Meredith lunges into Derek's lap as the zombie begins to lurch around in the fountain. She hates zombie movies. She really really hates zombie movies. She buries her face in his neck as the loud screeching noise emanates from the creature as it lurches forward to attack. To eat. To kill.

Derek chuckles as he runs his fingers along her curled spine. He can feel her hot, moist breath on his neck as she pants in fear. He sees that her eyes are squeezed shut as he glances at her out of the corner of his eyes and her nails are digging into the skin at the back of his neck.

"It's okay, Mer…it's just a movie," he says softly as he continues to lovingly caress her.

She shakes her head. " No. They look so real, Der, they…they are going to come and get me!!" she says in a trembling voice. All of the sudden she pulls back. "Oh my God!!" she practically screams.

A panicked look crosses Derek's face as he immediately thinks that something is seriously wrong. "What is it?" he quickly asks, his eyes searching hers for any sign of pain.

Her eyes are wide with fear and he can feel her trembling in his arms. "We are on…the top floor…" she manages as her breathing starts to become labored as she nears a panic attack.

He arches his eyebrow in confusion. "Yeah?" he asks slowly.

"WE ARE TRAPPED!!" she yells at him, trying desperately to get him to understand.

"Trapped?? What in the hell are you talking about?" he asks as he narrows his eyes at her.

"The zombies. If they come…we are trapped…no escape…we will starve…oh my God…they will get us…they will eat us alive and I will die having never experienced an orgasm. Oh my God.." she is now pacing in front of him. "Then…then after the torture of being eaten alive in a non-sexual way, I saw that smirk jackass," she remarks as she stops at points a finger at him. "After being eaten alive I will come back as zombie and slowly rot and decay. I…I don't want to be eaten alive, Derek. I…oh God…" she says before the tears start to roll down her face.

He immediately jumps up and envelops her in his arms. "Shhh…" he whispers as he runs his hands up and down her back. "It's okay, Mer," the zombies are not going to get you," he says in the most serious voice he can manage.

She buries her head in his chest, and inhales deeply as the tears continue to flow. "You are laughing at me," she murmurs into his chest.

"No. I'm not," he struggles to say. His face is red from the effort to refrain from laughing his ass off.

She pulls back and her red eyes evaluate his red face before hitting him in the chest. "Yes, you are you ass!" she says seriously before starting to giggle.

Once Derek hears her giggle, he releases the laughter that he worked to hard to hold back. Their mixed laughter feels the suit as tears of joy pour down both of their faces.

After a few minutes the laughter fades, both hold their now aching sides. Derek looks seriously at Meredith through his tear-filled eyes. "Want to watch something else?" he asks sincerely.

Meredith immediately shakes her head no as she bites down on her bottom lip. A surprise expression crosses his face. "No?" he asks shocked.

Meredith leans in close to his ear, her hot breath hitting the sensitive skin of his neck. "I don't like to leave anything unfinished," she says in a suggestive voice.

Derek coughs to clear the large lump that her words create in his throat. "Yeah?" he asks in a husky voice as he tries to recover from the shock of her words.

"Yeah," she whispers softly.

Derek places his hands on her hips, his thumbs rubbing circles on her hip bones. His lips brush against her ear lobe as he whispers, "Me either."

Meredith sucks in a sharp breath as his teeth nip lightly at her ear lobe, a plethora of amazing sensations traveling to her core. "Not fair," she gasps as she fists his shirt in her tiny fists.

He chuckles. "What isn't fair?" he asks lowly as he hands move to her lower back, pulling her body closer to his.

Meredith wraps her arms tightly around his chest, enjoy the feel of his body plush against hers. "Teasing," she whispers into his chest.

This answer results in another deep chuckle from Derek as he leans forward and buries his nose in her hair. "How am I teasing you?" he asks as one of his warm hands travel under the back of her shirt and rest on the bare skin of her lower back.

Meredith mumbles something incoherently into Derek's chest as his forefinger begins to run under the waist band of her jeans.

"What was that?" he asks with a chuckle.

"Movie," she manages to say, hoping to put an end to the torture of being teased and sexually frustrated.

"Hmm?" he asks as he inhales deeply, too lost in the moment to completely understand what she is saying.

Meredith pulls back from him, leaving them both instantly feeling cold and alone. "Movie," she says as she clears her throat in an attempt to regain composure. "We should get back to the movie," she adds for clarity as she stares into the confused, darkened eyes of Derek.

Derek shakes his head in an attempt to displace the cloudiness that has overwhelmed his senses, clouds of lavender. If he didn't know better, he would think he was high. "Yeah. Movie," he manages as they move to sit back down on the couch.

Derek plops down on the couch, his body feeling rather weak from the sexual tension that always seems to exist between him and Meredith. He expects for her to curl up next to him, returning to their previous position before her little freak out, but it disappointed when she sits on the opposite end of the couch. "What are you doing way over there?" he asks in a teasing voice as he reaches out to her.

Meredith stares at his hand for a minute before shaking her head. "I don't think so," she says with a smile.

A frown crosses Derek's face as he cocks his head to the side. "Why not?" he asks in voice of feigned insult.

Meredith turns her body on the couch so that she is facing him. "Because of you and your boy penis," she says to him pointedly.

He can't stifle the chuckle as he stares at her bewildered. "What about me and my boy penis?" he asks as he begins to move closer towards her.

Meredith gasps as he grabs her waist and pulls her body beneath his. His hot breath laps against her face as she stares up into his dark eyes. "Teasing," she manages in a strangled voice.

Derek leans down and buries his face in her neck, placing several soft kisses behind her ear. "Who said anything about teasing?" he asks in a husky voice.

"But," she gasps as he begins to suck on her earlobe, " you said no sex," she whispers.

Derek's lips brush against her ear as he whisper, "I said no sex yet, but that doesn't mean we can't do other things."

Meredith swallows the large lump in her throat as he she feels his growing erection against her leg. "Other things?" she manages to ask.

She can almost feel Derek smirking against her neck. "Yes. Other things. Have you ever done other things, Meredith?" he asks softly, sweetly.

Meredith feels herself blush at her own ignorance and inexperience. Derek notices her silence and finally removes his face from the crook in her neck. He smiles warmly at her as he brushes a few strands of hair out of her face. He leans down to place a gentle kiss on her forehead. He gently pushes himself off of her and stands up. He reaches out to her. "Come on," he gently commands. She looks at him, noticing the obvious bulge in his pants before meeting his eyes.

"Where are we going?" she asks nervously as she bites down on her bottom lip.

Derek smiles warmly at her. "To my bedroom," he states simply.

Meredith nods before allowing Derek to pull her to her feet, excitement and nervousness coursing through her body as his hand grips hers firmly. This is going to be a long night, and she can't help but forget about the zombies, the dead mommy, and the absent father as her thoughts are on the immediate future and not lingering in the past.

This update...almost didn't get posted...i'm on a different computer and it's being a bitch and it took me forever just to get this up and it was really pissing me off...I'm supposed to be studying...so yeah...this update is for Rina for her birthday...and yeah...I don't have my laptop right now because i had to send it off...and I have to go take a make-up final on Friday...so I don't know when the next update will be. Hope you liked it.

-Marci