Meredith was silent as Derek unlocked the door to their apartment later that night, quickly walking over to the couch and curling up in the corner and pulling a blanket over herself. Derek sighed as he ran a hand through his hair, moving closer to sit beside her on the couch and pull her into his arms.

"Mer," he whispered. "Talk to me."

"I'm fine," she whispered.

"Yeah," he nodded. "And when you say that it means the exact opposite of fine. So talk."

"There's nothing to talk about," she replied. "I'm not pregnant."

"And there's nothing wrong with you," Derek nodded. "You heard the doctor, there's nothing wrong with you. It's probably just the stress."

"I know what the doctor said," she whispered.

"Okay..." Derek frowned. "I want to fix this, but you're going to have to spell it out for me."

Meredith sighed as she sat up and looked at him, seeing nothing but concern and love in his eyes as he linked their fingers together. "Beth and Nathan are trying," she whispered. "For a baby."

"That's great," Derek said with a smile. "We'll get some practice in before our turn."

"When we have babies, they'll have teenagers," Meredith continued, ignoring his comment. "We're waiting."

Derek frowned. "Meredith, I thought you wanted to wait," he said. "Three hours ago, you were freaking out because you thought you were pregnant."

"I know," she whispered. "And I thought I did want to wait, I really did. But I was disappointed when the test came back negative. So now I'm just confused. But it doesn't matter anyways."

"What?" Derek asked with a frown. "Why the hell doesn't it matter?"

"Because you don't want kids yet," she whispered. "So we have to wait."

"You can't do that," Derek said, shaking his head. "Mer, if you want kids now...that's something we have to talk about."

"I don't know what I want," she whispered, tears filling her eyes.

"Oh, Mer," he breathed, pulling her into his arms. "It's okay if you don't know. You can take as long as you need."

"We agreed on ten years," she whispered.

"You're allowed to change your mind," Derek said softly.

"I...I need to think about it," she said. "But if I decide that I don't want to be a surgeon... if I was a pediatrician or something...you wouldn't hate me?"

"Meredith," Derek breathed, pulling her into his arms and hugging her tightly. "Of course."

"Good," she nodded. "That's good."

Derek smiled as he pulled back to look at her, brushing her hair back from her face. "You want some more birthday cake?" he asked.

Meredith sniffled slightly. "I think that's the last thing I need," she sighed. "Since I'm apparently too fat for the only size lingerie I've ever worn."

"You're not fat," Derek smiled, reaching out to run his hands along the curves of her body. "You know that stress can cause weight gain. You've been going through a lot lately, with school and work and thinking about Lexie and your dad. This is just your body's way of dealing with that."

"I guess," she sighed, leaning into him. "I know...I'm fat and everything, but if you still want to give me birthday sex, I'd be okay with that."

Derek smiled as he picked her up and slung her over her shoulder, his heart skipping a beat at the sound of her loud giggles.

"Derek," she shrieked as he threw her onto the bed and stood before her, pulling his sweater over his head.

"Just because you're not in lingerie," Derek said huskily, reaching into his dresser drawer. "Doesn't mean we can't be dirty.

Meredith raised her eyebrows as she looked at the handcuffs dangling from his hand. "I like the way you think, Mr. Shepherd," she purred. "I think someone was a very...dirty boy today."

Derek swallowed hard as he stepped out of his pants, stepping towards the bed as he did so. "I was," he whispered, reaching down to run a hand over his developing erection.

"So my dirty boy needs to be punished," Meredith whispered, taking the handcuffs from him and pushing him onto the bed. "Get ready for a long night, Dr. Shepherd."

XXXXX

"Ow, shit."

Derek opened his eyes hours later, frowning as he felt the cold sheets beside him. Meredith was no longer beside him in bed. "Mer?" he asked with a frown as he sat up, reaching for the light. "Where are you?"

"I'm fine," she said from her closet.

"What are you doing?" Derek frowned.

"I just...I couldn't sleep," she sighed. "I thought my flashlight was here because I didn't want to turn on the light and wake you up, but apparently instead of my flashlight I grabbed a shoebox."

Derek laughed, reaching out for her. "Come back to bed."

"I'm not tired," she said automatically.

"Did I say anything about being tired?" Derek asked. "Why can't you sleep?"

"Because I need to make lists."

"Lists?" Derek asked.

"Yes, lists," Meredith sighed. "About pros and cons of having a baby and staying in surgery. And switching to pediatrics. And dropping medicine altogether. It's the only way I can figure this out."

"Okay, first I'm going to tell you that you don't have to bother making a list for dropping medicine," Derek said. "I'm not telling you what to do, Mer, I just know you. It's in your blood."

She sighed as she moved to get back into bed. "You're right," she whispered. "But I think...I think I could really like being a pediatrician."

"Really?" Derek asked, pulling her into his arms.

"I love kids," Meredith whispered. "When I was in high school...I wanted to be a kindergarten teacher."

Derek laughed. "You would have been a cute kindergarten teacher," he said.

She rolled her eyes. "But the more I think about it...the hours are better, less to live up to with my mother's name, and..."

"And what?" Derek frowned.

"And this way we wouldn't be in competition over our careers."

"Don't let that be a factor," Derek shook his head. "Meredith, if you decide to do this, I'll support you completely But I want to make sure that you do it for the right reasons. If you're that worried about the competition between us when we're interns, we can take our internships at different hospitals close to each other."

Meredith sighed as she sank into his arms. "I guess it's just all something that I have to think about," she whispered. "I never expected to have such a strong desire for children, but now that I do things are a complete and total mess in my head right now."

Derek offered her a sympathetic smile. "I can't tell you what to do, Mer," he said softly. "We've been here before."

"I'm sorry," she whispered. "I have problems making decisions, I know."

"Don't be sorry," Derek shook his head. "You want to make sure that you're really where you want to be. Maybe you needed a pregnancy scare to realize that you want to be a mom sooner than you thought."

She sighed as she traced a finger over his chest. "I know you can't tell me what to do," she said softly. "But...can you tell me what you think I should do? And I won't do it just because you want me to, I promise. I just want to take what you want into consideration."

Derek sighed, his breath blowing out in a gentle puff against her hair. "Honestly?" he said. "I love the thought of us working together. Being in the OR and training to save lives with you sounds completely amazing. But I also know that this is the second time that you've freaked out about this in less than a year. So maybe you should really take a step back and think about what you really want. I know you've always wanted to be a doctor. But do you think that you really want to be a surgeon? Or that you didn't consider any other specialties because your mom was a surgeon and you thought that would make her proud?"

Meredith was silent for a long moment, staring at the wall straight in front of her as she tightened his arms around her. "I don't know," she whispered. "I think...I think I'm just going to take some time and think about it. Is that okay?"

"It's more than okay," Derek nodded. "We have all the time in the world, Meredith. And whenever you want to talk, or you decide anything, or need anything at all...you know where to find me."

Meredith smiled as she turned in his arms. "I do," she whispered. "In my bed."

"It's where I belong," Derek said with a smile.

"You're corny," Meredith giggled.

"But true," Derek whispered, leaning down to kiss her, hoping to clear all her worries from her mind.

XXXXX

"Hey," Meredith said as she opened the door the following morning, Addison standing in front of her. "Come on in, I just have to grab my coat and tell Derek I'm leaving."

"Great," Addison rolled her eyes. "Listen, do me a favor and don't have a quickie with him? Because when we went out to lunch with Emma that time and Derek told her that you took so long to say good bye because he needed your help picking out what to wear... awkward."

"Don't worry," Derek laughed as he came out of the kitchen. "I'm meeting Mark."

"Oh, so you're just going to talk about sex," Meredith laughed, leaning up to kiss him. "Love you."

"Love you too," he breathed. "Have fun at your birthday lunch."

"We will," Addison said with a smile. "Lots of girl talk."

"Girl talk," Derek nodded. "Good thing Mark and I can get a beer at anytime in the city."

"Go be manly men," Meredith giggled. "Just make sure that Mark doesn't break your nose again."

Derek rolled his eyes as he pushed her towards the door. "You can leave now."

"Bye Derek," Addison called over her shoulder as she pulled Meredith out the door. She giggled as they walked out the door just as Beth was stepping out of her own apartment. "He's never going to live that down," she said.

"Of course not," Meredith rolled her eyes. "He got into a fight about sex and now his nose is bent."

"How'd Derek end up with a bent nose?" Beth asked, automatically joining into the conversation.

"He and Mark got into a fight over who had more sex," Meredith giggled. "They came home drunk and beat up, and his nose never went back to normal."

Beth giggled. "That's probably the funniest thing I've ever heard," she said.

"Alright, Mer, where do you want to go?" Addison asked.

"There's a cute restaurant down the street," Meredith replied. "We could go there."

"The place we went last week?" Beth asked. "With the gorgeous wallpaper?"

"Yeah," Meredith nodded, moving down the street.

When they were settled at their table, Beth turned to Meredith and asked, "So, Meredith... should we be celebrating something besides your birthday today?"

Addison frowned as she turned to look at Meredith. "What else would we celebrate?" she asked.

"Nothing," Meredith said quickly. "I just...Derek and I had a long night last night, and it's fine. There's nothing to celebrate."

"Meredith?" Addison asked, tilting her head to the side as she examined her friend closely.

Meredith sighed as she glanced down at her hands for a moment before shrugging. "We just had a pregnancy scare," she said. "But I'm not, so it's no big deal."

Addison winced. "That's not something you want to experience on your birthday," she said. "Not fun, is it?"

Meredith shrugged as she looked down at the menu. "So I'm thinking the chicken caeser salad," she said. "What do you think?"

"Meredith," Beth said softly. "What's wrong?"

She sighed as she looked down at her menu before she whispered, "I think...I think I want a baby. Now."

"What?" Addison and Beth asked in unison.

"I just...I was completely freaking out about being pregnant and then we went to the clinic on campus because we didn't want to wait, and when the nurse told me that I wasn't...I only felt disappointed. And now all I want is a baby."

"Well...what does that mean?" Addison asked. "For you as a surgeon, for you and Derek as a couple...for Derek's career?"

"I don't know."