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Picking up where we left off last week, Meredith is snoring up a storm. Nose guards be damned, she creates some serious noise for such a slender woman. Derek doesn't know what to say about it, but he's visibly annoyed - and Meredith counters that he could stand to shave once in a while.

Dr. Grey's life isn't much easier at SGH, where Thatcher is milling around constantly as his baby granddaughter recovers. Meredith remarks that she's nothing like her dad, wishing he'd go home and save her the awkwardness. Izzie and Cristina, however, point out that Mer might be more like her old man than she'd like to admit.

Taking this to heart, Meredith approaches Thatcher at the hospital and asks him if there's a side to their past that she doesn't know, since she's only known her mother's up until now. He stutters a lot (which is familiar) and doesn't say much - except that he also snores, and those wax earplugs work pretty well for drowning out the noise. Armed with this new piece of info, Derek might just get a good night's sleep once in awhile.

One man who isn't sleeping well is Derek's former best friend, Mark, who's been miserable all week. It's the week his baby was due - but Addison had an abortion, ending his dream of fatherhood. It's sad, but as soon as we learn this and feel sympathetic toward Mark, Addison acutely points out what a terrible father he would be.

His numerous affairs and a general disinterest in family left a lot to be desired as far as Addison was concerned. She does want to have a baby... but wanted it to be Derek's baby. Mark is as steamed as the cappuccino he makes Alex get for him, but after a talk with Callie about families, kids and values, he realizes how right Addison was.

Alex is visibly awkward around Mark - along with everyone else - when the subject of Addison comes up. There's no denying Dr. Karev has feelings for the single Dr. Montgomery, but he doesn't know how to handle them.

Karev is certainly not the only one at the hospital unsure of how he should proceed emotionally. We all know Preston and Cristina have that down to an art form. Neither will say "uncle" and speak to the other, much as they obviously wish to. Pride is a formidable foe. She even tries to steal his food in return for information. Eventually, Burke calls Derek in for "an update on O'Malley," volunteering an update on his own recovery in the process as Yang looks on. The dam finally burst. Or at least leaked.

Heather, the patient with the severely misaligned spine, receives the news that an anonymous donor (who we know is Isobel Stevens, M.D.) fronted the $300,000 needed for her surgery. Awed by her generosity, but concerned by her repeated over-involvement, Bailey refuses to let Izzie scrub in. After the operation is a success, Izzie confronts Bailey and says she will never cross the line again but will not apologize for who she is.

In addition to Heather's surgery, Miranda has a lot to handle in the case of Mr. O'Malley. After the tube that's allowing him to breathe develops a kink, she's forced to replace it. While she succeeds, the incident reveals that George's father has been through tremendous trauma and won't wake up and breathe under his own power again. When he learns his father asked Dr. Webber to proceed with the surgery - effectively depriving the O'Malleys their chance to say goodbye - he is devastated.

Faced with the decision of whether to take Mr. O'Malley off life support or let nature take its course, the family turns to George. Sadly but smartly, he discusses the situation with his mother and brothers and believes they have little choice but to end the suffering. It's a tragic scene as George says goodbye, but also a touching moment as we see his nuclear family and his intern family by his side throughout.

In the aftermath of Mr. O'Malley's death, Alex heads to Joe's and shares the bad news with Addison. She puts her hand on his face and they embrace in a passionate kiss as the screen fades to black.

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Grey's Anatomy Season 3 Episode 11 Quotes

CRISTINA: "There's a club. The Dead Dads Club. And you can't be in it until you're in it. You can try to understand, you can sympathize. But until you feel that loss... My dad died when I was nine. George, I'm really sorry you had to join the club."
GEORGE: "I... I don't know how to exist in a world where my dad doesn't."
CRISTINA: "Yeah, that never really changes."

MEREDITH: "Hey, how's it going with Addison?"
ALEX: "What? What do- what do y-you mean by that?"
CRISTINA: "What are you plotting and can I get in on it?"