A/N: Welcome to the first chapter of Change:3 I hope you enjoy and please tell me how I can improve. It'd be great3 please enjoy. I update every Weds. and Saturday.

Snape

Severus Snape was in a foul mood yet again. Double potions with Potter's crew always ended in a catastrophe and it didn't help that Potter and Black held a special hatred towards Snape himself. He was almost always bound to be the target they were aiming for. He would have to be on his guard today.

Retreating to the back of the potions room he scowled at the tall blue eyed Gryffindor girl sitting in his seat. Flashing him a look of annoyance she grabbed her cauldron and moved to the other side of the room. The stool was angled so he could have a full view of Potter and Black. He desperately hoped they wouldn't get any ideas. He rather enjoyed his potions class.

No more than an hour later his assumptions that Potter had planned something was answered. Potter's healing potion was yellow instead of the intended purple and it looked like sludge. Potter merely shrugged and turned towards his best mate Sirius Black who was working alongside him.

Sirius' potion was just as bad as Potter's. What looked like foggy yellow liquid made loud hissing noises and sent spouts of steam into the air every few seconds.

Snape rolled his eyes. How someone could screw up a potion that badly was beyond him.

Sirius and Potter began to compare their potions and debated on whose came out the worst. After several moments of bickering a girl with curls of flaming red hair seated in from them whipped her head around with such force that the girl seated next to her shot her a look of annoyance. "Don't you two ever stop?" she asked with a look of venom Snape never thought a Gryffindor could posess on her face.

James, ignoring her question respond by tilting his cauldron so she could view the contents. "Which do you think is worse?"

She glared at him. "Honestly Potter? Do you even care about this class?"

"Yes. I just refuse to sit in silence for a whole period and create a a useless potion."

Peter Pettigrew who had appeared beside James started nodding viscously in agreement.

She frowned. "It isn't a useless potion."

James rolled his eyes. "Honestly Lily, who needs a potion for dreamless sleep?"

Before she responded however she became distracted with Peter's potion. Her frown deepened. "Peter, pay attention to your potion for merlins sake."

With a squeak Peter raced back to his table and attempted to clean up the contents of his potion that now lay sizzling on the table.

Serverus slid his eyes over to Black whom was being glared at by Lily yet again.

"Honestly you two are the worst. What did you do to his potion?"

Sirius smiled wickedly. "What makes you think I did anything?"

Peter looked to James for assistance as his potion rapidly streamed onto the floor. James only snorted with laughter and climbed onto the table to avoid drenching the bottoms of his robes.

Serverus snorted aloud in laughter at the stupidity of the situation. Instantly Potter's eyes found his and he grinned wickedly as he drew his wand from the sleeve of his robes. "What's so funny Snivellus?"

Sirius, upon seeing this exchange grinned and leaned against his desk in a manner that attracted stares from both Slytherin and Gryffindor girls. Unaware of both the girls stares and the potion now drenching the bottom of his robes he crossed his arms and focused his attention on James and Snape.

Before Serverus could draw his wand however, a bang echoed throughout the classroom and several students shrieked and knocked over their own cauldrons. Snape, realising he was still standing and that the loud bang had not been the cause of Potter jinxing him, diverted his attention from Potter to across the room to Peter's potion station.

Peter's caldroun had exploded all over the floor and colorful steam that smelt distinctly of lavender began to fill the room. Students pulled their robes over their faces although the potion was not all toxic and raced towards the exit. Professor Slughorn, finally hearing the comotion from his potion cupboards barged into the room demanding to know what had happened but only resulted in having himself dragged out of the room by the crowd of students exiting the classroom into the corridor.

Serverus remained seated and continued to add the final ingredients to his potion as he listened to Slughorns muffled shouts from the corridor attempting to calm the students. Serverus rolled his eyes and reached for a vial to ladel his potion into when he heard an amused laugh. He had been so caught up in his potion making he never bothered to see if anyone else had stayed. He had assumed that everyone but himself had exited.

With narrowed eyes Snape slowly spun his head around and made eye contact with the red haired girl who had seemed genuinely annoyed with Potter earlier on in the lesson. Evans. Lily Evans he remembered her name was. She shared multiple classes with him including two other potion classes but other than that he had never spared the know-it-all Gryffindor a second glance. "Is there a problem Evans," He snarled.

Her amused expression was instantly replaced with a look of annoyance. Instead of replying she rolled her eyes and exited the classroom to the corridor where the other students took refuge from Peter's disastorous potion.

Lily

Lily entered the corridor and left behind the gangly pale looking boy to scowl over his potion. She had found him rather amusing. She actually had always found him rather amusing but she hadn't given him a glance or even a thought since her first year at Hogwarts.

She had been wandering the hallways during dinner trying to avoid Peter who had taken to her as a guide and had seen him exit the classroom with a stack of books. She immediately thought she had found someone who viewed studying as important as she had and she invited him into the library to study with her. Unfourtnately she only recieved a look of disgust and was told to get lost. She had been hurt but shrugged it off and wandered to the library by herself without giving him a second thought.

Lily knew he was the best at poition in their year, fore they shared the same adavanced potion class with the sixth years on Mondays and she knew that there was a deep hatred running between him and Potter. Other than that, she never paid much attention to the boy.

She found it rather funny that he remained seated and completed his potion when every other student in the room bolted for the door including the mess makers, James and Sirius. The feeling of annoyance overtook her again. They were always disturbing lessons. It was like they didn't care about their education at all.

Twisitng a strand of her red hair around her finger she reminded herself that she was muggleborn. It was perfectly normal that she would care more about her subjects than either Sirius or James. They both grew up with magic and came from pureblood families. They would never find it as exciting and as fascinating as she would.

With a heavy sigh she leaned against the wall only half listening to Professor Slughorn drone on about the importance of safety when concocting a potion. She couldn't rid herself of the amusement she felt about that boy, Snape she remembered his name was,and how he had remained seated.

By the time double potions had ended and she had trudged back to the common room with James and Sirius she had made up her mind. She wanted to see him again and this time she would suceed in making him her friend.