"She's gone."

That's all Richard has to say when Mark asks about Addison's whereabouts. She's taken a leave of absence from Seattle Grace, leaving Dr. Sloan sad, and more than a little curious as to what's in Los Angeles. We're in the same boat as Addison speeds down California's Pacific Coast Highway in a classic red convertible.

Just as Dr. Montgomery has hit the road to follow her dream, Cristina has woken up to find that she's living a nightmare. Both her mom and Burke’s mother have arrived to plan the huge wedding Cristina never wanted. The misery intensifies when they make her ask Callie to be a bridesmaid, as Cristina can barely even make the word "bridesmaid" escape her mouth,

Meredith tells a slightly happier Derek that she’s a different person since the drowning and wants to let people in. Now is not the time to give up on her, she says, so don't. She'd been rehearsing that speech (with gestures that she dropped at the last minute). Whatever doubts he might have about breathing for our girl, he smiles McDreamily and agrees.

When Addison arrives in L.A., she heads to Oceanside Wellness Center. She gets in the elevator and a hot guy gets in with her. Naturally, she laughs uncontrollably and tries to explain how elevators make people horny back where she's from. The gentleman thinks she's possibly insane, but is taken with our heroine just the same.

We soon learn that Addison made the trip to see an old friend, Naomi, from med school. They catch up, and Addison is shocked to discover that Naomi - just like her - just got divorced from her hot, successful husband (Sam), but still works along side him at the wellness center!

Within minutes of this revelation, Addison admits that her trip down to the Golden State is not all about rekindling old friendships. She wants to have a baby, and Naomi is a renowned fertility specialist. It's just a matter of picking out the sperm donor and we're good to go!

She soon meets the rest of the gang at the Oceanside Wellness Center, an eclectic bunch to be sure, with a good amount of in-fighting and sexual tension, but great friends (sounds vaguely familiar). In addition to her old med school friends Sam (Taye Diggs) and Naomi (Merrin Dungey), we're introduced to the likes of...

• Pete (Tim Daly), the guy from the elevator, a great-looking, middle-aged serial monogamist with strong hippie tendencies. He practices natural, or alternative medicines.
• Cooper (Paul Adelstein), the co-op's pediatrician with a heart of gold... and no small amount of social awkwarness. He has a history of meeting younger girls on the Internet.
• Violet (Amy Brenneman), the psychiatrist who counsels couples as she tries to piece together her own life after breaking up with a guy four months ago... who she learns is now married.
• Dell (Chris Lowell), a hunky, laid-back, younger surfer guy who sits behind the reception desk and pines for Naomi.

Soon, a pregnant woman, Lisa, and an entourage of five show up. Lisa, it turns out, was artificially inseminated as a surrogate for another woman, Carol. The same week Lisa underwent the procedure, however, she slept with Carol's husband, her ex-husband, and another guy. In a case making Anna Nicole Smith seem normal, the paternity is unknown.

Addison points a the bigger problem than all of that, though - Lisa has not received prenatal care. She steps up to examine her and determines Lisa has a potentially life-threatening condition (for both her and the baby). Lisa takes comfort in Addison's care and asks her to stay in L.A. until she delivers the child.

Back in the Pacific Northwest, Meredith’s stepmother, Susan is admitted with a bad case of the hiccups, forcing Meredith to bond with Thatcher. Cristina is dragged to a dress shop and fights with Burke about having a big ceremony. Preston tells his mother that Cristina isn’t as cold as she seems, and she tells him she trusts his instincts.

But does he?

Addison trusts her friend Naomi, so it comes as a crushing blow for her to learn that her odds of becoming pregnant via artificial insemination are virtually nil. For Addison, this baby is about changing her life - about taking control back. When she gets the news, she falls apart, spiraling into depression, confusion, and a host of other emotions.

Later, Naomi and Violet show Addison how they get over their bad moods - by waiting in the wellness center lobby until 12:55, when Dell shows up with a surfboard ready to hit the beach. So what if he's like 15... these ladies are out to enjoy a long look at those abs, and more power to 'em.

As if Jane Doe/Ava hasn’t been though enough since being rescued in the ferry disaster, she’s bleeding in her brain. This could be the cause of memory loss, and Derek says he can do surgery, but there’s no certainty that it will bring back her memory.

Addison and Pete begin flirting in L.A., and she makes multiple cracks at his profession, specifically his specialty in herbal remedies. He makes Addison lie down so he can prove he’s not a quack. Addison is skeptical about the acupuncture he gives her, saying there is no way it’s going to release tension and give her a rush of emotions, as he claims.

Shortly thereafter, her face is a tear-filled pin-cushion, as she’s sobbing uncontrollably and saying she’s hates L.A. and life.

In surgery, the doctors learn that Jane Doe can speak at three languages! But the bleeding in her brain gets worse, and she becomes unstable. At the same time in L.A., Lisa goes into labor and is rushed to the hospital. They deliver the baby safely, but something in Lisa’s uterus ruptures. Addison saves her, then gets livid with the possible parents as all they want to know is whether the paternity test results came back.

Later, Lisa gives the baby to Carol and Doug, and the paternity is never revealed. As the doctors comment on how this baby will have two moms and three dads, and how much they all look like a family, Sam touches Naomi’s arm. He was never unfaithful to her - just woke up one day and decided he couldn’t do it anymore. But now he's regretting that decision.

Jane Doe’s surgery didn't recapture any of her memory. When Alex takes her for a walk outside, he tells her maybe that’s not such a bad thing, others would kill for a clean slate like she's got. She’ll just have to make new memories. “How can you be so good with me,” she asks. “What’s wrong with you that you can’t be this good with someone you have feelings for?”

For the first time, Alex Karev is speechless.

After everything she's been through, Addison is crying in the stairwell. Pete finds her, but she tells him he’s not allowed to flirt with her, as she is all dried up. Pete doesn’t run, but rather says, “I’m gonna kiss you. I’m gonna kiss you with tongue. I’m gonna kiss you so you feel it.”

Lame as this line is, she's buying it, and they share a rather steamy kiss. When she asks Pete why he just did it, he tells her it’s to remind her that she’s not all dried up. He departs, leaving her breathless and more than a little baffled.

Tension is also rising back at Seattle Grace, as Izzie and George wind up in the elevator together. She begs him not to transfer to Mercy West, and they hug, and then they kiss, somewhat reluctantly, but wanting it like they've never wanted anything in their lives, all at the same time.

When the doors open, Callie is standing there. She didn't see them in the act, but George leaves sheepishly and Dr. Torres gives Izzie an evil look. We know full well these two are going to be exposed, and in the not-too-distant future. Sparks will fly when that happens!

Susan ends up dying due to complications from her surgery, which leaves Thatcher absolutely emotionally destroyed. Instead of the embrace they should have shared as Mer tells him the news, he slaps her in the face. Meredith runs off in shock.

Cristina comes home and tells Preston that she bought a dress, and he asks if she’s happy. She says yes, and asks him the same thing. He tells her he is. Once again, it remains to be seen if he believes it. Meredith, Izzie, Alex finish the day off commiserating over tequila. Derek sees the trio in the window, but doesn’t go in.

As for Addison, she heads home with an invite from Naomi to come back and fill that empty office they've got at Oceanside. Addison might be headed back to Seattle in that convertible for now, but there's a good chance we will see a lot more of this California group in the coming months.