A/N: Thank you again, Snapeaholic, for beta-ing this. Also, please read and review. It is appreciated.

Chapter Three: Private Lessons

Severus paced the empty classroom, waiting for Lily to come. She was late for their lesson. He was growing fond of the Muggle-born girl, and it worried him that she had not arrived yet. Their private lessons had become the highlight of his week as they had worked together these past few months.

The O.W.L.s were coming in three months, and some of the fifth-year students were beginning to worry and were working harder. The only students seemingly unbothered by the upcoming exams were the Marauders, who had been provoking him with a greater fierceness than before. He hated them and silently vowed to one day show them all up. Potter and Black were the worst of it. Pettigrew was obviously just a follower, and Lupin...he wasn't quite certain about him.

He suddenly stopped pacing and sat down in one of the chairs. He was going to drive himself insane if he kept it up. Lily would come. She hadn't let him down. He was finding that he trusted her, and he didn't want to do anything to betray that trust. He would sit and wait for her. She would. She had to. Wait. What if she forgot it was today? What if something came up? She was never quite this late. Actually she was fairly punctual. He steeled down his emotions. Why should he care about some little Mudblood girl who was his study partner? If she didn't come soon, he would just give up and not worry about it.

Lily was on her way to the classroom to meet Severus. She shifted her Charms and Potions books to her other hand as she wove through the group of people talking in the hall, not paying attention to who was in the group. Her thoughts were elsewhere, on Severus.

She didn't really understand him. One moment he could be nice, and the next he was making a snide remark. She had tried talking to him during their lessons, getting him to open up, but he refused and continually dodged her questions - especially when she asked him about his home life. He intrigued her, and she wanted to know more about him, wanted to understand why he was the way he was. She guessed some things were best left unsaid.

She turned down an empty hallway and walked towards the classroom, noting that she was going to make it right on time.

"Evans, where do you think you are going?" Potter inquired, stopping the pretty redhead.

She groaned softly. "Potter, don't you have someone to prank or something?"

He laughed. "Not really. I haven't seen Snivellus around lately."

"Don't call him that," she snapped defensively.

He suddenly turned serious. "Why do you constantly defend him? You know he's just using you because you can help him in Charms. You deserve to be with someone more suitable for you."

"Oh, and who would that be? You?" she scoffed.

He grinned, running his hand through his black hair, causing it to stick up even more. "Yes, me. Why not me? We're both in Gryffindor. Plus, I like you, Evans. You should be my girlfriend."

She glared at him. "You are an arrogant twit! I can't stand the sight of you. You are repulsive. I wouldn't be with you if my life depended on it!" She spun on her heel, ready to leave.

"Not so fast," James said, catching her arm and stopping her. "Come on, Evans. You haven't even really given me a chance. Go out on a date with me."

She wrenched her arm away from him. "Never," she huffed, storming off without a backwards glance as she marched down the hall.

"Never say never, Evans," he called out to her as he left.

Lily entered the classroom and slammed the door, causing the glass in the windowpane to rattle slightly. She went over to one of the desks and dropped her books on it as she sat down. "That insufferable wanker! I swear one of these days I'm just going to hex him." She turned, seeing Severus, and let out a sigh. Her features softened as her anger dissipated. "I'm sorry, Severus. I was detained. I would have been here on time if it weren't for Potter."

Severus had planned to be rather cold to Lily when she arrived, but when she stormed in, he cringed slightly as the fiery redhead entered the room and slammed the door. Lily Evans was not the type of person who got this angry, and it was a little scary - not that he would admit it. It explained everything when she said that Potter had caused her to be late. He knew that Potter bothered her constantly. Severus just wished that he would leave them both alone.

"It's all right, Lily. Shall we get started?" he decided instead.

She sighed and nodded. "Yes, let's." She took out her wand and opened her Charms book. "How about we review first?"

He nodded, taking out the few supplies that they needed since it was his turn to bring them. He smirked and pointed his wand at the glass. With a swish and flick, he said, "Numquam frangere." The glass turned a bluish color. Then, he threw it to the ground.

She clapped. "Well done, Severus! I was beginning to think that that one was hopeless."

He glared at her. "I can do some of the charms, but I still think all the wand waving is foolish."

"I know you do. It's quite useful though. You could use that charm on your beakers in Potions, so they won't break," she suggested, giving him a practical use for the charm.

Severus had to grudgingly agree that it did have some use. He would still much prefer doing Potions or learning about the Dark Arts.

"Now, I know you were having trouble with the summoning charm. Have you worked on it?" she asked, knowing that one would was very important as it was sure to be on the O.W.L.s.

"I've worked on it some," Severus stated. He had the banishing charm down, but he couldn't quite make the summoning charm work. He stood up from his chair, banishing an object across the room.

"Now, bring it back," Lily said, watching his form.

"Accio pillow." He awkwardly swished and flicked, but nothing happened. The pillow didn't even twitch.

She stood up and shook her head. "You are doing it wrong." She went over and stood beside of him. "Watch me." She gracefully swished and flicked. "Accio pillow." The pillow flew through the air into her arms. "See?"

He glared at her and frowned. "I don't see any difference in what I did than what you did."

She huffed. "Well, there is an obvious difference because mine worked, and yours didn't. Let me show you again." She slowly swished and flick, demonstrating how it was done. He just seemed to stare at it, not quite comprehending. She tossed the pillow across the room and then grabbed his wand hand, causing him to stiffen. "I'm not going to bite, Severus. Relax. Do I have to put a cheering charm on you?"

He glared at her. "Do and you will regret it," he stated, his voice low and almost dangerous. She knew how much he abhorred that charm, yet she always used it to get what she wanted out of him. He did relax, noticing how she stepped closer to him. Her hand enclosed around

his, and she moved it in the correct motion over and over again as she leaned into him, her breasts lightly brushing against his arm. His breath quickened slightly. She was so close, too close. He suddenly moved away. "I think I got it," he said roughly.

"Okay." Her green eyes stared into his dark ones. "Try it again."

He broke away from her gaze and looked at the pillow. He raised his wand, swishing and flicking like she taught him. "Accio pillow." The pillow flew to his hands.

She smiled brightly. "Good job. Foolish wand-waving indeed!" she laughed.

He glared at her and then gave something like a smile. "It is foolish wand- waving, but when it works, it's all right." He looked at her. "Would you like to go over some Potions material?"

"Sure," she said, sitting down and grabbing her Potions book. "I am having trouble remembering this one potion." She opened her book and pointed to it.

"Ah, Dreamless Sleep. It's a complex potion. We probably won't get one this hard on the O.W.L.s, but I'll help you with it." He sat down beside her and leaned over, pointing to various ingredients and explaining ways to remember and group them. After awhile, he noticed she was looking at him. "What?"

She had a sweet smile on her lips, and her green eyes met his. "You have a very nice voice, Severus." She had never realized it before, but she could listen to his voice all the time. "You could be a professor with a voice like that. Students would be certain to listen."

He stared at her for a moment before sneering. "I don't want to be a professor. Besides, you were staring off into some dream world. I don't think you were actually listening to a word I was saying."

She rolled her eyes and spoke almost verbatim what he said, causing him to stare at her again in wonderment. "See? I was paying attention."

He huffed slightly. "Yes, you were. Anything else in particular you would like to go over?"

She took the book and glanced through it. As she casually flipped through the worn pages, she spoke, "Why won't you tell me about your family? What's it like being in a pureblood family?"

He stiffened and moved away. "There is nothing really to tell."

"I'm sure there are differences from muggle families. I would like to know about your family. You never talk about them." She knew very little about his background, but she knew he was a pureblood and that he had no siblings. That was pretty much the extent of it.

"What about your family? You mentioned before that your parents were thrilled to find out that you were a witch, but your sister wasn't. Does she still give you trouble?" he inquired dryly, hoping to change the subject.

She laughed sadly. "Petunia hates it. I think she may be a little jealous of the fact that my parents are happy about it. She thinks I'm a freak." She had gone back home during Christmas break and had had constant trouble with her sister and her sister's friends. They were actually worse than the purebloods here who called her a Mudblood.

"Why don't you just hex her?" he asked, seeing the dimness in Lily's eyes. She seemed upset that her sister didn't like her.

She smiled. "Trust me, I have actually considered it on a time or two, but I haven't done it yet. You are getting away from the original topic about your family. It's very Slytherin of you."

"Thank you," he said, taking it as a compliment. It was actually.

She crossed her arms and slightly pouted. "Well?"

"Well what?"

"Tell me about them!"

"There is nothing to tell," he said. What could he say to her about his parents? Could he tell her that his father was a complete bastard who liked to hit his wife and son when he came home and had drank away the Snape riches? Should he tell her that he usually spent the summer in his room, not because he wanted to, but because he had to because it was safer? No, he couldn't tell her these things.

"Can't you tell me something?" she pleaded.

"Are you always this persistent?"

"Do you like answering a question with a question?"

"Do you?"

"You are impossible, Severus Snape!" she exclaimed, throwing up her hands. "Fine. Keep your secrets. You'd think that your parents had two heads or something with how secretive you are about them."

"I can assure you that it is nothing like that," Severus said, glad to have won this little battle. He was not going to talk about his parents, and she was just going to have to accept that.

She sighed softly as she checked her watch. "Oh, I have to go!" she exclaimed, grabbing her books. She had promised Professor Flitwick that she would help him with a few things he needed. "Continue to practice your Charms. You are doing so much better! Thank you for the Potions lesson, too! See you later, Severus." She gave him a quick peck on the cheek and dashed off to the Charms classroom.

Severus sat there, stunned. She had left as quickly as she had came. His hand lightly went up to touch the spot on his cheek where she had kissed him. He was so shocked that he could not think straight.

"Good bye, Lily," he said softly to himself. He shook his head, clearing it of the onslaught of thoughts running through his mind. It was only a friendly kiss on the cheek. Nothing more.

He refused to believe in some illusion. He was not the type to dwell on pipe dreams, and believing that he and Lily could be anything more than friends was simply that. He stood up and left the room quickly, not able to sit there as he dwelled on what had happened with him and Lily during their private lesson.

A/N: Please review! They are greatly appreciated!