A/N: This first part here is mostly set up but I'm aiming for three overall. Enjoy-

~-~-~-~-~-~
The Clockwise Witness
- DeVotchKa
~-~-~-~-~-~

She's taking precautions this time. Avoiding certain people, trying not to be too nosy, and flying under whatever radar exists at the most gossipy piece of hospital that ever existed. It's going to be a longer trip, that can't be avoided, but she has back up on speed dial and a nicely stocked mini bar. There will be no morning flights in and evening flights out the next day. No, this is a trip and she's hoping she doesn't stumble like an idiot into Meredith's arms or Mark's bed.

~-~-~-~-~-~

Her cab driver seems to think that she has a family member in the hospital. He then proceeds to share the story about how his very own grandmother passed away at Seattle Grace and though it may seem huge the people there aren't so bad. She nods, tips him more than she normally would have and damn near breaks a heel trying to get out of the vehicle in one piece.

She doesn't look up at the massive entrance and soak it all in this time. Nope, this is business and she knows all too well exactly what the exterior architecture of this place boasts. There have been many nights spent on benches searching for the stars over the clouds, numerous days where she thought that maybe a breath of fresh air would be able to renew her strength, and countless evenings where she walked out wondering what the hell she was doing there to begin with.

She knows the outside of the building where she lost a part of herself, part of her integrity and fight.

~-~-~-~-~-~

Addison takes the stairs, liking the barely noticeable burn in her calves as she hikes upwards to claim her badge from Richard and gain instructions on the patient she has been researching for weeks. It's delicate and personal and there's no way she won't be overly involved but sometimes that's the way it goes and if she ends up crying herself into a puddle somewhere then so be it. These people, this family, they deserve the best.

"There's my star," Richard greets as she slips into his office and slides down into one of the chairs that she used to occupy frequently.

"You missed me then," Addison smirks.

"Just for your medical abilities," Richard shoots back and watches her smile spread. "It's good to have you here Addie."

"Happy to help."

"Well then," he states while rifling through his desk for the right papers, "let's get started." The pager glides across his shiny desk a few seconds later and she smiles, happy to have an old friend back. There's just something odd about wearing scrubs and not having it clipped the to drawstrings.

Her fine strokes grace the papers and then she pushes them forward with the same grin as earlier. "I have missed you too."

"That's what you get for running off," Richard chides.

"I didn't run."

"I beg to differ. You grabbed your bags, the ones that were packed since you moved out of the trailer and did the one thing you've wanted to do since you agreed to live here."

Addison purses her lips, caught in the truth. "Something like that." She clears her throat, a sure indicator of progressing the conversation. "Let's go see that patient."

"You're always welcome back Addie. Whenever you come to your senses," Richard says softly as they click and scuffle their way down the hall.

She nods and recognizes the sincerity in his voice. Coming from the land of smog and sun it's more than welcome to her ears. They may have obvious problems but most of the people here, wandering the halls half asleep, are not fake. They have too much on their plate to even attempt it.

~-~-~-~-~-~

Because this was a trip and not a short visit, she didn't go out of her way to see anyone – didn't go running down halls and offer hugs. Instead, she stood back, pretending it was another day of work and that her presence was completely normal. And they came to her. Miranda, Mark, Callie, Stevens and now (the third day) even Derek can't ignore her.

"Dr. Montgomery," he greets with an edge of something else than just a cordial obligation.

"Dr. Shepherd." Addison smiles and folds her chart shut to give him her full attention. She could keep going, make believe she's all self-important and incredibly busy, but it's Derek and there's no point.

"How's the case going?"

"It's going. We operate tomorrow." Oh, and she's terrified. Like shaky hands scared but she won't let it get in her way.

"I heard," he grins and can't help but catch something passing over face. It flashes briefly. Happy then remorseful, he's seen it before, many times.

"And I heard you live with Meredith Grey and all of her little friends, congratulations, you are officially twenty years old again."

Derek laughs because he can't help it, and she's right and he lives in a god damn frat house. "Yeah, well, we're getting there."

"I'm glad to hear that," she replies, wavering on her heels and leaning against the counter nonchalantly to keep her balance. She sights the silence coming a mile away but it's not out of place or uncomfortable. Things rarely are with Derek anymore. If you've been through what they've been through, that is.

"I'll be watching tomorrow," he says, trying to get her back on track. "Don't screw up."

"I never screw up," Addison replies instantly.

"Ah-ah, our third year. Mrs. Gunderson."

"Autopsy showed I had nothing to do with that," she tells him, wishing he could remember just one thing about their history for once. The man can hardly be bothered to pencil in his own birthday.

"That's right," he concedes, tilting his head genuinely, and letting his wavy hair topple with gravity. "There's something different about you."

"Happiness?" She shrugs her shoulders flirting, unable to stop herself.

"Maybe," Derek contemplates as she smiles – that smile he hasn't seen in so, so long. "Looks good on you."

"Glad to have your approval," Addison quips and then swears under her breath when her pager sounds. She hears him yell, "Good luck with that!" as she retreats.

~-~-~-~-~-~

He pushes the lidless cup forward, toward her slumped posture. "Juju."

She grins weakly, letting the day roll off her shoulders (everyone is still alive after all), grabbing up the container and taking a large sip. "This is not from the hospital."

"The little store on the corner," he explains. "I was hoping maybe we could grab some dinner or something."

"You? Me? Voluntarily spend time outside of work...where people will see us and there will be no pager to save you?" she raises her eyebrows high in question.

"I have...I was hoping we could talk," Derek tells her. Ever since she's been here, it's all he can think about. If he's going to be that guy, if he's going to be a good man, it needs to be put to bed. It needs to rest.

"About anything good? Cause I've had a helluva day in that OR and if you are going to drag me out, get me drunk, and then yell I'm going to have to pass for another time," she kids, knowing she'll be dressed and in the lobby looking for him in half an hour.

There's too much history. Derek shakes his head, alternately hating and loving that she knows him so well. "No, no yelling. Drinking though, that will probably happen."

"Usually does," Addison agrees. "Let me go change. I'll meet you in the lobby."

"Okay," he says softly as she disappears.

As she sways away, tired feet floating along the glowing tile, heart thumping much faster than it should be, she realizes she doesn't have it in her to ask where Meredith is this evening and why he has time for her.

Maybe she doesn't want to know. Maybe after all this time it still hurts too much to deal with.

~-~-~-~-~-~

"You look nice," he offers, standing and giving her his arm. Both walking out of the hospital as though it is months ago and they secretly still love each other amidst all the loathing and gossip. In reality, not much has changed.

He opens her door. He opens the restaurant door. It's all eerily similar.

She takes in three glasses of red wine and orders before opening the floor for conversation. "So?"

"So?" he returns, tearing into a piece of bread hungrily.

"What's this about?"

"We can't enjoy a nice meal together?" Derek asks.

"No," Addison scoffs. Has he honestly forgotten?

He swallows and sighs, "You're right."

"More often than not," she smiles and takes another long pull off her glass. She's not drunk enough for where this is headed. "What did you need to drag me out to dinner for?"

"I wanted...I need to...tell you," he pauses and takes a deep breath, "I've forgiven you."

She'd be offended if she wasn't so amused by the fact that it took her moving and being gone for months on end to get him to grow up ever so slightly. "Thank my lucky stars. I was still really concerned that maybe you hadn't found it in you yet."

"Addison," he chides.

"Don't," she holds up a hand patiently. "Let's eat and drink and make believe like we are those really good friends we used to be..because I didn't come out here so you could-"

"I'm trying to move on," he illuminates.

"Yeah, well, it's coming at the expense of my emotions so find another way to deal with it," she tells him abruptly, putting the wine glass back to her lips, trying to keep it all in line. "You being the good guy always did seem to hurt me a lot more than it should've."

He begins with her nickname and she glares so he merely takes another drink himself. He thought he was doing them a favor. Getting it all in the open and over with. "Sorry."

Neither one of them believes him.

She makes it through appetizers without another word, draining the bottle sitting by their table, and then he takes her hand. Reaching across the black tablecloth, tangling his fingers around hers and he says it again, this time elaborating just a touch. "About the prom and the trailer and the fishing and the elevators. That's not me."

"Maybe it is," she tells him. People change.

"I don't want to be that guy. I'd like to think I'm better than those actions."

"You are," she tells him honestly. "You were."

"I'm trying to be," he pulls his hand back, not wanting the familiar warmth spreading across his chest. "I can't say that I never meant to hurt you, because I did, but I am sorry that I felt the need to do that to you...that I let myself follow through with it. It wasn't right, what I did."

Dinner, taking a sour turn, merely leads to her getting up and rushing to the bathroom. She, against better judgment, clasps her fists tightly, letting her short fingernails leave their angry red marks in her palm. And then she counts. To ten. In seven different languages. Making her brain focus on anything but the overwhelming sadness. Then she counts again. She always had a nagging feeling all those lessons would come in handy somewhere down the line.

"I ordered you the nectarine génoise," he tells her when she returns.

"Thanks," she mutters.

They wait in the quiet, listening to other people's heartbreaks, both wishing that it could be different that it is. She digs her fork into the cake when it arrives, looking for an excuse to have a full mouth.

"Want to go grab a drink?" Derek asks as they slip out the door into the rain, both without an umbrella or care about getting wet.

"You really think that went well enough to warrant spending more time with one another?" Addison questions incredulously.

"Come on Addie, a nightcap, for old times sake. Then I'll take you home."

"I'm not going to Joe's," she orders, falling back into the passenger seat.

"Not what I was thinking."

~-~-~-~-~-~

"In what realm of your head was this a good idea?" She looks up at her hotel, watching as the valet takes Derek's car away and deserts them both.

"This place has an excellent bar, I know, I spent many nights there."

"I bet you did," she retorts, slinging her purse over her shoulder.

"Addison," he starts gently, reaching for her unsteady arm, "I miss you sometimes."

She turns toward his face, body still in his control. "Goodnight Derek."

He refuses to let go of her, causing in a strange tug of war. "Don't you hear me?"

"Yes." And thus is the issue. Because sometimes she misses him too. Sometimes she wishes he was there to watch the waves and laugh at her cooking and listen about all the babies she saved, all the miracles she created. With a cursory glance at the heavens, glaring at the invisible constellations, she throws her hands into the air and signals her defeat.

She almost wishes this trip was like the last. Awkward and unwarranted, pleasant and confirming.

"Don't you miss...us? This? The crazy yet predictable safeness of it all?" He releases her, searching for the truth and getting nothing more than her coated back disappearing into the entryway as his answer.

~-~-~-~-~-~

"Of course I miss him. Of course I miss our life! How can he do this to me!" She shouts into her cellphone at Naomi, feet hanging off the bed, head meshed with the softest pillows.

"It's what they do," Naomi groans.

"He can't...I'm over him. I was dating Nae. I had a boyfriend."

"Who you didn't love."

"I could've though! If I had the time to sort it out I think, I maybe...I wanted to."

"You can want to love someone all day Addison, doesn't mean you do."

"Sam," Addison mutters and hears her friend's confirmation. "What do I do Nae?"

"Come home."

~-~-~-~-~-~

She left with about as much fanfare as she came in with. A pitiful goodbye by Richard, who still outright refused to fill her position, especially since he heard about Derek going crazy. And a few well wishes from the co-workers she liked. She muddles by her front door, sorting for her keys in this mess of a purse.

She enters silently, climbs the stairs silently, and falls into bed silently.

Everything is quiet here but the ocean and it's of little comfort tonight. She counts, gives up, and finally cries. Tucked safely on the sheets he's never seen, on the pillows he's never rested upon.

Missing him never got her anywhere. And she's not going to let it drag her down now.

~-~-~-~-~-~

What started as some basic research and human curiosity has gotten Derek a little sidetracked at night, hiding in the dark of his office in Meredith's house, looking for any news on his ex-wife. He knows where she works, where that is in relation to the beach (an important detail) and he knows the people she associates herself with on a daily basis. But it's getting less satisfying, pulling up the website, watching that awful commercial, noting how her hair was longer there than when he'd seen her last. It's not accurate. He's just maintaining a standard.

Two days later he knows her address and has google-mapped it, the stupid roof proving pretty uninformative. So he does the only thing he can think of. He's consumed. He owes it to himself to figure this out, whatever it is.

"Derek?" Meredith peeks her head into the dimly lit doorway.

"Oh...was I loud-"

"No, just wondering if you were coming to bed soon," she tells him honestly, never searching for a reason to doubt.

"I couldn't sleep." He motions to the bright computer screen.

"Ok," she grins and shuffles her feet to come sit on his lap.

He quickly exits out of his ticket reservation and brings up a bookmarked page from a surgery he did three months ago. It'll have to do. "It's a nine today," he mumbles into her damp lilac hair.

"Yeah," she agrees, not understanding that she's not the reason for the number, and snuggles into his chest.

~-~-~-~-~-~

"Incoming," Naomi whispers harshly, looking over the rim of her coffee cup.

"Wha-"

"Hey," Derek smiles cutely, just enough to see Addison's jaw reset and then clamp down.

"You'll excuse us," Addison demands and drags her ex-husband off by the lapels of his sport coat before running straight into Richard. "What is-"

"Addie," he beams and gives a cordial hug.

"What is going on?" She looks between the pair, Derek suspiciously sheepish and Richard bubbling with confidence.

"Do you have somewhere private we could speak, say an office?" Richard asks when the group Derek just fought through attaches themselves to the glass plated wall to watch the showdown.

She winds them through the hall, stomach bouncing with anticipation, and calmly takes the seat behind her desk. She needs the control. "I want an explanation."

"We...Richard has an offer you shouldn't refuse," Derek tells her, "I'm just along for a little vacation."

Her nose crinkles instinctively and her fingers push into her thigh trying not to reach out and slap him in frustration. "Let's hear it then."

"The board has given the go ahead for a new wing of the hospital, and we thought you may be interested in being the founding head of the new department. Think about it. All new equipment, more room, a larger staff. Addison...this is what you've always dreamed of. You have a chance to change things for the better. A real opportunity to showcase your talent, and I'd be behind you one hundred percent."

Addison bites down on her lip to keep from screaming out. The thing she always wanted was a family, and yes, she did lose sight of that a lot, and sure she put her career in front of a lot of things but California has put many issues into perspective. While the endeavor would be interesting and high pace, and she'd certainly make her mark, it's not as appealing as it once would have been. "I'll think about it. Now, I have patients."

"It's your lunch," Derek interjects and looks at her spotless desk, "And by the looks of it the rest of your day is clear. Come on, we'll stop by the store and I'll make you real food for dinner."

"I have plans," she asserts commandingly.

"You don't," Derek argues, having already researched her schedule from many angles, including the little kid upfront masquerading as a receptionist.

"You don't know-"

"But I do-"

"Derek you don't get to waltz into my office, and invite yourself into my home. We aren't married anymore. I don't have to share."

"I never asked you to share. We can go out if you want, if you aren't okay with me seeing your two bedroom, two bath beach house..." he stops himself, annoyed that it slipped out, the details he's pouring over endlessly. "I mean...I'm just guessing-"

"Are you stalking me!"

Richard clears his throat and tugs on his folded collar trying to interrupt. "How about we all go out to dinner. Derek," he orders, "let's give Addison some space."

~-~-~-~-~-~

"He has no right to be doing this. It's not his place," Addison huffs as she paces through her office barefoot.

Naomi looks up from the couch, throughly bored by all things involved with Derek C. Shepherd, and grunts, "I'll come with you...and I'll ask Sam to come. That way they won't talk business and Derek won't be able to steal you away."

"I can't believe he can expect me to fall back into his arms like that. He's....dating the intern!"

Naomi stands, aware that she was unheard and heads straight back out into the work world. There is no reasoning with Addison when she is like this, especially when the cause is that damn dark haired neurosurgeon.

~-~-~-~-~-~

The plan, failing miserably, when both Naomi and Sam realized that Maya would need to come too, came to an abrupt end when Richard hastily excused himself to head back to the hotel. Stuck and out of ideas she resorted to dragging him home for a drink and a "nice" send off.

"I'm not doing this with you Derek. We aren't going to be the divorced couple who doesn't learn from their mistakes," her head nods toward Sam's house and she pushes more sand in between her frustrated toes.

"I'm not proposing anything Addie...I just...miss you."

"Congratulations," she spews out sarcastically. "Where was that our entire marriage?"

"Don't do that, don't be spiteful Addison. You know as well as I do we haven't enough time for it." He pushes himself to the ground, back resting against the plush chair, and tilts his head up to find the burning stars. "Can you honestly tell me that you don't think about it?"

"You won't make me this woman. You aren't going to sit down there," she says kicking him with her foot, "and say all these things to get me into bed with you and then....what? Leave in the morning and hope I take the job. Is the job even real?"

"It is," he confirms. "I got lucky and had a way out here but I do mean it."

"What about Meredith?"

"I don't know."

"You love her?"

"It's...complicated," he replies softly, focusing on the waves.

"Complicated doesn't change it," she argues.

"I do but...I look at you and it's not the same...and once upon a time I believed that what we had was the most real thing in the world so...you tell me."

"I'm with someone-"

"Where is he then?"

"Working," she lies easily. It's gotten so second nature over the years. "He's a cop. SWAT actually."

"Impressive," Derek mutters. "You love him?"

Her mind flips through the flashcards of stock answers and all she gets is a blank. "I want to."

Derek stands and brushes the mess off his jeans. Slowly, he bends down and brushes the short red hair off her neck before pressing his lips down. "I'm offering Addie. I want to be the guy...I was. I want to be that guy with you."

His words tickle up over the gentle ridge of her ear, causing her chest to collapse inadvertently. "I...can't."

He pulls back slightly, moment lost, refusing to push any further when she's this rattled. "It's a great resume builder, if nothing else."

"You know," she laughs, "for the first time that's something that doesn't have me jumping for joy."

"I understand the feeling. Goodbye Addison." He slowly saunters back over the deck and finds his way out onto the street to call a cab back to the hotel. Maybe it didn't go exactly to plan but it was enough to move the ball into her court.

~-~-~-~-~-~

Addison stares at the multi-colored screen once more before taking another breath of the salty air drifting in from her open balcony doors. She looks to the boxes on her left, packed and waiting for movers, and the half full closet on her right just in case she needs to come back. She told Naomi she was going to help them set up, nothing more. Keeping it half true, needing that back up for security purposes but secretly hoping she'll eventually be able to put his house on the market.

When the horn blares in her driveway she manages to stand up and face her statuesque self in the mirror. "Here goes nothing."

~-~-~-~-~-~