Summary: Everyone knows that Lily hated James while James was besotted with Lily. A tangled romance of how James manages to redeem himself in Lily's eyes and Lily discovers something she is quite unprepared for. HBP compliant

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This is my first ever fanfic and I would really appreciate any reviews on the story so far. Thanks a lot! I've noticed that a lot of people put disclaimers before their fanfics but I don't really get them but I think it is pretty obvious that I don't own Harry Potter or anything of JK's.

And just out of interest, does anybody know what AU means when people put it in the summary of their fanfics? Thanks.

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Ch 1: A New Year

Lily boarded the Hogwarts Express ready to start her final year at Hogwarts School of Witchcraft and Wizardry. With her new Head Girl badge gleaming on the front of her black school robes, Lily dragged her large trunk into the first free compartment. As always, Lily was early. She dug out a book, waiting for her friends to arrive. She had barely even opened the cover when a loud and friendly voice broke the silence.

"Lily!" Before she could look up, Lily found herself being hugged by her best friend, Marlene McKinnon. Marly had the most beautiful long curly brown hair and her bright blue-green eyes stood out against her tanned skin. She was tall and slim and the envy of many. But it was her bubbly and outgoing personality that attracted people as much as her striking beauty.

"How was your summer, Lils? Mine was fantastic! France was amazing and they had the best shopping. I missed you so much!" Lily felt herself grin as she patiently listened to Marly yabber on as usual.

Lily had really missed Marly during the summer, a whole three months! Marly was like the older sister she never really had to. While Lily did have a sister, Petunia, things had always been unfriendly between them. Petunia was cold and hostile and begrudged everything Lily had. She was jealous and ashamed of Lily being a witch and made scathing comments at every opportunity. Lily loved her sister and desperately longed for her acceptance and approval but it never came. The wall between them had grown so tall that it was unlikely that is would ever break.

Lily also knew that her parents' greatest wish was for their two daughters to be close but it was all Lily could do to stop herself screaming with frustration. She tried so hard to get on well with Petunia but every time it backfired badly and left them worse off than before. Slowly, Lily had stopped trying but she still always hoped. Maybe one day Petunia could forgive her for being a witch and a freak.

"Lily!" Marly's voice broke through her complicated thoughts. "Are you even listening to me?"

"Of course! Would I ever not listen to you?" Lily said and they both burst out laughing. Marly was so used to everyone zoning out halfway through her long speeches that it was grown no to bother her.

Starting right from the beginning, Marly retold the tales of her summer. Barely taking the time to breathe, Marly told Lily all about the amazing shopping in France as well as her latest fling.

"Pierre was SO hot! He was such a gentleman too. Pity he was 28. And lived in France. And was a muggle. He was a great summer romance though. He even bought me a Louis Vuitton bag. Seriously! He was loaded!"

Lily laughed loudly. Trust Marly to have a summer fling with a handsome French muggle. Marly had guys fawning and being an only child, she loved the attention. But while Marly loved boys, she would never give herself up for them. She had standards, was strong and would never do something she didn't want to. Marly was waiting patiently to find a boyfriend and fall in love, but in the meantime, she was happy to have some fun but never crossing the boundaries she set herself.

The carriage door slid open and two girls entered. Clara's long straight blonde hair was loose around her shoulders, and she had big blue eyes and a cute smile. While funny and sweet, Clara was not the sharpest knife in the drawer and had the worst memory ever. Natalie was tomboyish with short brown hair, dark brown eyes and a feisty temper. She was quirky and fun, but cross her and she would make your life a living hell. If she didn't like you, you would know about it. Natalie was someone to be careful around. In a good mood there was no one better to be around, but in a bad mood she was worse than an angry Hungarian Horntail. And boy could she hold a grudge!

For the rest of the train journey, the compartment was full of laughter and fun. All four 7th year Gryffindor girls giggled and shared the stories of their vacations. Marly's was by far the most outrageous. Lily was thrilled to be back with her friends. Her holidays had been fun, she had missed her parents terribly during the year, but her older sister Petunia had been vile all summer. Coming from a muggle family, Lily often felt uncomfortable at home, especially around Petunia. Her shower of insults whittled away at Lily's self-esteem that she could barely wait to get back to Hogwarts and escape her sister's unpleasant presence.

Unfortunately, Lily's high spirits didn't last. Near the end of the train journey, Lily was required to visit the Head's compartment. Curious to know who the new Head Boy was, Lily made her way to the front of the train. Who would have guessed that she would be greeted with the smirking face of the most popular, and most arrogant in Lily's opinion, seventh year in the school?

"Lily-flower, what a very pleasant surprise!" Lily's eyes widened. She knew that voice.

"Who would have thought? The two of us getting to work so closely together this year. Aren't you lucky getting to spend so much of your time this year in my pleasurable company?" The boy continued.

Lily stood stock still, unable to move. Her brain was reeling, unable to understand what this smug, bullying twerp was doing with a Head Boy badge pinned to his chest. Him, Head Boy? Impossible! It had to be a mistake!

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"I can't believe that arrogant, bullying git was made Head Boy!"

Lily sat sulking in her 7th year girl's dormitory after dinner. It was only the first day of the new school year and Lily was already fuming. While she had worked so hard for six years straight to obtain the prided position of Head Girl, James Potter, popular trouble maker and bully had managed to become Head Boy! What on earth had Professor Dumbledore been thinking when he awarded James Potter that leadership position?

Pondering her revelation, Lily sat on her bed absentmindedly stroking her cat Hecate (said Hek-ah-tey). Petunia had laughed herself hoarse when Lily arrived home from her first visit to Diagon Alley clutching a wicker basket with a small black kitten inside.

"How appropriate!" She had laughed meanly, "And original. A witch with a black cat!"

At first Lily had been upset at her sister's cruel remark but decided to give her cat a fitting name. She named her cat after the Greek goddess Hecate, goddess of moon, patroness of witches and Queen of the spirit world. Lily was a witch, so why not name her cat after a mysterious and witchy goddess. And being black, Hecate fitted the name perfectly.

Through the years, Hecate had become like Lily's best friend. Feline best friend. She always listened, never judged her or disagreed. Some things were just too embarrassing to even tell Marly and Hecate always listened patiently and purred contentedly. Most of all, Hecate loved Lily unconditionally and was always available for a cuddle when Lily was down and out.

The peace and quiet of the dormitory was interrupted by Lily's fellow Gryffindors, Marly, Clara and Natalie.

"Sup Lil? Still sulking about Potter being Head Boy?" Loudly announcing her presence, Marly knew Lily too well.

"Sulking is a bit harsh don't you think Marly? I would have called it thinking rather than sulking." Lily tried to wheedle her way out of Marly's, admittedly accurate, accusations. Judging from Marly's grin, though, Lily knew she wasn't going to win.

"Nice try. Good night." Marly called from her bed.

"Night." Clara and Natalie said sleepily from their beds.

"Night." Lily snuggled up under her covers as sleep washed over her, Hecate curled up by her feet. She would deal with Potter in the morning.

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Lily woke up bright and early the next morning. The early autumn sun shone through the window as she dressed quickly into her black school robes. Clara and Natalie were nowhere to be seen and Marly was performing similar morning preparations. Lily swept her long, dark red hair into a messy ponytail, a few loose tendrils escaping to frame her face. After applying mascara to her pale eyelashes and adding a hint of lip gloss, her and Marly headed down the staircase to breakfast.

"Good morning, sweetheart." A voice whispered in Lily's ear. She looked up to find her face inches from James' grinning one. She shot him a look of daggers as he sat down next to her at the breakfast table.

"Looks like someone woke up on the wrong side of the bed, unfortunately not mine." James taunted her. Desperately trying not to get annoyed, which is what he wanted, Lily stared at her plate as anger bubbled inside her. Only James could cause her such anger.

"Haven't you got someone better to annoy, Potter?" Lily spat back at him.

James just smirked arrogantly. He hadn't changed in all six years Lily had known him. Still full of himself, still a bully and still pestering her at every opportunity. Lily wasn't exactly what you would call popular, Marly occupied that position, but she still had many friends. Lily was kind, caring and nice to everyone that is was hard to dislike her. Only James could extract such nastiness from her.

At that moment, the remaining Marauders, along with Natalie, entered noisily. James Potter, Sirius Black, Remus Lupin and Peter Pettigrew were all 7th year Gryffindor trouble makers who called themselves the Marauders. How one of them ever became Head Boy was a mystery to Lily. Natalie, however, got on well with the Marauders.

"G'day Prongs." Yawned Sirius as he helped himself to enough food to feed an entire country. With his dark hair falling across his incredibly handsome face, Sirius had claimed the hearts of most of the girls at Hogwarts.

The Marauders chatted noisily as they planned their next prank and ate their breakfast. Lily ate her cereal as quickly as possible so she could get to her first lesson.

Walking alongside Marly towards their first lesson, potions with Professor Slughorn, Lily was surprised when Marly asked, "Why are you always so nasty to James Potter?"

"Why shouldn't I be nasty to him? He's an arrogant, bullying jerk!" Lily replied hotly.

"Sure, but what's he ever done to you except constantly ask you to go out with him?"

"It's not what he's done to me, I just don't like the way he treats people. He treats everyone like they are inferior to him. He bullies people just because he can and he takes advantage of people who are weak. Sure, he's handsome and an amazing quidditch player but that doesn't make him any better than anyone else. Girls beg to go out with him and he uses them and treats them like their worthless. Everything is a game to him. I'm just some unobtainable prize to him. He doesn't like me for the person I am, he only wants me because he can't have me." Lily's voice rose slightly as she finished. If only that were all, Lily thought sadly.

That was probably what Lily hated most about James. The fact that he bullied people and used girls like tissues only added to her hatred of him. Most of all, she couldn't stand how he treated her like she was a prize, only worth something because he couldn't have her. Like her only asset was her unavailability. And of course there was the fact that he toyed with her emotions so badly.

Marly was spared from replying as Professor Slughorn greeted them. She knew Lily didn't like James but she didn't realise she hated him that much. It was true that he was more than a bit conceited but he didn't deserve all that. But Lily wasn't telling her the whole story.

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"Why doesn't she like me?" James exploded while the Marauders sat in the common room playing exploding snap. "I mean, why does she hate me so much?"

"By 'she' I'm assuming you mean Lily?" Remus asked.

"Of course I mean Lily. I haven't been in love with the giant squid for six years have I?"

"I dunno mate, I always thought you were pretty cosy with the giant squid. And as for why she hates you, if I remember correctly it's because 'you're just an arrogant, bullying toerag.'" Sirius let out a bark-like laugh as he put on a high pitched voice in an attempt to imitate Lily.

James just glared at him.

"Well…" Remus chose his words carefully as James looked like he was in one of his moods again and would lash out at anyone. "Maybe it's because she doesn't really know you. When you're around her all you ever do is show off and try to impress her. If you showed her the real you, maybe she might like you. You can be quite caring and sensitive when you want to be James." Remus continued earnestly.

Sirius snorted with laughter. "You've got to be kidding, Moony. Every guy knows you can't tell a girl how you really feel. That gives them the power. Then they use it to taunt you and humiliate you."

"Ahh, some expert advice from the one and only Sirius Black. I guess that's why you have so many successful relationships." Remus replied sarcastically.

"Hey. Watch it. All of my relationships are successful. I have at least a new girlfriend every week and I always score after the first, and only, date. How's that for successful?" Sirius said gleefully.

Remus, however, just rolled his eyes. Sirius would never understand it.

"I'm never going to get her to like me!" James groaned. Fed up with the conversation, he got up and went to bed.