A/N: This is my first foray into the fanfic writing (I've been a long-time reader but never had the guts to write a fic), so please be gentle. I hated the way the Lexie and Mark storyline ended, along with the majority of the Grey's fandom, and this idea of a rewrite came to me one night while I was avoiding studying. It's not very original by any means but hope you enjoy.

"Hey, Lexie, have you been here all night?" Derek asked as he walked into the lab.

Lexie looked up from the mountain of research and noticed that it had, in fact, turned light outside. Had she really been here all night? Well, she shouldn't be surprised. She just wanted to get her mind off what happened last night so she tried to immerse herself back into Derek's research, which didn't work of course since she spent the better part of the night thinking all about what happened.

"Huh, I guess so. I guess I just lost track of time," she shrugged.

"Well, we've got a craniotomy in an hour so you better be awake and ready. See you in OR 3."

With that, Derek gave Lexie a parting glance and left the room. Lexie wondered if Mark had told him what happened, but she doubted it since it was still quite early in the morning and she had only poured her heart and soul out to Mark late last night. God, what was she thinking? Well, clearly she wasn't. It wasn't how it was supposed to go; she never meant to tell him like that but he was just there and when she saw his face, the words came flying out. Now she definitely knew what people meant by 'word vomit'. To make matters worse, Julia came outside straight after the confession, oblivious to what had just occurred.

Lexie felt so mortified thinking back on it. Mark simply just left with Julia, only pausing to say goodnight. That's why she found herself back in the hospital, trying to lose herself in pages of research about arteriovenous malformations. Lexie stood up and stretched her back, noticing that she had better get moving now if she wanted to swing by the residents' lounge to freshen up before Derek's surgery. Today was going to be a long day.

Meredith found Lexie sprawled over a table in the cafeteria in the early evening, unsure whether she was asleep or falling into a coma.

"You look like crap," Meredith remarked as she got closer.

"Gee, thanks," was all she heard in reply from the unmoving form. Lexie slowly pried her upper body off the table and slumped back in her chair.

"You know better than to run on no sleep. I heard from Derek that you guys have been in back-to-back surgeries all day."

"Yeah. I mean, I'm not complaining but I'm totally dead on my feet. Wait, is that coffee?" Lexie noticed the cup in Meredith's hand.

"Oh, right. I bought it for you," Meredith said offhandedly as she held the coffee out to Lexie.

Lexie lunged for the cup with as much strength as she could muster, which wasn't much at all, and gratefully cradled it in both hands. "You couldn't have led with this?" she asked as she took a long pull. Much better.

Meredith hesitated. "Lexie… Mark told Derek what happened," she began gently.

Lexie swallowed her mouthful of coffee slowly. She didn't know how to respond so she simply nodded to indicate she had heard her sister.

"I didn't know you were still in love with him. So you and Jackson broke up because of..?"

Lexie sighed. "Yeah. I didn't even know at the time that I was still in love with Mark but apparently it was obvious because Jackson knew. I… What I did yesterday was stupid. I just blurted it out to him! It was like I couldn't stop! And then Julia came outside and he didn't say anything and they just left together…" Lexie put down the coffee and buried her face in her hands. "I still love him, Meredith."

"I know," Meredith simply said, putting a hand on Lexie's shoulder. "He's been looking for you, you know."

"I don't know what to say to him. I wanted an answer from him yesterday but now the adrenaline's gone and I don't know if I want to hear what he has to say."

"You have to talk to him sometime, though. You can't just drop this bomb on him and walk away."

"Yeah, I know. Just… not today."

Meredith rubbed her shoulder sympathetically and stood. "Alex, Cristina and I are going over to Joe's if you want to join us. But it looks like you could drop dead at any minute so…"

"I better go home," Lexie finished off. A few shots of vodka did sound good but she was just too damn tired. She still had half a bottle under her bed so maybe she could take a few swigs once she got home. Lovesick and drinking alone at home. How much of cliché could she be, she thought, and shook her head inwardly.

"Do you need me to drive you home?"

"Meredith, it's okay. I'm not sick or anything so I can drive. I'm okay. I'll be okay," Lexie halfheartedly smiled up at her. "Thanks, though."

After Meredith left, Lexie finished off her coffee and threw the empty cup in the trash. She stifled a yawn and headed back to the lab to tie up a few loose ends before she would change out of her scrubs and go home.

It had a been a day since Lexie told him that she loved him and Mark didn't know what to do, which is why he was lying awake in bed at 3:23AM. He was almost glad that Julia had interrupted them when she did since he didn't know how to respond to anything Lexie had just said. Suddenly, he felt ashamed; she laid it all out on the line and he was glad someone had interrupted them. Way to go, Sloan, he thought. Oh God, and Julia… Was he supposed to tell her? Did he want to tell her? If he did, it was inevitable that she would ask if he felt the same way about Lexie, which he couldn't answer. He felt guilty for being unsure and he was glad Julia had a night shift and wasn't lying next to him, otherwise he would feel even guiltier than he already was about what was going through his head right now. He thought he was over Lexie; he had moved on with Julia and he couldn't remember the last time he was so happy. Well, except for when he was with Lexie.

Damn, why did everything have to get so complicated? He thought everything was finally falling into place in his personal life; he met a great woman who wanted the same things he did, he had a beautiful daughter, and he couldn't ask for better co-parents in Callie and Arizona, who were also his best friends and they lived just across the hall. Now a spanner was thrown into the works again and he was almost angry at Lexie for telling him how she felt. But he knew it wasn't her fault and if he remembered correctly, he did something very similar to her that was along the lines of a proposal when she was with Karev, so who was he to judge? Mark sighed and changed his sleeping position for the umpteenth time, not any closer to sleep or figuring out what out what he was going to do. He had tried looking for Lexie all day at work even though he didn't know what he was going to say, thinking that maybe if he saw her face, the words would come to him. Unluckily, or luckily, he couldn't find her but he was determined to find her tomorrow. He just needed to talk to her and figure out what this all meant.

"You still haven't talked to her?" Derek asked, somewhat incredulous, as he and Mark walked the halls of Seattle Grace Mercy West.

"Hey, it's only been a day and I've tried, and am still trying, to look for her. Do you think she's avoiding me?"

"Well, considering you just walked away when she declared her love for you, what do you expect her to do? Come running to you with open arms?"

Mark took a bite of his apple. "Julia was there! What was I supposed to do?"

Derek gave his best friend a sideways glance and shook his head with a slight smile. He had more than his fair share of love problems in the past so he really didn't have the right to judge, but he couldn't help it. He might be biased since Lexie was his sister-in-law but he knew she was the one for Mark. He had known the guy his whole life and he had never seen Mark light up the way he did when he was with Lexie.

"You know what you weren't supposed to do? Say nothing and walk away," Derek countered.

"Okay, fair enough. I deserve that. But I'm trying to talk to her now. Can you help me out? She's on your service," Mark asked as he leaned against the nurses' station.

Derek grabbed one of his patient's charts and began to write in the notes. "No, no, no. I'm not getting in the middle of this. You find her yourself."

"Some best friend you are," Mark said as he finished off his apple and tossed the core into a nearby trash can.

"I aim to please," Derek replied, closing the chart and handing it back to the nurse before backing away, leaving Mark at the station. "You better do it!"

"Yeah, yeah," Mark shrugged off nonchalantly, slightly annoyed.

After Derek was out of sight, the annoyance gave way to resignation and he knew his best friend was right. He would do the few surgeries he had that day and then his top priority would be to find Lexie. He couldn't drag this out any further.

It was late evening and Lexie was once again in the lab going through Derek's research. He was really piling on the work but she was grateful for it because it meant keeping her mind off a certain double Board-certified plastic surgeon. But of course, no matter how much work she had to do, her mind always seemed to wander to him and she had to catch herself a few times to refocus back on the task at hand. She hated how pathetic she seemed, pining over her ex who was with someone else. When did she become that girl? She knew she didn't have much in the pride department to begin with by any means but this had to be a new low for her.

Shaking it off, she decided she needed a coffee if she was going to get any work done and have any chance of sleeping in her own bed tonight. She stood and made her way to the door when it swung open and Mark suddenly appeared before her. She stopped dead in her tracks, not expecting him nor the sudden movement.

"Hey, Lex. Can we talk?"

She was like a deer caught in headlights. "Um… I was just actually going to get a coffee. You know, I have a lot of work to do since Derek's really dishing it out…" She trailed off.

"Lex, we need to talk about the other night. You… It just came out of nowhere. I'm sorry I walked away but I was shocked and Julia showed up. But I'm here now and we need to talk about it," he said as he stared at her with an earnest expression.

Lexie laughed humorlessly. "Well, the ball's kind of in your court since I was the one who said I still love you."

Mark put his hands in the pockets of his lab coat and looked down at the floor before shifting his eyes back to the brunette in front of him. "Nothing's changed, Lexie. We still want different things; I want to settle down and have a family and you… You're just at the beginning of your career. This is why we didn't work in the first place. Nothing has changed."

"Why couldn't you wait for me? I never said I didn't want those things, because I do. I just don't want them right now. I never once said no to any of it and you couldn't wait for me," she replied, her voice clearly pained.

"My daughter came to me for help! What did you want me to do? Turn her away? I was going to wait for you to have all those things – it was because of you that I wanted those things - but that happened and I had a responsibility-"

"You chose her over me!" Lexie interjected, her voice rising. "You chose her over me, Mark. You were turning our lives upside down for this daughter you barely knew and you didn't even ask me!"

"Are we back to this? Are we really having this fight again?" Mark asked incredulously.

Lexie took a deep breath. "You're right. It doesn't matter anymore. What I'm saying right now is that I love you, Mark." She took a few steps towards him. "I want all the things you want. Maybe not right now, but I do eventually. It's always going to be you," she paused, not knowing whether she wanted the answer to the question she was about to ask. "Do you still love me?"

The inner turmoil was clear in his eyes. "Lex… I'm with Julia. She wants what I want and we're in the same place in our lives." He hesitated and looked away, trying to find the right words.

Lexie took this opportunity to close the distance between them and she placed her hands gently on either side of his face, forcing him to look at her. "Mark, do you still love me? I just have to know that at least," her voice soft and filled with something akin to desperation, though not quite there yet.

She brushed her thumbs over his cheeks and her eyes ran over his face searchingly. She could see the struggle in his eyes and before she could stop herself, she leaned in and kissed him softly, like an old habit. She leaned her forehead on his for the briefest moment and when he opened his eyes, she was gone. He could hear the door slowly swinging back and forth until it just didn't anymore and the silence washed over him.

A/N: Thanks for reading and please review if you'd like to! I would appreciate any feedback.