One look at Natalie's sweet little face and all of Fran's questions were answered: Penelope's odd behavior when they met in New York, the request of Fran to not tell Derek of their meeting, the confrontation between Penelope and Tamara, Derek's anger towards Penelope. Suddenly it all made sense.

Fran took the sweet little girl from Derek's arms said, "Hi Natalie, I'm your grandma Fran and I love you so much."

Derek watched Fran with Natalie for a few minutes. It was all so surreal: his mother was holding his daughter. It was almost too good to true. With a shake of his head, he left a gushing Fran doting over her granddaughter and went to rejoin Penelope.

Fran looked up. "Derek," she said as she looked him in the eyes. "My grand daughter is sleeping in here. Try and keep it down." With that, she looked back down at Natalie. She stroked her cheek, whispering, "You look so much like your daddy, yes you do." Derek couldn't help but smile. Grandma Morgan was in the house and no one better disturb her grandbaby's sleep or they would bare her wrath.

Derek could see Penelope outside on the balcony her hair blowing in the gentle breeze. He could see the trail of fresh shed tears that rolled down her cheeks. She looked alone and broken and his heart went out to her. But just as quickly he was reminded of what she had done and what she had denied him.

Penelope dried her tears and walked back inside. Derek sat on the couch and held his head in his hands.

"Why couldn't you tell me Penelope? What made you feel that my daughter was so much better off without knowing me?" he stared into Penelope's eyes, searching for the answers that only she had.

"Derek, I never ever thought that Natalie was better off without you." Derek looked at her and gave her unbelieving sneer shaking his head. "The hardest decision I ever made was to keep her from you, but at the time I felt it was the only decision I had," Penelope said, giving her head a nod as she seemed to reaffirm her decision.

"Really Penelope? I would love to know why you thou-" He didn't get a chance to finish as Penelope interrupted him.

"You had already moved on, Derek! You had already moved past us, past me. I knew that you didn't love me...you had never loved me," she said as her eyes filled with tears and her gaze dropped to the floor.

"Woman," Derek growled, "don't you dare try to tell me what I did or what I felt."

"I saw her Derek!" Penelope looked up at him her eyes holding his he could see the anger and the hurt in them "I saw Tamara in your home in your pajamas, so don't you sit there and deny what I'm saying! I know what I saw."

Derek tried to interrupt, but again Penelope cut him off not letting him get any further.

"I took a couple of days after the doctor confirmed my pregnancy , two days to get over the shock and the fear and then to embrace the fact that I was going to be a mom. To get used to the idea that I was carrying a baby, our baby. After two months of feeling so terribly alone I realized I wasn't alone anymore." She looked up at Derek and gave him a small smile. "I won't lie I was beyond scared after what happened between us," Penelope sighed "how it all ended…." Penelope trailed off her voice catching as she tried to regain control and stop the tears that threatened to fall. I was trying so hard to do the right thing wondering if having this baby was even an option afraid of what more damage it would do to us."

"Baby Girl," Derek interrupted. Penelope's head shot up her narrowed eyes let him know that the use of her old nickname was not okay.

He tried again, "Penelope that night.."

Penelope raised a hand to silence him. "Please Derek, just let me get this out. I know you have things that you need to say, and I promise you will get your chance...but for right now can I please just get this out?"

"Okay, Penelope...as long as you realize that I will have a chance to talk, too." She gave him a nod, and he sat back, waiting for her to continue.

"I had my first ultrasound on Valentine's Day and after seeing her, and hearing her heartbeat, I had no choice. I knew I had to tell you. A few nights later after you had gotten home from a case I went to your house." Penelope paused and took a deep breath. " I was so nervous but I was determined not to leave until I told you ..until I showed you the sonogram and I made you understand that I would do whatever I could for us to work this out so you could be a part of our child's life. "

Penelope paused Derek could see her bracing herself preparing herself to open this hurt and let it just come out and be told. "I knocked on your door not knowing what to expect not even sure if you would answer we hadn't spoken in so long." Again, she paused. Derek sat there, trying to be patient, wanting to understand what the hell had happened but not wanting to push he was trying to let her do this at her own pace on her own time. She choked on a sob and took a deep shuddering breath. "What I didn't expect was your door being opened by Tamara wearing only your pajama shirt. " Penelope gave a small laugh and shook her head. " Anyway like an idiot I actually asked her if you were home." Again, she shook her head. "Tamara was more than happy to inform me that you were indeed home, but that you were a little tied up at the moment. She even managed to throw me a smile and a wink just in case I didn't get the picture."

Penelope was pacing now, wringing her hands together. "Derek I can't even begin to tell you what that did to me. Not only was the night we spent together a mistake to you, but you had moved on straight from me back into Tamara's bed." She let out a strangled laugh "I couldn't

even look at another man. You had just moved on like it was nothing." Penelope looked Derek right in the eye not holding anything back allowing him to see the pain and anguish that she felt.

Derek hung his head in shame. He had no idea that Penelope even suspected that he was back with Tamara, much less had seen it with her own eyes. He felt such shame that she thought he felt so little about what they had shared, that she felt he had replaced her so easily.

Penelope continued, "So after having the weekend to think about it, on Monday when you all got called out on a case, and I knew it was going to be a long one, I went straight to the Director and asked for a transfer. He told me that after all the time I had put in and the hard work I had done, he would hate to do it but that he would grant me my transfer to wherever I would like to go as long as he knew where I was.

"He told me that I could leave as soon as Kevin was ready to take over. I went home and called a friend to discuss everything with him just to try and get another opinion an unbiased point of view and he actually knew of a job that was perfect for me. I applied the next day for the position and got it. I have always believed that everything happens for a reason so I had to believe that everything making it so easy for me to leave .. it just made sense that I was doing the right thing. Within a week I got a new job, sold my apartment, and had Kevin trained".

Derek sat there listening to Penelope, finding himself getting more and more agitated at how easy it was for her to walk away from everything, from him. Deep down he knew he was wrong to be angry. He knew it looked like he had moved on so why shouldn't she. But he was so desperate to hang on to his anger, to crucify her again and again for keeping his daughter from him. Before he could stop himself like he knew he should, he let loose. " So you ran. You took the easy way out!" he shouted at her.

As soon as he said the words he wished he could take them back when he saw the look on Penelope's face, the utter devastation, he watched her shudder and knew that he had just shattered her. She snapped and was no longer in control of her anger.

"I took the easy way out?" she spat. "I left the only friends and family I have. I left the man I love . I left my job, and I left my home. I left it all behind and why? I left it all behind to not put you in the position where you would forever be tied to me through a child." She sneered at him. "That's right, I took the easy way out I moved to a strange city, I went to almost every doctors appointment, lamaze class, and sonogram alone. I went into labour, gave birth and brought our daughter home with only a small group of friends for support." She stormed past Derek toward the bedroom.

Derek knew that in her head she was already making plans to put as much distance as she could between them as fast as possible. He leapt off the couch and grabbed her arm in a desperate act to stop her to make her slow down and stay.

Penelope jerked her arm out of his hand like her flesh had been touched by an open flame . "Get your damn hand off me Morgan!" she yelled. "Don't you ever touch me again!"