Title: No Help Like a Woman's
Author: celandineb
Characters: Lily, Remus, Severus
Rating: NC17
Warnings: voyeurism, semi-threesome, first time, cross-dressing (sort of)
Themes/kinks chosen: Lost prompt #68: "Lily/Remus/Severus. Severus/Remus are in a secret relationship they want to go to Yule Ball as a couple-goes to Lily for advise. Lily helps Severus transform into a passable gal. What is a girl to ask in return from two hot guys?"
Word Count: ~6500
Summary: Remus desperately wants to go to the Yule Ball with Severus, and with Lily's help, they find a way.
Author's notes: The title is taken from the title of a 17th-c. play by Thomas Middleton: No Wit, no Help, like a Woman's.


The hush of the library was interrupted by Remus' whisper.

"Are you looking forward to the end of term?"

Severus looked up from the parchment on which he was writing his Charms essay in tiny rapid script. "What?"

Remus repeated the question, adding, "You know there'll be the ball... the 'Yule Ball' even though the Triwizard Tournament hasn't been held in decades, and though it'll actually be a week before Christmas."

"So?" Severus scowled. "Why would I care about the Yule Ball?"

"Because I'd like to go?" Remus said.

"We can't go together. You know that. Neither of us is a girl and anyway, your Gryffindor confederates wouldn't tolerate it." It had taken Severus a long time to forgive Remus for the incident last spring, after their O.W.L.s. Remus refused to talk about why he had stuck by his dorm mates, despite making it clear that his feelings for Severus ran deep, too. Severus felt his cheeks heat, remembering some of the ways Remus had proved that.

"I do know. The Slytherins wouldn't be enthusiastic, either, I might point out. But would you go to the ball with me, if we could think of a way that wouldn't cause trouble for either of us?"

Severus shrugged. "Sure." It was easy to agree; he couldn't imagine that Remus would be able to come up with any such scheme. "Now can we study, please?"

"Sorry. Yes." Remus bent over his book. "Did you get the bit about Aguamenti requiring an up-and-down movement of the wand?"

They worked together for another hour before Remus had to leave. Severus didn't know what excuses Remus gave to Potter, Black, and Pettigrew for studying with him; he didn't care, as long as they didn't try to bully him about it. Perhaps Lily had said something to Potter to defend Remus? Over the last summer they'd made up, she and Severus, although their friendship was not what it once had been. He sighed and turned to his Potions homework. Libatius Borage was... well, not a complete idiot, but Snape had found ways to improve almost every potion they'd prepared so far. He really ought to make notes of all of his changes, he decided, for his own future reference.

Remus did his usual vanishing act the next week. No matter how often Severus asked, he stubbornly kept his mouth shut as to what he was doing when he was gone. It couldn't be illness; he always seemed fine beforehand, it was afterward that there were dark circles under his eyes, and sometimes he moved as if he ached. One of these days Severus would convince him to give up the secret.

When he was back, though, he met Severus in the library again for their usual Tuesday night session.

"I have a plan. For the Yule Ball," Remus said, sotto voce from behind his Charms book.

"What?" Severus asked warily.

"Well, not a complete plan; we need to talk to someone about it -- I thought Lily Evans. She likes you, after all." Remus grinned. "Must be your charming personality. She wouldn't tell anyone if we asked for her advice."

"You haven't discussed this with her already, have you?" Severus was alarmed.

"No, I wanted to see what you thought first. My idea was to use Polyjuice Potion, make one of us look like a girl. I thought Lily could help us find out which of the girls wasn't planning to go, and maybe get a hair from her."

Severus could see several potential flaws in the plan already. "Won't it be hard to explain if someone who supposedly didn't have a date comes to the ball? And worse, what if her friends want to talk with her?"

"Hm." Remus frowned. "That's true... but who else could we use?"

"Lily has a sister," Severus admitted, "although I don't know how she'd get a hair from Petunia, and besides, then the problem would be having someone not a student be there. People would definitely notice. Girls may look rather unlike their usual selves at these events, but they're still recogizable."

"Can we talk with Lily and see if she has any suggestions? I mean, you seem to be all right with the basic idea, if we can figure out a way to make it work."

"There's one thing you've carefully not mentioned."

"What?"

"Which of us is going to be the girl." Severus raised his eyebrows at Remus.

"Oh." Remus' face went pink, showing up the several scars that cut across his skin. Severus suspected that his home might be... less than congenial. Like Severus' own. Remus didn't seem as clumsy as those injuries implied.

"I gather you weren't going to volunteer."

"Um. We could toss for it. Or have Lily make the toss, to be sure it's fair."

"Fine." Severus sighed. "If you're going to insist on doing this, let's go talk with her."

Lily was trying to finish an essay for Professor Slughorn and didn't have time that evening, but she agreed to meet them the next night.

"Out by the lake," Severus stipulated. This was not a conversation to be overheard by anyone else.

"It's too cold." Lily shook her head. "The Transfiguration classroom."

Grudgingly Severus gave in. After dinner he waited until most of his fellow Slytherins had returned to their common room or the library, and then slipped along the hallway.

"Going somewhere, Snivellus?"

He stiffened at the drawling voice. "You're not a prefect, Black, and it's not really any of your business, is it?"

Sirius Black leaned against the wall, dark hair curling around his shoulders. "I may not be, but that doesn't mean I can't report you for being in one of the classrooms out of hours."

"Go ahead." Severus had his wand ready. "I've seen you sneaking around the castle more than once yourself."

"You're lying." But Black looked uneasy.

"Try me and see." He wasn't going to give in, not this time, not when it was just the two of them. Where were Potter and Pettigrew, he wondered.

"Not worth it," Black said with a sneer. "Watch yourself." He sauntered away. Severus had an urge to hex him, but if he did then Black would have him dead to rights. Someday the circumstances would fall Severus' way and then, oh then, Severus would savor sweet revenge.

For now he waited until Black had turned the corner, glancing up and down to make sure no one else was coming before he slipped into the Transfiguration classroom. He hoped that Black didn't run into Remus and keep him from arriving on time. Lily he wasn't worried about. She could handle anyone.

As it happened, the other two arrived together.

"I know he's your friend. Can't you convince him to quit trying to impress me? Because I'm really not interested," Lily was saying as they entered the room.

"James isn't going to give up," Remus answered. "Sorry. The challenge of the chase just makes him more determined."

"Boys." Lily shook her head in disgust. "All right. What is it that you two wanted to talk to me about? I know you study Charms together, but if you wanted help with that we could have met in the library."

Even though it had been Remus' idea and he and Lily were both Gryffindors, Remus seemed unable to formulate an explanation. His mouth opened and closed a few times and he looked at Severus with a pleading expression.

With a growl of disgust, Severus said, "It's about the Yule Ball."

"Oh, are you planning to go, Severus?" Lily gave a bright smile. "I think it would do you good. Who are you going to ask to go with you?"

"That's the problem." To his annoyance Severus realized that his face had grown hot. "I... Remus... we want to go together."

"What?" At first Lily's face registered only confusion, but gradually her expression shifted to understanding, and then concern. "The two of you are...?"

"Yes." Severus nodded curtly.

Lily sat down in one of the seats. "I see... yes. A bit of a problem."

"It's not just that, well, we're both boys," Remus finally said. "But it's Severus. You know how James and Sirius and Peter will be."

She frowned. "Yes. Not that you've ever done much to stop them."

"I can't. You don't... I just can't." Remus looked down.

"So why are you telling this to me?" asked Lily.

"Remus thought about Polyjuice Potion. If one of us drank it to appear like a girl, then we could go."

"That might work." Lily cocked her head and looked appraisingly at Severus. "You agreed to this?"

Severus gave a reluctant nod. "There are still some rather serious problems with the idea. Like what girl to pretend to be, and which of us is going to actually take the potion."

"We thought you could toss a coin or something to decide that, since you'd be unbiased," Remus explained.

"Sure, that's easy enough. But I don't know who you could pretend to be. Most of the girls are planning to go... at least if one of the boys asks them. I don't think it'd be certain until the last minute." She frowned. "Although maybe it would be possible to pretend to be a girl who doesn't go to Hogwarts... there's Beauxbatons and Durmstrang, and there are always a few whose parents teach them at home. I've heard some of the girls talking about inviting boys from one of the other schools, if no one here asks them. I think Durmstrang's term ends earlier than ours, so they would be able to make it."

"That's what I was thinking, someone who's not a student here," said Severus. "Like your sister."

"She's not even a witch!" Lily exclaimed, standing up and pacing around the edge of the room.

"But that would be perfect," Remus said. "No one would have the faintest idea of who she was, or recognize her."

"Could you get a hair from her somehow?"

"I could, but..." Lily perched on the edge of Professor McGonagall's desk, swinging her feet and looking thoughtful. "I don't think that it'll work," she said at last. "People would be too curious. Even if you claimed to be from Beauxbatons or Durmstrang there are students here who have cousins at those schools and although it mightn't be a problem at the time, there could be tricky questions afterward. Besides, it's possible that someone really will invite a person from one of the other schools to come, and that would make it impossible. And if you Polyjuiced yourself into an actual student here, there'd be no way to get away with it."

Remus' shoulders slumped. "Bugger. I thought it was such a good idea."

"I can only think of one person who it might be safe for you to turn into," Lily said.

"Who?" asked Severus dubiously. Seeing Remus' dejection made him want to do something, if he could. This whole going to the Yule Ball thing was clearly more important to Remus than Severus had quite realized.

"Me," said Lily simply. "You could turn into me."

"But then you wouldn't be able to go to the ball yourself," said Severus.

"I could go for part of it, as your date, or Remus'."

"You mean, whichever of us took the Polyjuice, you and he could each spend part of the time at the ball?" Remus asked.

Lily nodded. "Exactly. There isn't anyone I'm especially keen on at the moment, and I'd like to tell James Potter to shove off the next time he asks me."

"I suppose that would work." Severus felt a rush of gratitude towards Lily. He wouldn't even mind, too much, if it he were the one who had to pretend to be the girl if it was Lily he was pretending to be.

"That's awfully generous of you, Lily," said Remus earnestly.

There was a mischievous, almost wicked, glint in Lily's eye as she replied, "I'm going to ask for something from the two of you in return, though, if we're going to agree to do this."

"What?" said Severus and Remus simultaneously.

Now Lily blushed, a little bit. "The two of you... if you're going out, I suppose you kiss, and stuff like that?"

Severus swallowed. "Stuff like that, yeah," he agreed, not meeting Lily's eyes.

"I'm... I wondered if you would let me be with you, just once?" Lily's voice was higher than usual.

"Be with us?" Remus' voice cracked too. "You mean, like watching?"

Severus felt the blood rush up into his face at the idea.

"Watching, and maybe touching? I've never, you know, done more than kiss. I'd like to see for myself how a boy's bits work."

The thought of Lily there with himself and Remus, seeing them together, maybe even participating, was terrifying but exciting at the same time. Severus swallowed. "Let us talk about that for a minute." He pulled Remus to the far corner of the room and they spoke in whispers.

"What do you think?"

"I think it's the only way that she'll agree; and she's right, pretending to be her is probably the only way we can do this. And I really want to go to the ball with you, even if we can't do it openly."

"Why do you want to go so badly?"

Remus hesitated. "Because it's such a normal thing to do. And I don't feel that I'm normal very often."

"Because you're a poof?" Severus used the word deliberately.

"That is certainly part of it. So I'm willing to do what Lily's asking for, if you are."

"I guess I am," said Severus slowly. "But if she wants one of us to actually, you know, fuck her, what will we do?"

"We tell her no." Remus looked scared but determined. "After all, we've never done that to each other; she should understand."

"Okay."

They walked back to McGonagall's desk. "All right, Lily. We agree. I'll start brewing the Polyjuice Potion tomorrow," Severus said. "It'll be ready in plenty of time."

Lily grinned. "Sounds good. Now, which of you is going to be me?"

"Do you have any money on you?" asked Remus. "To toss a coin to find out."

She shook her head. "Only up in my room."

"All right, we'll meet again and you can flip to decide for us then," said Severus.

"When we get together to fulfill your part of the bargain." Lily hopped down. "I have to go to the library; I promised Alice that I'd study Charms with her tonight. How about we meet on Saturday? It's not a Hogsmeade weekend, and I haven't made any other plans for the afternoon yet."

Next Saturday seemed awfully soon to Severus, but perhaps it was best to get it over with.

"We've been meeting outside, mostly," Remus said. "At a spot right on the edge of the forest; no one else wants to risk going there."

"No." Lily shook her head. " I know a better place . Meet me by the statue near the stairs on the third floor at two o'clock on Saturday and I'll show you."

Although normally he would have been punctual to the minute, Severus deliberately chose to be a few minutes late for the rendezvous on Saturday. If Remus and Lily had to wait there together for a few moments, no one who happened to see them would think it odd; both Gryffindors, both prefects. Whereas Severus could only seem out of place, either alone or with either of the others. He hurried up at five minutes past two and found them waiting, as he'd expected.

"Come on." Lily led them along the hallway. "It's a storeroom, but it doesn't seem that it's being used at present." The door she led them to was half-hidden behind a tapestry that showed a battle between goblins and wizards. "In here."

There were a fair number of dusty crates and miscellaneous objects piled in the corners, but the small room was reasonably clean and not too cluttered for the three of them to fit in comfortably.

"We could transfigure a few of the crates into blankets or cushions or something," suggested Remus, and the other two agreed, pulling out their wands and transfiguring a good dozen crates into large pillows.

When they'd finished Lily cast a locking charm on the door. "There." She sank down crosslegged onto one of the cushions and said, "Go ahead. I'll just watch you for now."

"All right." Severus felt nervous, more awkward even than the first time he and Remus had kissed. He met Remus' dark brown gaze; the other boy looked as shy as he felt, but they stepped together and began to kiss.

Within a few minutes Severus had almost forgotten that Lily was there. Not quite, but Remus was a very passionate kisser, making little growling noises against Severus' mouth. Their hips thrust together as Severus backed Remus against the wall, nearly knocking over one of the remaining stacks of crates.

"Down," Severus muttered.

They sprawled on the cushions. Severus had to admit that this was far more comfortable than being outside; more private, too. He fumbled at Remus' robes, pulling them open and then going for the trousers underneath. They didn't usually risk that, instead just frotting against each other, still mostly clothed, in case anyone else happened by, but here it was safe to expose Remus' cock, not only touching the bare skin but leaning down to taste him as they had dared to do only a few times before.

Remus quivered as Severus ran his tongue over the foreskin, nudging it to peel all the way back, exposing the head and licking over the drops welling up from his slit. He heard a muffled noise, a gasp perhaps from Lily, but ignored it. One of Remus' hands came down and tangled itself in his hair, thumb brushing along the curve of his ear so that Severus trembled.

It never took long for Remus to come, whether in Severus' hand or his mouth, and this time was no exception. Severus had scarcely fallen into a rhythm of sucking and rubbing when Remus gasped out his name, hips bucking up as he shot into the back of Severus' throat. Severus backed off slightly to swallow, running his tongue over the hot skin of Remus' prick until the bitter taste was gone. Then he released it and looked up to meet Remus' smile.

"Your turn." Remus started to undo the fastenings of Severus' clothes.

"Just your hand," Severus muttered, conscious once more of Lily in the corner. He sneaked a look at her as Remus started to touch him, and saw that she had her hand between her legs, circling, as she watched them.

Remus leaned forward and whispered in Severus' ear, " Should we ask her?"

A little reluctantly, Severus nodded.

"Lily?" said Remus. "Do you want to come here?"

Lily's mouth opened a little bit, as if she hadn't really expected such an invitation. Nodding, she crawled over and gave first Remus, and then Severus, long lingering kisses. Her mouth was softer and smaller than Remus' was, her kiss less forceful, but enjoyable nonetheless, Severus decided. If he had to kiss a girl, Lily was the only one he would want.

"Here," he heard Remus say, and then Lily was stroking his cock, right alongside Remus' fingers. Her touch was light and almost ticklish, and Severus made a sound that was half-laugh, half-whimper.

"Harder," he begged, unable to stand it.

"Won't that hurt?" asked Lily.

Severus shook his head and Remus said, "No, he likes it like hard," and snickered.

"Oh." Her fingers moved again, this time more confidently. "Like this?"

"Yes," hissed Severus. Now Remus was playing with his bollocks as Lily stroked his prick. Lily's skirt was hiked up, her other hand touching herself between the legs, and Severus could see that her knickers were wet. He stretched out his hand to touch the bare skin of her thigh curiously and she gasped. He started to pull away but she grabbed his hand and brought it to her cunt.

"Please, Severus," she said, and he let her guide his fingers under the elastic and into the soft moist folds below, so very different from the hardness of a boy's cock. There was a firm nub there, and when he touched it she trembled.

"Oh god, god," moaned Lily as Severus rubbed his fingertip cautiously over the bump of her clit. Her face was almost as red as her hair, which stuck in damp tendrils to her face. Her hand on Severus' cock stilled.

"Lily," Severus whispered, fascinated by her expression, which looked almost as if she were in pain.

"Oh!" she cried out again, and he felt her quiver, her hips pushing up against his hand. He stopped moving, but she said, "No, keep on... oh god yes," as he resumed, and she clutched wildly at Severus, at Remus, her body arching.

Remus had not stopped playing with Severus' bollocks and prick, and when Lily had subsided Severus realized how close he was to coming, too. He grunted and pushed into the circle of Remus' fingers, breathing in heavy gasps. Remus' eyes met his own at the moment he erupted in sticky pulses, splattering across his stomach. He let his head drop back, limp with the release of tension and a little embarrassed still that Lily had seen him this way.

It didn't seem to bother her, though, for she kissed each of them again, smiling a slow satisfied smile. "Thank you both," she said, stretching. "That was lovely."

"You're welcome." Remus' face was pink, and he shoved strands of light brown hair behind his ears. "I... I thought it was nice too." He flushed. "More than nice."

Severus murmured something indistinguishable, meant as an assent. "That fulfills our side of the bargain, right?" he asked. Lily might have been Sorted into Gryffindor, but she had a knack for getting the most out of a bargain that would do any Slytherin proud.

"Oh yes." Lily nodded and began to straighten her clothing. "Have you started brewing the Polyjuice Potion?"

"It will be ready in time," said Severus. "We still need you to toss that coin to decide which of us drinks it for the ball."

Pulling out a bronze Knut, Remus handed it to Lily. "Here you go."

She took the coin. "Heads for Severus, tails for Remus, all right?" They both nodded and she sent the Knut spinning into the air, catching it deftly and slapping it down on the back of her other hand. All three of them leaned in to see the outcome.

"Heads."

Severus swallowed hard. Somehow he had always thought that in the end, it would be Remus who would pretend to be Lily. But a bargain was a bargain. "I suppose it's for the best," he said weakly. "I expect fewer people will notice that I'm not there then they would if Remus didn't go, being a Prefect and all."

Lily gave him a sympathetic nod. "I think you're right. This is probably for the best."

Remus laughed suddenly. "Just think, Lily, James is going to be so jealous of me."

"Ha. He will, won't he. Serve him right."

That was true. Severus' spirits brightened at the thought that this would doubtless make James Potter eat his heart out -- over Severus, even if Potter didn't know it. He stood up and started tucking his clothing back into place. "I'd better be going," he said gruffly, and Remus jumped up to embrace him, giving him a fierce kiss.

"I'll see you tonight in the library, yes?"

"Of course." Severus nodded at Lily and left.

Polyjuice Potion was a lengthy one to brew, but not that difficult for someone who'd managed an "Outstanding" on his O.W.L. in the subject. Well over a week before the Yule Ball, Severus had a large flask of it finished and waiting. By then the halls positively rang with holiday merriment. Severus thought longingly of the quiet solitude of the holidays, when nearly everyone except the staff would be gone.

He would miss Remus though -- not that he would say so. And Remus was growing careless. More than once when they were in the library, purportedly studying but really enjoying a little touch and fumble under the tables, or even a few snogs if there was no one nearby, either Black or Potter had appeared seemingly out of nowhere. Remus seemed to take it in stride, and he did at least turn his friends' more vicious remarks away from Severus, but generally when they were thus interrupted Severus could count on Remus making an excuse and going off with the other Gryffindors until the next day.

If only for that reason, he looked forward to the ball, even if he would be dressed in Lily's robes for the duration of it. She told him that she had transfigured one of her school robes to match her green dress robes, so that they could both wear the same outfit and not have to exchange clothing each time they swapped places during the ball. Apparently she had turned Potter down on four separate occasions and refused to tell him with whom she was planning to attend. Severus hoped for Remus' sake that Potter wouldn't take it too badly when he found out that Lily was going with one of his mates. Remus didn't seem too concerned, however.

At last the day arrived. When he drank the Polyjuice Potion with Lily's hair in it, Severus was pleasantly surprised that it didn't taste as foul as he had been led to expect, but the transformation was still painful. He underwent it in the same storeroom that Lily had taken himself and Remus to, since he didn't dare appear in the Slytherin quarters impersonating a Gryffindor, a female Gryffindor at that. With some effort he put on the robes that Lily had lent him, and was interrupted by a knock on the door.

"There you are," said Lily brightly as she entered. "I thought you could probably use a little help. It's not just about wearing the robes, you know. We have to have our hair and makeup the same, too."

"Makeup?" said Severus, outraged. "No one said anything about makeup."

"It's too late for you to back out now, so just sit still and I'll put it on you," said Lily calmly. "You have the rest of the potion with you, don't you?"

"It's in a flask in that beaded bag thing you gave me," Severus muttered resignedly, closing his eyes as Lily started to apply various lotions and pencils and powders to his face.

"Good. As long as you remember to take a sip every hour, that should do the trick. I think the best thing to do would be to switch off every thirty minutes or so; don't you?"

"It'll..." Severus sputtered as a puff of face powder got into his mouth. "If I, you, whichever of us it is -- has to leave the Great Hall every half-hour to trade places, don't you think it'll look a bit odd?" He opened his eyes to see Lily looking at him thoughtfully.

"You're right. It'll be dull, sitting in the girls' loo for that long at a stretch, but I guess every hour will have to do. You can dance first." She tilted her head, evaluating her work. "Not bad. Just remember to take shorter steps than usual; your legs are shorter now so it shouldn't be too difficult. And don't lead when you're dancing, all right?"

Severus sighed. "Suddenly I'm convinced that this was a really terrible idea."

"Nonsense." Lily shook her finger at him. "You're doing this for Remus, and I'm sure he'll appreciate that," she said with a saucy smile.

"I hope so," said Severus.

"Oh yes. He told me..." she broke off, flustered.

"Told you what?"

"I'm not supposed to tell, but... just act surprised later, all right? He said that he was going to let you shag him properly tonight, if you wanted." She blushed.

"He did?" Severus swallowed. "Oh. I'll act surprised, I promise."

"Have fun, Severus." Lily gave him a quick hug. "I'll be in the girls' loo on the second floor; no one ever wants to use that one because it's haunted, so it'll be a safe place for us to wait."

Severus nodded, and gathering his courage, went down to meet Remus in the Great Hall.

The ball in itself was very much as he expected; the music too loud, all interactions awkward. His trade-offs with Lily went smoothly, to his relief. And he managed to avoid having to dance with either Potter or Black. Lily did instead, telling Severus the next time they changed places that she had done so in order that James not be too hard on Remus for getting Lily to go with him.

"That's very kind of you, Lily," said Severus.

She smiled a little forlornly. "Well, I'd like to dance with you, too, but that's not really possible."

It was Lily's turn to be in the Great Hall when the ball came to an end. Severus was sitting in one of the stalls, reading over his potions book and jotting down some possible alterations, when the stall door rattled.

"It's me," came Remus' hoarse whisper. "Ready to go?"

Severus opened the door. " I'm going to turn back to myself soon," he pointed out.

"Yes, but I have a way around that." Severus had never seen such a wicked grin on Remus' face. "I have an Invisibility Cloak we can use if we're careful."

"A what?" Severus was astounded. "Where did you get that?" Did Sirius Black own it? Was that the secret to his ability to get himself out of potential scrapes? Regulus had never hinted that his family owned such a treasure.

"Never mind. It's not mine, and the person whose it is it doesn't know that I have it, so don't tell anyone about it, please?"

"All right."

"How much longer till the last dose of Polyjuice wears off?" asked Remus.

"Perhaps ten or fifteen more minutes," said Severus.

"Good. We can probably get to Lily's storeroom in less than that, but I wanted to have the cloak just in case, so you wouldn't have to go another hour as her. I, um. With everyone pairing up tonight, I wanted us to... wanted you to... have sex with me."

"Remus." Severus was breathless, despite having known what Remus would say. "Yes."

No sooner was the storeroom door closed behind them and a spell cast to prevent anyone else from coming in -- not that Severus expected there would be, but Lily, at least, knew about the room, and who knew how many more might? -- than Remus had his arms around Severus and was kissing him.

"No -- wait --" Severus tried to push Remus away. He hadn't yet transformed back into his own shape, and it felt very odd for him to be wearing Lily's body and kissing Remus so passionately.

Remus gulped and nodded. "Sorry. I just... it's not as if you..." His voice shook just a little, and Severus realized that for all that he had suggested having sex, Remus might be nervous at the prospect.

"We don't have to do this, you know."

"I know, but I want to."

"Why?" asked Severus stiffly.

Biting his lip, Remus shrugged. "I just do."

Severus would have liked to ask if Remus meant that he wanted Severus to shag him, or just wanted to be shagged by whomever, but he wasn't sure he dared to know the answer.

"It can only be a few minutes more," he told Remus, and started to transfigure a few of the crates into pillows, as they had done last time.

They had barely finished arranging everything when Severus felt the twinges that signaled that the Polyjuice was wearing off. He dug his nails into his palms to keep from crying out with the agony of his flesh reshaping itself. Remus had nothing but sympathy on his face as he watched.

Lily's robes were thankfully not too tight on Severus; too short, of course, but he could still get out of them easily.

"No knickers?" Remus asked, running his hand along Severus' hip. Severus snorted.

"Mine would have been far too small to fit over Lily's hips, and there was no chance I would wear hers," he said flatly. As Remus' fingers brushed across his cock it quivered into straining life. "God. If you really want me to fuck you, I hope you brought something."

"Of course. I don't have much, but it should be enough." He pulled a nearly empty tube out of his pocket and handed it to Severus before he too began to undress.

"Use it for wanking, do you?" Severus had never tried that; the most he ever did was spit in his hand before tugging himself off furtively under the bed clothes.

Flushing, Remus nodded. "I, um. I like to put a finger inside myself. Or more than one."

"Oh." So that was why Remus knew he wanted to be fucked, although Severus imagined that the difference between a finger and cock was enough to explain Remus' nervousness. He unscrewed the cap from the tube. "How should I do this?"

"Come here and kiss me again, first." Remus stretched out on the pillows, his hand going to his prick, a groan escaping him as he tugged at his bollocks.

Severus lay down beside him. Remus shifted so that their cocks aligned, and they began to move against each other. Remus' mouth was yielding and in the pleasure of the kisses and the unfamiliar feel of having their two bodies completely bare, skin against skin from head to foot, Severus almost didn't care whether he shagged Remus properly or not. This was enough. Remus pulled Severus closer.

"Please." His voice was hoarse. "Please, Severus."

Dazed, Severus said, "Yes, all right, now what?" He groped for the tube which had fallen to one side.

"Put some on your cock."

The ointment was cool and slippery as Severus smoothed it on, making sure that he covered every inch. He was glad that Remus hadn't offered to do this; he was already so excited that he might have come. He hoped that he'd be able to hold out long enough to shag Remus the way that Remus wanted.

"You look so hot, doing that." Remus' eyes shone. "Now, squeeze out some more on your fingers and put it on me. I'm pretty good at relaxing there," he blushed, "but it helps if you start with one finger and kind of work your way up to two or three."

That made sense. Remus rolled over and knelt with his arse in the air, his knees apart so that Severus could easily see and touch the little brown aperture. Tentatively, he stroked over it with one lubricated fingertip and heard Remus say, his voice muffled by the pillow, "Yeah, now push in. You won't hurt me with just one finger, I promise."

Severus pressed at the center of the pucker and Remus pushed back against him so that his fingertip slid smoothly inside. It was warm, hotter somehow then Severus had expected, and even with the lube it felt tight and a little clinging. He moved experimentally and Remus sighed.

"That's good. Do that for a bit and then you can use more lube and a second finger."

Severus nodded, forgetting that Remus couldn't see him, and continued. With two fingers inside, as he was thinking about trying to add a third, one fingertip brushed across a bump on the wall of Remus' channel, and Remus gasped.

"Oh fuck, Severus, that's good."

Encouraged, Severus repeated his movement until Remus was practically sobbing.

"Please. Fuck me. Now. Please, Severus."

"Yes, now." Severus got to his knees and positioned himself behind Remus. Pulling his fingers away, he grasped his cock and brought the tip of it to Remus' hole, then with a smooth thrust, pushed inside. He groaned at the feeling. This was nothing like his own hand, nor like Remus' mouth on him either. The heat that he'd noticed with his fingers enveloped his prick, the channel velvety and slick with lube. He pulled out halfway and then sank in again, and it felt just as good the second time and each time after that as he began to thrust regularly.

"A little -- change your angle a little," gasped Remus.

Severus did so, altering slightly with each stroke until Remus cried out, "There, oh fuck yes." His hand was stroking his cock; Severus could see Remus' elbow jogging as he worked furiously, and speeded up his own thrusts. It felt so good that he knew he was going to come any moment anyhow. "Oh, oh yes, oh fuck." Remus shuddered, his arse convulsing around Severus' prick, milking it. Severus gave a deep groan and came, his bollocks tingling as his spunk flowed out in pulsing spurts. He took a few deep breaths and then pulled away, sticky fluid dripping from his cock and Remus' arse. Remus made a soft noise of loss and turned awkwardly to look at Severus.

"Thanks."

Severus frowned a little. "What for?"

Remus stared at him. "Because that felt good, really good," he said. He sprawled on the cushions, looking tired but happily relaxed. The scars on his chest stood out white against the flush that was slowly paling. "I'm glad that we did it, aren't you?"

"I suppose, yes," Severus agreed, letting Remus pull him down. "I can only see one problem."

"Problem?" Remus' breath tickled his ear.

"I'm afraid I'm going to want to do that rather more often than we're likely to have opportunities," Severus said in a serious tone.

"We'll just have to make our own opportunities, then." Remus sighed. "But right now we'd better get back, or someone will notice we're gone. You especially. And I need to return the cloak, too; although if you'd like I'll walk you down to the Slytherin corridor first?"

"That would be good." Severus wasn't too concerned about being seen, but it was an excuse not to part quite yet.

They re-dressed hastily, Severus folding up Lily's dress robes after he'd put on his own familiar worn ones.

"I'll take hers," said Remus. "Everyone will be packing their trunks tomorrow to leave for the holiday; it'll be easy for me to get them to her."

There were other pairs of students still lingering in the corridors here and there, so Remus and Severus could only snatch a final hasty kiss before Severus slipped out from under the cloak around the corner of an unoccupied hallway near the Slytherin dungeon.

"Remus."

"Yes?"

"I'm glad that you wanted to go to the ball." With that admission, Severus hurried off to find his own bed and sleep.