Five days into the new term found James lounging about under a towering Beech tree with Remus Lupin; fellow marauder, and one of his favorite people in the whole world. They were currently finishing up the mountain of homework that had somehow accumulated over the past week and exchanging pleasant predictions of where they would be ten months from now when their N.E.W.T.'s arrived at last.

"Dead, most likely." Remarked James, scratching out a sentence or two with a grimace.

Remus smiled wryly, not looking up from his foot long essay on 'The Use of The Unforgivable Curses and its Punishments'.

"How so?"

James scratched the tip of his nose with his quill absently.

"I haven't decided yet. Drowning in the Head Bathroom sounds promising though, don't you think? Maybe Lily will happen in for a bath just after I've gone under and do that muggle CPA thing."

"CPR, you twat."

James grinned.

"Oh yes...now that would be a lovely way to die..."

He indulged himself in a few harmless fantasies while Remus continued on steadily with his essay.

The sun was about a half hour away from disappearing under the tops of the misty purple mountains in the distance, and for the first time all week it was a beautifully clear day with not a rain cloud in sight.

James sighed and flopped backwards, letting the tall grass mold around him and closing his eyes.

So far seventh year was just the opposite of what everybody had been telling him it would be like. The workload was rather intense, true, but nothing he couldn't handle and nothing that he hadn't already handled back in Fifth year. He hadn't even had the urge to skive off class and sneak into Hogsmeade yet.

In fact, he had never enjoyed class so much as he had this past week.

And no, it was not because there were only about a handful of people in each of his N.E.W.T. classes, and of course, the fact that Lily Evans was one of them had nothing to do with it.

Nothing at all.

Really.

Remus finished his essay with a flourish of his Eagle feather quill, yawned, and stretched out across the trunk of the beech tree. The sun splashed down on his golden brown hair and lit up his unusually pale skin nicely. There were two long scratches running down his cheek that were just beginning to heal, marring his otherwise attractive face and making him look somewhat foreboding.

A couple of people had asked him about the cuts and he had answered with a simple- "Think this looks bad? You should see the other guy." which effectively stemmed the questions for a while.

Unfortunately there was now a rumor going round that Remus Lupin was one of those really tough blokes that you did NOT want to cross; apparently, he enjoyed stealing money from small children and fist-fighting in his spare time.

Most people eyed him in the halls now warily, as if he might suddenly snap and start beating people up for the fun of it.

Lily, who found the idea of Remus Lupin being some sort of mad hooligan quite hysterical, spent a lot of time trying to pick fights with him in the corridors between classes, calling out loud taunts that made people stare and laughing delightedly when he'd narrow his eyes at her, point menacingly, and say something like, "You, me, by the lake at noon tomorrow. Bring a hefty supply of healing charms."

They had always been rather good friends, Lily and Remus, and James tried very hard not to be jealous. It was beyond difficult, you know, to watch the girl he was madly in love with spend so much time with someone that wasn't him.

"Whats the deal between you and Lily, lately?" Asked Remus suddenly, breaking James from his thoughts and causing him to wonder if perhaps Werewolves could read minds.

He opened his eyes, looking up at the darkening sky through the leaves of the beech tree and wondering about what exactly their 'deal' was. She wasn't avoiding him any longer, but she wasn't going out of her way to talk to him either. When they did get into conversations they tended to be long and full of little comments he hadn't meant to say, and she laughed quite a bit, making him wonder whether she thought he was an idiot or whether she thought he was funny. He had asked her one time, and she had laughed again and said "a little bit of both".

He was still trying to decide if that was a good or a bad thing.

Sirius thought it sounded promising, but James couldn't really see how. He liked the fact that they were able to hold semi-normal conversations, but if she had any feelings for him other than those that lay in platonic friendship, then she would have done something by now, right?

She knew exactly what his feelings were but she seemed quite determined to ignore them.

"I don't know. I don't know what's going on." He answered at last, rather mournfully.

Remus shifted a bit, looking down at James with an odd expression on his face.

"She likes you." He said at long last, frowning slightly. "She says you make her want to laugh and cry and shout all at the same time. Beautiful confusion. That's what she calls you."

It took James 3.7 seconds to understand what Remus had said. And when he did, he could have sworn that his heart had stopped beating. When he was finally able to speak it came out in little over a whisper.

"She- she said that about me?"

Remus nodded, watching him thoughtfully.

He tried several times to form a coherent sentence but ended up with- "She likes me? As in she LIKES ME likes me?"

"I don't know, James. Even if she did LIKE YOU like you, I don't think she would act on it."

"And why not?" Demanded James, folding his arms across his chest indignantly.

Remus watched him for a long moment, carefully choosing his words. The sun was just sinking below the mountaintops, and a last rush of golden light illuminated the grounds and turned the lake into a great mirror of fire. The first few stars were twinkling dimly above them and a sliver of the moon was just visible behind a mass of silver puffed clouds. It would be a beautiful night, just as it had been a beautiful day. James looked over at Remus, who sighed.

"It's difficult for her. She's not used to this side of you, and it scares her because she can't figure out what to make of it. She wants to get to know you better because she wants desperately to understand."

James rubbed his face tiredly.

Love stunk.

But, he thought cheerfully, she was worth every moment of unrelenting torture. And she didn't hate him any longer, which made things a bit easier. Now there was only the small problem of him not being able to string a sentence together when she came near him.

He'd have to work on that.

They were both so wrapped up in their thoughts that they never realized when Lily Evans herself had arrived, and they nearly jumped out of their skins when the sound of her clearing her throat met their ears.

James stopped breathing. The moonlight was silvery on her skin and the stars were in her eyes and he felt helplessly entranced by the gentle movement of her hair as the wind blew through it.

Beautiful confusion.

He stared at her dumbly, not capable of so much as a 'hello'. She smiled at them and Remus returned it cheerfully.

James wanted to throw something at him.

"Sorry to interrupt-" She said distractedly, and James wondered if she knew that they had just been talking about her. She looked about the silver stained lawns a moment, frowning slightly.

"I was just walking by the windows when I saw this huge black dog go by, chasing a mouse or something.... It's not everyday you see a dog running around Hogwarts, you know, so I thought I would come and investigate." She grinned at James beatifically. "Head Girl duty and all of that."

James grinned back, not really knowing why. He probably should have been panicking considering the Head Girl was chasing around an illegal Animagus by the name of Sirius Black; but she was smiling, and that was reason enough for him to do so as well.

Remus eyed her calmly from under his tree with his hands behind his head.

James envied his cool more than anything.

"You know..." The brown haired boy paused dramatically, picking at a hole in his trousers, "I reckon that big black dog you saw was...a Grim."

Lily snorted derisively and folded her arms across her chest.

"You can't be serious..."

He looked pretty damn serious considering he was lying through his teeth. Remus was very good at that. He was always cracking jokes and insulting people, but he kept such a straight face in the midst of it that nobody quite realized what he had said until hours later when it was far too late. It was part of his charm.

James envied that about him too.

Not that James wasn't charming as well. He happened to know that he was a very charming, intelligent, fascinating individual, thank you very much.

Really.

He was.

It was tricky remembering all of that though, especially when you looked into a pair of big green eyes and your brain melted into a puddle of goo. Remus didn't have that problem, it seemed, and that was why James envied him.

Well, he had nice hair too.

James would have liked to have nice hair.

But no more envy other than that, no way.

"Well...what did it look like then?" Remus prompted her, and she rolled her eyes a bit.

"It was...huge and black-ish. With these...pale-ish eyes."

"Was it...spectral-ish? Graveyard-ish? Omen of death-ish?" Remus asked innocently. His face was completely free of any emotion other than polite curiosity, so it was hard to tell whether he was mocking her or not.

Lily put her hands on her hips, looking about ready to walk away and finish her search alone. She was always good at reading people, you know, so James figured Remus had been mocking her after all and she hadn't found it very funny.

As if on cue, there was a loud howl toward the direction of the lake and the three of them turned to see a large-ish, black-ish, undoubtedly Sirius- ish dog running in circles around a small squeaking rodent.

The rodent was most likey another illegal Animagus, this one by the name of Peter Pettigrew, as earlier this morning he had accidentally spilled his porridge all over Sirius's Defense Essay, effectively ruining two nights of work and causing the latter to vow revenge. He supposed that Sirius considered having Wormtail for an after dinner snack as decent enough payback.

Lily was grinning like mad.

"There it is! And not a Grim at all, you mad hooligan, you."

Remus put on his toughest face and glared menacingly at her, but she was already gone, dashing down the hillside and laughing delightedly.

The two boys exchanged brief 'Oh dear' looks and chased after her.

Sirius got to her first, naturally. Whenever he saw who it was, the dogs tongue stuck out of its mouth and began panting loudly. It looked uncannily like a grin, and perhaps Lily noticed that too because the first thing she said was, "You look like you're up to something, Mr. Grim. Shall I call the Headmaster? Inform him of rabid animals sulking about the place?"

The tongue retreated back into its mouth and the dog took a step back, its tail between its legs. Lily laughed at it, looking mildly fascinated.

"Oh, I was just kidding!" The dog bounded up to her and stood on it's hind legs, throwing a paw on each of her shoulders and licking her face frantically.

James didn't like that very much.

"SIRIU-er...SNUFFLES! Get off her you mangy mutt!"

Perhaps out of spite for being dubbed 'Snuffles' and a 'mangy mutt', the dog merely turned his head to toss another panting grin in James's general direction before leaving a last wet kiss on Lily's neck and barking loudly.

That succeeded in pissing him off.

"I'm sorry Lily-" He began, his brain oddly clear. "...Snuffles...is erm...my dog. He's not very well behaved. To stupid to respond to training, you know how it goes."

The dog was growled in James's general direction and Lily looked thoughtful.

"I don't know...he seems awfully smart to me..."

The dog licked her face again and James felt his hands clench into fists.

"Oh, Snuffles loves beautiful girls. He'll listen to you, but to everyone else he's just a pain in the ass." There was a bit more growling from Sirius and some blushing from Lily. "I've been trying to look up this spell for him...you know, the one that will prevent the world from being plagued with little Snuffle Juniors running around...No such luck though. Perhaps I'll let Hagrid have a look at him, I'm sure he would be able to chop 'em off in no time, huh?"

Sirius was staring at him, with wide pale eyes, no trace of a doggy grin on his face.

"Chop 'em off? That sounds pretty barbaric..." She replied, grinning a bit. Snuffles barked his agreement, licking her neck again.

James smiled serenely at her.

"Oh, Hagrid would handle him...delicately...I'm sure...."

Snuffles removed himself from Lily's shoulders and backed away from all of them nervously. She pat him on the back and grinned.

"That's right, Snuffles, run while you still can."

He did just that, and the small squeaking rodent twittered after him. Lily stared after the pair of them muttering indistinctly and shaking her head.

Remus was looking on with that deceptively straight face of his, hands shoved in his pockets and his lips pulled into a slight smirk as he observed Lily and James. Now that James had no one to distract him, he seemed to become aware that the object of his affections was standing three feet in front of him and the fact that she was wearing a rather small skirt seemed not to escape his notice either, as he looked like he was having problems settling on one place to stare at.

James thought she was beautiful.

And......

Well, at the moment that was all he could come up with.

"Why didn't you say the dog was yours in the first place?" Lily asked with a smile.

If she had any hunch at all that he had spent the past ten seconds mentally undressing her, she was ignoring it. He was thankful for that too, because he was having a lovely time.

"Huh?"

She rolled her eyes and laughed a little.

"When are you going to stop that, Potter?"

Remus chose that moment to walk away, hands in his pockets, whistling pleasantly. They didn't seem to notice him go. James blushed furiously, thinking that she was referring to the fact that he was now imagining her in her underwear.

"I'm sorry, I'll...um...stop now."

She laughed prettily; crossing her arms over her chest and tilting her head a bit to observe him.

"Actually, I was talking about you being all weird and nervous around me. But I wouldn't mind if you stopped eyeing my legs for a moment, either."

But she had such lovely legs.......

He coughed jerkily and settled his gaze on her left ear instead. There was a short silence during which the sound of crickets and the fluttering of crows' wings across the lake became deafening. Suddenly she was in front of him; smiling with the stars in her eyes. His breath caught in his throat and he stood there for a few moments.

"Walk me to the castle? We have a meeting with the prefects in thirty minutes, and then a conference with the Headmaster." She held out her arm companionably and he stared at that for a bit as well, swallowing loudly before he accepted it.

He was vaguely aware of his feet beginning to move and the sound of the autumn foliage crunching beneath their feet, but the majority of his brain was concentrating on the feel of her skin on his fingertips and the fact that the wind was blowing a long strand of her hair into his face, tickling his cheek. He inhaled the scent of flowers and his eyes closed.

Life was sweet.

For a while at least.

"I think it's time for you to get over your strange shyness, James." She declared, not sounding mean or cold in the least. Her voice was laughing at him, and his fingers tingled from where they were now brushing the soft skin of her forearm.

He cleared his throat, determined to prove that he was not 100% prat-boy.

"I...don't know how."

He was only 99%, thank you very much.

She smiled stunningly at him, and he realized suddenly how dangerously close she was. He gulped and couldn't keep his eyes from roaming her face. Her eyes, her lips, her scar. She was too much to take in, and he felt dizzy with emotion. He didn't know what he wanted to do more; grab her and simply hold her, without an inch of space between them, feeling her heartbeat against his chest like he had in the Owlery; or drag her into a broom closet somewhere.

"Don't worry," She had a glint in her eyes that frightened him, "I've got a plan." He gulped and she pulled him into the school, the doors banging shut behind them.

Well.

Now he was terrified.