A/N: This is an idea I really wanted to get down in writing; the concept of being second-best. I thought it might work for Lily. I know this isn't canon, but I still think it works.

Disclaimer: HP is not mine.

Second-Best

All her life she's been second best. She tries as hard as she can, but someone else always comes out on top.

It started at birth. She was the youngest child and whatever myth there was about younger children being spoiled was dispelled right then and there. Petunia was adored by her parents. In their eyes, she could do no wrong. She was clever, pretty, and popular. She knew how to get what she wanted and used that power frequently.

Lily, however, had to work twice as hard for her father's approval. She studied for hours to understand her schoolwork. When Petunia got an A, she was congratulated heartily. When Lily received the same grade, she got a dismissive "good", or a lecture about how she shouldn't be expecting praise for something that she's supposed to be doing anyway.

She hates how hypocritical her father is. Loving her sister, but despising her. Sure, he'll say he loves her, but she stopped believing him a long time ago.

Her mother's behavior is almost as bad. She pities Lily and believes her husband's behavior is wrong. But she's too scared of him to really do anything. So she keeps her mouth shut and continues to clean the kitchen silently while Lily is yelled at for receiving a B. Lily really can't stand her mother. She swears that if she ever has a family, she's going to love her children unconditionally.

She won't be like her parents.

She thought things might improve when she started developing her magic. Petunia learned of them first when they were on the playground. Lily kept going higher and higher on the swings, hoping that if she swung high enough, she could let go and fly away. She could explore the world and not worry about impressing anyone. She could be herself.

She became so wrapped up her little game that she accidentally let go at the top of her arc. She screamed and braced herself for a painful landing. Instead, she felt herself drifting gently downwards, like an autumn leaf caught in the wind. She opened her eyes to find herself floating softly in the air, slowly descending to earth.

Petunia had watched with horror and bolted home to tell their parents what had happened. Her mother was the recipient of the story due to her father's working hours. She'd been skeptical at first, but after Petunia had dragged her outside and forced Lily to do it again, she saw first-hand what had occurred. She made Lily swear not to do it again, knowing full well what her husband would do if he found out.

That was the first time in her life she had tried to protect Lily.

She kept exercising her magical abilities in secret and on the playground. She kept Petunia quiet about it by promising to show her more magic. Petunia still felt her initial horror, but a tempting curiosity had begun to take over. Lily was happy to give magic shows for her; it made her feel like the best.

She could do things that no one else could.

Then Severus appeared from nowhere. He explained what she was, told her of the world she belonged to. She felt ecstatic that there was another universe out there, one she belonged to. She was also disappointed that she wasn't the best. She decided at that moment to become the best witch the world had ever seen.

She would be the best.

Then came the morning that Professor McGonagall had appeared on the doorstep carrying her Hogwarts letter. A small part of Lily hoped that her father would be happy about her abilities. Maybe she could still be the best.

That hope died when he closed the door behind the emerald-robed witch. The look in his eyes chilled her to the bone and struck fear deep in her heart. He had screamed at her for hours that night. He didn't think she was the best; he thought she was abnormal freak. Petunia had immediately sided with him, and her mother had, as always, stayed silent.

She'd cried herself to sleep that night.

From that point onward, she stayed out of the house as mush as possible. She and Severus spent hours in their clearing, just talking and passing the time.

In the first courageous act of her life, Lily's mother had taken her to Diagon Alley to buy her supplies. She knew her husband would never do it. Besides, if Lily left the house for most of the year, the tension would leave with her. So Lily got her supplies and left home for Hogwarts.

Here was a fresh start; a new chance to be the best. She studied for hours, got all her work done, made sure she understood all concepts to the very best of her ability. She was cautiously confident as she approached the class standing at the end of her first year.

But the list was not in the order she expected.

!.) James Potter

2.) Lily Evans

3.) Remus Lupin

James Potter? Who was he?

She searched around in her mind until she found the memory she needed. He was the arrogant boy in the train. He had beaten her? How could this have happened?

She was still second best.

That list ignited a fire inside her. She would not let a trouble-making prick beat her. That break she spent almost all her free time hunched over her books, working on her summer assignments. When those were done, she pored over her new textbooks, absorbing as much information as she could.

Her second year was much like the first. She tried to go above and beyond on all of her assignments. But her standing did not budge.

She began to grow frustrated with this James Potter. He was a member of a group that called themselves the Marauders. They seemed to be only concerned with pranking and causing trouble. She had never seen him study.

To top it off, he seemed to be strangely obsessed with her. He keeps asking her out and never leaves her alone. Is he trying to eliminate the competition? She's really not sure what he's trying to do.

But she won't have any of it.

She doesn't think it's fair. Shouldn't the top rank go to the one who worked the hardest? He just seemed to innately understand the course material. Lily studied for hours to understand a subject like Transfiguration, when Potter just got it. She wanted to cry when she saw the class standing that year. She was still in second.

She changed her focus to individual classes. She began to excel in Potions, and had started to believe that she was the best Potions student in the school, when she was partnered with Severus. She marveled at his ability to understand complicated ideas and concepts. He could alter the ingredients to a potion and come up with something better.

She couldn't do that.

She's still second best.

Charms is her next chance. She tries her best, but she know that there are a couple Ravenclaws that could beat her hands down.

She gives up the one class tactic. She renews her efforts and tries to knock Potter off the top again.

And again.

And again.

She's still second best.

Then comes that fateful day in fifth year. Severus calls her a Mudblood. He used to think she was the best. Now his Death Eater friends have taken priority.

She's now second best in his eyes.

She's not sure she can take this.

She finally makes it to her last year. She receives the Head Girl badge the summer before term starts. Maybe this is a sign that she'll finally do it this year. She'll finally be the best.

Then her world is shattered by the discovery that Potter is Head Boy. They're at the top two spots, so of course they would receive these positions. It'll just be that much harder to beat him.

But being Heads together also gives her an opportunity to observe him and how he works. She slowly realizes that he works just as hard as she does.

He wants to be the best as much as she does.

She respects this. He studies to earn his spot. She can accept that. She just thought he was skating through this, and that the rankings meant nothing to him.

Then he starts to express an interest in her that's different than the attention he paid her years ago. For some reason, he thinks she's special. He likes her.

To this day, she still can't recall why she agreed to a date with him.

But she's very glad she did.

She's standing in his arms, her head nestled in the crook of his neck. His lips brush by her ear as he whispers, "You're the best thing that's ever happened to me."

She shivers with pleasure at his words and she holds him tighter. Being with him lets her forget about her quest for the best, her quest for perfection. She doesn't need any of it when she's with him.

But she's glad he's said it anyway.

A/N: What do you think? It turned out a little different than I expected (as all my writing usually does). Please review and let me know your thoughts!