AN: A lot of this chapter is taken from "Crash Into Me" from Season 4. Enjoy! I know it's a bit shorter than usual, but I really wanted to get something posted. =)

Standard disclaimers apply and, despite due diligence, the inevitable mistakes are my fault.

Remembrance

Chapter Eight: Look Me Over

Please, Lexie prayed as his knees sank into the mattress and her back crushed the pillows, please let this be good for me. Let it be good for him.

When he pulled back to begin removing his shirt, she pushed herself up until she was also on her knees. Stilling his hands with her own, she looked up at him. He met her eyes, their joined hands over the dark blue cloth of his shirt. Holding his gaze, she began working the column of buttons. The small discs slid easily out of the worn fabric and it wasn't long until the shirt hung in two separate strips.

Her gaze wandered from the hard planes of his face down to the tanned column of his throat and, finally, to the wide expanse of his chest. She inhaled, bringing her palms flush against his heated skin near his clavicle.

He was patient while she moved her hands up and under his shirt, slipping it from his shoulders. When it fell to the comforter behind him, he raised his free arms to play with the ends of her hair.

It had been a while since he'd touched her hair, he realized, letting the strands sift through his fingers. The light behind her caught its color and he saw burgundy, deep and illuminated, against his skin.

Mindful of her tender scalp, he brushed her hair back before tilting her face up. His kiss began even before his lips reached hers, their sighs stirring the minimal space between their mouths for a full, pregnant moment.

He moved forward, stretching out above her so she had no choice but to extend her limbs as she rested back. Looking at her was enough for a while; there was such expectant wonder in her eyes, it humbled him.

She lifted a tentative hand to his cheek and he turned to plant an open-mouthed kiss on her palm, the tip of his tongue brushing the sensitized skin. Her breath hissed out and her hand jerked, as if to move away.

One hand snaked around her wrist to keep it in place as he kissed her palm once more. With his other hand, he cupped her cheek, mirroring her action. After waiting a beat, she kissed the skin right below his thumb. He swallowed, his fingers moving across the curve of her cheekbone to her temple. A scar, pink and puckered, was busy healing and his index finger traced its progress.

She wriggled away, angling her face away from him. "I hate it," she said quietly, looking at the vee at the base of his throat. "It reminds me I almost died."

He remained silent. Then, with a hand that wasn't unkind, he grasped her chin and turned her head, exposing both sides of her face evenly. "It reminds me you lived." He kissed her scar.

While one arm curved under her, bringing their bodies closer, its twin wedged between them, working the buttons of her fitted shirt. Within seconds, her top was divided in half. She looked down at his quick work and laughed soundlessly. "You're better at that than me."

He smiled gently. "I've had a lot of practice."

A cloud passed over her face and he knew exactly what she was thinking. "I meant with you."

She tried to smile. "I know." She raised her head to kiss him, her fingertips smoothing over the lines covering his brow.

He pulled her shirt away from her back with the care one reserved for newborns. It was then she realized the furious, clumsy, desperate clutches in their hallway had been replaced by an almost reverent tone.

"I won't break, you know," she said finally.

He swallowed hard. "I know," he agreed. "But it's your first time. Kind of." The look he gave her was almost sheepish and her chest suddenly felt so full, she was afraid she would cry. But she was too giddy to cry. Instead she hooked an arm around his neck and pulled him down to her.

By the time their jeans had been discarded, she'd lost track of the number of his kisses, but it hardly mattered because she was addicted. Her arms looped around his neck, his back, her palms eager for every inch of smooth skin they contacted.

Her hands were on their way to the band of his underwear when five memories, each so vivid and so simultaneous that they were transposed on top of each other, slammed into her with the force of a locomotive.

Her absence was noticed immediately and Mark pulled away from her enough to look at her.

"What?" he asked, worry etched into his frown.

"Billy Cooper," she said, a smile of amazement tilting the corners of her mouth.

He pointed to himself, his frown deepening. "Mark," he said.

"No," she said, slapping his chest with both hands and rolling on top of him. Her knees sank down on either side of his hips and she grinned down at him. "Billy Cooper. He was my first. On the beanbag in his parent's den. It lasted about thirty seconds."

He stared at up her flushed cheeks. Eyes dancing with her recent victory, he decided no one but Lexie could pull off innocence in such a compromising position. But her excitement was contagious so he found himself asking, "What else?" from under her, his hands circling her ankles.

"I dug up my Mom's cat," she said, her brow furrowing. Her skin was pure cream, so fair it bordered on translucent. But there was definite health there. Pink vibrancy flooded her cheeks and lips in a manner that never failed to make him want strawberries.

Strawberries. It was enough to make him mock himself. He didn't even like strawberries.

His hands traveled up her warm calves to the slim thighs cradling his waist.

"Alex has two balls!" she crowed.

His hands stopped.

"What?"

But she'd already moved on. Her eyes widened. "I broke your penis," she exclaimed, lifting her weight off of him as if she'd injured him only a moment ago.

He winced. "We agreed it was a mutual mistake." White teeth flashed as he grinned. "It works fine now," he promised, his hands resuming their journey up her thighs to keep her in place.

Lexie ignored him because by then it wasn't Mark's face in front of her anymore. Instead, she saw the same image she had seen the day Mark brought her home. Boyish, verging on just this side of small, she saw his face laughing up at her.

And then she saw the arms of her lab coat covered in his blood, her neck dripping with his life. She saw her small hands press against his crimson neck as Mark came to dole out promises, giving her a verbal pat on the back as he walked out.

I'm in love with you now, he'd said from the gurney. And she had smiled back because Dr. Sloan had promised it was going to be okay so maybe it was all right to smile.

But it hadn't been, because she next thing she knew, her fresh gloves were slippery under more of his blood and she was gliding along the gurney, her lips pressed together as she tried not to cry.

And then there had been Mark's incredulous eyes, the lower half of his face covered with a mask, as he stared out of his OR into her wet, ashen face.

Please, please, please, she'd chanted later in that procedure room, as unprepared for his death as they had all been to ensure his life.

"Lexie," Mark called, giving her leg a gentle squeeze.

She jerked her head, staring into a headboard before lowering her eyes to Mark's. "Yeah," she said. "Sorry."

He frowned. "What is it?"

"Nick Hanscom."

"Who?"

She lifted a hand, thumb and index finger out, to gesture to her neck. "Carotid," she said.

He nodded. The night that artery had burst twice he'd gotten good and drunk. Far too drunk. One drink over a lost life was acceptable, necessary even. But at thirty-six years of age, five double Scotches over a kid and his own failure was borderline pathetic.

"We killed him." Her back slumped and her hands fell against her sides. He sat up, enveloping her a hug, his hands rubbing over the material of her bra.

"We did everything we could," he said.

He felt her shake her head against his neck. "Not enough," she said, her voice muffled. "Not nearly enough."

Rubbing circles against her skin, he remained quiet. She pulled back to look at him, her eyes bright. "Do you know how much blood he lost while we shuffled him around waiting for an OR?" There was a faint hint of accusation in her voice.

"Yes."

As far as answers went, his took the fight out of her. She seemed to sink into herself as her posture deteriorated. "I was angry with you," she admitted.

"I was angry with me, too."

When she met his clear eyes, she shook her loose hair back as if to clear her thoughts. "How long ago?"

"Nick?" She nodded. "Two, maybe three years."

" A long time."

"Yes," he agreed.

"Before we…" she trailed off, looking down to his chest.

"Yes, before."

She looped her arms around his neck and pressed her cheek against his neck again in a gesture that sought comfort. The heat from his skin radiated into hers and she moved closer to him, inhaling his scent. He smelled of lemon and soap and skin.

"What changed?" she asked. "When did we look at each other differently?"

"You were a nice kid," he said. She could feel in the laugh in his voice. "And then, one day, I looked and you weren't such a kid."

She took issue with his use of the word 'kid'. It rubbed her the wrong way, but she let it slide in favor of another question.

"And what did I think of you?"

His smile turned wolfish. "I believe your exact words were: 'insanely hot'."

She slapped his shoulder and glared at him. "More like unbelievably narcissistic."

They were quiet for a moment and suddenly Lexie was aware again of their mutual lack of clothes. Most of her skin was flush against his and her smile slowly died as she waited.

Above him, she shifted experimentally, and the slight movement didn't go unnoticed. Yet, he waited as well, unimaginably patient as he just watched her.

Then, giving her a break, he spoke first. "So Billy Cooper."

She beamed at him, grateful for light humor he inserted behind the change in topic. "Billy Cooper," she repeated, nodding once.

"Thirty seconds, huh?" He narrowed his eyes, not waiting for her to answer. In one swift movement, he had her pinned beneath him. "I think we can beat that."

AN: Please review!