A/N: I'll bet, before he died, that Sirius was probably the only one who Remus really opened up to about his feelings for Tonks. Everyone else might have guessed, but I bet only Sirius knew. So, here's just a conversation between friends. Please read and review!

Words: 1434
Characters: Sirius, Tonks, Lupin
Time: Sometime during Order of the Phoenix
Genre: Friendship

Disclaimer: Everything you recognize belongs to J.K. Rowling, not me.

He peered in to the dining room of Number Twelve to find it empty save for his best friend and his young cousin. They were both whispering and laughing about something, leaning across the table at each other. Tonks' hands were waving wildly, like she was telling some wild story, and then, as if she had reached the climax of her table, she grasped his hand. Their faces were inches apart as she spoke with infectious enthusiasm. Then they both laughed again, Remus shaking his head a little, his soft chuckle still solidly present even against the background of Tonks' chortling. Tonks leaned back in her chair on two legs.

"She says things haven't changed much," she said. "I mean, what with – gah!"

Predictably, Tonks overbalanced and toppled backwards with a massive crash. Remus leapt up and hurried to the other side of the table to offer her a hand up.

"I can see why she would say that," Remus said, grinning at her. She stuck her tongue out at him, and Remus laughed again, a full sound, a sound that Sirius realized he might not have heard in such honesty since their boyhood.

"Well, I'd better get going," Tonks said. Her hand was still in Remus's. "But I'll see you tomorrow night, we're on duty together! 'Bye, Remus."

Her smile was radiant even as she turned around and practically skipped toward the door. "Oh, hi, Sirius!" she said brightly when she saw him. "Wish I could stay, but Mad-Eye would have my head. Gotta run!"

And she did run – a few loud crashes and some "Sorry!"s followed her down the hallway. Sirius lingered on the threshold for a while before shooting a glance and a grin across the room. But through Remus was looking at the doorway in which he stood, Sirius could tell that his old friend wasn't really seeing him; he was focused on something else entirely.

"Want a drink?" said Sirius at last. He Summoned some mead from the icebox and passed one to Remus.

"Thanks," said Remus. They sat down at the table together, sipping in silence for a bit.

Sirius couldn't help himself. "Good for you, mate," he said, barely suppressing a grin.

"What?"

Sirius jerked his head at the door through which Tonks had just exited. Remus's gaze, not nearly as light and engaged as it had been when Tonks was in the room, followed his movement. His hand tightened around his bottle. "Don't be ridiculous, Sirius," he said.

"I'm not," said Sirius. "And you know it. I know you do. You've got to stop lying to yourself, Remus, old friend."

"How I can do anything else?" he breathed, and Sirius knew that this was the first time that Remus had ever spoken aloud about this most delicate topic. "How can I be so selfish as to care for her this way, when if we were ever together… Anyone connected to me is in danger of shame and disgrace, attack and assault. And if we were that close? How could I ever put her in that position?"

"Whereas both of you suffocating your emotions will bring eternal bliss."

Remus glared at him. "This is no time for jokes. I'm serious."

"So am I," said Sirius. "How long do you think the both of you will be able to go on this way, just innocent interactions, pretending you don't know how the other feels? I've seen it, Remus, in both of you, since right after you met. You're too smart and observant to not have noticed it too, I know you are. She's fascinated by you, and you her. You owe it to Tonks to be honest."

"Honest? The most honest thing I could do would be to shut it off now before she gets hurt."

"Because that won't hurt her at all."

"Enough," Remus said crossly. He took a long swig of mead and pushed his chair back from the table as if he were going to leave, but Sirius caught his arm. They glanced at each other. Sirius noticed the conflict in Remus's face; his expression was closed, but his gaze was anxious, full of thought.

"Just relax, Remus," Sirius said. "There are still things that need to be said."

Slowly Remus conceded and took his seat again. He gave a short nod, staring across the table. For a few seconds, they both remained silent, marshalling their thoughts into order.

"She talks about you all the time, you know," Sirius said. A small smile twitched the corner of Remus's lips, but it was gone in the blink of an eye, and he was somber once more. "She does. Always so happy, she is. She'll repeat funny things you've said to her, advice you gave, ideas she agrees or disagrees with. Hardly a conversation with her passes when your name doesn't crop up."

"Really?" said Remus, seemingly despite himself. Sirius grinned. It was like they were back at Hogwarts again.

"Really. And whenever someone else says your name, she turns around to listen."

Once more, Remus was staring at something that Sirius couldn't see, something that made Remus smile slightly. It faded as he began to speak. "I don't understand it," he said at last. "What does she see in me? I'm thirty-five, scarred, cursed…"

"And graying prematurely," Sirius pointed out helpfully. Remus glared at him, but bore it with good grace, his smile returning. "Well, and her?"

Remus's words came in a rush. "She's so young, so vivacious, with her whole life and everything she does full of color. When she talks, I can't help but listen, she's so excited and helpful and eager. It's astounding. I've never known that anyone could be like her."

Listening to his friend talk, both so clearly infatuated and so dreadfully conflicted, was like a tonic to Sirius. It was something so real, so familiar, and yet so novel – Remus, in love – that it took his mind off his imprisonment and the Order's struggle. It let him remember happier times, when love was enough of a reason for anything and everything.

"Wow," said Sirius when Remus had trailed off into his recollections, face in his hands, almost ashamed. "In normal scenarios, I'd offer you some advice on how to get this woman of your dreams – except, of course, that you've already got her."

Remus snorted. He shook his head as he looked up. "You haven't changed a bit."

"Nope. But you have," said Sirius, smiling. "So why keep worrying? You don't want to be unhappy, do you?"

"No, of course not. But I just don't want to put her at risk by associating with someone like me."

"Maybe you should let her make that decision instead of making it for her. She's a smart woman, Tonks. She'll be the one to know what's best for her."

"But she's so young," Remus said again. "When we first met, I thought she was still a student. I know she is intelligent, confident, talented - "

"Here we go again - "

"No, really! I know she can take care of herself. But there are some things that she can't already know – about love, perspective, society. I'm not saying she's not brilliant, she is, but…"

"No, I understand," said Sirius. "But I still think you should trust her. And yourself." his eyes fell on a picture of the old Order of the Phoenix that someone had posted on the wall, along with important articles, announcements, other lost loved ones. "In these times… If we don't find something to make us happy, we'll all go mad. This is your chance, Remus – don't miss it."

Finished with his mead, Sirius stood, thinking he'd go and feed Buckbeak. Now it was Remus who caught his arm as he rose.

"Thank you, Sirius," he said. "I… Thank you."

"Anytime, old friend," Sirius replied, resting a hand momentarily on Remus's shoulder.

It was a temporary comfort, Sirius knew. He left Remus still studying the invisible. If Sirius knew Remus at all, Sirius was well aware that there was sure to be more fits of insecurity and nobility ahead. But at the same time, he figured wryly, at least he'd always be around to help Remus get over himself.