Lightning Strikes Twice - Part 30

[ariaadagio]

Title: Lightning Strikes Twice
Fandom: Grey's Anatomy
Pairing: Duh. (Mer/Der)
Rating: M
Timeline: Post Time After Time.

Super Special Beta:  Geez.  I want a Meredith next time I have to go on a plane, and I'm not even at the sex yet.

This part wrote itself pretty quickly, but... it was unexpected.  I hope you like it.  I'm still slightly ambivalent about it.  But... There's sex on a plane!  And we're finally back in Seattle with the next part.  Thank you.  Ugh.

~~~~~

Derek hated planes.  Meredith frowned.  Derek hated planes, and she'd forgotten all about it.  Derek hated planes, and, now, as a result of the accident she hated but couldn't regret, he had a condition that had already proven itself more than once to give him boosted levels of anxiety.  She frowned harder, hard enough that it slipped into all the muscles of her face, and it made her teeth hurt.

They'd checked the leftover Xanax, and they'd thrown out the meclizine.  The latter, that was fine.  The former...  She was beginning to realize that that had been very, very stupid.

How could she have let that happen?  Derek...  Derek didn't like the Xanax, didn't like the way it made him feel, didn't like the way it dictated things for him.  He'd stopped taking it when the memories had stopped pelting him.  Xanax was for preventing panic attacks, loosening him up a little.  It made sense that he'd stopped taking it.  She hadn't pressed him about it.  The memory thing was over, and he'd seemed...  Mostly fine.  Easily agitated, but...  Fine.  Of course he would have wanted to check the Xanax.  Because that was saying he didn't need it.  And, of course, he would say he didn't need it.  Hell, he would probably say he didn't need it and actually somehow think he really didn't, even if he did.  He was horrible at self-assessing his state of health.  Horrible at it.  Which she continued to find surprising.

But she knew.  She knew now that he was horrible at it.  And that just made it more abysmal that she hadn't remembered, because she knew he was horrible at self-assessing.  Wasn't that what a partner was supposed to do?  Pick up the slack, fill the gaps, be... yin to the yang or whatever?  She should have remembered, should have remembered how stiff and stilted he'd been on the flight out to New York, and she should have realized that it would potentially be a whole lot worse on the return trip.  She should have moved the Xanax back into her carryon when he wasn't looking or something.  Anything.

She should have remembered that Derek hated planes.

She'd started to notice something was wrong about thirty minutes into the flight, which had been about twenty minutes before the tense, horrible moment she found herself in now, watching him suffer.  He'd been quiet since the plane had started moving down the runway.  And that wasn't like him.  He talked.  He cracked jokes.  He made flirty, disarming banter into an art form.

He'd been very talkative all morning.  They'd gotten up early to drive Sarah's car to her upscale row house and catch a cab from there.  Sarah still hadn't gotten home with Stewart and their kids by the time they had arrived, and so, after Derek had dropped his sister's car keys through the mail slot, they'd sat on the front stoop, enjoying the morning, the view of Central Park, the decent weather and... the pictures.  He'd spent the moments while they'd waited for the cab staring at his phone, the beep, beep, beeps as he'd scrolled through the gallery photos marking off wider and wider expressions of glee on his face.

"Is that?" he'd asked, tilting the phone to the side.

She'd peered over his shoulder and grinned.  "Yes."

Beep.  He'd changed the phone orientation again.  "And this?"

Her grin had become a laugh.  "Yeah."

"Wow."  Beep.  "What about this one?" he'd said.  He'd had to orient the phone upside down.

"Yup," she'd responded cheerfully.

He'd been silent, making cute little false starts of words and scattered syllables in a very uncharacteristic fashion for a few moments.  "You're very flexible," he'd finally settled on when he'd gotten to the second to last snapshot.  "Very."  And then he'd swallowed and breathed and blinked in a way that said aroused.  Very aroused.  "How come I never get to see you do that?"

"Because when do I ever need to masturbate when you're around?" she'd answered, which had apparently been the right thing to say because he'd just about puffed up like a peacock and preened for her.  "And if you make wallpaper for your laptop out of those, I might have to castrate you," she'd added.  "I'm a surgeon.  I know how."

He'd smirked at her.  "Remind me never to let anyone borrow this phone.  Or I might have to castrate them."

After taking a brief moment to line up her props for the night by the bed, the tie, the conditioner bottle, the scrub cab, and a few other things, she'd taken about twenty shots while he'd been in the shower.  Twenty shots of herself in various stages of arousal, from the beginning, when she'd been warm but not hot yet, imagining him taking off her clothes and touching her with his skillful, surgeon's hands, to the near end, just before he'd come out of the bathroom in that delectable, loose, fluffy towel.  By that point, she'd been burning, burning for him to touch her in someplace outside her mind, to have him filling her up with himself.  She'd throbbed with desire for something real to be there where she'd imagined him.  Throbbed.  And she'd captured it all on his phone for him.  Twenty slices of moments from a continuous, building crawl toward euphoria.  She'd immortalized herself at various angles, in various locations, at varying distances from her body, and she'd been rather pleased with the results.  He'd seemed to be as well.

But when he'd gotten to the last photo, he'd stilled.  It had been a rather graphic one of him, very tied up, very... aroused.  Very... moaning.  She'd managed to keep herself out of the shot.  It was all him.  "That one is for me," she'd whispered hesitantly when he hadn't said a word.

For a moment, she'd wondered if that had perhaps been a mistake, capturing him forever in such a vulnerable, potentially embarrassing state.  But after long moments of silence, he'd just shrugged and grinned.  "We can move it to your phone later."

She'd smiled, not wanting to press his hesitancy or question his decision to let her go with it.  The fact that he, Derek Shepherd, the Derek Shepherd, man of absolutely no humility whatsoever, well, not much, anyway, had chosen not to comment or protest...

That had been a defining moment for her.  Derek Shepherd loved her, wanted to marry her, and was willing to let her...  Do that.  To him.  To virile, powerful, arrogant him.

And that had said a lot of things to her.

Things that had made her smile with a creeping sort of giddiness, still made her smile.  Smile, and love him just a little more, which she hadn't realized was possible.  It had been a zinging, tips-of-her-toes-to-the-tips-of-her-fingers sort of elation.  She loved him more.

The point was, though, that he'd talked.  He'd talked her ear off as they'd gone through the terminal.  Despite the hustle and bustle of the crowd, the stress of going through security, of dealing with yet another grouchy cab driver and another lemony cab, it'd been really pleasant.  He'd been fine, and chatty, and cheerful, despite the fact that his movements weren't nearly as fluid as they should have been.  He'd been fine, obviously still healing a little, but fine.

Then he'd gotten on the plane.

Now, he wasn't talking at all, they didn't have his Xanax, and it was bad.  Very, very bad.  And she was angry with herself for not noticing sooner.  When his chatter had ceased, that should have been the only clue she needed.  But, no, she'd just assumed he was tired, that the week was finally catching up with him too quickly for him to sprint ahead of it.  It had been when one of the flight attendants had gone past with the first round of drinks, and she'd found herself having to reply for him, no thank you, that she'd realized he wasn't just suddenly figuring out he was tired.  He was terrified.

She glanced at him, still trying to decide what to do.  His face was pale, colorless almost.  His hands were shaking.  And, while he sat rigid and still, his skin buzzed with little, barely-there tremors, reminding her of a pinwheel fluttering lightly as it tried to catch the breeze or something.  It was making her ache just watching him.  He was trying to read a magazine, but his eyes...  Every time a glass would clank or a baby would scream or someone would say something in a raised voice, he would twitch, lose his place, and then it would take him a full minute or so to resume the back-and-forth eye movements that indicated he was at least attempting to read if not absorbing the subject matter.

She reached out and touched his hand, which felt more like a block of ice than flesh.  The tremors were the only thing making it seem remotely like a piece of living person.  She actually had to remind herself that this was Derek.  Her Derek.  Her Derek was usually so warm...  He sucked in a breath and leaned back against the seat as his whole body shifted with pent up... Stuff.

"Hey," she said.

He rolled his head to face her.  His Adam's apple rippled down his throat.  His gaze... She caught a glimpse of sharp, fathomless blue before he squeezed his eyes shut.  "I'm fine," he said in a tiny, whispery, barely there voice that said under no uncertain terms that he was not.  He was not fine.  Not.  At.  All.

"You're shaking, Derek," she whispered.

"I don't hate planes," he replied, grunting as the remaining air racked out of his lungs and he reached up to curl his fingers through his hair.  A tiny sound rumbled deep in his throat.  Tiny.  Barely audible above the roar.  The roar.  The engine roar.

"It's just the roar, I know," she said, trying to soothe him.

"He's not going to go psycho is he?" said the stupid teenager who sat propped against the view port over the window seat.  He was a small, wiry, freckled, redheaded guy who hadn't had the benefit of a growth spurt yet, which made him look puny, immature, and just...  Annoying.  In that moment, Meredith hated him.

Derek rocked a little in his seat.  He leaned forward, curled up over the tray table, and collapsed his face into his hands.  "I'm fine," he said, his voice low and throaty as he spoke through the gap between his palms.  His shoulders jerked as he panted, and he made the tiny, twisting sound again.  The sound that wasn't a word or a groan or a moan or anything of the sort.  It was just...  A solidification of his terror.  And it felt horrible as it jammed up against her eardrums.

"He's fine," Meredith snapped at the kid.  "And you?  So not helping."

The kid shrugged.  "Dude looks wrecked."  But then he shifted, slipped his headphones on, and rudely removed himself from the conversation despite the damage he'd done.  Meredith glared, but... But...  Whatever.

She turned back to Derek.  Meredith leaned against him and ran her palm up and down his back.  She paused to check his pulse at his neck, not even trying to hide the concern underneath the guise of petting.  His heartbeat thumped back against her fingertips like an angry, wild, living thing trying to punch out from under his skin in a tantrum.  It was racing to the point that he had to feel it.  Had to hear it throbbing in his ears.  And it couldn't in any way be helping.

"Derek," she whispered, leaning close to his ear, trying not to let the fear leaking out of him slip into her.  They couldn't both freak out.  And he was...  He was bad.  Having an anxiety attack on the plane... That would be catastrophic.  There was nowhere to go...  Nowhere to escape to...  Maybe she should call a flight attendant over.  Surely, they kept emergency medications for this sort of thing?  Maybe...  But how would Derek feel about that?  He'd probably feel worse.

"Derek, you have to breathe.  Okay?  Breathe."

He tried.  He really did.  The thing about anxiety attacks, though, was that a lot of times, the victim didn't really have control over it.  They weren't something that could necessarily be calmed down, not through conscious action, and that was part of what made them so scary.  Sometimes, they happened for no obvious reason at all.  Telling him to breathe...  She wasn't sure how effective that would be.  His body was telling him I AM SCARED.  And the rest of him was stuck along for the uncomfortable ride.

She flipped back the seat arm that separated them and wrapped her arms around him.  He gulped down a breath.  Another.  She splayed a palm on his chest and started to rub in slow, slow circles.  What was she supposed to do?  He wasn't there yet.  Wasn't in the grips of a full-blown attack, but he'd been getting worse in the time it'd taken her to realize there was a problem.  He was getting worse now.  What was she supposed to do?

What...

Distract him, a tiny voice said.  Distract him.  With what?  Well, duh, the tiny voice answered.  Hello?  If there was one thing that routinely flummoxed him, it was Meredith.  She rarely saw Derek Shepherd speechless, and usually when it happened, it involved something with her.  Maybe she could...  Get him to respond.  Get him to start thinking about her and not about the plane.  Maybe.  It was worth a shot.

She rubbed her knee up against his, grinding, smooth, in a gesture that would have screamed sex me up if it hadn't been for the fact that he sat rigidly enough to be part of the metal seat fixtures, if it hadn't been for the fact that he was so intensely upset that he almost didn't seem to notice she was touching him.  Okay...  Maybe...  Something a little more...  Visceral.  She nipped his ear and smiled for the both of them.

"Did we ever decide who took advantage?" she asked as she pressed into him.

He breathed once, twice, a third time, four.  "What?" he finally managed.

"That first night," she clarified.  "Did we ever figure out who was more drunk?"

He grunted, shook his head, and his eyes squeezed shut.  "I don't..."  A whoosh of air sucked his voice away in the tumble of it.  He leaned his face into his palms and slid his elbows along the tray table.  Wreck, wreck, wreck, her brain said.  He needed help.  She had to get him to focus on her.  Focus on her and not the fact that he was in a plane and miserable.

Running her hands along the block of tension that was his shoulder, she whispered...  "You remember?  I was in that little black dress you like so much.  And you were wearing your sexy red shirt, and your cologne was just...  I forgot your freaking name.  Don't I get points for that?  I should get points for that."

"I..."  He swallowed.  "I never knew yours."

"And yet you still had no problem screwing me?  I think I win.  You so took advantage."

"You were..."  He stopped talking, stopped talking and swallowed, blinked, clenched his fists.

"What was I, Derek?" she prodded.  Look at me.  Look at me.  Look at me, damn it.  She thought hard.  Maybe if she thought hard enough, he would listen.  He had to listen.  Because if this got a lot worse, she was going to call the flight attendant, even if it made him hate her.  He needed to calm down.  This wasn't healthy.  He needed to -

One moment, he'd been trembling.  The next...  A surreal sort of peace spread over his features.  He sighed.  Deep and calm, like a slow tide in the moonlight on a quiet beach.  His shoulders rose with the inhalation, and his whole body unwired itself with the exhalation.  He looked at her and he smiled.

In that moment, in that perfect moment, Derek Shepherd wasn't on that plane.  Derek Shepherd wasn't on that plane, and the expression on his face alone kidnapped her senses and dunked her into his fantasy right along with her.  She smiled back as the bar unfurled around her like a tapestry.

"You were beautiful," he whispered as his tone dipped down into something rich and reverent and full.  Relaxed.

She felt a twanging curl of heat spread through her as his gaze peeled everything away from her.  She felt... naked.  Like he was peering into her soul.  A deep, hooded look of pleasure pulled his eyelids down over his desirous, twinkling gaze, and his stare narrowed, relaxed.  Relaxed.  Relaxed.

She leaned against him, forehead to forehead, and breathed.  He smelled good.  And his skin was warming up, pinking up.  She kissed him lightly before pulling back, but only just.  Their noses mashed, their skin touched.  The honeyed calm between them stayed, hovering like a blissful fog.  It was like drifting in molasses, but it was a good sort of sluggishness.  A sort of sluggishness that made the world slow down for the good stuff.

"I can't function when you're that pretty," he said against her lips.  "Which is always.  I think I win."

"I think you functioned plenty," she said, nipping at him.  "At least... four times.  That I recall."

"You remember... the count..."

"You don't?"

"No.  No, I just..."  His voice trailed away.  His eyes closed, and he was lost in some long gone moment, long gone except for somewhere in his head, and probably somewhere in hers.  A smile curled his lips before he paused to lick them in an almost hungry gesture.  Hungry, yes.  But not for... food.  A low, throaty moan rumbled out of him.  Derek Shepherd was definitely not on that plane.

"You just..." she prodded, trying to force him deeper into the memory, to get him away from all this... plane stuff.  The look of pleasure on his face was...  gorgeous.  Her insides tightened.

Bad.  Stop it, she thought.  Naughty.  No jumping nervous Derek on a plane.  No.

But he looked so hot when he was daydreaming like that...

The speaker overhead crackled and whined, and the pilot started muttering out of it, started rambling about the weather in Seattle, and how they were actually running early, which the pilot seemed ecstatic about.  Ecstatic.  Except Meredith wanted to run up into the cabin and punch him for opening his damned mouth.

Derek flinched at the intrusion of sound into their private island of nostalgia, and the calm that had advanced a step took a huge a leap backward into a dark abyss, where it committed hara-kiri in a screaming pile of blood and gore, and left Derek a messy heap of nerves again.  She gritted her teeth.  He'd been so good for those few moments.  So good.  And now it was all ruined.  He looked down at his tray table and swallowed, grunting harshly against the air as it twisted through him.  His fingers curled through his hair once, twice.  "I don't hate planes."

"You're fine, Derek.  Just keep breathing.  What were you thinking about before?"

"I don't..."  He closed his eyes, and his whole body shuddered as he visibly forced himself to...  Get back into his head.  "I don't remember how many times."

"Seriously?"

"Wasn't counting," he replied gruffly, and then a slow, hesitant, gorgeous smile spread across his face like someone had slathered it with a warm butter knife.  He breathed, leaned into her neck, inhaled her, and spoke, his soft voice rumbling into her neck.  "I just liked... Being happy again."

"Oh," she whispered as her breath fell away from her.

"You smell good," he rumbled, his face buried in her hair.  The words felt good against her scalp, against her neck.  He pushed into her, nuzzled her, gifted her with a throaty almost... purr.  More of a growl really.

But then the ambiance of the plane sprouted sharp, pointy teeth.  Derek grunted and pulled away from her as the tinny, screeching sound of one of those stupid handheld video devices filtered back through the gaps between the seats in front of them.  She tilted forward, trying to see around the bodies and the seat backs and the blankets and pillows and everything else in the way.  A sharp glare speared her eyes as the little offending device shifted in the hands of some stupid adolescent sitting between two older adults.  She blinked.

Hadn't people heard of headphones?  Only by grinding her molars into near paste did she resist the urge to lunge over the seat, reach down to the stupid kid in the row in front of them, and commit an act of strangulation.  Couldn't they tell the man behind them was freaking out?  Meredith winced at the crinkling, breaking sound of an explosion that tinkled out of too-small speakers, and she felt hate writhing through her.  Watching a movie with no headphones on a plane?  Not cool.  Watching a damned action movie?  Even worse.

Her mind wandered to earplugs as she ran her fingers up and down Derek's arm.  Earplugs.  He had earplugs somewhere, didn't he?  She snored.  And he needed them to sleep.  Well, he'd needed them before.  This last week, he'd been sleeping heavily enough that she doubted he'd bothered with them.  But she knew he carried them with him somewhere.  Had he checked them, or were they in his carryon luggage?  She thought about pushing past him to route through the overhead bins.

"I'm fine," Derek muttered breathily, ripping her away from her tangent.  "I'm..."  He looked at her and smiled, really smiled, only to wince again when a man a few rows behind them coughed, low and wet and mucousy.  It was like watching a yo-yo.  Like Derek just couldn't get completely into it again, into her, into the memories.  Stupid pilot and his stupid screeching words.  Stupid video.  Stupid sick people.  She'd been so freaking close.

"Well, maybe we should declare it a tie," she whispered, trying not to sound too defeated.  At least he wasn't shaking anymore, well, not enough that she could easily see it.  He wasn't... flipping out.  He was tense.  Yes.  A bloodless, pale color bleached his skin.  Yes.  But she'd calmed him down out of an imminent panic attack, and that was... Something.  Something to be thankful for.  "I forgot your name, you were stuck in bliss...  Drunk on different things, but... Drunk."

"A tie."

"Yeah."

"Okay," he said.  He leaned his head back against the seat and sighed.

"Good to have that finally settled," she replied, smiling at him.  "Don't you think?"

He turned to look at her and regarded her for a moment.  The skin around his eyes pinched up, and he stared at her like he was...  Drowning.  Help me.  Maybe she imagined it.  Maybe.  She really doubted he would ever ask out loud.  He shifted in his seat.  Shifted like...

"I have to get up," he whispered, hoarse, upset.  Not fine.

"Okay," she said.

He shakily undid his seatbelt, stumbled up into a standing position, clenching the back of his seat between white knuckles and a sliding grip.   He took a breath.  Another.  And then he moved off down the aisle toward one of the lavatories in the back of the plane.  She frowned, trying not to watch as he disappeared, but it was useless.  She was worried.

This wasn't healthy.  It wasn't healthy, and maybe she really should ask one of the flight attendants if they had anything for his anxiety.  Maybe.  In a minute, she'd think about asking.  Asking for him, because he wouldn't.  He wouldn't ask.

While he was up, she stood and took the chance to go through their luggage.  She couldn't find his freaking earplugs anywhere, not in the main compartment of his bag, not in the thousands of stupid pockets it seemed to house.  He must have checked them.  Or maybe they were in his wallet.  Or something.  But they were definitively.  Not.  In his carryon.  Which sucked.

She paused when her fingers brushed the velveteen of her ring box.  She couldn't help but smile.  Married.  She was getting married...  At least there was that.  Assuming this plane ride ever ended.  At least there was that.

The soft caress of his palms against her hips drew her out of her reverie.  She started, turned, and found Derek staring at her, inches away, breathing, close.  She resisted the urge to jump him, not in front of all these people.  "Hey," she said.

His eyes darted to her hands, which were still buried elbow deep in his bag.  "Did you need something?"

"I was looking for your earplugs," she said.

He let loose a malcontented, twisting breath as he drew his fingers through his hair.  "They're in my other suitcase.  And I doubt they would help.  Much."

"Oh," she said, the air deflating out of her like someone had poked her full of holes with a machete.  "Sorry."

She zipped his bag back up and settled down into her seat.  He collapsed next to her with a frustrated sigh and pulled out the magazine he'd been trying to read earlier.  The pages fluttered before he set it down on the tray table, fluttered with the excess motion in his hands.

"You okay?" she asked.

"Better," he replied gruffly.  Little bitty tremors still raced across his skin, and she could definitely see them when she focused on him, but at least his breathing had slowed to something less hyperventilatey, and he wasn't lying about being fine anymore.  He seemed... more resigned to the suffering than anything else.  Resigned, rather than ready to panic right out of his seat.  She sat there stroking his arm while he tried to read, but he eventually gave up and leaned his head back against the seat.  His eyelids drooped, and he rolled his head to look at her.

He breathed.  "Meredith."  He sounded miserable.

She reached up and ran her fingers through his hair, lightly grazing his scalp with her nails.  A light breath whuffed out of him, and he smiled, faint, barely, but still a smile.  "That feels good," he said.  And some of the tension that gripped his frame, forcing him into rigid, austere lines, relaxed, and he slumped ever so slightly in his seat.  She kept doing it, for a minute, for two minutes, for three, until his eyes shut, his breathing slowed into the steady rise and fall of near slumber, and his pallor started pinking up again.

She stopped and took up one of his hands between her palms.  Warmth had returned to his skin.  His fingers flexed around her, and he peered at her with a half-lidded gaze.  Everything calmed into a slump, and he sighed, deep and full and shaky, like his body was a vice, squeezing out the tension.

For ten blissful minutes, he had relief, and she rested, curled up against him, glad for those moments, glad for them while they lasted, glad that she'd delivered him back to that place not on the plane.  That place where it was just him and her on a nice, tropical island.  With palm trees.  And a balmy breeze.  And skinny-dipping.  There would have to be skinny-dipping on this island.

A baby started crying four rows up from them.  The mother dribbled frantic shushing sounds like raindrops, but the noise, piercing, wailing, loud, made even Meredith uncomfortable, and the progress she'd made with Derek dissolved before her eyes.  He started to shift in his seat, agitated all over again.  A flight attendant roamed through, checking for trash, upsetting him further when she brushed against him as she passed, and the shaking resumed not long after when the plane hit a brief pocket of turbulence.

He excused himself again.

She frowned, watching him go.  When he disappeared into the lavatory, that was when the idea hit her.  He really did seem to do much better when he was thinking about her, just her.  Her original idea had been sound...  It was just impossible to keep him focused with all the distractions around.  But...  She mulled over her options.  There was a really good way to make him think about her, just her.  A really.  Good.  Way.  If she could pull it off.  She frowned.  She couldn't pull it off, could she?  Plane sex was messy, and not nearly as hot as it sounded.  There was a lot of barely moving, awkward crap because of the tight spaces, and, assuming there was any degree of success, she would be sitting for the rest of the plane trip in wet, uncomfortable panties.  But...

We could go try to join the mile high club.  That might work to cure me.

She looked back, swallowing.  There wasn't a line or anything.  It wasn't far enough into the flight for everyone to be antsy.  She darted her gaze left and right.  The flight attendants were scattered.  None of them were near the bathrooms.  Window Seat Boy was listening to something, eyes closed.  The tinny beat popped out of his headphones and littered the air around his ears with a faint tapping, and she doubted he would even notice the seats next to him were unoccupied.

She stood up and walked down the aisle, overwhelmed with sudden determination.  She would fix this.  She would do the gap filling yin thing.  The door of the lavatory Derek had entered had just barely started to open when she plunged forward and shoved herself into it, colliding with him.  He gasped.  She supposed it might have been stupid, surprising him like this when he was already so agitated.  But.  Well.  She'd seen an opportunity and she'd seized it.  She was seizing it.  Seizing.  The.  Opportunity.  So, why did she feel like she'd just made a huge freakin' mistake?

They stood breathing in the tight space.

"Meredith," Derek said, his voice tight and tense and... uncharacteristically unhappy considering she was skin to skin with him.  "What are you doing in here?"

"Well," she said, breathing, nerves biting into her conscious thoughts like piranhas and tearing her voice away from her.  This was a mistake.  This was obviously a mistake, because he had to ask.  And wasn't it sort of a no-brainer?  He was Derek.  He didn't need directions.  Not when he was in his right mind.  Huge.  Mistake.  Huge mistake.

He was already upset.  This would put pressure on him, and that could make things even worse.  Especially if he found he couldn't...  Couldn't...  Oh, god.  Oh, god.  She was going to make things worse.  And how insensitive of her was it to attack him on the way out of the bathroom when he'd actually been using it as a bathroom and not a sex closet?  Frequent urination was a sign of agitation.  He was agitated.  And he wasn't happy to see her.  And this was bad.  Bad, bad, bad.  She was a crappy yin.  Yang.  Yin yangy... Whatever.  She sucked at filling gaps.

"Never mind.  It was a bad idea.  It was a horrible idea.  Horrible.  I... I shouldn't have...  Are you okay?" she said.

He sighed and wrapped his arms around her.  She felt his nose push into her neck.  He let loose a breath that had an almost sobbing quality to it.  "I'm fine," he said.  "I'm fine."

"No, you're not," she said into his shoulder, the words muffled.  The cloth of his shirt was warm against her mouth.  His whole body shivered against her.  She tried to soothe him, tried running her fingers through his hair, tried running her nails along his scalp.  That had worked well before.

He clutched at her.  At least his trembling seemed to be calming down again.  And his grip wasn't quite so... desperate.  "So," he said, breathing, breathing, breathing.  "How does this...  How does this mile high club work?"

"We don't have to," she found herself replying.  Actually, at this rate, she would really be surprised if they even could.  At all.  "You're nervous.  And you...  You're nervous.  And we don't exactly have a ton of time--"

He kissed her, cutting her off.  But it was a hesitant, trying-too-hard kiss that was far from confident.  Far from the person he usually was in the bedroom.  The one that knew exactly what he wanted.  Her.  Exactly how to make her scream.  Him.  His lips jerked along hers in a hitching motion, almost like a rubber ball bouncing to a stop, like he wanted contact, wanted it badly, but was terrified to follow through with it and kept pulling back, sort of.

And that was scary.  Scary that he was that nervous.  There was no way this was going to happen.  No way.  And he was going to be embarrassed when he couldn't get himself hard for her.  And it was all her fault.  Because then he'd panic even worse.  And this was just... Bad.  It was bad.

"It's supposed to be a quickie, then?" he whispered.

"Technically, it should be."

"Technically."

Meredith nodded.  "Yes, technically."

"What if I don't care?"

"About?"

"No one will notice.  There wasn't even a line," he murmured.  He unbuttoned his jeans, took her hands, and guided her underneath the waistline of his boxers.  She felt him.  He wasn't aroused.  At all.

"Derek, what are you doing?" she whispered.

"Trying to convince my penis that I'm not terrified right now," he said, his breath soft and warm against her neck.  "You're sort of an integral part of that plan."

He wrapped his arms around her and pulled her against him in a tight embrace as he started to shift, started to rub up against her fingers.  Touch me.  Touch me.  Touch me.  His body language was clear.  He kissed her throat, a little more sure of himself as she flexed her hands and touched back, let him know she was in this, in this and willing.  He licked, and sucked, and teased, and it felt good enough that she moaned for him, moaned long and low.  His grip clenched, and his roaming kisses firmed up from something that guessed to something that knew as he inched closer to cocky Derek.  She'd never realized how much she liked cocky Derek until he was missing.

"You're sure you're okay?" she asked.

He nipped at her, playful, and let loose a shaky, warbling laugh.  "No.  But I'm all for trying."

"I just... I'd understand if you can't.  I mean, I know it's hard.  Difficult.  I meant difficult.  To get hard.  When you're upset.  That time I meant hard.  And I need to shut up now.  Except I seem to be speaking still, and I--"

"Mere?"

"Yeah?"

"You're really not helping."

"Oh.  Sorry.  Want to come back later?"

"No.  No, I just need..."  His voice trailed away.

He slipped his hands under her shirt, pushed her bra up over the curve of her breasts, and cupped her.  His hands were icy, and she tried desperately not to flinch, but as he massaged her, as he soaked up her warmth, the motions became more than okay.  She moaned.  Moaned and twisted into his touch.  He loosed a low, breathy chuckle, and then his lips were on hers, and he pushed her flat up against the wall.

He groaned into her, groaned and pushed up against her groin, crushing her hands between them.  She twisted her fingers and gripped him, started to stroke him up and down.  He wanted help, she'd help him.  She tried not to get concerned when nothing happened.  Nothing.  He was rocking with her motions, pushing into her hands, and he was panty and groaning and straining.  Heat.  Fire.  Friction.  His breaths fell from his lips, quick and grunty and hot.  She was definitely doing it right.

But... Nothing.

He leaned over her neck.  His hair brushed against her cheek.  The warm, salty trail of his tongue graced her clavicle, and she hissed out an aroused breath.  He really was good at the kissing thing.  He was.  Oh.  Oooh.  She arched back into the lavatory wall and moaned, long, and whining, and desperate.

"Well, we seem to be making progress on you, at least..." he said after a long, panting silence.  He laughed softly when she whined at him in response.

The pads of his thumbs ran across her nipples.  She gasped as a low thrum of tension started twanging deep in the lower part of her gut, building, building.  "Hmmm," she said in her best, flirty purr, forcing herself to focus and say words.  Words that connected into a sentence that made sense.  This wasn't remotely fair.  This was supposed to be for him.  "You're the one that needs this, Derek.  I'm trying.  I'm...  What do you need?  I'm..."  Her voice trailed off into a moan as he kissed her again.

"It's good," he whispered.  "You feel good, Mere."

Except he still wasn't... responding.  Down there.  He played her like a violin with his hands.  He touched her.  He roved his fingers and palms against her breasts, her abdomen, up and down in a wandering symphony of flaming sensation.  He was definitely into it.  Except... Not.  Definitely not.

All at the same time.  Tension racked his frame, but that was the only thing stiff about him.  She ran her hand down the length of him.  Felt the coarse curls of his hair as she palmed his groin and worked him, tried everything she knew he really liked that was doable in the very little space that they had.  He sighed and pushed into her touch, pushed into it like a starving man.  His short, tensing, desirous breaths laved her skin like fire as he worshipped everywhere his tongue could reach.  But...

"Derek, if you can't..." she whispered.

"Give me a second," he said, panting.  "I just need..."

"Derek, you're nearly forty, you're agitated," she said, suddenly frustrated that she was burning, burning, burning, and he wasn't even twitching yet in her grasp, frustrated that he was probably going to break something trying before he would admit he couldn't.  "You may need more than a second.  And we don't exactly have all year in here."  And then she stopped.  And then he stopped.  Everything...  Stopped.  She stood there, her hands wrapped around his misbehaving anatomy, and he hovered, mid kiss, mid pet.  He pulled back, breaths racked with low, grunty sounds that gave them a depth, a heaviness.

Crap.  Crap, crap, crap.  Of all the things to say...  Guilt swept down into every crevice of her soul, and she swallowed and blinked back a sudden rush of tears.  He wasn't twitching yet because for the past hour and a half he'd been scared out of his mind, barely able to function even in a nonsexual sense.  And then she'd attacked him on the way out of the freaking bathroom, which he'd only been in because anxiety had made him need to pee.  But he was being a good sport about it anyway.  He was really trying, even despite what had to be obvious embarrassment that his body wasn't behaving like he wanted it to, and she'd wrecked it.  You didn't tell a man in that position that he couldn't do it.  Way to go.  Way to fucking go.

She was really not doing well today.

"I'm sorry," she stuttered, thunking her head down against his shoulder as she tried to catch her breath.  "That came out wrong."

He remained silent for a long moment.  "Is that why you're upset?"

"Upset?  What?"

"That I'm older."

"What?" she said, horrified.  She didn't...  He thought that she was upset about his age?  She wasn't...  When he'd asked, she hadn't....  She wasn't.  She wasn't upset because he was older.  She was upset because...  Because...  "No.  No.  I'm not.  Not upset that you're...  I told you it didn't bother me."

He was silent for another stretching moment.  "It bothers you," he said, his voice deep and twisting.

"No, it doesn't.  Not like that," she insisted.  "Derek, I don't think this is going to work."

Frustrated, she pulled her hands out of his boxers and sighed, expecting him to button up and then they'd slink back to their seats in misery.  Except he didn't move.  He stared at her, his eyes narrowing as he regarded her darkly.

His voice was low and dangerous and wounded when he finally said, "I can get it up."

"I'm sure you can, Derek," she replied, trying to stitch up his bleeding ego.  She wanted to cry.  He was miserable, and she'd just inadvertently insulted him on the deepest level imaginable, and, well...  It was bad.  It was bad, bad, bad.

"But we both seem to be not in the mood, now, and...  I love you.  I love you so much.  This was supposed to relax you, not make you hate me.  And I'm doing a really bad, bad job of being your yin... gap filler... person.  Thing.  Whatever.  I'm sorry.  You satisfy me, Derek.  You more than satisfy me.  You make the ground under my feet shake.  And I'm not wigged out that you're older.  Not like that.  Not like you're thinking.  I'm sorry.  I didn't mean...  I'm sorry."

Moments ticked by in a long, marching stretch of quiet.  The hum of the airplane suddenly seemed loud.  So loud to her ears.  Was this what Derek hated so much about planes?  The roar he kept mentioning...  She could really see how it might become a little maddening after a while.

She swallowed thickly, blinking tears away.  She really hadn't meant to mess this up so badly.  This was supposed to save him from an anxiety attack, not make him feel horrible about himself and have an anxiety attack to boot.

A clamor of voices outside the door distracted her.  A flight attendant was discussing something.  Something about drinks.  And then her voice faded off as she thumped back down the aisle, her footfalls loud and hollow against the carpeted floor of the plane.

Derek watched her, still and tense.

"How then?" he asked, his voice low.  Cautious.  Hopeful.

"This really isn't a conversation for a lavatory, Derek.  I...  Please.  Not now."

He stared at her for a long, long moment.  She bit her lip.  He was blocking the door.  They couldn't... Leave.  Until he left.  She wouldn't push past him.  He...

Lunged forward and kissed her, dark, angry, lusty, and... loving.  All at once.  It was a weird tumultuous confusion of signals as he pressed her back up against the wall and stormed across her lips.

"Derek," she murmured into his mouth as he sucked the taste of her down in a way that had her world shivering like the flicker of a flame atop a candle.  Everything went out of focus.  He was hot.  Hot against her.  And the sudden desperation in his movements...

"I can still make you come," he growled against her teeth as he kissed her.

The implications of his words were clear.  He could crash her world down whenever he wanted.  He didn't have to be anything other than there to make her into a mewling pile of lusty, thrusty nonthoughts.  He owned her just as much as she owned him.  And he didn't need an erection to prove it.

She really, really hadn't meant to gouge his ego so deeply.

But she didn't have more than about five seconds to think about it.  His hands slipped down into her pants, underneath the fabric of her panties, into the warmth between her thighs.  He'd made her wet and ready earlier with his attentions.  Wet and ready and throbbing.  And, though it had cooled briefly in the minutes following her stupidity, the desire swept back into her like a wrecking ball when he easily slid a finger inside and curled it forward against her g-spot.  She just about lost her footing, but he caught her with the hand that wasn't strumming her like a harp.

"Oh," she gasped.  "Oh, Derek.  Please.  Oh..."

He leaned down against her ear, his hot, short breaths buffeting against her.  "Now, who's begging?" he whispered as he moved inside her.  He petted her with his thumb, and the heel of his palm pushed up against the cushion of skin over her pelvic bone.

"Der, oh," she hissed.  He pressed with his thumb, started roaming in slow, torturous circles, circles that had her grinding into his hand, trying to force more of that glorious pressure.  "Oh.  Oh, my...  Oh."

He laughed.  "They'll hear you if you keep that up," he said as he built her desire from within and without, brick by painful, torturous, splendid, outstanding, world-smashing brick.  She bucked in his grasp.  Every time his hand shifted, she wanted to die.  Die and die and die and die.

"Then stop torturing me," she tried to say, only to have her voice melt away into a long, winding, shivery moan.  He knew exactly where to touch her.  Exactly where to focus to make her whine for him.  Whine and... She jammed her lower body into him, tried to make him go deeper.  "Right there.  Oh, Derek.  Derek.  Derek.  I can't... shut up.  You...  Oooh."

"You're so slick, Mere," he growled in her ear.  "You're so hot."

He withdrew his fingers and pushed her pants down off her hips.  The cool air made her twitch, but he eclipsed the shiver with the warmth of his skin.  She moaned.  Moaned.  Moaned at the sudden abandonment.  Nothing filled her.  He was warm against her, but she felt... Empty.  And she needed him.  Needed him back inside her.  "Please, Derek," she said.  "I want you."

He shuffled awkwardly against her, grunting, breathing, very male, very close, very hers, but he'd left her, he'd left her throbbing, and she couldn't think.  "Turn around," he said, his voice hoarse.  "This won't work at this angle."

"What?" she asked, her world in a stupor of need.  He'd abandoned her.  He'd worked her into a vibrating pile of near explosion.  And then he'd pulled out.  Was this torture?  Was this payback?  She didn't know.  She didn't understand words.  "What... Angle.  What?" she asked.

She felt his hands at her shoulders, forcing her to move, turning her toward the wall.  They thumped and shuffled and collided with each other.  He hissed.  "Move, Meredith.  I can't.  There's no space.  Move."  He sounded as frustrated as she was.  Frustrated.  Why the hell was he frustrated?  She was the one who should be frustrated.  Hell, she was definitely frustrated.  If he would just put his thumb back and do the circle thing some more, she would be all right.  She whined as he managed to flatten her up against the wall face first, her back to him.  She braced herself with her hands.  Maybe he would start again.  Maybe he would--

"Oooh," she moaned as he grunted, and she felt him slide up into her from behind.  Not his fingers.  Him.  Hot and thick and ready.

He stood there panting, straining.  She trembled against the wall.  His hands gripped her hips.  And she was full.  So full.  With him.  "There," he said, his voice shaky and torn with... Need.

"You..."

"I?"

"Hard," she managed.  "Fucking hard."

He laughed, throaty and... playful.  And it was a beautiful sound.  Beautiful.  Her chest thrummed with the warmth of it.  "You tend to do that to me, Mere."

She clenched around him and sighed.  He fit her.  He fit her so well.  He shifted inside her, and he started to slide in and out in a slow, continuous wave of blissful motion.  Every time he came back home, the tip of him scraped her g-spot, and it was... heaven.  Heaven.  Heaven.  And she couldn't breathe.  The power in her lungs leaked away as she fell into the crush of needing, needing him, wanting him.  He filled her, and he fit, and she wanted him.  More, more, more, she wanted.  "Oooh," she gasped, tight, brittle, barely.  She clawed the wall, clawed desperately.  He was steel, and hot, and groaning.  He sounded hot when he groaned like that.  Hot and male.  His musky scent wound around her, made her throb, made the blurry wall fade as the sparks started.

He leaned down over her neck and kissed her cheek.  "You're a very.  Good.  Distraction," he said.

"Harder, Derek," she whined.

He put more force into his movements, more force.  "I am," he said as he started lifting her weight off her feet with each pounding thrust.

"You...  Oh, yes.  Yes, you are."

"We need to be quiet, Mere," he said.  "This is technically public indecency.  I think."

Was he freaking kidding?  He had to be freaking-Oh.  She moaned, low against her vocal cords.  Low and twisting.  Her lower body felt like a coiled trip wire, ready to go.  Ready.  Ready.

"I'm trying.  Quiet.  I'm.  Oooh.  Oooooh.  Help," she gasped.  "I'm going to.  Help," she said, squeezing her eyes shut.  He figured out what she meant, at least.  His palm clamped over her mouth.  "I'm--" she managed, muffled into the warm, slick skin of his palm, and then she whined as everything exploded at once in a demolition of her senses.  "Derek!" she yelled into his hand, barely able to cut back on the volume as the waves throbbed through her in tsunami-sized pulses.  It felt.  Good.  So.  Good.  Good as the initial swell peeled her brain apart into dazed, unthinking sections of mindless, giddy euphoria.  Better as the aftershocks hit in a series of humming, throbbing echoes that left the inside of her clenching around him in a desperate march of fluttering spasms.  The best as the satisfaction dripped into her bones and gripped her in a stupor.  A stupid stupor.

He finished shortly after.  He twitched inside of her, and a damp warmth spread into her.  He grunted, and his weight became heavier against her, pinning her between him and the wall as he curled over her and breathed, breathed, breathed.

"Meredith..." he moaned as the last of him spilled inside of her.

Thoughts.  She tried to find them as she blinked.  The room seemed dim.  Or was that because her eyelids weren't working right yet?  She couldn't tell.  Blink.  She blinked some more.  "Oh, that was..." she whispered, panting, voice straining to come up with something that resembled projection.

He chuckled.  "Good?"

"Really," she answered, sighing.  "So, how're you?"

She felt him smile into her neck.  "Really good," he whispered.

"Good."

They fumbled quickly to put themselves back together, buttoning buttons, righting clothes, wiping things off that were wet and sexed.  It wasn't like the movies.  Sex was messy.  And making it look like you hadn't just had sex?  Sometimes... very difficult.  Especially when entire muscle groups were still not cooperating, and all she could think about was wow.  Wow.  Plane sex.  Plane sex apparently wasn't necessarily bad.  Plane.  Sex.  With Derek.  Not bad.

By the time they stepped out of the lavatory, it had really only been a few minutes since they'd gone in, but it felt... like ages.  And, despite how wonderful and buzzy and high she felt, she couldn't help but glance guiltily back and forth.  Nobody looked at them.  Nobody seemed to notice.  And the lavatories still didn't have a line queuing up for them.  She almost giggled when she realized they'd managed to fly completely under the radar.  Completely.

Her and French Guy hadn't managed that.  The people in the seats closest to the lavatory had given them odd looks as they'd stumbled back to their seats.  And she had been pretty sure at least one flight attendant had noticed, but had been too embarrassed to knock and interrupt them.  Then again, French Guy hadn't known her well enough to muffle her with his palm.  So, maybe it wasn't surprising that they'd been noticed.

Derek made a good plane sex initiate, she decided.  Damned good.  Then again, when was Derek ever not good?  He was...  Really quite good.  At the sex thing.  And the kissing thing.  And anything involving the whole mating gig in general.  And being a boyfriend.  And being a fiancé.  And loving her.  And apologizing, once he'd figured out he'd been a moron, at least, which, admittedly, sometimes took forever.  And being a tour guide.  Damn, he had a sexy tour guide voice.  And performing surgery.  And smiling.  His smile was perfect.  And buying rings.  He was good at that, too.  And letting her have naked, tied-up pictures of himself.  And wearing blue.  He wore it like royalty.  Except that was purple, wasn't it?  Whatever.

She had to stop herself when she felt a flutter pulse through her lower body.  Not now.  When they got home....  But not now.  She felt a little squicky, a little in need of a shower, but...  That had been worth it.  Because, not only was every nerve in her body practically humming one of those heavenly choir pieces, but Derek was moving like a pleased lion, relaxed and striding and calm as he surveyed the aisle.  Mission accomplished.  Definitely not anxious anymore.

"So, how does it feel to be in the club?" she asked as they sat down.

He grinned.  "Well, that's certainly one of the more interesting places I've done it.  Not a lot of room to... work with."

"And messy.  I'm taking a shower as soon as we get home."

"Do I get to join you?"

"Do you even need to ask?"

"Way to go, man.  I'd tap that," Window Seat Boy interjected suddenly, ripping them from their private moment.  Meredith swallowed.  Okay, apparently not completely under the radar then.  And since when was Window Seat Boy not asleep and listening to his stupid headphones?

Derek's smile collapsed into a glaring scowl.  He leaned forward across Meredith.  She squeezed his shoulder.  Bad.  Bad.  Bad.  Don't do it, she thought silently at him.  He tensed, swallowed, and then he said, low and dangerous, "I'd be careful, little boy.  She's very good with a ten blade."

Window Seat Boy's eyes widened.  "Blade?" he whispered.

"Oh, yes," Derek replied, almost gleeful.  "Cuts the skin like butter."

Window Seat Boy made a grunting, wheezing sound.  He blinked.  And then he went back to the shelter of his headphones and didn't look at them again.  Derek smirked, and then he resettled.

Meredith's mouth fell open as she choked a little.  "I can't believe you just said that.  He probably thinks I'm a murderous, knife-wielding freak or something, now."

He looked at her.

"Okay," she amended.  "I can believe you said it.  But, Derek..."

He caught her lips in a quick kiss.  "He went away, didn't he?"

"Well, yeah."

"Besides," Derek whispered.  "You're my murderous, knife-wielding freak."

For a long second, they stared at each other.  And then they laughed.  Long and hard and happy.  People looked at them, but she didn't care.  Screw them.  Not literally.  But, yeah.  Whatever.  She kissed Derek.  He tasted good.  Really good.  As they settled back into reading magazines and trying to sit still, Derek managed to stay calm and relaxed.  He couldn't read.  She watched him as he kept losing his place.  But it was mostly because he kept stopping to look at her and smile wolfishly.  Mile high club.  Yeah, right.  More like cloud nine club.  Or shooting to the moon club.  Or something else.

The rest of the trip proved to be very long, and very torturous.  Just not for the reasons Meredith had originally expected.