A/N: I haven't written Addison/Derek, Grey's Anatomy or Private Practice in a while, so bear with me while I get to know the characters again.

All We Are

I tried to paint you a picture, the colors were all wrong, black and white didn't fit you

When she first sees him in the waiting room, she doesn't recognize him. What she sees is an older man, holding a baby that could be either his child or his grandchild. He looks older than he should, she thinks, like he's been through too much for one person to handle.

"Who is that?" She asks the new receptionist, a little blonde girl that sometimes even makes her jealous.

"Derek Shepherd." She says his name like it means nothing, and while to her it doesn't, it sends Addison in to a tailspin, because not only has it been nearly three years, but she knows why he's here and whose baby he's holding.

She clears her throat. "Give him to Dell," she says, her voice coming out much calmer than she expected as she turns on her heel and heads straight for Naomi's office.

"Dr. Montgomery?" Claire's voice echoes in the otherwise silent waiting room and it's all Addison can do not to take off running. "He asked specifically for you."

"Of course he did," she mutters, ignoring the confused look on Claire's face as she turns around. Derek is already looking at her, his blue-grey eyes the saddest she's ever seen them. "Come on back," she says softly, watching as he cradles the baby against his chest and picks up a diaper bag before following her to her office.

Sam notices them walk past his office and pokes his head out the door, clearing his throat. Derek doesn't seem to notice and Addison just shakes her head, not in the mood for the whole practice to immediately know that her ex-husband is in town.

When Derek finally steps in to her office and sets the pink diaper bag on one of the chairs, Addison clears her throat. "So…"

He sighs. "I know you probably don't want to see me, but…I need your help." Addison just nods and he adjusts the baby in his arms. "This is, uh…" Derek sighs. "She doesn't even have a first name. She's still Baby Girl Ellis Grey-Shepherd."

"So you're married."

"No. We are…" he shakes his head, "were engaged."

"Were?" He nods and looks away, but she sees the tear hit the yellow blanket that the baby is wrapped in. "Oh, Derek…"

"Th-there were complications during labor and Karev had to perform an emergency c-section." His voice cracks and he sits heavily in a chair. "Meredith didn't make it."

"Derek," she kneels down in front of him. "I'm so sorry." He nods and tries to wipe his tears while still holding the baby against his chest. She hands him a Kleenex and sits down in the chair opposite him, holding the diaper bag in her lap. "I hate to ask this, but…why are you here?"

He lets out a soft sigh and the baby instinctively snuggles closer to him. "She's five days old. I-I didn't know what to do." He looks up, and when his tear-filled eyes meet hers, she starts to break. "I needed you."

An hour later both Addison and Cooper have looked at the baby, and Derek and his little girl, deemed perfectly healthy, are asleep on the couch in Violet's office. The seven members of Oceanside (six doctors and one mid-wife) settle in the conference room once all seems well everywhere else.

"So that's the ex-husband," Cooper sits down next to Addison, who immediately puts her head in her hands. "He seems okay…"

"I want to know why he's here." Pete says, his voice demanding. Despite that he and Addison have never reached the 'relationship' phase of their…situation, he always seems to get extra angry whenever another man comes near her.

"He has a five-day-old baby and his wife just died." Addison sighs, her face still buried in her hands. "He's scared."

Naomi sits down on the other side of Addison and sets a hand on her best friends shoulder. "Adds…"

"Him showing up should not affect me like this," Addison whispers, looking over at Naomi, who nods. "It's been three years."

"Sometimes these things just take time," Naomi says, squeezing Addison's shoulder. "It won't always be like this."

"You mean some day we'll be divorced and living separately but still sleeping together?" She says, getting laughs from everyone but Sam and Naomi, who just roll their eyes. "I know you're right, I just…can't really imagine us being friends after everything that has happened."

"Just give it time, Addie." Sam says, pressing a kiss to the top of her head.

"At least the baby is cute," Cooper says, and Addison looks up and smiles. "And healthy."

"Yeah." She shakes her head. "And no-named."

"Oh god." Violet wrinkles her nose. "He's not going to ask you to help name her, is he? The poor girl is going to end up named Bat Girl."

"Or worse, Carson." Addison scowls and throws the Kleenex box on the table at Dell, who laughs and dodges out of the way. "What?"

"Carson is not worse than Bat Girl!" She says, crossing her arms over her chest.

Naomi laughs, "Actually, Add…" The room breaks out in laughter and Addison rolls her eyes, standing and leaving to check on Derek and the baby.

When she steps quietly in to Violet's office, the baby is already awake, snuggled close to Derek, her eyes wide with wonder. Addison carefully lifts the little girl in to her arms and sits down in the chair. "You sure do look like your Daddy," she says softly, watching as the little girls blue eyes sparkle with delight when Addison snuggles her in to her warm embrace. "Maybe they're right. No one as cute as you could be named Carson." The baby just stares up at her, blinking sleepily. "We'll find a good name for you, okay?" Addison smiles as the little girl snuggles closer to her, one tiny hand resting against Addison's breast as she drifts to sleep again.

When Derek wakes up twenty minutes later, the baby is still fast asleep in Addison's arms, and Addison is so enthralled with watching her sleep that she doesn't even notice Derek is away until he clears his throat.

Addison looks over at him, a little startled, and smiles. "She sleeps really well."

He nods. "Yeah, she does." Addison goes to hand the baby back but he shakes his head. "She's comfortable around you."

She smiles. "So you have a name for her yet?"

He shrugs. "Meredith liked Aubrey, Brooklyn and Teagan, but I don't really know which one she would have picked."

"Aubrey Ellis sounds good. How about that?"

Derek looks over at the baby. "Aubrey Ellis Grey-Shepherd." He whispers. The baby shifts in Addison's arms and he grins softly. "It's a mouthful, but I like it."

"So do I."

"Even though it's not Carson?" Derek laughs softly and Addison scowls.

"If I didn't have a baby in my arms, I would throw something at you."

He grins widely and runs his fingers through his hair. "I've missed you, Add."

She nods. "I've missed you too."