"Are we still not having sex?" Derek murmured in Meredith's ear, waking her up. They were laying in the oversized bed at the bed and breakfast, curled up in each other's arms. Derek had her in the circle of his arms, and she was pressed up against him, spoon fashion. From the hardness pressing into the small of her back, she gathered that he was eager for an answer. Rolling over she turned to face him, he was giving her a sexy lazy grin.

"You took advantage of me." She accused him.

"Me? I would never take advantage. I tried to stop, I definitely remember trying to stop." He said, giving her his best innocent look.

"You took advantage of me, " she said again, climbing on top of him, and easing herself onto his arousal. "Now you can say I'm taking advantage of you," she groaned, as she started to find her rhythm.

Derek cupped his hands around her tiny hips and helped guide her, too lost in sensation to form words. He lifted her up and down on top of him, satiated from the numerous times they had made love last night, he was able to go slower and take his time. Meredith's neck was arched back, pushing her breasts out, and her hair was spilling down her back. She looked like a Grecian statue of a goddess on top of him in the throes of ecstasy.

"Mer… " he called her name in a husky voice. She looked down and met his eyes, he could see her pupils were dilated and her face and chest had taken on a flush. She was starting to make those breathless little gasps she made in her throat, the ones that made him want to explode. He continued to help her move up and down on top of him with one hand, but took his other hand and used his other to find her clit, brushing against it with the pad of his thumb, and then rubbing it in circles. She started to tighten up around him, and he felt her start to cum. Instead of giving in and finishing with her, he kept his rhythm steady while she came, which made her moans grow louder and more desperate. Continuing the pace, he started to drive a little deeper inside of her each time, and it wasn't long before he felt her start to tighten more around him, if that was possible. Waiting until he felt her just peaking, he finally relaxed and let go inside of her, which allowed him to feel her go one third and final time.

Meredith collapsed on top of his chest, and they both lay there for a few minutes catching their breath. Finally she lifted her head up, and pushed her hair out of her face before she said, "ok.. that no sex rule… stupid. "

Derek grinned at her before he realized he needed to clarify. "The no sex with either one of us rule?"

Meredith looked at him for a minute letting him suffer. Then she giggled. "I'd really be a whore in that case".

"Are you going to tell Finn when we get home?" he asked her.

"That we had sex 29 times, all night?" she asked him amused.

"That you're done dating him, actually is what I meant." He said, seriously.

"Oh." She made that cute little mew with her lips, "I hadn't thought about that."

She shifted off of him and laid down beside him.

"You hadn't thought of it?" he asked her incredulously. "what's to think about?"

Meredith turned to look at Derek. "I'm just not ready yet."

"Ready for what?"

"I'm not ready to be in an exclusive relationship with you yet, I have to build trust again, and you're still married." She gave him a pleading look.

Derek reached over and kissed her on the forehead. She had a point he hated to admit. "As long as you at least don't 'take advantage' of Finn I can live with that." He told her understandingly.

Meredith smiled. Derek got her. It was nice to have someone who got you like that. "Didn't you make day plans for us?" she asked him changing the subject to a more light topic.

"I did, but isn't this much better?" he teased.

"I just don't want to wear you out, you being a hard working, overstressed, middle aged man and all."

"Middle aged! You think I'm middle aged?" Derek exclaimed.

Meredith giggled. He was too easy sometimes. Giving her best smirk, she shrugged, enjoying his angst.

"Well, it's not like I need Viagra anyways, I think we proved how middle aged I was last night and just now." Derek continued.

Meredith just shut him up with a long deep kiss.