Warning: Long author's note ahead. Feel free to skip any future author's notes, but this one truly offers clarity.

So….about a year ago I wrote this for the first time, and then I let it sit and re-read it and thought it was absolute trash and vowed never to read it again. I have since read it again…and it wasn't complete trash, I admit. I revised a lot of it, though. Some stuff just plain didn't work. I've spent a long time dreaming about continuing this story. I can't promise that I will update frequently, but I have rediscovered my vision, and I want to finish this almost as bad as you want to read it. Thank you to those who read the original and tuned back in for a revised and continued addition! Your reviews truly make my day! And for those who reviewed long after the original release of this chapter, you truly did make the difference in my decision to continue. You know who you are.

(For those who read originally and don't want to re-read the whole chapter, I would highly encourage reading through this again, because I changed a whole lot.)

Worthy of note, Grey's is horrible at consistency of the timeline, and dates, so I've decided to go pretty loosely cannon in regards to accuracy in that regard. This story is still mostly cannon, though. If I made a major change, there should be an explanation, with the biggest change being discussed in this chapter. More details on that will come in further chapters. If it's not making sense, just ask. There's usually a method to my madness.

Carolyn Shepherd awoke suddenly in the night to a soft, yet insistent pounding on her front door. Her eyes were wide with alarm. She sat there for a minute, eyes blinking softly. And there it was again, that same insistent tapping. Carolyn sat up and swiftly exited her bedroom, pausing only to grab the gun Derek had insisted she get from out of the top drawer of her nightstand. She hadn't wanted to get it in the first place, but Derek had been very convincing. Her lips curved slightly upwards at the memory of their conversation.

"Ma," Derek had started.

"Derek," she countered.

"You're getting older and, I just, I worry about you. That's all."

"Derek!" Carolyn had been slightly offended. "I'm hardly old. And you know yourself that this neighborhood is-"

"I know. You say it's a safe neighborhood. And I believe you, Ma. But after what happened to Dad... We can be sorry later, but there's only one of you. If anything happened to you…" Derek had trailed off there, the mere thought being obviously too much in that moment.

"Oh, Derek." Carolyn had embraced him in a hug and simultaneously decided that she would embrace the idea.

And embrace it she had. It was only a small handgun, but it had been enough to appease Derek. It was a small price to pay if it meant pleasing her only son. After what he and Amelia had experienced, Carolyn would gladly have given either of them the world if they had requested it. And despite her misgivings, it did make her feel a little bit safer.

Presently, Carolyn was glad to have the small object tucked securely in her palm, not that she planned on using it, but she was at a loss for who in their right mind could be outside her door at midnight. Reaching the landing, she silently cursed herself. The house was older. It was the same one she and Chris had moved into all those years ago. In the years since, he had taken on various projects and added on to parts of the house to make more room as their family expanded. Even with all the work they'd done on the house over the years, she'd never gotten around to getting a peephole installed. They lived a ways out from the city and their house sat at the end of a long driveway. Far away from the road, with little traffic and almost no unexpected visitors, Carolyn had always considered it an unnecessary expense. Derek, and all of the children had been bugging her to splurge for years now. And tonight, she wished she had listened to her children.

In one fluid motion, keeping the pointed gun as steady as possible, Carolyn swung open the door to reveal a slim figure shivering in the slight chill of the April breeze. Meredith looked up and visibly flinched at the sight of the gun in her mother-in-law's hand.

"Meredith!" the older woman exclaimed. "What in God's name are you—" Carolyn began, and then noticed the train of her daughter-in-law's eyes. "Oh! Here, let me just—" Carolyn carefully slid the gun into the small desk stand in the crook of the door and the wall. Meredith visibly relaxed and Carolyn went back to wondering what in the world her daughter-in-law was doing on her doorstep at midnight when she knew full well that she lived on the complete other side of the United States.

"Hi, Carolyn." Meredith offered sadly. Carolyn simply stared into the hollow and broken eyes of her once vibrant daughter-in-law.

What had happened to her to steal the life right out of her eyes? Carolyn wondered.

"Meredith…" Carolyn began quietly. "What are you doing here, dear?"

"I didn't…I didn't…I" Meredith began, her cool and calm façade slowly cracking and breaking before Carolyn's eyes. "Carolyn…" her voice broke. Meredith looked lost as she looked to her mother-in-law for support and managed to choke out, "I didn't know where else to go!" At that, Carolyn watched as the once strong woman she had met six years ago completely fell apart. Carolyn managed to catch her in her arms before she hit the ground, and half carried, half led her over to a large couch in the living room as Meredith sobbed seemingly uncontrollably.

Carolyn just let the woman cry, the front door still widely ajar. Meredith cried without sign of stopping. Carolyn became a human sponge as she soaked up all of the sadness Meredith had been carrying seemingly without any reason. She knew that soon enough, Meredith would tell her where her sadness was coming from. And she wasn't even sure if she wanted to know the answer to that. If it was bad enough that Meredith had come all the way across the country just to see her, it had to be pretty bad. Carolyn was relieved to live in the dark even if it lasted just a little while longer.

Slowly, Meredith's sobs turned into less frequent dull gasps, and the dull gasps eventually lapsed into shaky breaths. Meredith sat up slowly, her face flushed and her eyes wringed with red. Carolyn knew without looking that her shirt was drenched in buckets full of tears and snot, but she didn't care. It was part of her job description as resident mother. Carolyn was an excellent tear-catcher. Long ago she'd realized that even the snot washed out. It was the least she could sacrifice to be of service in those moments whenever they arose. There had been many of those with each of her children after Chris had died. Carolyn always had time to swallow her grief for just long enough to comfort whichever child needed it the most.

Her second child chose that moment to make her grand entrance as Kathleen blasted out of her room, a wild look in her eyes. Her gaze settled on her mother, completely missing the slender figure of Meredith nestled carefully into her. "MA! What in God's name are you doing?! You can't just leave the door wide open all night! Do you WANT us all to get shot up and—" Her eyes finally landed on Meredith. "Oh. I. Well. This is a surprise, Mother." She shot a pointed look at Carolyn who gave her a dirty look in return.

Kathleen had the gall to look indignant. "Meredith is just…" Carolyn began, seemingly at a loss for words. Meredith really hadn't done much in the way of explaining as she'd sobbed in Carolyn's arms.

"I was hoping, if we could, the kids and I…I mean, you've extended the offer before, and I don't know, but, I probably should have called first, but I didn't think it would be a problem, but I don't really mean to intrude, but I just—"

Carolyn cut her babbling daughter-in-law off. "Go on, dear."

"Could we, the kids and I. Could we stay here for a while? I'm not really sure how long yet, but I just can't stay in Seattle. There's too much there. Too many memories. I can't. We can't stay there."

"Oh of course, Meredith. I know that it's been difficult with Derek in D.C. and all. You and the kids are more than welcome to stay here for a little while. Plus, it's not a horribly long drive from here to D.C…" As she spoke, Carolyn began to notice the look on Meredith's face, and in that moment, she knew that something was horribly wrong. "Meredith. What's wrong?" Carolyn asked tentatively.

"Carolyn, I. I don't know how else to say this. And I'm sorry that I have to be the one to tell you, or anyway, I'm just glad I'm telling you in person. Carolyn, Derek is dead. I took him off of life support late last night, early this morning, I'm really not sure anymore. The past 48 hours have just kind of…. I'm not even sure what day it is...I don't even know."

Carolyn felt like she'd been hit by a truck. Which was ironic, considering, but she didn't know that yet.

Her son. He was alive. He was in D.C. He'd just called her this morning from a ferry on the way to catch his flight. He'd sounded happier than he had in months, and she'd been grateful for the brief conversation they'd held. Her baby boy, dead, apparently. Carolyn knew she was in shock, that it would sink in later tonight, but she didn't really want it to. She wanted to continue living in this fantastical world where her son was still alive and everything was perfect and nothing was broken or hurting. But she knew that was hardly realistic. She'd done this before when Chris died. She knew how to move on in a world where she didn't feel like she could move on. Carolyn had done this before, and she knew that she could do it again. Did she want to? Absolutely not. But she knew that whatever pain she was feeling, Meredith's pain exceeded her own. Sure, she was his mother, but she hadn't shared the past eight years of her life completely intertwined with him. She hadn't raised two children side by side with Derek. Meredith had, and she knew that her grief was larger than life right now. Carolyn knew what it felt like to be drowning. She knew what it felt like to feel like there was no way out. And she knew what Meredith did and did not need right now, because she'd been in her shoes. And for the first time in 31 years, Carolyn was glad to know the numbing pain of losing the love of your life, because she knew how to show Meredith the way out, and how to teach her how to live again after knowing such immeasurable loss.

Carolyn vividly remembered that fateful phone call. She'd been in the kitchen washing dishes, basking in the peace of mind that came with knowing that her two youngest children were with their father at the store and firmly out of her hair. Then the phone had rung. Carolyn remembered thinking that it was Rosemary from book club, and for one moment, she was tempted not to answer on the grounds that she didn't have enough energy to deal with her right now, but despite her better judgement, she'd picked up.

"Mrs. Shepherd?" A male voice that definitely did not belong to Rosemary asked her.

"Yes?"

"I'm afraid there's been an accident." Carolyn's first thought had been of her children. They couldn't be hurt! They were too young to know pain. They were far too young to have the police calling on their behalf. And if her children were hurt, then so was Chris, or he'd be calling her. For just a few fleeting moments, Carolyn was more worried about her children than the love of her life. Later, she would wish she could go back to that brief and fleeting moment of innocence. "Your husband is in critical condition en route to the hospital. We have an officer escorting your children to—" Carolyn dropped the landline and dropped to her knees.

"Ma?" Kathleen called from the other room. "Ma, what's wrong? Ma, are you—" Kathleen trailed off at the sight of the broken look in her mother's once warm brown eyes. She saw the dropped phone on the ground next to her mother and picked it up carefully. "Hello?" she spoke into the mouthpiece.

"Mrs. Shepherd are you still—"

"No, this is her daughter Kathleen… Why, what's wrong? My mother… I think she's in shock. Is it Amy, is it Derek? Please tell me they're okay! Derek's only 13, and Amy's barely 5! They have to be—"

"Kathleen." The office cut her off with curt sympathy. "Kathleen, I'm afraid it's about your father. I can't say much over the phone, but you and your mother had better get to the hospital as soon as possible. He's in very critical condition. You'll want to hurry."

Kathleen could see now, why her mother had lost all her senses. But she couldn't. She couldn't break. She had to be strong for her mother. She couldn't lose control. She had to be strong, cool and collected.

Carolyn vaguely recalled her second eldest daughter helping her into the car that day. She barely remembered anything about that drive to the hospital. All she knew was that she didn't want anyone or anything to pop her bubble. In her bubble, the world was perfect. Chris was alive, and her world still made sense. If she stepped outside of her bubble, even for just a moment, it was almost like something was sucking up all of her oxygen. Breathing became difficult, and existence was painful. Carolyn knew she needed to be strong for her children. It shouldn't have to be the other way around, but in this moment, the pain that came with the knowledge that the love of her life for twenty full and beautiful years was in trouble was taking up every ounce of her energy. That pain was larger than any responsibility, larger than life itself. And Carolyn didn't know how to change that. She didn't even know if she wanted to.

Presently, the tables were turned. Carolyn was the calm one. She had to be strong for Meredith. But Kathleen was pacing back and forth across the living room, clearly losing it. "Oh. My god. Oh my god. What in the—how in the—how does this—when did this… Meredith?" Kathleen could barely finish even a heavily fragmented sentence and looked over at her sister-in-law for guidance.

"Um," Meredith began.

"Kathleen!" Carolyn scolded. "For God's sake, give her a minute to collect her thoughts!"

"No, it's okay." Meredith acquiesced. "You both deserve some answers.

"Last night, two officers came to my house and took me and the kids to some Podunk hospital out by the Sound. He'd been in an accident, a semi smashed into his car. But before that, he was a hero, they said, um, he saved four people from a previous crash before that. Um," Meredith ran her hand through her hair, thinking of what to say next and how to say it right, "Derek had a brain bleed they didn't catch. By the time they did, it was too late. Late last night, early this morning, I guess, they waited the requisite number of hours. Derek—was declared brain dead. There was nothing anyone could have done. I removed him from life support. It was the hardest choice I have ever had to make."

Carolyn and Kathleen were both shell-shocked by the news. That was the thing about grief, Carolyn realized. It kind of blind-sided you. One moment, you were fine, living your ordinary life in the same way that you had yesterday, and the day before that, and the day before that, not realizing that in a single moment, everything had changed forever.

"I, I'm sorry I didn't call in advance. I didn't think to give you a warning or a notice or, I really didn't know where I was going until I got here. I packed up the kids and we drove to the airport, and I don't want to go back. Not now. Not after everything that's happened. There's too much history there. Too much of him…Everywhere I go, it's like he's staring at me, watching me, following me. And I just couldn't take it. So I left." Meredith finished.

"You just…left? Without saying goodbye." Kathleen clarified. "Amy's gonna be pissed, if she's not already. Wait. So nobody knows that you're here?" Kathleen asked.

"Well I, I left a note…" Meredith offered up.

"Saying what exactly?" Carolyn asked warily.

"Um, the kids and I are fine. We just need some space right now. Please don't come looking for us."

"Oh god. Amelia's going to lose it." Kathleen declared. "She's going to kill you the next time she sees you, you know?"

"Oh, trust me. I know." Meredith chuckled softly to herself.

"Meredith! What are we supposed to say to Amelia when she calls us, irate, because you've disappeared without a trace!?" Kathleen asked, incredulous. "I mean, not only did Derek just die, but you left and took her niece and nephew with you? You are a dead, dead, woman, Meredith."

"Please don't tell her I'm here," Meredith begged. "Please. I just…I need some time. Amelia's been great. Sisters are great and all, but I'm barely surviving my own grief. I can't keep her afloat, too."

What Kathleen said triggered something in Meredith, though. The kids! She'd left her children out in the car! They'd been sleeping so peacefully on the drive out from the airport that she'd decided not to wake them when she went in the house. It had been a rough couple of days, and she knew they needed the stability that sleep brought. "Oh my god, I am the worst mother of the year." Meredith declared. "I left my children out in the car. I forgot about my children. What if they're—"

"Fine." Carolyn interrupted. "They're fine, Meredith. They're probably a bit sore from sleeping out there for a while, but they'll be fine. Kids are resilient. Mine certainly were." And in that moment, Meredith knew they were talking about more than just leaving children in the car. She offered up a small smile of thanks in return for Carolyn's assurance. "But we should go out and get them. It would be more disorienting for them to wake up alone in the car in the morning than a strange bed." Meredith nodded her agreement, and Kathleen went to go set up one of the downstairs guest bedrooms for them as Carolyn and Meredith went to retrieve the children.

Carefully, Carolyn grabbed Bailey, while Meredith grabbed Zola. Zola stirred a little bit in her mother's arms as she carefully carried the growing four year old in her arms. She couldn't believe how big Zola was getting lately. "Mommy?" Zola asked. "Where are we?"

"We're at Grammy's house, ZoZo. She's going to take good good care of us. Go back to sleep, baby. Mommy loves you."

"I love you, too, Mommy," Zola murmured tiredly. "And Daddy. I love Daddy. I can't wait to see him again." Zola mumbled incoherently as she fell back asleep.

Carolyn and Meredith shared a look, and Meredith knew that even if they didn't talk about it now, they surely would later. After all, Carolyn would need to know just how much or how little the children knew. The last thing they needed was any confusion over differing versions of the same story.

They carried the children into the house and laid them into the full size bed in the guest bedroom. Both were so tired that they hardly stirred. The two mothers tucked the sleeping babes into the big bed, kissed them on their heads and wished them sweet dreams.

Meredith smiled. She'd gotten the bedtime routine from Derek. Who, she realized now, must have gotten it from Carolyn. It was fun getting to see things more full circle. While she was surrounded by her life with Derek in Seattle, here she would be surrounded by Derek's childhood. And for once, it didn't sound painful. This would be one last new adventure that she could embark on with Derek, though he was no longer there to take it with her.

Carefully, Carolyn shut the door to the bedroom. "It's getting late. And whether you'll admit it or not, you're tired, Meredith. You've been up all day worrying about your kids. Let us fuss over all of you now. I'll sleep down here tonight, and you can take my bed."

"I'm okay down here." Meredith said quietly as they reached the living room once again.

"Nonsense. You deserve to sleep in a real bed tonight, not a couch." Carolyn didn't notice the pained expression taking over Meredith's face. It was Kathleen who took notice, and spoke softly to Meredith.

"You're afraid you won't be able to sleep without him. You've slept without him before, but now that he's gone for good..." Kathleen trailed off, and Meredith opened her mouth to ask how she knew, but Kathleen stopped her. "Almost divorced. It's been pretty nasty, but it still hurts, you know. When you're married for as long as we were, it's bound to hurt at least a little bit. We'll get you a blanket for the couch, that way you'll be near the kids, and couches are just big enough for one." Kathleen smiled at her gently. "You're going to be okay. The kids will come through this. Heck, it's been like World War III, and Steve and I haven't torn the kids or each other apart. Yet. Human beings are a surprisingly resilient bunch." Carolyn seemed to take notice, then, that her daughters were having a conversation without her.

"Mom, she doesn't want to sleep in a bed tonight. She's okay on the couch." Carolyn opened her mouth to protest, but Kathleen sihushed her. "We can talk more tomorrow, but I'm so tired, I could fall over right here."

Kathleen left for her bedroom, leaving the mother and daughter-in-law in the living room.

"Carolyn," Meredith began, "Thank you. And I hope this is not an imposition. If it is, we can stay somewhere else. We'll get a hotel, an apartment, something—"

"My dear, it's my deepest honor and privilege to host my son's wife and his children. It's a joy to have you all already." Carolyn offered her daughter-in-law a warm smile. "Now rest. Tomorrow will be a full day with challenges of its own. And you'll need to be well rested in order to rise and meet its demands."

Well, I hope you all enjoyed that as much as I enjoyed writing it! Read, Review, tell me what you think or if you have any questions up to this point. I will continue to unravel the details of what I've changed in the chapters to come. This story promises to be fun, with fleshed out versions of Carolyn, the Shepherd sisters and favorite characters past and present coming to visit, plus more flashbacks interspersed throughout. Two other things I'm fond of and you can have fun noticing popping up, parallelism between Meredith and Carolyn and irony of established facts of the Shepherd sisters and the stories I've chosen for them to tell based upon those established facts. Stay tuned!