A/N: Thanks for the reviews! A special thank you to everyone who commented that they have faith that I will give April and Jackson a happy ending :)

A special note: This fic is based on the AU world of 8x13, it is therefore, in no way, a reflection of Jackson and April's relationship currently on the show, or even a reflection of what I think about April's character. April is very different in AU world, much like how Meredith is different and Alex is different, etc. I can understand the April hate in the last chapter but there is a reason why she is the way that she is and that is explored in this chapter. So hopefully, everything will make sense once you get to the end of this one.

Enjoy :)

Disclaimer: Same as always.

February ended and the beginning of March passed quickly. Callie Torres was named the new Chief of Surgery and so far the hospital was flourishing under her leadership. Her first two moves as Chief had been gutsy but they had proven to be smart decisions. She had stopped the absorption of Seattle Presbyterian and had rehired Mandy Bailey. The general surgeon had come back stronger and better than ever. Dr. Bailey was no longer the timid pushover that Ellis Grey had fired; she was fierce and determined and exerted her authority the way that she was supposed to. It was refreshing and she was a pleasure to work with.

It was clear that Callie was enjoying her new role but she was struggling to find a new Head of Cardio and her relationship with her husband was strained. The big "D" word was floating around the hospital but nobody new for certain if those rumors were true or not.

Derek Shepherd was getting ready to start a clinical trial to find a cure for Alzheimer's and his friendship with Mark Sloan was on the mend. All that it had taken was a lifesaving move by the plastic surgeon in one of Derek's surgeries for him to begin to gain a little bit of respect back for the man that he used to call his best friend. Also, Mark had kept his word about April Kepner. He really had no interest in sleeping with her. But things had started to become tense again when Addison's due date had approached. Mark took time off and flew down to Los Angeles to witness the birth of his child and Derek tried his best to pretend that he wasn't jealous. After all, he had believed that the child had been his for a long time. In his eyes, he was supposed to have a family by now.

The fifth year residents were engrossed in studying for the Boards and padding their OR outcomes. Soon they would be going on interviews to various hospitals; Arizona had already started to interview prospective peds fellows.

Cristina was learning to become part of a group and share things with her peers, Meredith was still happy with Derek, things in general were looking up for Alex, and Charles was just trying to stay afloat in neuro.

Things between April and Jackson were…complicated. They were still friends and they still spent time together but there was a very apparent wall between them. They had drawn lines in the sand that were not okay to cross and the most difficult aspect of it was that they both had the desire to cross the lines and break down the wall. Jackson absolutely detested seeing her with Alex; even sharing the elevator with them turned his stomach. He spent a lot of time running and playing basketball with Charles to work out his frustrations and occupy his time. April, on the other hand, kept telling herself that she was happy with Alex, that it was the right thing to do, but she couldn't help but feel jealous when she watched Jackson flirt with the cute, blonde paramedic named Clare. She had no reason to feel possessive, but she did.

Lexie had picked up on the red-head's moods and it was so easy to tell that she wanted Jackson when he was hanging around their place. She had spent so much on her own, fending for herself, that she had gotten very good at reading people, and April Kepner and Jackson Avery were like open books. They wanted each other and the sexual tension was annoying as hell.

And so Lexie couldn't help but groan loudly as she watched April get ready for another date with Alex.

"Why are you doing this again?" Lexie questioned as she lounged on April's bed.

They had finally found their common ground: bad reality television, and as a result, they had been talking a lot more. They were starting to become friends, sort of. Lexie figured that it was only a matter of time before she told April who she really was.

April turned around to face Lexie and frowned. "What? I like these earrings."

Lexie rolled her eyes. "I'm not talking about the earrings and you know it. Why are you still dating the nerd?"

"Lexie," April sighed. "You don't get it and that's fine. You don't have to. I know what I'm doing."

"Do you want to have sex with him?" She asked bluntly. "Because you want to have sex with Jackson."

April's eyes widened in horror and she was quick to retort. "This isn't about sex."

"Maybe it should be," Lexie muttered. She knew that April was a virgin, she had virgin written all over her, but she could tell that the red-head was dying to let loose. She just didn't seem to want to get down and dirty with her boyfriend. "You tiptoe around Alex like you're afraid of what he'll do and say next, but you light up when Jackson's around."

"I do not!" April argued passionately.

Lexie shouted back like an annoying younger sibling. "Yes, you do!"

April huffed in frustration before she grabbed her purse and began to walk out of the room. "I'm going to go out with my boyfriend now. Don't wait up!"

"Okay," Lexie yelled back. "Jackson is coming over tonight!"

April sighed as she galloped down over the stairs. She figured that Lexie was just trying to goad a response out of her, so she jumped back in surprise when she opened the door to find Jackson on her doorstep.

"Oh…hi…"

"Hey, April," he smiled weakly. "You look nice." She was wearing a pair of black jeans and a nice top but to him she would look gorgeous in a paper bag.

"Thanks," she whispered. She continued to stare at him until she laughed awkwardly. "Where are my manners? Come in!" She opened the door for him and turned around so that she could call up the stairs. "Lexie, Jackson is here!" She glanced down at the bag of takeout in his hand and inquired, "Are you studying tonight?"

Jackson shook his head. "Nope, just hanging out. Are you going out with Alex?"

She nodded meekly. "Yeah, yeah, I am."

"Well that's great, have fun," he forced out.

Jackson shoved his hands into the pockets of his jeans as he smiled at her. She seemed a little perturbed by his reaction and he wasn't sure how to feel about that. She knew how he felt about her and she had picked another guy. It was going to take some changes and a big gesture on her part to shift the status quo. She had asked for his friendship and that's what he was giving her. He wasn't about to give her anything else anytime soon. That's what he firmly told himself anyway, but he knew that he was a little weaker than he should be when it came to her.

April placed her hand on the doorknob again and started to slip out of her apartment. "Have a good night," she told him half-heartedly.

Jackson closed his eyes and sighed as the door closed behind April.

"No, don't do that," a voice called from behind him. "Don't be all mopey."

He spun around and faced Lexie with a mixture of happiness and annoyance. "I am not moping. I'm pining," he corrected. "There is a difference."

Lexie passed him on the way to the living room. "Either way it's pathetic," she chuckled.

"Oh trust me, I'm aware."

He followed her into the living room and sat down on the couch. He laid the bag of takeout on the coffee table in front of him. He was trying to focus on work, and working out, and he was even developing a budding relationship with a cute paramedic. But he couldn't stop thinking about April Kepner. If he didn't care about her so much he would hate her. He would hate her for what she was doing to him.

"Who broke her?" Lexie asked casually as she sat down beside him.

Jackson furrowed his brow in confusion and stopped unpacking the bag of food that he had brought. "What do you mean?"

Lexie scoffed, "Come on, Jackson. I know that you were raised with a silver spoon but surely you realize that not every family is as perfect as the Averys." He continued to stare at her in bewilderment and she sighed. "Someone damaged her. When someone damaged me, I turned to drugs, maybe April turned to medicine." She shrugged before she added, "I just know that you don't think that little of yourself for no reason. You have to take responsibility for your own actions but there's always a reason."

"Did you talk about that in group?" Jackson asked curiously.

"Yup," Lexie admitted rather proudly.

Mark strode into the skills lab and pleasantly greeted his favourite student. "Good morning, Kepner!"

"Hi, Dr. Sloan," she murmured glumly.

Mark frowned as he sat down on the stool next to her. "What's wrong?" He asked curiously. She was typically much perkier than that.

April laid her instruments down and removed her surgical glasses before she turned to her mentor. "I'm starting to regret a decision I made a little while ago," she confessed.

"You're not regretting picking plastics over peds, are you?" He inquired worriedly.

"No! No! Definitely not," she assured him swiftly. She loved plastics! She had gotten to do a face transplant; it didn't get much cooler than that! "It's just that I…I…" She stopped talking and blushed. "Its personal, I really shouldn't be talking to you about this."

Mark grinned. "Kepner, I told you about me and Derek. I sent you a picture of my kid," he chuckled. "I think that we're past that."

April laughed softly as she nodded. That was certainly true. They had a different student-teacher relationship than anyone else in the hospital.

"Is it boy drama?" The attending probed gleefully. "Because I can probably offer some insight if its boy drama."

"It is boy drama," she giggled.

Not too long ago, she had lead Jackson on. It had taken her a while to realize it but that's exactly what she had been doing. Now she felt like she was leading Alex on because all during their date last night, she hadn't been able to stop thinking about Jackson. He was on her mind all the time and he made her happy. The majority of the time that she was with Alex, she wasn't happy and she knew that he wasn't either. It was like they were acting in this carefully written play; they were going through the motions.

Lexie was right, she tiptoed around her boyfriend.

"Well my advice to you, Kepner, is to be with the one person you think about all the time, the one who thinks about you too," he spoke sincerely. "I wish that I was all someone thought about."

April tilted her head and smiled at him thankfully. He could be really sweet when he wanted to be. People unfairly gave him a really hard time. He had a really good heart. "Thanks Dr. Sloan."

"No problem," he smiled. "Hey, did you hear that Christopher Avery is in the hospital?"

April's mouth dropped open in shock. Jackson hadn't mentioned that to her. "No, I didn't know that."

"He's probably going to be looking for residents to scrub in with him." Kepner slid off of her stool and he encouragingly smacked her behind. "Go get 'em!" She looked at him over her shoulder and he grimaced at her uncomfortable expression. "That falls under that sexual harassment talk you gave me, doesn't it?" He asked sheepishly.

"Definitely," she responded quickly.

He held his hands up apologetically. "Sorry! I've never taught a female resident that I wasn't also sleeping with. I'm trying here!"

She couldn't stop herself from laughing as she walked towards the doors. "I'll see you later, Dr. Sloan."

"Jackie!"

Jackson spun around with a smile as he recognized a familiar voice address him by his childhood nickname. "Dad!" He grinned widely. He laid his chart down on the nurses' station and strode towards his father.

Christopher Avery embraced his only child and happily patted his back. "How are you?"

"I'm great, how are you? Where's Mom?"

His father rolled his eyes playfully. "Your mother is in a meeting at Seattle Pres. That hospital might become the Harper Avery Foundation's newest investment."

"And that was all Mom's idea, I assume?" Jackson asked with a laugh. His father loved surgery, he could operate all day long and be content, his mother was the one who wanted to take over the world. She made all of the business decisions.

"Absolutely," Christopher chuckled. He wrapped his arm around his son's shoulders and began to guide him down the hallway. "So, how is everything? Trauma? Boards prep? Tell me everything," he prompted excitedly.

Jackson smiled as he began to answer his father's questions. Sometimes it was a little stressful, but, overall, he always loved when his parents came to town for work. He and his father had always been able to talk about everything and his father was the one who had stood up to his grandfather when he had decided to specialize in trauma. His father knew all about standing up to Harper and dealing with the pressure that the surgical world put on Averys, but his father had turned out just fine, and he was confident that he would to.

When he saw his mother, she would immediately start asking questions about his love life so he was glad that he could talk to his father about work and everything else.

"So, you're helping Dr. Torres with a piggyback transplant?" Jackson questioned. He knew that his father was here for a surgery that was scheduled for tomorrow but he hadn't asked for details until now.

Christopher nodded. "Yeah, its delicate, I treated the patient years ago, and Ellis called me in for a favour. It should be fun," he smiled widely. "Any cardio residents worth talking about?"

"Cristina Yang is brilliant," Jackson answered honestly. "She'll impress you."

"I'll see you later, son," he announced with a smile. He had to leave to meet Chief Torres and talk to their patient. "Your mother told me to tell you that she'll definitely be here for lunch."

His father had been right; his mother had made it to Seattle Grace in time to have lunch with him. She was content to eat in the cafeteria, probably because she could observe everyone around them and his reactions to them. He tried to talk to her about her meeting and the Foundation, but she only wanted to discuss one thing.

"So, baby," she began as she pushed her fork through her salad. "Are you seeing anyone?"

"No, Mom," he answered with a sigh.

"Any prospects?" She pushed.

He shook his head. "Nope." He certainly wasn't going to tell her about his regular flirting with Clare the paramedic, and April was off limits. "I'm focusing on my Boards right now, and getting ready for interviews."

Catherine smiled lovingly. "Your career is going to be fine, baby. You're smart, you're talented, and you're disciplined. I'm not worried about your career; any hospital is going to be lucky to get you. I'm worried about your heart."

Jackson opened his mouth to respond but a familiar figure caught his attention. April had just entered the cafeteria with Meredith and his eyes followed her across the room.

His mother noticed that he was distracted and she smiled knowingly. She looked over her shoulder and spotted who he was staring at. "Who's the red-head?"

"Um, that's April," he coughed. "We were interns together at Mercy West."

Catherine nodded. "Yes, I remember her. She looks very different now." She continued to watch her son watch the red-head and she wasn't sure if she had ever seen a woman capture his attention like that. "How long have you been in love with her?"

Jackson coughed and spluttered as he felt a bite of his sandwich go down the wrong way. "What?" He finally choked out.

Catherine simply continued to smile at him. "You're in love with her," she stated matter-of-factly. "I'm just wondering for how long."

Jackson looked down at the tabletop and scratched his head. He had never been very good at hiding things from his mother. "A while, I guess," he confessed shyly.

"And does she know?"

He shook his head. "No, she's…it's complicated."

"Simplify it," she encouraged with a grin. She reached forward and patted his hand comfortingly. "Love is always complicated, but it's worth it, just look at me and your father."

Jackson nodded with a smile. His parents were so happy together, and that's what he wanted…and he wanted it with April.

April stumbled to her front door because the incessant knocking would not go away. She looked into the living room and saw Lexie slowly get up off of the couch with a blanket still wrapped tightly around her.

"It's definitely one of your boyfriends," she muttered grouchily. "I'm going to your room."

April merely nodded and waved her hand towards the staircase before she opened her front door. She wasn't surprised to see Jackson but she was confused about what he could possibly want to say to her. And she didn't think she was ready to talk to him. She wasn't ready to tell him that he was all that she thought about.

"What are you doing here?" She asked sleepily.

He stared at her with the saddest expression before he spoke. "Who hurt you? Who made you think so little of yourself?"

She grimaced and took a step back without even realizing it. But that small action allowed him to step inside of her home so that she couldn't escape his questions.

"Jackson," she pleaded. "I don't…I…I don't know what you're talking about," she lied.

He stared at her intensely as he reached out and gently took her hands. "Just tell me, please," he whispered. "I want to know. I need to know." He loved her and he needed to know what was keeping her from letting herself be with him. He was combining the things that Lexie and his mother had told him. He needed to know who broke her so that he could simplify things between them.

She sighed before she peered up at him. He looked so sincere and so concerned, and she knew that if anyone deserved to hear this story, it was him.

"When I was a sophomore in college, my older sister Libby died in a car accident. She was hit by a drunk driver. Libby was perfect in every way and her death really tore my parents apart. That's when I decided to become a surgeon," she sighed, "but it didn't matter, it's never really mattered, my parents, especially my father, take every opportunity that they can to remind me that I will never be Libby. I was never as good as Libby."

As he listened to her, everything fell into place for him. Everything made so much more sense to him now, why she was with Karev, why she had decided to specialize in plastics, her feelings about God, even her decision to abstain from alcohol for as long as she had. And he could only imagine how she felt, when the people who were supposed to love you the most constantly told you that you weren't good enough…no wonder she had difficulty believing that she deserved good things.

He moved his hands up to her shoulders and began to rub them soothingly. "How come you never told me?" He asked quietly.

"I don't tell anyone," she replied honestly. "I've never told Meredith. I've never told Reed. It's not something I talk about."

"Well, I'm sorry," he whispered tenderly.

She smiled up at him. "Thank you, Jackson." He didn't say anything else and she could feel the change in the air between them. She cleared her throat before she stepped out of his hold. "You should probably go now."

She didn't want to toy with him anymore. She needed to have a conversation with Alex first, and then she would decide what she wanted from Jackson…what she wanted with Jackson. She knew that she was screwed up and she really didn't want to drag him into that.

"Yeah, I probably should," he breathed.

There were so many things left unsaid as Jackson reluctantly reached for the doorknob. "So, I'm going to walk away now," he told her slowly.

Even though he said that he was going to leave, he remained still and continued to stare at her with those gorgeous eyes of his. "You have to stop looking at me like that," she demanded tearfully.

"Like what?" He asked her with a small, smug grin.

"Like you can give me everything I've ever wanted."

"I can," he responded firmly. He had no doubt that he could give her everything, he wanted to give her everything.

April sighed disbelievingly, "Don't say that if you don't mean it."

"I mean it," he smiled. "I really mean it."

A/N: In a world where Ellis Grey isn't sick, I figured that it would be interesting to give Jackson a father that didn't burn out and leave him. Hence, the happy Avery family. I hope that you enjoyed that twist. Christopher and Catherine will be in the next chapter as well.

Please leave a review! :)