This Chapter starts edging in to more mature content so I increased the rating! Once again based off the art of Blvnk-specifically a NSFW art on her twitter and then a comic on her tumblr ( post/665809107509510144/first-touch)

Once again I own no rights to her work.

She could feel his body clenching under hers. Her hands moved over his chest and rested just at the start of his neck. There was an incredible heat growing inside her and she felt frantic to increase it. Her hips moving fluidly, grinding her lower half into his as her eyes watched his mouth hang open in a never ending moan. She moved a hand to brush it through his already messed up hair, but once it reached the back, he thrust up his hips and she pulled at his hair in support. At her tug, he growled and grabbed hold of her hips, increasing his speed. With one last thrust, he took hold of her sides and pulled her gingerly and she obliged; sliding off his body to rest on her back and catch her breath. She regarded him: hair a mess, glasses lost somewhere neither of them knew, and bare chest rising and falling. Turning to her with eyes so full of fire and heavy with lust he panted out:

« Time out, Evans. »

She shot upwards in her bed. Around her, Marlene, Mary, and Alice were all still fast asleep and the sun was just starting to peek out from the horizon. Lily grabbed the glass of water beside her bed and took three big gulps. Despite it being just a dream, the heat in her body remained and her mind repeated the look he gave her over and over again.

Fucking Hell.

James waited as Lily entered the Great Hall that morning with baited breath. He couldn't sleep last night, between Sirus blasting a record and his awaited study session with Lily, his beauty sleep was not meeting its quota.

Lily entered by herself looking more disheveled than she would usually allow. Her hair, which she had frantically brushed, was more frizzed and wavy than normal and her blouse was left uncharacteristically undone farther down than usual. Noticing the latter, she awkwardly tried to button it a bit more while almost running into a first year.

Catching her glance after she had finished her fidgeting, James made a small smile at her and raised a hand in greeting. Rather than turning her eyes into slits like was custom or even returning the sentiment, her face turned bright red and she snatched a muffin off the table before grabbing at the strap of her bag and rushing out the way she came.

James lowered his hand, crestfallen and turned to Remus.

"You haven't talked to Lily since last night have you?" Remus didn't look up from his plate and grumbled out, " You know perfectly well I've been with you since you last spoke to her. Why? Are you going to start overthinking things?"

He looked back up at the door that Lily had exited out of. "You haven't done anything to muck it up," Lupin groaned." At least, not in the last, what, 10 hours, I hope."

James continued to stare at the door. Yeah, I hope.

What in Merlin's name was THAT.

Lily rushed past a group of Ravenclaw's who began twittering loudly after watching her pass in such a disheveled state.

She could hardly get herself out of bed with the horror she was feeling. Since she woke up he repeated like a mantra in her brain: Time out, Evans. She could hardly look at him just now without noticing that her dream did a bloody fantastic job depicting the square of his shoulders….

She groaned despite herself and ripped another piece of muffin with her teeth. There was a relatively empty spot next to the lake and she plopped herself down and laid back to stare at the sky.

"Looks like the mudblood has had a tough morning." She hadn't noticed, but a group of Slytherins were sitting just down the shore, crowding around something that was hidden out of view. With Avery's comment, Snape's head shot up and locked on her.

Not having the heart to entertain them, Lily kept looking up at the sky. She could hear snickering and hushed voices talking quickly.

"...I bet the little bitch goes home to shag all the muggle boys on her holiday. Better get to them now before the Dark Lord kills them all." Mulciber let out a cackle. Snape didn't make a sound but made a weak smile to fein amusement for the sake of the group.

Avery then calls out, " Why so glum Ms. Evans? Did one of your muggle boyfriends get killed in the last attack?He made animated crying motions while the rest of the group burst out laughing with the one exception of Snape.

Lily didn't turn to look at them. Snape could see from his place that her face was contorting from the indecision to act or let it be. After a beat, he saw the smallest movement from her lips and the bottom of Avery's robes burst into flames.

The group jumped back in fear and Avery fell to the ground rolling to get the fire out. From along the way, Lily acted unfazed by the commotion, but a small smile crept onto her face as she closed her eyes.

"You fucking Mudblood cunt," Mulciber stepped away from the now smoking but otherwise flame-less Avery.

"Who, me?" Lily responded with her eyes still closed. She could hear Mulciber's footsteps bound toward her and when she opened her eyes Mulciber was only a couple paces away with his wand pointed at her. She reached for her own in her back pocket.

"N-no!" Snape stuttered out, and he stumbled his way besides Mulciber. Taking his wand arm, he pulled him around and whispered in his ear.

"She's Slughorn's favorite. You want to get sacked off the quidditch team?!"

Mulciber eyed Snape warily for a second before sticking his wand back in his robe and turning to address Lily.

"Lucky for you little Mudblood, I have better things to do than waste my time on rubbish." Spitting on the ground he walked back to his group and they started off, pulling a shaken but otherwise alright Avery with them.

Snape, who had stayed behind, gave Lily one last pleading glance before turning to walk away. Lily jumped up from her seat and bounded towards him.

"I don't. need. you. to. save. me." She hissed at him. He didn't respond and kept walking towards the retreating Slytherins.

But before she could berate him further, a voice called out a couple yards away.

"Evans' is everything ok?" James and his mates were standing just up the hill. Sirius' already had his wand pulled, and Lupin was watching the Slytherin group leave with a concerned furrow in his brow.

James quickened his pace to be by her side. At his presence the soft expression on Snape's face furrowed into anger and he clenched his hands.

"You're right. You don't need help, I see." And moved quickly to join his friends.

Lily watched him depart, still with her wand in hand and still breathing heavily.

"Evans…? Lily?" James was right behind her clearly unsure of how to proceed. He had taken his wand out but left it at his side.

"I'm fine." She choked out, clearly still upset.

She swallowed a few times and took a deep breath before finally turning to him.

"I'm fine,' she repeated, "Just–give me some space ok?"

James searched her face. He glanced over his shoulders to see his friends still at the ready. Lupin nodded his head slightly. Do what she asks.

"Right. Ok, Evans. Hope you are alright." He turned and used all his will power to trudge back up to his friends. Turning to look at her before they went back into the castle, she was still in the same spot, brushing off her skirt and collecting her things.

In the hall, James picked up his pace and turned east towards where the Slytherins' had entered from the other side. Still with his wand in his hand, it was now clenched tightly as he walked with purpose.

"Mate I think you should leave it alone," Remus' called from behind him.

"If you try anything that will only upset her, trust me." James slowed his gait. Remus was right. He made a loud groan and put his wand into his back pocket.

"Fine."

Sirius came up beside him and clasped a hand on his shoulders. "We'll get them back another day, Prongs. Knowing my family's lot, we will have endless opportunities, I'm sure."

The boys turned back to walk towards class. Passing by the archways, James strained to see if Lily remained down by the lake, but she had disappeared.

It was not an ideal start to the day. Between the dream and the run-in with Snape's crew, Lily was just about tuckered out by lunch. Deciding one interaction with the Slytherin house was enough for one day, she caught Slughorn in the Great Hall to fabricate some story about feeling too sick to come to potions that afternoon. Giving her his best and promising to make her a little pick-me-up potion, she now felt perfectly in her right to sod off back to Gryffindor tower and to lay in bed.

But by the time she had made it safe in her dorms, she remembered her little engagement with Potter.

"Ugh Fuck me," she moaned and smashed a pillow into her face.

Marlene, who was flipping through a magazine on her bed retorted, "Better not repeat that at your study session tonight unless you want Potter's head to explode.

Lily gave Marlene a pointed look. Then flipped over to push her face into the mattress.

"What if I just don't go?" Lily's voice garbled out from the mattress.

Marlene scoffed. "What? And stand up James Potter? Mr. Quidditch Captain? Mr. every-girl-wants-to-shag-him? That would be a laugh."

Lily peeked an eye up from the bed.

"You seem awfully comfortable talking about my study session like it's something else. I don't appreciate it."

"Oh Lily Lily Lily. You and I both know nothing good happens with Potter and his crew behind closed doors."

Lily stumbled her way up the staircase and towards the third floor. Having tried to convince herself to stay in bed until the last minute, her nerves got the best of her and she forced herself out of the dorms with only 5 minutes before their meeting time. Even if it was just Potter, she still hated being late. Practically bursting through the door of the empty classroom, she was 5 minutes late and not wholly mentally prepared.

James was sitting at the front end of the classroom at the professor's desk. Leaning back and balancing on just the two back legs of the chair, he looked up from a ruddy piece of parchment and quickly shoved it into his back pocket before jumping up.

"Evans! You're uncharacteristically late. I was just wondering if you forgot about me."

Lily huffed and slammed her bag on a table closest to him.

"Fortunately for you Potter, you are for better or worse unforgettable."

Despite the comment being conveyed as an insult, James' heart leapt at the idea that she even took the time to think about him.

Noticing he was looking a little too pleased, a blush started to grow on her face and she pushed her hair behind her ear. His face sombered, and his eyes lowered into his lap.

"Hey, before we start…are you…ok? I mean about earlier." He didn't look up as he said it which gave Lily the privacy for her cheeks to flush. She continued pulling the books out of her bag.

She felt a hand on the side of her neck. She hadn't noticed he had crossed the small distance between them and was standing at her side. She hadn't ever felt someone touch her there before. His calloused hand felt warm and soft.

"You don't have to say anything, I can see it in your eyes." She kept looking down at her bag and felt tears starting to form. She brushed one away quickly, hoping he didn't notice.

His hand moved slightly to curve under her chin. His thumb softly brushed its way over her jaw.

"Please, look at me…" She listened. His eyes were just as comforting as his hand had felt. Despite looking at him this pointedly in her dream that morning, the lust and fire that had been there was now replaced with a softness and concern for her she had never seen in him before.

"I can see it. I'm sorry you are hurt." His thumb brushed its way back down her chin and he dropped his hand. He kept his gaze locked with hers for a second before giving a small smile and making his way back to the professor's desk.

Lily turned to follow him with her eyes; not sure how they were supposed to proceed. James took his wand out of his back pocket and plunked it on the desk before jumping up and sitting on the tabletop.

"So, I guess I might as well open with the elephant in the room," James leaned back. Despite just having a very emotional and intimate moment, he had snapped back into his cocky demeanor.

"I want us–would like us– to be friends." His tone made it sound like a business deal.

"Friends." Lily echoed.

"Friends," James copied. "I figured if I am helping you study, there's no reason we can't be friendly."

Lily's mind ran through a million scenarios. It had never occurred to her to be friends with Potter. It seemed almost like a revelation to think that all this time, he could be something other than either an annoyance or an attraction.

Fuck it. "Ok yeah. Let's be friends."

James perked up. "Really! Brilliant!"

He launched himself off the table and picked his wand back up.

"Alright, Evans, my friend Evans. Let's learn a thing or two about transfiguration…I hear you are rubbish."

The lesson went amazingly well. Despite the emotional start and the somewhat awkward friendship truce, it gave James a new platform to be open with her. While helping, he joked and jumped about to get her motivated. He would poke fun at her badly done wand movements and she found herself laughing and giving him cheeky comments as payback. He even boisterously read aloud the steps to the spells with such a shakespearean flourish, she picked up the book and thwacked his arm with it playfully. In all, she had to admit, she was having a pretty good time.

"So, what do we do…y'know now that we are friends?" Lily asked playfully during a break in their practice. They had been at it for a better part of an hour and now sat across each other atop the desks. She hadn't had this much fun learning something in ages, and she was feeling a bit slap happy.

"Dunno, guess what normal friends do. Talk about our lives…know each other's hobbies.."James teetered off.

"Ok, I got one. What's your family like?" He poised.

Lily giggled. "Well, as you know they are Muggles," James nodded in confirmation, "….and I have a sister who is a muggle too."

"Ooooh, and what's she like? What's her name?" The earnestness of his questioning made Lily laugh out loud.

"Her name's Petunia…we used to be really close, 'till we weren't."

"Ah, bugger, it was your red hair wasn't it. Bet she's jealous of your red hair."

Lily snickered, "Well I think it's more because I'm a witch and she isn't, but you might be onto something there." Lily giggled and crossed her arms over her propped up knees.

"Oh, and now she's got this awful boyfriend named Vernon. Just the most boring bloke I've ever met and has this horrid mustache too. Last time I was home, we had his family over for dinner and we got into a big row about how I thought Rosemary's Baby was a brilliant film. Honestly, some people have no taste." She was rambling but James didn't mind, she seemed so happy to divulge feelings that had clearly been bottled up inside her.

"What's a Rosemary's Baby?" James inquired.

Lily laughed and sat up. "Oh Merlin, sorry. I forgot–it's a muggle film which came out a few years back about a woman who gets pregnant and her witch neighbors plot to steal her baby."

"God, I hate it when that happens. I tried to steal a baby the other week and you won't believe the trouble it was." James grinned at her.

She laughed so hard she needed to steady herself on his arm. Her touch did not go unnoticed by him.

"No, but really, it's actually a brilliant film–and it's not just me who says it, there's loads of reputable people who think it's wonderful. But Vernon's family was just disgusted that I could even find the merit in it—something that shows evil, dastardly witches."

"Sounds like my kind of film." James retorted. From their laughing they both had started leaning towards each other. Their legs, which were propped up on opposite chairs, were almost touching.

Lily cleared her throat and settled her laughter. "And what about you Mr. Potter? Any awful family ties?"

James put his elbow on his knee and cradled the side of his head in his hands. "Nah, just boring purebloods. I'm an only child so I don't get the honors of sibling strife. But Sirius comes around most holidays and livens up the atmosphere."

"That's awfully nice for your parents to let him around."

"You have no idea." James smiled at her and they held each other's gaze for a moment.

He was awfully close to her. He was still leaning carelessly on his elbow, and the way his eyes looked up at her made her heart beat faster than she liked. She still felt the buzz of her body from laughing more than she had in quite a long time. She could feel the flush on her face. There was a part of her urging, begging to just close the distance between them. It could take almost nothing…just to lean forward a bit further….

"Ah damn, I've got to try to get some sleep!" James jumped up out of his seat and did a dramatic yawn. Lily was caught off guard. Were they not just having a great time and perfectly poised to kiss?

She immediately felt disgusted with herself. When have you ever wanted to kiss Potter? She literally shook her head as though to dispel the thought. We are friends now. Friends.

James opened up the door to the corridor and let her pass through. She turned towards the direction of the Gryffindor tower but stopped when she saw that he was not following in the same direction.

"You are not headed back? It's late." Lily tried not to sound like she wanted him to accompany her on her walk back.

"Nah, I like to get a little night air before I turn in. It's good for your digestion!" He winked at her and she scoffed.

"Yeah, alright then. Wouldn't want to keep you from causing trouble. Though be warned, I'm still a prefect you know."

James laughed. "What's the saying? Keep your enemies closer?"

She giggled and his smile grew wider from the sound.

"Goodnight Evans."

"Goodnight Potter."

Before he could turn she reached out and put her hand on his arm and squeezed affectionately. Some pink rose on his cheeks.

"Thanks again, friend."

She turned and walked a couple of paces away. She could feel his eyes watching her leave. The look in his eyes from both the dream and just tonight in reality; the closeness they had just shared. She knew it wasn't normal but she wanted more of it.

"James." She spoke his name for the first time. She turned around to where he had just been, but he had vanished.