On Halloween morning, Dudley dressed and trooped down to breakfast with the others. He, Ron, Dean, Hermione and Neville were going to go explore Hogsmeade together, then he Hermione and Neville would meet Lockhart in the afternoon.

Dudley had porridge for breakfast and looked wistfully at Ron as he shoveled bacon down his mouth like there was no tomorrow. Not for the first time he regretted his decision to diet. Fred and George were having breakfast with Ginny, Luna was with them too telling her theory that the Shrieking Shack was inhabited by ghosts but by a crazed warlock who accidentally turned himself permanently invisible with a Disillusionment Charm.

After breakfast, they waited in line. Dudley, Ron and Dean had outvoted Hermione (who had wanted to visit Schrivenshaft's) to visit Honeydukers first. Neville had been the lone vote for going to the Three Broomsticks.

"Gran said you have to try Butterbeer," he had argued. "I've been waiting to try some for two years!"

"We'll go," Dudley promised. "We're meeting Lockhart there, remember."

Behind them, Fred, George and Lee Jordan were pooling their money to splurge on joks and pranks at Zonko's and near them,

Finally, it was there turn, Filch checked their names on the list and they were off to Diagon Alley. It was a bit of a walk to get there, but none of them minded. They were all pleased to be out of the school. They walked along, chattering about what they were going to buy. They all had some gold—even Ron, who had received some galleons from his dad as a treat (all of the Weasley siblings had). Neville was just telling them about how his gran recommended the ice mice fron Honeydukes when they crested a hill and arrived.

"Wow," Hermione said.

Hogsmeade was a small village of old-fashioned buildings centered around a single main street full of shops. Already there were a number of students who had set off early walking along and looking in the windows.

"Only all-witch-and-wizard town in Britain," Hermione informed them, never one to resist giving a lecture. "Of course, there are some semi-wizarding towns. But this is the only one with zero muggles."

As they hurried to the first shop, which happened to be Honeydukes, Hermione kept spewing facts to an audience which consisted of just Neville. "They say Honeydukes was founded in 1641. A wizard hid out from Emeric the Evil in its basement, surviving on a diet of licorice wands and chocolate cauldrons."

They trooped inside and Dudley's jaw dropped open. Not for the first time today he wished he hadn't decided to go on a diet.

There were shelves upon shelves of the most succulent-looking sweets imaginable. Creamy chunks of nougat, shimmering pink squares of coconut ice, fat, honey-coloured toffees; hundreds of different kinds of chocolate in neat rows; there was a large barrel of Every Flavour Beans, and another of Fizzing Whizzbees, levitating sherbet balls, along yet another wall were 'Special Effects' sweets: Drooble's Best Blowing Gum (which filled a room with bluebell-coloured bubbles that refused to pop for days), the strange, splintery Toothflossing Stringmints, tiny black Pepper Imps ('breathe fire for your friends!'), Ice Mice ('hear your teeth chatter and squeak!'), peppermint creams shaped like toads ('hop realistically in the stomach!') , fragile sugar-spun quills and exploding bonbons.

"Wow," Dudley said.

"Beats the sweat shops back in the muggle world," Dean said with a grin.

The shop was already full of students. Some, Dudley recognised—Ernie Macmillan and his Hufflepuff friends were clustered around a tray of various chocolates.

"Leave him, Dud," Dean said, noticing Dudley glaring at Ernie. Dudley hadn't liked Ernie all that much in his first year. That dislike had grown during his second year when Ernie and his friends had spread rumours that Dudley had been Slytherin's heir.

"Sod the diet," Dudley decided. "Today I'm going to stock up and pace myself until the next Hogsmeade Weekend."

"Good man," Ron said—he had alread grabbed himself a box of Pepper Imps. Neville, meanwhile had picked up two boxes of Ice Mice.

"One for me, one to send back to Gran," he explained.

Dudley browsed the shelves with Dean. He grabbed a bag of levitating sherbet balls, some Drooble's Best Blowing Hu, and some of the peppermint toads. Dean grabbed some sugar quills and a box of exploding bon bons.

Hermione was carefully purusing the boxes and had selected a sample of snacks for herself including some Toothflossing Stringmints. "I got these for mum and dad," Dudley heard her saying to Neville. "They're dentists, so I think they'll approve."

Dudley hesitated for a second and grabbed a box of exploding bon bons to give to his dad. That would be quite fun he decided. Though his dad had reluctantly accepted magic, it still tended to unnerve him. Dudley thought it would be funny to slip him one of the exploding bon bons, just to see the expression on his face.

Their arms full of bags of sweets and chocolates, Ron dragged them to Zonko's next, where they encountered Fred, George and Lee.

"Frog spawn soap," Fred showed Dudley what he was buying. "I'm going to switch it with Woods after our next practice."

Dudley bought a nose-biting teacup and a box of deluxe dungbombs.

Ron bought some Color-Change Candy which turned the victim's teeth a different shade of color. "Reckon I can get Fred and George to eat one?" he said quietly. Dudley doubted it. The twins were too shrewd for that sort of thing.

After Zonko's Hermione insisted they go to Schrivenshaft's as she needed a new quill. On the way, Neville gave Dudley a nudge and pointed to an alley. Roger Davies, a member of the Ravenclaw quidditch team, was there with some of his friends. They had gotten a hold of Malfoy and had forced some dungbombs down the back of his robes. Crabbe and Goyle were nearby, looking unsure of what to do when faced with some boys who were older than they were.

"I don't think he's going to have a fun year," Dudley chuckled.

After Hermione had bought a nice barn owl feather wand, it was close to midday and time to meet Lockhart, so they all headed to the Three Broomsticks. Ron and Dean joined them, planning to get a Butterbeer before exploring on their own.

When they entered the bar, they spotted Lockhart immediately. He was holding court by the fireplace wearing fancy robes of gold. There was a cluster or mainly witches around him, hanging onto every word.

"Ah, there you are, Dudley!" he called.

Dudley and his friends headed over.

"Hi, Professor," he said.

"Sit down, sit down," Lockhart said jovially. The table was already crowded, but the witches budged up to make room for Dudley and his friends. They sat down here and there, crammed in between witches of various ages and a handful of wizards. One wizard, wearing a violet top hat, Dudley vaguely remembered as being one he had met in Diagon Alley.

Lockhart called for the attractive barmaid, Madam Rosmerta, and ordered a round of butterbeers.

"So, how's your third year, Dudley?"

Dudley started to tell Lockhart, but the older man didn't seem to be paying much attention. He kept breaking off to sign an autograph for one of his fans or pose for a photograph (one of the witches had an old camera whichlet off a cloud of foul-smelling smoke whenever it went off).

"I've been very busy too," Lockhart said, smiling. "Yes, hard at work on my latest book ... and no, I'm not going to give any spoilers" He winked at the witches who giggled.

"But you know the gist of it from the Daily Prophet, my word that was an adventure wasn't it?"

"When will it be out, Professor?" Hermione asked.

"Ah, Hermione—she was the best student in my class. Top marks!" Lockhart said to the gaggle of witches.

Hermione flushed but looked pleased.

"Yes, it will be out in December. Of course I'll send you all an autographed copy," he announced. "My friends only," he added to the witches. "You lot will have to pay. But don't fear, I'm doing a book signing in Diagon Alley—you can get your copies personally signed there!" He winked and the witches giggle.

Ron,who was sitting next to Dudley, looked fed up already. His bored expression grew even more so as Lockhart regaled them with boring tales about meeting various dignitaries, the amount of fanmail he got and how he won Witch Weekly's Most Charming Smile award once again.

After an hour he smacked his lips and stressed. "Well, the day's getting on. I'm afraid me and my friend, msut depart," he announced. "Top secret business between me and my young protege. He's asked me to continue tutoring him—how could I refuse?"

They left the bar, Ron and Dean decided to stay, and Lockhart led them up a hill to the Shrieking Shack.

"We're not going in are we?" Neville asked, sounding worried.

"No, no, we will practice outside. We need somewhere quiet," Lockhart said. "And don't worry—there is nothing in the shack that will hurt you while you're with me. Ghosts, eh, Dud—child's play after the basilisk."

He rolled up his sleeves and got down to business.

"Right, the memory charm—a speciality of mine if I do say so myself. It requires quite a bit of magic behind it and has a wide variety of uses. Amateur casters can only use to remove the most recent memories—point your wand, say obliviate the target forgets the last two minutes or so. Very handy in a pinch," Lockhart said.

"That's what you ..." Dudley began, then remembered Neville was there. Neville hadn't been privy to Lockhart wiping Mr. Malfoy's memories last year.

"That's what you mentioned last year," he corrected.

"Yes, that's right, Dudley," Lockhart said. "Now, the most experienced casters can use it to select certain memories to wipe. Tell me, Neville, what did you have for lunch yesterday?"

Neville jumped at being spoken too. "Erm, beef caserole, I think," he said, uncertainly.

"Well, I could cast obliviate on you and remove that memory—everything else would be fine, just that memory of eating beef caserole would be gone.

"Hermione, where did you go on vacation when you were five years old?"

"Spain—Benidorm," she replied.

"Well, I could cast obliviate and remove all memories of that trip," Lockhart said.

Hermione looked impressed.

"Of course to get that advanced requires years of practice," Lockhart said. "I'm one of the few to master it. Then, there is the most dangerous use of the memory charm. Can you tell me what it is, Dudley?"

Dudley hesitated and gave a small shake of his head.

Hermione's hand, however, was in the air.

"Yes, Hermione," Lockhart said.

"What you did to Slytherin's serpent, remove all memories—everything."

"Correct," Lockhart said. "I would give you five points if you were still a teacher. Instead, you will just have to settle for my best smile," and he smiled, toothily at her.

He took out his wand and demonstrated how he had it held. "Hold it loosely—memory charms are a very subtle form of magic, and then, concentrating on wiping your targets memories, say Obliviate."

He demonstrated, giving his wand a flourish and saying "Obliviate."

"You try,"

They all copied Lockhart, flourishing their wand and saying "Obliviate."

"Good, good," He said, approvingly.

"Professor, how do we know if we're actually doing anything?" Hermione said.

"We will have a practice, erm, Neville, do you mind ..."

Neville looked worried, so Dudley stepped forward. "I'll go," he said.

Lockhart raised his eyebrows. "Are you sure? Well, alright. Now, I am going to tell Dudley a password. Dudley, remember—honking daffodil."

"Honking daffodil," Dudley repeated.

"Good, now, Hermione first—one, two ..." Lockhart broke off. Hermione's hand was raised.

"Professor, isn't this dangerous? What if I erase all of Dudley's memories ..."

Lockhart was shaking his head. "No chance, you need the intent to do that. Pointing your wand and saying obliviate will get rid of the last few minutes, tops. Now, on three—one, two, three!"

"Obliviate," Hermione said. Dudley felt a small rush of energy hit him and his mind momentarily went blank. It was like passing out, yet remaining concious and aware. He opened his eyes and looked around. He was stood in front of the shack, and remembered, he had just volunteered to have the memory charm used on him.

"Who is going to do it?" he said.

"I already have," Hermione.

Dudley blinked and looked at Lockhart for confirmation. He nodded.

"Wow ... I like, literally can't remember anything."

"What was the password?" Lockhart asked.

"I ... I dunno."

Lockhart smiled triumphantly. "And there you have it. Of course, weak memory charms can be broken by experienced wizards and sometimes the charm wears off. But that is the gist of it. Be warned, too many memory charms can have long-lasting effects," he wagged his finger at them.

"Now, Dudley, you're go, practice on Hermione."

They practiced for half an hour before Lockhart called time. In that time, Dudley had got the hang of the charm at the third event, Neville had managed to it on his fifth. Hermione, of course, had removed Dudley's memories on her very first attempt.

"That was good, very good," Lockhart said. "But I'm afraid I have to go. You wouldn't believe the pile of fanmail I have to answer back home. Price of fame. You'll have that soon, if you keep on the right, track, Dudley."

They said goodbye to Lockhart at the Three Broomsticks and headed back to the castle.

"You know, he teaches that much better than he did Defence Against the Dark Arts," Hermione said approvingly.

"Maybe he thought our class wasn't up to it last year," Dudle suggested. "I mean, we didn't even manage to handle Cornish Pixies. Maybe he saw that and thought he'd just stick to simple stuff."

"Perhaps," Hermione replied.

The three headed back to the castle. The feast was in a couple of hours, and Dudley didn't want to miss that.