Authors Note: This is a fic based on the ideas running around inside my head. If you like it, or if you don't please review and let me know. I'd be grateful either way!!

Oh, and of course none of the characters, etc are mine. (JK owns them all. Trust me it they were mine, I'd be yelling it from the rooftops!)

James plonked down in his seat after hauling his trunk down to the front of the train and into the Head compartment. Although he was thoroughly glad that he would be sharing this compartment alone with Miss Evans, a huge part of him wanted to get back to the Marauders; He'd never had a train ride to Hogwarts without them. He sighed as he leant his head back into the seat, thinking about his final year of Hogwarts. He had a list of things he wanted to achieve during the year, the top of the list concerned with none other than Lily Evans. He knew he had to win her over this year, he'd go nuts if he had to wait much longer. Number two on the list was to get his required NEWT's, and following that was something along the lines of putting Filch's cat, Mrs Jones in her place.

"I still can't believe you're Head Boy," Lily said as she walked into the compartment, surprising James slightly who, lost in his own thoughts, hadn't heard her arrive.

James smiled, taking in her appearance for the first time since the end of their last year. His imagination truly didn't do her enough justice.

"Nice to see you too Evans, glad you have missed me over the holidays," James couldn't help but grin at Lily's typical reaction.

She rolled her eyes as she sat down opposite him, "Yes Potter, you were on the top of my thoughts the entire summer, how'd you guess?"

Her voice was laced with sarcasm, and James noticed she looked tired, the spark that was usually in her eyes wasn't there; they conveyed sadness more than anything. And James somehow didn't think it was because he had been made Head Boy. He looked at her thoughtfully, before slipping back into his usual manner. He didn't think it would be a good idea to go into what was troubling her. Although they had started to get along much better through the last year, he didn't think they were at the stage that she would feel comfortable telling him everything that was bothering her; even though he wouldn't have minded in the least.

"Because, I'm on the top of most girls thoughts," he said smoothly.

"You're right," Lily answered, surprising James slightly, "but not in the way you're imagining." She brushed a piece of hair out of her face that had fallen from its loosely tied ponytail.

"So," she started, "why exactly did Dumbledore make you Head Boy? I thought Remus was a certainty and you weren't even a prefect."

James had wondered this himself when he was first told. He had a hunch it wasn't because Dumbledore was playing matchmaker.

"Apparently, there are more important things to being Head Boy than following the rules," he replied shrugging his shoulders, a mischievous glint entering his eyes.

Lily looked at him skeptically, "Ah, aren't the Head's supposed to be promoting the school rules, and setting an example? One that doesn't promote ways of getting detention or hexing people," she added before James could interject.

James tried to feign a look of shock and innocence, "I do set a good example. I just know how to have fun too. That's something I could teach you this year."

Lily laughed ruefully, "I know how to have fun Potter, I just don't consider your type of fun that amusing".

As much as that could have hurt James, he knew a part of her actually enjoyed some of their pranks and jokes, he could see her fighting a smile when she was telling him off. That was actually one of his favourite looks that she made.

"Apparently I have showed great maturity in the last year and that I have respect from a lot of students. Plus he thinks I can handle the responsibility," or more wants to see if I can, he added silently. "That's what he told my parents anyway."

"You're parents had to ask Dumbledore why you were chosen?" Lily asked raising her eyebrows, a look of amusement entering her face.

James looked slightly offended, although he had had the same thought at first also. "No, they said they always thought I'd be Head Boy, they just got to talking about it with him, and that's what he told them."

James wasn't being entirely truthful. He knew the real reason that Dumbledore had wanted to make him Head Boy; it was sort of like a test. A test to see if he had the responsibility needed for when he joined his parents, Dumbledore and he assumed others in the fight that was starting to brew with Voldermort. James had wanted to get involved, as soon as he had learnt of his parent's involvement. And he knew also, that his Auror training would come in handy. And Dumbledore said if he was serious, than this was the first step.

"Anyway," he began, attempting to change the topic, "how was your summer?"

James hadn't heard or seen Lily all summer, which was somewhat unusual. He usually ran into her occasionally in Diagon Alley, but although he had seen her friends, she was noticeably absent. Alice had told him she was spending time with her family, and James had accepted that; though it did make the summer less enjoyable and less bearable for Sirius.

A shadow fell across Lily's face, as she looked out of the window, causing James to worry.

"Quiet," she finally said turning to look at him. "So have you actually looked over the stuff we got given for our role as Head Boy and Girl, or were you expecting me to do all the work? Cause if that's the way you're going to be Potter, than I'm warning you I will make your final year of Hogwarts unpleasant to say the least."

James was slightly taken aback by her insinuation. She had always misjudged him in regards to his work levels and priorities. But, he ignored it for now, he had a feeling she was taking whatever was bothering her out on him. Or at least he hoped she was, otherwise his number one item on the list is going to be as likely to occur as the possibility of him being friends with Snivellus.

"Evans, Hogwarts could never be unpleasant with you around," he replied charmingly.

Again Lily rolled her eyes, "I wouldn't be so sure. Come on lets go and see the Prefects. The sooner we do that the sooner I can see my friends. And I daresay you want to get back to your little gang...you're probably falling apart without them."

"Glad to see you love my company so much Evans, I'd hate to see what you're like when you don't like having me around," he got up and made his way to the compartment door. "Besides I think my friends are the ones that are falling apart without me," he winked at Lily and walked next door to where the Prefects were gathered, Lily following behind him.

"So Head Berk how was the meeting?" Sirius asked, as James grabbed a chocolate frog from the small pile on the seat and sat down next to Peter.

James shrugged, "Fine I guess. Lily tended to take charge."

Well, took complete charge more like it. She didn't seem to trust James to take this seriously yet. But he had made a mental note to talk about it with her later. Besides, a part of him liked watching her when she put on her official persona, it reminded him of all the times she had berated him in the past for breaking school rules. He secretly enjoyed the fact that he could get her so worked up. It was only when she attacked his character, or when he knew he had gone too far that he dreaded her outbursts.

"Did my little turd of a brother act like his usual unpleasant self?" Sirius asked, looking at James with a mixture of anger and disappointment on his face. The same look that Sirius always wore when he talked about his brother.

Regulas was one year younger than Sirius, and was a Slytherin prefect. He was so different from Sirius in many core ways. He seemed to lack Sirius' understanding and values, but most of all his strength. Sirius had the courage to walk away from his family, and to stick to what he believed in. He had finally had enough at the end of last year, and left his home, and more importantly his family, to come and stay with him over the summer.

"Nah, he was pretty subdued actually. He probably knew I'd hex him into next week if he stepped too far out of line." James said lightly. He bit off the head of his frog, and looked around at his friends.

"I tell you what; Lily only gets better with each passing year." James smiled as an image of Lily floated into his head. Well floated to the front of his head, she never really seemed to leave it.

Sirius groaned and threw a handful of Bertie Botts Beans at him, hitting him in the chest.

"Don't start Prongs. I've had to put up with you going on about Lily all summer. When are you going to accept defeat?" Sirius asked pointedly.

"I'm not defeated yet, you'll see," James replied winking.

Remus caught his eye and winked in return, "So how are your little groupies going Sirius? Any of them managed to say a word of sense yet, or are they still sticking to the giggling?"

James laughed, as Sirius threw Remus a withering look. Sirius was in all respects a ladies man. The girls, no matter what age, fell to his feet. Sirius used to be oblivious to it all, or well at least ignored it. But during the last year he had decided to make the most of it, and had managed to date most of the brainless bimbo's that graced Hogwarts halls. James couldn't understand why he was going with such empty shells, especially when there were definitely some girls with sense around that fancied him; though obviously not too much sense. He had a feeling Sirius didn't want to get caught up with anyone he may like, but Sirius just said he was having fun. He couldn't wait to meet the girl who would one day cause Sirius to crumple into a soppy heap; James would be able to get his turn to pay him off.

"Least I have groupies Moony, the closest you have is Madam Baskins." Sirius shot back smirking.

Madame Baskins was the old lady in charge of the hospital wing, and who had spent a lot of her time looking after Remus during the lead up, and after effects of the full moon.

Remus smiled, "least she has a brain functioning inside her head."

James threw some beans back to Sirius, "he's got you there Padfoot."

He looked down at Peter who had, unusually, been pretty silent during their trip. He first met Peter on the first train ride to Hogwarts. Peter was sitting in a compartment looking more overwhelmed than anyone else on the train. James had decided to step into the compartment, because the others were all full. From then on Peter attached himself to James and became his number one fan. James had to admit Peter annoyed him at times, in a way that Sirius and Remus never had, but he still considered Peter as being one of his closest friends. James wouldn't help him out so much if he wasn't.

"So did you meet any cute Russians while you were over there Wormtail?' he asked lightly.

"Nah," he admitted shaking his head. "Didn't really see any that caught my eye."

James nodded. Peter wasn't very good with the girls, another thing that he needed help with. Not that James was much of an expert.

"Enough of this codswallop, what are we going to do during the feast tonight?" Sirius asked mischievously, "You are going to be involved in this aren't you Prongs, or are you scared Lily will hunt you down for misbehaving while you're Head Berk."

James grinned, "I already told her that there was more to being Head Boy than following rules."

Remus shook his head, "You know Prongs, that may not be the best way to win her over."

"Probably not, but I still have to have some fun this year, So I was thinking..."