A/N: This takes place during Harry, Ron, and Hermione's time at Hogwarts. Hermione has invented a special potion, in the hopes to win Harry's heart, which brought his parents back! (That's why James is in this part ;)) The Order had gone on a rescue mission to find Sirius, who had been kidnapped, drained of most of his magic, taken to the cave of Harry's 6th year, and finished off by the dementors. In an attempt to find a way to save him using extremely ancient magic, Tonks dashed off, searching for the dementor that had taken her beloved cousin, only to get attacked herself...

"Tonks, no!" Remus cried out, but he knew deep down that he was too late. He was still at least two hundred feet from her, from the crystaline rocks that she was standing on. The dementor had closed in on Tonks, hovering just above the lake, had closed in on his whole world.

Tonks turned and look him dead in the eyes, a tear slid down her cheek, as the dementor's mouth met hers. She went rigid, then fell back. "NO!" Remus Lupin ran forward, he ran with the speed of a wolf.

He knelt next to her,"Tonks? Tonks, please." He sat her up. She sat there, face tear-stained, looking across the green waters.

"Tonks?" he tried again.

"So-so c-cold...and...alone," her eyes were vacant, filled with a sadness that not even he could understand.

Suddenly, a coldness struck his lungs, his world blurred.

"You never loved me, did you? I was so blind! I was such a fool! Why did you leave me, Remus? Why did you abandon me?" Tonks' voice filled his mind.

"Tonks-no, I-I never," he managed, in a strangled sounding voice. He could hear her sobbing. His heart sank and he felt the coldness burrow even deeper into him. "You left her to die, now you will feel exactly what she felt," the cold voice of the dementor filled his head. His heart was sinking, drowning in a darker abyss than he had ever imagined possible.

"Tonks?" he asked the air. He needed her. He needed her smile, her laugh, her sense of humor, he needed to hear her voice. He needed her to forgive him.

Out of nowhere, a blinding light appeared, and Remus Lupin fell back, coughing, his lungs burning as they filled with the warm, dank air of the cave. "Moony, you ok?" James asked, offering him a hand. Remus sat there, staring, the words he had just heard from Tonks permanently put on repeat in his mind.

"Moony?" He felt James reach into his breast pocket, he heard a faint crinkle of a chocolate wrapper, and then the sweet taste of its contents on his tongue.

A while later, he could at least function again. He looked next to him, Tonks still sat, staring at nothing in particular. "C'mon, Moony," James heaved him up. Staggering, Lupin picked up Tonks, carrying her all the way home.

"I tried to stop her, Remus," Mad-Eye's gruff voice tried to reason with the aged looking man, who had not left Tonks' side in almost a week. Tonks had simply been sitting on her bed, staring, occasionally tears would fall from her eyes. She was catatonic, a term that muggles used when they didn't realize they had been attacked by a dementor. Lupin merely nodded, not responding. Tonks was here, but not the Tonks he knew, not the Tonks that he had never gotten to tell he loved. She died thinking she was a fool, thinking she was unloved by the one man who loved her the most. He sniffled, trying not to cry.

"Yeah, I know, Mad-Eye," his throat was tightening, he tried swallowing hard. He felt Mad-eye's stout, yet strong hand on his shoulder, then heard the "thump, thump," of his uneven leg as he left. Left alone, no one but himself judging what he did next, he blinked and felt a warm tear slide down his face.

"Tonks?" he choked out. She had one of his old button-ups on as well as an old, torn cloak. She had been so cold, so cold and so empty. He looked around the room, for the first time in days. His eyes fell on Tonks' hand, it was blackened, grayish, and peeling. He covered his mouth. It couldn't be, not yet, not to Tonks. He took her hand, it was as cold as ice.

Abruptly he stood, walking to the door, he placed his arm on the wall, and rested his head on it. It had started. The pain she must be in for it to happen so quickly, it usually took a month to change, at least. She thought that he had abandoned her, that he had never loved her...She couldn't have been more wrong, but, if that was truly how she felt, then no wonder the change was happening so quickly. This was all his fault, if he had just put his own demons aside and told her how he felt, maybe she would have been able to conjure a patronus. Why had he faltered? Why hadn't he cast one himself? He had let her down in so many ways, he didn't deserve her, he didn't deserve her love, which had apparently been stronger than he ever could have hoped for.

He turned back, sliding his hand down his mouth and chin. What could he do? How could he save her? There had to be a way...There just had to be...

Please review! I am always looking for new feedback! I am not sure if this will be a stand alone story or if I will write a prequel or just add on, it kinda started in the middle :P