Disclaimer: I own two t-shirts and the DVD. That's it. And one day I will own Patrick Dempsey (buahahahaha!)

Anyway . . . this chapter is the one I've been waiting to write since I thought of this fanfic. I'm really excited about it. Seriously, just look at the song I chose (and no this isn't a sex scene). So I hope it turns out well . . . enjoy!

Btw this is another one of those chapters when you see the same thing happen to Mer and Der just from both their perspectives.

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Meredith's POV:

It's 4 o'clock in the morning. I'm sober now, tossing and turning will do that to you. I can't sleep. I want to blame it on drinking too much. I want to blame it on nervousness about tomorrow when I start the process to transfer home. I want to blame it on sleeping away from my daughter. I want to blame it on the moon being too bright. I want to blame it on everything.

Everything but the man curled up asleep on my couch downstairs.

But my mind seems to always go back to him, it always has. Every time I close my eyes I see his face when he leaned in to give me a kiss goodnight. On the cheek of course. I wanted more. I didn't know exactly what I wanted, or if it was good to want, but the want was there. I wanted more.

Without thinking I let my feet hit the floor and travel quietly downstairs.

"Derek?" I whisper to the body on the couch, hoping he's not asleep.

"Mer?" his voice sounds rough, reminding me of all the nights we spent together. He flicks on the light. "What's wrong?"

I study him, his hair messed from sleep, in need of a shave, dressed only in boxers and a t-shirt, the blanket covering just his legs now that he's sitting up. "I can't sleep." It sounds stupid. Not much he could do about that.

"You can't sleep," he repeats.

I look around awkwardly, trying to think of an appropriate escape. I came down here without thinking. Now I don't know what to do. "Umm, I guess I'll just . . ."

"Come over here, Mer. Come lay with me for a bit." Derek says shifting over on the couch to make room for me.

I slowly walk towards him. My eyes don't leave his for a second. I lied down beside him, feel my heart beat pick up and wonder how is this going to help me sleep.

"Isn't that better?" his voice sounds like he's having a hard time getting it out. I just nod my head in response, not willing to try my own voice.

In slow motion I watch him lean over and grab the blanket to pull over the two of us. I watch him lean back down to lay beside me.

And suddenly he is there. Beside me. The couch is small; our bodies are pressed against each other closer than they had been since that night in the exam room. I feel his warm breath on my cheek and a cold chill runs down my back. Tears prickle my eyes, but I blink them back. His arms wrap around me, and instinctively I lean in closer, looking for his warmth and protection. Looking for something I'm too afraid to name.

"Oh, Mer," I hear him whisper into my hair, giving me a little kiss on the head.

"Derek," I respond holding onto his arm, not wanting to let go.

The arm that's behind me moves closer to my head, and he runs his fingers gently through my hair. With each stroke my head tingles in the most delicious way. "Shhh, sleep Meredith. Just go to sleep."

"Der," I whisper, my head finding his chest.

And then I begin to hear a small whispered voice about my head, he's barely moving his lips, barely making a sound. But he's singing. "Every long lost dream led me to where you are, others who broke my heart they were like northern stars . . ." Derek can't sing. Nor do I like country. This I like. I lean into his chest and for the first time that night; listening to his soothing off-key voice I begin to feel drowsy.

Leaning into him and listening to his voice comfort me I'm suddenly overcome with a feeling of rightness. This is me; this is where I'm supposed to be. Curled up in Dr. McDreamy's arms, falling asleep and waking up beside him.

As he finishes the song I pull back to meet his eyes. We find each other through the darkness. And hold the gaze. I just keep looking at him, even as I feel my eyes start to droop shut. I want his face to be the last thing I see before bed. So I keep looking.

"Mer," he whispers in the dark.

"Der," I whisper back, through my tiredness noticing for the first time the nicknames rhymed. My hands have found the back of his head, and are now running through his incredible dark curls.

I feel his chest move against mine as he takes a deep breath. And then he leaned forward, and his lips found mine. Finally. The kiss was short, simple, quick. Not a kiss to get me worked up and ready to jump him, but a kiss to say goodnight, a kiss to say I love you.

He pulled me into his chest again, and listening to beating of his heart, I fell asleep within seconds, smiling at the taste of McDreamy on my lips.

I'm on my knees
only memories
are left for me to hold
Don't know how
but I'll get by
Slowly pull myself together
There's no escape
So keep me safe
This feels so unreal

Nothing comes easily
Fill this empty space
Nothing is like it seems
Turn my grief to grace

Derek's POV:

It's 4 o'clock in the morning. I'm sober now, tossing and turning will do that to you. I can't sleep. I want to blame it on drinking too much. I want to blame it on the couch being too small to fit well on. I want to blame it on worrying about my daughter who slept at a stranger's house. I want to blame it on the moon being too bright. I want to blame it on everything.

Everything but the woman that is sleeping upstairs, in the bed we used to share.

Like every night since that day we met in the bar, my mind can't seem to escape her. She's everywhere. She's everything. When I kissed her goodnight before she headed up, I gave her a chaste peck on the cheek, wishing it was more. But more just didn't seem to be possible.

I heard soft footsteps come down the stairs; I held my breath hoping it was Meredith. "Derek?"

I let out my breath, relieved it was her. "Mer?" I question. I sit up and turn on the light.

My Meredith. Standing there looking beautiful and restless, wearing the Dartmouth shirt I love so much, and a pair of black sweat pants. I wanted to sweep her off her feet and onto the couch. "Is something wrong?" I ask, wondering why she was standing there.

"I can't sleep," she told me.

"You can't sleep," I repeat for lack of anything else to say.

She starts looking around, I notice the look on her face, and she's scared and uncomfortable. She didn't seem to know what she was doing down here either. She makes a quick comment about going back upstairs, and a quick move to do it as well. Without thinking I start to shift over on the couch, to make room for her. "Come over here, Mer. Come lay with me for a bit." I suggest.

She doesn't respond, but leaves the stairs and starts walking towards me, keeping eye contact and still looking a little frightened. She climbs in beside me, and I feel her cold feet make contact with my warm ones. "Isn't that better?" I ask as I grab the blanket and go to lay back down.

My senses are overwhelmed by lavender. Her hair curls beside me face, filling my nostrils with the smell I had missed so much. No other could ever match it for me, not even a girl that used the same conditioner. Just Mer. I wrap my arms around her, not knowing if she'll accept it, but too caught up to not do it. I feel her shiver as our skin makes contact, and shiver a little myself when I note that she's not pulling away.

I feel her lean in closer and my heart rate triples; I wonder how I'm going to sleep tonight. "Oh, Mer," I whisper into her hair, not really caring about sleep.

She grips my bicep, "Derek" she says, and her voice sounds desperate.

She feels tense in my arms, I want to pull her closer and make it all melt away, but I have a feeling that won't work this time. Instead my hands find her hair and start to weave their way through it. It makes the smell of lavender more potent, and I almost feel like laughing at the joy of it all. Or crying. I'm not sure which one.

"Shhh, sleep Meredith. Just go to sleep," I hear myself saying.

"Der," is all I hear in response as she snuggles her head into my chest.

I wish I could sing her a lullaby, they worked with Emily. But Meredith has outgrown lullabies. And then a song comes to my head. I don't usually like country, hell usually I hate it. Not to mention the fact I can't sing. But the song fits us. It just seems right. So quietly I sing the words, wondering how I know them and hoping that it works. That Meredith doesn't just cringe and roll away. But I feel her body relax into mine.

I think she is falling asleep but as I finish the song she pulls back to find my eyes. I know she hates when I stare, but I just can't help it. Her eyes always manage to captivate me. And this time she's not pulling away. So I look, I just take it all in, breathing slowly, wanting to enjoy the moment that has taken to long to come. "Mer," I whisper, not sure what I want but wanting to hear her name on my lips regardless.

"Der," she responds. I feel her hands weave through my hair, playing with the dark curls she managed to make me love.

Our eyes are still holding each other's. We're both breathing shallowly, anticipating what may come next. I take a deep breath, bracing myself for the fear that I may be pushed away. And I lean forward and find her lips with mine. The kiss was fast, not rushed, just quick and simple. Not enough to start anything, but enough to tell her goodnight and that I loved her.

We pulled apart and I tugged her in closer in my arms, feeling her heart beat race against my stomach, my own racing against her head. Hers slowly starts to slow down and her breathing becomes more even as she falls asleep entangled around me.

I soon follow, smiling at the taste of Meredith on my lips, thankful to be where I am.

Izzie's POV:

It's always my luck, 4:30 in the morning and I manage to be the only person that has to be up that early. George has the day off, and the others, the ones that don't live here; they get to sleep in too. I'm always the early one.

I quietly tip toe down the stairs hoping not to wake George or Meredith up. I may be bitter but I'm not evil.

The sight that catches my eyes when I reach the bottom nearly makes me fall.

Meredith and Derek lay there, curled up on the couch together, covered by a blanket, smiling in a peaceful way that can only come with a happy sleep. Meredith is basically buried in his arms, and they both appear to be holding on for dear life.

In their minds, they probably are.

I feel a tear gather in the corner of my eye, and make a quick move to wipe it away. Derek had become a friend, he took Meredith's spot when she had ran. We were alone. We needed each other.

I was happy he didn't need me anymore.

I close the door quietly behind me, hoping not to wake them up. They'll make a cute McFamily I thought as I headed towards the car.

Longest chapter ever, but I think it was worth it.

And yeah, I threw in Izzie's POV this time. Mainly because I wanted the image of Meredith and Derek in the early morning, still curled up fast asleep and smiling. Doesn't it just make you want to cry? Don't worry, other POVs will probably not appear again . . .I can write the other character but don't feel confident enough.

You know the drill . . .read, love, review.

And hahaha, can you just imagine Der singing? The man is sexy as all hell, but really? But I liked how it fit, so he sings now. Lol.