A/N: Lame title to what's hopefully not a lame fic! This was written for my lovely friend, Zeina, inspired by two of her posts on tumblr. I know bodyswapping can be a weird/awkward concept but please bear with me. Also, brace yourself for smut and italics.

A lot of weird things have happened to Lily Evans in her life but this is the first time she's ever woken up with a penis.

And to top it all off, it's not just anybody's penis – it just so happens to be James Potter's penis. Which just so happens to complicate things even further.

When she thinks back on it, it's all so cliché. Possibly nauseatingly so. Because this whole mess started off with the average Illicit Potion Goes Wrong Incident, which then led to the very unfortunate and annoying We Don't Know How To Reverse It Debacle, and so now they are both left to deal with the Everything Is Extremely Awkward And Uncomfortable Aftermath since going to the administration is definitely Not An Option.

So if feelings were messy between Lily and James to begin with, now they're even worse. Accidentally swapping bodies kind of does that.

Lily has the shittier end of the stick – and it's true, she's completely adamant about that – because she wakes up in the boys' dormitory Saturday morning and she has an erection – no, really. She has an erection. Or James has an erection? It's kind of confusing, terminology-wise, but the point is that James' penis has an erection and she's freaking out just a tad because she doesn't know what to do about it.

Well, that's actually not completely true. She does know what to do about it, but it's James' body and she's not about to go touching him (herself? Again, confusing) while inhabiting it. She's just not.

But something needs to happen – and soon – because the feeling is, well, constricting and it's making her squirm and grip the sheets to the point where they very well may tear and she doesn't know how she would go about explaining something like that. Even worse, she's breathing really hard and who knows how much of this Sirius, Remus, and Peter can hear?

At the thought, she bites her lip, trying to slow her breathing, hold all sound in, and as she does so, she remembers that it's actually James' nice, full lips and –

Nope, nope that's just making everything worse – much, much, much, much worse. Actually, it's probably for the best if she doesn't think about James Potter. Like, at all – in fact, never ever again. Which is kind of difficult, all things considered, but she should manage, yeah?

So she thinks about other things, things she definitely does not find, in the least, attractive: Evan Rosier, Severus Snape, Professor Slughorn, the patriarchy, flobberworms – her mom. And it works! Which is great! But then her mind is clouded by images of black hair, hazel eyes, and glasses, and then it's not working so much anymore. Which is not so great.

Eventually she comes to the conclusion that she's going to have to swallow her pride and ask for some help. And from James, of all people. She's already dying of embarrassment at the thought but, hey, it's his penis; maybe this won't be so bad.

Or let's be honest: it probably will.

Either way, something needs to be done. So she pulls the curtains of James' four-poster apart and whispers for Sirius.

…And nothing happens.

"Sirius," she growls more urgently, but it's James' growl that escapes her – his – lips and the sound of it is almost too attractive for her to handle. If James' nails weren't so short, she'd probably be digging them into his palms. As punishment or a way to ground herself, she isn't particularly sure. At this point, either would be fine.

After a few minutes of unresponsiveness, Lily is forced to get out of bed, and she strategically places a pillow over James' groin area as she does so, because it becomes rather clear to her that Sirius isn't one to be awoken through verbal commands, the bastard. His bed is, thankfully, just beside James' so the journey isn't long (once she remembers that the world looks so blurry because James' eyes require the aid of glasses), but she finds herself incredibly self-conscious being so out in the open in this state. Sure, she has the pillow, but it isn't exactly conspicuous and she felt far more secure when she was able to hide under layers of sheets and duvets. Luckily for her, Remus and Peter still appear to be fast asleep, as far as she can tell.

When she reaches Sirius, she spares no time or mercy in giving him a good swat to the shoulder because this is both humiliating and uncomfortable and he needs to wake up now. He doesn't, of course – only stirring ever so slightly while directing an aimless swat of his own in what she is assuming was supposed to be herdirection.

"Sirius, wake up," she hisses, and it's so bizarre to hear James' voice rather than her own whenever she speaks; she can't seem to get used it, can't seem to stop the thrill that runs through her whole being whenever the sound reaches her ears.

It's not Sirius' fault that she's so attracted to James' voice and James' body and James' everything, but he receives a good punch to the arm as retribution for the crime of his best mate. This finally spurs him into consciousness, and Lily notes, with silent fury, that Sirius Black wakes up with the same bored elegance that seems to coat everything he does and looks amazing while doing it.

"Well, you certainly took your time," she tells him, moving to cross her arms but then remembering that she needs to keep the pillow in its proper position.

Sirius barely spares her a glance and mumbles, "What do you want, James?" while gathering his covers and yanking them closer to his body. His eyes start to flutter shut ever so slightly.

"Not James," she reminds him. She can't imagine how her pants can feel any tighter, but saying James' name out loud apparently does the trick and she shifts awkwardly from side to side in hopes of relieving a bit of the tension and glares at Sirius just because.

He gives her a bit of a bewildered look. "Wha – oh, right. Evans." He sits up, rubbing his eyes and somehow even that is slow and easeful. "What do you want then?"

"I need to borrow your bloody mirror now or I swear heads will roll," she says and she doesn't mean to be so harsh, but James said she could use it if she needed something and right now she's extremely aroused andextremely impatient and that should count as needing something.

Sirius stares at her evenly despite her brief outburst and it doesn't take long for his gaze to find the pillow, still covering the source of her current predicament, and, of course, he smirks. An almighty blush spreads just about everywhere. "So," he says, drawing out the vowel, "James' body giving you trouble?"

She sighs, trying to remain composed despite everything and not, you know, bursting into uncontrollable sobs of frustration. "To put it lightly, yes – very much so. Could you just give me the mirror please?"

"What do you need him for? Just give it a good wank in the loo and we'll pretend we can't hear you – no harm done," he says and he says it like it's no big deal, leaning back onto his elbows with immeasurable grace.

She scoffs. "Yes harm done – that'd be so violating and you know that!"

"Relax, Evans – I'm only trying to embarrass you." It's working, but Lily doesn't tell him that. To be honest she doesn't think it could get any worse until he adds, "But does this mean that you're going to let him take care of it for you?"

She hesitates. "Give me the mirror."

"You are aren't you –"

"Just give me the mirror."

He eventually does, but not without laughing in her face first – not that she expected otherwise, but that doesn't exactly improve matters. By now, she can't imagine that Remus and Peter aren't awake what with all this ruckus, but she appreciates that they seem to have some sympathy for her situation – at least enough to choose not to leave their beds with the sole intention of taking the mickey.

She finally makes it to the loo, armed with the mirror, pillow, and never ending nightmare that is this hard-on, seeming to have lost her dignity somewhere along the way. But if she's going on this downward spiral, damn it, she is bringing James Potter with her – as humiliating as it may be. And perhaps the best and worst part about this is that James is just good enough to go along with it – of course, she hasn't yet asked him to do what she's going to ask of him, but she knows him enough to be certain that he will. He's just like that.

And maybe that sends shivers down her spine, but it's actually James' spine when thought about in the most technical sense so she'll never admit to it.

Once she starts whispering his name into the mirror, it doesn't take long for, well, what used to be herreflection to appear along with the familiar backdrop of the girls' dormitory loo. Except unlike all of the other times she's seen her face in the mirror, there's a defining difference among her features and it's the fact that her hair looks like, well, a rat slept in it. Not all that surprising considering that it's James – James who, in her body, happens to look very wide-eyed and flustered at the moment for reasons Lily cannot imagine since she's one hundred percent certain that whatever's happening, he's not experiencing a crisis as grand as hers. He's just not. And that's something she's even willing to bet on.

But before she can even open her mouth to say something, James launches into a panicky speech about "periods" and "last night" and "Mary said" and "this isn't going to happen to me" and "Evans tell me this is not going to happen to me." And just hearing the sound of her own voice, saying things that she would never say in a tone that isn't hers, is enough to stun her into momentary silence.

Before long, she is able to pull herself together and cut his ranting off. "Okay, okay enough. You're not getting my period – Mary's a bloody liar who's just trying to scare you. If we're still in each other's bodies a few weeks from now, then you'll have something to be concerned about, but for right now, you're fine."

"Oh, thank god." Relief floods Lily's features and it's such an odd experience for her to witness it from the outside, so so so so so weird. Lily starts to feel a certain area begin to soften and she wonders if this is the secret, if seeing her own face is the antidote for wild arousal – who knew? While she has as many insecurities about her appearance as the next girl, it's not like she's ever thought herself to be completelyunattractive, but hey, she'll take what she can. All she needs to do is talk to James until it's dissipated completely and she'll be on her merry way.

But then James smiles at her. And it's all over. Because James smiles at her and she can see it, in her mind, the real James smiling at her with his face and his lips and his teeth and she has to grip the sink counter because it's back and it's back with full force. She bites her lip, James' lip – no not this again – and closes her eyes, counting to ten.

"Well I'm glad that things are going well for you because we have a situation on my end," she finally gasps out, struggling to keep James' voice from reaching groan territory.

She opens her eyes to find James staring at her hesitantly. The sight of her face doesn't seem to have an affect on the situation anymore, which must mean that she's too far gone and this needs to be taken care of before her head explodes. "…What kind of situation are we talking about here?"

It takes her a moment to decide exactly how to word this. "A nether region type of situation."

James knits Lily's eyebrows together and Lily is momentarily distracted by the fact that they really need to be tweezed. "Wha – oh. Oh."

"Yeah."

"Oh, oh god. Oh god, Lily, I am so sorry."

"It's –"

"No, this is – this is terrible. I'm so embarrassed."

"You're embarrassed?"

James pauses. "Yeah, okay, okay, you're right," he says, and then he's running his hand through her hair and the gesture is just so recognizably James that Lily wishes he hadn't done it because it's honestly making things worse down below. "Is there any chance that Sirius hasn't gotten wind of this? Maybe?"

"Is there anything that Sirius doesn't know about where you're concerned?"

"Well – okay, yeah, you've got a point." And then James does the dumbest, but also most endearingly attractive, thing: he reaches up to touch Lily's middle finger to the bridge of her nose – a reflex, she's sure he acquired after years of pushing his glasses in place, glasses that she is currently wearing. Lily squirms, gripping the counter once again.

"James, we've really got to do something, because I don't think I can take this anymore."

He nods quickly. "Okay, okay." And then he looks really uncomfortable and, well, shy of all things. James Potter? Shy? This morning just keeps getting weirder and weirder. "So, er, do you need me to talk you through it? Although, I mean, if you've ever, er, given a bloke a…well, yeah, it'll be like that, but at a different angle…"

"No." She doesn't mean for it to come out so forceful, but it did and that's not something that she can exactly take back, can she? So she takes a deep breath in attempt to compose herself. "No, I-I just don't feel comfortable doing that…like, like this. You know?"

"No, yeah, I-I get it." There's a brief pause. "So does that mean you want me to do it?"

Lily pauses, sweat collecting underneath James' mop of hair and, honestly, just about everywhere else because this is just way, way, way too embarrassing. "…You can say no." She means for it to sound casual and non-committal, but it ends up being the opposite and god, give Lily Evans a penis and make her horny and suddenly she's desperate and needy. She remembers being way cooler about everything with a vagina.

Fortunately either James doesn't notice or he pretends not to.

"Well, I mean, it's my cock so in that respect it shouldn't be that bad, but Lily, is this alright with you? I'm kind of," he holds up Lily's hand and gives her a wave, "in your body."

"Yes, and I'm in yours, and right now we have an erection that I'd like to have taken care of – preferably not by me – so are you in or not?"

James pauses. And then:

"Meet me in the common room and bring the cloak – it's in the trunk at the foot of my bed."

Before she knows it, Lily is racing out of the loo, pillow forgotten and then chucked onto James' bed while she rummages frantically through the trunk in front of it. What she doesn't notice is that all three of the remaining Marauders happen to be huddled on Sirius' bed, watching her interestedly and with poorly concealed smiles because they heard everything and they know. Lily, unfortunately, doesn't realize until she is standing with the cloak in hand, facing the boys, who immediately burst into laughter.

Sirius, of course, makes the biggest show of it. "James is having his first, real sexual experience and it's onhimself – this is the greatest day of my life."

"Oh go fuck yourself," Lily bites out before realizing that that was quite the wrong thing to say at this particular moment. "Oh, never mind – just-just shut it."

She throws the cloak over herself and storms towards the door. On her way out, Peter begins a slow clap that Sirius and Remus do not hesitate to join in on.

She hates them. Well, no, but in this moment, yes.

It's early enough in the morning that, thankfully, no one is in the common room aside from James, who is pacing back and forth in front of the fireplace. It takes her a few moments to summon the courage to awkwardly alert him of her presence and he wastes no time in joining her beneath the cloak, and then leading her towards an empty nearby classroom. She isn't used to being so tall and gangly so Lily stumbles over her own and James' feet a few times along the way, but they eventually make it there in one piece.

Doors are locked, silencing charms put in place, cloaks discarded, and then suddenly it's just the two of them and heavy stillness. And yet it somehow feels like the room is crowded with people who know exactly what they're about to do.

"This is weird," James says and it's a completely unnecessary comment because of course it's weird and of course Lily already knows that.

"Yeah," Lily agrees and it's yet another completely unnecessary comment but what else can she say? She avoids James' gaze. "So you sure about this?"

"Yeah. You?"

"Yeah."

"Good. Now c'mere."

Lily's never heard her voice sound so husky before, but somehow they way James uses it and the way he says "c'mere" of all things, makes her all warm and light-headed, and she doesn't even want to think about how weird that is. So she takes tentative steps towards James because she's nervous and eager and nervous about coming across as eager until they are so close to one another that she has to look down in order to see him clearly. (She never realized that she was so much shorter than James, how she looked so small from his perspective – she distinctly remembers being taller).

James steers her towards the direction of the desk up front, sitting her down on its tabletop, and suddenly Lily remembers to be more nervous than eager and before she can stop it, she is speaking without giving any thought to what she is saying.

"I've never done anything like this before –"

"Honestly, Lily," he cuts her off, rolling Lily's eyes, "I don't think anybody has ever done anything like this before."

"Yeah, but I still…" she trails off because she can feel James' touch and suddenly gets distracted, mouth going dry.

James grins wickedly at her – something that feels more at home on his own features than hers but still gives her heart palpitations regardless – because he's noticed. "Alright, because this is a first for the both of us," – she doesn't miss the fact that he seems a bit reluctant to admit that – "let's turn this into a game, shall we?" He leans into her a little closer. "You're James Potter: fit, clever, funny, best quidditch player of the century –"

"Alright, you're already going to be giving yourself a hand job, no need to suck your own dick in the meantime," she says, rolling her eyes.

And he ignores her, of course. "And I'm Lily Evans: the most beautiful girl you, James Potter, has ever seen, brilliant at everything she does, and far too cheeky for her own good."

Lily blushes and James' body seems to move on its own accord because their fingers are suddenly intertwined and she's finds herself to be more than okay with that. James leans forward even closer, their faces separated by only a mere few centimeters.

"Now, James Potter and Lily Evans have been dancing around each other for ages, because they fancy the pants off each other, but they're also friends. And they don't want to muck it up. But then one day, after transfiguration, they simply cannot take it anymore and end up in this empty classroom to sort out all their feelings. Sound good to you?"

Lily nods because she finds herself both unable to breathe and to think and yet also wildly aroused by what he's just said.

"Good," James says, and that's when he kisses her.

It's not ideally what she envisioned their first kiss to be like because he's in her body and she's in his, but, despite the circumstances, it's charged with an intensity built purely on months of anticipation for this very moment. Every second feels like a release, feels like a "finally," and she grips clothing and hair and pulls him closer because after pining and wishing for so long, this feels so good and she wants more.

Fingers soon begin to ghost their way down to her waistband, and James' hips jerk forward without her permission, causing her to suddenly break the kiss in surprise.

James lets out a breathy laugh. "It's alright." A kiss is placed gently on James' jaw. "You ready for this?"

Lily nods.

And then he does it: James reaches inside the trousers he let her borrow earlier to sleep in and he's touching her. Lily sucks in a quivering breath at the contact, her eyes nearly rolling back, and she has to take a moment to remind herself that that is her hand and this is not her penis. But before they can move on any further, James suddenly pulls away and leaves her feeling cold and hollow.

"Wh-what are you doing?"

"Sorry I just forgot to…" he trails off because he is suddenly licking her hand and then returning it to where it had been previously as if nothing had happened, as if he hadn't just licked her hand.

Lily stares at him with just a hint of disgust. "Did you really have to do that?"

He shrugs. "Well, I've got to lubricate your hand first."

"Yeah, but did you really have to like that?"

"Lily, it's your saliva!"

"Alright! Never mind! Just – just go ahead."

And so he does. James starts out slow, fingers and palm moving in a practiced fashion – if she could speak anything other than complete nonsense right now, she'd make a joke about him being a total wanker – but then he begins to massage and caress her, begins to move faster, begins to get her off in earnest. And she'sgone.

Just then, everything is intensifying and his name tumbles out of James' lips without her meaning it to and she grips her thin nightshirt that he's wearing just to have something to hold onto because she feels like she's falling apart. James keeps going and it's all so much and she gasps and swears and moans and –

And then, with an almighty explosion, it's over. Almost funny how something that had been plaguing her seemingly for ages could be taken care of in just mere minutes.

Lily collapses into James and she feels, well, she feels relief, first off – relief and just…amazing. And, not to mention, very, very sticky. Which is something she's definitely not used to. Luckily, James finds his wand and takes care of that for her so all that's left is heavy breathing and lingering pleasure that pulsates throughout her entire being.

"Thank you," she finally breathes as he envelopes her into an embrace that she gladly sinks into because she feels everything for this boy who is in her skin, safeguarding a heart that already belongs to him.

James laughs. "I just hope the next time we do something like this, we're in our own bodies."

Lily grins, planting kisses on James – first anywhere and then everywhere. "You can say that again."

Their lips find each other again, but then she has an idea and she pulls back, wearing an evil grin that she can't bring herself to suppress.

"But maybe not quite yet," she says, hands sliding down James and landing along the waistband of histrousers. His expression brightens considerably and she laughs. "Your turn?"

A/N: Please let me know what you think in a review! :)