He kept his eyes trained on her as she sat there innocently nibbling on her pink lip, which was swollen from the torturous minutes she put the soft flesh through. He groaned inwardly.

Her shapeless black robes had been draped across the back of her chair. Not unusual in the stifling classroom. Without the cumbersome robes she sat before him dressed in a short plaid skirt. Too short for my tastes he thought. She had taken off her thick woolen vest and tie; in favor of sitting in her white dress shirt with the top two buttons undone exposing just the barest amount of cleavage to the room and more importantly to him.

When compared to her usual immaculate virginal appearance she looked as if she had come there to seduce him instead of to take one of his exams. He shook his head trying to clear his thoughts and glanced around the room. As he looked at the various members of his class he took in their various states of dress as well. Her attire was not out of the ordinary. There were plenty of the other young women who had abandoned their robes and vests, but as his glance strayed over Hermione again he half groaned half sighed in resignation. His growing infatuation was with her and most defiantly not any of them. Hermione who had chanced looking up at that moment took his involuntary sigh for disapproval and quickly looked down blushing and busied herself with rereading her test.

He took in her appearance again noting that she had leaned over a bit more exposing just a hint more cleavage. His eyes widened at the rather primal thoughts running though his mind. His eyes nervously scanned the silent classroom for anyone who might have noticed his less than paternal or even platonic gaze upon the girl sitting in the first row.

He glanced up at his hourglass. The class was almost finished. He stood up quickly with a slight smile playing on his lips at the prospect of being alone with the girl who haunted his thoughts. He cleared his throat and informed the class to turn in their exams. Students quietly shuffled past him eager to be out of his classroom and spend the rest of their afternoon basking in the ample sunlight and fresh air out by the lake. Remus however would have gladly stayed forever waiting for her. Harry and Ron both rushed past him as Quidditch practice started in less then ten minutes. He suppressed the wolfish grin that threatened to spread across his face when the only one left in the classroom was standing a few feet away, organizing her papers.

"Hermione, how did your exam go?" he asked retaining his usual calmness while leaning casually on her desk. His cobalt eyes launched into a penetrating stare, seeking out contact with her deep brown ones; which were hidden beneath a bush of curly brown hair.

"Oh, it went fine. I learned everything on Shielding Charms and Spells last summer," She said looking up from her desk. She continued with a smile, "you can never be too safe." He found that his heart was racing under her gaze. Her cheekbones flushed pink as she let her eyes stray from his face and take in his whole appearance. He looked too calm, too imperturbable and too admirable. True he was compassionate and upright but it made her nervous. She always scolded herself during their meetings to keep control of her self and it looked like this time would be no different. As she readied herself for the internal lecture of all the reasons it was improper to fancy her teacher Lupin thought of an excuse to get her to stay.

"Hermione we will be beginning a new chapter on Tuesday," he began trying to find the best position to gage her reaction from.

"Yes Professor I have already read chapter eight. Concealing Spells isn't it?" she asked while leaning on the desk adjacent to the one he had leant on. She swung her legs slightly hoping it would convey her ease. The gesture was more to calm her nerves, but she hoped it wouldn't look that way.

"I have decided to deviate from the text and teach you all something more interesting…" Hermione's plain features contorted in a mixture of surprise and thought as he spoke. He chuckled silently to himself. Her head cocked to the left slightly as she pondered. She tried to think of a subject that he would have to digress from the book to teach them about. She couldn't think of one so she risked a query. He leaned over to her conspiratorially and whispered keeping his face completely straight face. "It's defense against Temptus Charms." He relished in the look on her shocked face.

"Defense against Love Spells?" she asked with more than a hint of incredulity.

"Of course…" his eyebrows rose as he explained with a mock reminiscent air of his Marauder days. "Love Spells are extremely dangerous." Hermione seemed hardly convinced and asked with more skepticism.

"Professor do you really believe it's necessary to teach a bunch of hormonally challenged sixth years learn about the mechanics of Love Spells?"

"Hermione we are in times of war. It is important that people understand that all spells can be dangerous…" with a rakish smile he added, "especially ones of the heart." Hermione lost her train of thought. The only things she could think of were Lupin's stormy gray eyes, his slightly tousled hair and Love Spells. She thought it was time to end the conversation as she was becoming all flustered.

"I need to go to the library Professor, excuse me." Lupin however did not seem surprised with her abrupt change of disposition.

"Of course," he replied with his ever-present serenity. Hermione walked past him with her head bowed not remembering to respond with the customary farewell. Lupin allowed himself to smile wolfishly. His aches, pains and depression from becoming a flesh hungry beast every month erased in some slightly flirtatious banter with a student who was almost twenty years his junior. At least I found a lesson plan for next week he thought to him self.