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You can take her to lunch, or go for a walk somewhere you both enjoy. Research has shown that mildly depressed people’s moods improve when a task diverts attention to something external such as an activity. Being in a better mood can make it easier for you to be able to open up and talk about your feelings. If you're not in the mood to do an activity, don’t feel pressured to plan one. A conversation over a cup of tea at the kitchen table or on the couch can suffice. The best way to start is to tell her that you have something important you want to share, so she knows not to take your conversation lightly.  If you don't know how to bring it up or feel uncomfortable, try saying something like, "Hey, I’ve been feeling kind of weird/down/upset lately. Do you think we could talk about it?" Make it clear from the beginning of the conversation whether you want her to listen and hear what you have to say, or want her opinion or suggestions. Be sure to let your friend know whether what you're telling them is private or if they are permitted to communicate your difficulties to other people on your behalf. Be as specific and direct as possible. Don't dance around what you need or what you're requesting. It's okay if you get a little tongue-tied and shaky as you talk. Just talking is the hardest part!  If you’re having a hard time dealing with your emotions during the actual conversation, it’s okay to admit this to your friend. Letting them know how hard the conversation is for you might even be helpful to your friend to understand your state of mind and how serious the situation is. If you begin to feel overwhelmed at any point during the conversation, it’s okay to take a break, take a deep breath and gather your thoughts. If your friend seems uneasy, break the tension by thanking her for being there and listening, or apologizing for taking up her time or having a hard time talking about it (if that is true). Individuals with depression are sometimes prone to feeling guilty. Guilt can be persistent, but it can also be managed and minimized. If you feel guilty during your conversation, one useful way to manage this perceived guilt is to remember that guilty thoughts are not facts. You are not burdening your friend by sharing your feelings. Your friend is more likely to feel grateful that you trusted her with this information and eager to help your recovery than she is to feel the "burden" you envision. For your conversation to work, your friend needs to be listening to you completely. There are many ways to hold her attention, including making eye contact, using gesturing and body language (e.g., facing the person, not having your arms or legs crossed), speaking clearly, and avoiding outside distractions (e.g., background noise, people passing, cell phones ringing).  Look for signs of active listening. When a person is listening closely, they are deeply focused, trying to understand what you're saying. Check for cues like eye contact, nodding, or meaningful responses to what you're saying (even "uh-huh" can be meaningful!). People also show that they understand a conversation with their contributions to that conversation. They might repeat or paraphrase what was said, ask follow-up questions, and otherwise be working to keep the conversation going.   When people stop understanding or are at a loss for words, they may use filler words. Filler words are “go to” words and can vary from person to person. They may use the same phrases over and over again (e.g., “that is interesting”). They may also trail off (i.e., not finish sentences) or not be working to keep the conversation going. Be aware, however, that these responses can vary from person to person. For example, some people think more clearly when they aren't making eye contact and may deliberately avoid it in order to concentrate on what you are saying. Think about how your friend talks and how she acts when she's paying attention. " When a person (like your friend) wants to help, she wants to know what actions she can take. This is part of human psychology: we feel good when we do something for others. Helpful actions can also alleviate some of the guilt your friend might feel when she sees you in distress. You should talk about your feelings as much as you need to, but it helps to end the conversation with something concrete or specific your friend can help you with (such as letting you vent about your feelings for half an hour or taking you out to get your mind off your problems). Recall what you had decided to request or hope for when you were preparing for this conversation and tell your friend about that. Pay attention to your friend and how the conversation is going. When you feel it's time to move on, suggest a different topic or move to end the conversation by saying something like, “We should be getting home,” or, “I’ll let you go, I don’t want to take up too much of your time.” This move is mostly likely up to you, as your friend may feel uncomfortable ending the conversation.

Summary:
Plan a casual activity with your friend. Ease into talking about your depression whenever it feels right. Communicate to your friend whether the information is confidential. Say what you have practiced. Help your friend feel comfortable. Keep your friend engaged. Bring resolution to the conversation by deciding on a "next step. Transition out of the conversation.