'Meredith, she was too far gone, I'm sorry,' Meredith took a step back. Derek put his arms around her as she collapsed onto him. She wasn't crying but she couldn't stand. Derek was holding her up when she finally began crying. She couldn't hold it in any longer. The sobs consumed her body.

'I have to tell Richard, myself' Meredith lifted her bag and headed for the front door.

'Meredith, wait…call him in, don't do it at his home,' Meredith stopped and turned to face Derek.

'Ok,' Meredith went along to the on call room and lifted the phone.

'Adele?'

'Yes, Meredith?'

'Yeah is Richard there?'

'I'll go get him,' there was a long pause before a groggy, sleepy voice answered.

'Meredith, what's wrong?'

'Richard, I need you here, please don't be long,'

'Meredith, what's happened?'

'Please, Richard, I'll explain when you get here,' Meredith put the phone down and sat on the on-call beds. She had never imagined that her mother would die. It was a total shock to her system. Derek stood at the door and watched her. He felt so bad. He was the one that had performed the surgery on her mom; he was the one that tried to save her but failed.

'Meredith, I'm sorry,'

'Derek, I know you tried your best,'

'I'm so sorry,'

'Derek shut up and come here,' Derek sat next to her on the bed and hugged her. Pulling himself back so he was leaning against the wall he could feel her heart beat slowing down. She was beginning to calm down.

'I have to go and meet Richard,'

'You want me to tell him?'

'No, I want it to come from me,'

Meredith slid off the bed and left Derek sitting on his own. He felt responsible for her death. Meredith stood outside in the rain waiting for Chief to arrive. She tried to prepare herself and what she was going to say to him but she couldn't think of anything to say. The silver Mercedes pulled up right outside the hospital. Meredith wiped the rain from her face and brushed the hair out her eyes. Richard stepped out the car and took a deep breath in. He could see Meredith standing in the rain.

'Meredith why are you standing out here? It's pouring down with rain'

'Chief we need to talk,'

'What's happened Meredith?'

'She's…she's dead,' the words hit Richard like a ton of bricks. He wrapped his arms around Meredith and started crying. He may not have left his wife for her but he still loved her. Meredith could sense how he was feeling and guided him into the hospital. He collapsed on the seats in the hospital lobby. Derek stood looking down as his Chief, mentor and past professor broke down because he couldn't save a life. It was killing him inside. Meredith was kneeling down in front of him, holding his hand and trying to comfort him.

'What happened?'

'She bled into her brain, Derek tried to stop the bleeding but it was no use, she was too far gone,' Meredith could feel herself beginning to break. The tears were stinging her eyes when the banks burst and she couldn't stop. Richard pulled her up and she was sitting on his knee, crying into his neck.

'It's ok…it's ok,' Richard was feeling the same as Meredith but it took her crying to realise that he wasn't the only one to of lost somebody and that Meredith had lost her mother.

'I'm sorry, I shouldn't be doing this, you're my chief'

'Meredith shut up,' Meredith stood up and headed for the elevator.

'I'm gong to see her, do you want to see her?'

'Only if it's ok with you'

'Come on, I need you with me,' Richard stood up and followed Meredith up into the elevator. Derek went and went into Ellis Greys room.

'I'm so sorry,' Leaning back against the wall he could sense that he wasn't alone.