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He shifted her slightly on his legs, still looking into her eyes as he smiled. "My favorite moment from the past year..." He said as his face became serious. "When you said you'd marry me..." He whispered. "The first time." He said as a grin appeared on his face.

"No... no... I mean before that... before today... what was your favorite moment?" She asked as she tilted her head as he watched her.

Derek laughed a little as he thought of something, looking to the ceiling as he cradled her.

"What?" She giggled. "Tell me..."

"It's not my favorite... but... I do remember it... very well... and very fondly..." He laughed.

"What?" She asked with an amused expression.

"The day that your mother found out about you and I." He laughed as she rolled her eyes.

"I swear..." She laughed.

"What...?"

"You just love telling this story."

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Derek walked quickly down the hallway, he had plans for the evening and was starting to get excited. Valentines day was falling on a Saturday and he had the entire weekend free. He whistled as he walked around the corner, dodging the much smaller woman who was coming right in his direction. "Doctor Shepherd." Her voice was short and stern.

"Doctor Grey." He nodded politely as he walked past her.

Just as he had thought that he was out of her sights, he heard her voice again. "Doctor Shepherd... can you come here for a moment?" She asked, her eyebrows raised as he turned to his colleague and handed him the chart he was holding.

"Yes, Ma'am." Derek said politely as he stepped down the hallway towards her.

"I'd like to speak with you privately, please." She said as she turned and headed down the hallway. Derek stopped for a moment, fear rising in his belly as he swallowed hard. With Ellis Grey four steps ahead of him he started to follow her down the hallway towards the conference room on the right. He stepped in behind her and she turned. "Doctor Shepherd, sit down please." She said sternly as she watched him stand nervously beside him. She watched as he pulled a chair out, carefully sitting down, he looked up at her above him.

She watched the fear in his eyes, a look that she had become all too familiar with in her young surgeons. However, the longer she watched him, the more confident they became. She could tell that he was running through every single thing he had done in that hospital for the past week in his mind, checking and double checking to make sure that there was nothing that he and messed up. That was the kind of confidence that she needed on her teams, that was the kind of confidence in a surgeon that she wanted, strived for in her hospital, but this matter had very little to do with surgery.

"Doctor Shepherd..." She said, crossing her arms over her chest as she watched him look up at her carefully. "I... am a very proud woman." She said as she watched his eyes follow hers. "I am a very proud... and very busy woman... with many responsibilities and not enough time to take care of them all..."

Ellis talked about her pride for several minutes and Derek sat there, his mind reeling at what she could possibly want, speaking to him privately. He had mentally gone through every procedure that he had performed that day, the day before, and the day before and he couldn't think of one thing that he had done wrong. He watched the strength in her eyes, and could clearly see in her sad eyes, her daughter. Derek's heart leapt at the thought of Meredith, his eyes brightening as he calmly listened to Ellis rant to him, rambling on about this responsibility or that, another similarity to her daughter. He almost smiled.

"What I'm getting at Doctor Shepherd, is that I know that you're seeing my daughter... and I'm not quite sure that I approve of it." She said sternly.

Derek's eyes widened. He had guilt written... permanently etched on his face. "Huh?" was all that he could utter.

"Meredith." She said sternly, noticing immediately that his eyes lightened at the sound of her name. "How do you know her?" She asked, more filled with a motherly concern than with scorn.

"I met her at Christmas, Ma'am." Derek said politely. "When her car was in that accident... my brother in law was the one that picked her up... brought her to my mother's house... I brought her home after Christmas."

Ellis nodded, watching him carefully as he spoke clearly and confidently. She could tell that he wasn't messing around, wasn't afraid of her. He just waited for her reaction. "I have noticed... that she spent a lot of time at the hospital while she was on her winter break. It was something that she rarely has ever done. She tends to avoid me." Ellis said softly, watching Derek nod. "I noticed that she was watching all of the surgeries that you were involved in... and also... I found this under the couch at my home." She said as she pulled out a silver ballpoint pen, with Derek's name delicately etched into the side.

Derek smiled slightly when he looked at the pen, looking up at her eyes, he reached out and touched it with his fingertips. "I had wondered where I lost that." He smiled softly, watching her eyes as they softened as well. "Doctor Grey, I assure you... that I have..."

"Derek." Ellis spoke softly. "I believe that you are one of our most talented residents here at Boston General...and I think that you're a very smart man. Just know... that Meredith is my baby... and although we don't see eye to eye... well... ever... she's still my daughter... and I would break the hands of any surgeon who got in the way of her dreams... even the most talented." Ellis smirked.

"Yes, Ma'am."

"Her studies... come first."

"Yes, Ma'am."

"You... can come in second."

"Yes, Ma'am."

"And don't expect any special treatment... because you're dating my daughter."

"No, Ma'am." He shook his head.

"Also... I expect to see you at dinner soon, in my home with my daughter... perhaps next weekend, after your Valentines Day excursion?" She said with a slight smirk, reveling in the blush that took over Derek's cheeks.

"Yes, Ma'am." He smiled softly.

"You may go now, Doctor Shepherd. Have a pleasant weekend." She said softly as she took a step back, watching Derek stand up slowly. "Take care of her, Derek. She's a delicate soul." She said softly, watching Derek nod knowingly as he took a step from the room, a slight smirk on his face, broadening into a grin as he made his way towards the locker room to change.

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"I just can't believe that you called my mother 'Ma'am'" Meredith giggled as Derek shook his head.

"Did you want me to call her 'sir'? I'm pretty sure that she would not have appreciated that." Derek laughed.

"I'm glad she let you come home for Christmas." Meredith whispered.

"Yes... but she assured me that this was not in any way a favor... just a way to get her daughter out of her hair." Derek laughed as Meredith shook her head.

"She did not say that!" She exclaimed with a laugh as he tickled her a little more.

"Alright..." Derek laughed. "It's your turn... what is your favorite moment this year...?" He asked as she looked up into his eyes, watching as she smiled and closed her eyes for a moment. "Meri..." He laughed, watching her open her eyes once again, happy tears in her eyes as she sighed happily.

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