Joker hears footsteps and without looking back greets Shepard. "Commander, back so soon?"

"Affirmative." Shepard sighs. "This seat's always available when I come up here. You must get lonely."

"Ah," Joker says, "So your trips to the cockpit are for my benefit?"

"Sure." Shepard says. "You're welcome."

"So…" Joker says and stops to think.

"So…" Shepard imitates.

"So…" Joker thinks of Dr. Chakwas and the night before. "So… How are you?" He says finally.

Shepard offers him a questioning look and responds with unusually blatant sarcasm. "Dandy, dandy. Sunshine and candy. How are you?"

Joker chuckles, but then bites his lip. "Look. Commander. I'm… I'm gonna cut to the chase. You don't seem great lately."

Shepard turns her face and shrugs it off. "Just… Under a lot of stress lately as we get closer to finding Saren. I get migraines."

"I know there's more," Joker blurts before he loses the courage to continue the discussion.

Shepard glares at him icily. "Did you talk with Dr. Chakwas?"

Joker averts his gaze. His momentary lapse into silence gives him away. "It's not just the other night. I have seen you in the med bay at other times, times other than post-mission. You frequently visit the cockpit when everyone else has called it a night. And I see how tired you look. I'm not stupid, Shepard, but I am… concerned." He takes a deep breath after having flown through his thoughts so quickly.

Shepard crosses her arms over her chest.

"Dammit, Shepard," Joker furrows his brow. "I'm no good with this mushy, feely crap."

"Good. Then drop it. I came to shoot the shit with my friend, not sit in on a session with my counselor."

Joker shrugs. "Fair enough."

A few moments pass. "Alright. Stop fuming and talk to your 'friend.'" He says.

Shepard turns to look at him. He is smiling under his visor. Her scowl turns into a reciprocating smile. "Dammit, but it's hard to stay angry at you."

"I am the most lovable smartass on this frigate, I agree."

Shepard moves her head up and down in reluctant agreement. "Strange."

"What?"

"You used to annoy the shit out of me, if we're being honest."

Joker laughs. "Apparently we are! Why?"

"I don't know. I guess it's because you never just obey orders. You just keep talking and joking and making smartass comments." Shepard smirks. "And I don't know that you'll ever learn the ability to insert your foot in your mouth when needed."

"It's a skill I've gained over years of practice."

"Well, I'm glad. Visiting you is like a breath of fresh air." Shepard says. "And an easy escape from Alenko."

"Oh, snap." Joker says. "What is going on there? Rumors spread quickly on ships, you know. And if they're not rumors… You've been a naughty girl." He cannot stop himself from laughing at her expense.

Shepard scoffs and buries her face in her hands. "Oh, God. Yes… I've heard the rumors."

Joker eyes her expectantly.

Shepard peers at him through her fingers. "What? You're asking for the details?"

Joker shrugs, moving his hands up and down as though weighing the consequences.

"What the fuck?!" Shepard reaches out to punch his arm, but stops herself. "Oh, shit! I almost… Again... I'm so sorry."

"Yikes!" Joker raises his arms in a surrender posture. "Pretend there is an impenetrable force field here. I'm a boy in a bubble."

"Right. I'm sorry, Joker. I just… It's habit, I guess. Soldiers piss around and mess with each other all the time. I guess old habits break hard. Being the commanding officer definitely has its drawbacks. I miss cutting up with people."

"Hmph." Joker says. "That's funny. I never would have imagined you saying that when I first met you."

"Oh, yeah?"

"Hell, yeah!" Joker responds. "You say I annoyed the shit out of you. Well, you scared the shit out of me. You used to be so intense."

Shepard laughs. Her smile is genuine and reveals straight white teeth. Her tired eyes light up and Joker realizes she really is quite pretty when she smiles.

Joker continues, "Whatever you did to work that stick out of your ass, you need to tell Garrus, so he can do the same."

Shepard nods and laughs again. "Noted," She says.

"'Noted,'" Joker repeats. "That's your commander-speak."

She smiles half-heartedly. "I'm guess I was unaware of my commander-isms."

"I'm here if you ever need perspective."

"Glad to hear it." Shepard muses. "I don't scare you anymore, do I?"

Joker shakes his head. "Only when you're lifting your fist to pulverize me."

"Hmm… I'll work on that."

The two exchange smiles which linger a few moments longer than Joker is normally comfortable with.