Disclaimer: I don't own Harry Potter, no profit is being made, this is just for fun

AN: A New Chapter! Finally! I'm really sorry this took so long. The sickness this winter has been brutual, and work has been crazy...Jeez, I just want more time to write! Is that too much to ask?! Warning: smut in this chapter! (well, just a bit.)

Hermione stared at her reflection and wished she had bothered to learn a few simple beauty spells that would have helped tame her wild curls as she attempted to wrestle them into submission. Eventually, she managed to pull her hair back into a loose braid, and she sighed as she looked down at her pitiful stash of muggle makeup, and wondered where she should start. The Slug Club dinner wouldn't be as fancy as the Christmas party the Professor usually threw, but that didn't mean guests weren't expected to still look nice. She vehemently refused to use the eyelash curler, deciding it would be better suited as a medieval torture device than a beauty tool, and opted for a light touch of brown eye shadow and a bit of mascara instead. She had just finished applying a dab of sheer pink lip gloss to her lips when she heard the knock on her bedroom door.

"Hermione?" Tom called through the door, and she took a last look at her reflection in the mirror before she opened the door. She knew it was silly, but she wanted to look nice for Tom; he was so handsome that sometimes she couldn't help but wonder why he would be interested in someone so plain.

When she opened the door, he was leaning casually against the doorframe with a flask of polyjuice potion in his hand.

"Ready." She said giving him a small smile as she stepped out of her room, blushing slightly as his eyes took in her appearance. She had decided on a simple dark blue knee length dress, and ballet flats.

"You're beautiful." He said softly, pulling her into his arms and trying to steal a kiss before they left. She stopped his mouth with her hand just before he reached her lips and gave him a mischievous smile.

"Unless you want to wear pink lip gloss to Slughorn's party, I'd reserve the kissing for later." She chuckled.

He smirked, "I plan to do much more than kiss you later."

Hermione felt her stomach do a somersault at his words, and took the opportunity to look him up and down. He was wearing a pair of black trousers and a white oxford shirt with the top button left undone, and a casual black blazer.

"I'm looking forward to it." She said playfully as she pulled him towards the door. Before he opened it, he drank the contents of the flask, and Hermione watched as he transformed into the familiar face of Tom Spencer.

"Ready?" he asked once he felt the tingle of magic subside.

"As I'll ever be. Let's get this over with." She sighed in resignation and he chuckled as he pulled the door closed behind them.

oOo0oOo

"Tom! And Miss Granger! How wonderful that you both could join us! Come in, Come in!" The Professor beamed as he ushered them inside to a large dining room where several students were already gathered.

"I trust no introductions are necessary?" The professor asked jovially as he patted them on the back and nudged them both towards a group of Slytherins that Hermione wasn't particularly fond of.

"Of course not, Professor." Hermione answered politely, and did her best to keep a polite smile on her lips.

"Tom!" Hermione turned at the sound of the female voice, and felt her mood darken as Astoria Greengrass approached them.

"Astoria, you look lovely this evening." Tom said politely and dropped a kiss on her hand as was customary, though Hermione wanted to vomit at the sound of the girlish giggling that accompanied the gesture.

"I do hope you'll save me a dance, Tom." Astoria said blushing before he let go of her hand, looking pointedly in Hermione's direction.

Was she hitting on him right on front of her?!

As Tom opened his mouth to answer, stepped up beside him and slipped her arm over his elbow.

"Tori, it's wonderful to see you outside of class at a social event. To be honest, I'm surprised Draco allowed you to attend." Hermione said innocently, and had to bite back a smirk at both the look of indignation on Astoria's face, and the look of surprise on Tom's.

"Oh? And what makes you think I need his permission to attend an academic dinner?" Astoria spat, obviously offended at Hermione's insinuation.

"Well, since he was not invited to attend himself, I rather thought he'd discourage your attendance, considering your recent betrothal…" Hermione said triumphantly watching the flush of anger creep up onto the other girl's face.

"Yes, well, he doesn't own me." Astoria shot back, crossing her arms over her chest defiantly.

"…Yet." Hermione scoffed and rolled her eyes

"Perhaps we should get something to drink?" Tom interjected pulling Hermione towards the drink table sensing the growing tension between the two girls. Once they were out of ear-shot, he smirked at Hermione knowingly.

"Still jealous, are you?" he said just low enough for her to hear as he poured them both a glass of punch.

Hermione snorted, "Hardly. She'll just be another one of Malfoy's trophies by the end of the year."

Not fooled by her unaffected tone, he pulled her close and whispered in her ear, "It's you that I want."

Her breath hitched and her heart beat faster at the feel of his lips brushing her ear before he pulled away, handing her a glass.

"Now, let's get this over with so we can focus on more pleasurable things." He said, clinking his glass against hers, the smirk on his lips filled with wicked promise.

oOo0oOo

As the party drew to a close and students began to make their way back to their dormitories, Tom laced his fingers through Hermione's and pulled her back to the Head's quarters. As soon as the door to their common room closed behind them, she found herself pinned against it as Tom's lips left a trail of kisses down her neck.

"I've been waiting to do that all night." He breathed against her skin as his hands slipped around her waist, pulling her against him.

She moaned softly as his fingers found the zipper of her dress, and she made no move to stop him as he pushed the silky material off of her shoulders, and watched as it pooled at her feet. She flushed scarlet as she stood before him in only her undergarments; a pale pink bra and pale pink no nonsense cotton panties with a small bow in the front.

She made to cross her arms over her chest in embarrassment, but he held her arms at her sides.

"Don't, you're beautiful, Hermione." He breathed as he took in her creamy skin and shapely legs.

She chuckled nervously, and bit her lip shyly, "I'm feeling a bit exposed."

He raised an eyebrow in amusement and began to shrug off his blazer.

"What are you doing?" she asked in confusion.

"Evening the playing field." He said as his fingers deftly opened the buttons of his oxford shirt, one at a time, until it his toned pale chest was revealed to her.

Hermione swallowed thickly as her eyes fell on the dark trail of hair that disappeared beneath the waistband of his pants.

"See something you like?" he teased, as he leaned into her again, nuzzling her neck and nipping it playfully with his teeth.

"When does the polyjuice wear off again?" Hermione breathed as her hands came up and pushed his oxford shirt the rest of the way off, smiling in satisfaction as it landed in a pile on the floor beside her dress.

Tom chuckled and lifted his wrist to check the time on his watch, "Any moment now." He breathed into her ear.

A moment later as he felt the tingle of magic wash over him, he took a step back, and she watched as he transformed back into Tom Riddle.

"There you are. I was beginning to feel guilty about letting another man undress me." Hermione teased as she pulled him to her, nipping his bottom lip with her teeth.

She squeaked in surprise when he lifted her up and kissed her hungrily

"Wrap your legs around me." He breathed against her lips.

She was too aroused to reply, so she nodded breathlessly and did as he asked, when he suddenly pulled her away from the door and carried her to his bedroom.

She felt a thrill run through her at the thought that this was the first time she was in a boy's bedroom alone.

"Tom, I'm not supposed to be in here with you." She giggled against his lips just before he tossed her onto his bed, and proceeded to crawl towards her like a predator.

"You're right. Do you want to leave?" he asked giving her a sexy grin and turning his smoldering dark gaze on her.

"No…" she admitted, her voice husky with arousal.

"Good, because I want to kiss you here…" he said as he leaned down, dropping a chaste kiss on her lips.

"Here…" he said again as his lips skimmed over her jaw to the crook of her neck.

"Here…and here…" he continued his journey south placing a kiss over the swell of each of her breasts while his fingers managed to release the clasp of her bra, and slip it off.

"Here…" he said softly as his lips traveled over the soft swell of her stomach until they reached the apex of her thighs.

"And…here." He breathed against the already damp cotton fabric of her panties. He could feel her trembling beneath him, and he glanced up at her for permission, hooking his thumbs into the waistband of her panties. She lifted her hips, granting him permission, and he slid them down her legs leaving a trail of kisses as he went.

"Tom…Please…" Hermione was practically writhing in anticipation

When he settled himself between her thighs once more, He could sense her nervousness in spite of her arousal.

"I have wanted to do this for a while. Is this ok?" he asked dropping a kiss on her thigh to help ease her nervousness.

Again, too nervous and aroused to speak, she nodded and watched him though hooded eyes.

As his lips began to move against her there, she sucked in a breath and her fingers grasped his bedsheets in a white knuckle grip, her back arching up off the bed.

He groaned, feeling emboldened by how responsive she was to him, and slipped a finger inside her wanting desperately to make her come apart beneath him.

"You taste so good, Hermione, God I want you so much…" he mumbled against her sex as he continued to swirl his tongue around her clit, slipping a second finger into her to join the first.

She was rocking her hips against him now, and her hands were tangled in his hair; he could tell by her shallow breathing and incoherent moans that she was close. He sucked hard on her clit, flicking it with his tongue as he curled the fingers that were inside of her just slightly, and that's when he felt her let go. She cried out his name, and he continued to lap at her, prolonging her orgasm until she sat up and pushed him away when she couldn't take any more.

"Oh my God" she panted, trying to catch her breath in a state of post-orgasmic bliss.

Tom crawled back up her body, quite pleased with himself, and leaned back on his elbow beside her, gazing down at her with a amused smirk.

She flushed realizing she was now completely naked in his bed while he was still wearing his pants.

"You're over dressed, Mister Riddle." She said as she turned on her side to face him, emboldened by what they had just done.

"Miss Granger, I fear that if I remove anything else, you'll not be leaving this room with your virtue intact." Tom said teasingly as he nipped her lip playfully.

For a moment, Hermione actually considered letting him take her virginity right there in his bed, but the threat of pregnancy stopped that thought in its tracks. That was one thing that her parents had always hammered into her; that getting pregnant at a young age, especially before she finished her schooling, could ruin her life.

"Tom, I…" she began, and he could tell she wasn't quite ready for that just yet.

"Hush, we're not going any further tonight." He said as he pulled her against his chest.

She looked up at him shyly, biting her lip.

"What about you?"

He lifted an eyebrow and smirked down at her when he felt her hand slide over to palm his erection. His nostrils flared and he groaned, letting his head fall back in pleasure.

She remembered their last conversation about blue balls and had to bite her lip to keep from laughing. Suddenly, she pulled her hand away from his already straining erection and stood from the bed. She could see him gaping at her as she looked back at him over her shoulder; she llicked her lips slowly and said, "Well, are you coming?" as she made her way towards his bathroom, moving her hips enticingly as she walked.

Tom sprang from the bed and followed her in, not needing to be asked twice.