A/N: I do not own Harry Potter, any of its characters, etc. They are all the property of J.K. Rowling. For no profit of any kind, I am simply borrowing her characters for a short while. Only the Original Character of Megan Malfoy is my own, though her last name is borrowed from J.K. Rowling.

"Miss Malfoy? Could you kindly grace us with your attention?" Snape snarled at the stormy-eyed Slytherin.

"I . . . I . . . I am sorry, Professor. It won't happen again." She stuttered and tried to open her eyes a little wider.

"You shall see that it doesn't." He muttered and turned on his heels in a flurry of black robes.

Megan blinked and tried to open her eyes again. She was exhausted and could barely stay awake. She had been having trouble sleeping for weeks and nothing seemed to help. Madam Pomfrey was too busy with Quidditch injuries to worry about her sleeping problems.

"My dear, try a simple sleeping draught or a sleeping spell. I hear you are one of Professor Snape's best students, so it should be simple for you." Pomfrey explained and waved her off with one arm, while holding a student with a broken leg in the other.

She grunted in reply and trudged back to the Slytherin Girl's Dormitory, flinging herself onto the bed. She tossed and turned, finally sitting up to do her homework and read ahead of each class. By the end of the first week she had almost finished all her books and was cleaning out the library every evening.

One evening, after observing Megan walk out of the library with a stack of books each night for a week, Professor McGonagall became a little worried.

"Miss Malfoy?" She said, beckoning her with a finger.

Megan stumbled towards McGonagall and nearly tripped over her own two feet.

"Y . . . Y . . . Yes Professor McGonagall?" She blinked widely and tried to concentrate on what she was saying.

"My goodness child, that's quite a bit of reading material you've been going through. Don't you think maybe you're overdoing it a little?"

She laced her hands in front of her and stared over her glasses knowingly at the dreary Malfoy.

"Just a little light reading . . ." Megan yawned wide and sniffled.

"You call this light reading! I would hardly call going through five books a night light reading! My child you are going to overload your already-full brain! You are studying too hard! You're even doing circles around Hermione Granger, which is saying something!" She huffed in horror.

"I just can't sleep, Professor. This keeps me occupied." She shook her head as she felt herself nod off a bit.

"When's the last time you slept, my dear?" McGonagall raised her eyebrows in concern.

Megan shrugged.

"I can barely remember my name right now Professor, let alone the exact date. But I do know that it has been about two weeks since I used my pillow for resting my head on."

"What about seeing Madam Pomfrey . . ." McGonagall wondered aloud.

Megan cut her off and nearly fell forward trying to keep herself on her feet.

"I tried it, Pomfrey . . . sorry . . . Madam Pomfrey said it would be easy for me to brew a potion on my own since I was Professor Snape's best student. I tried. I tried every potion or spell I could do...barely worked...so much for being a good student . . ." She grunted and stumbled again.

"Surely you can do something? There must be something in those books..." She exclaimed in surprise.

"I already thought of that. I have been through every Potions and Spell book concerning sleep from A to Z and back again. Look, no offense Professor but I need to get back to my room. I will talk to you later, okay?"

She didn't wait for an answer. Megan stumbled down the corridor, nearly falling down the stairs. She got to the Slytherin Entrance eventually and managed to mutter to the smooth stone wall the password: pure-blood. She pulled herself to her the Girl's Dormitory and flopped down on her bed. The girls were packing for the long Christmas holiday coming after tomorrow's classes.

Normally, with her Potions Apprenticeship, she could have stayed in her room or worked in the lab in the Dungeons. However, tonight, just the thought of running into or coming within close proximity of Professor Snape was enough to give her the chills. As of late, these chills were not due to the coldness of the Dungeons but the presence of Snape. Something was going on Megan normally would have faced head-on but at the moment she could barely locate her brain, let alone use it. Tonight the Girls Dormitory felt safer.

Her father, Lucius, had sent her an owl saying she could stay and study if she chose to, but he and Draco were going to Italy to see some family. The Italian branch of the Malfoy family owned a villa just outside of Florence in quaint Monte San Savino. Megan declined to go in a return owl to her father. She had seen the small, beautiful Tuscan village many times. In her opinion, at least at Hogwarts she could have peace and quiet if she stayed. If she went with the family, she would probably continue her insomnia and end up killing Draco before Christmas Eve. Not to mention spending another Christmas without Mother . . .

Her father sent a note back along with a care package. Megan threw the large box next to her bed and planned to get to it later. It would give her something to do later on that week after everyone left the castle. However, Megan read the note which was curt, polite, and only slightly fatherly.

Megan,

I must admit I would rather have you away from that place and with me this Christmas. However, the decision is yours. I'm afraid now that you are 17 there is nothing I can do about your choices, whether I like them, or not. I shall not try to stop you or sway your mind. However, if you change your decision, you know how to get to the villa on your own. At least I have the comfort of knowing you will be working with Severus and he will be there to keep an eye on you. Enjoy your gifts and sweets the house elves packed for you. I will be sending Christmas gifts on behalf of myself and the family to Hogwarts, so expect more packages in the coming days. Happy Holidays to my only and dearest daughter.

Love your Father,

Lucius Malfoy

P.S. I do wish you would stay away from the half-breed Remus Lupin and try to limit your contact with that flea-bitten mongrel, Sirius Black

Gritting her teeth, Megan set the note in a silver tray on the stand by her bed. Pointing her wand at it, she muttered in anger:

"Incendio!"

The note crumpled and burst into flames. She watched it burn, smile spreading across her face to see her father's hateful spew about Sirius and Lupin being engulfed by the licking, orange flames. The other girls in the dormitory had stopped after hearing the spell cast, looking at Megan as she watched the fire dwindle down to smoldering ash.

"He is such an unrelenting bastard." Megan whispered.

"Was that bad news from home?" Anna Kenning asked, eyeing her carefully.

"If it is any of your business, it was unimportant news." Megan spat back, throwing her a dirty look.

"Was it from your lover, perhaps? Did Snape finally dump you?" Gina Martin inquired with raised eyebrows and a smirk.

"No, Snape wouldn't bother to write this late. He would just have summoned her." Anna giggled.

"Piss off." Megan snapped at Anna and dived into a book from her library pile.

Anna Kenning and Gina Martin exchanged knowing looks, snickered, and went back to packing their trunks.

The other girls continued to giggle and throw things into trunks. They cackled about what they wanted for Christmas and who they were going to see. Some got goo-goo eyed about time they were going to spend with crushes, boyfriends, cute family friends and the joys of being away from teachers like McGonagall.

"The only person I think I might miss is Snape." Britney OcMaken said as she stuffed some robes into her pink trunk, her voice mockingly loving.

"Yes. Also we cannot forget our darling Lupin." Alison Courtney mockingly swooned.

All the Slytherin Seventh Years glanced at Megan from the corners of their eyes while continuing to pack and talk. It seemed they were waiting for something.

"What about Lupin?" Megan asked, suddenly hearing his name mentioned.

Everybody stopped and looked at each other. Then they snickered at her and returned to their work.

"From what I hear you won't be missing Lupin at all this Christmas." Anna said.

"No! She can curl up with him in front of the Hogwarts fireplace and snog heartily while we're all gone. That is, of course, unless Snape has a problem sharing?" Meredith Hallent inquired.

"Snog with Professor Lupin? How disgusting that would be!" Anna shouted in shock and disgust. "With tastes like that for half-breeds, it is a wonder how you ever became a Slytherin. Except for your family lineage, there isn't a Slytherin quality to you! Well, except your love for Snape. Shagging the Head of Slytherin House will DEFINITELY get you in, if, for anything, easy access!"

Anna made kissing noises and cackled. The other girls joined in the mocking and laughing, some doubled over in tears they were laughing so hard.

Megan grunted, shoved her nose back in her book, and tried to drone out the noise of the cackling hens she was surrounded with. Also, she had to fight the urge to hex Anna right out of her slippers. Megan just tried to breathe and think about how in a mere few hours . . .

'I'll be all alone for three whole weeks.'

When she had gone to sign up for the "Stay at Hogwarts List," she was only student staying and three teachers. Even Filch was leaving to see his family. The only faculty staying was: Dumbledore, Remus Lupin and Severus Snape. Everyone else was off to parts unknown and she was free. Or so she hoped . . .

She was jolted out of her daydream by a pillow being launched into her lap, over the edge of her book. Megan scowled and threw down the book. Muttering angrily, she grabbed her cloak and headed towards the door.

"Hey, where's the Potions Masters Pet going?" Anna asked her.

"To Azkaban, if I don't get away from you idiots." She snapped at them and pulled on her cloak.

They glared at her, wide-eyed

"How would you end up in Azkaban, goody-two shoes?" Anna asked pretending to be rattled.

"If I don't get away from you noisy morons, I may kill you. That's why."

She snarled her worst Malfoy snarl and turned on her heels out the door. Behind her she heard gasps and squeaks of mock fear, followed by howling laughter.

Apparently they thought it was fun to pick on her . . . twits. Her family was twisted, but she wasn't like them. Her father had tried to get her to join the 'Dark Lord' in his crusade. But after the war there was no reason to recruit her any more and the matter was dropped. Her father had claimed Imperius and his punishment was forgotten. However, before the war it hadn't been easy.

The house was constantly filled with her father's friends. There were parties she couldn't avoid, even in the gargantuan Malfoy Manor. Snape had been to dinner on many an occasion and at every party. Megan was as polite as possible to everyone, even if she knew they were all black-hearted bastards. Snape, on the other hand, once she got past the sarcasm, was quite the conversationalist. However, it took an unexpected meeting to get to that point.

******

One evening, Megan was avoiding one of her father's parties by hiding out in her basement lab, brewing a potion. She was so consumed with her work that she had no idea Snape, who had wondered away from the party, was standing there watching her work for at least twenty minutes. He had been walking the basement rooms just enjoying the silence when he smelled familiar ingredients and followed his nose straight to the open door of her lab. He always knew that Megan had a gift for potions making and excellent grades but the potion she was brewing was complex, something even a Seventh Year couldn't do. Furthermore, from the array of ingredients she was using, it wasn't anything he had taught her. Nor was it something Megan could have read in a potions book. His interest was piqued. He walked up behind Megan and looked over her shoulder. She was so zoned in on her work she never noticed his close presence.

"May I ask what you are brewing?" Snape asked coldly.

Megan jumped and spun around. He was within inches of her. The heat of the room making the sandalwood and natural musk of him waft off his clothes toward her. The glow of the dim lights and brewing caldron were giving his face an eerie glow.

"OH! Merlin, you scared the living day lights out of me!" She clutched her chest, heart pounding. She took a few steps back, bumping into the lab counter.

"It's so dark down here I doubt there are any 'day lights,' as you put it, to scare out of you." He responded tartly, glaring at her. "Does your father know you brew unapproved potions in his basement? I doubt he'd like it if you blew up his house."

"It's a healing potion, for your information, with non-explosive components." She spat at him.

"You are brewing a healing potion? It is not one I recognize. What is in it? What is it for?" He looked over at the bubbling blue liquid in the caldron.

"It is for a muggle friend who has a painful, full-bodied disability. It helps her function day to day and she's running low. I created it myself. It lasts 24 hours and works with the central nervous system of the body. Not as if that is any of your business." Megan snorted at him.

"You will lose the attitude and address me properly, Miss Malfoy, or I shall deduct points." Snape glared at her fiercely.

"Sorry for my impertinence, Professor Snape." Megan mustered up her most polite student attitude.

"That is better. Now what's in this potion, Miss Malfoy?" He reached out his hand for her notes.

Megan handed her notes over and watched him pace in her lab while he read them, critiquing her work. By the time he was finished reading, he gazed up at her trying to hide his amusement, astonishment, and pride as a teacher with his best cold, calculated stare.

"I had no idea your talents went so deep or were as good, Miss Malfoy. I would like a copy of these notes for my own studies."

She began to protest but before she could utter a word, he took out his wand and made a copy with a swish. A duplicate set of papers emerged on the counter top, which he scooped up.

"Moreover," he said glancing at the notes again, "we need to talk. Explain to me what inspired you to take it upon yourself to brew AND administer potions without Ministry approval or a license?" His voice was threatening, harsh, like he was about to dole out punishment.

Before she could stop herself and to save herself from trouble, Megan professed her love of potions. She explained her private studying, experimenting, and hopes of one day becoming a Potions teacher. He nodded and listened.

"I hope you continue your work. Maybe one day your work could be . . . beneficial." With those words he swept from the room.

They never spoke of that evening or her secret brewing ever again. Furthermore, from that evening on they talked about the field of Potions, new ideas, articles on new uses for old potions, different ingredients, etc. The only problem was her father seemed to see this new interaction between the two as an opportunity to play matchmaker. Her father always seated them right next to each other. Merlin, how she hated that! Her father always meddling in her affairs, her future, and yet keeping a distance that kept her from having the father she really needed.

********

"If only he took such care to sit next to his own child . . ." Megan muttered to herself.

Megan wandered through the castle and ran into Mrs. Norris. She smiled and petted the cat, giving her some catnip, which she always carried for such occasions. She arrived at the Astronomy Tower and leaned on the windowsill. She took a deep breath and looked out at the half moon and bright stars that spotted the dark night sky. The breeze blew through her long blonde hair and caressed her face. She closed her eyes and relaxed a moment. Not knowing that someone was also finding solace there, blending into the shadows after he heard her enter.

"Finally, I can have some peace!" Megan sighed.

"It's a beautiful night, isn't it?" A dark voice sliced through her subconscious.

Megan was so surprised by the voice that had snuck up on her; she fell forward and almost went out the window. A firm arm grabbed her around the waist and pulled her back from falling. She felt herself come back against a warm body and, for a moment, a warm breath blew over her neck. The figure whipped her around and glared at her, still holding her around the waist.

Megan knew that voice well and feared to open her eyes. She suddenly caught the familiar scent of sandalwood and musk. As she struggled to pull away, Megan felt the strong arm around her waist tighten. The right hand that had gripped the unknown person when she was first swung around could feel dense, scratchy cloth and the faint beat of a heart. They were barely an inch apart, his breath warming her face. Hoping against hope, Megan willed herself to open her eyes in the faint darkness.

'No! Please let it not be him. Please, not him . . .' Megan pleaded to herself silently.

"Well, Miss Malfoy, what could possibly give you the right to be out roaming the castle at this hour?" The cold voice asked, sounding quite annoyed.

Megan opened her eyes and affirmed her fear.

There stood Professor Snape in his black robes glaring down his nose at her. She didn't move away though she thought about running for a second. Reading her mind and body language he tightened his grip so that Megan was pulled against his chest, his arm staying firmly around her middle. It kept her from running and also kept them so close to one another in the dark tower that Megan held her breath. She cleared her throat and stared into the dark obsidian eyes that bore through her.

"I . . . I . . . I don't know." She managed to push out, her nose practically at his chin. Megan quaked, scared and unaware what to do.

"That is not an expectable explanation, Miss Malfoy. Not even a decent try at all." He drawled out, the warm breath accompanying those words actually chilling her to the bone.