A/N: I started working on this about two years ago, and Deathly Hallows finally spurred me into posting it. About half of it is written down in a notebook, and the rest is still in my head. More to come as I have time to type it up.

What was it about him that was so fascinating? Was it the peaceful expression he wore while he read? The way his voice was somehow soft and hoarse at the same time? His soulful amber eyes? How he always knew the best way to diffuse a situation? It was all these things and more. There seemed to be no end to his perfection.

Even as she thought these things, Tonks knew she was being silly. For heaven's sake, I sound like a lovesick teenager! she scolded herself, making a mental note not to stare at Remus during meetings. She noticed that Sirius was giving her a strange look and sincerely hoped it was only because she'd turned her hair lime green. Apparently, she'd been so busy contemplating Remus that she'd completely missed the meeting- all around her, people hoisted themselves to their feet. Blinking in surprise, she quickly stood up; but having not paid much attention to the reports and instructions she'd just sat through, she wasn't sure what exactly she should do next.

"Nymphadora?"

That voice sent a thrill down her spine. It even made her ridiculous name sound wonderful!

"It's Tonks, Remus."

As he gazed into her upturned face, his breath caught in his throat. Why did she have that effect on him? He was too old, much too old, to be feeling that way, especially about someone like her.

"I believe Mad-Eye is waiting for you," he said softly. Tonks spun around to see the maimed Auror watching her intently. That expression on his face... did he know?

"Er, right then, I guess I'll be- oh!" Her foot caught on the rung of her chair and she faceplanted on the cold stone floor. Why in front of him? Why always in front of him? True, she'd been clumsy all her life, but lately it had gotten even worse.

Remus helped her to her feet. "You should really watch out for those chairs. That's the third time this week."

"Yes, you keep getting clumsier and clumsier all the the time," Mad-Eye growled, his magical eye fixed on her in a way that made her rather nervous.

"I noticed that as well. Any particular reason, Tonks?" asked Sirius, an unsettling smirk playing across his wasted face. That was never a good sign.

"Er, no! Nothing at all," Tonks answered quickly. Damn, that sounded suspicious. "Distracted, I s'pose. Had a lot to think about lately, what with the Order and all."

"Really? Because you didn't seem to be paying attention to the meeting. In fact, it rather looked like you were st-"

"Better be going now, loads of paperwork at the office, I 'spect. G'night Sirius, Remus." Grabbing Mad-Eye's sleeve, Tonks rushed out of the kitchen. Stupid prat, she thought furiously. Trying to humiliate me. Bet he's telling Remus right now!

At that moment, Sirius was indeed voicing his suspicions.

"She fancies you, you know," he said casually, watching for his friend's reaction.

Remus was incredulous. "Don't be absurd, Padfoot. What could she possibly see in me?" There was a note of dejection in his voice that would have gone unnoticed by anyone who didn't know him as well as Sirius did.

"You- you fancy her too, don't you?" The old mischievous gleam returned to his eyes as Remus objected. "You do! I knew it! That look on your face when she told us that story about posing as a Death Eater – it was obvious!" Remus needed a bird to help him loosen up a bit, and Sirius would welcome any distraction from the otherwise dismal existence he called his life. This was just the thing!

Remus heaved a sigh, knowing from experience that allowing his old friend to carry on in this vein would only lead them to an eventual argument. "Listen to me," he said firmly. "I do not think of Tonks as anything more than a friend. She is a warm, intelligent, witty young woman, and I have a great deal of respect for her. That is all."

Sirius regarded his friend thoughtfully for a moment. "You've got it that bad, Moony? Then I'll not tease you about it." He stretched his arms over his head and sauntered to the door. "Well, I'm off to bed then. 'Night."

Remus warily watched him leave. It wouldn't do to let her know – the best he could hope for was pity. There was no chance someone as vibrant and lively as Tonks would give him a second thought.

He sighed and rose from the table. It was nearly the full moon, and his body ached in expectation of the impending transformation. It had become slightly more bearable now that he had Sirius for company again, almost like it had been in their Hogwarts days. But that didn't change the fact that he was painfully lonely, and always would be. Nothing could reverse his isolation from the others. When he was young and full of dreams, the Marauders made him feel like he was really human, really one of them. But that feeling was gone forever; he would never again find that kind of acceptance. He and Sirius were both outcasts now, but for Sirius there was always the possibility of the truth being revealed and his name cleared. For Remus, there would be no reprieve from the reality that he was a werewolf.