AN: sorry for the very long delay. My computer crashed taking my fully written chapter 6 with it. So, I've retyped the whole thing from scratch on a different computer. sigh Anyway, this chapter is dedicated to Alice Dodgson, who kindly and efficiently beta'd it. She did a fantastic job and I thank her for her time and effort. Also another big thanks to all my reviewers; individual responses/thanks will be at the end.

DISCLAIMER: Own nothing, just borrowing JKR's wonderful creation.

Remus went to his own bedroom after leaving Theodore. He hoped that the somber end to their conversation wouldn't negate all the progress Remus had made. Theodore's parting words gave him good reason to have faith - it had been the only time all evening that the boy had used his first name, something not even Harry would do.

A feeling of guilt swept over Remus as he thought of Harry. After being called to the hospital, he hadn't so much as thought of his friends' son. Blast it all, he'd even forgotten the letter and now it was too late to send anything off (though owls are naturally nocturnal creatures, someone had neglected to mention this to Remus' owl Morpheus, and the temperamental animal refused to do anything more than snore after eight o'clock).

Feeling somewhat ashamed, Remus quietly descended the stairs and returned to the study on the ground floor. His letter to Harry was where he had left it; the quill had dripped a rather large ink spot onto the bottom of the parchment. Remus cleared up the ink spill with a spell and returned to where he had left off - deciding whether to tell Harry about Theodore or not. On the one hand, if he wanted to get into a closer relationship with the young Gryffindor (something he not only desired but felt was his duty), telling the boy about Theodore might cause him to back off. But on the other hand, not telling Harry would have all the consequences that lying by omission entailed. And Remus knew Harry well enough to predict that he would be more upset if Remus didn't tell him.

With a sigh, Remus put quill to parchment and wrote about Theodore as briefly and as nonchalantly as he could. As he signed his name, Remus hoped Harry would react maturely and maybe even have Tonks' enthusiasm for the situation. And maybe Snape will wear a fetching red and gold ensemble to the next Order meeting, Lupin thought cynically and he folded the thick parchment. In order to avoid any temptation to change the letter, Remus sealed it formally, pressing a simple generic leaf pattern into the gold wax (part of old Mr. Black's impressive stationary collection). He didn't bother addressing it, or even put Harry's name on the front, in case it was intercepted. Remus simply initialed the left corner, so that Harry would know who sent it.

The former professor glanced at his peculiar owl, hoping that perhaps Morpheus had decided to break from tradition. Alas, the creature was snoring contentedly on his perch, causing Remus to scoff at the bird. Frowning, he set the finished missive aside and made a mental note to send it first thing the next morning.

Though it was past eleven (the hour at which werewolves in their mid-thirties usually went to sleep), Lupin did not feel tired at all. This was easily explained by a combination of high adrenaline and sleeping till one in the afternoon. Knowing that he wouldn't be falling asleep any time soon, Remus selected an exhausting academic tome by Adalbert Waffling. A few hundred pages on effects of magic on sub-atomical particles, and he'd be out like the dead. Feeling satisfied with himself, Remus made his way back to his room, resisting the urge to check on Theodore (whose light was now out) as he went past the teen's door.

The next morning, Remus awoke with a heavy weight on his chest and discovered that Mr. Waffling's book had indeed put him to sleep. Unfortunately, falling asleep whilst sitting up against a wooden headboard tended to give even the spryest of wizards a crick in the neck. Even more unfortunately, Remus was not the spryest of wizards, in fact he was a middle-aged werewolf in poor shape and thus had a crick in every joint of his upper body (including the fixed joints of his skull).

Grimacing with the effort of getting up, Remus left his bed and made his way to the bathroom. For a change, he decided that he would look presentable today. Or as presentable as he could be, he thought as he looked at his now-shaven and clean face in the mirror. He was pale, with bruises under his eyes and more grey hair than a wizard his age should have. So, looking more like a terminally ill person today, as opposed to my usual corpse-like self, Remus thought sarcastically, rolling his eyes at the mirror (which was tactfully silent about his appearance.) After he had shrugged on some old clothes (and sent off Harry's letter with a wide awake, and, of all things, chirping, Morpheus), the wizard trudged down the stairs, contemplating breakfast.

Upon entering the kitchen, Remus was startled by the sight of his nephew sitting at the table with a large glass of water, staring at the older wizard disconcertingly. Theodore was still in his pajamas (rather, an old fashioned, long night shirt and cap) and made no motion to greet his uncle; merely sipped his water.

"Er, good morning," said Remus as cheerfully as he could manage. It was rather unnerving to find a sixteen-year-old boy sitting at one's kitchen table drinking a ridiculously large glass of water at nine in the morning. At least, for Remus it was.

"Morning," replied Theodore, giving nothing away with his reaction and taking another sip of the water.

"Would you like some breakfast?" Lupin asked timidly after a moment of awkward silence. The werewolf found it more than a bit odd to find someone drinking a large glass of water for the morning meal.

"I'm not supposed to eat until noon, remember?" the boy answered steadily. Remus belatedly recalled the mysterious potion that prevented his nephew from consuming anything without becoming sick (though, evidently, this didn't apply to overlarge glasses of water).

"Oh, yes, of course. Sorry," Remus said sheepishly. Theodore looked somewhat surprised by the apology, furrowing his brows (something Bertie would do, Remus noted) at his uncle but saying nothing. Wanting to further the conversation, Remus continued uncertainly.

"So why did they give you that potion? I've never heard of anything like it."

"Neither had I," Theodore said calmly. "The nurse said it was a restorative potion, but didn't tell me the name. I think it had ginger in it." The teen shrugged off this absent comment, as it was obvious Remus would not be able to guess the potion from this (nor any) description.

"Why did they give you a restorative potion?" asked Remus, frowning. Though his practical knowledge of potions was abysmal, Remus did know that one took restorative potions to replace something the body had lost - fluids, blood, etc. Thinking about what his nephew might need restored made Remus' stomach flip with worry, though it was obvious the boy was in good health now.

"Oh, well that," Theodore said slowly, clearly not wanting to answer. His head was now bowed, the long fringe of his dark hair hiding his expression. "Well, you see, after I left the Express, I didn't really have anywhere to go. I wasn't about to go off with the Malfoys. Too dangerous, that. So, I took my trunk and went to Knockturn Alley."

Theodore paused here, letting that information sink in. Remus couldn't imagine walking across a good bit of London in full wizards' robes, dragging a heavy trunk behind him. And then to go to Knockturn Alley, of all places! He wondered why his nephew didn't simply stay at the Leaky Cauldron or somewhere else in Diagon Alley. At those businesses, there wasn't a good chance of being cursed for your shoes, which one could not say about anywhere in Knockturn Alley. As if reading Remus' mind, Theodore continued on with his tale.

"I didn't have any cash on me, so I couldn't get a room or anything. I hadn't my account key either, and those goblins won't so much as look at you if you don't have a key, no matter if you've been to Gringotts every day for the length of your life. So, I sort of had no where to go. I wasn't going to hang around Diagon Alley either and wait for the Ministry to arrest me either, so "
"Wait," interrupted Remus, waving his hand to silence Theodore. "Why did you think the Ministry might arrest you?" After asking that question, Remus instantly regretted it as images of Theodore rolling up his sleeve to reveal that ugly skull and snake flashed through his mind. Thankfully, the young Slytherin answered his uncle with words.

"Because of my father," he said, as though it would be obvious.

"They wouldn't arrest you for something your father did!" declared Remus incredulously. "They might," Theodore then raised his head and met his uncle's gaze. "They've sent people to life in Azkaban without so much as look at a judge. I don't think it much of a stretch for them to punish sons for the crimes of their fathers."

You asked for it, thought Remus as he was stung by the memory of Sirius' unjust punishment. So, Theodore did know at least something about the late Black, but just how much could be found out later. At that moment, Remus wanted to know what had happened to his nephew in during the time he spent on the streets. Thankfully, Theodore obliged him.

"So, not having any money, I more or less hung about in a corner of the Alley for the next day or so, without any food or shelter. I hadn't eaten much over the last few days anyway. Didn't have an appetite - my dad, you know? So, by the time those Ministry wizards caught me, I was really weak. When they got me to hospital, I had to have the potion because my stomach was shrunk so much that I couldn't eat what I needed to get my strength back. If I had eaten in the few days before, they wouldn't have caught me so easily," he finished bitterly, glaring off at a corner as if it were a member of the Department of Magical Law Enforcement.

Remus tried with much difficulty not to show the distress that Theodore's story had caused him. Even after knowing the boy for only a few hours, Lupin's attachment to his sister's son had become such that the idea of the boy drifting about a deadly neighborhood, hungry and alone, troubled him. Hoping to lighten the mood, Remus asked, "I heard you did admirably even in your condition. I was informed that you hospitalized two fully trained wizards. Quite an accomplishment for anyone, let alone a hungry sixteen-year-old."

Theodore beamed proudly at this praise (inappropriate as it was), but a second later his expression became more solemn. "Do you think I'll ever get my wand back?"

"I should think so," Lupin reassured his nephew confidently. "As long as you behave yourself, they seemed eager to give it back to you."

His nephew nodded, appearing satisfied with this explanation. Indeed, Remus was grateful that the Ministry was in such disarray at this time. Otherwise, Theodore would likely never see the outside of Azkaban's walls, let alone his wand again. Attacking Ministry officials was a serious offense, though apparently the ICW wasn't worried about it.

A second later, Remus' stomach gave an unsettling growl, reminding him that he definitely needed to have breakfast after eating nothing but toast the day before. After a thorough search of the cupboards, however all the wizard came up with was moldy bread, an empty oatmeal box, and a jar of an oozing green substance labeled "Pickled Toad Livers" in cheerful orange script.

That particular item (where had it come from - was Snape leaving potions' ingredients about the place?), succeeded in diminishing Remus' appetite to a point where he could stand to last until a trip to the grocer's was made. He suggested this plan to Theodore, who agreed enthusiastically, eager to leave the creepy old house right away. A few moments later, Remus' nephew appeared in the kitchen dressed in full wizards' robes, including a floppy blue hat. The robes were of high quality, though a bit wrinkled from having evidently spent a good deal of time in Theodore's trunk. The only problem was that Remus had planned to go to the Muggle shop a few blocks away. Not exactly a place to wear wizard's robes to, unless one was skilled with memory charms.

"Er, do you have any Muggle clothes, Theodore?" he asked tentatively, knowing it was unlikely.

"Of course not," said Theodore, though his tone was not snobbish as it might have been. Instead the boy sounded confused at worst. Obviously he's not appalled by Muggles, reflected Remus, just a bit ignorant.

"Well, we're going to a shop just down the street, so I except you would want to look a bit less .er, conspicuous."

"Oh. Well then what should I wear to look like a Muggle?"

"Um " Remus paused for a moment, trying to recall anything muggle-ish that a Pureblood wizard might have in his wardrobe. "Just some trousers and one of your plain Hogwarts shirts should do."

"Just that?" asked Theodore disbelievingly. "Nothing over it?"

Remus realized that, to a pureblood wizard, the idea of going out in so little would be a bit stunning, if not scandalous. For a brief moment, Remus wondered why magical folk insisted on wearing long robes no matter the weather, but dismissed the trivial musing quickly. "It will be fine," he assured his nephew, smiling. In fact, the outfit might be a bit strange wizards' trousers and shirts were approximately one hundred years out of style in the Muggle world, to say nothing of the buckled shoes Theodore wore. It would be fine, Remus told himself, as long as they bought some Muggle clothes while they were out.

He met an uncomfortable looking Theodore in the foyer, and, after persuading the Slytherin to remove his hat, they set off. Theodore was silent for most of the excursion, speaking rarely and nodding or shaking his head whenever Remus asked him a question. It was clear the boy had never heard of a Muggle supermarket and the sight seemed to stun him. His silence, however, was not helping Remus at all. Though the older wizard was not as awed by the sights a grocery store had to offer, Remus was far from an experienced shopper (he could count the number of times he'd been to an actual Muggle supermarket on one hand). While middle-aged ladies with squealing toddlers easily navigated their ways through the aisles, picking out items quickly, Remus made his way slowly through the unfamiliar territory. And with Theodore being so closemouthed, Remus didn't really know what to buy for the boy.

By the time they checked out (Theodore eying the cash register with great scrutiny), Remus' cart was full of very plain necessities and, of course, four large bars of Cadbury chocolate. Though their bounty didn't look like much, they were limited in their selection due to Remus's ability to cook . . . or lack thereof. After they left the shop (and Remus inhaled a chocolate bar in record time), the older wizard suggested they might buy Theodore some Muggle clothes. His nephew seemed surprised by the offer, and a bit skeptical, but accepted.

They entered the Muggle store after Remus had surreptitiously shrunk their grocery bags. Lupin was not up-to-date on his Muggle fashion, but the shop seemed to be trendy enough, at least none of the clothes looked irregular.

Theodore proved to be an easy person to shop with. He quickly selected a few tee shirts, trousers, and even two pairs of shorts after Remus assured him that Muggles did wear such things. Lupin also managed to coax the younger wizard into purchasing some shoes, as the seventeenth century buckled pair were not Muggle-approved, so to speak. Theodore even managed to add up the cost, showing a remarkable comprehension of decimal points (something many wizards had never heard of, let alone understood), and declared he would compensate Remus when he could. Remus gave a small nod to that statement, having absolutely no intention of accepting his nephew's money (currently, Remus was living off of a significant sum he'd inherited from Sirius, but he pushed that thought out of his head as he paid the cashier).

When they got home, it was well past noon so Remus decided to make lunch while Theodore put his new things away. Not knowing what his nephew might like, Lupin settled on some ham and cheese sandwiches, wishing he had bought a few more condiments.

When Theodore returned to the kitchen, he'd put on a lightweight robe and Remus had to stifle a laugh. The boy really didn't trust Muggle clothes. When he sat down to eat, an uncomfortable quiet fell over the large room. While the sound of mastication might be euphonious to some people, Remus was unsettled by it and tried to pull his nephew out of his muteness.

"Did you continue to look through the albums last night?" Remus asked, using the one of the few methods he had found successful for breaking the silence. Theodore stopped still in mid-bite and looked up at his uncle, pale blue eyes unblinking.

"Yes," he said finally, "for a while after you left. I... I thought about what you had said. About my mother and the day . . . your family was attacked."

Theodore paused here, as if expecting Remus to comment. The older wizard, however, remained silent; his face expressionless.

"At hospital," the young Slytherin continued timorously, "they told me that my mother had been reported missing. By you. And you said you hadn't seen her since some of the Dark Lord's followers attacked your house. And, my father is . . . is one of the Dark Lord's followers."

Saying all this seemed to take a lot out of Theodore. After he had finished speaking, the boy's shoulders slumped and he chewed his lip nervously. Remus also noticed that his nephew's fingers seemed to twitch at the ends of his sleeves and he reasoned that if they weren't frayed yet, they soon would be.

"That's true," said Remus evenly. "What do you think of all that?"

"What do I think? I don't know what to think. I know what you want me to think," he added snappishly and narrowed his eyes at Remus. "You want me to think my father was some horrible fiend who kidnaped my mother after killing her parents. Well, I don't... I don't know what to think." Theodore's voice fell with those last words, any vestiges of anger forgotten and replaced by sadness. "I just "

Theodore's words stopped abruptly and the boy jumped in his seat as a loud crash sounded from the floor above. Remus too was startled by the noise, but relaxed immediately as he recognized the cursing voice which followed. Tonks had apparently decided to visit, unannounced as always. Likely she had knocked over the umbrella stand again too. Sighing, Remus rose to greet his friend.

Lupin found the young Auror in the foyer, jumping up and down on one booted foot as she held the apparently injured other one. When she noticed Remus, Tonks stopped hopping and grinned widely.

"Wotcher, Lupin!" she said brightly. "Just thought I'd drop by and see how you were. Sorry about the bloody umbrella stand."

"It's all right. I really should get rid of it. In addition to being a health hazard for apparating witches, it's also hideous. God only knows where Sirius's parents got it," he eyed the offending umbrella stand disgustedly.

"My mum might know," Tonks added thoughtfully. "But I didn't drop by to talk about my relatives' furniture. I heard your nephew arrived last night and wanted to see how you were getting on. Where is the kid?"

Bugger, thought Remus. He'd left Theodore seconds ago without any explanation to the crash they had heard. He hurriedly explained this to Tonks and quickly returned to the kitchen where they found the young Slytherin still seated at the table, looking frightened by the now-green- haired witch.

"Theodore," began Remus as he caught his breath. "This is my friend, Nymphadora Tonks." Tonks beamed and waved excitedly at Theodore, who eyed her warily. "She's come by for a visit."

Theodore made no move to greet Tonks, but she didn't seem to mind his rudeness. Instead she took one look at the table and exclaimed, "You have food, Lupin! And here I ate a disgusting Ministry lunch, thinking your cupboards would be bare as usual."

"Sorry," said Lupin sarcastically.

"Yeah, well you owe me a lunch old man. Can you imagine," she said to Theodore, "last time I was here he fed me plain toast for a meal?! And tea without sugar or anything! Some host he is."

Theodore looked rather startled at being addressed and didn't respond, but raised an eyebrow at the Auror, making her laugh.

"I didn't know one was obligated by manners to feed any witch who showed up on one's doorstep," Remus said wryly.

"Well, you've terrible manners, Lupin," Tonks replied, smiling at him coyly.

"So, Theo," she continued amicably, "do you think you're doing all right here with your uncle?"

Theodore, looking perturbed by her use of that nick name, didn't speak; only nodded characteristically.

"That's good," said Tonks congenially. "I just wanted to make sure Lupin was taking good care of you. You need to watch out for him, you know. He might try to poison you with his cooking. And if he gets into professor-mode and starts lecturing about the various ways one gets rid of chizpurfles just back away slowly and leave the room. If you don't he might bore you to death." She said this all with such seriousness (and a dramatic shudder added at the end), Remus wondered if Tonks might not be better employed as an actress.

Theodore, however, did not appear amused by her performance. In fact, the boy's expression seemed to suggest that he thought Tonks would be better employed as a mental patient.

"Theodore and I are fine, Tonks," said Remus. "Thanks for your concern, though. We appreciate it."

"Oh, that reminds me, Lupin! I've got to talk to you about something in private."

Just how Remus's last statement reminded Tonks of clandestine conversations, Remus had no idea. It was likely to remain a mystery forever, because the look on his friend's face told Lupin that whatever she had to tell him, it was important.

"All right," he replied. "Let's go to the study. You can stay here and finish lunch, Theodore. We won't be very long."

It was short trip from the kitchen to the library in Grimmauld Place, but the pair made it in record time; thier anxiety quickening their steps rather than any actual urgency.

"What's up?" asked Remus when after he locked the door and cast a silencing charm around the room.

"It's pretty serious," said Tonks, her face hardened. "The Order's got information that You-Know-Who has an attack planned for tonight in Hogsmeade. Apparently, he wants to take advantage of the chaos in the Ministry right now. They've only got two Aurors guarding the town and it's a soft target. Dumbledore's ordered the Order to be there in full force. You're needed there from seven till midnight. They don't know the exact time You-Know-Who plans to go in, so Dumbledore's had people patrolling the streets inconspicuously all day."

"Damn," Remus muttered as he drew his fingers through his hair, thinking of the consequences such an attack would have on the heart of Wizarding Britain. "You'd think Voldemort would wait a bit longer after the battle at the Department of Mysteries, wouldn't you? At least until he freed some of his Death Eaters."

"Hmm. Maybe. But those captured Death Eaters are heavily guarded right now the ICW's taken control of watching Azkaban. A battle there would be larger than attacking an unguarded Hogsmeade."

"That makes sense. So seven to midnight for me?"

"Right, unless you're contacted before then. If so, apparate to Hogsmeade immediately."

"Of course. Am I supposed to meet anyone there?"

"Crockford, Diggle, Jones, Vance and Bill Weasley are patrolling at the same time you are, so I suppose you could arrange something with one of them. Moody's planning to sniff around the town all day, but I doubt you'll see much of him. Probably hiding out in a rubbish bin or something. But you're not supposed to draw attention, we don't want to tip the Death Eaters off that we know what they're up to."

"Wouldn't that be a good thing, though? I mean, they probably wouldn't attack then, would they?"

"Yes, but it also might give away our spy, which would be worse than any attack."

Remus had to hand it to Tonks, she was very knowledgeable about the situation. He knew her analysis was her own, not something she had head from someone else. Remus could fight Dark Wizards, that was true, but his real calling was teaching: something he did with passion and expertise. Fighting Dark Wizards was what Nymphadora Tonks was born for. She'll go far as an Auror, Remus mused. If she survives this war, said a nasty little voice in the back of his, which he silenced immediately.

With no more to say, Tonks made to leave the room when a thought suddenly struck Remus.

"Wait," he said quickly and Tonks turned around looking puzzled at his exclamation. "What should I do with Theodore?"

AN: The ICW, for those who don't recall this tidbit, is the International Confederation of Wizards (mentioned in OotP). I'm using it as sort of a UN in this fic; running a few things in Britain after the whole we-will-not- acknowledge-Lord-Thingy scandal.

Chizpurfles are an invention of JKR's, a magical pest. If you want some more info, go to

Characters mentioned as being in the Order of the Phoenix are also bit characters of JKR.

REVIEWER (aka: people who are awesome) RESPONSES:

Lucidity: I'm glad you like Theodore. He's kind of difficult to develop, b/c he's essentially an original character and everything's from Remus's POV. I kind of want to do a chapter from Theo's POV, just so the readers can get a better idea of my ideas for him.

Distant34: Thanks big time for your compliments! Oddly, your review put me in mind of how I picture Grimmauld Place. I never see any windows when I think of the house's bedrooms, even when I read OotP. I know they must be there, but for some reason my Grimmauld Place is windowless. Maybe it adds to the grimness...

Neoma: Remus doesn't want Theo to become a death eater, either ;)!

Moony Lover: Unfortunately for him, Harry is stuck at the Dursleys (remember, it's only been a couple of days since the term ended, so he's got to stay there for a bit yet). I hope you've enjoyed Tonks and Theo in this chapter, though it was a bit more serious.

Alice Dodgson: Glad your teeth are still intact ;). As for Theo talking more candidly about his mother to Remus, I don't know just yet. I tried to show in this chapter about how Theo doesn't trust Remus enough to talk about that. As I said above, I want to do something from Theo's POV, just to try and convey some of his emotions and thoughts. He's a very reticent character, so it's hard for both readers and Remus to know what's going on with him.

Thanks all of you for your comments and compliments!!! And please, those of you who've read this, Review!!!