a/n: so sorry that the last couple chapters have been kind of depressing, but haven't you ever heard the saying 'it has to get worse to get better'? probably not since i just made it up... anyways i'm kinda just writing this not thinking about it so blame my fingers, not me. apparently my fingers think addison has a self esteem problem, as is evident in this chapter...

disclaimer: ditto everything i've written in previous chapters

Alex was sitting at home, contemplating what he was going to do about Addison, when there was a knock at the door. He got up and answered it. He was shocked to see Holli standing there in a dirty jacket and pajamas. She made a sobbing noise and flung herself into his arms. He hesitated for a moment before wrapping his arms around her. She wasn't Addison, but she was pretty damn close (I don't mean this to sound weirdo perverted, I just meant that Addison and Holli are really close. Sorry if you thought that was obvious and this is stupid, but kids at my old school had strange minds, so I got used to having to explain myself. Anyways, carry on). "What is it? Are you okay?" But all she did was sob.

"Holli, what's going on?" he asked, gently, but quickly losing his patience. "Where have you been?"

She finally calmed down enough to actually manage to speak. "Nowhere," she answered. The truth was she had been living in an old abandoned warehouse with about ten other people. And it was awful. She had no money for food so she was just as thin if not thinner than Addison was. Her hair was disgustingly greasy and she looked like she hadn't showered in days. She had done the best job of cleaning up that she could, but it was hard in a public bathroom. Her skin was pale and her eyes had none of the fire that was usually there.

"You had to be somewhere. It's physically impossible to be nowhere."

"I was somewhere that might as well have been nowhere."

"Why are you here? Why aren't you at… Addison's?" he had to pause before he could say her name. It was the first time that he had said it out loud since the night they had broken up.

"She hates me," Holli said matter-of-factly.

"She doesn't hate you. She could never hate you."

"Well, she certainly doesn't want me there. Why aren't you there?"

"Because we broke up."

"Which reminds me, why did you break up?"

"Because I caught her with Mark Sloane."

"No!" Holli gasped. "Like, with him with him or just with him?"

"With him."

"So you broke up with her because she was talking to him?" Holli asked.

"They were more than just talking…" Alex weakly defended his decision.

"Were they kissing?" Holli sounded like she was talking to a three year old.

"N-no," he stumbled.

"So you broke up with her because she was talking to him? And probably more like he was talking to her. Have you been paying any attention at all, you dumbass? He always talks to her and bugs her and she always blows him off. She doesn't want him! She wants you! He wants her but she doesn't want him because she has you! Well, had, until you were a moron and jumped to conclusions and ruined everything!" Holli yelled.

"They were pretty cozy," his voice got smaller with each word, knowing that he was defeated but not wanting to admit it.

"Have you not noticed that he gets into her space anytime they talk? And she always tries to get him to leave her alone, but it never works? You are so clueless!"

"You weren't there, how would you know?"

"Because I've seen the two of them together and I know Addison. And I know that Addison would never do anything like that anymore. Maybe once upon a time yes, but now? No."

"It doesn't matter anymore," he mumbled sinking onto the couch. "She probably hates me."

"She couldn't hate you. It's not possible."

"Yes it is."

"My God, you're so stubborn! If you would stop and listen to me for one second then you would know that it's not possible! You need to stop being so proud and go talk to her."

"You're not going to," Alex pointed out.

"That's different, she doesn't want to talk to me, but she wants to talk to you. So you need to go talk to her. Go now!" Holli ordered.

"I feel like I should at least feed you or something…"

"Don't you even think about it, Alex Karev. Go talk to her. Don't worry about me, I'll just raid your kitchen."

"Alright Carpenter. Don't burn the place down."

"Oh, just go already."

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Alex ran to her house, but she wasn't there. Then he recalled that she was on-call that night and was at the hospital (he always checked her schedule). So he sprinted there. By the time he reached the hospital he was sweaty and his legs were screaming at him, but he wasn't in the least bit tired. He saw Miranda and ran up to her. "Any idea where I can find Addison?"

"I think she's taking a quick nap at the moment. Why? What are you up to Karev?" she asked, her eyes narrowing. But she didn't get an answer as Karev was sprinting up to what he knew was Addison's favorite on-call room (it was the same one that they had first slept together in).

He walked in and found her lying on a bed, crying quietly. A strong wave of protectiveness washed over him. To the rest of the world, she was Addison Forbes Montgomery, aka Satan. She had no known emotions and was never hurt. To him and Holli and Callie, she was just Addi, the woman who hid behind her reputation and dove into her work so that she wouldn't be crushed anymore than she had been. She looked so hurt, so destroyed, at that moment that all he wanted to do was hurt the person who had done this to her. And then he remembered that it was him. She looked up at him with bloodshot eyes. "What do you want?" she snapped sitting up, trying to keep whatever bit of dignity she had left intact.

"To apologize."

She was a little surprised at his blunt answer, but this was Alex after all. Her Alex. Even after all of this, she still thought of him as hers. "For what? You didn't do anything-"

"I got jealous and I dumped you because I jumped to a really wrong conclusion."

"I was the one who did the dumping."

"No. If you hadn't then I would have."

"It's my fault," she said shaking her head. "I hate myself."

"Don't say that, don't you ever say that," he replied fiercely, almost angrily.

"But it's true. I'm a miserable, horrible person. I shouldn't even be as successful as I am now. I don't have a real purpose, I'm just here to ruin people's lives."

"That's not true and you know it. You save people's lives everyday and half of them are babies that wouldn't have a chance at life if it weren't for you. You've done nothing but good since you came here. You saved Holli's life. You save mine everyday."

"I do not save your life."

"Maybe not in the sense that you cut me open and fix me physically or stop someone from hurting me, but you stop me from becoming like my ex-idol, from becoming another manwhore. The world has plenty of those and I almost joined them. And then I met you. And I couldn't even think about flirting with anyone else. The very thought made me sick to my stomach. Still does, in fact."

"Shut up. You don't want me, Alex. I'm damaged goods. I have too much baggage, and I'll just bring you down too," Somewhere along the road Addison had managed to convince herself that she wasn't worthy of him. "Just do yourself a favor and leave before I break you too."

And then he leaned in and kissed her softly, knowing that was exactly what she needed. He pulled back slightly, but their foreheads were still touching. "I have wanted to do that since approximately three seconds after you walked off that night."

"I've wanted to do that since approximately three hours before that, ha, I win," she said with a small smile. "Speaking of that night, I've got to know, what were you doing there? Weren't you supposed to be with Holli?"

"This," he answered as he eased himself off the bed and onto one knee. Addison looked at him warily, not sure if she should laugh, cry, run away screaming, or throw her arms around him and kiss him, so she didn't do anything. He pulled out the box that he had been carrying around with him ever since the day he had bought it, "Addison, I don't care if you're damaged goods. I don't care how broken you are inside. I do care that you are happy, and I know that you make me happy. When I'm with you nothing can go wrong, because you're there. I can only hope that I make you a millionth of as happy as you make me. But I want to try to make you this happy. I really want to try. So I guess what I'm trying to say is, Addison Forbes Montgomery, will you marry me?"

ah, the cliffhanger to end all cliffhangers! i've got most of the next chapter written, but i'm not posting without reviews so clicky the little button in the corner!