TITLE: Snape's Real Worst Memory

AUTHOR: The Cleric 007

PAIRING: SS/LM and SS/RL

RATING: Hard R

FEEDBACK: thecleric007@hotmail.com

DISCLAIMER: Of course I don't own any of the characters in this fiction or make money from it, but if Goddess JK Rowling ever wanted to throw away Severus or Lupin, I would gladly take them in. She can keep Lucius.

SUMMARY: What happened immediately after "Snape's Worst Memory" (aka what Harry would have seen if Snape hadn't caught him).

NOTES: Response to scenario #4: Snape gets caught with his pants down (note, since it is set during the MWPP era, Snape does wear pants, under the robes of course). My first slash attempt, so plea=se tell me whether it is any good or not.

SPOILERS: OotP, sort of, not really, but if you read that first, this'll all make more sense.

ARCHIVING: The Severus Snape Fuh-Q Fest and FanFiction.Net (anyone who would like to archive is welcome to do it, as long as they ask first)

DEDICATION: Special thanks to my Beta, SlySnake, whose many liberties made this story what it is.

A young Severus Snape ran through the hallways, his face flushed with embarrassment, his fists clenched in rage.

How dare they, he thought angrily, as Hogwarts flashed by him. All of them. Those idiot Gryffindors, Potter and Black. And that pathetic excuse for a prefect, Lupin. Worst of all was the mudblood, Lily Evans. Severus sneered at the thought that he would ever need help from a filthy Muggle- born like her.

He ended up in the dungeons, a cold place where Severus had always felt the most comfortable in. He often came here to be alone. He found that when classes were not being held, few people traveled these corridors. He leaned against the stone walls, breathing heavily and relived his torment over and over again.

Despite his many years of self-discipline, Severus found himself unable to get his emotions under control, though he couldn't understand why. Potter and Black had been tormenting him for years, so this was nothing new. This time hadn't even been that bad, comparatively; all they had done was remind him how wretched his life at Hogwarts was. He was unpopular with almost everyone-hated by many-even those in his own house merely tolerated him.

All except one. Lucius Malfoy. And he, Severus thought wryly, only wants me for sex.

The two Slytherins had been in a "relationship" for a couple months, ever since Lucius had discovered Severus' sexual orientation. The Malfoy heir had then taken it upon himself to be the instructor in the other students "awakening".

Basically, he wants me to be the best shag that I can be, Severus thought, and admitted to himself that he didn't overly mind. Lucius was an experienced and rather excellent teacher. Severus, an eager and quick- learning student. Though others may inhabit his dreams, dreams he tried to block from his memory with little success, Severus was content to be Lucius Malfoy's lover. At least then he felt appreciated, if nothing more.

Suddenly footsteps echoed through the dungeons. Speak of the devil, Severus thought, as Lucius came into view.

"I knew I would find you here Snape," Lucius said. "I heard about what that Gryffindor scum did to you. Don't worry, they'll pay for messing with a Slytherin."

Severus noticed immediately the lack of affection on Lucius' part; getting vengeance only because he was a Slytherin, not because of his status in Lucius' life. Lucius was always doing things like that, little things that happened to make Severus feel insignificant. For instance, Lucius still insisted in using their house's custom of calling people by their surname, even though Severus had specifically asked him to use his given name. Little things like that never got past Severus, and they always hurt. Not that he really cared much for Lucius, but he at least showed consideration for his lover's feelings. How odd it is, Severus thought, that two people can be lovers without love being involved.

"Hey, Snape, what's wrong with you?"

Severus was startled from his reverie by Lucius' honeyed voice, and realized that Lucius had been waiting for some sort of response.

"Nothing. Vengeance sounds fine Lu - Malfoy."

Lucius' silver eyes bore into Severus like twin bullets, and as always, Severus could feel himself being graded. It was not the most comforting feeling, having Lucius' eyes travel up and down his body; but finally, after some conclusion had been made, they returned to Severus' face.

"Ah, I see. It really rattled you, didn't it Snape? Well, I suppose that is understandable. Potter and Black don't go after anyone nearly as much as they do you, Snivellus." Lucius smirked at the nickname Severus had been so lovingly given by his tormentors, seeming to find perverse pleasure in making Severus flinch.

"But, don't let them get to you. You're a pureblood from a powerful family and a Slytherin. You are superior in every way over that Gryffindor trash."

Severus just shook his head, and turned to leave. He didn't want to be around Lucius for another all-mighty Slytherin speech.

"Don't run off in a huff, Snape. Fine, I can see this isn't helping, but I do know what will. You just need to relax, and I know exactly how to make you."

Before Severus could make heads or tails of what Lucius was saying, he found himself backed roughly against the wall, Lucius kneeling in front of him as his pants were unfastened.

Severus shuddered as his cock, suddenly hard, was released into Lucius' skilled hands. He moaned, arching his back towards his lover as the perfectly manicured fingertips traced the head of his cock, then traveled slowly down the shaft, and gently squeezed his balls. Severus only barely stifled his cry of ecstasy when Lucius' hand was replaced by the wet heat of his mouth. All at once, the sensitive flesh was ravaged by tongue, teeth and throat.

Time lost all meaning to Severus. It disappeared as waves of pleasure coursed through his body, bringing him closer and closer to his climax. When he finally came, Lucius' mouth released his cock as he moved away, keeping himself spotless. He always did that, never allowing Severus to soil him.

"There now, isn't that better?" Lucius asked. Before the breathless Severus could reply, he left, walking off through the dungeon halls. Severus watched him, the heat in him suddenly cooling at this abrupt abandonment.

He had just started to make himself presentable again or, at least as presentable as he could under the circumstances, when he heard a small sound. Severus looked up, and found himself staring into the wide, golden eyes of Remus Lupin.

Lupin, the friend of his tormentors. Lupin, a low-born Gryffindor prefect. Lupin, the object of his deepest fantasies.

Severus froze, horrified to be found in this situation by Lupin of all people. To even think that this beautiful, fragile-looking boy had witnessed he and Lucius together was like something out of a nightmare.

Time reappeared to Severus, and slowed to a standstill. For an eternity he stood, locked in the golden gaze. He felt his face flush with embarrassment once more, and could see this echoed on Lupin's own cheeks.

Finally Severus was able to break off the stare, and hurriedly, fastened his pants and stood up. Trembling slightly, he once again struggled to gain control of his emotions.

"What are you doing here, Lupin?" he asked, making his voice as cold as possible; though he had to admit, he was only a few degrees below lukewarm. However, given the circumstances, it was the best he could do.

Lupin seemed frozen for a moment. His eyes blinked, and Severus' question finally seemed to register.

"Um, I came to apologize.for what happened earlier."

Severus scowled. He'd almost forgotten what had happened; the events of his torment erased by the moments that had followed. "So, Black and Potter don't even have the guts to apologize themselves? Typically Gryffindor of them."

"No, I'm not here to apologize for them, I'm here to apologize for me. For not doing anything when I know I should have. I could have stopped them if I wanted to."

"As I told that mudblood Evans, I don't need help."

"But I'm a prefect, I'm supposed to keep the order, not ignore the rule- breaking of my friends."

"Ah, but that's what's expected of you, Lupin. You always look the other way, when the Marauders are involved."

"You think I don't know that?" Lupin said loudly, surprising Severus who had never seen the Gryffindor even remotely lose his temper. "You think I don't realize how much they get away with? How much I let them get away with?"

"Oh, I think you notice," Severus replied, taking a step towards Lupin. "I think you see what they do, and actively choose to let them do it. You let them attack me, and then bury your nose in a book so you don't see what they're doing."

"Damn it, Severus, that's what I'm trying to apologize for! Now do you accept my apology or not?"

Severus was silent, taking in the sight before him. Lupin was angry, and seeing that was frankly very arousing. He decided to see how far he could push Lupin, to see how much of a rise he could get out of the usually calm, quiet boy.

"No.", he said coolly.

Lupin was visibly stunned. "Why not? What possible reason could you have?"

Severus took another step towards Lupin, so they were standing about a foot away from each other. "I don't need a reason."

Lupin made a sound of disgust. "I don't know why I bothered. I knew this was a stupid idea. I'll leave you alone to fuck Lucius now, Snivellus!"

He turned to leave, but before he could Severus grabbed him, and smashed him into the wall.

"Don't call me that!" Severus yelled at Lupin, whose anger had quickly fled and been replaced by fear. "That is why I don't accept your apology, because I know it won't change anything! You'll just let them torment me again and again, and then think that if you just say you're sorry afterwards, it will fix everything! But it won't!"

Severus stared into Lupin's eyes, eyes filled with fear, and underneath that fear, sadness. His lips began to move, forming yet another apology. But before they could, Severus leaned in and covered them with his own.

The kiss' intensity surprised Severus in many ways. He was surprised by his audacity, by the fact that he had finally done what he had wanted to do for so many years. And he was surprised by Lupin's own reaction, not of disgust, but of passion.

It was a long kiss, but seemed all too brief for Severus. When it ended, his arms dropped from Lupin's shoulders, and he took a step back. Now he found himself unable to look into those stunning golden eyes. He took another step away from Lupin, then turned and walked away.