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At some point, maybe we accept the dream has become a nightmare. We tell ourselves that reality is better. We convince ourselves it's better that we never dream at all. But, the strongest of us, the most determined of us, we hold on to the dream or we find ourselves faced with a fresh dream we never considered. We wake to find ourselves, against all odds, feeling hopeful. And if we're lucky, we realize in the face of everything, in the face of life, the true dream is being able to dream at all.

The Other Side of This Life, Part 2 is the twenty-third episode of the third season and the 59th overall episode of Grey's Anatomy.

Short Summary[]

Addison is pulled into the case of a high-risk surrogate mother, Susan develops a complication, Izzie struggles with George's decision, and Ava has surgery that may restore her memory.

Full Summary[]

Addison and Naomi are sitting in the waiting area of the practice. Addison has never thought about what she would do if she couldn't have a baby. Naomi reminds her of the empty office. They are doing what Naomi does when she gets depressed. Addison is glad she now no longer has to worry about what could go wrong with a baby. Violet joins them. Naomi and Violet suddenly start acting like they're busy when "he" comes up. Dell, carrying his surf board and wearing nothing but swim shorts, is ready to leave for his surfing lunch break. The women stare at his body as he polishes his board. Dell smiles at them and leaves. Naomi says this helps her to feel better, and if it doesn't work for Addison, there's another showing in an hour. And it's wet, Violet says.

Ava is told by Derek that her brain is bleeding. It could have been due to the accident or any of the surgeries she had. Because of the location, she'll need to be awake during the surgery. It can be dangerous. Ava asks about her memory. Derek says the amneise could be a symptom but it's a long shot. She focuses on the part that she could get her memory back.

Meredith joins Bailey, who is examining Susan. She has returned with a fever and Bailey thinks she hears a small murmur. Thatcher is worried. It could be bacterial endocarditis. Bailey says they'll run tests and maybe admit her for IV antibiotics. Susan isn't worried.

Alex finds Ava walking by herself. She can't hold her baby and she's freaking out. She has nothing to say to her baby. She doesn't remember what it's like to be outside. However small the chances that the surgery will bring her memory back, it's better than nothing.

Sam tells Violet that Paul's lack of sex drive is due to hormonal imbalance. The bad news is that there could be many causes, some of which are serious. It could be a lengthy process to find out which one it is, meaning Kathy's going to have to wait some more.

Addison walks into Pete's office. He's the quack, she says. He says he went to med school, but he's also a certified herbalist and he studied alternative medicine in China for 5 years. Addison prefers quack. He tells her to lie down on the table so he can prove her wrong. She tells him she's not taking her clothes off and lies down. He takes her hand and says there's a lot of tension in her shoulders and above her right eye, meaning she's blocking some serious emotion. He does acupuncture on her face and tells her to keep lying there, because there's a rush of emotion coming when the psychic pain gets released. He leaves her in the office. She hates herself for having done this. As she keeps calling for him to come back, she tries to maintain that she's not feeling anything at all, but she soon starts crying.

Derek finds Meredith charting on a bench outside the hospital. He heard about Susan. Meredith says it's just an infection. She tells him she and her father are almost talking. He tells her the trailer's freezing. He offers to bring her something to eat later, so he can use her for central heating.

Lisa and her husband arrive at the practice. She's in labor. Naomi calls for an ambulance. Addison also has her call the hospital Chief so she won't run into trouble when she tries to scrub in.

The ambulance arrives at the hospital. They take Lisa to labor and delivery, but Carol, Keith, Doug, and Rick come rushing over. They ask if Lisa's okay. Addison tells them the stress of them arguing over who the father is surely didn't help. They need to move.

Pete finds Violet lying on her office couch. Violet says therapy sucks. People endlessly talking about their problems, her telling them to think positively and envision their destiny. She does all that and here she is, a pathetic, miserable existence. Allan left six months ago and she's still not over him. He peed a little every time he coughed, yet she still cried when he broke up with her. Violet tells him that Paul's problem was hormonal. Her profession is becoming unnecessary. Pete thinks people should tell each other the truth. Violet tells Pete he is in denial and angry and he uses sex to deflect it.

Derek stimulates an area of Ava's brain. Alex holds up a card and asks her to name the object. She correctly says flowers. Derek moves to the next area, which causes Ava to speak Spanish. The next area leads to her speaking French, the next German. There's a bleeding, which Derek needs to stop or Ava will die.

In the hospital, Lisa is crowning. Addison and Cooper get ready to deliver the baby. Addison tells her not to push because the cord is wrapped around the baby's neck, but Lisa can't help it. They cut the cord and Cooper takes the baby while Addison works on Lisa. The baby's not crying. Fortunately, she's not bleeding that much so they should be able to remove the placenta. However, as she says this, blood comes gushing out. Addison says the uterus ruptured so they have to open Lisa up. While Cooper gets the baby to cry, Lisa is put under. Addison orders blood and tells the staff they need to move quickly.

Addison finds the group of possible parents and tells them both Lisa and the baby are stable now. They all want to know who the father is or Lisa's decision about the baby. Addison repeats that Lisa and the baby almost died. She didn't have time to pause and check on the paternity test or ask Lisa about the future. Addison forbids them from going near Lisa or the baby until she clears them. And since none of them asked, it's a girl weighing six pounds, nine ounces.

Ava wakes up in the ICU with Alex charting by her bed. He tells her the surgery went well, but she is disappointed to find out that her memory has not returned. She wonders what she's going to do if she can't remember anything. Alex takes her hand.

Bailey finds George on a bed in the clinic. He feels fine. He asks if she ever had doubts about her marriage, and he means serious doubts. A nurse comes up to have her sign discharge papers. Bailey says the patient needs an IV dose first and uses the opportunity to get away from George.

Richard comes in to check on Susan per Bailey's request. She's on IV antibiotics now and everything's looking good. They are going to take her to radiology to put in a central line so she can continue the antibiotics outpatient. Susan asks Meredith to show her father the cafeteria. Meredith says she will, but she lets Susan know they are on to her.

Bailey now finds Burke pacing around another bed in the clinic. He was looking for privacy. Now that she's here, Burke asks her if it matters if one person is more ready to get married than the other. Bailey then calls George over and tells the men to talk to each other and leave her marriage and clinic out of it. She needs the space and quiet, so they need to go.

In the kitchen, Cooper tells Naomi and Violet that Addison was excellent with Lisa. They then ask what's going on with him. He says he doesn't go to hookers. He meets women on the Internet that want to meet him, too. He might like them a little younger and dirtier, but that's not wrong, he thinks. The women think he needs to date someone his own age, a nice girl who's looking for a serious relationship. He has to go out in the real world. He has to be a man.

Pete finds Addison sitting in the hospital stairwell. He stopped by to check on Lisa and the baby. She's emotional. He tells her she looks beautiful and that Sam told him to stay away from her. Addison tells him to stop flirting, because she's out of time. She missed her chance. She's egg-less and dried up. She's wasting her time on men while she might actually need to pick up hobbies. Dried up women don't waste their time flirting with men who just want to get laid. They also don't share overly personal information with strangers. Pete tells her he's going to kiss her so she feels it. She gives her okay. They then share a lengthy kiss. Afterwards, he tells her he did it to remind her she's not dried up. He's open to reminding her again later.

Meredith is examining Susan's abdomen. She has cramps. Meredith says it might be a reaction to the antibiotics, meaning they'll have to switch. It means another night in the hospital. Susan says that's okay.

Addison exits the stairwell. Carol is standing there. She knows Addison thinks they are awful, but she wanted a baby so bad. She needs to know if Lisa and the baby are going to be okay. Addison says they are. Carol thanks her.

Burke heard that Callie's going to be a bridesmaid at his wedding. He asks George if he was the one who needed more urging to get married. George says he hadn't been thinking about it, but it seemed like a good idea at the time. It's better to know someone well when you get married. Burke says that still doesn't give you any guarantees. George doesn't believe in divorce. Neither does Burke. George wonders if it's possible to love two people at the same time. Burke is hoping that it's possible to love just one.

Callie asks Izzie if it's weird that she's a bridesmaid, because she can tell Cristina she's out. Izzie says it's fine. Callie asks if George told her he's thinking about transferring. Izzie says he did. She thinks it's a good idea. She assures Callie they are fine and walks off. Cristina comes up. She picked the last dress, even though it was a little tight. It doesn't really matter because the wedding's just one day. Callie says yes, though her face says that what comes after the marriage is not all that.

Sam and Violet are meeting with Paul and Kathy. Sam tells Paul that they found a tumor in his adrenal gland, which was causing his low sex drive. Kathy is happy that she's not the cause, but Sam warns them that treatment is difficult and risky. Kathy apologizes to Paul for her behavior.

Addison gets on the practice elevator. She again tries to talk to the elevator God. "What?" the voice says, and then greets her back. Addison doesn't know where the voice comes from, but maybe it's God's way of making her pay for her crimes. She tells Him she's sorry for yelling earlier. "Okay," the voice says. Addison says bye and gets off the elevator.

Kathy is in a session with Violet. In all her life, the one thing she was good at was being Paul's wife. She thought he didn't want her anymore. She lied to him. She was with a man that night. Violet says she was reacting to what was in front of her, since she couldn't know. Kathy wonders what to do now. Violet tells her to do what she's great at: loving Paul.

Dell enters Naomi's office and offers to get them some food, but she declines. He confirms he's asking her out on a date. Naomi tells Dell she's a fetus. He knows they like each other. He starts leaning in for a kiss, but she tells him it's never going to happen and leaves.

Addison, Sam, and Pete are enjoying drinks. Addison thinks L.A. is like New York but with a beach. Pete says that's why they moved here. Sam makes Pete get refills. Sam then warns Addison about Pete, because his wife died 8 years ago. Pete can't connect with women. Pete's not the guy who will be there for her.

Violet and Cooper are drinking at the bar. They agree this is nice. He leans in to kiss her, but she says no. Violet says it's great that he's making an effort, but she's his friend. They are good, though.

A drunk Naomi sits down with Addison and Sam for a brief moment and then goes back to the dance floor. Sam has never seen her drunk before. Addison asks if he cheated. Sam says there have been temptations, but he hasn't. They also hardly ever fought. He admits that what he did was bad: he has no reason. He woke up one day and he couldn't do it anymore. He had a thought and then he burned it all down without knowing why. Addison says she did that, too.

Violet tells Cooper that she ran into Allan. While he always told her he wasn't a fan of marriage, it only took him four months to get married. To take her mind off Allan, Cooper tells her he can't stand rejection, which is why he does the Internet thing. Violet agrees that it's horrible.

Burke comes home with groceries. His mother's going over bridal magazine. Burke tells her she's been pulling that "I trust you" crap since he was a child. It's a cold way of telling him to learn from his mistakes. This is not a mistake. Cristina never knows what's good for her. She hates change. He has to lead, and then she is grateful. That's how their relationship works. He's going to make her happy and the wedding is important. Cristina has been a great sport about it because she will be happy one day. Jane wonders why he's yelling at her if he's so sure.

Meredith rushes into Susan's room. Richard tells her Susan is septic, so they need to rush her to an OR. Thatcher asks what happened. Richard tells him it's an extremely rare complication, a perforated toxic megacolon. It can progress this rapidly. Thatcher says he didn't sign any consent form for the surgery. Richard says she needs the surgery right now. Meredith tells him to stay back and they take Susan away.

Bailey meets up with them outside the OR. Susan grabs Meredith's arm. Meredith tells her she's going to be okay, after which Susan codes. They quickly roll her into the OR and start resuscitating.

Naomi, Addison, and Cooper are visiting Lisa and her baby to find out what she's going to do. Lisa says Carol wants this so bad. She doesn't need to know the results of the paternity test because she already knows what she wants to do.

The doctors have gathered outside the nursery, while inside all the parents are standing around the baby. Lisa gave the baby to Carol on the condition that they would all be part of the baby's life. The baby will have three dads and two moms. The doctors agree the group looks like a family. Sam puts his hand on Naomi's shoulder.

Izzie gets on an elevator that already carries George. She tells him she doesn't want him to go. It's not fair. She knows they can't help what happened and she smiled and talk to Callie, but it wasn't fair. She does not want to lose her best friend. He comforts her, which leads to them kissing again. He suddenly pulls back and says he can't. The doors open and Callie is standing there. She was looking for him. He gets off and walks away with her.

Alex has taken Ava outside in a wheelchair. He tells her a lot of people would want a clean slate. She'll make new memories. They look at the sky. Ava wonders how he can be so good with her and not with someone he has feelings for. She asks what happened to him. Alex claims he doesn't remember.

Richard, Bailey, and Meredith arrive in the waiting room. Derek is a few steps behind them. Meredith walks up to her father. She tears up and says they did everything they could. Thatcher starts breaking down and quietly says that they told him it was a simple thing. Meredith says it was. He slaps her across the face. Susan had the hiccups. She came here because they both trusted Meredith. Derek comes up to comfort Meredith, but she tells him off and runs off. Derek, Richard, and Bailey watch Thatcher as he cries.

Cristina comes home and finds that the mothers are gone. She's happy about that. She sits down with him and tells him she got a dress. He asks if she's happy. She says yes and asks him the same question. He also says yes.

Alex enters the living room with limes to go with the tequila. He asks Meredith and Izzie what they're drinking to this time. Izzie says crappy friends. Meredith says crappy family. They all take a shot and prepare another.

Derek arrives at the house and sees them drinking through the window. He then leaves.

Addison hugs Naomi and jokingly insults her. Naomi will miss her, too. She gets on the elevator. Before the doors close, Naomi tells her there is an empty office and asks her to think about it. Pete gets on the elevator with Addison. Addison tells him that when no one else is around, the elevator talks to her. Pete says "Hi, Tilly," and explains to Addison that Tilly works for security. He points at the camera in the elevator. Addison says hi to Tilly. She tells Pete she's going home. He asks if she got what she came for. She honestly doesn't know. He asks if she wants him to kiss her again, but she thinks not. He recalls the aphrodisiac elevators. Addison says that and she's also not interested. He thinks she actually is interested. They both get off the elevator. She stares after him.

Addison is driving back to Seattle.


Main Cast[]

Special Guest Stars[]

Guest Stars[]


Medical Notes[]


  • Diagnosis:
    • Brain bleed
  • Treatment:
    • Surgery

Ava had a brain bleed. Because of the location of the bleed, Ava had to be awake during the surgery. She was hopeful that she'd get her memory back as part of the surgery. In surgery, she began speaking other languages. When she started bleeding more seriously, they put her under to work on the bleed. After the surgery, which was successful, she was disappointed not to remember her past.

Susan Grey[]

  • Diagnosis:
    • Fever
    • Heart murmur
    • Infection
    • Sepsis
    • Toxic megacolon with perforation
  • Treatment:
    • IV Antibiotics
    • Central line
    • Surgery

Susan came back to the hospital with a fever and a heart murmur. They ran tests. She was then given IV antibiotics and they put in a central line so she could keep getting antibiotics at home. She came back into the hospital with cramping. She became septic and was rushed into surgery. She started coding on the way to surgery and was pronounced dead in the OR.

Ava's Baby[]

  • Diagnosis:
    • Prematurity
  • Doctors:
  • Treatment:
    • NICU Care

Ava's baby was still in an incubator in the NICU.


  • Diagnosis:
    • Hormonal imbalance
    • Adrenal tumor
  • Treatment:

Paul had a hormonal imbalance, but Sam had to run more tests to figure out the cause. Paul had an MRI, which revealed a tumor on Paul's adrenal gland, which caused the imbalance and the low sex drive. Sam told them that the tumors were usually aggressive, so treatment was risky, but there was hope.

Addison Forbes Montgomery[]

  • Diagnosis:
  • Treatment:
    • Acupuncture

Addison lay down on Pete's table and he did acupuncture on her after seeing that she had a lot of tension in her body. He then left her to breathe and wait for a rush of emotion, a release of psychic pain. Soon after he left, she started crying.


  • Diagnosis:
    • Pregnancy
    • Placenta accreta
    • Uterine rupture
  • Treatment:
    • Vaginal delivery
    • Surgery

Lisa went into labor and Addison went with her to the hospital where she was rushed in for a quick delivery. When Addison started to deliver the placenta after the baby was born, her uterus ruptured, so she had to be sedated to have surgery.

Baby Girl[]

  • Diagnosis:
  • Treatment:
    • Supplemental oxygen

Lisa's baby needed supplemental oxygen after birth. She weighed 6 lbs., 9 oz.


  • Diagnosis:
  • Treatment:
    • Talk therapy

Kathy talked to Violet about the problem with her husband and how she cheated on him.


Song Performer Scene
"California" A.B. O'Neill
  • Naomi, Violet, and Addison watch as Dell leaves to go surfing.
"Leaving in Coffins" Psapp
  • Addison lies down on Pete's table and he starts working on her.
  • He starts inserting acupuncture needles and then leaves her alone.
  • Addison starts to say she doesn't feel anything, but then starts crying.
"Momma's Boy" Tim Myers
  • Derek marks the areas of Ava's brain.
  • In LA, Addison prepares delivers Lisa's baby.
  • Lisa starts bleeding heavily and has to be put under for surgery.
  • The baby cries right before Lisa is put under.
"You Don't Have Far To Go" Candi Station
  • Pete and Addison kiss in the stairwell and then Pete leaves.
"Your Song" Kate Walsh
  • Cristina and Callie talk about Cristina's wedding.
  • Sam and Violet give Paul his test results. Treatment is difficult and risky.
  • Addison gets on the elevator and apologizes to the "elevator God" for yelling.
"Ain't Nothing Wrong With That" Robert Randolph & The Family Band
  • Naomi tells Dell it'll never happen.
  • Addison hangs out with Sam and Pete.
  • Sam sends Pete away so he can tell Addison about Pete losing his wife.
  • Violet and Cooper take shots and then nearly kiss before Violet stops it.
  • Naomi joins Addison and Sam for a moment. She's drunk.
  • Addison asks if Sam cheated and Sam says he didn't.
"Mojo Love" Lay Low
  • Lisa has decided what to do.
  • She decided to give the baby to Carol on the condition they'd all be part of the baby's life.
  • All the parents visit the baby in the nursery.
  • Izzie gets on the elevator with George. She says she doesn't want him to transfer to Mercy West.
  • They share a kiss. The elevator opens and George leaves with Callie.
"SRXT" Bloc Party
  • Meredith tells Thatcher that Susan died and he slaps her.
  • Meredith rejects Derek's consolation and runs away.
  • Cristina comes home to find the mothers gone. Both she and Burke say they're happy.
  • Izzie, Meredith, and Alex do shots together.
  • Derek watches through the window.
  • Addison says goodbye to Naomi, who offers her the empty office.
  • Pete gets on the elevator with Addison, who tells him about the elevator God. He tells her it's just Tilly in security.
  • He offers to kiss her again, but she declines.
  • Addison drives back to Seattle.

Notes and Trivia[]

  • This episode's title originated from the song The Other Side of This Life, originally sung by Jefferson Airplane.
  • This episode scored 21.23 million viewers.
  • This episode is the 2nd part of the backdoor pilot for Private Practice.
  • This episode (and the first part) features a guest appearance by Bellamy Young, who portrays First Lady Mellie Grant in Shonda Rhimes's other TV show Scandal.
  • Goof: When they were rushing Susan Grey to emergency surgery the EKG monitor was still showing hearth rhythm. She was not hooked to it anymore.


Episode Stills[]


(Addison is sitting in a stairwell, crying)
Pete: There you are. I just stopped by to see how Lisa and the baby are doing.
(Addison wipes her eyes)
Pete: You okay?
Addison: Yeah. I, uh, had a little too much surgery today. I'm good.
Pete: You look good. You look beautiful. Sam told me I had to stay away from you because your Naomi's friend.
Addison: Stop it.
Pete: What?
Addison: You're flirting.
Pete: What's wrong with flirting?
Addison: What's wrong with it? What's wrong? What's wrong is that I don’t have time for it. I am out of time. I missed my chance. And now I have two eggs left, I might as well have no eggs left. I am egg-less. Naomi says she's dried up? I'm the one who's dried up. I'm all barren and dried up. And I'm clearly wasting my time on men. I mean, I might as well take up hobbies. Like needlepoint or collecting those ceramic dolls because that's what dried up women do. They do needlepoint. They don't waste their time flirting with men who clearly just want to get laid. (gets choked up) They don't waste their time telling overly personal information about their eggs to total strangers. Oh my God. I'm sorry.
(Addison stands up, but Pete grabs her)
Addison: What are you doing?
Pete: I'm going to kiss you. I’m going to kiss you with tongue. I'm going kiss you so you feel it. Okay?
Addison: (wipes her nose) Okay.
(They kiss.)
Addison: Why'd you do that?
Pete: To remind you that you're not dried up. (walks down the stairs) If you need me to remind you again, let me know. (walks out the door)
Addison: Okay.

See Also[]

A complete overview of this episode's crew can be found here.

The Grey Matter blog post on this episode can be found here.