A/N: I couldn't remember the actual incantation for turning buttons into beetles, if there even is one, so you'll have to forgive me that... Also, I know that I'm not exactly following the JKR schedule for 3rd year, but I made a biweekly rotating schedule that gives an equal number of all the classes with different students, so I can keep some semblance of order in my head even if it's not in compliance with the books. Other than that... Thanks to everyone who read and reviewed, I will be trying to get these chapters up as soon as I can. I have a couple of fanfictions going right now and a limited amount of time, but I'm doing the best I can. Please R&R, it's much appreciated. Not a lot of Harry/Snape in this chapter, but there will probably be more in the next chapter.

"Professor McGonagall?" Harry asked tentatively, sticking his head around a door frame during his study period.

She looked up from her desk, her mouth pulled into a tight frown that Harry could only think meant his impending doom. He sighed. He had figured that after defeating Voldemort, the rest of his life would be fairly simple, but apparently he had been incorrect in that assumption. Not that it mattered, as McGonagall was clearly going to kill him right now and take him out of his misery.

She motioned for him to step into her office, and he slowly complied. With a flick of her wand, McGonagall sent the door closing behind her, and Harry swallowed as he heard the loud click behind him. McGonagall indicated the seat in front of her desk, and after a moment's hesitation Harry sat on the very edge of the chair, ready to jump up if the need were to arise.

Her face softened slightly as she saw him, "I'm hardly going to hurt you, Mr. Potter."

Harry frowned, visibly relaxing a little for her sake whilst on the inside he was still tightly wound. She sighed a little and sat back in her chair, her expression a puzzle to Harry. After a moment, she sat forward again, "The staff's been worried about you, Harry."

It was the last thing he expected to hear and his eyes widened with surprise at it. When he came to a full realization of what McGonagall had said, he gave her a look that clearly indicated he thought that she was growing a second head. She smiled a little at his face and continued.

"You haven't been concentrating well in your classes, and from what we've seen of your interactions, you seem to be pushing your friends away as well. I know that what you went through last year was exceptionally hard for you, you've been through more traumas than a child your age… more than any person… what I'm trying to say is that I'm sure Professor Snape meant well…"

Now Harry really did think she was growing a second head. She thought that he was having troubles facing the fact that he'd killed Voldemort? Even if he could understand that, he didn't see what Snape had to do with it, unless… No, the idea was too revolting. He looked at McGonagall's face, and realized that he was not mistaken in the thought… She had some sort of strange notion that Snape had been trying to counsel him! He groaned, running a hand wearily through his hair.

"Professor, please," he interrupted, "this has nothing to do with what happened between me and Voldemort last year." Despite the fact that the threat had been exterminated, McGonagall still flinched a little at the name. Harry didn't care, plunging onwards. "Really. I forgot a homework assignment. That's why Sn- er, Professor Snape made me stay after. I don't really know why I couldn't have just had a normal, after-school detention, you'd have to ask him, but it's not like I had a breakdown or whatever you seem to think." One look at McGonagall's face informed him that this was preciselywhat she thought had happened. He tried not to cringe at the idea of him having a breakdown in front of Snape. That would be so embarrassing. Irreparably so.

"Why did you miss a homework assignment?" she asked suspiciously.

Harry flushed. If he told her the truth, she was likely to still suspect him having trouble living with the Voldemort incident. That was absolutely ridiculous, he thought furiously, but he would be hard pressed to tell her that. He couldn't lie, though. There was some likelihood that she would talk to Snape herself, and as he had already told Snape the truth… "I fell asleep doing it," he conceded at last, "but it had nothing to do with Voldemort. It was just regular school stresses. I can't be the only kid in the school with minor insomnia at times. I'll be fine, really."

She frowned at him for a moment, but then, amazingly, she let it go, with a mutter of, "I'm sure Severus knows what he's doing…"

At the mention of his potions master, Harry's stomach gave an uncomfortable lurch. Snape had told him just to stop by McGonagall's office, and then to hasten back to the dungeons. What would Snape think about it taking Harry this long? He frowned a little and said, "Professor? I'm just supposed to ask you what time I need to be here tonight, and then I have someplace else I'm really supposed to be."

She nodded, "Yes, of course. Well, come to my office directly after dinner, Potter. I daresay we can cut your lesson time down with some one-on-one work, just get you caught up with your friends."

Harry nodded at her, "Thanks, Professor," he said, grabbing his bag and flying to the door before she could call him back for something.

He ran the entire distance to the dungeons and skidded to a halt in front of Snape's office door, trying to compose himself. Before he'd even reached his hand up to knock, however, the door opened and a less than pleased potions master looked out at him. "I believe I told you not to delay, Potter?"

"Yes, sir," Harry panted, still not completely recovered from his sprint, "Professor McGonagall wanted to talk to me, and I didn't think it would be a very good idea to blow her off twice in one day."

Harry didn't mention what McGonagall had wanted to talk about, and thankfully, Snape didn't ask. He seemed to have gotten Harry's hint, that saying he needed to be with Snape when McGonagall wanted to speak to him, after Harry had already cut out of her lesson to talk to Snape, was not a good idea. After giving Harry a searching look, Snape gave a curt nod and opened his door a bit wider to admit the boy. Harry took this as a good sign and stepped inside. So far he had managed two meetings with teachers without being worse for the wear, and Harry was beginning to think that he had a bit of luck on his side for once.

Snape gave him his less than perfect essay, raising his eyebrows slightly, "I will give you one chance to redeem yourself, Mr. Potter. You may redo this essay and turn it in for half credit."

Harry nodded, taking the paper in his hand and giving it a withering stare. With half credit, he'd still fail even if the paper was perfect, but he didn't dare to complain. A fifty would average into his grade better than a zero, he knew, and it was uncharacteristically kind for Snape to even consider that much of a reprieve.

He made to make sit by the fireplace, but Snape stopped him, "The other half will be made up in after-hours sessions with me."

Harry raised his brows in Snape's general direction. Detentions? If that's what it is, why doesn't he just call it that and put an end to the guesswork? Not that it matters, I suppose. I'll have to accept the detentions. If he's willing to give me full credit, then I need to take it, and he could give me detentions anyway.

Snape, however, was continuing his dialogue, "The after-hours sessions will be spent discussing various events. In the beginning we will be trying to get to the bottom of your current insomnia, although I daresay that we'll uncover other issues that need to be addressed."

Harry sputtered, "What, like counseling? With you? You've got to be joking!"

Snape gave a cold sneer, "I'm hardly one for such frivolities, Mr. Potter, as I'm sure you know."

Harry glared at him. For some unexplainable reason, Harry found that he was angry. Unexplainably so. He felt as though he was going to explode from the injustice of it all. First my friends are all over me, asking me if I need their help. Then the teachers are all giving me special treatment, and Snape's keeping me out of Transfiguration to talk about my sleeping habits, and McGonagall's letting him… And then McGonagall herself, suggesting that I'm experiencing difficulties because I had to kill Voldemort last year. As if I'd prefer him to still be alive, terrorizing me! Anger that he'd been bottling up all year began to swell inside of him, until he couldn't contain it any more.

"Look, I dunno what's up with you, or everyone else, for that matter, but I don't bloody need counseling. I'm sorry I didn't get your blasted homework in, I won't make that mistake again, I can assure you, but I'm not going to be counseled like I've screwed up my brain or something just because of it. Yeah, I went through a bunch of crap with Voldemort last year and the year before, but I'm none the worse for the wear. I'm having normal thirteen-year-old problems, because contrary to popular belief, I'm a normal thirteen-year-old, so I'd thank you to keep your abnormally large nose in your own business and leave me the hell alone!"

Harry knew that he'd gone too far even before he'd finished speaking, but he didn't even care at this point. His green eyes met Snape's black ones with such ferocity that after a moment, Snape couldn't help but look away. Harry was positively shaking with rage, and he was quite sure that nothing Snape said would make him regret those words, for he had been dying to say them for a long time.

Snape was unusually quiet, and Harry could see him visibly struggling to suppress his rage. Why, though? Why doesn't he just yell? Is he afraid that I'll crack for real if he does? Or… Is he afraid that I already have? It was this last thought that calmed Harry, more than anything else. This was just what McGonagall had been hinting at, him having a breakdown in front of Snape. He felt a flicker of shame, but pushed it aside, for at this point, it didn't matter. Snape would kill him anyway, and it hardly made much difference at this point.

"Mr. Potter," Snape said quietly after a moment, "Perhaps I haven't made myself clear. The previous statement did not just count for the one paper you turned in late, but for all your papers from here on out. Half credit for the scholastic work you do, the other half for the work you do with me after hours."

Harry went cold at that statement. A fifty on one paper would hardly murder his grade; he had the rest of the year to repair the damage. A fifty on all his papers, however… He'd fail. He'd have to repeat third year. Resigned, he looked back at Snape, "I have no choice?"

"You always have a choice, Mr. Potter," Snape said quietly, "However, sometimes, the choice is between two options you don't like, and you must chose whichever one is less consequential."

Harry swallowed this statement down as fact. Just like with the prophecy. I had a choice; kill or be killed. I didn't like either option very much, but I picked the one that I thought would hurt less people and I killed him. This is the same kind of thing, on a smaller scale. It was after this that another thought overcame Harry. "McGonagall knew, didn't she?"

Snape surveyed him mildly, "What gave you that impression?"

"Something she said at break," Harry murmered vaguely, more to himself than to Snape, "Said something about all the teachers being concerned, and about you doing what you thought was best… So all the teachers knew?"

Snape didn't reply, and Harry took that as confirmation. He frowned at his professor, wondering something and hardly daring to ask. Then again, he figured that if he was to be stuck with Snape after hours doing the counseling, he might as well know. "Why you, though? McGonagall said that all the teachers were concerned. Surely one of them could have done it? Lupin and I have always managed to get along pretty well. Why would you chose to do it, and why would they agree? It's pretty common knowledge that our relationship is… less than ideal."

Snape smiled crookedly, "I believe that is the point, Mr. Potter. You don't like me, which means that you're more likely to open up to me."

"How do you figure?"

"Much akin to your insufferable father, Potter, you have a great deal of false pride. It keeps you from letting anybody close to you see you when you feel vulnerable, so you'll block out your emotions when you're around them. Around me, however, you don't care about how you appear, because you don't care much for my opinion anyway. It allows you to feel your emotions a little more… It isn't healthy for you to bottle up your emotions, and you're more likely to throw a fit or cry or whatever you need to do if you're not trying to fight your emotions all the time."

Harry stared at Snape for a moment, refusing to see the logic in the man's words. "You're cracked!"

"Am I?" Snape, amazingly, was still smiling, "I believe that your temper tantrum earlier does a great deal to prove my earlier point."

"I was mad," Harry said, "You were questioning my sanity. It was hardly unorthodox for me to get defensive, and I'm sure my lack of sleep didn't help matters."

"Of course, all that's very true," Snape agreed. "You were angry- rightfully so, in your mind- and due to lack of sleep your self control is apt to slip a bit. That doesn't explain why I was the one you exploded in front of. If I'm not mistaken, McGonagall also suggested that you were having difficulties coping with your experiences from last year, and if what your saying is correct, you would have felt angry then as well. Why not yell at her? Surely she's less easily provoked than I?"

Harry opened his mouth to deny his anger at McGonagall, but found that he couldn't. In truth, he'd been furious when McGonagall had mentioned him and Voldemort. It wasn't any of her business, after all. He searched for a loophole in Snape's logic. "I was more angry at you," he said at last, and this was true enough.

Snape smiled, "Because of what was said or because of who was saying it?"

Harry didn't answer. He didn't need to. Snape knew, as he did, that he had been more angry at the fact that it was Snape who was confronting him than at the confrontation itself. Harry fumed silently at the realization that, wheter or not he liked it, Snape was making sense.There has to be something that doesn't add up… Anything to make Snape back off.

"So what if you're the best person for the job? You don't like me. Why would you agree to give me counseling? And what kind of counseling can you give me? You're more accustomed to adding insult to injury!"

Snape was quiet a moment, as if really thinking about Harry's question. Somehow this surprised Harry. Up until now, Snape had come up with a quick retort to anything Harry had asked him, shooting his arguments down without much trouble. Harry had to admit that he'd thought the same thing would happen now, and although he was quite sure that one way or another, he'd be receiving the counseling from Snape, it was weird to see that he'd actually made the potions master think.

"It's a long story," Snape said at last. Harry opened his mouth to protest, but Snape held a hand up, silencing him, "It is, however, a story that you've a right to hear, and, as much as I do not wish to delay talking about your problems, we're unlikely to make much progress until your suspicions of me are dealt with. Not worrying about what I think is one thing, but a natural part of counseling is learning to trust your confident, which you can never properly do unless… Yes, we'll have to discuss it, and I promise you that I'll give you nothing less than the truth, but not right now. There isn't time before the next lesson, and besides, I'd like to think of how to breech the subject… We'll discuss it tonight, at what will become your late night sessions. Acceptable?"

Harry nodded mutely, not bothering to mention that Snape was taking his acceptance of the late night counseling for granted. At this point, it hardly mattered, for it seemed that Snape had something serious to tell Harry, and he was hardly going to give the man an excuse not to do so.

"What time is your lesson with McGonagall?" Snape asked.

"Right after dinner," Harry responded dully.

Snape nodded, "You'll come straight here from there, which will put you here at seven thirty… Eight at the latest. What I have to tell you will take some time, and then I'll be giving you some dreamless sleep… Yes, you'll have to stay here for tonight."

Harry choked again, "What, sleep here?"

Snape nodded, "There's no telling what state you'll be in after the news I give you tonight, so I believe it would be best to plan for that. You may tell your little friends that after speaking to Dumbledore, it has been decided that you should be away from distractions for a night in order to catch up on your schoolwork, as you weren't able to complete it all during your Transfiguration period."

Harry nodded mutely. Ron and Hermione would buy that, he figured. As long as he mentioned that Dumbledore had been involved, they wouldn't think it was too strange that Snape was keeping him for the night. They took Dumbledore's word as law, those two… Thinking this, Harry turned towards the door to leave.

"Oh, and Potter?" Harry turned again as the voice hailed him at the door, "I hardly think anyone will believe I've let you away so easily. Give word that you've been given a detention tomorrow night at seven, though you will be returning to your dorms after that one… And to cover for the rest of the nights you will be here, you may say that you're having remedial potions lessons with me, Tuesdays, Thursdays, and Saturdays."

Harry nodded mutely. He didn't relish the idea of the entire school thinking that he had remedial potions lessons with Snape, but it could be worse. Most people knew that Snape didn't like Harry, so it wasn't like it would come as a big shock to anyone, and although he was sure Malfoy would have some sort of celebration when he found out that Harry was forced to take remedial potions, he'd prefer it to Malfoy finding out the truth; the teachers thought Harry was insane, and had asked Snape to help. He could hardly deal with that himself.

"What happened with Snape?" Ron demanded the second Harry stepped into the Great Hall for lunch, "When you didn't show up for Transfiguration, I freaked…"

Harry sighed, looking at Ron. They hadn't had an opportunity to talk since that morning. After missing Transfiguration, Harry had barely shown up in time for Charms and had been forced to run straight from there to McGonagall's during his free period, so this was his first chance to assure his best mate that he was still in one piece. For some reason, though, Harry couldn't think of what to say.

He was saved, for the moment, by the appearance of Hermione, who waltzed into the Great Hall with a grin on her face and took a seat on the other side of Ron. Harry stared at the two of them, wondering how they could be so relaxed about the breakup.

Ron, upon seeing Harry's expression, laughed a little, "Oh, Hermione and I got back together. But tell us about Snape!"

"Oh, yes, do tell!" Hermione said earnestly, "He looked incredibly upset when we left."

"Wait, back up," Harry interjected with a frown, "You two are back together?"

"Yeah," Hermione waved a hand impatiently, "We worked it out. Tell us about Snape!"

Harry couldn't think straight. They can't make up their minds, can they? First they break it up, and Hermione has a fit… I don't get my Potions homework done because I'm trying to help her, I have to stay after for it, and then they get back together? There's something wrong with this picture. "Nothing happened with Snape. He kept me after to finish my homework, said he'd give me half credit for that and half credit if I agreed to do remedial potions for the rest of the year, I have to see McGonagall tonight to make up my class, and I have detention with Snape tomorrow, though he didn't specify what it was for, so I couldn't tell if it was because of the late homework or because I yelled at him after."

"He's going to let you make up the homework assignment?" Hermione asked, seemingly unconcerned that Harry had to take remedial potions, "That's great, Harry."

Ron had other things on his mind, "You yelled at Snape? What I wouldn't give to see that!"

Harry shrugged, "He wasn't too pleased. Said he's keeping me all night tonight for those remedial potions, but I bet he makes them really horrible because I yelled at him."

Harry felt a twang of guilt at not telling his friends the truth about what was happening with him and Snape, but at the same time, he wasn't eager to admit that he was being brought in for counseling. It was embarrassing enough that the whole staff apparently knew about it without his friends being privy to that information. Snape had given him the perfect alibi when he'd mentioned remedial potions, for Harry supposed that he would look forward to that about as much as counseling and his friends would understand his reluctance to attend.

"Come on, you two!" Hermione said, interrupting Harry's train of thoughts, "We have Divination next, so you'd better hurry!"

"What's the rush?" Ron muttered around a mouthful of his steak and kidney sandwich, "I thought you said that Divination was a wooly subject and a bunch of guesswork."

Hermione rolled her eyes, "It is, Ronald. It's also on the other side of the school, and I'm not about to be late to our second class."

Sighing and looking longingly at what was left of his meal, Ron stood and followed Hermione from the Great Hall. After a moment, Harry did as well, trying to keep his confusion from showing on his face. If they weren't going to tell him about the break up and the subsequent makeup, he wasn't going to pry.

Harry said goodbye to Ron and Hermione after dinner and began to make his way to McGonagall's office with a sigh, dreading the upcoming Transfiguration lesson. He wasn't very good at the subject to begin with, but at least in class he could hide it, to an extent. He didn't look as bad when he was standing next to Neville or Seamus, but on his own, he was sure he would look like a total idiot.

Outside of McGonagall's office, Harry took a reassuring breath before knocking on her door. A moment later, she opened it, her mouth creased in that permanent frown that Harry had grown accustomed to, her eyes slightly narrowed. "Ah, Mr. Potter. Come on in."

Harry followed her into the office and set his backpack on the floor on one side. It was a comfortable enough office, brighter than Snape's, with a large fireplace on one wall and a window overlooking the Quidditch pitch. Harry found himself gazing out that window rather longingly. He'd much prefer playing Quidditch to making up his Transfiguration lesson.

McGonagall closed the door behind him and then pulled from her pocket four lint covered buttons, placing them upon her desk. Harry frowned at them, looking them over and deciding that there wasn't anything really special about any for them; there was a shiny red one, a large copper one, a miniscule black one, and a very flat white one.

"You'll be turning buttons into beetles," McGonagall said simply. Harry watched as she showed him the wand movement and the correct incantation and he practiced in a few times silently to himself before turning to the buttons on her desk.

Raising his wand, Harry muttered, "Transgrouto." To his surprise, the buttons turned immediately into crawling beetles. He frowned, for he had never transfigured something correctly on the first time before, but McGonagall didn't seem surprised.

"You were paying more attention since you were on your own," she explained, turning the beetles back, "Not to mention the fact that I was much nearer to you and whatnot. Alright, you may go now."

Harry looked at her, startled, "That was it? Your classes are an hour long!"

She laughed, "I hardly think it's prudent for you to sit here for an hour when you know the incantation. My classes are that long so that you may get enough practice, however I see no need for you to waste my time practicing in front of me since it is not class time. I only needed to show you what to do; you can practice in your spare time."

Thus, Harry found himself ushered from her office. He frowned, still amazed at how short ad painless that had really been, and was just starting to relax when he remembered one more thing… He still had to see Snape tonight, and Snape was going to be telling him something fairly important. Frowning, Harry turned around and jogged down a nearby staircase, heading for the dungeons.