Disclaimer: I don't own Harry Potter.

Lily

'She's beautiful,' he thought to himself. He stared at the girl amidst the bustle on the platform 9 and ¾. Looking at her made all his worries about his first year at Hogwarts instantly melt away. What could possibly be so bad about Hogwarts when someone with such graceful beauty was there? He had never really been around any girl with exception of his mother, but he knew that this girl was the most beautiful girl on the planet. Her dark red hair fell just below her shoulders and her emerald green eyes sparkled as she gave him a smile. He felt himself go weak in the knees and he smiled back...

"Oy Moony! Get up, first day of classes. Wouldn't want to get on McGonagall's bad side the first day back would you?"

"Shut it, I was having a good dream!"

"What was it about?" There was a pause as the boy struggled to remember.

"Damn, now I can't remember."

"Good, now get up."

Grudgingly, he got out of bed. "Where is everybody?"

"They went down to breakfast a half hour ago. Hurry up, classes start in twenty minutes. You're going to be late if you don't get up," Sirius told him.

"Since when do you care about being late?" the half awake boy asked, smiling. His question was answered with a hit on the head. The both laughed. "Good comeback, Padfoot."

Remus Lupin still felt a little sleepy, but cheerful as he headed to Transfiguration alongside Sirius Black. Although spending the summer with his parents wasn't horrible, he had still missed his best friends James Potter, Sirius, as previously mentioned and of course, Peter Pettigrew.

Together they were The Marauders and they were unstoppable. James and Sirius, also known as Prongs and Padfoot were the considered the best looking boys in the school and they always getting into trouble. Peter, or Wormtail was a slightly round boy who was almost never noticed and tagged along with the other two. Remus was the rational one of the group and his nickname was Moony.

With a big smile, Remus pushed open the door and sat down in the second to last seat in the second to last row with his friends. However, his good mood instantly evaporated when he heard Professor McGonagall make an announcement at the beginning of class.

"As I'm sure all of you know, this year you will take your N.E.W.T's. These tests will determine your entire future and..."

"No pressure or anything," Sirius whispered to his friends who began to chuckle.

"Mr. Black, kindly pay attention or you will receive detention on your first day back." Sirius gave Professor McGonagall an innocent look. She snorted and returned to her lecture. "As I was saying, this year we will be studying human transfiguration. Please open your copies of Advanced Transfiguration to page 422."

The class grumbled and opened their books. Remus snuck a glance at her. Lily Evans. He almost sighed wistfully but caught himself. She was just as beautiful, if not more beautiful than she was six years ago. His heart began to beat faster. He was so distracted he didn't realize James poking him with his quill. He turned to look at him.

"I'm going to ask her out to Hogsmeade this year and she's going to say yes," James said confidently. Remus fought down the temptation to hex him on the spot and forced a smile.

"That's what you said last year, the year before that and the year before that. Heck, ever since we've been allowed to go to Hogsmeade."

"This year is different."

"Sure it is Prongs," Remus said, hoping that he sounded normal. He could already feel a flush beginning to creep into his cheeks.

"Just you see," James told him, looking at her lustfully one last time before returning to his Transfiguration.

"This is the year you take your N.E.W.T's and I want you to all be prepared. These are the most important tests you'll take..." Professor Flitwick squeaked.

"Why do I get the feeling we've heard this lecture before?" Sirius asked sarcastically, rolling his eyes.

"Do the teachers think we don't know this is the year we do our N.E.W.T's?" James joked.

"A point from Gryffindor, Mr. Potter. Now, today we will be working on the Patronus charm. Can anyone tell me what it is?" The professor asked. Several hands went up. "Miss Evans?"

"It's a charm used to repel dementors, it basically puts a shield between you and the dementor," she answered.

"Very good, Miss Evans, you just earned Mr. Potter's lost point back. This charm is quite difficult, but I have no doubt that you will be tested on it. It is conjured by concentrating on a single happy thought and saying incantation Expecto Patronum. I'll demonstrate it for you." Flitwick closed his eyes for a few seconds and then raised is wand and muttered 'Expecto Patronum! ' and a brilliant white eagle flew around the room. "The shape the Patronum takes is different for every wizard that conjures it." He smiled at his eagle that was beginning to fade. "Now, I'll put you in pairs to work on this. Mr. Black you will work with Miss Morrison..." Sirius flashed a debonair smile at the shy Hufflepuff who blushed scarlet. Meanwhile, Flitwick continued assigning partners.

"Mr. Potter you will work with Mr. Holden over there. That leaves Miss Evans and Mr. Lupin." James shot a jealous look at Remus. Remus gave him a nervous smile and moved over to Lily's table.

"Hi," she said cheerfully. She gave him a smile and immediately Remus could feel his legs about to give way. He leaned on the table for support.

"'lo, do you think we can do this? It's really advanced magic, a lot of fully qualified wizards can't do it," he said nervously. He was babbling, why was he babbling? "So, do you have a happy memory yet?"

"Uh, hold on. Just let me think for a second..." There was a pause. "Okay you go first."

"No, you're the best in class at Charms. You go."

"All right then. Expecto Patronum!" Lily chanted. Remus thought for a second it worked, but nothing a wisp of silver smoke came out of her wand. She immediately looked frustrated and cursed causing Remus to laugh. She gave him a piercing look. "Fine," she glared threateningly. "You try it."

"Fine, I will." Remus concentrated as hard as he possibly could on the day he had received his letter from Hogwarts. He had been accepted even though he was a werewolf. "Expecto Patronum!" He shouted and he gave a triumphant yell as silver shot out of his wand. He thought he had done it, but then he realized that he had produced nothing more than a bit of silver mist. Lily gave him a smug look.

"Well you didn't do it either!" Remus pointed out. Lily's cheeks flushed a little, and she whipped out her wand.

"Expecto Patronum!" The same silver mist shot from her wand.

"Expecto Patronum!" Remus yelled. More silver mist.

"Expecto PATRONUM!" Lily bellowed but that time nothing even came out of her wand. Remus paused to think of a happy memory and settled on the day he first met Lily.

"EXPECTO PATRONUM!" This time, it worked. A dazzling white wolf emerged from his wand and glided around the room.

"Oh, well done, Mr. Lupin. Five points to Gryffindor," Professor Flitwick squeaked with happiness. Remus blushed and he could hear Lily scowling somewhere behind him. He turned, 'God,' he thought to himself. 'She's even beautiful when she's mad at me.'

"Well if you can do it, I can too. Expecto Patronum!" Lily said angrily. Immediately a shining white horse burst from her wand and galloped around the room. She gave Remus a triumphant look. Remus took one look at her cocky face and immediately burst into laughter. Lily hesitated but soon followed and both of them were nearly rolling on the floor clutching their sides.

"Another five points for Miss Evans! You're homework will be to practice producing your Patronus. Class dismissed," Flitwick told them. Everyone began shuffling out of the classroom.

"Moony! You coming?" James asked, narrowing his eyes in jealousy.

"Uh, you guys go ahead." He quickly glanced over his shoulder and saw Lily packing her bag. "I'll be right behind you." His friends shrugged and pushed James out the door. Remus walked over to Lily feeling sick to his stomach.

"Fun class, huh?" He felt stupid as soon as he said the words.

"Yeah, it was. So what class do you have next?" She asked.

"Oh, I have Arithmancy. What about you?"

"Potions," she shivered slightly. "I hate those dungeons." A moment of silence passed.

"Can I walk you there?" Remus asked, trying to sound casual.

"Um, sure, I guess." She gave him another smile. He felt his knees buckle slightly. They left the classroom and walked through the nearly empty corridors. "Are you sure you want to walk me? Won't you be late to your class?"

He ignored the question and instead said, "So are you going with anyone to Hogsmeade? Its next weekend and I was wondering..." The words had tumbled out of Remus' mouth and he shut up quickly.

"You were wondering what?" Lily pressed, with a slight smile on her face.

"Well," Remus said slowly. "I was wondering if you would like to go with me." He could hardly believe his own daring. She didn't reply, and he walked her all the way to the top of the stairs that led to the dungeons.

She turned around and gave him a smile that made his heart melt. "Of course I would, Remus. I would love to go with you." She kissed him lightly on the cheek, before turning away and heading down the stairs.

A/N: Let me know whether you like it or not. -Jezy.