Author's Note: I've decided that this fic is going to take a rather AU-y twist down the line somewhere. I'm not going to tell you when or where, but just keep it in mind!

The next morning when Minerva awoke, she could have sworn for a second that she had spotted a pair of huge eyes peering at her from the wardrobe. But when she rubbed her eyes sleepily, they disappeared and she put them from her mind for the rest of the day.

On the way down to the Great Hall, McGonagall remembered Neville; he had openly defied Snape the night before. It was the height of foolishness, she thought, although honestly she couldn't blame him - people were just so wilfully blind, like sheep to the slaughter.

But she could not allow him to do anything else openly, not for a while at least. If her plans for continuing the resistance at Hogwarts were to succeed, the students needed a strong leader and, despite Neville's poor past, Minerva McGonagall was convinced he was the man for the job. How was she supposed to suggest all of this, though, without the Headmaster getting suspicious? How were they supposed to share their plans throughout the year, without being noticed?

By the time she was at the High Table and eating a slice of toast in a mechanical, distant sort of way, she was sure that she had decided on a way that even Snape couldn't question.

The poor lad was covered in bruises when she found him, sitting with Ginny Weasley and Seamus Finnegan at the Gryffindor Table. At the sight of Minerva, all three of them shut up straight away, and the Weasley girl became suddenly fascinated by a silver spoon.

"Longbottom," she tried to sound cold and uncaring as she handed him his timetable. "Here's your lessons for this year, but I've taken away two of your free periods and replaced them with Transfiguration."

Neville nearly choked on his orange juice.

"But I failed my OWL, Professor!" he protested.

"You also proved your skills to me on top of the Astronomy Tower in July, Longbottom," she explained.

"I've missed an entire year of Transfiguration," he carried on, his voice rising a little. "I'll be sure to fail my NEWT!"

"Yes, there are matters of great importance that we need to catch up on," she said, hoping he would get her message. "That is why we shall be having weekly practice sessions on Monday evenings."

"I… uh," Neville's face shifted as he understood what she was saying. "Of course, Professor, thanks."

He went back to his bacon, but it was too late - Snape had already caught a whiff of trouble and he was speeding towards them like an oversized bat.

"What is going on here, Minerva?" his voice was silky but when he turned towards Neville his eyes filled with spite.

"Nothing that requires the Headmaster's attention, Severus," Minerva said, a little too quickly. "I was just handing out the new Gryffindor timetables as," she cast a disapproving glace towards the High Table where Alecto Carrow sat glugging tea and scoffing eggs. "Our new Head of Gryffindor has failed to do so."

"Ah," Snape snatched the timetable from Neville's fingers and looked down his hooked nose at the paper. "Transfiguration? Longbottom failed atrociously at his Transfiguration OWL, if I remember correctly… How curious that he should take it up again now."

McGonagall held his accusing stare and smiled.

"Longbottom here showed great promise for my subject on the Astronomy Tower, Headmaster," she said smugly. "I seem to recall him taking down three attackers by transfiguring a banister into a python; it was an impressive piece of spell work."

"Well, good luck with him then, Minerva," Snape sneered, dropping Neville's new timetable onto it's owner's scrambled eggs. "At least he can't melt forty seven cauldrons in your lessons."

And with that, he stalked off, leaving both McGonagall and Neville overwhelmed with relief.

"I expect you in my office at eight o'clock sharp, Longbottom," she hurried off to hand out the rest of the timetables and then went to teach the first lot of her students for the year.

Five sets of Slytherins, four of Gryffindors, two of Ravenclaws and some Hufflepuffs later, Minerva McGonagall was in her office, marking some essays from her seventh years. Most of them were showing less promise than a Neville Longbottom's potion making, but she had to begrudgingly admit that Draco Malfoy's essay on Transspecies Transformations was impressive. He was growing to be twice the wizard his father was.

A knock at her door prompted her to put down her quill.

"Enter," she called, shutting her window and soundproofing the walls with a sharp flick of her wand.

Longbottom entered, looking both apprehensive and excited, and closed the door behind him.

"I'm guessing you didn't just want me for remedial Transfiguration, Professor?" he asked, sitting down.

"No, of course not," McGonagall looked at him, wondering if he really was up to the task she was about to set him. "Let's cut the lies and cover up stories, Longbottom - we both know what has really happened at the Ministry this summer. Your Grandmother may not be my favourite witch, but she is no fool."

"So he took over then?" Neville was pale, but his jaw was set in a way that Minerva approved of. "Gran's been telling me he has all summer, but I suppose I didn't want to believe her until now."

"Yes, He Who Must Not Be Named orchestrated a coup at the Ministry in August," she confirmed. "And before you ask, yes, Mr Potter and his friends escaped unharmed to the best of our knowledge."

"So what's happening then, Professor?"

"The Order has gone underground, and He Who Must Not Be Named has triumphed for the moment," Minerva sighed. "We teachers are cut off here at Hogwarts… The walls and Snape prevent any contact with our old allies."

"But we're going to fight back, right?" Neville seemed to be getting excited. "At Hogwarts?"

"Not as you might hope, Longbottom," she said. "We can't afford to rebel openly, not at the moment, while we're alone. I want you to reform Dumbledore's Army, as it was under Umbridge, but you must understand this - Snape is not Dolores Umbridge. He can use the Cruciatus Curse and worse on any you may implicate with impunity. Keep it low key, but resist anyway."

"What's the point, if we're not doing anything important?" Neville sounded a little disappointed.

"Your little acts of rebellion will give people hope, Longbottom," she rummaged in her drawer for something she had just remembered. "I recall that Miss Granger devised an ingenious system for communication, involving coins, a few years ago. Snape may know of this but it is the only thing I can think of that will work."

She placed a handful of dull silver sickles on the desk.

"I've changed the coin so that it might confuse our Headmaster for a while. I won't have a coin myself; I will communicate my plans to you via Patronus, which is much more secure than this way. When you know my intentions, you will communicate them to the army through the coins. Understood?"

Neville nodded, but looked a little intimidated.

"I… I can't do Protean charms, Professor," he said, voice heavy.

"Which is why you are going to be attending extra classes with me this year," McGonagall nearly laughed at the dismay on his face. "No, I wasn't just using that as a cover, Longbottom. Your school work is still important! Repeat after me…"

They spent hours performing spells, Minerva demonstrating then helping as he made at first clumsy, then quite skilled attempts at imitating her. By midnight, she had taught Neville a Protean Charm and he was getting more and more confident with Transspecies Transformations (he managed to turn a mouse into a cat, but she deducted points when it squeaked).

Just before he left to go to bed, her new student turned and said something that echoed in her head for the rest of the night. "It's nice to know that we're finally taking on You Know Who, you know? Like we're making a difference." Then he left without another word.

But McGonagall was up till just before dawn, thinking. Were they really taking on You Know Who by encouraging schoolchildren to be naughty? What were they really doing for the Order by starting a spate of detentions or maybe even worse, for innocent teenagers? It was as the pale autumn moonlight streamed in through the frosted panes of glass in McGonagall's window that she realised… She was alone, cut off, cornered with no one for help but her colleagues and an army of students. But this was all she had, this was all the Order had. So she decided that, even if it was hopeless, she would make the most of the weapons at her disposal. She would watch and wait for the right moment, gathering power all the time; when the time came, she knew what would happen.

"Rebellion…" Minerva breathed, savouring the word and the fight that it promised.