Rating, Summary, and Disclaimer: See Part One

Author's Note: The first subsection is Tonks' first kiss for Lupin, then Lupin's for Tonks. That doesn't make sense, but you'll see.

Part Two: First Kisses

Lupin shared a lot of things with Sirius. But one thing he kept to himself was that he was the fact that he had realized he fancied his best mate's cousin. He was sure that Sirius would approve, but Lupin didn't want to have Sirius constantly taking the mickey out of him. He was positive, that given time, things would work themselves out.

By Halloween, Lupin wasn't so sure. Tonks visited when she could; but between work, her Order duties, and her parents, she wasn't around all that often. Then there was his Order work and full moons keeping them apart as well.

When Tonks did visit, they would all hole up in the drawing room, spending hours talking and, occasionally, drinking. Lupin had not truly been alone with her since their initial meeting. By Mid-November, he was all but ready to give up.

Then Sirius went through the first of his depressed phases; not that Lupin blamed him. Who wouldn't get depressed living in the childhood home you hated twenty-four hours a day, never once leaving it except for the small rear garden? Since Lupin's Order work had him out of the house more often than not, Sirius was all-alone (Kreacher and his mother's portrait didn't count) except when Order members occasionally stopped by.

Unfortunately for Lupin, a miserable Sirius was very hard to live with. He felt he was failing his friend somehow and didn't know what to do. He was at his wit's end when one morning when Tonks unexpectedly stopped by for a visit.

Lupin pounced on her the minute he opened the door. "Oh, thank God you're here!" he exclaimed.

Tonks raised a pink eyebrow at him. "Well, I'm glad to see you as well, Remus."

"Sirius is in a dreadful mood. I can usually handle him when he's…grumpy, but it's really bad today. He's locked himself up in Buckbeak's room and won't come out." Lupin paused for a moment, and then said, "Actually, he's been like this for most of the week."

"Oh bloody hell," Tonks swore as she entered the house. He was prepared for her when she tripped over the troll's leg umbrella stand and caught her arm before she hit the floor. "Nice catch," she muttered.

"Can't have you repeating-"

He was cut off by her laughter. "Our first meeting. Where I-"

"Precisely," he said in a clipped tone.

"You're so funny, Remus."

"I try, Nymphadora."

Tonks scowled at him. In a half-hearted chastising tone, she told him, "I've told you repeatedly not to call me that!" They both chuckled. Sobering, she asked, "Do you want me to go try to talk to Sirius?"

"You can try," Lupin told her. "I'll put tea on. Good luck."

"Thanks," Tonks whispered as she began to climb up the stairs.

Lupin headed down to the kitchen. Pottering around, he had two cups of tea completely made and set on the table before Tonks came downstairs. Looking up, he asked her, "Well, how'd it go?"

Her face told him the answer before she opened her mouth. "I knocked on the door for forever before he finally said something."

"Which was…?"

"'Go away, Moony.'" Lupin shook his head as they sat down at the table. Smiling sadly, Tonks continued on, "I called back 'It's me, Sirius'. He said 'Go away, Tonks.' He paused, and then added, 'I'll be down in a bit.' So, I left him."

"What took you so long to return?"

"I ran into Kreacher."

Lupin rolled his eyes. "Bet he had some nice things to say."

"'Half-blood freak of nature'. Er…'mutant'. You know, along those lines," she told him, grinning. "Just because I'm the only Metamorphmagus in the British Isles!"

"Are you really?" Lupin said interestingly.

Tonks nodded then took a sip of tea. "Oh, Remus," she groaned. "You make the best tea. This is perfect."

His mouth went dry when she had moaned his name. The wolf raised its head, sniffing the air hopefully. The Marauder had him impishly reply, "What do I get for it?"

Tonks chuckled as she leaned closer. "What would you like?" she whispered huskily.

The wolf practically howled his delight. Cocking an eyebrow, unable to resist her challenge, he grinned, and then tapped his cheek. Tonks smiled and leaned closer. Lupin stopped breathing. He closed his eyes as she got even closer.

"Moony!"

Snapping his eyes open, Lupin turned his head towards Sirius' voice coming from the doorway. At the same time, Tonks made contact. She got his lips and not his cheek.

Much to his surprise, she didn't pull away right away. When she did, she began to stutter out apologises, but, at the same time, she was looking shyly up at him through her pink eyelashes. Sirius was laughing his hysterically at the door.

Lupin had no idea what to do. At that precise moment, he realized was head over heels in love.

Lupin had only seen Tonks twice since she accidentally kissed him and both times were Order related. Christmas holidays were beginning in a few days and he and Sirius had decided to split Harry's gift. Since Sirius couldn't go waltzing through Diagon Alley, he would pay and Lupin would do the shopping.

He originally gone to Gambol and Japes Wizarding Joke Shop, but the professor in him won out over the Marauder. Lupin couldn't quite bring himself to buy Harry anything from that shop, so he quickly departed.

Next, he found himself standing in the middle of Quality Quidditch Supplies. But since he had never actually played the sport, having only been a spectator cheering on James, he wasn't sure what to purchase, so he left.

Lupin finally found himself in the centre of Flourish and Blotts being jostled about by other last minute shoppers. Frowning to himself as he looked around, wondering what to buy, the perfect idea suddenly came to him. Shouldering his way towards the back where the Defence Against the Dark Arts books were shelved, he located what he was looking for.

Walking up to the counter, he was pleased that he bought a useful gift for Harry. Paying for the books and waiting for them to be wrapped, Lupin saw Tonks entering the bookstore. She spotted him, waved slightly, nodded her head towards the door, and left the shop. He understood.

Thanking the clerk, he made his way outside. Tonks was nowhere in sight. Lupin scanned the alleyway in both directions, his brow creased. He finally caught sight of a head of pink hair entering The Leaky Cauldron and hurriedly went to catch up with her.

Tom, the barkeep, greeted him warmly. Lupin raised a hand in greeting but continued on. Tonks had just left the pub and had entered into the Muggle world.

Gaining Charing Cross Road, he saw Tonks enter the record shop next door. She was in the back with the actual records when he finally caught up to her.

"My dad has the most fantastic album collection of Muggle music," she told him by way of greeting. "I wanted to poke in here."

Lupin smiled. "Hello to you too."

She smiled back at him. Nodding at the heavy sack, she asked, "What'd you buy?"

"Harry's Christmas present. The professor in me bought him books."

That earned him a grin. "Do you know Muggle music?" she asked, showing him two albums, Led Zeppelin's IV and The Who's Who's Next.

"All I know is that's rock music. Not sure if they're good or not," Lupin told her honestly.

She wrinkled her nose and he had the strongest urge to kiss it. He was fighting the urge as a Muggle walked by and said, "I'd get the Zeppelin."

"Cheers, mate," Tonks told him, shelving The Who's LP. As the Muggle walked away, she turned to Lupin and said, "Come on, Remus; let me get this for Dad, then you can escort me home."

He followed her to the counter. After completing the sale, Tonks thanked the clerk and they left the store. She turned to him and said, "Since it's not to chilly out, let's walk home. Those aren't too heavy, are they?" Tonks nodded towards Harry's books. He shook his head negatively and she tucked her arm through his.

As they headed up Charing Cross Road towards Tottenham Court Road, Tonks turned to him and said, "We haven't the chance to talk lately."

"No, we haven't," Lupin agreed. "How have you been?"

"I'm knackered. I had the overnight guard shift, and then worked this morning. I had to go shopping today or I'd never get it done. Oh! Look what I got Harry!" She opened her Quality Quidditch Supplies sack and a small, working model of a Firebolt hovered out. "Isn't it fantastic?" she asked, closing her hand around it and guiding back into the sack.

"Auror Tonks you should know better! The Statute of Secrecy and all that," he jokingly chastised. She grinned at him. "Harry will love it since The Toad has his actual Firebolt under lock and key."

"The Toad!" Tonks burst out laughing, causing several Muggles to turn and look at her. "Oh, I have to use that at work one day." She wiped tears of mirth away. "So naughty, Remus. Yet you wouldn't think of it looking at you." Tonks sighed, as it was his turn to laugh. "So, you got Harry books."

"A set of books actually. Practical Defensive Magic and Its Uses Against the Dark Arts," Lupin told her. "I used them with my NEWT's students the year I taught. Fantastic books."

"I have a set of those," she told him. "They are fantastic! Harry'll be able to use them with that Defence…club of his."

"Club, my arse," he snorted.

Lupin blushed as Tonks began to howl with laughter again. "Oh, God, I adore spending time with you, Remus. You're hilarious." They took a right onto Euston Road. "We're making great time," she told him.

They took a left onto Pancras Road, and then cut down a side street. "Where are you spending the holidays?" he asked.

"With Mum and Dad," she said in a dreading tone. Suddenly, Tonks announced, "We're here. You want to come up?"

Lupin was torn. The wolf was screaming yes, while the professor was listing all the reasons not to. "I better not," he said in a regretful tone. "I have to be getting back to Sirius. He's been a right bloody ray of sunshine lately."

"Oh," Tonks said in a clearly disappointed tone as she tapped her front door with her wand. "All right then. I'll see you around I guess."

"Of course."

The wolf was howling for action. Not quite realizing he was doing it, Lupin leaned in a placed a kiss on Tonks' lips. She gasped her surprise as her hand flew to her mouth. He stepped back and Disapparated before she could say anything.

But he caught her smile.

Lupin didn't have much time to reflect back on kissing Tonks. When he arrived home, Sirius was screaming at Kreacher, who was enjoying egging on his drunken master. He quickly defused that situation.

The days, once again, sped by. While Lupin was out on another mission, Arthur Weasley was attacked while on guard duty at the Ministry. Walking into the house two days later, the first thing he noticed were all the Christmas decorations lining the corridor. Mrs Black was eerily silent, but that was probably due to her shock over the house-elf heads all wearing Father Christmas hats and beards. He heard the sound of Sirius' voice upstairs as he sang, loudly and off-key. It seemed Sirius was over his depression, probably because he had guests. Not wanting to test his luck with Mrs Black, Lupin silently headed down to the kitchen.

"Welcome back, Moony!" Sirius called to him a few minutes later, entering the kitchen. "How'd the mission go?"

Arching an amused eyebrow at his friend's complete change of attitude, Lupin finished making his tea and sat down opposite Sirius at the table. "It went fine. You would have never known the Carrows are Death Eaters. I only knew because Severus told us. Those two are good, but I did see Lucius Malfoy pop by for a visit. I'll have to report that to Dumbledore." He paused as Sirius nodded. "Where is everyone? I saw the decorations."

"Molly has her gang busy; they're making this place fit for the holidays. Hermione is arriving tonight." Sirius' grin faded a bit. "Harry's been hiding in his room for some reason. He won't talk to anyone."

Lupin sighed, and then asked, "What's wrong with him?"

"No idea," muttered Sirius, looking a bit distressed. "Tonks, Mad-Eye, and Molly took the kids to see Arthur yesterday. They're going again Christmas Day if you want to join them."

"I probably will." Lupin wisely refrained from noting the topic change.

"So…how's it going on the Tonks front?" Sirius asked the same time Lupin took a sip of tea, causing him to choke on it. "What? I may have been locked up for twelve years, but I can still tell when you fancy a girl." Lupin shot Sirius a look as he pointed his wand at his robes and muttered Scourgify. "I've known you almost twenty-five years! Bloody hell, Moony, give me some credit," Sirius said with a satisfied look on his face.

"Sorry," Lupin muttered.

"Well…?" Sirius prompted.

"It's not going," Lupin said slowly.

"Why ever not? You two have been flirting with each other since you first met!"

"Well, I rarely see her," Lupin began. He paused as Sirius' words sank in. "She hasn't been flirting with me," he said to Sirius.

"Bollocks she hasn't!" Sirius snorted. "She falls on her bloody face every time she seems you."

"She's naturally clumsy," Lupin said in Tonks' defence.

"Not that clumsy," Sirius shot back.

Lupin paused. Was Sirius correct? Did Tonks fancy him and he hadn't realised it? When she accidentally kissed him last month, Tonks didn't pull back straight away. And, a few days ago when he kissed her, she had smiled at him. He closed his eyes, thunderstruck, only to open them again at Sirius' laughter.

"You really are thick, aren't you?"

"Sod off, Padfoot."

"So, what are you going to do about it?" Sirius asked eagerly.

Lupin sighed. "I have no bloody idea."