A/N: Hey look at that another Grey's Anatomy fic because I am trash.

Disclaimer: None of the characters that this story is based upon belong to me.

Derek Shepherd can't remember how he imagined heaven. If he had to guess it would probably be the same bright, cloud filled paradise that most people picture. That's not where he found himself, though. One moment he was laying on an operating table, mentally pleading for the surgeons to have some semblance of skill, the next everything was black. He couldn't think, he couldn't breathe. He was trapped in his body. It felt like an eternity in the nothingness when her voice broke through.

"Derek?" It's her voice. It's his name. He felt like he was drowning in the darkness and her voice was like coming up for air but he still couldn't escape. "Derek." It's his name. He was so deep in the black that he nearly forgot it. It's her voice saying his name. His wife. Meredith. "You go." He doesn't want to go on without her. "We'll be fine." He doesn't want them to be fine he wants them to be great. He doesn't want to go. He wants to come back from the dark. But he can't. All the air leaves the room. A strong single beep fills the room. The darkness consumes him.

He wants to stay. He wants to stay. He wants to stay. He doesn't.

For a millisecond there is a blinding light. He blinks his eyes against it and then he's pushing against a door in front of him and he's stumbling into a crowded bar.

Derek Shepherd can't remember how he imagined heaven, but it probably wasn't the bar that he found himself sitting in as he downs a shot of scotch.

Slouching into his stool, Derek asks the bartender, "So, this isn't exactly how I expected heaven, y'know? Kind of missing the harp music and angels singing and golden gates."

The bartender chuckles as he dries off a tumbler, "Well that's probably because you aren't in heaven."

Derek drops his glass, "Am I in hell?" He asks, shocked, he's loud enough to attract the attention of a couple other people. He's quite the spectacle in his rumpled shirt and surrounded by shattered glass. They spared him a glance before returning to watching the television screens above the bar, talking to the people around them, or nursing their drinks.

"Nah, man," The bartender replies, "This is Limbo."

"Limbo?" Derek asks. Nodding, the bartender moves away from Derek and on to the next customer asking for a drink. Despite Derek's attempts to get the bartender's attention, he goes unnoticed. The bartender probably has to deal with a load of people asking him to explain the strange afterlife people stumble into. He sighs and signals for another signals for another scotch, to which the bartender responds. Derek downs the drink in one gulp and sighs. He thinks about Meredith and how happy they had been just that morning. They were going to have another baby but now he was dead and she was alone. He thinks about Zola, she's younger than he was when his own father died. She probably won't remember Derek sitting down for tea and wearing a crown for her or how he would sing to her as he did her hair. If she remembers anything about him she's going to remember him and Meredith fighting. He hopes she doesn't remember that. He'd rather be forgotten than have his daughter only know him as an angry man, a bad husband, and an absent father. He thinks of Bailey. Barely two years old and never going to get to know his father. Derek's left them alone. He's crushed.

A hand wrapping around his shoulder knocks Derek out of his thoughts. He looks up to see a smiling man in an army uniform with close cropped hair. His eyes sparkle with joy and he pulls Derek into a hug. It takes Derek a moment to realize who it is before he's hugging back. When they pull apart Derek's hands are on both of his shoulders and he asks, "George? George O'malley," He has to say the young doctor's name again, not believing that someone long dead is in front of him, "What are you doing here?"

George laughs. It's been over five years since the last time Derek heard that laugh. "I think I'm the one who should be asking you that, Dr. Shepherd," George says, his voice growing serious, "But what happened? You shouldn't be here."

"I died."

"Everyone here has," George says, as if it is no big deal.

"Where is here? The bartender said it was Limbo but I don't really know what that means. And if it's Limbo why am I here? And most importantly," Derek says as he looks around, "Why does Limbo look eerily like Joe's?"

Sitting down next to Derek, George explains. Limbo is for the people who are waiting, the people with unfinished business. If someone's last thoughts are about not wanting to go, about staying, about how it isn't time, they go to Limbo. Some people stay in Limbo for decades, others leave within minutes. It all depends on whether they come to peace of not. Some people can't be at peace until their loved ones are. Some people even wait. Limbo itself doesn't look like the Emerald City Bar, George explains, that's just how it manifests itself to them. He points a finger up to the television screens over the bar that Derek had not looked at. He assumed that they were just showing a soccer game or something as they always do. Instead, he looks up to see Meredith crumbled on the floor in their bathroom, in the house they built. The screens show the people what they wanted to stay for, so they know if they are ready to move on. Derek stares at the screen awestruck and heart broken. He didn't want to leave her like this. They had agreed on him dying at one hundred and ten and the dying during surgery was the worst breakup ever.

Suddenly Derek turns to George and asks, "But what are you still doing in Limbo? Who are you waiting for?"

George shrugs, as if his answer is obvious, "Izzie." George turns to look at the screens for a moment. Derek isn't sure what his friend sees, but what he sees is like dying all over again. She's so broken, more so than he has ever seen, and it is his fault.

Staring at the screen Derek decided how long he was staying. He wasn't going to leave her. He was going to wait.

George and Derek spend a lot of time together. Being in Limbo, neither of them needs to sleep or eat and without the other, they are utterly alone in the in-between. They don't speak much, when alive they weren't the best of friends. Their entire relationship had been centered on their interest and connection with Meredith. But being with each other was better than being alone.

When Derek throws tumbler after tumbler against the brick wall in the back of the bar out of rage because Meredith is pregnant and he will never meet his third child, George hands him each new glass. Later that day, although there really is no difference between day and night where they are, George sits beside Derek as he cries into his scotch. George is kind enough to pretend he doesn't notice. He is Derek's ear when Meredith leaves Seattle, abandoning her support system and running.

"The post-it said no running," Derek screams at the screens, even though he knows it is as useful as yelling at the television during a sports game, "Just because I'm dead doesn't mean you can start running!"

The day Meredith goes into labor George holds Derek's hand as he shakes with fear over the thought of her dying. He listens closely as Derek recites what he sees on the screens before him. George looks up at them too, even though he can't see Meredith, it makes Derek feel better having someone to care. Derek cries when he finds out the baby is a girl. He's not too fond of the name Ellis, but he'll live, or well, stay in Limbo. A weight seems to be lifted off his shoulders when Alex Karev comes to take Meredith home. She's safe now, the kids are safe now. They have a family again. He can breathe easier knowing she's at home with their people.

"Karev is Meredith's person now?" George asks, laughing, "My god how times have changed!"

Derek chuckles, "He grew up pretty well," he looks at George, "You did, too."

In Limbo Derek and George become friends. In a way they become each other's person. They share the good and the bad that they see on the screens. George tells him about Izzie's life, from what he sees. Derek tells him about the life of Seattle Grace, what has happened in the years without him and what continues to happen without both of them.

One day, George breaks down crying as he pulls his gaze away from the screens. Derek holds him as George cries. Izzie's cancer was back. It had been in remission and all but gone for nearly eight years and it was back. George would have rather spent an eternity in Limbo than his best friend fall sick again. Sobs rack his body and Derek just wraps his arm around George.

The day Izzie learns the chemotherapy and drugs from before aren't working, George smashes tumblers just like Derek did. Dutifully, Derek takes up the role of handing George the glasses. Two days later, when George tells Derek that she only has months to live, Derek cries with George. He had been fond of Izzie Stevens. She doesn't deserve to go like this. A few weeks later, George sighs deeply but doesn't cry.

He turns to Derek, "She's gone."

Moments later the door to the bar opens. She looks radiant, nothing like the sick and frail woman she was moments ago. Her arm is linked with Denny's and the only thing that pulls her gaze away from him is when she turns and tells George to get over there. His last words to Derek are a quick goodbye as he obeys Izzie and runs into her arms. They hug tightly. George whispers apologies into her ear, for his death, for her health, for everything. She just tells him it is all okay. She links one arm with Denny and one with George. The trio walk toward the door. Izzie glances over her shoulder and smiles at Derek before they all disappear into a bright light.

Derek smiles slightly. He knows he is going to miss George, but it's better for him. Ordering a glass of scotch, Derek turns to look at the television and his smile grows. He watches as Meredith helps their little Ellis put on her backpack. It is beyond him how she is already in kindergarten. It feels like no time has passed since he left them and yet it feels like an eternity. Derek misses them so much everyday. He knows Meredith misses him everyday. He still wishes he could be there. He still waits. He is okay with waiting. Waiting means he gets to see Zola ride her bike and Bailey accidentally make a strike during a family bowling night. Waiting is good. He gets to be with their family, even if it is only by watching them.

When someone stumbles into Limbo looking lost, Derek takes it upon himself to explain to them. He befriends a few people but most people he speaks with are gone just as quickly as they arrived. He helped some of Meredith's patients. There were some who seemed so young and he watches them go from scared while talking to their doctor to dead and in Limbo, from the screens to next to him.

But being in Limbo isn't all bad. In a lot of ways, Derek believes it is a privilege. If he had moved on, he wouldn't be able to see his children grow up. Or at least that's what Derek assumes, he doesn't know what is in the beyond, or at least beyond where he is.

Years pass for Meredith and his family, but nothing changes for Derek. It could be only minutes passing for him. He watches as Meredith argues with Zola before his daughter's first date. He watches Bailey excel in little league and he's convinced his son will become a professional. He watches Ellis try to sneak into the OR on many occasions and she is certain to become the next great surgeon.

He sees all of his children graduate high school. He sees all of his children graduate from college. He sees all of his children graduate from med school, they all followed in the steps of their parents. When Ellis had a toast to Derek at her graduation party, Derek raised his own glass to her.

Derek watches Meredith walk Zola down the aisle. He watches Meredith dance with Bailey at their son's wedding. Later he sees Meredith walk Ellis down the aisle. Their lives are happy.

It hurts Derek a little, that Meredith never falls in love again. She deserves to have someone who loves her to be there every single day. Derek couldn't do that, but he wishes she had somebody. It's not that Meredith was ever alone, but he wishes there was someone there to hold her at night. She doesn't seem lonely though. Maybe there are times when she feels alone but most of them time Meredith is immersed in people who love her. Still, Derek wishes he could be there, and if not him, someone else.

He's tucked in a corner in a booth, barely watching the television. Derek's sipping in a glass of scotch and is content to just be for a moment. There's a rush of people around him, as always, but long ago he learned to tune out most things other than the television. So when he hears someone say his name, his eyes snap open. He looks around the bar, hoping he won't see anybody he knows in the crowd. When each face he searches is one he does not recognize his eyes slowly go up to the television.

He sees Zola, now a mother herself, holding Meredith's hands, "Mom, are you okay?"

"Yeah," Meredith says with uncertainty, "I just...got lost in my mind for a second. It's nothing." She quickly turns to her grandson and lifts him up. Zola still watches concerned. As Meredith plays with the five year old, she tries to mask her own fears. She had asked where Derek was. She had been forgetting things recently and pushed it off as normal aging. Forgetting where she put her keys or forgetting which room her patient was common, she thought. Or she tried to convince herself. But thinking, for a moment, that her long dead husband was alive is far from ordinary.

Derek jumps from his seat as he realizes what is happening. He hurries to the bar, to get a closer look at the television screen. He watches as Meredith says goodbye to Zola, telling her she will see her next week when Ellis comes visit Seattle. He watches as Meredith walks into her empty home, closing the door behind her, and sliding to the ground crying. Derek knew as well as Meredith what was happening. He berates himself for missing the signs. He knew Meredith had been misplacing things and forgetting things but he didn't even consider Alzheimer's.

The next day he watches as Meredith walks into the Neurology department. He watches as she takes test after test. Derek cries as he watches Meredith do the same, surrounded by all three children as she tells them the diagnosis.

Alzheimer's appears differently in everybody. In Meredith, when the disease appeared, it came quickly. Within months of her diagnosis, she is in a home. It has been ages since Derek wanted to be alive with such a burning desire. He had promised to be there to remind her who he was everyday and he wasn't there for her. Zola, Bailey, and Ellis all visit their mother in the home she chooses to move into. There is not a day that goes by without a visitor. If not her children then one of Derek's sisters. If not family, then more often than not, Maggie, Alex or Miranda or another member of their Grey Sloan Memorial family visits.

It breaks Derek's heart to watch her forget. She forgets who people are. There are days she looks at Zola and no longer sees their smiling baby. There are days she looks at Bailey and Ellis and she can't remember the day they are born. But through it all, she never forgets him.

"Where's Derek?" She asks multiple times a day.

He wants to scream, "I'm here." But he isn't there. All he can do is watch. He can't be there to hold her hand or remind her of their children and friends. She is slipping away before his eyes.

Years ago Derek had decided to wait, but that doesn't mean he is ready for her to join him. He'd rather wait forever than to watch Meredith die.

As he watches her deteriorate, he sits along the counter, in the back corner. People move around him all the time but he doesn't pay attention. He doesn't pull his eyes away from the screens until it's over.

She's in Grey Sloan the day it happens. Her children are surrounding her, out in the hall are her grandchildren. Alex and Maggie are sitting near the foot of her bed. They let her know it is okay to go. Before her eyes close, there is a sparkle in them that had been lost as she lost herself. She squeezes Zola's hand as she lets out her last breath. It's almost as if there is a laugh as she exhales. Then the steady beep of her heart monitor fills the room. Derek doesn't hear the beep though. The televisions went black.

Meredith Grey can't remember how she imagined heaven, but it probably wasn't the bar that she found herself in as she orders a shot of tequila. She grasps the shot glass in her hand. It's been years since she was able to drink, actually drink. With the medications she has had to take and concern for her body, she can't remember the last time she had a shot. What shocks her when she looks down is that her hand doesn't look like her hand. It's younger than it should be. She looks up and makes eye contact with her reflection in the mirror. Her hands instantly go up to her face to touch her cheeks and make sure it is really her. Meredith doesn't look like she did when she died. She's young, her wrinkles and smile lines smooth and gone. She looks like she did as an intern, when she was just starting off.

"Wow," She breathes. Moments ago she was dying. She remembers not remembering. She downs her shot of tequila. It burns, a feeling she has missed. She looks up again and is about to signal for another shot when she realizes she doesn't know where she is. She's about to ask the bartender if she was in heaven when someone comes to sit next to her.

It's been just over thirty years since the last time Meredith heard that voice and yet she recognizes it in a minute.

Derek watches her come in. She takes his breath away just like she did the very first night in the bar when they were both broken and alone. They've both come a long way from there. He's in a trance as he watches her. She's young again, she looks like she did when they first met. Derek feels like he's moving in slow motion as he walks toward her. She orders tequila and her smirks. He tries to think of something to say, something to fill the gap of thirty years apart. When he slides onto the stool behind him he can't think of anything to say and words seem to spill from his mouth without control.

"So," He asks, "Is this a good place to hang out?"

Her head turns to him at an almost breakneck speed. A warm smile that fills Derek's heart with love spreads on her face.

His name sounds like a prayer when she says it, "Derek." She pushes herself from her stool and throws herself into his arms. He holds her tightly. He breathes in the smell of her hair, it still smells like lavender. He holds her like he will never let her go. She holds him like if she lets go he'll disappear.

"Follow me," Derek says. He takes her hand and they stand. He walks her toward the door. He's done waiting. They're going to cross over. Just as he's about to step through she grabs his arm and pulls him toward her. Meredith looks up at him. She caresses his cheek with her hand and he cups her face. When they kiss it makes Limbo feel like heaven. Then they leave the bar, together.