First off, I know it's been an insane amount of time since I updated, but first I got grounded (that actually happens fairly often) from the computer), then I was a little writers blockish for a few days, then my exams started. But now school is out (HECK YES), and Grey's withdrawal is setting in BADLY. So I'm hoping to write a lot. I'll be updating Sky and Blue and Black later today, hopefully, and maybe starting a new story soon as well. The plan is to get the updates in really frequently.

I want to thank everyone for the AWESOME reviews, and I hope I didn't lose to many in this little hiatus. Won't happen again

As always, review for an update. I like this chapter, even though it's mostly a lot of different conversations but there are some pretty good developments, IMO. And I LOVE long reviews cuz I like details on what people like (or don't like) on my writing, but anything is appreciated, just let me know you're reading. : ) I'll also be updating Sky Blue and Black within the next day or two.

Meredith drives down the road with no clear idea of where she's going. She just knows where she wants to go. . .to Derek's, but knows she can't. The problem there is, ultimately, the problem with everything. . .his wife.

She doesn't want to go to Finn's. She's dreading the moment she has to deal with him.

After driving aimlessly for about an hour, she pulls up at the hospital and parks. She glances over and sees Christina's car (I don't know if she has a car, but whatev) parked a few rows over.

Meredith gets out of the car and walks inside, feeling an odd sense of security knowing she can walk through the hospital without having to dodge Derek or Addison, without having to smile at them as they walk past her, holding hands or whatever they're doing, without having to conceal the sick feeling it gives her.

She goes down to the basement (Which I think is what that area where the interns sit a lot, with the snack machines and wheelchairs and gurneys is) to sit and think, thinking Christina is probably with Burke. She stretches out on a gurney, closing her eyes, savoring the silence and the moments to think.

After a while of this, a voice startles her. "Hey."

She sits up. "Oh, hey. . .Callie." Her tone is curious, wondering what Callie could be doing here so late. She's wearing sweat pants and a hooded sweatshirt, a far cry from the fancy prom dress of a couple hours ago. Meredith realizes that, besides Alex and of course Derek himself, Callie is the only person who knows what went on tonight.

Callie, seemingly immune to awkwardness (as the peeing incident proved) sits down on the gurney next to Meredith and leans against the wall. "How's Izzie."

Meredith shrugs. "What you'd expect."

Callie nods. "And you?"

"What about me?"

"Oh, sorry, are we pretending I didn't see that?" Meredith listens for the sarcasm, but there is none. It just sounds like a casual question.

"No, I just. . .listen, Callie. . ."

"Don't freak. I'm not planning on broadcasting it, or, like, using it as blackmail or anything."

"Um, thanks." Meredith glances at Callie uncertainly. She can't figure her out. She usually acts so rude and resentful to Meredith. . .but then she helped get the X-rays on the bone cancer. . .after, of course, getting up in Meredith's face about how she doesn't care.

After a moment's silence, Callie asks, "So how how's your dog?"

Meredith looks down at her hands, intertwining and unlocking her fingers absently. "We. . .we had to put him to sleep." Meredith hears the tightness in her voice.

"Oh." Callie glances at her. "That sucks, Meredith, I'm really sorry."

"Thanks." Meredith shifts uncomfortably. "Look about. . .about what you saw. I don't want you to think. . ." Meredith pauses, unable to understand her need to explain what she did. She'd almost said 'I don't want you to think that I just sleep with married men.' But had realized that, by definition, she does. One married man, but still. She closes her mouth. The only excuse, and it's not really an excuse, is that she loves him, but she can't see herself telling Callie that.

"Look, I get it. Everyone in this hospital knows the whole story with you and Shepard."

Meredith winces. She'd forgotten.

They lapse into silence again, then Callie said, "Um, your friend Yang was hanging around upstairs earlier. Dr. Burke was asleep so if you wanted to talk to her. . ."

"Okay, I'll go see if I can catch her." Meredith stands from the gurney. "Thanks, Callie. For being so cool about this."

Callie waves a hand as if to say forget about it. "Bye, Meredith."

"Bye." Meredith smiles slightly at her. She's not so bad after all.

Meredith heads up to the main floor and wanders around to Burke's room. She peers inside, not wanting to interrupt if Burke and Christina are having a 'moment', something that doesn't happen too often. Instead, Meredith sees Burke was in fact asleep, and Christina spots her as she looked through the blinds. She waves her in.

"What are you doing back here?" Christina's voice is a whisper.

Meredith shrugs slightly.

Christina glances at Burke, "Let's go somewhere where I can talk in a normal volume."

"Are you sure? I mean, if you don't want to leave him-"

"Please. It's fine, he's out for the night, all the medication they're giving him."

"'Kay."

Meredith leads the way out of the room and they walk down the corridor together. "Are you okay?"

Christina gives her a Look. "Yes."

"Really?"

"Yeah. I'm just going to. . .help him through this."

Meredith looks at her. "Well that's good."

Christina nods. "Yeah, it is. But the real question is. . .you. Truth, Meredith. Why are you back here? You didn't even change."

Meredith looks down at herself, remembering for the first time she's still in her 'prom' dress. "Would you believe I wanted to check on you?"

Christina makes a skeptical noise. "No."

Meredith smiles a little, rolls her eyes and says sarcastically, "Well, you know, prom was so much fun I couldn't bear to take off my dress."

"You and Finn were dancing pretty close. Is he the new McDreamy?" Meredith turns and throws her such a look of shock that Christina immediately says, "Never mind, just kidding. God." They sink into silence for a moment. "So are you really going to tell me what's happened? Or are you just going to make jokes and avoid the issue. . . you're not me, Mer."

Meredith grins briefly, but still doesn't answer. She and Christina have come to a stop at the top of the stairs overlooking the area where the prom was held. The tables are still set up, stray balloons tied to chairs or floating on the ceiling.

"You and Shepard start fighting or something?"

Meredith stares at the area where, just a few hours ago, she ran away from Finn. "Yeah, kind of."

"Oh. Look he's being an asshole, just because he's jealous and doesn't know what to do about it. Ignore him. No offense, but you guys couldn't have been friends anyway, that so never works and-"

"Well, we didn't just fight."

Christina glances at her, expectantly. Meredith raises her eyebrows. Slowly, understanding hits Christina and her eyes widen. "Did you and Derek. . ."

Meredith nods.

"Nice."

Meredith sighs. "I slept with a married man."

"You've done it before. Besides, Addison had to know it was coming. You heard her the other day in the hallway."

"It's so wrong. But. . .that's not even what I'm worried about. Not about how he's married, or that I'm dating Finn. . .just why. . .why is he doing that? He kissed me, and then it just. . .happened. Why is he doing that does he. . .I mean, is he planning on doing something about it, or is this just another way of messing with me?"

"Well, it is Derek. And he is fond of messing with you."

"Tell me about it. That's what I was yelling at him about, actually. He was. . . looking at me. While I was dancing with Finn, and he was dancing with Addison.! He was looking. "

Christina rolls her eyes. "Looking at you, huh? Well, gee, I hope you were using protection."

Meredith glares at her. "You don't get it. It was. . .our look. And lately he's just been so. . .and I'm really trying with Finn, but I can't. It's Derek. It was always him."

"Yeah."

They fall silent.

Finally, Meredith says flatly, "You know we had to put Doc to sleep?"

Christina looks at her with as much sympathy as she gives. "No, I didn't. Sorry, Mer."

"Yeah, and it just felt like. . . Derek had said we were done, and Doc was the only thing we had together, besides work, and it just felt like. . .so final. And so unfair."

Christina doesn't know what to say. Finally, she asks, "Did you and Derek talk about it? About what he's going to do?"

"No, not like we need to."

"Maybe you should."

"Probably."

"Yeah. Probably."

XXXXXXXXX

Meredith goes home. Christina's going to catch some sleep in the on-call room, and Meredith suddenly needs to be out of her prom dress.

As she pulls in front of the house, she slows and sees a form sitting on the front steps. Her heart jumps for a second, hoping in spite of herself that it's Derek. There's a car parked farther on down the curb but it's too dark to identify it.

Her headlights catch the front of the house and she nearly stops. Derek is sitting there, still in his suit, his jacket in his hands. He looks up and sees her.

She pulls into the driveway, pausing for a moment in the car to steady herself. Then she opens the door and slowly walks across the lawn to him.

He looks tired, hair rumpled, looking oddly overdressed for his appearance. He looks up and meets her eyes but doesn't speak. Neither does she; she'll let him start.

Finally, he does, his voice heavy. "We should talk."

She nods into the darkness. "We should."

"Sit." He nods to the steps next to him. Hesitating slightly, she sits, shivering at the closeness. "I'm sorry, Meredith. About tonight. I shouldn't have done that, I just….I couldn't help it, I guess."

"Don't apologize. You always apologize."

"Okay, sorry. I mean…" He smiles briefly. "Not sorry."

"And it was me, too. I mean, I…" She closes her eyes. "I wanted it, too, Derek."

"And I'm also…I mean, about the past week. I've been an ass. Calling you a whore…you're not. I was just jeal-" He sighs. "You're not a whore."

She's staring hard at the darkness in front of her. Fireflies light up the dark every once in a while, and she tries to follow the light. "Just a dirty mistress." Her voice is hollow.

He turns to face her, though she keeps her gaze straight ahead. Gently, he puts hand on her back, stroking her hair. "You're not. You're. . ."He swallows, searching for the words. He doesn't understand why he feels so awkward. "You're a lot more than that."

Meredith bites her lip.

They sit in silence for a few minutes. Finally, Meredith closes her eyes an blurts out, "So what now?" She feels him shift his weight, so she turns to meet his eyes. "What about Addison?"

"What about Finn?" He shoots back.

She feels a flash of irritation. "I'm not married to Finn, Derek. Finn isn't the reason we're not together."

He's quiet for a second. Then, "So…you want me to choose?"

"No." Her voice is hard. "No, I'm not asking you to choose. I did that already, it didn't work, and that's the last time I'll ever beg you." He looks at her, his face slowly turning to guilt, his eyes far away, as though the memory of Meredith telling him to pick her was flashing in his mind. She goes on, anyway. "So, no, Derek, I'm not saying it's her or me. But we can't even begin to talk about what tonight meant if you're with her." She hesitate, then adds, "You slept with me, Derek. With your wife a couple rooms away. Can you really do that and keep pretending things are okay?"

Slightly surprised, he looks at her. "Maybe not."

"Maybe not?" Her voice rises in spite of herself; she had been trying to keep a somewhat indifferent tone. "That's all I get, Derek?"

"Addison is my family, Meredith-"

She laughs humorlessly. "Where have I heard that before? Is that it, Derek? You're just going to repeat to me the same things you said when she first showed up?"

"No! I just. . ." He shakes his head. "I don't know what you want me to say!"

"Look, Derek, when. . .when you picked Addison, I understood. As much as I hated it, as much as I tried to hate you for it, I got it. You had an obligation! But what now, Derek? You tired to make it work and…" She closes her mouth, unsure about crossing the line. Was there even a line to cross anymore?

"It's not working."

"Well, yeah."

He nods. "It could have, you know. It could have worked. I can. . .I can get past the Mark thing. I had. . .I had a part in that, too. I could have made it work except for…you."

Meredith isn't sure what to say. She's not even sure why he's telling her this.

"She's not you, Mer. And that's never going to be enough for me."

Something about the gentleness, the sincerity in his voice, makes her eyes sting with sudden tears. She presses her lips firmly together and stares ahead.

"But. . .there's stuff you don't know."

Meredith closes her eyes. The 'but'. There's always a but. She waits.

"You asked once. . .you asked why I think she cheated on me…if I was a bad husband."

Meredith nods, remembering the moment she'd blurted that out, deep in thought about the new revelation about her parents' marriage. She'd been amazed at her own boldness, at her voluntarily introducing the subject she usually wanted to avoid with Derek…his marriage.

"Well, I guess I was."

Meredith can hear in his voice how difficult this is for him to say. "You…you said you were absent."

He sighs, rubbing his face with his hands. "I was. I worked all the time. We fought about it a lot…we fought about everything a lot, really, in the last year. About eight months before I came here, before Mark, I even moved out for about a month. I actually…" He laughs softly, humorlessly. "She told me I practically lived at the hospital, so for one month I did, literally. Just to spite her. I came back, and we…we promised to get through it. I thought we were doing better, but then I found her with Mark."

Meredith is quiet.

Derek waits a moment, too, before continuing. "After she came here…after I picked her, when were in couples therapy…the therapist guy told us…he told us all about the importance of being honest with each other. So she told me something…" He closes his eyes. "During that month when I had moved out…Addison found out she was pregnant. She said she thought we were on the brink of divorce, and she didn't want me to come back to her because I felt obligated." Meredith makes a skeptical noise before she can stop herself. All this talk Derek's been giving about his obligation to make his marriage work…He glances at her but keeps speaking. "She…she had an abortion."

Meredith's eyes widen. She's always been unable to picture Derek pre-Seattle, back when he and Addison were together and she had no idea he even existed. She had never wanted to. But this information was the most insight into the state of their marriage she'd ever been given.

Derek is studying his hands, as he speaks, his voice flat. "Anyway, when she told me…I had that moment of 'you had no right, my child, too' bullshit but…it was my fault. I was being petty and spiteful, and look where it got me. She had to carry that around for the next seven months." He faces Meredith, his eyes anguished. "Do you get it? There's all kinds of guilt there."

Meredith doesn't trust herself to speak. The selfish part of her wants to do anything to convince him to give up, that staying with Addison out of obligation isn't what she wanted then, and it isn't what she wants now. Wants to ask 'what about me? What about guilt there? She's not the only one you hurt.'

She doesn't say anything.

He keeps his gaze locked on hers, waiting for her reply. She feels his anxiousness, feels him wanting her to say something.

Meredith nods slightly. "What am I supposed to say to that, Derek?"

"I just…I want to know what you think! I want you to understand."

"Well, I don't." She can't stop the anger there. "I mean, yeah, I get that you feel guilty. But is this what helps Derek? Staying with her out of obligation, not because you really want it? Sleeping with me and adding more guilt? Telling me that you love me while you're turning around telling her the same thing because you have to?" Her voice breaks on the last sentence, the lump that had been forming in her throat finally dissolving.

He takes her hand, and she wants to pull back but can't seem to make herself. She shakes her head and looks down, trying desperately to keep herself from crying.

"Mer…" His voice is heartbreakingly sad and loving at the same time. He touches her cheek and gently guides her face up so she's looking at him. Tears are dripping down her cheeks at the utter helplessness she feels, that to be honest she has felt during this whole damn situation with Derek…

"Mer, don't cry." His fingers go to her cheeks, wiping her tears, suddenly making her melt all over again. "Please. I do love you."

"Don't. . ." She manages to choke out.

"I do! And you're right, I'm not helping Addison, or myself, or you. . .I just keep…" He closes his eyes, sighing, his voice dripping with weariness. "I just keep hurting everyone around me, and I…I don't mean to."

She nods. "I know you don't."

"I just want to do the right thing. I don't want to mess up anymore." She nods again, and he gives her a pleading look. "Can I just have some time?"

Her heart drops and she looks away from him, frustrated. "If you think you need time, then fine." She still can't make herself see how he can admit to being in love with her, admit that his current situation isn't helping and still not be sure.

He says he doesn't mean to hurt her. But he's doing it again.

"I just need to talk to Addison."

"Yeah." She answers dully.

"Don't be mad." He's begging.

She turns to him with a tortured expression. "I'm trying."

He puts his hand on her cheek, then leans in toward her lips. She pulls back. "Not now, Derek. Not until you're done thinking." He nods, his shoulders slumping. Her voice is barely a whisper. "You should leave."

He opens his mouth to protest, but thinks better of it and nods instead. He stands, his jacket still in his hands, his tie drooped carelessly over his shoulder. "I'll see ya."

She just nods. He turns and walks slowly toward his car, throwing looks over his shoulder. She stands watching long after the headlights of his car have disappeared down the road.

Finally, she turns and walks back into the house. Alex's soft snoring floats from the living room where he's dead asleep on the couch. Meredith walks up the stairs but pauses outside of Izzie's room, hearing her cry out several times.

Meredith opens the door to Izzie's room and glances in. Izzie's eyes are close but she's crying out as though dreaming. Meredith hesitates for only a second before approaching the bed and kneeling next to it. Izzie's face is wet with tears. "Izzie? Iz? Izzie, wake up, it's okay…"

Izzie opens her eyes and stares around. "D-denny…" She meets Merediths gaze. "What…"

"You were dreaming." Meredith rubs her friends back comfortingly.

"Oh…" Izzie is quiet for a moment, then starts to sob. "It wasn't all a dream…damn it, Meredith, he's…he's really gone."

"Oh, Iz…" Meredith stares at her, her heart aching for her friend, all of her own pain temporarily forgotten. She sits on the edge of the bed, stroking Izzie's hair as she cries into a pillow. "I am so sorry."

She lets Izzie cry for awhile. Then, Izzie speaks, talking with difficulty between sobs, her words coming out in short gasps for breath. "Meredith…would you…would you stay here? Tonight?"

"Of course." Meredith answers soothingly. "Let me go change, okay?"

Izzie looks at her. "Oh, you're still in your…prom dress." She laughs slightly, a high, almost creepy sound. Then she's crying again.

"I'll be right back." Meredith promises.

She hurries into her bedroom, glad to get the dress off and get into her Dartmouth shirt and old sweatpants. Flipping a light on, she stares at herself in the mirror. Her eyes are red and her face streaked with tears. She shakes her head, thinking of everything that had happened tonight, for both Izzie and herself.

Now, she needs to focus on being there for her friend.

She returns to Izzie's room. Izzie's sobbing has subsided for the most part, and Meredith lies next to her and stares at the ceiling, the words 'it'll be okay' sticking in her throat. How does she know?

Izzie talks for awhile, in short gasps. "I want to thank you for…for not letting…everyone leave the other day. For helping me with him."

"Don't thank me, Izzie, it was no problem."

"No, really…I could have gotten us….all in so much….trouble. I just…wanted to save him…and it didn't even…matter."

Meredith looks sadly at her friend. "It mattered. It mattered to him, Izzie. He got to be happy. Just think how happy he was."

"Yeah." She agrees softly. "Damn it, we were going to get married…"

"I know."

Later, Meredith can tell by the steadiness of her breathing that Izzie had finally fallen back asleep. Only now does Meredith allow her thoughts to return to Derek, mentally revisiting the conversation they'd had earlier.

XXXXXXX

Derek enters the trailer quietly, hoping Addison is asleep as she had been when he left her. No such luck. She looks up as soon as he enters, her eyes questioning, slightly suspicious.

"Where have you been? I woke up and you were gone."

"Went for a drive." He mutters vaguely, kicking off his shoes and dropping his jacket on the floor.

"You still haven't changed?"

He waves a hand at himself. "Obviously."

Addison studies him, seeing the weariness in his eyes. "Derek, what's going on?"

He sighs heavily, dropping onto the foot of the bed and facing her. "We need to talk." The second time he'd said that to her tonight. This time he wasn't going to let her stop him.

"Okay." A feeling of dread seizes Addison. She had sensed earlier that he'd wanted to say more than he had, but he'd stopped. She wasn't sure if she wanted to hear what it was.

"Tonight, at the prom. When I left the dance…I…I didn't have to check on a patient. I was following Meredith."

Addison stares at him, expressionless, waiting for more. She'd noticed the coincidence that Derek had left her alone around the same time Meredith had left Finn, but she hadn't allowed herself to think about it.

"I wanted to check on her, I guess…she was pretty upset earlier, about Doc. And I've been kind of a jerk to her lately because…" His voice trails off.

"You're jealous." Addison says sharply.

He closes his eyes. "Yes." Addison looks surprised that he admitted to it, but she doesn't say anything. "We were talking and we ended up…I kissed her Addison."

Addison stares at him, her eyes full of hurt but not surprise. She just nods, and then says, sounding as if the one word took a lot of effort to get from her mouth, "And?"

Derek forces himself to look at her. "We had sex." Addison groans softly, her eyes closing. "We didn't plan it, it just…happened. I'm so sorry."

Addison's eyes fill with tears but she keeps them back. Instead, she is silent for a few moments, then breaks the quiet with a bitter laugh. "So I guess we're even, huh?"

"No, I…I might be the worse one here. It's nothing you did, Addison, you've been great, we've been trying but I can't help it…."

"Do you love her?" There's pain dripping from Addison's words, but also a kind of knowing. As if she understands.

His voice is quiet. "Yes. As much as I've tried not to."

"I knew it." This is delivered as though to inform him. "I knew, I just didn't want to see it."

He puts his hands on her arms. "I care about you, Addie. A lot."

She blinks furiously. "That's not enough."

He looks at her helplessly. "I wanted this to work. And I think it would have, if it wasn't for Meredith. I didn't expect, when I came here…I didn't expect to meet someone. I didn't expect to feel like that."

Addison meets his eyes and nods, ever so slightly. "We can't help it." She hadn't expected to feel the way she had about Mark. Not while she was married. "So you think that…if you hadn't met her…you think you could have moved past the whole adultery thing, all the problems."

He nods. "I think so, yeah."

She sighs and pulls back slightly from his grasp. "So the way I see it, we have three options. We could end this, you could go back to her, live happily ever after, and I could go back to New York to start over. Or, we could end this, I could go back to New York, and you can stay here alone, but not with Meredith because who's to say she'll take you back after all the crap you've put her through?" Derek is surprised by the sudden bitterness in her voice. "Or…option three…we could both go back to New York, and you can forget about her." This startles him further, and he just looks at her. "So…what's it going to be?"