It was with some hesitation that on Friday night, Lilly made her way down to the dungeons. Draco joined her at the top of some staircase that led deeper into the castle; she suspected it would lead to the Slytherin common room but did not ask, guessing that he wouldn't answer. They walked swapping idle banter for a little until they reached the potions classroom. Draco didn't seem at all worried, but then Harry had told her that he was Snape's favourite.

Lilly grimaced remembering Harry's reaction to her and Draco having to spend so much time together.

Flashback

"It's wrong!" Harry ranted. "You shouldn't have to hang out with that… that evil, conniving little boy! What the hell was Dumbledore thinking? Maybe heart of ice could have meant someone else…"

"Don't be an idiot Harry," she snapped in return. "How many people at this school have a heart of ice? Even most of the Slytherins have some good points, and I don't think the prophecy wants me to join forces with Snape. No, it's definitely him- Dumbledore thinks so and I believe him. Besides, he's not that bad-"

"Not that bad?" Harry yelled. "Are we talking about the same guy who's made your schooling life a misery for the past six years?"

"I've hardly been miserable. He was a nuisance- you're just annoyed because you're jealous."

"Jealous? Of the Ferret? Are you joking woman?"

"Oh come on Harry. A certain part of you feels honored that you're so important to wizards around the world. So was I. You're jealous because Draco Malfoy may have something to do- something major to do- in stopping the Dark Side."

Harry glared at her. "I'd almost think that you want to hang out with him!"

"Don't be an idiot!" she repeated. "I'm just trying to stop the inevitable confrontation that is going to end with- with-"

She hunted desperately for words to suit her needs.

"End in tears?" Ron suggested quietly from the other side of the room where he had been watching.

Both Harry and Lilly turned around and said in unison "What?"

Ron turned red. "Mum used to say it," he muttered.

Harry made an exasperated snorting noise and turned back to Lilly. "Lilly, you're my girlfriend and I don't want that evil-"

"Oh so this is what it's about then," Lilly screeched. "You're feeling threatened because you're worried that I may fall in love with Malfoy? You are crazy, Potter. And you're being too protective about me! D'you know what I do to people who get protective about me, Potter?"

Ron winced.

"I use my very good skills at Bat Bogeying!"

Ron let out a little whimper.

"So I'd watch it if I were you, Potter and if you don't believe me ask my dear brother who poked his nose in one times too many about the guys I was seeing!"

Ron gulped and nodded as Lilly stormed out of the room.

End Flashback

Draco smiled at Lilly and held the door open for her, stepping in after she did.

The sallow face of Severus Snape glowered at them, greasy hair falling into his face. His cold, black eyes lingered on Lilly and again, almost automatically, Draco stepped up and stood next to her. Snape raised an eyebrow and surveyed the pair, a small, mocking smile forming on his lips.

"So," he drawled. "Once more I am to teach students the art of Occlumency. I cannot say I am pleased about taking a Gryffindor into my extra-curriculum classes-"

Lilly snorted. Snape continued as if he hadn't heard. "As behavior demonstrated by one such Lion was proved most unsatisfactory-"

Lilly turned red and opened her mouth ready to retort when Draco stepped on her foot.

"But as I have been given no other option, I see it is necessary. Well, to begin we are to learn the subtle art of potions. I must warn you that the only potions we will brew here that would not kill you on the spot are the antidotes to such mixes. You are not here to have fun- you two have been selected for a dangerous task and as such I will ask you to act responsibly. I have seen such behavior demonstrated by Mr Malfoy in his classes, but not as yet from you, Ms Lilly so I will expect a change from you, now, if not sooner."

Lilly was only restrained from flying at the Potions Master by Draco's hand discreetly gripping her wrist.

"You may take your seats."

Lilly and Draco sat at the small table at the front. Sitting with Harry at such a table she would have felt perfectly comfortable. Now, she felt acutely the closeness between them, the tension. Static electricity seemed to crackle between them and every time one of them brushed the other it was like an electric shock.

Lilly couldn't help but wonder what this feeling was. Sure, she knew she'd had a crush on him for ages, since last year but this wasn't a crush. Lilly had crushes on heaps of people- this wasn't like that.

In her mind, the categories of romance when like this.

A Crush: this was when she thought someone was pretty good looking and wouldn't mind a good old game of seven minutes in heaven.

In Like: This was what she was with Harry. She really, really liked them, sure even on the borderline of loved them, but she found many of their habits irritating, them often annoying and sometimes, when they were her best friend for many years and they'd hang out all the time and then she began to date them, she went out of her way to avoid them.

In Love: She knew what this was. She didn't think she'd ever felt this for a guy not in her family, although some often tripped across it momentarily.

She was confused. Draco Malfoy slipped from category to category, and just as she thought he'd caught him permanently in one, he'd go and do something unexpected and brush out her grasp again. She contemplated for a moment creating a new category- 'The Draco Malfoy Category' before deciding that if ever Malfoy found out he'd be too smug.

Sighing and bringing her attention back to potions; Lilly listened to Professor Snape with increasing dread. He was describing, in great detail, the way that you would die if you dared sip of the Lockjaw Potion. Even Draco looked slightly repulsed by this and by the gleam in Snape's eyes, Lilly had a feeling that he was deliberately pushing her to try and see how much she would take.

Finally finishing his lecture, he reeled off the ingredients and told them to go fetch them from the storage cabinet.

"Excuse me sir," Lilly said, furrowing her brow. "But what page will I find the procedure on? I didn't quite memorize all of those ingredients."

Snape's mouth twisted in a mean smile. "Ms Lilly, are you really so stupid as to think that we would leave the procedure for making such a deadly potion in a book? This particular brew was never written down; it is passed down from people speaking to others about it to avoid the recipe falling into the wrong hands. For this reason I will tell you the procedure and the ingredients twice and then expect you to know them."

Lilly gaped at him.

"Are you hungry Ms Lilly?"

She shook her head, confused.

"Then I suggest you close your mouth and stop attempting to catch flies for dinner."

Lilly glared at him, and Snape once more smiled. He rattled off the ingredients again and between Draco and herself, they managed to remember them all. There were only four, but they had a habit of slipping out of your mind, probably to keep Death Eaters from remembering them, Lilly realized.

Professor Snape told them the procedure twice and again it was a short one, though complicated and like the ingredients, hard to remember. Draco and Lilly struggled to remember them and Snape had to (with much lecturing) repeat the second and third step again.

Eventually the potion was finished. It was a deep black, with blue steam rising gently from the surface. Its smell was enticing, and Draco felt drawn to pour himself a glass and sup of it. He reached with a thin ladle and was about to when Lilly grabbed his arm, staring at him in fear.

"Draco," she murmured, scared. "What are you doing?"

He ran his hand through his hair, puzzled. What had he been doing? Lifting the ladle out, he placed it gently on the table. A drop (the last remaining drop on the ladle) slid gently off it and landed on the table. There was a hiss, and a in a matter of seconds the drop had evaporated, and there was a small, blackened hole that went right through the table. Snape saw it.

"You see the effects that just one drop can do. Imagine the effects on a human, with a glass full. Be careful with this potion."

Snape pulled out two tiny crystal vials and filled each with the potion. The crystal, much to Lilly's surprise did not melt or dissolve but instead held it. Snape, seeing Lilly's curiosity for once complied with her wishes.

"The crystal is reinforced with many powerful spells, some placed by Albus Dumbledore himself. You can be sure that these will not break nor be worn away." He tapped them, and a small silver chain looped through each one's cork (which was also pure silver). He tapped the cauldron holding the rest of the potion and muttered "Evanesco." It disappeared.

"Well, now that you have your draughts, we can proceed. But before, a word of caution. Those bottles are deadly poison. Whilst encased in crystal, you are protected from their acid and their enticing song-" his eyes fixed on Draco. "But never attempt to open the cork, for it will not open unless you need it." A sneer fixed on his lips. "Another of the headmasters brilliant ideas," he remarked, his voice dripping with sarcasm.

"You are also here to learn the art of Occlumency." Snape's voice resonated throughout the dungeon. "This is an extremely difficult art, and I do not expect either of you to be naturals at it, especially Ms Lilly…" He sneered as she bristled with anger.

"I am going to try and invade your minds, and you must become completely emotionless. Think of no memories, try and keep all your thoughts blocked from me. If you must think something to keep yourself from going mad, think of inconsequential things, like what you had for breakfast, what your favourite color is, etcetera. Mr Malfoy, you will be first."

"Legilimens!" Snape hissed, and Lilly watched as that complete composure that she knew so well crossed Draco's face. She watched as for almost ten seconds he appeared completely calm, then a strange emotion passed over his face; anger, and fear.

As though he didn't know what he was doing, he grabbed a bottle of ink and threw it at Snape. "Get out," he bellowed.

Snape withdrew just as the bottle crashed several centimeters in front of his foot. Draco was breathing heavily, only slowly once more gaining control of his emotions.

"Reparo," murmured Snape, fixing the bottle. "Well done Mr Malfoy that was very well performed. Did you by chance watch his face, Ms Lilly? Completely still, until I got to him. After a few months practice you should be very good with Occlumency. I think you have a natural gift after all."

"Now, Ms Weasley," he smirked at her and Lilly felt dread cross her. What memories would she be forced to relive? What thoughts of hers would he see? She braced herself, trying to rid herself of all emotion and completely failing. Thoughts- ones that she did not wish to share- kept popping into her head. She took a deep breath, steadying herself.

"Legilimens," Snape spat, and Lilly unconsciously drew herself to her full height. She prepared for the invasion and was surprised… she didn't feel any different. Snape too looked puzzled.

"Legilimens," he shouted again, and again Ginny felt nothing.

Snape looked at her, astounded. "I don't understand," he muttered. "You are not using Occlumency to keep me out… What are you doing Ms Lilly?"

"Er, nothing that I'm aware of sir," she replied.

Snape thought for a moment then suddenly understanding crossed his face, followed quickly by anger and annoyance. "Ms Lilly, you have a natural shield," he said carefully, picking his words. She looked at him blankly. "It means that your mind is one of the few that has automatically created a guard against your emotions and thoughts… Can you think of any event in your life that may have caused this?"

Lilly felt her mouth go dry. She knew exactly what would have caused 'this'… but she didn't feel quite comfortable admitting it in front of Snape, though it was probable that he already knew.

"No sir," she said quietly.

His eyes stared into hers and she shifted uncomfortably, feeling naked under his gaze. She had a terrible feeling that Snape could sense thoughts… and she didn't like it.

"Very well then," he said coldly. "I don't want to push you too far in the first lesson. You are both dismissed."

Lilly and Draco quietly packed their things and left. Severus Snape's eyes watched the doorway as they left, mind pulling ideas to explain Lilly Grawp's strange reluctance to reveal what he knew that she knew was the cause of the shield. A sneer suddenly curved around his lips. Of course.

As usual the pair proceeded to the astronomy tower and sat in silence for a moment.

"Do you know what might have caused the mind shield?" Draco asked abruptly.

"Yes, of course," Lilly said softly.

Draco nodded, a look of understanding coming over him. "So why didn't you tell Snape?"

Ginny stared at him. "Are you mad? As if I'm going to tell him about that."

"He probably already knows."

"Not from my mouth he hasn't."

Draco couldn't help but laugh and Lilly grinned smugly at him, glad that she had finally broken through his shield, until she felt a sudden urge come over her. Draco was leaning on the wall, and impulsively, Lilly stepped forward and wrapped her arms around his neck.

Draco stared down at her bewildered for a moment. Then his arms went around her waist and he pulled her close to him. They stood like that for a few moments with Lilly's head resting on his chest and his arms holding her tight. Finally Lilly raised her head, tears trickling down her face.

"Draco," she whispered. "I'm dating H-"

"Shh," he murmured. "I know. Just this is enough."

But she knew it wasn't. In his eyes she saw the hunger and knew that it was mirrored in her own. She so desperately wanted to kiss him, to pull him close to her, to never let him go. Yet Lilly Grawp had always been fair, and her heart almost broke at the idea of deceiving Harry.

"Draco, I need to talk to Harry. I need to… make things right with him."

Draco stiffened. "We would never have worked anyway, Lilly," he said coldly, completely misunderstanding her as he pulled away from her. "Better that we never tried."

Before she could reply he had suddenly reverted back to his cold demeanor. "Go away Lilly. I see too much of you already. Just… go." Her tears fell fast and heavy; she tried to say his name but her throat would not allow her to.

She left the astronomy tower and set off towards the Gryffindor common room. Entering, she saw the very last person she wanted to see….

Harry Potter.