A/N: This story starts near the end of fourth year in the Marauders era. This means the mudblood incident and the whomping willow incident haven't happened yet.

Also this story is AU! Many things will be different. For example, I made Malfoy younger than canon so that he'd be in school around the same time.


Severus Snape watched in disappointment as his best friend since they were nine swept by him without so much as a glance, surrounded by a gaggle of Gryffindor girls on their way to Herbology. As they turned a corner, he thought he saw the bright red head turn slightly, thought he saw a flash of regret in those luminous green eyes. Then she was gone and his heart with her.

He sighed, trying to squash the hurt that rose inside him at her rejection. He had known it was coming. She'd been slowly drifting away from him for years now. Golden Gryffindors and slimy Slytherins don't mix after all. Even during the summers it was becoming awkward. House rivalries seeping in too deep, infecting the time when it was supposed to be just them. Not a Gryffindor and a Slytherin, just Lily and Severus.

"Hey Snape, come on! We're going to be late!"

He looked up to see Mulcibier and Avery waiting impatiently at the end of the hall as the last few students made their way to class. Shoving down his troublesome emotions, he started towards them. At least he had some friends, even if he had lost Lily.


Remus Lupin stood in the shadow of the Defence classroom and watched the scene unfold. He knew that Lily's dorm-mates, along with every other Gryffindor, had been piling on the pressure for her to cut all ties with Snape. No-one believed that anything good could come from associating with a Slytherin and never lost an opportunity to tell her so. Everyone knew they were on the fast track to joining that new Death Eater group that despised muggleborns. They couldn't wait to become You-Know-Who's servants and fully fledged Dark Wizards. And Snape had never hidden his fascination with that particular branch of magic.

Until two seconds ago, Remus would have agreed with all of that. He also assumed that Snape was no good and would undoubtedly come to a sticky end. His own hypocrisy sickened him. Who was he of all people to judge anyone?

He'd seen it, the flash of pain and raw hurt that flickered in Snape's eyes before he could conceal it. That too-familiar expression that he himself used to wear whenever another 'friend' discovered his secret and spat on him for something he had no control over. That one expression was all it took to remind him that Severus Snape was human.

Unlike him.

And with far less reason to be so reviled. His life was made miserable simply for being in the 'wrong' House. While he, a bona fida monster was welcomed in every circle.

He was startled out of his epiphany by Mulcibier's impatient call. He saw Snape's face assume its usual sneering mask as he headed towards them and Remus felt a sudden fierce flicker of unease. He put it down to the Wolf's intuition later since it was so close to the full moon, but at that moment all he knew was that it would be bad, very bad, if Snape left with them.

Before he could analyse the situation to death as was his habit, he found himself in the hall holding Snape's arm and faced with a wand pointed right between his eyes.


"Get off me, Lupin!" he spat, jerking his arm from Remus' grasp. As he made to retreat, Remus closed his eyes for a second offering a brief plea to whoever might be listening and jumped in with both feet.

"Severus!" he called.

Ahead of him Snape stopped dead and slowly turned to stare at him in something like shock. It took Remus a minute to realize that he wasn't used to anyone calling him anything other than his last name or the ignoble moniker of 'Snivellus'. He felt a scalding burst of shame but instead of slinking away as he normally did, he stiffened his spine and looked his classmate in the eye.

Or tried to, but it was difficult as they were flicking everywhere, checking for any hidden alcoves or suspicious shadows in the empty hallway. He had lowered his wand, seeming deceptively relaxed but Remus caught a glimpse of the whitened knuckles.

"They aren't here, Severus" he said gently, knowing Snape was seeking his friends, the rest of the Marauders. "They went ahead to Herbology, I stayed back to ask Professor Lackburn a question about Vampires."

"Fascinating Lupin," Snape drawled looking bored. "And this would interest me how?" Remus cringed a little at his acidic tone.

"I need to talk to you." He gave the impatient Slytherins behind them a meaningful look. "Alone."

Snape snorted. "Well, I have absolutely no desire to speak to you, Lupin so if you don't mind..." He stepped back, and Mulcibier snapped, "Come on Snape, Lucius isn't going to wait forever. Hurry up!"

"I'm coming," he growled in reply. But Remus' gut had turned to ice at the mention of Lucius Malfoy. Maybe he didn't want to judge people, but there were some dark rumours about the Malfoys, not least the fact that they were allies of Sirius' family (these kind of people weren't the sort to have friends) and Remus had the inside story on the Blacks from him. They were a Dark family and ardent supporters of You-Know-Who. Remus had no idea how Sirius had managed to be the person he was with such a family. And James' father was an Auror and he had mentioned the Malfoys a few times, always disgusted at the mysteriously vanishing evidence...or witnesses...that saved them from a conviction.

"It's really, really important!" he called to Snape's back.

He wasn't sure why he suddenly cared so much. Maybe because of 'that' look. He'd worn it himself often enough. If it wasn't for James, Sirius and Peter and their unequivocal, if mindboggling acceptance, it was entirely possible that he would be poised on the same dark path that Snape was heading for. And if he, a Dark Creature could be saved, didn't he owe it to Snape to extend the same chance that had been given to him?

"Severus, please! Just two minutes!"

To his utmost delight Snape stopped and looked back, wariness battling with curiosity in his eyes. Remus immediately adopted his patented kicked puppy expression that James assured him someone would have to be dead to resist. Snape, for all that he might look like a Vampire, still had a pulse and as such was no exception. "Alright then, two minutes," he sighed, rolling his eyes.

"Snape, you can't keep Malfoy waiting!" Mucibier said angrily. "Do you really want to blow—" Avery's elbow to the ribs cut him off and he glared at his friend.

"Relax, Mulcibier," Snape snapped, sounding a little irritated now. "I'll just be two minutes."

"We won't wait for you Snape," Avery growled threateningly.

"I never asked you to!" he responded angrily. "It's not a big deal; I'll be along in a minute."

"Whatever," Avery muttered raking a sneer over Remus before grabbing a protesting Mulcibier and dragging him away.


Snape watched them go, his eyes glittering dangerously. He hated being told what to do. He got enough of being ordered around at home. He didn't need it from his friends as well.

Angrily, he turned on Lupin. "Well? What the hell is so important that it just couldn't wait?" he demanded.

Lupin cast a nervous look around, as if he expected Avery and Mulcibier to come back at any moment.

"Not here," he muttered distractedly, grabbing Snape's arm again and dragging him off in the opposite direction.

Snape tried to control his shock. This was the second time Lupin had touched him in as many minutes. Something was going on. Nobody voluntarily touched him. Except Lily.

And his father. He flinched instinctively at the thought but thankfully Lupin didn't seem to notice. He brought them to a stop at a door beside the statue of Boris the Bewildered, muttered a password under his breath and pulled Snape into the most ostentatious bathroom he'd ever seen.


Remus watched Snape's night black eyes widen at the majestic sight of the Prefect's bathroom. His own reaction when his friends had managed to wrangle the password out of Sirius' girl du jour had been somewhat similar. He'd been transfixed at the giant tub that resembled a pool more than anything else, unable to resist the mysterious allure of the various strange taps that lined its sides and fascinated yet highly embarrassed at the mermaid mosaic on the wall that flicked her hair and batted her eyelashes suggestively at them. He half hoped to have a legitimate claim to this bathroom someday; though that was an ambition he'd never shared. But unlike him, Snape didn't allow himself to be distracted by these wonders for more than a minute before settling himself on one of the many sinks, crossing his arms and arching an expectant black brow.

"Right," Remus began unsteadily, "thanks for coming. It's just...that is I...well...I..." He trailed off with the unhappy realization that he had no idea what to say.

Please don't join the Death Eaters would NOT go down well.

I want to be your friend would just be met with derision.

I understand what it's like to be hated...then he'd have to explain why he understood. Not an option.

And if he kept dawdling like he was, he was liable to get hexed for time wasting. However Snape surprised him. "We're missing Herbology, you know," he said drily. "I would have thought the mere notion of skipping would bring you out in hives, Lupin." Remus stared at him for a moment. Did Snape just make a joke? There was an insult in there, it wouldn't be Snape if there wasn't, but it was so toned down from his normal vitriol that it could almost be ignored. And he hadn't even hexed him yet! Remus began to get slightly more confident. He had no idea of course, that Snape was as off-balance as he was. He just hid it better.

"I didn't think you were going to Herbology," Remus said casually. "A sixth year like Malfoy would hardly be hanging around in a fourth year class, would he?"

Snape stiffened slightly. "I'm in a hurry Lupin," he spat. "You said two minutes. You've about thirty seconds left. What do you want?"

"I want to apologise."

Snape's eyes widened.

"And I want to be friends."

It took all of his Slytherin self-possession to keep himself from gaping at the blond boy before him. "You what?"

Remus sighed. "Listen Severus, you might not believe me but we actually have a lot in common."

"You're right, I don't believe you."

"Well, we don't know each other very well," Remus said doggedly, "but we're both studious, we both would pretty much live in the library if we could get away with it..."

"I like the dark arts," Snape stated baldly. He lifted his chin defiantly and waited for the inevitable cries of horror.

Remus simply replied, "They're very compelling. I've studied some of the theory myself."

Snape stared at Lupin waiting for the punch-line. When it didn't come, he cocked his head to the side, intrigued. "You're telling me that you, Remus Lupin, one quarter of the Marauders, golden Gryffindor, actually study the dark arts? Do you really expect me to believe that?"

Lupin gazed back at him calmly. "Yes." He watched Severus blink in surprise. "I have no intention to actually use it," he continued, "but in my opinion to put up an effective defence, you must have some idea of what you are defending against." He realized that Severus had intended to run him off with such a blunt statement; some would see it as a confession of guilt. But he had to fight a smile. He was better acquainted with the darkness than most, he was a Werewolf after all, and would not be scared off by his classmate's rather unconventional hobby. "I always thought knowledge was power myself," he said absently, "and if you want to have any chance of standing up to a Dark Wizard, you should know what he's going to hit you with."

Severus' lips twitched upwards into a quick smile. "You sound like a Ravenclaw there. Are you sure you were Sorted into the right House?"

Remus grinned, encouraged by that fleeting smile. "Well I'm talking to you in an abandoned bathroom with no witnesses; I think that's proof enough of my Gryffindor courage don't you?" For a moment he wondered if he'd gone too far, broken this strange, tentative truce but then Snape grinned back. A true, real smile, the first one Remus had ever seen from him. It transformed his face from a brooding potential Death Eater to just another fourteen year old, a boy in his year, a possible friend.

"You're more interesting than I gave you credit for Lupin," Severus said almost lightly.

"Remus," he commanded. "All my friends call me Remus."

The smile vanished from Severus' face like it had never been, leaving a blank, neutral mask. Remus mourned its loss and resolved to see it again as soon as possible.

"Lupin," Snape stressed. "You seriously expect me to believe that you want to be friends...with me? I'm Snivellus the slimy Slytherin, remember?" he sneered. "Did you just suddenly wake up this morning and decide...what?" He hopped off the sink and stalked menacingly towards him. "You and your real friends torment me constantly. You can't seriously expect me to just trust you? This is probably some bizarre form of prank designed to humiliate me!" His lips twisted into an ugly sneer and his black eyes snapped with anger.

Remus fought the urge to grab his wand. Severus hadn't made a move to hex him yet. Not that it would matter, years of fighting four-to-one odds had honed the Slytherin's reflexes to give him remarkable speed. Well, usually three-to-one, not that that was much better. "I am sorry for what my friends and I have done," he admitted softly, "and I am sorrier still that I did nothing to stop it. But better late than never right?" He could see the apology had taken him off guard. The sneer faded slightly. Taking advantage of Severus' momentary silence, Remus pressed on.

"This isn't a prank. And I don't expect you to trust me, I don't deserve it." He watched Severus' reaction carefully. All these admissions were throwing him off-balance. Certainly nothing about this conversation had gone the way he'd expected it. "I will earn your trust, Severus, if you'll let me." Remus watched him hopefully. "Let me be your friend."


"And the marauders?" Severus looked at him searchingly, searching for any hint of deception.

"I'll take care of it," Lupin promised. "They'll understand." I hope...

"They'll say I imperio'ed you," he muttered darkly. "I'm not entirely sure you haven't been."

Remus laughed at that. "I'll handle it."

"Don't bother." Severus threw him a cautious glance. "There's no point arguing over something that hasn't happened yet."

Remus scented victory. "But you agree to try?"

Severus looked at him oddly as if he was a puzzle he just couldn't figure out. "You may try if you wish," he said offhandedly as he walked towards the door. "I'll be in the library after dinner." Remus watched the door swing shut behind him and couldn't restrain a triumphant smile.

He'd said 'hasn't happened yet.'