The term was passing swiftly, and the number of seventh years taking Professor Lupin's nighttime DADA supplement course had grown to over a dozen. Most were looking to apply to the Auror Department, but some of the seventh years were angling for the other more dangerous career paths – curse breaking for Gringotts, the Department of Mysteries, the Department of Magical Creatures…

Professor Lupin taught a class every Monday night, usually going into more detail on the skills they had learned during regular DADA classes. Most other nights of the week, he was there to help students on a more informal basis. Rarely did a night pass without at least a couple of teenagers coming to the Room of Requirement with questions about dueling techniques or physical defense tactics.

It was Halloween, and Tonks was alone in the padded gymnasium, enjoying the rare moment of solitude. Over the past few months she had felt herself growing stronger and faster – both physically and mentally – under Professor Lupin's tutelage. The Auror training program was on the horizon, and she was pushing herself to the limit to get there successfully. Hence the workout session at eleven on a Friday night, when all of her friends were busy getting drunk in Hogsmeade.

She was not expecting anyone to join her this late at night, and so she danced around one of the punching bags in shorts and a sports bra, sweat dripping down her face as she pummeled the hard leather. She had never been especially sporty – two left feet and the coordination of a baby giraffe didn't help much in that regard – but she was hoping that magical prowess and sheer physical stamina would make up for her supreme clumsiness.

Tonks jumped in surprise and whipped around when the door banged open and bounced back against the wall. Professor Lupin wasn't in a very good mood, by the sound of things. He was obviously as surprised to see her there as she was to see him. They gawked at each other for several seconds as the Weird Sisters wailed in the background. His hair was mussed and sticking up haphazardly, his face lined with exhaustion, and Tonks could still see the remnants of a frighteningly haunted look in his eyes before he schooled his features back to his normal friendly neutrality. He had the look of someone who had just woken from a very bad dream.

His eyes flickered down and he went slightly red, quickly turning to fix his gaze on the noisy radio. Realizing what had flustered him, Tonks cursed under her breath and summoned her shirt from the other side of the room, quickly pulling it over her head.

"Sorry, Professor," she said awkwardly, turning the radio down with a flick of her wand. "I didn't think anybody else would be here."

He looked back up at her, a slightly sheepish smile on his lips as he ran a hand through his unruly hair.

"Yeah, neither did I. Aren't all the seventh years in Hogsmeade tonight?"

She shrugged. "Yeah."

He gave her a questioning look. "Then why are you here? I mean, your work ethic is admirable, but everyone needs a break now and then. Why don't you go join your friends?"

She turned back to the punching bag, tapping it half-heartedly with her fists. "I can go out with my friends after I've applied to the Auror program. Till then, I have to focus on getting in."

She heard his footsteps approach, and turned to see him standing right next to her, hands in his pockets and concern in his eyes.

"Miss Tonks, why are you so stressed about this? The Auror training program is exactly that – a training program. They don't expect you to be perfect coming in, that's why you have three more years of classes before you're fully qualified. I don't think getting in is going to be a problem for you."

She raised her eyebrows skeptically at him.

"I'm serious," he continued, sensing that she was not convinced. "You're obviously very talented, you're a hard worker, and you're passionate about the job. Throw being a Metamorphmagus on top of all that, and they'd be fools not to take you."

She flinched almost imperceptibly, and turned away from him, focusing her attention once again on the punching bag.

"What's wrong?" he asked, and for the first time since she had met him, she kind of wished he would just go away.

"Nothing," she muttered, throwing a poorly executed right hook at the bag and cursing when her wrist bent painfully.

Professor Lupin pulled her gently away from the punching bag and, despite her protests, took her wrist in his large hands. Her mouth opened slightly in surprise when the pain immediately subsided. He smiled at her, ignoring her shocked expression.

"I think you'll live," he said, still holding her wrist lightly between his hands. It was impossible to stay annoyed with him when his warm, calloused palms were touching her skin and unleashing butterflies in her stomach. She smiled back at him.

"You don't like it when people say you're a Metamorphmagus," he said. It was not a question. She reluctantly pulled away from him, and started to take the white tape off her hands.

"No," she said, opting for honesty. "I don't. I don't like feeling as though I'm defined by something I have no control over."

She looked up from her hands to see him staring intently at her. Her stomach lurched again. Why does it always do that when I'm around him? she wondered as she continued.

"I want to be valued for who I am, not what I am. I know that being a Metamorphmagus is a huge advantage when you're an Auror, but I'm going to earn my place just like everyone else."

She raised her chin defiantly, and he smiled at her. "I have no doubt that you will. I didn't mean to imply otherwise, forgive me."

She smiled back at him, and he took a breath, as though he wanted to say more. After a moment of hesitation, he continued.

"As for what you said – about how you don't like being defined by something you can't control… I think you'll find that many people share that sentiment. You're not alone in that."

Before she had a chance to ask him what he meant, he turned away, grabbing a roll of tape to put on his hands. She continued to remove the tape from hers, contemplating what he had just said. She thought of Terry and her other gay friends, and Lee Jordan and the other minority students at Hogwarts. Professor Lupin was right: they would know just as well as she did how it felt to be defined by – and often mocked for – the one thing that made you different.

Professor Lupin was almost done wrapping his hands. Tonks examined him for a while, taking in the lines of fatigue on his face, and the way his clothes seemed to hang off his suddenly thin frame. The man was a mystery. Over the past few months, he had gone from lithe but muscular to almost painfully skinny, then back again. Now, he seemed to be returning to a skeletal state. His face was pale and drawn, and though he often seemed vaguely tired, tonight he looked almost dead on his feet.

"What are you doing here?" she blurted out before her brain could stop her. He looked up at her questioningly.

"Same thing you are. Working out."

"Yeah but – no offense Professor… but you look like you could use a good night's sleep, not a workout."

His eyes darkened momentarily – a flash of the hollow look on his face when he first entered. But he covered it so quickly with a genial grin that Tonks wondered if she had imagined it.

"Couldn't sleep," he said, the lightness in his voice almost imperceptibly strained. "Chronic insomnia. Hence why I'm always here, goofing off with you guys."

He turned to one of the punching bags, then seemed to think better of it. Looking back at her, he said, "Tonks… this room is gonna be here all weekend. But your friends are having fun in Hogsmeade now. Even Aurors have social lives."

Slowly, a grin spread across her face. Admitting defeat, she nodded and grabbed her stuff.

"Have a good night, Professor," she said, heading for the door.

"You too, Tonks."

As she opened the door, she heard him begin to hit the punching bag. Hesitating, she looked back. He was already lost in the motions, attacking the bag with a single-minded aggression that both frightened and excited her. But as he shifted to place a well-aimed kick on the hardened leather, she caught a glimpse of his eyes. Hollow… haunted.