Author's Note: Thank you everyone who has read this so far. I hope you're enjoying the story, even though it's not that far in. I am attempting to stay as canon as possible, though I might mess some things up, on accident or on purpose, so I am sorry if that bothers anyone! Please let me know what you think about it. I really want to keep writing this, but there will be no point if no one is enjoying/reading it! Thanks again and enjoy!

Disclaimer: I do not own Harry Potter, I just have a love for a great story.

Chapter 2

James had been hoping to see Lily, but it figured she would be holing up in her dormitory, probably with the rest of the 5th year Gryffindor girls. James was still furious that her supposed best friend had called her such a horrible name. And he felt badly about his own treatment of her. At least he hadn't called her a terrible, derogatory name, but he had asked her out. Again. And he hadn't even asked her out in some romantic (in his mind) way this time. No, he had just been hexing her best friend, trying to wash his mouth out.

Too bad it hadn't worked, like Mom always said it would on me, James thought miserably. Blackmail. I had to try and use blackmail?

It was probably the cruelest method of asking her out and it all happened because he couldn't control his stupid mouth-or any other part of himself for that matter-when he was around her. It was no wonder she kept saying no. James just couldn't help it. Every time he was around Lily Evans, he inevitably did or said something stupid or cruel or humiliating, and sometimes it was a combination of the three.

"See Remus? I told you we shouldn't have left him on his own," James' best friend was saying loudly to their light-brown-haired, pale-green-eyed, werewolf friend. "Now he's moping and obsessing again!"

Remus sat in the armchair on James' left while Sirius threw himself into the one on James' right, with Peter on Sirius' other side.

"It doesn't much matter if we left home alone, Sirius," Remus replied to his black-haired, grey-eyed cohort as he sat. "He would've moped and obsessed if he was with us anyways, only then we would've had to listen."

"True," Sirius reluctantly agreed,still not liking leaving James alone when he was upset.

"So did you catch a glimpse of her?" Peter piped up after a moment of uncharacteristic silence, wondering if James had made another attempt at talking with Lily.

James' face split into a huge grin. Remus and Sirius shared a surprised glance before tentatively grinning in response. 'Could she have finally talked to James? Given him a start of a chance?' was generally what they both were thinking.

"Oh, I saw her," James said. "Don't look so excited mates, she didn't see me. And don't go where I know you're mind's going, Padfoot. I just saw her talking with Snivellus. She ended their friendship! Called him Snape and everything!" Sirius was looking almost as excited as James. James almost laughed in his glee, but then he saw the stricken look on Remus' face. "What? What's wrong? This is a good thing! Without his influence on her, I might-"

Remus was shaking his head. "She'll never forgive you for this one, James," Remus said with a sigh.

"But, it's not my fault he called her a you-know-what!" James protested.

Sirius was looking just as indignant as James. "Yeah, we didn't make old Snivelly say anything! We were just having a bit of fun!" Peter was watching avidly, not having much input on the subject himself.

Remus sighed again. "Think of how this whole situation must look from Lily's perspective," he began explaining.

James and Sirius shared a look and a shrug, both at a loss. Remus had been spending time with her all year on patrols and in Prefect meetings, so he knew her best of the four of them.

"The way she will probably see it, is that if you two hadn't been tormenting her best friend, she wouldn't have had to try to help him," Remus explained slowly. "If she hadn't tried to help him, he wouldn't have called her a you-know-what. She'll never forgive you for helping her lose her first wizard friend."

"I know he was her first friend here and all, Remus," Sirius began to ask, still confused, "but what does it matter now? She's got other friends here. Loads of them. And everyone knows Snape's going dark, so why would she want to stay friends with him?" James and Peter nodded in agreement with Sirius' questions. It just didn't make sense to them.

Remus sighed again. He knew he wasn't supposed to tell anyone this, even though Lily never specifically forbade him from doing so. "She mentioned once that he was her only friend when she goes home on holidays," Remus said, holding up a hand to stop James from talking. "Before you say anything, I don't know much. Just that they live close to each other and that Lily doesn't get along with her sister. I think she might have known Snape even before she got here."

James almost pouted, crossing his arms over his chest. He was sort of jealous that one of his best mates knew more about Lily's life than he did.

"Why was she even talking to you about all that?" James asked, desperate to know how Remus got her to talk to him.

"Well I don't ask her out constantly, for one," Remus said dryly before becoming serious again. "I honestly think she was just upset about something back home and I happened to be there at the time, as we were on patrol. I think she forgot I was friends with you, quite frankly. She shut up pretty quickly about the subject and never brought it up again, at least."

The four friends fell into uncharacteristic silence for a short while. James was brooding over what Remus had told him, especially about Lily never forgiving him. At least he was brooding, until Sirius tackled him out of his his chair. James lay sprawled on the floor, stunned for a moment at the sudden attack. Then he started shoving Sirius off him, half laughing, half groaning. Remus and Peter were clutching their sides from laughing so hard.

Once James successfully made it to his feet and put some distance between himself and his best friend, he glared at said best friend and shouted, "What the bloody hell was that for?"

Sirius shrugged nonchalantly and smirked mischievously at James. "I was bored and you were brooding again."

James paused, then belted out laughter, his head falling back and wrapping his arms around his belly. His hazel eyes were bright with happiness again, which was Sirius' goal in the first place. No one could cheer James Potter up like Sirius Black.

Up in the girls' dormitory, Lily was finished recounting her most recent encounter with Snape, and they were all chatting about whatever came to their minds. The girls cut off their conversation when they heard a great commotion down in the common room. The others laughed, but Lily just rolled her eyes.

"Apparently the Marauders are back..." she said in annoyance.

"Oh come on, Lils," Marlene argued, "they aren't all bad! You have to admit, some of the stunts they pull are pretty funny."

Lily sighed dramatically. "You're right, Marlene," she said, surprising the three other girls in the room, "they are not completely bad. I like Remus well enough on his own. It's just the other three quarters of the Marauders I don't care for." All three of her friends dropped their heads in disappointment. "Though I must say, they do pull off a lot of really difficult magic. I just want to know how they get away with all the pranks."

Emmeline giggled. "Only you are more interested in those boys' magic than you are in them, Lovely. Honestly, James, Sirius, and Remus are positively swoon-worthy!"

Lily leaned back on her pillow and rolled her eyes as Marlene and Mary agreed enthusiastically with Emmeline's statement, debating over who was the most attractive. Sure, they were handsome, but their behavior was so appalling (mostly-barring Remus) that it more than balanced out their physical attributes. It was unfortunate, but true. Lily would much rather date someone plain-looking and nice than an attractive jerk.

"Lily?" Mary's voice saying her name cut through the haze of her thoughts. Lily tossed her a questioning glance.

"I think she missed the question, Mary," Emmeline said while laughing.

"What's up?" Lily asked curiously as she sat back up.

Mary grinned. "So you say you'd never date Potter, even if it was a choice between him and the giant squid, because he's an arrogant, bullying toerag, right?" Lily cautiously nodded. "Imagine this hypothetical world where Potter actually grows up and can behave like a civilized person and not hex people for the fun of it." Lily raised her eyebrows in disbelief. Like that would ever happen, she thought. "Would you change your mind and try going out with him at least once?" Mary finally asked, getting to her point.

Lily snorted, but actually thought about her answer. "I suppose I would," she said, getting cheers from Marlene and Mary. "But it's not like that's ever going to happen," Lily protested over their whoops, "because James Potter is a jerk, and no one can change so much about their character."

"That's not fair, Lils," Marlene objected quietly, sobering up her merriment. "I've known James since we were kids, and it's true he's always been a prankster, but I seriously think Snape brings out the worst in him. You know he's the worst around Snape."

Lily shrugged and let it drop. She didn't have the energy for an argument. She still had to make it through dinner and a patrol before she could do some last minute Transfiguration review before the exams the next day. Speaking of dinner, she was starting to get hungry, even considering all the chocolate she, Marlene, and Emmeline had consumed. Someone was on the same page as Lily, because her stomach chose that moment to growl. Loudly.

Lily chuckled along with everyone else.

"I think it's time we re-entered Hogwarts life and went down for dinner," Lily said as she hopped off her bed, stretching as she stood. She grabbed her bag as she walked to the door. "I know I'm ready for some dinner, at least."

Marlene immediately stood to follow her best friend. Marlene was slightly taller than Lily, and had a more athletic build thanks to years of playing Quidditch. Her wavy blonde hair just reached the bottom of her shoulder blades and framed a rather angular face with bright blue eyes that were almost always shining with amusement.

The two brunettes soon followed suit as well. Emmeline's hair was a softer brown than that of Mary's, and Emmeline's eyes were a blue that was a few shades darker than Marlene's. Mary's shoulder-length hair was a pretty chestnut brown and her eyes almost matched it. Emmeline was the tallest of the four girls, with a willowy frame that made her look graceful whether she was walking or sitting still. Mary was around Lily's height, making them both the shortest of the group, even though they were an average height for girls.

"Lovely, what's with the school supplies?" Marlene asked as they filed down the staircase.

Lily gave Marlene a look, the one that said her friend should know better. "We still have Transfiguration, or have you forgotten already? I am going to the library after dinner until Remus and I have patrol at nine."

The other three girls rolled their eyes.

"Do you even still need to study, Lily?" Mary asked as they reached the bottom of the stairwell to the Common Room. Lily was probably the most prepared for the OWLs of everyone in their year, except maybe some Ravenclaws.

"Don't you three need to study more?" Lily retorted. "I don't think there's such thing as being too prepared for the OWLs. They determine our futures."

Their conversation was interrupted by a bark of laughter. Lily narrowed her eyes at the handsome boy with black hair and grey eyes, daring Sirius to say whatever it was he found so funny about her statement.

"She sounded just like you, Remus!" Sirius said, laughing again. "You two are like a match made in heaven. Maybe she'd even actually say yes to you!"

James punched his best friend in the shoulder, silently protesting against his statements. Remus just rolled his eyes, far too used to Sirius' antics to be bothered by them.

Lily completely ignored Sirius, sort of glad he had distracted James from asking her out again, and instead said to Remus, "Meet me in the corridor outside the library at ten till nine?"

"See!" Sirius said to James at the same time as Remus said, "Sure. Will you be studying before patrol then?" At Lily's nod he asked, "Can I join you? I'll get nothing done in my dorm."

Lily nodded again before continuing on the way to dinner, not particularly wanting to talk to any of them, even Remus, at the moment. She didn't understand how Remus could just sit by while his friends bullied someone, even if it was someone he hated. Remus was a Prefect, after all. Lily figured he didn't want to tell them off for fear of driving away his best friends, and given his condition she sort of understood. Just because they were so understanding and supportive of their werewolf friend didn't mean everyone would be. In fact, most would abhor him for his situation, even though he has no control over it.

Lily herself had been shocked when she first figured it out in the beginning of the year. Remus missing only the patrols around full moons was hard to ignore, especially when the headmaster himself altered every patrol schedule so that Remus wouldn't be missed by the others. In Lily's mind, Remus was just another person with another illness that no one knows a cure for. She liked to think that even if she had been raised in the wizarding world and told from a young age that werewolves were bad that she would hold to the same values, but that was impossible to know.

"Earth to Lily!" Marlene practically shouted in her face.

Lily blinked rapidly and leaned away from her friend. She blushed when she realized that she had checked out of their conversation for the entire walk through the castle.

"Sorry guys," she said, "I guess I'm still a little out of it." She wrinkled her nose at herself. She didn't like that her focus was thrown so badly. It's not like falling out with Severus had been a complete shock; the method, sure, but not the actual falling out. And she desperately needed her focus for the last exam. Transfiguration wasn't her worst subject, but it certainly wasn't her best.

"It's fine, you just missed all the gory details of summer plans," Mary informed her. "I'm travelling to France with my family. Marlene is going to all kinds of Quidditch things. Emmeline is visiting family...where was it again Emmy?"

"Poland," she answered shortly, looking to Lily to hear what she was doing all summer.

Lily raised her eyebrows and shrugged. "Avoid Snape and Petunia?" she said, not sure what else she would be doing. Apparently her friends were all busy, and Snape would hopefully stay away from her, and since her parents would be at work most times, that left Lily mostly on her own.

"Sorry, Lils, I wish there was something I could do to help," Mary said compassionately, placing a hand on Lily's shoulder and squeezing lightly. They were now making their way through the Great Hall, past all the other House tables to sit at the end of Gryffindor's table. The food was already out, as the girls had arrived late to dinner.

"Oh, I know!" Marlene said suddenly. "You can come with me to some of the Quidditch matches!"

Lily frowned at Marlene, saying, "And how would I get there? I'm not of age until January and my family are Muggles, so our fireplace isn't hooked in to the Floo Network."

"My parents can come get you?" Marlene tentatively offered.

Lily chuckled. "Maybe you should check in with them before you go and obligate them to do anything."

Marlene fake-pouted. "Well fine then, I will do just that. As soon as I get back to the dorm after dinner," she said. After all, she was really hungry. "And they'll say it's fine, you know. They love you."

"As long as it's okay with them, I would be happy to tag along," Lily said. Then she grinned. "It would be nice to see you over break. Letters are great, but actually hanging out is so much better!"

The four lapsed into silence as they piled their plates with food. Mary, Marlene, and Emmeline broke back out in conversation after taking their first few bites. However, Lily was trying to eat as fast as possible so that she could take off for the library and get in as much studying before patrol as possible. As she was getting close to finishing her meal, she started looking around for Remus, expecting to walk together for the study session.

He was no where to be found.

Come to think of it, she hadn't seen or-more precisely-heard the Marauders come into the Hall.

"Did any of you hear if the Marauders said they would be down for dinner?" Lily asked the others. They all shrugged and shook their heads. Lily frowned. "Well I'm not going to wait around for Remus to show up, so whenever they get here, let him know I already left, will you?"

"Sure thing, Lovely," Emmeline replied for them all.

"Alright then, I'll be back in the dorm around ten-thirty or so," Lily said as she stood and gathered her things. Giving them all a wave goodbye, she rushed out of the Great Hall.

Remus and Lily had studied together pretty frequently throughout the school year, since their schedules were fairly similar and they were the most studious in their respective groups. They even had a specific table near the back of the library that they always sat at, always oriented in the same positions. They wouldn't talk much, unless it was to clarify an answer they were working on. So Lily was expecting Remus to find her there after she was already set up.

Suffice it to say she was surprised to run into him at the entrance to the library. It was like he knew she would be there, but he had clearly come from a corridor that would take him back to Gryffindor Tower.

"How did you know I was coming here now?" Lily asked.

Remus smirked and said, "I had to know you were coming here?" Lily blushed, realizing he was probably just heading down to start studying, regardless of whether she would be there or not.

"Right. So you aren't eating then?" she said as they wound their way back to their table.

"I did eat. Before we went back to the Common Room," he answered.

"Ah," was all Lily said in reply. She let the conversation drop. She was still extremely disappointed in Remus for his earlier inaction.

"I'm sorry about what Sirius said before, in the Tower," Remus said awkwardly, misinterpreting her shortness with him.

Lily raised her eyebrows, giving Remus an odd look. "You really think that bothered me? It's possibly the least obnoxious thing Black has ever said to me."

Remus fell silent, contemplating. Usually he had a pretty good gauge of people's temperaments, though Lily went out of her way to be difficult to read around him and his friends. Still, he was pretty sure that she was not entirely happy with him, but he wasn't sure why. He decided to put it on a back burner, at least for the time being, and focused on his studying. Remus was very proficient in Transfiguration, but he wanted to go over the theory of different parts of the subject. And he knew it was not Lily's best subject, so he figured he could help answer any questions she might have, if he knew the answer. They fell into their familiar, comfortable study pattern, and Lily felt much more secure in her knowledge by the time nine o'clock rolled around.

Lily hurriedly shoved all her things in her bag, not wanting to be late to start patrolling their specified area. It wasn't as though they would get in trouble for starting at the library and making their way to the 2nd floor, but Lily preferred to do things by the book whenever possible, unless "by the book" made no sense what-so-ever. Lily and Remus stretched as they stood.

"Shall we?" Remus said. Lily nodded, but stuck to her silence. She didn't particularly want to speak with the lanky, brown-haired boy still. Remus let the silence sit all the way through the first twenty minutes of their patrol, but by then he was thoroughly annoyed.

"Alright, Lily, tell me what's wrong," he finally demanded.

"Nothing," she said in surprise at the venom behind his words.

He scoffed. "I thought we were better friends than that. I can tell you're upset. And not just about not being friends with Severus, either." He added when Lily opened her mouth to respond. She shut her mouth but gave him a questioning glance. "You tend to give the silent treatment to anyone you're annoyed with. Except James. You just yell at him and storm off."

One side of Lily's mouth twisted down in a half frown. "When did you get to be such an expert on my mannerisms?"

"I told you, I thought we were better friends than that," Remus answered honestly.

Lily sighed, giving him a carefully guarded look. She debated what to tell him, how much to say. Then she decided, if he thought they were good friends, she had might as well be completely honest with him.

"You never stop them from bullying anyone," she said, and held up a hand when he went to reply. "Just let me say this. I know they are your friends, and you guys have some crazy bond that makes you more like brothers, but it does not mean that it is acceptable for you to turn a not-so-blind eye on their more cruel activities. Honestly, the pranks are usually fine and all in good fun, but hexing random people because they have nothing better to do? It's childish and it's bullying, no matter what you say to defend them."

"I won't defend them," Remus began quickly. "I know I should stop them, but they do so much for me, you really have no idea. It makes it hard to tell them off about anything."

"Remus, I know," Lily said.

"Know what?" he asked, lost. "How much they do for me?"

"Sort of, I guess. If you call staying friends with you given your condition doing something for you," Lily answered, and almost enjoyed the shocked look pass over Remus' face before he hid it. "If so, you have incredibly low standards."

"I'm not sure what you're talking about," Remus said slowly, not daring to say anything about his lycanthropy in case that wasn't what she was referencing.

"Remus, you're gone every full moon and look miserable for days afterwards," Lily said dryly. "I am neither an idiot nor blind. You're a were-" Remus threw a hand over her mouth to stop her from finishing her sentence. Lily pulled his hand off her face and glared at him indignantly. "Excuse me?"

"You never know who is lurking around with open ears in this place," he answered her. "You haven't told anyone, I'm sure, otherwise it would be all over school. So why haven't you said anything before now? And when did you find out?"

Lily shrugged. "It never came up before. You're still the same person you were before I figured it out, which was at the beginning of this year, by the way. I probably would have figured it out sooner if I hadn't been actively avoiding Potter all these years, too," she mused.

Remus chuckled, but sobered up fairly quickly. "That brings me back to the topic on hand. I'm sorry I never stop them. They're my mates, and they would do anything for me, so I return the favor and turn a blind, regretful eye on their less-than-stellar actions."

Lily turned her gaze back to their surroundings. It was a quiet night, and would probably remain so. To be honest, most patrols were uneventful.

"It's alright, I guess," Lily finally responded. She heard Remus let out a big sigh, she assumed in relief. "Like I said, I sort of got it in the first place, I just wish it were different."

They let a more comfortable silence fall between them for a few minutes.

"Lily?"

"Yes Remus?"

"Thank you."

"What are friends for?"

And that was when Lily Evans first realized she considered one of the infamous Marauders a friend.