"You WHAT?!" Meredith shrieked as the blood starting to boil through her veins. She felt a rush of anger take over and drain it in an instant. All she was left with was a feeling of complete emptiness lingering inside.

Derek sucked in a breath. He was standing a good four feet away from her, but it sure as hell felt like four inches. He stood his ground, though. She was cute when she was angry. But right now… Right now, she appeared to be on the verge of ready-to-kick-his-ass furious.

And as cute as she was, he was somewhat worried to be standing so close to her at the moment.

She did have a right to be mad. He hadn't meant to spring it on her like he did, but he couldn't think of any other way to do it. It would have been a blow no matter what. But really, it wasn't his fault.

Not exactly, anyway.

"Meredith," Derek said ever so calmly.

She stood the same as she had been. Not moving. Her arms clenched tight against her sides. Both feet firmly planted on the ground. She was still, but from the look on her face Derek knew, one wrong move on his part and she'd be lunging towards him.

Meredith exhaled in a huff. "You can NOT be serious!"

Derek ran his hand through his hair and sighed. "Meredith…"

She ignored him completely as she crossed her arms and looked away.

"Meredith."

She didn't move.

"Mere…" he said softly.

His tone was soothing. Reassuring. But him calling out her name was not what she wanted to hear. She didn't want him to leave. Meredith turned her head back, caving in to his presence.

Derek's gaze locked with hers and her eyes told him everything.

He knew she wasn't happy. He knew he should have declined. How could he, though? It wouldn't be like him. It wouldn't be who he was.

He had to go.

He reached out an arm and brushed the back of his hand against her cheek. "Meredith," he tried again.

That one touch did it all. Her face softened into his hand and the anger she felt lowered to a simmer.

I know, she said. Except she didn't say it. I get it. I understand. Go. She wanted to say it. She wanted to say all of it.

But she couldn't.

It wasn't fair. She knew he had to go. But it wasn't fair. She knew he would rather be there. With the kids. With her.

It wasn't fair.

He looked so guilty. So sad. And she was being selfish.

She had to let him go.

Meredith opened her mouth to speak but before she could get a single word out, she was cut off by the sound of little feet running down the hall towards them.

Derek quickly turned around, only to have his legs collide with that of a toddler. The small boy ricocheted back and looked up into the eyes of his uncle.

"Uncle Derek! I thought you left already!" he cried out and reached his arms up.

"Not yet. Why, what's wrong, Robbie?" Derek asked as he lifted the child in his arms.

"Matthew kickeded me!" he answered with a pout on his face.

Derek wrinkled his brow, taken back by the boy's comment. "That doesn't sound like Matthew." He placed Robbie back on the ground and took his hand into his own. "Come on. Let's go talk to him."

Derek looked back at Meredith with an apologetic look on his face. He already knew she didn't want to be left alone with the kids. And this… This was not helping.

Meredith shifted her weight and let out a sigh. She slowly shook her head and let her arms drop to her sides as she followed them towards the living room.

When Derek put a protective hand on Robbie's shoulder, Meredith knew. She knew he didn't want to leave just as much as she didn't want him to leave.

Maybe she could get him to stay after all. Talk to him. Talk some sense into him. If he didn't want to go… Then he shouldn't.

He should stay, she thought to herself.

They rounded the corner, forming a small line.

"Hi Uncle Derek!" Matthew called out.

Derek quickly turned his attention to Meredith, in an attempt to gage her reaction of an upside-down Matthew on the couch with his feet dangling in the air.

And just as he suspected, she was not too happy.

OK. He is SO not going. Any of her previous thoughts where she even considered letting him leave were now nonexistent.

Leah cooed from her playpen, bringing the attention of her uncle away from Meredith and onto her. Leah reached her arms over the top of the playpen and pulled herself tight against the rim.

Derek looked back at Meredith once more and shifted towards the baby.

"WE are not done," Meredith said in a harsh hushed tone as she crossed her arms and looked away.

Derek's gaze dropped to the floor as he nodded and walked over to Leah. "Does your mother let you do that?" he asked Matthew as he lifted Leah into a hug.

"No," the boy chuckled. "But Daddy does!"

Derek smiled to him. "Well, please stop. I don't want you to get hurt if you fall."

"Uncle Dereeeeekkkk."

Derek whipped his head around, following the sound of his name. And he couldn't help the soft little laugh that escaped from his lips. Robbie was standing directly in front of Meredith, and they looked exactly the same. A scowl plastered across their faces. Their hands tightly pressed against their hips. They both looked pissed, and they matched perfectly. If the previous cry weren't led by "uncle," Derek would not have known who was actually whining to him.

Meredith caught his gaze and looked down at Matthew. She hastily jumped out of her stance and crossed her arms as she hovered against the entryway of the living room. Her expression towards Derek didn't change, though. If anything, it only got stronger.

Yeah. Derek wasn't in the best position to be making fun of her, either. He ignored Meredith's death ray stare and changed his attention back to the twin on the couch. "Matthew," he said calmly. "Did you kick your brother?"

Matthew flipped right side up and nodded frantically to his uncle. "We were playin' karate. You have to kick when you play karate!" he said, trying to explain. "That's the whole point!"

It was when Matthew settled into sitting tailor style on the couch that Meredith realized the boys had changed their clothing and were now wearing the same karate uniforms, with matching white belts.

"You kickeded me too hard!" Robbie yelled to his brother as his pout grew and he threw his arms down to his sides.

"You said they were playing chess," Meredith, even more annoyed, snorted to Derek from behind him.

Derek shrugged his shoulders. "They were when I left them."

"How long were you gone?!" she demanded.

Derek was about to answer when he noticed three little sets of eyes staring at two very loud adults. He motioned to Meredith for them to leave the room.

Instead, Meredith stood up straight as a look of realization crossed her face. She looked again at the light blue button-down shirt he now wore. "You changed your shirt."

Derek kissed Leah on the cheek and sat her back down in the playpen. "Matthew, apologize to your brother. And no more karate," he quickly said as he placed his hand on Meredith's side and nudged her into the hall, away from the kids. There was no reason to subject them to the amount of yelling he knew was about to come.

"You changed your shirt!" she seethed again.

They stood across the hall from each other. Derek looking culpable and Meredith ready to let him have it.

"From the beginning," she started. "From the beginning you were going to go. I had no say in it at all."

"Meredith," Derek sighed. "You knew I was on call."

"Yes! I knew you were on call before I knew about our little house guests, Derek."

He fixed his eyes on the floor.

"You should have called off when you found out they were coming."

"I know," he said quietly.

"And now." She stopped. Meredith stopped talking. This whole thing felt so unreal to her. Like she was hovering over her own body, watching. Watching everything fall apart in front of her and she couldn't stop it.

Except she could.

"Derek..."

"What do you want me to do, Meredith," he asked shaking his head. "Call the chief? Tell him I can't come in?"

She had to tell him to stay.

"Derek."

"I have an obligation," he said softly as he took a step towards her. "I know. I should have called off, but what can I do now? I didn't know they were going to call me in." He took another step closer. "I can't just not show up."

She had to tell him to stay.

Except she couldn't.

She stood silent.

Derek placed both hands on the sides of her face. She didn't even notice she was crying until he wiped away a tear from her eye.

She sniffled softy and nodded. Derek removed his hands and nodded in return.

She knew he was right. But she was terrified of being alone with the kids. There was a reason she never babysat before. She wanted him there with her. She needed him there with her.

Meredith looked over at Leah, who was sitting up in her playpen, quiet as can be. She was surrounded by her stuffed animals. Playing with them, inspecting them. Lining them up so she could look at them. Having the option to pick and choose which to give her attention to. She settled with a stuffed dog. She grabbed the oversized toy by its neck and hugged it tightly. Like it was her most prized possession. Like her world would crumble without it.

For a minute Meredith thought about if she had a kid. For a minute, she thought about her kid being sick. Really sick. Like, severe trauma to the head, sick. She wouldn't want a second best surgeon operating on her kid. Fixing her kid. She would want the best she could have.

She would want Derek.

He was the best.

"I know," Meredith finally said in a sigh.

Derek tilted his head and smiled at her. "You know."

She gave a weak smile in return. As quickly as it came, it was gone, though, as a loud shattering sound interrupted there moment.

Together they turned the corner to see one of the boys standing over his brother, who was lying on the ground next to a broken picture frame.

"Guys!" Derek called out. "Come on. I just told you no more karate."

"We're not playin' karate," Matthew stated as he stood next to his brother. "We're playin' ninjas now!"

"I'm sorry," Derek whispered into Meredith's ear as he went to enter the room.

She tugged on his shirt and stopped him. "I got it," she said as she moved past him and went over to the shattered glass.

Derek nodded. "Thanks." He ran a hand through his hair and let out a sigh. "Okay… I'm going to go say goodbye to Beth. And you two," he directed the boys, "no more… ninjas, either. I want the two of you to behave. No more fighting. Even fake fighting. Got it?"

They both nodded. "Got it," they said in unison; smiling.

"Good." Derek looked once more over to Meredith, who was bent down on her knees, with her back towards him. He sighed to himself and went to the kitchen.

Meredith saw him leave from the corner of her eye as she picked up another shard of glass off the floor. She stopped when he was gone a let out a sigh herself. The tension she was feeling didn't leave, though. She still felt like he was right there. Like he was standing over her. Or… someone.

Wait.

"Who's in the picture?"

Meredith looked up.

Not Derek.

"What…" she replied, rather stunned to see twin number one standing there next to her.

The boy pointed to the photo behind the broken glass and Meredith looked back down at it.

"Oh, umm. Well," she quickly looked back at the boy, only to find his eyes fixed on the picture. "This," she continued, looking down, "this. This is my mom. And, um, my dad. And. And me. A long time ago."

Meredith stared at the picture. It wasn't one of her favorites, but she liked how she looked with her parents in it. Meredith was three, wearing a little pink sundress, and smiling brightly as she sat in front of her father on the steps leading up to their home. Her mother sat next to her father. They both had a fake smile plastered across their faces. They were trying. But Meredith could tell only her smile was true.

She was a child. She had no idea what her parents were going through. They tried their best to at least look pleasant, though.

She liked the picture because at least she was happy in it. It was before Her father left. Before her mother became fierce. Before she was old enough to realize what was going on.

"Sorry we broke it," twin number two said from the other side of her.

Her mother did the best she could raising her. Her mother wasn't exactly a kid person. Half the time, she didn't know what she was doing. And the other half, she wasn't even there. But she did the best she could. She tried…

"It was already broken," Meredith murmured as she looked up at the boys. They both stood there, like they were waiting for her to yell and punish them or something. "It's really okay, guys," she reassured them. "No more games where you have to kick each other, though, okay?"

"Okay," they both said smiling. Twin number two ran off to one of their bags and pulled out a toy truck. Twin number one quickly followed.

Meredith picked up the last couple pieces of glass and placed them on the broken frame. She was about to put it on the end table where it originally was, then decided against it. If the boys knocked it off once, they could easily do it again. She stood to her feet, broken frame in hand, and stared down at the picture one more time.

She wasn't a kid person. She didn't know how to do the kid thing. Her mother tried. But it wasn't enough. Meredith knew even less then what her mother did. How was she supposed to watch these kids? Derek knew what he was doing. He was supposed to be the one to do it- the kid thing. She was just going to watch.

But now she had to do it.

And she didn't know how.

"Hey."

Meredith turned around to see Derek hovering in the entryway.

"Hey," she said in return.

Derek walked over to her, took the frame from her hands, and looked at the picture.

"It's no big deal," she said taking it back. "Don't. Don't yell at them. Okay? I can always get a new frame."

Derek nodded to her. "Okay." He tried to look her in the eyes, but her focus couldn't be broken from the picture in her hands. "I should get going," he added somewhat dolefully. "I told the chief I could be there before ten."

When she didn't look up, he kissed her on the forehead.

Meredith closed her eyes and took in his scent. Took in his touch. Took in the fact of him being there. With her.

Derek pulled away and moved to the boys, who were now playing nicely with each other on the couch.

At his sudden departure, Meredith felt cold. She felt alone. Her eyes followed him as he got down to the eye level of the kids.

No. I can't.

"Alright, boys," Derek started. "I have to go to work now. Remember what I told you?"

They both nodded. "Be good and listen to what Aunt Meredith says," Matthew added.

"And…"

"And don't cause trouble!" they both yelled ecstatically, Robbie giggling after.

"Any more trouble," Derek said with a laugh.

Screw it.

"No. I changed my mind. You can't go," Meredith blurted out before she could stop herself.

"What?" Derek asked, completely puzzled by her sudden change in demeanor. "Mered-"

"You can't go. I can't. I. This. The whole thing…" she started rambling.

Derek jumped to his feet and pulled her back into the hall.

"Derek. It's too much. I know, okay. I know you have to go. I get it. But. No. You can't. Because I can't.

"Meredith."

"I can't Derek. The kid thing. The whole…. I'm my mother. I can't," she continued, shaking her head.

"Mer, calm down."

"The coloring. And… babies. And the kicking. The kicking, Derek. I can't tell them apart."

"What?" Derek asked as the confusion of her rambling set in.

Meredith took a deep breath. "The twins. The boys. How do you tell them apart?"

Derek smiled at her. "Is that all you're worried about?"

"Yes!" Meredith looked away for a moment. "Well, no. But. How do you tell them apart?" she asked again.

"Seriously?" Derek chuckled.

Meredith looked him in the eyes, no smile in sight. "Yes."

Derek stopped laughing. Or tried to, rather. He nodded his head. "Alright." He scratched his head, thinking.

"Well," Meredith said after a moment.

"Okay," he said. "Robbie has a dark freckle above his left eye. Matthew is a bit shorter. Not by much, quarter of an inch maybe."

Meredith stood stunned. "That's it?"

"Well, Robbie likes to add an extra "e. d." on to words. And Matthew usually loses the "g", he quipped.

"Seriously? So what… I'm supposed to ask them a bunch of stuff until they end a word with "ed" or "ing"? She asked sarcastically.

"Or you could just ask who is who", he said with a smile.

Meredith tilted her head with a fake smile. "You're not helping."

"Meredith. Calm down."

"I am calm."

"No. You're not."

She took another deep breath.

"You will do fine," he tried to reassure her. "Beth is low maintenance. You should already know that. Leah is pretty easy going, too. The boys…" He lingered on that one. "The boys use their imaginations. A lot."

"I can't tell them apart."

"You will. It just… takes time."

"I know nothing about babies."

"Meredith…"

"My hand. It's all cramped up from the coloring."

"You're running out of excuses. And I have to leave." Derek smiled softly as he walked past her and grabbed his jacket by the door. "I'll try to be back as soon as I can."

Meredith's eyes lit up. "Kathy!" She quickly turned around to face him. "What would Kathy say about you leaving me with the kids? Alone. Alone with the kids!"

"That's not going to work." He put on his jacket. "I trust you. She trusts my judgment," he said, then kissed her on the cheek and headed quickly out the door. He smiled to her as he closed it behind him.

"I don't!" Meredith called out after him.

But he was gone.

She signed deeply and ran her free hand through her hair.

There she was. Holding her worst fear in her hands. And now she had to face it. And the one person she wanted there to help her through it just walked out of the door.

Meredith turned around and found Beth standing there in front of her. She looked into the living room; both boys were sitting on the couch staring, and Leah from her playpen. She looked back at Beth.

"Hi."

That was all she could say.


A/N: Okay, so I lied about the "soon" part. My apologies for the gap in updates... again. My classes seem to be pain in the butt and like to take up all my free time. I write when I can (which isn't that often) but I will keep updating. No worries : ) Thanks for the awesome amount of reviews on the last part. Seriously. I was SHOCKED. Congrats to Kilikina1 for guessing right about our Derek. And thanks to MissRe for giving me the idea to actually have the boys break something. lol. Your reviews mean the world to me. They keep me going. And keep me happy. : ) lol. Keep 'em coming!