A/N: I hadn't intended on writing about the aftermath Derek's funeral, but to go forward, we have to go back... and I think this is helpful backstory for Amelia, Meredith, and Lexie as we go on presently.

Anyway,

Enjoy!

Amelia regarded the younger Grey.

Sisterhood was a complex thing. Navigating the social waters, figuring out your role in relationship to everyone else. Growing up in the Shepherd clan, it was actually pretty easy. Amelia was the screw-up, the black sheep. The one no one counted on or trusted. Simple as that.

She'd tried so hard not to be that here, but failed horribly. Wedging herself in, she inserted herself into the tenuous Grey sisterhood, because she felt closer to them than blood. Granted, she'd screwed that up now. But...

Meredith was so strong. She'd overcome every obstacle in her path, determined to stay alive and keep doing what she'd been gifted to do, save lives. And Maggie, though she was a new arrival, she was fierce, and loyal and protective... and also warm to those she loved. Lexie and Meredith were so different. But Lexie had always been there for her sister, through everything.

So it made sense that she would be upset about this.

Amelia squeezed her coffee cup and bit her lip. Meredith hadn't meant to tell her... Amelia had just been in the wrong place at the wrong time.

Or maybe the right time...

Five years ago:

"I mean, really," Nancy's voice cut through the din in the living room straight to Amelia,who sat near Addison. "It must be the Shepherd curse. Our father, and now Derek… Both shot. Dead at the prime of their lives."

"Mr. Clark offed himself, at least." Kathleen mentioned bitterly over her glass of punch.

"Mr. Clark was a sick man," their mother commented.

A vague and frightful shadow of a memory surfaced in Amelia's mind. Two shiny pennies. Rough wooden floorboards. Men... shouting. She stood up from the table,"I can't take this anymore," she announced.

"There you go," Nancy said. "Running again."

"No!" Amelia defended. Nancy didn't get it. Nancy wasn't there, that day at the store. She didn't know how it felt to be completely paralyzed, stuck, numb... "Taking space is not running."

"I told Derek to take space, once. Like he listened. Instead he ran back to..." Nancy's gaze drifted to Meredith. She shook her head. "You know, when Derek takes space, he takes a whole three thousand miles," Nancy not so subtly aimed the volley in Addison's direction, cocking her head to also look at Mark sitting on a stool, staring at the Grey sisters on the couch.

"Girls, that's enough," Carolyn snapped. "Derek chose to come to Seattle, he chose to stay. And he chose to be happy here with Meredith. Let's not play accusory musical chairs when we already know who to blame."

That shut them up.

For a moment.

"Nance, weren't you the last to speak to him?" Lizzie changed the subject.

"Oh… I haven't spoken to him since… I think honestly since I met Meredith. I mean, we kept tabs with him on Facebook but…" she trailed off. "We're not very good at communicating."

That was an understatement. The Shepherd's were notoriously bad at keeping in touch. Between her three older sisters, there were fourteen kids, four husband's, (one an ex) and their high powered careers. Unless you were within a 100 mile radius or a short train ride away, you were invisible.

Hence Derek's, and later Amelia's, three thousand mile need for 'space.'

"I just wish I'd called him or something," said Liz. "I can't remember when we last spoke."

Amelia remembered. It was painfully sharp and clear. He told her, 'You're a screw-up. I don't want anything to do with you.'

She told him, 'Fuck off.' Those were their last words to each other.

"...Do you think she looks okay? She looks sick." Kathleen said of Meredith when Amelia finally dialed back in the conversation.

"She lost the love of her life," Addison said grimly. "Of course she's sick."

"Or pregnant," Nancy blurted.

Addison rolled her eyes. "Really..." But she leaned to look over at Meredith, analysing Derek's post-it wife, aka the 'slutty intern' intently. "Really?"

Amelia couldn't believe her ears. Her damned judgmental sisters never stopped. Not even at a funeral. Without another word, she left the group.

Wandering into the kitchen, she picked at some appetizers, opened up the cupboards, looked for… something. Ah. Derek's bottle of Johnnie Walker single malt sang to her.

Alcohol. Perfect.

Of course she couldn't drink this in public. Amelia slid off her blazer and used it to hide the bottle as she made her way upstairs. Tip-toeing down the hall, she checked doors until she found the bathroom. Yet another door beckoned from down the hall. It could only be the master bedroom. Maybe Derek was there, hiding from his sisters when they got too much for him. Maybe she could talk to him, tell him… Something better than 'fuck off'. Her hand turned the knob before she realized it.

She stepped into the room.

He wasn't there. But, in a way, he was.

One side of the room seemed distinctly his. A couple button-up shirts hung over a chair in front of a mirror. The open closet exposed ties and a few suit jackets. There was cologne on the dresser beside his alarm clock. She imagined Derek stepping out of the bathroom, fresh from a shower, dabbing some on.

Just like her father did.

The bed was made but rumpled on one side as if someone had lain on top, and on the wall behind the bed, was some kind of painting. Amelia scrutinized it and realized it wasn't a painting. It was a drawing of the lower spinal chord, with a tumor smack in the middle.

She gazed at the tumor, puzzling over it. How would you get it out without cutting the cord? She had no idea. But he must've done it, or it wouldn't still be there. Derek would have painted over it if he failed. He hated failing.

Amelia felt the prickle of tears in her eyes. She'd failed him. Deep down, she felt somehow, she always failed him. And now he would never be around to see her not fail. Hurriedly, she ran to the bathroom and closed the door.

Sitting on the edge of the tub, she pulled out the Scotch bottle and took a sip. So what was the point then? Of trying? She took another sip, trying to reconcile her inner battle. Damn, that was strong stuff.

Suddenly, the door burst open and Meredith barreled in. Amelia had to move fast to keep from falling off her perch. Meredith bent over the toilet, hovering, waiting. After several thick swallows she let the lid down and sat on top of the toilet, tucking her arms around her waist.

Finally she noticed Amelia sitting there with the bottle of booze. If it was possible to have an amused and sad look at the same time, Meredith expressed it perfectly. "You avoiding sisters too?" she rasped.

Her sisters, yeah. And the shadow of her Father's murder... and Derek. "Something like that," Amelia offered the bottle to Meredith.

"No thanks," she said quietly.

Amelia shrugged and took a another sip of the liquid fire. She should give Meredith space, the poor girl. But she didn't look well. Nancy's observation came back to her, and Amelia eyed Meredith more carefully. There was a puffiness that didn't seem to fit with her slim frame, and her bust seemed to stretch the seams of her dress. Not to mention her earlier barfing.

"What?" Meredith snapped.

"Nothing," she shook her head. It wasn't her place.

"It's not nothing! Everyone keeps looking at me! They look, and they stare. Addison. Nancy. Carolyn. All of them. And Lexie won't leave me alone! And Cristina… I just want Cristina, but she was there too and when she looks at me, I-" she shook her head. "I just see it happening all over again."

"They're just worried. It's a sister thing."

"Well you should all stop it. Stop worrying about me."

Amelia looked at her feet. She didn't want to make waves, or enemies. Especially of Meredith who she just met, and who obviously loved Derek with all her being. Still... Derek would be worried. He loved Meredith. "It's not easy," she said. "You don't look well."

"I lost my husband!"

"He would want you to take care of yourself if you're pregnant."

"What?" Meredith jumped up.

Crap, it slipped. "IF you're pregnant," Amelia tried to salvage. But it was out. The word, she said it.

Meredith's expression changed. Her lips turned down in a pained grimace. "Get out," she said. Amelia hesitated. Her jacket was on the floor, she still held Derek's bottle of Scotch. Where else could she hide? Meredith followed her gaze to the blazer and bent to pick it up. "Get out!" she threw it. "Get- Ahh!" In a blur, Meredith stumbled off balance. One hand reached out and Amelia caught her just in time to keep her from tripping into the tub.

"Whoah," Amelia wrapped an arm around Meredith's waist, helping her up.

Meredith panted, her fingernails dug into her shoulder. "Dizzy," she sputtered as Amelia eased her onto the toilet seat.

"Sorry," Amelia said. "I didn't mean to…" she shrugged, unable to explain how her sister's pregnancy radar caused her to imply something she didn't know for sure at all. She put her things down, poured a cup of water and offered it to Meredith.

"Please don't tell them," Meredith whispered. "I can't… I can't...I'm so scared, Amy," Meredith cried.

"Wait, so you- you're-" A brief rush of elation flooded through her. A baby. Derek's baby! Amelia didn't know what to say. If Derek were alive... he'd be so thrilled, he'd be doing backflips in the OR. "Do you want me to- is there someone I can get for you?" Fighting her flight instinct, she thought about how cool it was that a living piece of Derek had survived this nightmare. It was a miracle. A second chance or something.

"It's normal right? Bleeding?"

"Um, spotting is normal, I think." Amelia answered. She'd been around enough OB's and pregnant sisters to know that, at least.

Meredith nodded and rubbed her thighs. "I think… this might be more than spotting," she admitted.

That elation she had earlier? That thrill that made her heart backflip, was gone. No... she thought. No. "Any cramping?"

Meredith rubbed her stomach. "Maybe, I don't know. I feel weird," she said. She doubled over and covered her head with her hands.

Suddenly Meredith wasn't Derek's wife anymore. She wasn't Amelia's sister-in-law. Meredith was a patient. Her actions... her behavior, was frightening. Amelia saw it in countless patients with inoperable tumors or aneurysms. Detachment. Acceptance of the inevitable. "Meredith, you should see a doctor. You could… this could be serious."

There was no response.

"Meredith?"

At a loss, Amelia reached for her blazer and pulled out her phone. It could be bad. She could be miscarrying, or… This house was full of doctors, but she only trusted one of them to help. Maybe she'd failed Derek, but she wouldn't fail his baby.

'Upstairs bathroom.' she texted Addison. 'Nancy was right. Meredith needs you.'

It was only a few minutes before there was a knock on the door. Lexie arrived first, followed by Addison who kicked them both out.

Out in the hall, Lexie stared at her, biting her lip, wringing her hands."How is she?" Lexie asked. "Is she okay?"

Amelia stared back, and suddenly got why Meredith hadn't told her. Lexie was one of the good ones. The hopeful ones. She couldn't understand the complex battle Meredith was in with herself. She lost her husband, and all she wanted to do was disappear. Float away… Drown. But how could she if she was pregnant with his baby?

And if something happened to the baby?

"She shouldn't be alone," Amelia said finally. Then she turned and walked away. It was too much.

Coming out of the house, she stopped on the porch. She breathed fresh air and stared at the blue sky. She'd come to get some peace, to say goodbye, to learn more about her brother. But now she felt more troubled than the last time she stood here.

"Lexie's in love with Karev," Mark said from behind her, "And I can't-" he choked, his tone saying what couldn't be put into words. He still loved Lexie. Amelia turned to Mark. He looked so small. He'd lost his best friend... and on top of that, the person he loved loved someone else. He looked smaller and sadder than she'd ever seen him. He swallowed and shook his head. "It's fucked up. Derek's gone and nothing… nothing will be the same anymore."

"He's gone." Her big brother couldn't protect her anymore. Couldn't keep her safe. She was going to grow up and face things without him. If she screwed up, it would be all on her.

"Addison told me what you've been doing with them in L.A," Mark said. "Derek would be proud of you,"

"I'm not sure," she'd screwed up. A lot. Even here, at his funeral, she felt like a failure, running again. Running away.

"Well, I'd convince him," Mark came closer, his gaze never breaking with hers. "I have some experience in that department."

"I know," Amelia said, staring at him. Yeah, he was sad, but he was still amazing to look at. She'd always had a crush on him.

He caught her stare and returned it, checking her out. "You've grown," he said.

"I'm not little anymore," Amelia shrugged. The last time she'd seen Mark she was probably fourteen or fifteen. He was already in college then.

"No."

Mark stood closer now, and her heart pounded. Derek was gone, and nothing would be the shifted in her as she stared at Mark, or more specifically, his lips. She reached, stood on her tip-toes and crashed her lips onto Mark's. He grunted in surprise but reciprocated just as readily, like he'd been jolted back to life. After all the angst of the day, it felt… freeing… to kiss and be kissed. No strings, no fear or judgment. Just… chemical release. She pulled away. Breathless, they stared at each other. "You could come with me, to L.A," she said impulsively.

But Mark's gaze was over her shoulder. Addison and Lexie were walking Meredith out the door. And the hurt on Lexie's face made it clear that she'd seen the kiss.

Mark slunk immediately. "I can't," he said. "I still love her. I think I always will."

Amelia wasn't going to compete with that. She wasn't in love with Mark or anything. She'd kissed him to connect, to breathe, to feel alive. She took his hand, "Well, thanks for… what you said, and…"

"I know," he smiled somewhat impishly. "Thanks for… listening, you're a good listener."

"Mm," she replied. "You too."

Now:

"I didn't do anything special, Lexie. I didn't convince her to trust me, or stick around to see if she was okay. I was just there, fighting my own... demons and shadows. And then I ran. It was one of the worst days of my life."

Lexie was silent for a long time, arms and legs crossed, one leg swinging as she pondered. "It's incredible... that you get her. She opened up to you, and you didn't even do anything to deserve that trust. Me? I had to fight to make her my sister. And I'm always there for her. For everything, but she rarely acknowledges it."

Amelia sighed, she didn't understand that either. "I'm sorry- I don't-"

"I know, I know. It's just... It hurts. And you kissing Mark doesn't help either."

They sat at an awkward impasse, trying to work this through, work it out so they could get on to more important things... like saving lives. Finally Amelia realized something... "Would it help if I told you I'm jealous?"

Lexie looked up.

"You're amazing. I wish I had a sister like you, who was always there, who'd go through crap for me. You'd do that for Meredith. And I... never got that. My sisters don't talk to me. And Derek... I never got the chance to try to fix it...

"But you and Meredith? You stuck by her, through all her crap, and I'm sure you annoyed the hell out of her... but you being there... She might not ever tell you, but you saved her life, Lexie. You did. You kept her from falling off the deep end. And I'm jealous because I'm not put together enough to be one of those people yet. But you are. You're a great sister. You're great for Mark... he's so alive and happy just to be in your presence. And, you're a great surgeon. I mean, the NIH? The freaking brain trust of America chose you to work on a billion-dollar opportunity, to improve the lives of countless people. You have it all... and what's more amazing to me, is that you're so focused on the people you love, you don't even realize it."

Having spoken her heart, Amelia looked away, staring back at the wall with Herman's tumor. She just wanted to fix something. Anything. If she could fix this rift between her and Lexie, then she could fix this tumor... and then maybe she could fix herself.

Lexie finally sipped her coffee. "You got me a caramel macchiato?"

"Um, yeah, it's you're favorite, right?"

Lexie took another sip. "Can I have Herman's chart?"

Amelia sat up in her chair. What? Was she going to help her? "Sure..." she passed it to her.

"I'm still mad at you," Lexie said. "And I haven't forgiven you yet, but... that was a pretty epic speech."

"Oh."

"And," Lexie looked straight at her, "I guess... I'm glad Meredith wasn't in that bathroom alone."

"Thanks."

"Okay... let's see what we've got."

xxx

A/N: Okay! There we have it! Please review! I still have a lot more to write... but I need your help! Soon, I'll be writing some happy funny chapters with Meredith and Anna and Zola... I would like to hear some stories from you about either raising four and five year olds and the silly things they do... Or what you, as a four or five year old did and how your family reacted... please leave a review or PM me!