This is a Lily and James fanfic loosely based on the movie 10 Things I Hate About You. (For those of you who have seen the movie, it doesn't have the whole Joey, Bianca, Cameron love triangle part of the plot. It's mostly Patrick and Kat's story.)

Summary:

For James, it's a challenge. For Lily, it's about time. For their friends…it's annoying.

The Bet: Get a girl to go out with you by the end of the week.

The Girl: Lily Evans.

The Prize: 5 galleons.

Simple enough, right? Not for James Potter.

The Stakes: A lot higher than he thinks.

A story about friendship, trust, love, and realizing that people aren't always what they may seem.

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Hey, this is my first fanfiction, so take it easy on me. Don't worry, you don't need to have seen the movie in order to read this. Remember, it doesn't follow the movie exactly, but there are direct lines and a few scenes put in. I hope you like this!

Disclaimer: I do not own anything from Harry Potter, the genius J.K. Rowling does. I do not own anything from the movie 10 Things I Hate About You either, Touchstone does.

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Chapter 1: The Bet

Lily Evans took a deep breath as she looked up at the large, red train before her. Four years she had done this already, and she still got jittery with excitement when she saw the Hogwarts Express. She was anxious to see her two best friends again—Addison and Jo. The three of them were nearly inseparable at school. The last time that she had seen them over the summer holidays was at Jo's birthday on August second.

Jo's full name was Josianne and she hated it with a passion. Anyone who called her by her full name would definitely regret it. Defense Against the Dark Arts was her favorite subject and she knew just about every hex ever invented. Her looks were anything but intimidating, but when it came down to it, Jo Bellamont was not someone to cross. She was short (five foot four inches), and had shoulder-length, dark brown curly hair and bright blue eyes.

In contrast, Addison was a tall athletic blonde. She was about five foot ten inches and her straight hair reached the middle of her back. She had green eyes, (though they weren't nearly as vibrant as Lily's), and she could make light any situation, no matter how serious it was.

Then there was Lily Evans. A pretty fifteen year old with dark red hair at her shoulders and almond shaped, emerald eyes framed by black lashes. She was quite intelligent and had a habit of being rather sarcastic at times. Lily had grown quite a bit over the summer, so she stood at five foot seven inches now.

As soon as she stepped on the train, Lily ran into the most popular (and conceited) boy in her year. None other than his fellow Marauders accompanied him.

"Oh…sorry Potter," Lily said quietly, blushing.

She didn't know much about James Potter except that he was extremely good looking, popular, and smart. He knew it too. (Not to mention he was an amazing Quidditch player…) His best mate, Sirius Black, was almost exactly like him. Both were egocentric flirts.

James grinned. "No, excuse me, Miss Evans," he said making room for her to pass.

Lily blushed further. She'd had encounters like this before with Potter. She never really talked to him or anything; they were just on friendly terms.

Lily all but ran down the aisle of the train when she spotted Addison leaning into a compartment.

Sneaking up quietly behind her friend, she gave her jumper cables.

"Ahh!" Addison yelled, leaping into the compartment.

Jo laughed, she was inside putting her bags on the luggage rack.

"Nice to see you too Lily," Addison said with fake nastiness, rubbing her sides.

Lily laughed as she entered the compartment to hug her friends.

"It's so good to see you again!" Jo exclaimed, pulling out of her hug. "We can catch up later though. I have to be at the front of the train before it pulls out of the station."

"What do you mean?" Lily asked, confused.

"Look!" Jo said, pointing to her chest. Lily gasped when she saw a shiny, silver badge pinned her robes.

"Oh, Jo! Congratulations! I can't believe you're a prefect!" Lily said excitedly, hugging her friend again.

"I know! I'm so happy! But, I really got to go to the meeting now. I'll be back soon," Jo said before she ran out of the compartment.

Lily took a seat by the window. "How was the rest of your vacation?" she asked Addison as she propped her feet up on the seat opposite her.

Addison took a seat next to Lily's feet and propped hers up as well.

"Pretty interesting. We went to America to visit my aunt for a week. She's a great witch. I learned some pretty cool spells," she said wiggling her eyebrows up and down.

Lily laughed. "Like what?"

Addison started to pull her hair up into a high ponytail. "You'll just have to wait until I have to hex somebody," she said, wiggling her eyebrows again.

Lily rolled her eyes with a smile.

There was a slight jolt and the train began to leave the station.

When Jo returned fifteen minutes later, Lily immediately asked who the other prefect was from had a pretty good idea who it was though.

Sure enough, Jo answered, "Remus Lupin."

"I figured as much," Addison said, not looking up from her magazine, Quidditch Today.

Lily nodded in agreement.

"I'm surprised you weren't picked though Lily!" stated Jo. "I mean…why me?"

"Don't act so surprised Jo," said Addison, pausing for a second to look up. "Dumbledore's obviously saving her for Head Girl."

Lily snorted. "Come off it!"

She secretly hoped Addison was right though. She had been hoping to be a prefect.

"No, you wait Lils…it'll be you," said Addison.

Lily rolled her eyes with a small smile.

"Hey…Michael Callaway was one of the Ravenclaw prefects. How're you two anyway?" Jo asked.

Lily groaned at the mention of her ex-boyfriend. She had broken up with him last year because he was so darn annoying.

Lily was saved from changing the subject however by the arrival of the trolley lady. Together, they bought around thirty Chocolate Frogs. The girls spent the rest of the ride swapping stories, eating Chocolate Frogs, and playing Exploding Snap.

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Halfway to Hogwarts, Remus and James were playing Wizard's Chess while Sirius threw Bertie Bot's Beans up into the air and tried to catch them in his mouth. Peter watched him with his mouth open in awe.

"I'm bored," Sirius said after missing his fifth bean in a row.

Remus rolled his eyes.

"Me too," James said, leaning back in his seat.

"But we're in the middle of the game!" Remus stated.

"We've been playing for an hour!" James retorted.

Remus sighed in defeat as he started putting the game away.

At that moment, a pretty Hufflepuff girl in their year walked slowly past their open compartment door. She smiled coyly in James and Sirius's direction as she twisted her long black hair around her finger.

Sirius smiled back flirtatiously before she disappeared down the aisle.

"Man…" whined Peter, "the girls are always interested in you two! None of them are ever interested in me and Remus!"

Remus snapped his head up and glared at his short, chubby friend; though Peter appeared not to have noticed.

James smiled guiltily. The girls were always more interested in Sirius and him. He never realized before that Remus and Peter have never had a girlfriend.

"Yeah," Sirius said arrogantly, "they are. I could get any girl I wanted to go out with me."

James snorted. "Yeah, right!"

"Oh really?" Sirius said, turning on him. "And I suppose you could?"

"Sure! Tell me who I couldn't get to go out with me!" James retorted, crossing his arms.

Sirius smirked. To get ideas he looked out in the aisle.

There were a few girls in their year standing a ways down the aisle, they were all good looking and were the kind that would give and instant 'yes' to James if he asked them out. Sirius needed someone who would give James a run for his money.

The compartment door across the aisle from them was open. Lily Evans, Jo Bellamont, and Addison Walters were sitting inside. They were all very good looking girls and none of them had ever been interested in any of the Marauders.

Lily caught him looking at her…in an inappropriate place. Glaring, she had her wand in her hand in a second as if she were going to hex him.

Gulping, Sirius slammed their compartment door as fast as he could.

"Lily Evans," he stated matter-of-factly.

James snorted. "That's too easy!"

Sirius shrugged. "I just want to see you try."

James laughed. "How long do I have?"

"Until the end of seventh year…I think it might take you that long!"

James laughed again. "I'll have her falling for me before the week is over!" he said sticking out his hand.

"You better hope you're as smooth as you think you are Potter," Sirius smirked as he took James's hand. Remus and Peter just shook their heads.

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There you have it. The first chapter. There's not much to it I'll admit, but it's just explaining how the story is going to go and how it all started. Thanks for reading this and please review! The story will get better as it goes on!

~AlannaDragon~