A/N: So, I'm making a return to writing! I would pick A New Kind of Love back up, for those of you who are familiar, but this is the idea that inspired me to get back into writing and so here we are. ANKL is on hiatus as of right now and may or may not be picked back up at this story's conclusion.

Updates may be sporadic, because I'm a senior in high school with college applications due in the next few months, but no longer how long it may be between updates, never fear because I have not forgotten you guys.

This is just gonna be a cute little AU (and to think I told myself I would never write an AU story!) following Meredith and Derek's friendship from its early days in elementary school to a real relationship. Literally so much fluff, guys. I want to write all the fluff. Rated T for now; this is subject to change.

As usual, a disclaimer: I own nothing. I'm just a slightly better-than-average writer who adores these characters belonging to Shonda Rhimes.

So without further ado...

Meredith looked over at the source of the frustrated noises. They were coming from the boy at the desk next to her. Derek Shepherd. She had only ever known him to be quiet and studious. Now, he was visibly sweating, his hand gripping his pencil, and the paper in front of him was an unintelligible mess of scribbles and scratches. Still, his struggles were no concern of hers. Her mother had always told her to keep her walls up. People were always looking for a chance to betray you and cut you down. Derek Shepherd's misfortunes were none of her concern. She looked away, back at the paper on her own desk, and effortlessly copied down row after row of flawless cursive script. Meredith Grey. The quick brown fox jumps over the lazy brown dog. Meredith Grey.

Derek's pencil slammed to his desk beside her. She looked up, startled. His hand was in the air. "Mrs. Galen?" The teacher held up the "one second" gesture from his desk in the corner. Derek groaned and slumped over his desk.

"Derek?" Meredith offered timidly. He didn't look up. "Hey, Derek?"

"I can't do it," he beseeched her, staring at her perfect penmanship. "Help me do it like you do." Mrs. Galen was still immersed in her Nicholas Sparks novel. "Please?"

Meredith scooted her chair next to his and took a long look at his work. It was hard to even call it "work". It resembled the scratches that a drunk chicken might make in the mud at its feet. "Here," she sighed, taking his pencil and railing off a sample string of letters. "See how my letters are nice and round? And make sure you dot your i's and cross your t's after you finish the word. Don't stop in the middle, it'll break up your line." But Derek wasn't watching her anymore. "Derek?"

"You like Harry Potter too?" he asked in awe as he caught sight of the fifth book sticking out of her backpack. They were in second grade. Nobody else in their class had read the books yet.

"You've read them?"

"I love them," he said with complete seriousness, unfettered devotion in his eyes. "I can't wait for the sixth one to come out. I've read the fifth book four times so that I don't forget where the story left off."

Meredith scoffed. "Six." Her eyes flashed at him.

Mrs. Galen finally approached the desk. "Meredith, what are you doing over here? This is not a group project. Go back to your desk. Now, Derek, what did you need?"

"Actually, Mrs. Galen, I'm good now. Thanks," he said, watching Meredith make her way back to her seat. When the teacher had left, a note landed on his desk. It read:

Do you want to come over after school and watch the first couple movies?

He caught her eye and nodded enthusiastically. And with that, a friendship was born.

-SEVEN YEARS LATER-

"Hey," Derek greeted as he approached Meredith in the high school library before school. It was a cold November morning. She was curled up in an armchair by the bookshelves, one earbud in and one saved for him. She patted the empty space on the chair next to her, but he chuckled. "I'm not going to fit in there, Meredith."

"You calling me fat?" she asked, her eyes dangerously narrowed.

"Never," he answered, gazing at his almost painfully thin friend. Instead of squeezing in next to her, he picked her up easily, sat down, and let her recline across his lap. She leaned into the arm of the chair behind her, uncomplaining.

"Hi, yourself," she finally answered him. He leaned down to peck her on the cheek. Her hair smelled of strawberries and sunshine.

She offered him an earbud, which he denied with his nose crinkled. "I'm willing to bet that's not The Clash, so I don't want to hear it," he insisted.

"Derek, when are you going to get over this Clash obsession? They suck."

"Never," he vowed for the second time that morning. There was a moment of total silence. "Usually you have some kind of mean comeback."

"Too tired," she groaned. "High school is hard."

"Lizzie says it doesn't get any easier. She said junior year is absolute literal and actual hell."

"Shut up."

"Just because I don't say it doesn't mean it's not true," he reminded her. "It doesn't change anything."

She cracked one cat-green eye open and glared at him. He smiled the classic Derek Shepherd smile back at her. She rolled her eye and closed it again, snuggling again into his broad shoulder. "Just like, five more minutes of sleep, please?"

Alas, those five minutes were not to be obtained. Cristina Yang invaded their cozy corner. "Meredith, quit cuddling with McDreamy and come with me to talk to Sullivan about that chapter test."

"First of all, no, and second of all, why?" Derek marveled at her ability to hold an entire conversation with her eyes closed and body dangerously close to full-on REM sleep.

"It was a really hard test! You come with me and complain, and maybe he'll curve it just a little bit."

"I don't know, Cristina. I don't think it was that bad."

"I got a B," she exclaimed dramatically. "I can't take a B."

"I got a 91," Meredith responded. "I don't need a curve. What I do need is five more minutes of sleep. I'm not getting up, deal with it."

"What'd you get?" Cristina asked Derek bluntly.

"96. And honestly, Cristina, I don't think even Stanford Med cares about your chapter three test in freshman Honors Environmental Science."

"They do if I want to be a surgeon," Cristina whined. "Goddamnit, even McDreamy beat me. I gotta go find Evil Spawn. I can't possibly have done worse than he did."

"You do that," Derek sighed. Cristina began to walk away and Meredith attempted to go back to sleep. "Well, she's quite the shark," he muttered in her ear.

"She's not that bad. She's just hard to get used to. A little competitive, maybe, but that's all." All of a sudden, she was back.

"By the way. I may be new here, but I talked to the model bitch and she said you guys have been circling the relationship funnel since elementary school. Just take the plunge already, will you? You're sickening."

She finally walked away for good, and Meredith shrugged the comment off before trying to get just two more minutes of sleep. But Derek couldn't shake Yang's comment at all. He looked down at the innocent porcelain face resting on his shoulder and at the long, dextrous surgeon's fingers gracing his arm. He'd been trying desperately to work up the courage to "take the plunge" for years. Could this year be it?