Disclaimer: Anything you recognise is the property of JK Rowling.

A/N: Originally written as a Christmas present for Gilpin, who gave me the idea of Remus having a crush on Professor McGonagall in the wonderful fic Up All Night, which she co-authored with MrsTater. The line about Remus asking to see McGonagall's cat was from her mind, not mine. I take full responsibilty for the rest ;).

"Oh hurry up," Remus said tersely, eyeing the clock on the wall that indicated they only had five minutes to cross the castle to the Transfiguration classroom. "We're going to be late."

"I just need a minute," James said, pulling on one of his shoes with one hand and trying to tie his tie with the other, largely unsuccessfully.

"We haven't got a min – "

"Yes come on Prongs," Sirius said, his urgent voice belied by the way he was casually leaning against the wall and smirking slightly. "We all know Remus needs a front row seat for Transfiguration."

Remus glared. "Don't start," he said.

"Start what?" Sirius said, with wide-eyed mock innocence that didn't fool Remus for a second.

"All that stuff about me having a crush on Professor McGonagall," he said, feeling the first creeping sensation of a blush forming on his cheeks, "which I clearly don't."

"Then why do you always sit at the front – "

"It's a fascinating subj– "

" – with your mouth slightly open and that dopey look on your face?"

Remus glared harder. James and Peter sniggered. "I don't – I – oh come on."

"All right, Moony, keep your fur on," James said, finally tying his tie and ruffling his hair into place. "I'm ready. Now let's get going. We wouldn't want someone else to have to take your place and ask McGonagall to show us her cat."

Remus sighed. Once – once in six years – after too much coffee at breakfast and in a fit of youthful over exuberance, he'd asked Professor McGonagall to show them her cat, but would they let him live it down? He huffed in annoyance, and tugged the door open, frowning when he noticed Sirius smirking worryingly. "Are you sure it's her cat you want to see and not her – "

Sirius' last word was muffled by a rolled up copy of The Daily Prophet, as Remus shot the newspaper off Peter's bedside table and into Sirius' open mouth.

To say Sirius looked surprised would have been a vast understatement. He gagged, staring, with wide-eyed indignation, at the crossword puzzle he could just make out underneath his top lip.

After a moment of stunned silence, Peter and James laughed, and Sirius tugged the newspaper free, frowned at it, smacking his lips as if wondering about the taste and tossed it aside, wiping his mouth with the back of his hand and spreading newsprint across his face. "What?" Sirius said indignantly. "I was going to say 'lesson plan', so you can get ahead."

Remus raised a disbelieving eyebrow, and Sirius exchanged a furtive, amused, glance with both James and Peter behind his back, and, with them all sniggering at him and him trying not to blush, they made their way to Transfiguration.

Remus sat at his desk, concentrating hard on what Professor McGonagall was saying.

He didn't have a crush on her.

Not at all.

He just thought she was a good teacher.

That was all.

Nothing wrong with that.

Nothing at all.

They were just being idiots.

He turned to the appropriate chapter in his text book, and started to read.

In order to perform this complicated magic, a witch or wizard must have a clear head, and hold his or her wand as shown in diagram 14b –

Well, he thought, he didn't just think she was a good teacher – he thought she was a great teacher. He really liked the way she was firm, but fair, and there wasn't a thing about Transfiguration that she didn't know. And the way she cast spells was….

He wasn't even sure what the word was. 'Bewitching', he thought, probably came closest.

Paying close attention to the incantation, the witch or wizard then performs the spell as shown in figures 15c to 16a –

But that was just respect for a teacher, he thought, shifting uncomfortably in his front row seat. Nothing – romantic.

He copied down the diagram from the book, labelling all the different wand actions carefully.

Diagram 17 shows the unpleasant side-effects of an improperly performed spell of this kind, and you should refer to the list of emergency contacts at the back of this book before attempting the spell for the first time, if doing so without proper supervision.

Remus was prepared to admit that he'd been devastatingly impressed when he found out that she was an Animagus, but that was just because so few people had mastered it and he knew how much hard work was involved. He'd been impressed when Sirius, Peter and James had done it too, and he was damn certain he didn't have a crush on any of them.

Why was he even thinking about this? It was a non-issue.

He fixed his eyes on Professor McGonagall, who was explaining something or other he couldn't quite make out because he'd missed the crucial bit at the beginning while he was deciding that this was a non-issue and therefore worth no further thought.

He sighed in exasperation at himself, forcing himself to really concentrate on what she was saying.

Everyone else started scribbling something furiously, and he frowned, turning back to his parchment, realising that he'd been so busy really listening to what Professor McGonagall was saying that he didn't have the faintest idea what she'd been talking about.

He leaned over to see what Peter had written, but all he had on his parchment was a doodle of – well, Remus wasn't sure what it was supposed to be. He thought maybe a two-headed chicken, but he didn't think that was helpful, since they'd been transfiguring tea kettles….. He leaned towards James, peering over his shoulder to look at his notes, but all he had was a series of little hearts and the words 'Lily Evans' in very florid scroll.

He rolled his eyes. The one time he hadn't been paying attention….

He sat up a little straighter in his chair, determined to concentrate this time.

They turned to their textbooks.

As shown in diagram 21, successful completion of the spell depends upon –

There was something very soothing about the light Scottish lilt of Professor McGonagall's voice, he thought, and the emerald colour of her robes really bought out her eyes, making her look quite alluring –

Remus' brain stalled.

Had he really just thought Professor McGonagall was alluring?

He swallowed, and chanced a glance in her direction.

His heart sped up. He wanted to do nothing but look at her ever again.

Dear Merlin, he thought, with a start. I do have a crush on Professor McGonagall.

For a moment, he didn't know what to do with this new revelation, and just sat, trying to sink as low as possible in his chair and to hide as much of his face – which he felt certain was pink with the heat he could feel radiating from within – as possible with his hand.

Surely it was possible that he fancied Professor McGonagall?

True enough, he'd always thought the plaids she wore were – fetching, and he thought she was clever, and upright, and – well, a lot of things he thought he'd like in a girl. And there was no denying she was an attractive woman – stately, in a way, but with just a hint that there was more going on behind those square spectacles than met the eye.

He stole a look at her while pretending to look at the blackboard, wondering.

His heart raced as her eyes skirted his.

Hell, he thought. It's true.

He turned back to his parchment, feverishly scrabbling for his quill to make an urgent note of nothing in particular just to have something to do with his hands, his breathing quickening alarmingly.

Oh. Dear. Merlin.

A crush on a Professor. How on earth had that happened?

What if she found out? What if everyone found out?

Were his feelings painted all over his blushing face for everyone to see?

Was everyone behind him sitting there, right now, thinking what a sad, pathetic individual he was for fancying a teacher?

Peter leaned in closer, eyeing him with concern. "Are you all right?" he whispered.

Remus nodded, and let out a strangled noise that was supposed to be a dismissive hum. "Are you sure? You look a bit – funny."

Remus made the strangled noise again, although he wasn't certain it was any more successful in conveying his meaning than the last one had been. "Honestly, mate, you look – "

"Is there a problem, Mr Pettigrew?"

Professor McGonagall's voice caught them both by surprise, the pleasant lilt having been replaced by something altogether steelier. Remus became suddenly fascinated by the textbook in front of him, even though he didn't have the faintest idea whether he was on the right page. Peter swallowed, looking up and forcing a smile. "No," he said, sheepishly.

"I should think not," Professor McGonagall said. "I'd hope even you would be able to copy notes from a textbook without Mr Lupin's assistance."

Peter flushed and went back to his parchment, and Remus offered him an apologetic smile he wasn't certain he saw.

But he didn't have time to think about that. He was still reeling from his revelation.

Minerva McGonagall, he thought. I have a crush on Minerva McGonagall.


He rolled the name round in his mind, wondering why it had never occurred to him before what a nice name – what a nice word – it was. Minerva. He mentally reiterated it, marvelling at how purring it sounded.

He wondered if there were any circumstances under which he might get to say it out loud. Maybe after he'd finished school, they'd run into each other at the Three Broomsticks or somewhere else in Hogsmeade….

She'd be wearing tartan plaids, of course, but her hair would be down – he imagined it must be very pretty when it wasn't all snatched back like that – and she'd look softer, somehow, with her eyes twinkling as they fixed on him….

He'd go over and say 'hello, Professor,' and she'd smile – which he had trouble picturing, because he'd rarely seen her do that, especially in reference to him and his friends – and say 'Call me Minerva, Remus,' and he'd tell her that he'd be delighted to, because it was such a lovely name, and they'd laugh, and he'd offer to buy her a Butterbeer, and they'd sit down, and talk like old friends, and there'd be lots of meaningful eye contact, waves of emotion, things unsaid and not needing to be uttered, and then she'd lean forwards, her lips inches from his, her eyes inviting, twinkling, and say –

" – drooling."

Remus started. He looked up, finding himself almost nose to nose with Professor McGonagall and eye-to-eye with those square spectacles, but in a way that was not at all as pleasant as the one he'd previously been imagining. He swallowed, hard. "Erm," he said.

To one side, Sirius and James sniggered, and Peter, on the other, jabbed him in the ribs. "I said, Mr Lupin," Professor McGonagall said, "that, fascinating as it is, I hardly think the spectacle of a budgie turning into a tea kettle is worthy of drooling." She raised an eyebrow at him and nodded solemnly. "What, pray tell, were you thinking about?"

"Erm – "

Remus' face felt like it was on fire, and he prayed for the world to end, or the classroom to explode, or for any catastrophe involving loss of limb to beset him so that he might get out of this with some semblance of dignity. "Nothing," he offered feebly.

"Well perhaps you'd better concentrate a little harder on the something I'm trying to teach you, and a little less on the nothing you seem to find so fascinating?" she said, and Remus nodded.

After an admonishing raise of her eyebrow, she turned back to the rest of the class.

James leant in close. "Oh Minerva," he whispered, "how you lurve her."

"Oh shut up," Remus hissed back.

He dragged his textbook closer, jamming his elbow down onto the desk quite painfully and hiding his face in his hand as James sniggered quietly behind him. "Maybe you could ask her to put you in detention," Sirius whispered, glancing up at Professor McGonagall to make sure she wouldn't catch him leaning across the desk. "Just the two of you – you could conjure candles – it'd be romantic."

"Bugger off," Remus said.

"Maybe if you ask nicely she'd show you her – "

Sirius' last word was swallowed entirely by Remus ramming his textbook right into Sirius' mouth.


As Remus sat in a decidedly unromantic detention with Professor McGonagall and his friends two days later, he thought that the fight that had ensued had been a bit pathetic.

Sirius had wrenched the textbook free of his mouth at the same moment as Professor McGonagall had shouted, "Mr Lupin!" in a most surprised fashion, leaving Sirius to protest:

"Cat! I was going to say cat!"

To which Remus had replied, "You were not!".

As he'd leapt to his feet, wand drawn and ready, Peter had leapt up at his side to restrain him, but had only managed to make Remus' stinging hex miss-fire and catch James instead. Which obviously hadn't helped.

Sirius had lurched forward and managed to catch him on the jaw with some kind of back-handed slap that may or may not have been more to bring him to his senses than anything else, he'd managed to accidentally elbow Peter in the face and give him a black eye as he struggled to free himself, and James hadn't even managed to throw one decent hex before Professor McGonagall had separated them and started saying how disgusted with their behaviour she was.

When she'd said that she really expected better of a prefect, Remus had hung his head in shame, blushing furiously.

He'd thought about protesting that he was only defending her honour, but even to his own internal ear that sounded pathetic, and so when she'd asked what the cause of the fracas was, they'd all retained their normal stony silence and earned themselves a week's worth of detentions and a handful of docked points each.

Remus sighed and shook his aching hand before returning to the parchment in front of him and the punishment essay he was writing, entitled 'Books are a precious commodity and should never be forced into other students' mouths under any circumstances. Discuss.' . He was actually quite pleased with the section he'd just finished on how bite-marks on the cover could be quite upsetting to whoever owned the books next. And he'd got off lighter than Peter, who was trying to write three feet of parchment on the subject of why he shouldn't intervene and leave it to the teachers. Two nights in, and he'd still only got twelve inches.

Remus sat back in his chair, and as the ache in his hand subsided, he looked up at Professor McGonagall, thinking that in the low light of the classroom of an evening, she did look devastatingly attractive. He was quite looking forward to the rest of the week.

As he went back to his essay, he wondered, idly, whether it was wishful thinking that secretly she'd been impressed by the ingenuity and speed of his spell work….

A/N: Reviewers get a teenage werewolf with a crush to do with as they will ;).