He was having a hard time concentrating. How could he, when his girlfriend's short skirt was riding up her legs? Not only that, she crossed her legs a few minutes ago, causing her skirt to ride up even more. He groaned inwardly. Lily, he thought, are you doing this on purpose? As if she heard his thoughts, she looked at him in the corner of her eye and smirked. She then continued copying as if nothing had happened. James was very distracted as of that moment.

"Are you doing this on purpose?" demanded James in Lily's ear. She bit her lip so that she couldn't laugh out loud.

"Doing what, James?" asked Lily, with a hint of seduction in her voice.

"You know what I mean!" replied James, almost whining.

"Why, is it turning you on?" whispered Lily in his ear. It sent shivers down his spine. He groaned slight, but made no reply.

Lily suddenly put her hand on his thigh. His breathing hitched. Is she doing what I think she's doing? James though. His thoughts were interrupted when he felt her hand inch up towards the button on his trousers. Please, James thought, make her stop already! She might feel it! She quietly, but quickly unbuttoned and opened the zipper. She slid her hand inside his trousers in a painstakingly slow manner. His heart rate increased. Is she going to give me a hand job, right here, right now? He wondered.

She put her hand on his shaft, which caused him to moan inwardly. He was thankful that no one can see under the tables. He didn't know what he'd do if they were caught. She slid her hand further and started stroking the head. James was beginning to be nervous at this point. He looked around the classroom, looking for the teacher. To his relief, he saw the teacher by his desk at the front of the classroom, talking away as if no student was giving another a hand job. He wanted her to stop, but he didn't have the guts to say so.

"Lily! Do you want to get us caught?" he asked, his voice cracking slightly because of her ministrations.

"I don't hear you saying stop," was all she said. She then started stroking his entire length. He had to control the volume of his voice, lest he wanted them to be caught. Lil was still writing on her parchment with her free hand. She didn't seem to care whether or not their teacher or any of their classmates catch them almost doing it. James, on the other hand, can't think straight. He was finding it hard to concentrate on the lesson when his girlfriend was giving him a rather fantastic hand job.

"Mr. Potter, are you alright?" asked Professor Peakes. The whole class turned to look at them. Lily stopped what she was doing, but made no move to remove her hand.

"I'm fine, sir. Why do you ask?" asked James, trying to sound nonchalant. He cleared his throat.

"I noticed you look a little queasy," replied Prof. Peakes. "Do you need to go to the infirmary?"

Snape narrowed his eyes, looking at Lily. He noticed she was looking a little too innocent. James noticed this and sent a glare his way. Snape glared at him in return, and then focused his attention to his notes once more. James noticed that his professor was waiting for a reply.

"I'm fine, sir. No need to worry. Let's continue the lesson, shall we?" assured James. Prof. Peakes looked at him skeptically, but continued the lesson. A few minutes later, Lily continues what she was doing. Another few minutes had passed, she then stopped again and removed her hand. James groaned in frustration. She smirked, and reached for her quill. However, her hand hit the ink bottle, causing it to land under the table. The loud crash startled the class, including the professor.

"I'm sorry, sir. I'll clean it up," said Lily, sending a sly wink towards James. Peakes nodded and caught the class' attention once more. She slid down under the table and said a quick Scourgify on the mess and knelt in front of James. James' eyes widened, a sudden realization as to what had just happened.

"Lily!" hissed James. "You better be grateful we are at the very back of the class!" Lily just winked in reply.

She further opened his zipper and discreetly lowered his pants. James' heart rate increased again. Lily! James groaned. We could've done this after patrols! In one swift motion, she took his whole length in her mouth. James let out a small groan. How is it that Peakes hasn't noticed that Lily didn't come up yet. James tried his best to put on a poker face. He slightly succeeded, but he was a little suspicious at the looks Snape was giving him.

But, he was rather focusing on the fact that Lily was amazing with her tongue, because after a few minutes, he came. Lily managed to swallow it all while she was still deep throating him. James let out a very low moan. James was trying to take down notes, but he wasn't able to write properly because of what Lily was doing. He was wondering as to what made Lily want to do something like that in the middle of class. They had a lot of time after classes. They even had some privacy, since they shared a dorm (one of the privileges of being the Heads). James decided that he was going to ask Lily this right after class.

Lily finally stopped, much to James' relief. She stood up just as their Professor signalled that class was over. They both quickly packed their things and exited the classroom. As they made their way out, they noticed Snape giving them a disgusted and at the same time angry look. They ignored him as soon as they turned at the corner. James whispered in Lily's ear, "Don't think you're off the hook tonight."

-wakas-

A/N: Hey there! I promised in my last story that I would update more often, and I plan on keeping that promise! I have so many fics on my computer that I haven't published yet so… :D This is my first attempt in an M-rated story; so, forgive me if it kinda sucks XD I think this is gonna be a one-shot, however, if a few people would ask, i could probably make a sequel, probably about what James does to Lily in return... PLEASE R&R! :))