Author's Note: Hello all! Time for another update. Hope you all enjoy. I especially liked writing the end of this chapter- I'm sure you'll see what I mean.

I've tried to proofread as much as possible, but remember- everyone makes mistakes, even real, published writers.

Please Read and Review!

~TheVampyre13

Olivia's POV

Wednesday came faster than I dared hope and immediately after breakfast I found myself following my fellow Slytherins down to the dungeons where we were later joined by the Gryffindor first years. We lined up outside of the door to the classroom, which was shut and no one dared open.

"Man, what's taking so long?" complained a Gryffindor boy named Alan Makinney, "Like it really takes this long to prepare a Potions class."

This irked me slightly. Enough so that I felt inclined to say something to him.

"What do you know about Potions, Makinney?" I said, cutting my eyes at him.

"Only that it's a stupid subject no one in their right mind would take and- from what I've heard- the Professor is psychotic ass-"

"It would be highly inadvisable to finish that sentence, Mr. Makinney," said a silky smooth but undeniably dangerous voice from the doorway. It was Snape and his glittered black eyes were focused on McKinney n a dangerous glare. The boy's ears turned red and he lowered his head in defeat.

"Inside. All of you," Snape said to the class.

We didn't need telling twice. Most everyone avoided Snape's gaze as they passed him going into the classroom, but not me. I caught his eye and grinned. For a moment it seemed he would smile, but it quickly slid into a scowl.

The interior of the classroom was not unlike his office- dark and dungeon-like. There were several desks and my classmates seemed to be scrambling to get as far away from Snape's desk as possible. I walked fearlessly to the front of the classroom and sat down iat the desk directly in front of Snape's.

Once everyone was seated, Snape came inside, letting the door slam shut behind him, causing several Gryffindor girl to jump. He made his way to the front of the classroom, commanding complete silence and attention from the entire class. He picked up a piece of parchment from his desk and began to call roll.

"Avery, Juni," Snape began quietly. Avery, a dark-haired Slytherin boy, raised his hand. Snape checked the name off his list and continued. When he reached my name he didn't even glance up but continued on without waiting for a response.

"Daae, Alexandria."

The name sounded vaguely familiar- I had heard it called several times in my other classes and I'd finally remembered last night that 'Daae' had been the name of the girl in Phantom of the Opera, which I had read and loved as a child. I looked around curiously to see who it would be. No one raised their hand. Snape repeated the name, his voice low and dangerous. Again no one responded. He narrowed his eyes and wrote something beside her name, then finished calling roll.

"Welcome to Potions class," Snape said, looking over the class, "I don't expect many of you to enjoy this class or to be good at it. Potions takes a keen, attentive, intuitive mind, which so many lack. It is a complex art, that can control even the most powerful of wizards by turning their own bodies against them, bewitching minds and ensnaring the senses."

I couldn't help but smirk. Snape's eyes roamed the classroom and landed on McKinney, who was trying to catch the eye of a pretty blonde Gryffindor girl who was studiously ignoring him.

"McKinney," Snape said loudly, "Perhaps you can start the class of by answering a Potions questions- What Potions ingredient is most commonly used in Healing Potions?"

"Um… I have no idea, sir," said the boy meekly.

"Pity. Let's try again, shall we? What ingredient comes from a ferocious class 5 creature but has 12 extraordinarily magical uses?"

McKinney shrugged.

"I dunno, sir."

"Guess," Snape said, his lip curling into a sneer.

"Uh…ah… Jobberknoll feathers?"

I couldn't help it- I bust into peals of laughter. Snape's black eyes turned on me disapprovingly.

"Perhaps you can enlighten us, Miss Cain?" he asked coldly.

"Sure," I replied brightly, "Hm- the first one? That's Dittany, that is. The second is dragon's blood, of course- as if Jobberknolls could be ferocious, honestly!- the 12 uses of which were discovered by Albus Dumbledore."

"That is… quite right, Miss Cain. Fifteen points for Slytherin."

There was a little sparse applause from my peers and envious looks from the Gryffindors.

"Today you will be attempting to brew a simple potion to cure boils," Snape said to the class at large, "I expect you all to make an honest attempt or suffer my…displeasure. The instructions can be found on page 5 of your books and the ingredients can be found in the store cupboard here-" he flicked his wand and the store cupboard flew open, "You have an hour. Begin."

The faces of my peers revealed fear and surprise at being left on their own so quickly. I flipped through my textbook and found the page. I scanned the list of ingredients quickly and went to retrieve them from the cupboard. I laid the ingredients out on my desk and checked the instructions. I set he horned slugs to stewing in my cauldron then started crushing snake fangs. I hardly paid any attention to Snape, who was stalking around the dungeon classroom, intimidating lesser students, pointing out their mistakes in a sneering voice. I smiled to myself as he peered into my cauldron then continued on without saying anything.

Less than an hour later I was the first person finished with the potion and it was perfect. It looked exactly as described in the textbook. I hadn't messed up once, whereas some of my classmates had been required to restart their potions, some as many as three times. When Snape called time, I looked around the dungeon classroom, slightly bemused. Several cauldrons issued forth toxic clouds of smoke or steam. One person had melted their cauldron. More than one student gave up completely and lost house points.

When the bell rang my classmates practically few out of the classroom. I lingered behind until the last student had left, then I turned to Snape who was sitting at his desk, writing something.

"Well?" I said to him.

"Well what?"

"Did I do good?"

"You're going to be late," he said absently, without looking up at me.

"So? You're a teacher, you can write me a pass."

"And if I refuse?"

"Quite stalling. I did good, didn't I?"

"You brewed a simple potion.. Nothing special."

"No one else managed it though, did they?" I asked haughtily.

"No," he admitted grudgingly.

"So I'm good? You'll teach me potions?"

"We'll see. The curriculum does get harder."

I let out a humph and glared at him until he stopped working and looked up at me.

"It's almost like you don't want me to be good at Potions," I said gloweringly.

He looked faintly amused then quickly cleared his expression.

"I just don't want you to get your hopes up. If your performance continues on the level of skill you showed today… we'll see. It will be nice having a student with a real enthusiasm for Potions."

"Is that a compliment?" I asked, grinning.

"No," he replied, surly, "Go to class."

"I need a pass," I reminded him.

With a scowl he tore off a piece of parchment, scribbled a pass, and thrust it towards me.

"Go," he said shortly.

"Yes sir," I replied, unable to resist the temptation to snap him a mock-salute.

"I should take house points for that," he said as I headed for the door. I stopped to survey him.

"You wouldn't," I replied certainly, continued towards the door. He narrowed his eyes at me.

"Two points from Slytherin," he said. I scowled at him but decided not to push my luck and left without another word.

Snape's POV

As soon as she was gone, I smiled to myself. She certainly had spunk, that girl, but she seemed a little too sure of herself. She did seem quite adept at brewing potions- I'd never before had a student perform so calmly and flawlessly as she had on her very first day.

"Five points for Slytherin," I muttered quietly, a slight smiled on my face.

Over the next few days, Olivia's performance in all of her classes, including Potions, continued to be exemplary. Her other teachers told me she was brilliant, though she didn't get along well with the other students. She hated working in a group and if they made her work with other students, she would mess up on purpose. Minerva had given her detention once but told me afterwards that Olivia had performed her detention of bathing and feeding the transfiguration mice with a smile on her face.

One afternoon the Slytherin first years had their first flying lesson with Madam Hooch. I was curious and decided to go for a walk around the grounds around the same time they had their class. I walked down to the lake before coming back up to where the first years were. I heard Madam Hooch's whistle as I approached.

"Miss Cain, I must ask you to refrain from riding your broomstick with no hands. It's dangerous," barked Madam Hooch.

I looked up to see Olivia hovering about 10 feet above her classmates. Most of the other students, who were only about five feet off the ground, clung to their brooms desperately, but Olivia was flying in a lazy circle above them, her arms at her sides.

"Sorry teach," she said, putting her hands on the handle of her broomstick. She was looking at me curiously, then she pointed her broomstick towards me and flew down. She then proceeded to fly in circles around my head.

"Whatcha doin?" she asked as she flew around me.

"Walking."

"Right," she said with a smirk.

Madam Hooch blew her whistle again and all the first years touched back down.

"See ya," Olivia said, still grinning, and went to join her classmates. I continued walking, not looking back as I made my way to the castle, smiling to myself.

Once I was inside the castle, instead of heading down to the dungeons, I found myself walking towards Dumbledore's office. I gave the password, 'Jelly Slugs' and then knocked on his office door.

"Come in," he said cheerfully. I pushed the door open. The headmaster was sitting at his desk, reading the Daily Prophet and snacking on some chocolate.

"Hello Severus," he said, looking up from the paper with a smile, "Would you like a chocolate-covered raisin?"

"No thank you," I said, eyeing the bowl distastefully, "I came to discuss something with you."

"Oh?"

"I would like to discuss the possibility of my taking an apprentice."

"For Potions?"

"That is what I teach."

"Hogwarts hasn't had a Potions apprentice since Professor Slughorn taught the subject. Who do you have in mind?"

"One of my first years is very skilled and shows great potential."

"Is it Miss Cain?" Dumbledore asked with a knowing smile.

"Yes," I admitted grudgingly.

"I thought so. I received a letter from her mother at the start of term."

"Wh-? Ellen wrote to you?"

"Yes," he said, shuffling through the papers on his desk, "She wanted me to keep an eye on Olivia and make sure she adjusted well. Her teachers tell me she is exceedingly brilliant."

"Did they also tell you she has an attitude problem?" I asked wryly.

"Yes they did," he said, chuckling, "Ah- here's the letter."

Dumbledore handed me a piece of parchment where I immediately recognized Ellen's thin, spidery handwriting.

Dumbledore,

Sorry to buy you so early in the term, I know you're busy, but I thought I'd write to you concerning my foster daughter Olivia. She's starting school this year. She's a brilliant child and she's already way ahead of her class, I'm sure. She loves Potions and I was hoping you could keep an eye on her and make sure Severus isn't mean to her. I haven't talked to him in ages. If Olivia ends up in Gryffindor and he starts being mean to her I'm going to come up there and kick his scrawny butt. Hopefully it won't come to that if you keep an eye on the both of them.

Sincerely,

Ellen Cain

I let out a scoff as I tossed the letter back onto the desk.

"Why haven't you been speaking to your cousin, Severus?" Dumbledore asked me.

"I've been busy," I muttered.

"Does it have something to do with the girl?"

"No," I said defiantly. Dumbledore surveyed me with his electric blue eyes.

"Don't lie to me. I know you used to follow her around Diagon Alley. Keep her safe."

I stared at him in amazement.

"I…I…"

"Perhaps you should start from the beginning?" Dumbledore suggested quietly. I consented and took a seat in front of his desk, feeling like a child again.

"Do you remember Lynn Rahl?"

"Of course. She was in Slytherin. Graduated at least fifteen years ago."

"Right. She was a Death Eater…and she was Olivia's biological mother…"

I quickly told Dumbledore all that had occurred that fateful night eleven years ago, including my promise to Lily. Dumbledore was the only person who knew of my love for her…even still.

"It was one of the last things I ever said to her," I said quietly, "So I intend to keep my promise. Ergo, Ellen's concerns were unfounded. Even if the child had been in Gryffindor…"

Dumbledore said nothing, but I noticed his eyes looked misty and he turned his face away, looking out the window as I scowled. When he turned back to face me after a minute, his eyes were clear.

"Why must you always hide the good person within you, Severus?"

I let out a short, derisive laugh- of the things I considered myself to be, a good person was not one of them.

"But you are a good person, Severus," he said.

"Stay out of my head," I snapped, throwing up my defenses against his skillful Legilimency- I hadn't even felt him penetrate my mind.

"Sorry," he said lightly, "Now, regarding your taking Miss Cain as your apprentice…"

I waited impatiently for him to continue.

"Yes?" I said tersely.

"Well I have no problem with it. Have you discussed the possibility with Miss Cain?"

"She approached me at the start of term, right after the feast, and expressed a desire to learn potions. She asked about experimenting and creating new potions, way beyond anything we teach here at Hogwarts."

"What a remarkable girl."

"She's quite determined," I said, suppressing a small smile as I stood to leave.

"Have you been looking in her mind a lot?" Dumbledore asked, making me pause.

"Not a lot," I said, unable to stop myself from flushing slightly.

Dumbledore smiled.

"I was wondering if you'd seen all her memories of you?"

"I've seen a few. Apparently she used to stalk me around Diagon Alley. Wait, you've been using Legilimency on her?" I demanded.

"No," he replied simply and gestured to a shelf, where sat a number of things which included the Sorting Hat, which could read minds.

"Did you by any chance catch what it was she used to call you?" Dumbledore inquired, "She called you her guardian angel."

"So?" I snapped, though I hadn't meant to sound so defensive and immediately regretted it. Dumbledore's eyebrow raised slightly.

"Did you ever consider that you might be?"

"What?" I snorted, "That's absurd."

"Perhaps not."

"Albus this is ridiculous. I don't have time for this."

I left his office after that without another word, wondering my friend had finally lost his marbles.

Olivia's POV

Throughout my classes the day after my first flying class, I found myself daydreaming about flying. All I could think of was how awesome it felt to be in the air, on a broomstick. All the freedom. And I had controlled it so well. I wanted desperately to fly again and finally I came up with an idea.

Friday night after my dorm mates had gone to sleep, I slipped out of bed. I had gone to bed in my clothes and I picked up my shoes before heading out. The Common Room was nearly deserted, save for a few older students, including Mari.

"Where ya off to, firstie?" she asked, walking over to me.

"Out. I don't feel like sleeping," I replied with a shrug.

"Fun," she said with a grin, "Wish I could go with you, but I'm exhausted and I'm swamped with homework. Hey, you know the spell to unlock doors, don't you? Alohomora?"

"Yeah, I know it. But thanks for attempting to contribute to my delinquency," I said with a grin.

"No problem. Hey, if you ever need a quick escape from the dungeons there's a hidden passage behind the painting of the bald man- you know the one I'm talking about?"

"The one down the corridor and to the left from the Potions classroom?"

"Yeah. Behind it is a set of stairs that lead up to the third floor."

"Cool. Might be useful. Thanks."

I left the Common Room as quietly as possible. I stood silently in the corridor, my ears straining for the faintest hint of sound. I heard nothing so I continued down the hall as quietly as I possible could, prepared to flee or hide if I heard so much as a mouse sneeze. As I passed the Potions classroom and later Snape's office I stopped to listen at the door. I heard nothing, which was a relief. Perhaps he had already gone to bed.

I made it up to the stairs that led out of the dungeons to the Entrance Hall. At the top of the stairs I stopped again and pressed my ears against the door to listen. I could hear nothing. I pulled out my wand and cast a detection spell, which revealed there was no one in the Entrance Hall.

Nevertheless, I pushed the door open slowly, each creak of the hinges sounding as loud as thunder in my ears. I peeked my head out of the door and looked around. No one. I stood there a moment longer, listening, and my heart jumped into my throat when I heard the sound of footsteps on the Grand Staircase. From where the door to the dungeons was, I couldn't be seen from the staircase. I listening to the click-click-click of heels on the stars. A moment later I could see McGonagall on the stairs. I quickly ducked my head back into the dungeons, though I was confident she had not seen me.

I listened to the sound of her footsteps come down the stairs and walk around the Entrance Hall for a few minutes. My heartbeat increased rapidly as she came close to the dungeons but- thankfully- she did not open the door. After a few minutes, she turned and went back upstairs. I didn't relax until I could no longer hear her footsteps.

I crept out into the Entrance Hall silently and looked around, wondering what McGonagall had been looking for. Nothing seemed out of the ordinary. I looked around at the door to the Entrance Hall- it was unlocked. Grinning triumphantly, I opened the door as quietly as possible and slipped out into the night.

Sticking to the shadows, I made my way down to the Quidditch pitch where the broom shed was. I tried the door to the shed- locked, of course- then pulled out my wand.

"Alohomora," I said firmly. There was a faint click as the lock opened. It was dark inside the shed. I could see the faint outline of booms along all four walls.

"Lumos," I whispered and the tip of my wand began to emit a steady light. I looked around at the dozens of broomsticks. They were all different shapes, sizes, colors, and ages. Some were older than others with twigs that stuck out at various angles or had fallen out over the years.

I looked around at them all, examining them each. Finally I came across one that I liked. It was faded black and the handle was chipped in a few places. There were a few bristles missing from the tail of the broom. On the end of the handle, written in silver letters, was the name of the broom- Midnight Flyer.

"Perfect," I said quietly, smiling to myself.

I took the broom outside of the shed and looked around again. There was no one about so I swung one leg over the broom handle and was off.

I flew over the lake for a while, then, worried that someone might see me, I took off flying over the Forbidden Forest. I flew up high into the sky then, clinging tightly to the broom handle, I pointed downwards, pulling up again before I reached the tree tops.

After practicing these dives a few times I contented myself to fly low over the trees, looking down into the forest. It was a beautiful night and the moon was full. It sparkled beautifully on the water of a stream I spotted. I flew lower, letting my feet trail the water, when I spotted them- A mother unicorn and her baby, on the banks of the stream.

I touched down on the ground and stood staring in awe at the magnificent creatures. The mother unicorn was solid white with a gleaming sharp horn. The baby was small and golden, with a little nub of a horn between his bright blue eyes.

The mother unicorn saw me standing there, studied me for a moment, then -deciding I wasn't a threat- leaned her head down to drink from the river, letting her horn touch the water. The water of the river seemed to glow for a moment before returning to it's normal color. The baby unicorn then bent to drink as well. I sat down in the grass a little ways away, not wanting to risk startling them, content to sit and watch them a while.

"Impossible!" said a voice and I turned my head to see Snape standing just inside the trees.

"Shh," I hissed at him quietly, "You'll scare them away."

He emerged from the trees slowly. His wand was in his hand and he had the tip lit. He walked over to where I sat and the unicorn lifted her head and surveyed him silently. The baby unicorn looked up as well and upon seeing Snape, let out a delighted squeal and began to clamber towards us, still unsteady on his legs. When the baby reached Snape, he stared transfixed at the light on the end of Snape's wand. The little unicorn sniffed it, touching the end of his golden nose to the end of the wand. Snape held absolutely still, his eyes on the unicorn. The baby licked the end of his wand curiously and Snape laughed softly, a sound I would not have thought possible of him.

When the little unicorn lost interest in Snape's wand, he proceeded to butt Snape playfully with his head. Cautiously, Snape reached out and touched his muzzle. I watched the mother unicorn to see how she would react. She nickered quietly and trotted over to us. The mother stopped in front of me, close enough to touch. But I dared not…

"It's okay," Snape said quietly, his eyes still on the golden baby unicorn, who was now chewing on his robes, "She'll let you touch her. Unicorns are quite nice. In fact, they prefer a girl's touch."

I put my hand out warily and the unicorn brought her head down so that my hand touched her soft velvety muzzle.

Neither Snape nor I spoke until the mother had whinnied to her baby and the two went off in the woods together.

"You shouldn't be out here. Especially at night. These woods are full of dangerous creatures," Snape began immediately.

"What're you doing out here then?" I inquired.

"I am getting Potions ingredients- there are certain plants that can only be harvested at night. …But that is beside the point. You shouldn't sneak out of the castle at night and go wandering about the forest. That's two very serious infractions of school rules that-"

"Actually, I didn't sneak out of the castle to go wandering in the woods…I snuck out to go flying," I said, holding up the broomstick.

"Oh… so you actually broke about five school rules?"

"Maybe," I replied with an indifferent shrug.

He stared at me wordlessly, then shook his head.

"Do you even know which direction the castle is in?" he asked, bemused.

"Ah…nope."

He let out an exasperated sigh.

"I suppose you should come with me then…but I'm not returning to the castle until I've harvested some Fluxweed."

"Fine by me," I replied with a shrug and followed him into the woods.

"Keep your wand out," he said to me. I pulled my wand out of my pocket, lit the tip, and held it aloft, following Snape through the thickness of the forest.