly, into someone else he hardly recognised.

But still James continued to watch lily from afar.

As September turned to October, he watched her spend hour after hour in the library. Working harder than anyone else in their year. He watched her brush off her friends to study. He watched her grow more and more tired and depressed as the work load she had taken upon herself started to get too much for her to bear.

As October turned to November he watched as her friends held an intervention, pulled her from her deepening spiral of study she was beginning to drown in. he saw as she began to loosen up a little. Began to spend time outside the library every now and again. He watched as one day she was ambushed and dragged outside by Marlene and dorcas and pulled into a leaf battle, her face becoming redder and yet more carefree as she threw the fallen leaves of gold at her friends, as they pulled each other down onto the ground and just laughing and laughing for no particular reason.

He watched as she tutored younger students who were struggling with their charms and potions classes, a smile lighting up their faces when they accomplished something they thought they'd never achieve.

As the months progressed James grew more and more in love with her. And yet he didn't speak to her unless it was absolutely necessary, and to be honest, that wasn't often.

He watched with clenched fists and gritted teeth as Snape cornered her one morning just before the Christmas break. He could see the fire in Lily's eyes as he confronted her, his face close to hers. A rush of jealousy came over him and he longed to rush over and punch Snape right on his hooked nose, but he stayed back. It was her business after all. When the slimeball finally skulked off he watched as the wall of fire that had seemed to surround her flickered and disappeared as soon as Snape was out of sight. He saw the hurt and the pain in her eyes, the frustration, the tiredness. He longed to hold her close in that moment, but it wasn't possible. Instead he watched her rebuild her wall and walk away as if nothing of any consequence had happened.

The Christmas break couldn't come around soon enough for James, who, despite his resolve, was wavering. It was becoming harder to leave Lily be. It was a physical ache in his chest he didn't understand, that was only getting stronger each time he saw her. If it wasn't for Sirius he would've spiralled into a pit he would've struggled to pull himself out of, but his best friend was there. He did snap him out of it. They were able to enjoy their christmas, now Sirius was staying with them permanently. As the new year approached, James wrote a letter.

Dear Lily.

I'm sorry. This is just too hard for me. I thought I would get over this but I can't. It hurts too much. I hope you understand but I can't see you without being in pain. So I'm leaving you be. I'm leaving you so you can get on with your life. And so I can finally get on with mine.

Love, (for the last time)

James.

But James never sent that letter. Instead, he folded it up and put it in his cloak pocket where he kept it to remind himself of his promise whenever it hurt too much and he wanted to give in. Sirius had persuaded him that perhaps dating other girls would help him. And James thought he might be right.

When they returned to Hogwarts in January, James still noticed Lily, but he distanced himself from the pain she was unknowingly causing him. If he would find himself looking for her or glancing her way he stopped himself. Instead looking at someone else to occupy his brain.

But that didn't stop him noticing the Marlene Breakdown. One February morning, as he was walking down to breakfast, he and the majority of the rest of the school were witness to a shouting match between Marlene McKinnon and her boyfriend Miles Greenwood, a sixth year Ravenclaw. As far as anyone could make out, Marlene had found him and another girl, no one was sure who, in the Entrance Hall, having a good old snog. Marlene's rage was something to behold. The boy quailed under her rage, seeing as she had her wand in his face. James could tell things would end badly, except at that moment Lily burst through the crowd, drawing his eye unthinkingly and lowered Marlene's wand arm slowly. James was too far away to hear what she said to Miles but whatever it was he gulped and the colour drained from his face. She then put an arm around Marlene and ushered her through the crowd, pushing aside the gawking students until they were free and Dorcas joined her, slowly guiding the hunched over, broken girl back to their dormitory.

This one image stuck with him as February merged into March and March grew older. The image of the friend. THe image of the girl with red hair, who stuck like glue to her friends. The image of a true and loyal person. James struggled with his feelings surrounding this one image of her retreating back. It was days of sitting on the end of his bed, head in his hands as he puzzled through and sorted out the mess that was his brain whenever Lily Evans was near. His thoughts grew clearer however and James was struck with a revelation.

He desperately wanted to be there for her. To be a shoulder to cry on. Yes he still loved her beyond anything he'd ever thought, but, he would give that love however she needed. If that meant he was just her friend, then he would cope with that. He would be the friend he had seen she was. He thought of all those times he had seen her toiling away at her books, noticed the growing circles beneath her eyes, despite the make up she used to cover them.

He stood up suddenly. His first mission was clear.

He would give Lily Evans some fun.

A/N: Yes I'm sorry, its been yonks and I give you this measly chapter. I have more planned for future chapters, this was just a way of getting there. I hope you enjoy it and hopefully the next chapter won't take as long as this took to come out!

Also, I am not as much as I wish I was, JK Rowling. This is based of her work and that work does not belong to me. :D