Hermione Granger was going to be the death of him. He just knew it.

Remus Lupin tried to tear his eyes away from her mouth, but he couldn't look away for long. The twins had decided to throw a Halloween bash at Grimmauld and there was copious amounts of candy laying around. Hermione had of course produced her own candy, saying she didn't trust anything the twins might give her as it probably had several enchantments on it. She'd unwrapped the infernal thing and started sucking on it. That was when Remus found that he couldn't keep his eyes on anything else.

His mind kept popping up visions of her pert pink lips wrapped around another part of his anatomy. A part of his anatomy that was making itself quite known. Remus suppressed a groan as she popped the infernal thing out of her mouth and said something to Harry and Ginny who were sitting across from her. None of the other male occupants of the room seemed to be staring at her quite the way he was. The twins and Harry had invited several of the friends from Hogwarts so the party was in full swing, with copious amounts of butterbeer and fyrewhiskey being passed around.

What was more infuriating was that she had no idea just what she was doing to him. He'd admitted to himself several months ago that he was attracted to her, he'd just never let himself do anything about it. She moved into Grimmauld after her relationship with Ron had fallen through and Harry had offered her a place to stay. After Remus's own failed relationship with Tonks, Harry had told him that his home was open to him as long as he wanted, for which he was eternally grateful.

Hermione swirled her tongue over the top of the lollipop and pushed it back into his mouth. Remus suppressed another groan at its disappearance behind her lips. The red color had slightly coated her lips giving them a red sheen and attracting his eyes more.

Remus tore his gaze away from her, and looked around to see if anyone had noticed his staring. When it became obvious that everyone was otherwise engaged, he couldn't help but turn his eyes back to where she was swirling the lollipop around her mouth, taking it out to comment on the conversation she was having with Harry and Ginny.

Remus knew it wasn't right for him to be lusting after her like this. He was twenty years her senior, and a tired old werewolf. He would be the first to admit that Hermione Granger had turned into a beautiful young woman, much to young and innocent for a man like himself. She had enough problems with out adding the affections of tired old man like himself.

Remus knew it wasn't just her body that attracted him. It was her intelligence, her thirst for knowledge. She was truly the brightest witch of her age. She had a very good job in the Department of Care of Magical Creatures at the Ministry and she'd changed many of the laws against werewolves that had stopped him from getting at job. He now had a job in the Magical Law Enforcement part of the Ministry that, had it not been for her, he would never have been able to get.

Remus stared down at the fyrewhiskey he held in his hand and took a sip of it, trying to quell his thoughts.

"Do you suppose she knows what she's doing with that lollipop?"

Remus turned to see the twins behind him, although he wasn't quite sure which one it was that had spoken. He followed their gaze across the room to Hermione.

"No I don't think she does, brother," George said.

"But then you know that, don't you Remus?" Fred said.

Remus could feel his face heating up from having been caught. He saw the twins smirks on Fred and George's faces. They were enjoying this.

Remus growled out a expletive and took a long drink of his fyrewhiskey.

"Maybe you should give it a chance," Fred said with a softer smile.

"You have a lot more in common with her than she ever did with our brother," George said.

"Now go get her," They said together and turned around to create more mischief.

Remus ran a hand through his hair as he watched Hermione finish the rest of her lollipop. She really didn't know what it was she did to him. Remus sighed as she threw the stick from her lollipop into the trash and then continued on with her conversation.

Oh who was he kidding? She would never be attracted to a bitter old werewolf like him. She deserved someone young and carefree and that was definitely not him.

Several hours later, Remus found himself cleaning up with Hermione as his only companion. They seemed to be the only ones that weren't passed out from to much fyrewhiskey. She had another lollipop in her mouth and was sucking merrily on it as she picked up bits of streamers and stray pieces of candy off the floor.

"It was nice seeing everyone," Hermione said conversationally, as she picked up empty butterbeer bottles.

"Yeah it's been a while since we got everyone together," Remus commented, still trying to steer his eyes away from her lips that sucked the lollipop back into her mouth.

Hermione popped the lollipop back out of her mouth. "Just make sure you don't eat any of the candy the twins left," she said with a smile on her face. She resumed picking up glasses and went into the kitchen with her armload.

Remus had no intention of trying any of the candy. He's seen what they'd done to Ron at the beginning of the night. One piece had turned his hair a garish shade of purple, while another one made him rhyme all his words together. It had been quite enjoyable listening to him speak in meter. Ron had become their unwitting test dummy for a few of their newer projects.

Remus went into the kitchen with a few more glasses he'd found lying around to see Hermione at the sink, hand washing the dishes.

"Why don't you just use magic?" Remus asked.

Hermione looked up at him, her lollipop firmly between her lips. She reached up and plucked it out again. "I like doing it without magic sometimes. Makes me feel more useful."

Remus smiled at her as she once more popped the lollipop back into her mouth and continued sucking on it, her hands working on the glass. Remus again couldn't tear his eyes away from sight.

Hermione felt Remus's eyes on her and turned her head to see him staring at her. Or more specifically at her lips. Hermione felt herself blush as she realized what she must look like sucking on a lollipop. She felt her breathing speed up a bit at the way he was staring at her. She couldn't describe it as anything besides lustful.

Hermione had admitted to herself quite a while ago that she was attracted to the older werewolf, but she'd never had any signs to indicate that he felt the same way she did. He was kind and intelligent, and she'd seen in him a few times coming out of the shower in only a towel, so she knew he was all lean muscle over hard bone.

The way he was looking at her now though would be seen as anything but innocent. She could see the way his eyes were dilated, and how he was breathing a little heavier than usual. Hermione felt her breasts press against the front of her shirt as her breathing sped up, and her knickers got damp.

Remus's nostrils flared as he took in the sudden change in the room. He felt his face flush as he realized Hermione had seen him staring at her. He breathed through his nose, and oh Merlin he could smell her. Her face was flushed, and her breasts were heaving, and she was aroused. By him. Remus didn't know where it came from, him or the wolf, or some combination of the two, but he suddenly growled, reached up and yanked the lollipop out of her mouth before flinging it somewhere behind him, before he covered her lips with his own. Hermione let out a startled gasp and Remus took the opportunity to push his tongue into her mouth. She immediately responded, her tongue coming out to duel with his. Her hands came up to wrap around his neck, and Remus growled into her mouth and pulled her against him.

Hermione couldn't stop the soft mewl that came out of her mouth as her body came in contact with Remus's hard lines. She'd known for a while that she'd was attracted to the werewolf, but she never thought he'd allow himself to do anything with her. She'd never been so happy to be wrong.

She felt the hard line of the counter behind her, and wondered idly when he'd pushed her against it. She didn't let it linger in her mind for very long though. Her thoughts were quickly melted away, and she felt her brain turn into a big pile of mush as he continued to kiss her.

Remus broke away from her lips and started kissing down her neck, nipping and licking at it, reveling in the small mewling noises that she was making. He stopped and stared at her for a second. Her unfocused, glazed, eyes looked at him in confusion.

"If you don't want this Hermione, you better tell me now," he nearly growled out.

Hermione nodded, wondering if she could even form coherent words at the moment. He wanted her and she wasn't going to tell him no. "Yes," she croaked out, not trusting her voice to say more.

Remus didn't wait for her to say anything else. He attacked her lips again, his hands at her waist. He pushed her shirt up, his hands coming into contact with the bare skin of her back. Her skin was so soft and smooth. He disconnected his lips from hers and gave her a wolfish grin at the soft groan of disappointment she let out. He pulled her shirt over her head and stared at her for a minute. She was exquisite. The front of her chest was flushed and she was breathing heavily. Her breasts were enclosed in pale blue lace and Remus couldn't stop the soft growl that came out of his mouth. He again covered her lips with his, his hands coming up to unsnap the back of her bra. He grabbed the center of it and pulled it down her arms, again pulling back to look at her in all her glory. Her breasts weren't very big, but they were perfect. Pert, topped with rosy nipples that were hardening in the cool air. He kissed his way down her neck, until he came to her breasts. He licked and sucked around the sides until coming to her hardened nipple and latched his mouth around it.

Hermione couldn't stop the moan that came out of her mouth as he sucked at her nipple. His other hand came up to cup her other breast and Hermione felt her back arch as she tried to get him to take more of her into his mouth. A very male chuckle came out of Remus's mouth, and Hermione had the urge to hit him for a second before he moved his mouth to her neglected breast and gave it the same treatment.

Remus's hands traveled down her stomach to come and rest at the button of her jeans. He unbuttoned them and pulled down the zip. Hermione kicked her trainers off let Remus push her jeans down as far as they would go before stepping out of them.

Hermione felt herself flush as Remus pulled back to stare at her. She had the urge to cover herself since she standing there in nothing but her matching lacey thong and her socks.

Remus must have noticed her discomfort because he grabbed her wrists, preventing her from moving them. "You're beautiful," he said in a husky voice. He pulled her up against him, grinding himself against her. Hermione could feel the affect she had on him against her hip. She felt her knickers get even more damp than she was sure they already were.

Hermione reached up to unbutton his shirt, but she quickly became impatient with her fumbling fingers and grabbed each side of his shirt and pulled, causing the buttons to go flying all around the kitchen. Remus let out another small chuckle at her impatience. Her hands immediately started roaming over his chest. He was toned, all lean muscle over bone, with a smattering of chest hair that tapered down to just a line that disappeared beneath his khakis. Hermione couldn't wait to follow it all the way down. She pushed the shirt off his arms and let it flutter to the floor.

Remus could barely believe that he had this beautiful witch mostly naked in front of him. Her fumbling fingers undid the button to his pants and pushed his pants down. Remus kicked his shoes off and let the pants fall to the floor. Hermione's eyes widened at the sight of him straining against his boxers and unconsciously licked her lips, causing a growl to tear it's way out of Remus's throat. He grabbed at the lacy she was wearing and pulled, his strength causing it to rip. He threw the remains somewhere over this shoulder, not caring where it landed. He picked Hermione up and set her down on the counter pushing her legs apart. She was perfect. Her soft thatch of dark curls at the top with soft pink lips, glistening in the soft light.

"Perfect," he said in a reverent whisper.

Hermione felt herself blush at his words and at the exposed position he had her in.

Remus knew he had to taste her, because he could smell how delicious her desire for him was. He wanted to feel it on his tongue, drink it down. He ran his hands up the smooth inside of her thighs, watching her breath hitch and her eyes become even more glazed. He ran one finger down her center and smiled as she bucked up towards his hand.

"Remus," she murmured.

Remus found he rather liked his name on her lips as he swirled his finger over her engorged clit. She let out a breathy little moan. Remus had no idea she was so responsive. He pushed on her shoulder so she was leaning back on her hands. He kissed his way from her shoulder, down to her breasts, spending a little time there. He then kissed his way down her flat, smooth stomach, coming down to the apex of her thighs.

Hermione gasped as she realized where he was headed. "Remus you don't have to…oh!" Her words were lost as she felt the first graze of his tongue against her sex. No one had ever done this to her before. The only sexual encounters she'd had, had been with Ron and he never liked to do this. He of course liked to receive, but he never gave.

Remus could tell by her nervousness that no one had ever done this. It filled him with a sense of pride that he was the first to explore this part of her. He vowed that he would give her an experience to remember. He let his tongue swirl all around her, before going to down to taste her. She was luscious. He inserted a finger, feeling her clench around him as he curled it upwards and rubbed it against the spongy bundle of nerves on the inside. His tongue found her clit and flicked it back and forth before sucking it into his mouth.

"Remus!" Hermione nearly screamed. If she had her wits about her she would be embarrassed by how close she was to coming. She felt him insert another finger into and pump it in and out and that's when she lost it. She felt the delicious tension he had spiraled in her finally release.

Remus felt her come around his fingers, and his cock twitched at the tightness around his fingers. He didn't stop moving his fingers until she was completely spent and panting.

Hermione grabbed a hold of his hair and pulled him up to her face before laying a rather sloppy kiss on his lips. "That…" Hermione panted, "was incredible."

"Was that your first time?" Remus asked, curious if he'd been right.

Hermione nodded. "Ron never liked to."

"He was an idiot," Remus nearly growled. "You're delicious."

Hermione used her feet to push his boxers down and she couldn't stop from staring at the massive erection he was sporting. He was remarkable. Long and thick with a slightly purple tip that was weeping a little bit of clear fluid from the tip. She wanted to taste him.

"Later," Remus said, guessing her intentions.

Hermione nodded. "I want you."

Remus leaned in for another kiss as he positioned himself at her entrance, glad that the counters were exactly at hip height. He pushed the tip in, groaning at how tight she was.

"More!" Hermione moaned out.

Remus thrust the rest of the way in, hissing at how she felt around his cock.

Hermione had never felt so full. She couldn't help but notice how wonderfully he fitted inside her. It felt like they were made for each other.

Remus made himself stay still for a moment until she could get used to his size. He finally pulled out, and smiled at the small groan Hermione let out, before pushing back in again. He set a steady pace, marveling at how well she fit around him. He let one of his hands roam over her body while he kept the other on her waist. He ran his hand over her stomach, her sides, her breasts, stopping to flick at her nipples. He couldn't help but lean down to take one in his mouth again, sucking it and flicking it with his tongue.

"Oh gods, Remus!" She needed him to hurry.

Remus obliged by speeding up this thrusts and angling it so he hit her spongy bundle of nerves. He couldn't stop the words from spilling out of his mouth. "Feel so good, Hermione. So tight and wet."

Hermione had always loved his voice, but she found she loved it even more when it was in that incredibly husky tone it was in right now. She felt another surge of wetness in her pussy and wished he'd keep talking to her.

"Wanted this, wanted you," Remus heard himself saying. He felt the need to bite her, to mark her in some way. He felt his thrusts becoming more erratic, more forceful. He leaned his head down again to the top of her breast and sucked the skin into his mouth until he tasted a little blood. He let the flesh go with a wet 'pop' and looked down in satisfaction at the purple mark he'd left at the top of her breast.

Hermione could feel herself start to come again. That delicious feeling in the pit of her stomach was going higher and higher until she felt herself release. She heard herself calling his name as she tightened around him.

"Hermione!" Remus said in a strangled groan as he thrust once more and spilled inside her.

Hermione panted, trying desperately to catch her breath. Remus stared down at her, his amber eyes locking on hers. She gave him a huge brilliant smile.

Remus pulled out of her slowly, feeling slightly barren now that he wasn't inside her anymore. Seeing her laying there on the counter, completely sated, her chest flushed from her orgasm, made his chest swell with pride.

Hermione finally sat up, and even though she wasn't sure her legs would be able to hold her, hopped off the counter. She saw Remus staring at her, and couldn't help but lean up to give him a kiss.

"No regrets?" Hermione asked. She wasn't sure if he would regret being with her. She knew she wouldn't for as long as she lived, even if she was just a one-off for him. She knew that she didn't want it to be just a one-off.

Remus looked down at the witch staring up at him, with a slightly worried look in her eyes. He knew that even though many people might not approve, he didn't care. For once, he didn't have a single doubt about the age difference, or his lycranthropy, or the fact that he was a tired old man.

"Not a one," he told her honestly.

Hermione shot him a brilliant smile and reached down to grab her clothes.

"What are you doing?" Remus asked grabbing her and pulling her flush against him. "I'm not done with you yet."

"You're not?" Hermione asked, perplexed.

Remus shook his head, and scooped her up in his arms before carrying her towards the staircase and his room. "I think we have a lot of things left to explore."

Hermione laughed and nipped at his throat as he shut the door to his room.

Fred and George grinned at each other as they put away their extendable ears.

"So do you think we should tell Hermione we switched her candy out?" George asked.

"Nah. Besides it only works on mutual attraction."

George smirked. "They just needed a push is all."

"I'd say it was quite a nice push."

"Wasn't really that big of a push."

"Nope."