A/N: Thank you for your patience in waiting for this update and all your great comments and thoughts. I appreciate every one of you! I hope you enjoy this chapter. Please see the notes after the chapter for more - and did I mention thank you?

poison in the well
...

"Shh," Zola says to her mother, pointing at the flickering screen across the room with one hand and using the other to touch her lips in the universal gesture for stop talking already.

"Usually we shh at the movies but remember, this is a special movie," Meredith explains. "It's just for kids and their grownups, and you can make noise if you want."

Zola's brow furrows as she takes in her mother's words and then scans the rest of the theater.

With the temperature creeping past the low nineties by noon and mother and daughter both wilting from the heat when they stopped back at the apartment after lunch, the doorman's suggestion was remarkable helpful. The family movie theatre, only a few blocks from the apartment, is in a renovated older theater and the seats still remaining in the revamped children's room are scratchy wool. It retains the comforting scent of old buttery popcorn and waxy chocolate but the middle of the floor is padded and contains a variety of soft sitting implements and even toys. Here, children and their caregivers can ostensibly watch a special showing of an older family-friendly movie – but most importantly for today, they can relax in blissfully cool air conditioning.

As in really, really good air conditioning. Like … could probably do surgery in here air conditioned.

Zola seems pleased with the change of scenery. She shows occasional interest in the screen – as far as Meredith can tell, it's a cartoon about a bear who's trying to befriend a zebra, which seems strange if harmlessly pleasant. Her daughter is more interested in the other children.

"Day care," she says happily to her mother when she sees a half dozen other children wandering from toy to toy and Meredith overhears a chuckle from a few feet away. She turns self-consciously to see a woman who looks to be around her age kneeling on the floor in a pantsuit, her gaze fixed on a small blond boy stacking oversized plastic legos.

"Sorry," the woman says quickly. "It's just that's exactly what Peyton said when I brought him here for the first time. Which was yesterday. I guess it reminds him of the day care at my office. I'm sorry," she says again. "I, uh, I tend to ramble when I'm nervous. And I'm nervous."

Meredith nods slowly. "I'm Meredith," she says, "and that's Zola."

"Hi, Meredith. Thanks for not judging me. Are you a shrink?"

"No."

"Okay, good. Oh my god, you must think I'm absolutely nuts. I'm not. Yet. I mean, my father's having surgery a few blocks away at MSC and the staff in the family waiting room suggested this place so we could get out of the hospital but stay nearby, so…"

Now that makes sense. "We're in a similar situation," Meredith says gently.

"Oh. Then you do understand. Hey, Peyton, be nice…" The woman moves toward her son, who is attempting to wrestle a red stuffed kangaroo from Zola.

"Zo, why don't you share the-"

Before she can get any further, Zola has pulled the kangaroo away from Peyton and whacked him in the stomach with it.

"Zola," Meredith intercedes, trying hard not to laugh – it's not like the floppy toy will hurt the little boy, and she can't help but privately enjoy seeing her daughter standing up for herself. "We don't hit," she says firmly, taking custody of the kangaroo.

She expects noisy protest but Zola apparently decides she's made her point and is quiet, solemnly looking around her.

"I'm so sorry," Meredith offers, turning to Peyton's mother.

"Hey, it's a dog eat dog world. Or … toddler eat toddler. I'm Kristina, by the way. With a K. I don't know why my parents did that unless they hate me because I've spent my whole life saying Kristina with a K and I really shouldn't insult my father right now while he's having surgery." She covers her mouth again. "Believe it or not, in the real world, I am not this crazy."

"I believe it."

"Hospitals make people crazy. I stay away from them at all costs. So, you're not a shrink, what do you do?" She asks abruptly, still speaking a mile a minute. Meredith starts to understand why Derek said the pace of New York City wasn't for him anymore.

"I'm a doctor," she says.

"Oh! Sorry about what I said about hospitals."

"Don't be. Hospitals are an … acquired taste."

"Yeah. Oh, hey, take a look at that…"

Meredith follows Kristina's gaze to see Zola and Peyton sitting side by side on the soft mat printed with a highway, peacefully vrooming cars with the tact of diplomats.

Quickly, she glances at her phone. Derek hasn't updated her since he let her know his mother had come out of surgery and the procedure was a success. He said he'd text when she was back in her room. She wants to support him and she knows it can't be easy to be alone with all his sisters, but a small part of her can't help appreciating this lovely and seemingly unearned time alone with Zola. They took family health leave together and, excused from the normally intense demands of her job, she's able to enjoy moments of the day she'd normally miss.

Like her daughter clocking a grabby boy in the stomach.

Okay, that wasn't quite fair. Having settled down, Peyton has revealed himself to be a decent character. His honking and car crash noises are pretty good, and he's deferred to Zola on traffic light placement. She might have been wrong about him.

Zola approaches her then with a small vehicle in each fist. "Where's Daddy?"

"Daddy's at the hospital with Grammy," Meredith explains patiently, for at least the sixth time today, smiling at her daughter. "You're going to see him really soon."

"Grammy too?"

"Grammy too, but she'll need to rest a little bit before she's back up to – Grammy too," Meredith says, smiling at her daughter. It's good, if expected, news that Derek's mother came through the procedure well, and even if there are some small challenges with his sisters Derek is getting some quality time with his family.

And now that his mother has come out of surgery, they must all be so relieved. Meredith smiles to herself, thinking it will be nice for Derek to have some peace and calm.

…

"Give me one good reason why I shouldn't literally throw you out of here." Amy's normally pale face is flushed; she's breathing hard, wisps of hair fallen from her ponytail.

"You're high right now, aren't you," Nancy accuses, her dark eyes glittering.

"Oh, for god's sake, Nancy, I've been clean for years."

"Amy." Derek steps between them – again. He's had to circle them twice as the sisters stand off by the full-length lobby windows. They've already attracted a few stares, and Derek is embarrassed to think what staff and patients must think. "Nancy, come on. Just drop it for now."

Both of them ignore their brother.

"You're still holding the wedding over my head." Amy paces with frustration. "Damn it, Nancy, Clara's forgiven me. Liz has forgiven me. I paid back every cent for the cake and the property and I paid my fine after my sister had me thrown in jail."

"Of course, it's all about how hard things have been for you, Amy. Everything's about you. Never mind what you've done to this family." Nancy's voice shakes.

"I'm sorry, Nancy, god, I've apologized over and over for what I did when I was using. I've been through hell for it-"

"No, you don't get it," Nancy interrupts. "Amy, you had to go through hell for mistakes you made. And the rest of us? We had to go through hell … also for mistakes you made. For your choices."

"Sending me to prison wasn't my choice!"

"But it was your actions that sent you there."

"I needed help." Now Amy's voice shakes, dropping until it's barely audible. "I needed help and you called the police on me instead."

"I needed help too!" Nancy's volume rises in turn and Derek attempts to shush both of them again. "You ruined a day we all worked hard for, you upset Mom, you-"

"I know what I did. I've made amends, I've-"

"Oh, don't go all twelve steps on me." Nancy waves an impatient hand. "What are you even doing in the city? You're living with Addison again? Because that worked out so well the last time."

"Derek …" Amy turns on him. "You told her?"

"I told her I saw you at their house, yes," he says carefully, but Amy's back to glaring at Nancy now, hardly listening to him.

"You have a lot of nerve talking to me about Addie after how you treated her at the wedding, Nancy."

"That's none of your business."

"Addie is my business. She was more of a sister to me than you ever were!"

"Okay, Amy, that's enough. Nancy, that's enough." Derek intercedes, holding out a hand to each before Nancy's indrawn breath can turn into yelling. "We're in public, we're in a hospital, you can sort this out later. And not in front of Mom," he adds.

Nancy turns on him. "Don't act like you're looking out for Mom when you wrote this family off years ago."

"Excuse me?"

"You heard me. You haven't seen Mom in years, Derek. Haven't been home in more years than that. Now you suddenly deign to show up and you want to tell us what to do?"

He draws a calming breath, reminding himself of the stress Nancy has been under dealing with his mother's illness. "Okay, Nancy, now is not the time to talk about this. We'll talk about this later."

"How do you think she felt when she found out you had a daughter after-"

"Stop," he says sharply. "We're not doing this now."

"But Nancy knows what's best for everyone," Amy says sweetly. "Derek, you're lucky you're getting her advice."

"Shut up," Nancy says coldly to Amy. "I'm tired of hearing your voice. Go crawl back under-"

"Okay, that's enough." Derek has each of them by one arm now and hustles all three of them together through the sliding glass doors and out onto the steamy sidewalk. At least here they won't be disturbing anxious families or healing patients.

Well … they'll only be disturbing them on the way in or out.

"You're lucky security didn't come after both of you," he scolds when they're spread out on the sidewalk, clouds of steam curling around the curb, trying to breathe in the thickly humid air.

"Well, Amy has plenty of interest negotiating her way out of … tight situations." Nancy's tone is biting.

Amy shakes her head. "Are we joking about how you got me arrested? It's funny to you?"

Nancy folds her arms and doesn't speak.

"You know I left lockup with a broken wrist."

"If you behaved in there anything like you did before they locked you up, I'm not surprised."

Amy's eyes narrow and she takes several fast steps toward Nancy before Derek moves in between them. "Stop," he says wearily. "Please. You two have … issues to discuss. Do you really need to do it right now?"

"Yes," they snap at him in unison.

Amy turns back to Nancy, her voice quieter now. "I could have destroyed my career. A broken wrist and then it took me six months to get my license back. I had to petition the board."

"And you could have destroyed mine." Nancy pauses. "I had to go before the board too, after you stole my prescription pad … or did you already forget that, from the last time?"

"I didn't do it on purpose." Amy flings her arms out, frustrated. "I'm sorry, Nancy, I was sick!"

"Whose fault was that? Mine?"

"No, it was mine. Mine and … addiction's."

Nancy makes a noise somewhere between disbelief and disgust.

"Nancy," she says softly, "look, if this is really about –"

"Don't you dare bring him up!"

Amy exhales heavily. "Fine. Look, everyone else forgave me. Why can't you?"

"Maybe everyone else is pretending. Maybe I'm the only honest one."

"Nancy," Derek intercedes.

Amy's eyes widen; she ignores her brother and focuses on her sister. "You know what, Nancy? Maybe pretending not to be a heinous bitch isn't the worst thing in the world!"

"Uh … excuse me?"

All three siblings turn at the unfamiliar voice to see a young woman in MSC scrubs standing on the sidewalk in front of them holding a clipboard. "Are you Carolyn Shepherd's family?"

"Yes," Nancy says quickly, the others on her heels. She and Amy are both breathing heavily, trying to gather themselves, and Derek feels his cheeks flush with embarrassment to be found … brawling, for lack of a better term, when they should have with at their mother's side.

"Your mother is back in her room," the hospital staffer continues, "and she's doing very well." She smiles briefly – it doesn't reach her eyes. "When the three of you have finished … whatever this is, I'm sure your mother would be very happy to see you."

Chastened, the three siblings wait until they can be sure they won't be trapped in the elevator with the understandably judgmental stranger and then head for their mother's room.

…

"Wait," Derek says when the door opens, pressing a hand against the metal. "Needless to say … you can't bring this in there."

"Really?" Nancy snaps.

"Enough." He frowns at his older sister. "You don't have the high horse, Nancy. The two of you are oil and water, so keep your distance and play nice in front of Mom."

"Fine," Amy says. "But Nancy's the one who says she's too honest to pretend like the rest of us in civilized society."

"Shut up, Amy," he says tiredly and at Nancy's smirk he adds, "and you too, Nancy. If it's this annoying for me I can't imagine what our mother who just came out of surgery would say."

They walk into the room in age order.

"Mom," Nancy says warmly, all traces of the cold anger she directed at Amy gone. "It's so good to see you up and around!"

"Well, not quite up and around, dear." Carolyn says, gesturing with one hand toward the hospital room.

Derek walks slowly toward the bed. His mother had nothing more than a winter flu his entire life, always both hardy and hearty. Seeing her propped up in bed with little color in her cheeks, her grey hair fuzzy around her tired face, she suddenly looks every year of her age.

But then she smiles, and she looks much more like herself. Looking from one child to the next, she positively beams, in fact. "All my babies in one room, together. It's been so long. I'd say it's worth having surgery for this sight."

There are ripples of oh, Mom, from some of his sisters, and Derek scans them quickly. Liz is sitting by his mother's side attentively. Kathleen has positioned herself between Nancy, who is looking determinedly away from her youngest sister, and Amy, whose hands are propped on her hips even as she smiles at her mother.

And then there's Derek. He's been living away from the east coast for more than seven years – yet in this room, he's still back to feeling like he should be running circles around the women in his life.

"How are all my grandbabies?" Carolyn looks from one sibling to the next.

"They all want to see you," Liz replies, and the others nod in agreement.

"No dice," she says firmly even though she's smiling. "I'll be out of here soon. I will, wont I dear?" She turns to the nurse who's checking her monitors.

"You'd have to ask the doctor, but if you keep on doing this well, I'd say so." The nurse smiles at her. "Dr. McGovern will be back later."

"Isn't she going to-" Derek stops talking at Liz's glare.

"Dr. McGovern was here earlier," Kathleen says pointedly.

Moving closer to Derek, she whispers, "we looked for you, but you were … mediating."

"Is that what I was doing?" He whispers back.

Pull them aside, with oncologist, they got everything, she should make full recovery, mild round of medication,

..

"She's in a room and she's doing great."

"That's just the greeting I was hoping for." He can hear Meredith smiling down the line.

"I thought you'd call earlier," she admits. "Is everything okay? Was she delayed in recovery?"

"Not exactly." He grimaces. "I was … delayed with my sisters."

Meredith takes this in stride, one of the many qualities he's always admired in her, and apparently decides not to push it. "Have things calmed down?"

"To a degree." He pauses. "So that was my afternoon. How was yours?'

"Well, we found a children's movie theatre that's kind of like toy store meets Lord of the Flies and your daughter whacked a little boy with a kangaroo."

"If I'm interpreting that correctly, then I approve."

"Me too, but we're not supposed to say that in front of her."

"Lie to our child. Got it."

Meredith laughs. "Oh, and I met the anti-Cristina. I mean, her name actually is Kristina, but it's spelled with a K, and that probably tells you all you need to know."

"Most of it, anyway." He can't help sighing a little. "I miss you."

"We both miss you."

"Mom wants me to leave and have dinner with you. Liz is spending the night in the hospital with her, but I can go back afterwards."

"Are you sure?"

"Actually, I think she's regretting her no-children policy and she thinks at least one of us should get to hang out with Zola."

"I can understand that."

…

He meets them halfway down the block, a cheerful greeting on his lips that fades away when he sees Meredith and Zola hand in hand and his own exhaustion registers. All he can do, and what he needs, is to pull his wife close and bury his face in her hair.

"We're happy to see you too," she says softly when he pulls back, freeing a hand to touch his face.

"Where's your new friend Kristina?" He teases, feeling much better just from proximity, the feel of her, knowing she's here now.

"Very funny. It was hard enough to detach from her. She wants to meet up tomorrow."

"What did you say?"

"I said yes." Meredith rolls her eyes. "But only because Zola apparently loves her kid now that they have a peace agreement."

"Yeah?" Derek turns his attention to Zola, lifting her into his arms and kissing her cheek.

"Scratchy!" She pushes at his face, laughing.

"Sorry, sweetie." He holds her at eye level. "Did you make a new friend today?"

"My friend is Peyton." She fiddles with the collar of her father's shirt. "He's little."

"He's maybe a millimeter shorter than she is," Meredith murmurs.

Derek laughs. "You hungry, ZoZo? We're going to have some dinner."

"Peyton too?"

"You really did make a new friend. No, you're going to have dinner with your old friend, Daddy."

Zola beams. "Mommy too," she says firmly.

"Yes, Mommy too." He glances at Meredith, who looks fine – well, more than fine – but he knows it's been a long day.

"Mer – you want a break? I can take her out and you can shower, have the place to yourself. You've had her alone all day."

"I don't want a break. I want to be together." She smiles at him. "But I won't argue if you want to carry Zola."

"Are you getting too heavy for Mommy?" He tips his daughter backwards to make her laugh and she squeals with delight; when she's right-side up again, he kisses her and then reaches his free hand to rest on Meredith's belly. She smiles down at him and rests her palm over his.

Fifteen weeks.

Which is just what Mark said about Addison's pregnancy. Keeping secrets from Meredith feels wrong, but he reaffirms his decision not to tell her about his meeting with Mark, about what he's learned. It's too devastating while she's carrying their child and with his mother and sisters demanding too much of their time.

…

Dinner with his wife and child is the bright spot in a difficult day. But it's over too quickly for his liking; all too soon they're finished and he's reminded that he told his sisters he would stop in again to check on his mother before he retired to their apartment for the evening. He hesitates, a sleepy Zola in his arms.

"I was going to pop in and say goodnight to my mother. But I don't need to, if you-"

"Definitely go say good night to her," Meredith says firmly. "She'll like that."

"All right." He nods. "But I'm dropping the two of you off first. And then I'll go see my mother – I guess I do have some ground to make up for with her," he adds.

"You think so?" She's looking at him with her head slightly tilted.

"Nancy seems to think so."

"You said yourself that Nancy thinks a lot of things."

"I did move across the country," he says.

"People move, Derek," she responds gently. "I mean … it's kind of unusual that all your sisters raised their families so close to your mother, isn't it?"

"I don't know." He considers this. "I guess it seemed … expected. And I don't think she understands why Seattle."

Meredith nods.

"In fairness, there was no why Seattle until you … and now you're the why Seattle."

"Me and the ferryboats, right?"

"You and the ferryboats. Two of my three – no, four favorite things." He rests a hand on her belly affectionately.

"Just don't tell us what the order is," she grins at him and he leans in for a quick kiss.

…

Liz is standing outside his mother's door when he approaches. "She's sleeping."

"Oh." He studies his sister's face for a moment. Liz looks tired, or maybe it's that she's older than he remembers. He's noticed since facing all of them on this trip that they stopped aging somewhere around the turn of the millennium. That's probably the period of their joint adulthoods when he saw them the most; the years between then and his departure from Manhattan took on an increasingly tight schedule and he worked on building his practice. Liz looks older than he remembers, but not different, not exactly, her brown eyes warm, the angular face in his memories softer now, making her look a bit more like their mother. "How's she doing?"

"She's doing well." Liz leans back against the wall outside their mother's room. "After all her nonsense … I'm sorry, Derek, but it was nonsense, the surgery went beautifully and she has nothing but praise for Dr. McGovern."

"That's good."

"Yeah, it is." She fixes her gaze on Derek. "Did you ever figure out what was going on with Addison?"

"Not exactly."

"But Amy's living with her."

He nods. "Did you talk to Amy?"

"No one can talk to Amy." Liz sighs. "I'm not saying I agree with Nancy," she says quickly, "and I didn't then either, as I hope you remember."

"I do remember, Liz."

"You didn't say anything. Then, I mean."

"I know." He looks over Liz's shoulder; there's a generic print of the Manhattan skyline at night hanging on the wall – post 9/11, consistent with his impression of the hospital's conscientious decision-making. He studies the orange glints of light in the dark background. He's thought about his passive position at the wedding, while his sister fought and his ex-wife and ex-best friend tried to defend Amy.

Liz glances at him. "That's the only other time Meredith's met the family, huh."

Derek nods.

"She must think we're a bunch of animals."

"Well, not you," he tries lighten the mood with his tone. "Maybe Nancy and Amy."

She presses her lips together the way she always has when she's trying not to laugh, since she was a teenager and Derek and Mark pulled some prank or other she had to pretend to be too mature to find it amusing.

"She's nice." Liz toys with the pendant on her necklace. "Meredith, I mean."

"Yeah. She's nice."

"I didn't get a chance to talk to her much, you know, the … first time. I was busy with Clara, and then…"

And then they were all busy with Amy. It all happened so quickly, his primary concern to protect his girlfriend from the scene unfolding feet away from them.

Girlfriend. It seems like such a casual, even silly, term. It never seemed to suit their relationship. She was more than that. Different from that, from the beginning. Before they left California, he had a new term for her: fiancée.

"Well, we're here now," he says lightly.

Liz looks pensive. "You're here now," she repeats, and gives him a small smile.

His blackberry buzzes before he can say anything else. He's surprised to see the sender of his newest email is Mark.

He's more surprised when he reads what Mark has to say.

The entire brief communication shows up in the subject line. It's just five words – but it's not news to him that five words can change the game.

She wants to see you.

TBC (of course). I loved reading what all of you thought about the flashback. Man, addiction sucks. Amy and Nancy were both suffering and maybe still are? I think they're quite a bit alike in certain ways, except they cope in different ways. And yes - Derek proposed to Meredith after the Wedding from Hell. Do you guys want to see the proposal? Are there other flashbacks you're envisioning or would be into? Please let me know if so! Oh yeah, and review, because even though I'm shameless, it keeps me speedy and creative. Thank you! You are all seriously the best.

To those of you who've been reading Trailblazing - I screwed up some timeline elements in the story and I'm super annoyed with myself about it, but I'm fixing it and will be updating that story very soon, I promise! Please keep reading and following, I'm excited about what's coming next.