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Derek glanced at his best friend and couldn't help but frown. She was freaking out. He could tell. She was staring straight ahead and playing with her watch, completely in her own world and he was pretty sure he should just turn around and go somewhere else. It would be easier. It would be a lot easier. Except this was her mother and that meant she had to do this.

Over the months, he had learned how to read the signs that she was freaking out, and in the last few weeks, he had gotten really good at figuring out why exactly she was freaking out. This was her classic mother freak out. Her eyes were dull and wet, her hands shaky, and she wasn't rambling like she usually did when she was freaking out. She just sitting in complete and total silence. He hated having to see her like this. From everything she had told him, she had nevr actually had an easy life and he just wanted his best friend to be happy. Meredith deserved to finally be happy and he was pretty sure if he just turned around right now she would ramble for a bit and eventually she'd be okay with not going. And he at least knew how to handle rambling.

But he had promised her he wouldn't run, and he figured Meredith would consider that running. So he wouldn't turn around. He would take her to see her mom and then he'd take her to go get ice cream or something. Or tequila. Meredith liked tequila and that would probably help a lot. So he could do this for his best friend, no matter how much he hated that it was hurting her to have to go see her sick mom.

"It will be okay," he whispered, grabbing for her moving hands.

"I know."

"Which is why you're so calm," he nodded.

"I am calm," she denied easily.

"I don't know why you try that on me."

"Try what?"

"Pretending your calm when you're clearly not."

"I am calm, Derek. I'm calm and...calm."

"I know," he sighed, squeezing her hand hard. "I'll be right there."

"Yeah."

"Meredith, I'll be right there," he repeated.

"I...I know," she whispered.

"You do?"

"Hmmmm," she breathed, chewing on her lower lip, her hand moving out of his.

"Hey," he frowned. "Talk."

"Talk?" she breathed.

"Yeah," he nodded. "What's going on in that head?"

"I...nothing," she murmured.

"Meredith."

"It's stupid and nothing and we're going to see my mom."

"It's not stupid and nothing," he sighed.

"You're going to run," she breathed.

"I'm not going to run."

"You are."

"Why would you even think that?"

"I told you it was stupid," she breathed. "Turn here."

"No, Mer, why would you think I would run?" he asked, turning the corner.

"Because...you have to park in visitor's parking. Around the corner."

"Meredith."

"She says things, Derek. She says things and you'll...she'll probably say things to you and you're...you shouldn't have come. You shouldn't have done this."

"I want to do this," he nodded firmly. "And I don't care what she says, I'm not running."

"Yeah."

"I'm not, I swear."

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