Author: Phelipa

Pairing: Addek

Rating: PG13 for brief sex scene

Summary: Meredith snores…Derek can't stand it.

Disclaimer: I don't own Grey's or the characters

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You Give me Something

'Cause you give me something

That makes me scared, alright,

This could be nothing

But I'm willing to give it a try,

Please give me something

'Cause someday I might know my heart.

- James Morrison

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He growled low in his throat, turning it into a moan as a soft snore escaped the woman beside him. Stuffing his head beneath his pillow and his fingers to his ears he tried to drown out the sound. At the same time he berated himself for being a light sleeper and waking at every little noise. Still, he couldn't help but recall how quiet Addison had been when she slept.

He wistfully remembered waking in the middle of the night and looking over at her, her hair sprawled across her face and her body curled in a tight little ball as she slept. As Meredith's snoring grew louder he moaned and grabbed his pillow, marching out of the bedroom.

He tried to settle on the couch but the noise reached the living room and he now realized why George and Izzie's doors were always firmly shut. Finally, not as reluctantly as he would have thought, he grabbed his coat and his keys and headed out to the car with his pillow under his arm.

The drive to the hotel took only a few minutes, but it took several more plus ID to get him upstairs. He searched out the hotel numbers before discovering hers and rapping on it quickly. He had to knock three more times before her heard the squeak of bedsprings from inside the room. He felt a moment's panic and hoped to heaven that there was no one in there with her.

"The door was jerked open and he was relieved to find no one with her, he was less relieved to see the expression on her face.

"What…the hell…are you doing here?!" She demanded, her hair askew and her face void of makeup.

He looked at her, a pout on his face, and said, "I need somewhere to sleep."

She glared at him but swung the door open, letting him in. He entered the room and she slammed the door angrily behind him, climbing back into bed.

"Where do you want me to sleep Add?"

She flung back the covers, "It's a king sized bed Derek. If you can keep your hands to yourself, get in."

He gladly took the spot and laid his pillow down, sinking into it and sighing. It took him a total of two minutes to fall asleep, grateful for the silence.

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He woke a few hours later, jerked to consciousness by a weight pressing against his arm. He looked around sleepily before seeing Addison, curled up against him. She had tucked herself into a tight ball as she usually did when she slept, and she'd rolled closer to him until she was pressed against his side. She had an arm draped across his chest and her hair flowed over her face, almost concealing her slightly ajar mouth.

As Derek looked down he was surprised to see that she was wearing his old New York Giants T shirt with a pair of boy short panties. He'd wondered where that shirt had gone, but now he realized he didn't really need it back. Addison's smell had already permeated it and it suited her more than it suited him.

She startled from her own sleep, seemingly conscious of his staring,

"Wha?...what're you doing?" She asked, sleepily.

"Nothing." He murmured.

She reached up and brushed the hair from her face, looking up at him,

"Can't sleep?" She murmured, remembering that he'd always woken to the slightest thing.

He shook his head and she reached up, gently resting her hand on his chest. He brought his hand to hers and squeezed hers gently.

Though she was clearly exhausted she looked up at him and said, "You want to talk about it?"

He hesitated before blurting out, "Meredith snores."

Addison laughed loudly and Derek marveled at her beauty, head tossed back and eyes closed. She recovered quickly and finally asked,

"What Derek? What do you want; clearly you don't want a quiet redhead, or a snoring blonde. What do you want? A brunette who talks in her sleep? Cuz' I'm sure I could find you one."

He chuckled and said, "No…usually it's not a problem. It's just I've worked 72 hours on about 3 hours sleep and I needed real sleep."

Addison nodded in understanding and momentarily laid her head down, against his chest. He almost missed the quiet sentence she uttered seconds later.

"Sorry, what?" He asked.

She hesitated a moment and then said, "I miss you."

He didn't know what to say; in all honesty he couldn't have uttered a word if he'd wanted to.

"Derek?" She asked cautiously, looking up at him.

The first kiss took them both by surprise, neither of them really sure if it had actually happened. The second kiss, however, was initiated by both of them. As Derek let his tongue slip into Addison's mouth he was surprised at the warm acceptance he got. She tangled her tongue with his and leaned in closer, her scent swarming his senses.

She whimpered softly as he reached up, entangling his fingers in her red tresses. She pulled her lips away and Derek moaned at the loss of contact.

"Derek, we…" She was cut off as he enveloped her lips again, pressing hard against her.

Her resistance fell away as she snaked her hand under his shirt, feeling his muscles ripple upon her contact. She tugged his shirt over his head and traced the outline of his muscles with her fingertips. Derek moved into her embrace and pushed her own t shirt back. He was pleased to see that she had nothing underneath and pushed the top all the way off, throwing it away and leaving only her boy shorts.

Everything went sort of hazy after that…she figured it was from the lack of sleep and those extra martinis she'd had down at Joe's. She could remember him pressing his hands to her breasts, cupping them gently while he nibbled on her collarbone. She could hear him panting in her ear and heard her own breathy gasps match his. She'd pulled him down but he'd flipped her over, pressing her underneath him. She could remember the feeling of euphoria, spreading through her body and making her toes tingle.

As he rolled off of her she lay next to him and ran her fingers through her hair, trying to slow her breathing.

"You know…" Derek panted, "My clothes look better on you than they do on me."

She chuckled, "Well, thanks I guess."

They both took a moment to still their bodies before Addison said, "This doesn't count."

Derek looked up, "What?"

"This, the sex, it doesn't count…I mean, you won't tell anyone, I won't tell anyone. You'll go back to Meredith, it doesn't have to count."

Derek rolled on his side so he was facing her and said, "What if I want it to count?"

Addison just stared at him for a moment before saying, "Sorry…but, what?"

He kissed her cheek gently and pulled her body into his, cuddling up against her before saying,

"Addi, it always counts with you. I wouldn't trade that for the world."

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Fin