One again thank you all so much for the wonderful reviews! Shout out in particular to Lianne47 for the chapter by chapter review – I'd had a naff time at work and it really lifted my mood, so thank you!

And to SarcasticBitchCurls (love the name ;) ) Ta for the cookie, and I tried to get this chapter up as quickly as possible, just for you! Oh and for future reference, cookies are awesome, but Malteser's are the true way to my heart. Just saying ;)

A big thank you to everyone else too, hope you like!

Teddy sat alone in the cafeteria, wondering where her friends were. Twenty minutes of lunch had passed, and every single one of them had been a no show. She bit into her apple thoughtfully. Callie and Erica were probably together somewhere, so they'd arrive as one. She knew Arizona had a surgery, but that was scheduled hours ago, and it was a very simple procedure, yet she hadn't seen her since. Perhaps something went wrong. She shivered slightly at the thought of a child having surgical complications. She hoped she was wrong.

As for Addison.. What was it the chief said? They'd be paired up. That was it, she was probably with Arizona. She looked at the clock again.

Solo lunch it is.

"Dr Altman? May I sit with you?" She looked up into the irritated eyes of Cristina Yang.

"Sure." She replied. Yang was often a difficult person to get along with, especially in the work place. She was rude, she was arrogant, she was sarcastic and defiant. But she was also brilliant, and could be very kind and considerate at times, and she had proved time and time again that she was capable of being an extremely good friend, having selflessly pulled out all the stops for people before, mainly Meredith. Teddy was very fond of her.

"Pull up a chair. How come you're not with Grey?"

Cristina rolled her eyes. "Take a look."

Teddy did so, and saw Meredith and Derek glaring at each other frostily, hands gesturing about wildly, and both their mouths moving at ridiculous speeds as they visibly became angrier and angrier.

"They're bickering again? Don't you usually stay with them to back her up?"

Helping herself to Teddy's lunch, Cristina picked through it before she answered. "Yeah usually I would, but not in the middle of the argument, and besides, whilst they're pre-occupied, the only other person I have to sit with is Kepner." She plucked another chip from Teddy's plate and popped it in her mouth. "And you know what her voice does to me."

Teddy chuckled, remembering Cristina's numerous impersonations of April that she never grew tired of.

Cristina proceeded to pull a crumpled piece of paper out of her pocket before flattening it on the table with her palms so Teddy could see.

"So I thought now would be a good time to work on my bucket list, and see if there's any you'd scratch."

Teddy nodded and took another huge bite of her apple, leaning in to get a better look.

"Okay so I've got.. Oh wait hold on.. YOU." She stuck out her arm to halt a passing intern.

"Gimme a pen." Not looking at him, she held out her hand and clicked her fingers. Looking petrified, he hurriedly placed his only biro in her hand and scurried off. Eyes still glued to the page, she retracted her arm and began ticking through the list. Teddy shook her head, smiling.

"So next on my list is... Ah, I need you to show me how to do a thoracic aortic aneurysm? Only I want to do it solo, so I was hoping you'd show me the best technique." She looked up at her hopefully. Teddy Altman was possibly the only figure of authority she totally, completely, 100% respected, and actually liked at the same time. It was rare.

"Well first things first you need to ask yourself is, how are you gunna go in there? Are you gunna use a fabric graft, or endovascular stenting?"

"Use the graft." Erica appeared from behind them and sat down next to Teddy. Biting viscously into her chicken wrap.

Teddy felt Cristina stiffen next to her, and her voice took on a formal tone.

"But Dr Hahn, surely endovascular would be better? It's less invasive, which means less trauma for the patient, less risk of damage to the -"

"Beat it Yang. I need to talk to Teddy."

Cristina halted mid sentence, clearly annoyed. But she knew better than to start an argument she knew neither one would win. They were both as stubborn as each other. She bit her tongue, stuffed her list back in her pocket again and stood up to leave. Teddy threw her an apologetic smile as she squeezed passed her.

"Oh perfect timing." She muttered, and Teddy followed her gaze.

Meredith had her arms folded tight over her chest, and was shaking her head, her expression of pure defiance. Derek smashed his fist onto the table in frustration, and kicked back his chair.

"We're not doing this now. I'm done." Pushing past Alex Karev, he stormed off. Ignoring the protests of "Dude what the hell!" As Karev's pudding fell to the floor.

Cristina was quickly back at Meredith's table, and they began chatting animatedly about the argument.

"So anyway," said Hahn, seemingly unphased by all of this. "I've got this patient you should take a look at, his heart rate is constantly through the roof but we can't figure out why, it's like he's.."

"Mmm." Teddy stopped listening as she caught sight of Addison entering the canteen. She grabbed a bowl of fruit salad and made her way over, whilst Erica was still telling Teddy's lunch about her mystery patient.

"Hey guys." Addison plonked herself down and speared a grape with her fork. Teddy studied her face. Her eyes were slightly puffy. Had she been crying? Probably. She did that a lot lately. She wondered if Derek was responsible, or if she was still just hungover.

"So guess what? Derek's meeting me for lunch tomorrow!" She beamed up at both of them, and the hopefulness in her eyes made Teddy's heart ache.

"Oh my god.. lunch? For real? No way! You think he likes you?" Erica scorned, before attacking her chicken wrap again.

"Ignore her, she's bitter cos she had to deal with Yang for twenty seconds." Teddy quipped back, ignoring Erica's returning glare. "But how come? Does he want to talk?"

"I don't know, we literally just spoke to each other a second ago, and he said he'd eat with me tomorrow." She smiled again. "But that's a good sign right?"

"When, just now?" Teddy queried.

"Yeah! We bumped into each other as he came out the canteen."

The two cardio surgeons glanced at each other, before mutually deciding against telling her the reason. No point in ruining her brightened mood.

"Yeah!" Teddy plastered on a fake 'I'm happy for you' smile, and even Erica managed to look pleased. "That's great Addie."

She nodded enthusiastically and went back to scanning her fruit salad, fork hovering over the bowl as she debated pineapple or watermelon.

"Hey, have either of you seen Arizona? She's been awol since the staff meeting."

Addison stabbed her fruit hard, causing one of the forks plastic prongs to snap.

Teddy looked at her.

"Nope." She muttered.

Realising Teddy was watching her, she suddenly took great interest in the broken utensil, turning it over carefully in her hands, her eyes glued to it.

"Screw Robbins, where's Callie? She should have finished with those knuckle pads ages ago." Erica frowned. Once again, Teddy ignored her. Still watching Addison. She knew for a fact Addison had seen Arizona, because she'd watched them hang back after the staff meeting with her own two eyes. Curious as to why her friend could be lying, she decided to dig a little deeper.

"So you haven't seen Arizona at all?"

It was a chunk of apple that came under attack from her fork this time as she replied. "Nope, not since the staff meeting like you guys. Why?"

"I just thought you had surgeries today?"

The pineapple was next to fall victim.

"Oh yeah I.. I wasn't needed."

"Oh so you've spoken to her?"

Then the melon met it's demise.

"What?"

"She told you you weren't needed?"

Realising she had no fruit left to destroy, Addiosn opted instead for gripping the fork tightly and snapping it's head off with her thumb. She had not looked up once.

"What does it matter? She'll page if she needs me."

Teddy's eyes narrowed.

"Yeah you're right." She thought for a moment. Hahn might be oblivious, but she certainly wasn't, and Addison was, and always had been, a terrible liar when it came to her feelings. She stood up.

"Excuse me, I've just got to check on a patient."

Hahn grunted, currently absorbed in her phone, and Teddy was grateful for the distraction. Had Erica been paying full attention she would have probably queried Teddy as to which patient, and why she hadn't been informed.

Ah the perks of sharing your speciality. Teddy thought as she excused herself.

As soon as she was out of the cafeteria her hand found her phone. Scrolling down to 'R', she picked out 'Arizona Robbins' and her fingers flew across the touch screen.

Everything okay? x

Only seconds after she'd replaced it in her pocket, she felt the little buzz that signified Arizona's quick reply.

Super. Why? x

Teddy looked up and tapped the screen with her thumb as she thought of how to word her question, before looking back down at the screen and realising she'd accidentally sent Arizona multiple blank messages.

Whoops sorry, damn touch screen! Was just wondering where you were.

She paused before hitting send, and then added -

Saw Addie in the canteen. X

…..Yeah? x

She seemed off, and when we mentioned you, she went on a bit of a murderous fruit rampage with her fork. So I'll ask you again – everything okay? X

Where there any survivors? x

-.- Don't dodge the question. X

Alright, but it'll sound really lame over text. Come find me, I'm eating in really old guy's room. x

The fact that you're hiding says it all. On my way. X

I am NOT hiding, I just figured he could use some company! x

You're right, I'm sure you and the comatose old man have heaps to chat about. X

You're an ass. X

;) x

She popped her phone back in her pocket as she reached the elevator, mind running with all sorts of concocted scenarios as to what this could be about.

"She's speaking.. Okay.. He's.. He's listening – oh now he's speaking! She's attentive, okay... Okay... Wait now she's bored.. He needs to change subject.. Is he passing her food? Ooooh she didn't take it! Potato rejection, potato rejection! Come on Addie, where's your spud love?"

A day had passed, and they were back in the canteen. Callie, Erica and Teddy sat huddled, heads together, watching Addison's 'lunch' date that was happening only a few tables away, searching for any signs of a healing relationship. Callie had also taken it upon herself to give a running commentary throughout – although this was just an excuse so that she could keep her hawk eyes trained on Addison. Making a mental tally for every time she glanced away from Derek to the table on her far right. A table that just so happened to hold a particular blonde pediatrician, currently engrossed over paper work with Karev.

Teddy was also keeping her best friend under tabs. She was half listening to Callie's babbling, but her eyes were planted firmly on Arizona. Who, to anyone else would look as if to be working hard, her brow knitted together in a slight crease as she scrutinized the paper work whilst Alex relayed it to her. But Teddy recognised the signs. Every so often she would lift her head up from the papers and flick her hair back. It was a common habit of Arizona's and if she hadn't been watching so carefully, Teddy would have thought nothing of it. Today however, her friend seemed to want her hair to sit to her left. Conveniently in the same direction as a certain table, with a certain neonatal attending.

Teddy sighed. Arizona had not said much when she found her with Really Old Guy. Just that she was worried she'd freaked Addison out. Teddy had, yet again, warned her off. But it fell on deaf ears as usual. She was frustrated that she couldn't get through to her friend, and remained for now in watchdog mode. She had no clue whatsoever that Callie was doing exactly the same for her respective best friend too. And was at this moment, still commentating.

"..They've finished eating.. Is that it? Is he gunna leave? They're sitting.. She's talking.. Oh wait no.. He's.. Okay they're silent.. They're silent... They're looking round.."

"This is painful." Erica put her head in her hands. But seconds later Callie slapped her arm.

"Look he's going!"

"Shit, someone get the camera."

"Shut up, look! He just kissed her on the cheek.. He's going. Okay- crap she's coming over! Act normal."

Teddy tore her eyes away from Arizona, who's own had just looked away from Derek's retreating form and back to Addison, a slight curiosity shining in her eyes. Karev nudged her and she looked back at the papers again, and Teddy turned her attentions back to Addison.

"That was." The redhead began, pulling a chair out. "The single." She sat down. "Most lifeless." She pulled herself in. "Conversation that I've ever had in my life." She propped her elbows on the table, shaking her head.

"What did you talk about?" Erica asked.

"Surgery. And The trailer. And then surgery.. And then the trailer. And then Richard Webber. And then surgery."

"Huh.. well at least you threw Webber in there, mix it up." Callie shrugged.

Addison closed her eyes, as if banishing the memory.

Just then she felt a soft hand on her shoulder.

"Hey, how'd it go?" Arizona plonked herself down, holding two coffee cups. She slid one over to Addison.

"Figured you might need waking up after what looked like the most tedious lunch on earth."

She gave a small smile. They still hadn't really spoken properly since the board meeting, and she got the feeling Addison had avoided her for most of yesterday, nowhere to be seen in the peds wing. Instead, Arizona had bonded with Karev as they spent the entire day together on a shared case, and, in-between chatting about girls they would/had 'banged' as they put it – she had poured a vast amount of knowledge into him, and so far he had shown a lot of promise and was off to a strong start.

Addison looked at the cup as if it was alive and rabid, hesitating before she reached out and took it. "Thanks.."

She shot a quick look at Callie, who's big brown eyes simply stared back at her, conveying the message she had left her with after her confession in the on-call room. 'Just be yourself. Relax.'

Her fingers drummed the sides of the drink as she continued to stare at Callie, hoping her own eyes were capable of speaking too. Apparantly they were, as Callie promptly stood up, and announced casually "Well, I hate to love you and leave you, guys, but I've got an 8 hour surgery later and I'm gunna go nap. But.. If anyone wants to join me.." She placed both hands on Erica's shoulders and leaned into her ear. "They're more than welcome."

Erica's eyes widened slightly and a knowing smile emerged on her face.

"Oh yeah good idea, I'm uh.. I'm pretty tired too. Night everyone!" She took her girlfriends hand as they gleefully rush off. Leaving Teddy to remain as the third wheel.

Catching on, she made her own excuses and left, leaving Addison free to talk openly to Arizona.

She'd come up with a plan with Callie the night before, and the two had decided it was best for her to just be honest. She owed the girl that much. The plan was to admit to her 'curiosity' as Callie called it, so Arizona didn't feel too invasive, but equally to make it clear nothing would happen as she had Derek – so Arizona didn't feel like she was being led on. They felt it was the most sensible way to put an end to the confusion Addison was evidently causing the blonde, but also too spare her feelings and make sure she didn't get her hopes up. Plus, it still provided an opportunity for them to remain friends. Something Addison desperately wanted, because Arizona was special. She provided her dull and miserable life with a happiness that she found nowhere else. Addison loved her friends, loved them dearly, and they did their best to cheer her up and support her through her depressing 'marriage.' But somehow, Arizona was capable of brightening her day simply by being in the same room as her. Addison couldn't explain it, even to herself. But she knew she still wanted this woman in her life. Badly.

That was the plan anyway, but, sitting there, with those damn bright blue eyes in front of her, Addison realised it was a lot easier said than.. Well, said.

"Arizona.." She cleared her throat. "I just wanted too um.. I just wanted to apologize for the way I acted yesterday morning. I was an idiot." Her fingers drummed the cup again as she searched for something to busy herself with.

"Okay..." Arizona sipped her coffee thoughtfully. "You wanna tell me why?"

Addison opened her mouth, and closed it. No speech came, her brain was completely blank. She opened it again, praying for words, something, anything to say. All planning having gone out the window, she felt like a student in an exam who couldn't remember a damn thing. She closed it again. Arizona waited patiently, whilst Addison repeated the action a few more times, battling with her inner turmoil and sudden inability to think straight.

"As fascinating as that sounds, I'm afraid I don't speak goldfish Addie, so you're gunna have to translate for me here." She prompted lightly, a polite smile on her face.

Addison chuckled in spite of herself, and it was as if the action triggered her, the restraints on her speech burst, and she blurted it out before she could stop herself.

"I can't be around you."

Arizona's smile faded. "What?"

"With Derek, when I'm with Derek. I can't be near you, I can't.. I can't be around you when I'm with him."

Arizona blinked a few times as she tried to comprehend this.

"Why not?"

"I just.. Can't"

You're a coward. Tell her the truth.

"Addison, I can assure you – I have absolutely no interest in Derek Shepherd. He's not.. I mean don't get me wrong he's a nice guy, but Addie – I'm gay, remember? So unless he suddenly loses a rather vital part of his anatomy, I'd say you're pretty safe."

Addison closed her eyes, her hand bunched into a fist on the table.

"No it's not that.. It's not that."

Arizona searched her face, growing increasingly worried.

"Well then what is it then?"

She didn't answer, and a minuted passed as she kept her eyes squeezed shut, fear and nerves coursing through her veins, her blood pumping. She needed to say it. She just needed to tell her.

Arizona was desperate for her to say something, anything. But she remained still as a statue, each second ticking by deepening her worry.

"Addison, please." She reached out and put her hand over the redheads, and the reaction was like an electric shock. Addison leapt up with so much momentum that her chair flew over, and she backed away hastily.

"No I can't do it. I can't. I'm sorry Arizona, I've got to go."

She practically ran out the canteen, receiving a few odd looks from the residents as she passed.

Arizona remained sat. Completely baffled as to what the hell had just happened. She couldn't understand why her friend was acting like this. Was she really that unbearable to be around? Hurt registered on her face as she processed that thought.

What is it about me that's so awful?

She looked down at Addison's abandoned coffee cup, and the hurt quickly turned to anger. She slammed her own cup down as she stood swiftly. Who did Addison Montgomery think she was? She broke into a jog as she exited the canteen. She wanted answers, and she wanted them now.

Addison entered the elevator, her mind whirling. She'd fucked up yet again, all she had to do was say a few words – why was that so hard?

You've hurt her again. Congratulations.

She shot out a fist in frustration and yelped as it collided with the elevator walls, a searing pain scorched through her knuckles as she clutched them with her other hand, resting her head against the wall, she exhaled deeply through her nose. Furious with herself as she re-visited the image of Arizona's crushed expression as she'd run off. Guilt racked her brain.

Arizona caught sight of a flash of red hair just as she elevator doors began to close. Her jog turned into a sprint, and she threw her body inbetween the doors as they came to close. They hit her, causing them to open again slightly until she was inside, whereupon they closed fully, and the lift began to move.

Addison looked up and her heart sank. Arizona looked furious.

"So you're just gunna bail on me, again. Without explaining why?" She demanded, her arms folded tightly, her eyes turned to steel.

Addison sighed. "Look, Arizona.."

"Don't 'Arizona' me! I want you to tell me the truth! What have I done? Because if I've done something to make you feel.. I don't know, however the hell you feel because to be honest Addison I don't even know what's going on with you at this point-"

"-Arizona"

"-It would be a whole lot easier if you would just tell me! Instead of constantly pushing me away, have you even considered that I might actually care about you? It drives me crazy to see you upset, and-"

"Arizona!"

"-you make it so difficult for anyone to actually get close to you when you hide your damn feelings in some tight little box, with the biggest, most frustrating guard on them I've ever seen! God, I thought Erica was bad! I want to help you Addison, I want you to be happy. Why wont you let me? Just tell me how you feel!" She bellowed.

Addison slammed her palm against the emergency stop button, and swiftly crossed the elevator, grabbing Arizona's shoulders, she pinned her against the wall, and her grey eyes stared intently into Arizona's own. She fell silent.

"You wanna know how I'm feeling?" Addison asked, taking Arizona's hand, she placed it on her chest, just above her left breast, where her heart was thudding like crazy, beating so fast and so hard Arizona thought it might burst under her hand.

"This is how I'm feeling Arizona. Becasue of you. Not Derek, not anyone else, you. This is what happens every time you touch me, every time you look me in the eyes, everytime you walk in the damn room and I don't expect it. This is why you I can't be around you when I'm with Derek. Because this-" She pushed Arizona's hand against her harder, gripping it tightly. "This is how you make me feel. Okay?" She paused, searching Arizona's eyes.

"And when I'm with Derek, I can't allow myself to feel that way. I can't think about you, and I can't have you near me." She let her hand go, and took a step back. "Because I know that every time I kiss him, I'd be thinking of you, imagining it was you.. wishing it was you." She added quietly. "And that's just like cheating Arizona. Just like it. And I can't do that to him. Not again. I can't hurt him like that a second time."

She took another step back, and released the emergency stop button. Never taking her eyes off the blonde, who remained pressed against the wall. Her own heart pumping almost as violently as the one she'd felt a second ago.

"But.. But if that's how you feel, then why are you still with him? He doesn't love you. You could leave him.. You could be with me." Her voice cracked.

Addison sighed, and looked away for the first time.

"Because it's the right thing to do. I'm the reason our marriage ended in shreds the first time. I did a terrible thing, and now I have to make it right. So yeah, staying with him.. It's the right thing to do." She repeated, and her mouth pressed into a tight line. There was a long pause.

"I can make you happy." Arizona blinked back tears as the elevator came to a stop.

Addison swallowed hard. "It's the right thing to do." She said again. Convincing herself as much as Arizona. "A least now you know."

The sharp 'ping!' of the doors echoed off the walls as they opened, and Addison took a deep breath and composed herself.

"Let's just be friends." She gave her a sad smile before stepping out the elevator.

Arizona remained frozen as a small pack of interns bustled in, chatting happily about a drinking game they had lined up for that night.

She stared into space as the lift moved again. It all made sense now, the freaking out at her touch, the constant avoidance, the running away.

She didn't understand Addison's choice. Derek wasn't good for her. Not any more. He was in love with someone else – why couldn't she accept it? He made her miserable. Any love they had was dead, and it still hurt Addison – which in turn hurt Arizona. She hated seeing her so broken, and wanted nothing more in the world than to see her happy, really happy, for more than just five minutes a day. She knew she could be the one to do it. She just needed to make her see. Make her realise they could have something amazing together.

Her face took on a steely resolve as she snapped out of her daydream and the lift came to a stop again. She needed to find Teddy. She needed to make her plans.

Decisions decisions! ;) Hope it was alright!

Ta! :)