At some point during surgical residency, most interns get a sense of who they are as doctors and the kinds of surgeons they are going to become. If you ask them, they'll tell you they are going to be general surgeons, orthopedic surgeons, neurosurgeons. Distinctions which do more than describe their area of expertise, they help define who they are, because outside the operating room, not only do most surgeons have no idea who they are, they're afraid to find out.

What I Am is the fourth episode of the third season and the 40th overall episode of Grey's Anatomy.

Short SummaryEdit

Dr. Mark Sloan joins the staff as the new head of Plastic surgery and instantly rubs up against everyone. Addison is distracted and her medical judgment compromised by Mark's arrival, and similarly, Derek is also distracted, but clears Burke for surgery. Izzie meets with Denny's father, who is also named Denny and who reveals a bombshell for Izzie. Meredith's policy on dating two men is getting to her, and the interns and Bailey suspect she's pregnant. However, it turns out to be appendicitis. Meredith is put on morphine for the pain, and hilarity ensues, but not for everyone around her.

Full SummaryEdit

As the interns arrive at work while the attendings and residents are operating, Meredith’s voice over talks about how their chosen specialties also describe people. Meredith appears not to feel well.

Burke cuts a chicken in half and asks Cristina to time him. She has been doing that and reminds him it’s not about time. It’s about accuracy, and his stitches are perfect. As she pours herself some coffee, she tells him he’s ready. He shouldn’t doubt himself. Shepherd will clear him. As she’s on her way out, Burke’s hand shows a tremor. He wants to tell her, but then decides against it.

In the locker room, Alex brings up that Callie told him that George threw her out. However, he gets it since Callie is hot and thereby not right for George.

George chases after Callie and admits that she was right. He should have told her how he felt, but he’s not good at talking about feelings. Callie knows he has no problem talking to Meredith or Izzie. Bailey, who’s in no mood, then passes for rounds. George quickly tells Callie that he misses her and joins Bailey.

Cristina also joins them and Alex points out she’s late. Meredith stays behind a bit and she tells Cristina she’s not feeling well because the stress of dating two guys is getting to her.

George presents the case of Shawn Sullivan, who has had minimally-invasive bypass surgery. Shawn would love to go home and go back to work. His wife assures him they can’t can him since he’s the best salesman. Bailey tells him to put the oxygen mask back on, and she also wants his word on no fried food, no alcohol, and no cigarettes. He gives her his word, so Bailey tells Mrs. Sullivan to go fill out the paperwork to take her husband home.

Addison joins Alex in a patient room, where he informs her that the baby’s still at minus three station. Addison asks how they progress. Alex says they monitor the baby and if the descent stops entirely during active labor, they perform a C-section. The woman objects since she wants a natural birth, saying she won’t miss out on that experience because it’s more convenient for them.

As they exit Shawn’s room, Bailey notices that Meredith’s not feeling well. Derek comes over and asks Meredith if she wants to assist him to clip an aneurysm. Addison comes over to ask Bailey something, and then everyone sees Mark shaking hands with Richard and a board member in a conference room. Meredith then throws up, drawing everyone’s attention to her, until George suddenly screams to prevent Shawn from lighting his cigarette. However, the warning comes too late and Shawn’s face is engulfed in flames. The doctors rush in and Bailey calls a code red.

Mark is checking on Shawn. Bailey says he’s out. He has a small hematoma in the occipital region. Mark tells her to take Shawn to the burn unit and to get a CT.

Derek is worried over Meredith, who tells him he has other stuff to do. He asks Cristina to look after Meredith and walks up to Richard to confront him. Cristina, George, and Meredith observe all the unfolding drama. Richard walks off with Derek following him up the stairs. Addison walks up to Mark and questions him about being here. He claims he needed a change, so he sold the practice. Meanwhile, Derek tells Richard that Mark is a cheat and a liar. Richard points out he’s a great surgeon and he’ll generate twice the revenue that neurosurgery does. Derek reminds him of what Mark and Addison did, but Richard says people make mistakes. Meredith then throws up again and Cristina loudly wonders if she’s pregnant. Derek then comes down the stairs and walks up to Meredith, but Bailey tells him he’s done enough already. As Cristina takes Meredith away, Mrs. Sullivan comes over to ask Bailey when she can take Shawn home now that the paperwork is filled out.

Cristina is examining Meredith. If she’s pregnant, it would have to be Derek’s. Upon hearing she hasn’t had sex with the vet yet, she urges Meredith to get out of that relationship. Bailey comes in and says a pregnancy is officially ruled out. They’ll have to run more tests. Meredith asks for morphine.

Addison asks Alex to check the fetal monitor every 30 minutes. Alex wonders what the point is since they both know they’ll have to cut eventually, so why not get it over with? Addison says the patient doesn’t want it. Alex then requests she cut him loose so he can actually learn something on a surgical case. Addison knows where he wants to go and says that Mark has nothing to teach him. He only cares about himself, like Alex. Alex says everybody looks out for themselves, or they should. Addison tells him to get out of her face.

Derek is examining Burke’s arm while going on and on about how Mark shouldn’t be teaching their interns. Burke tries to talk about the tremor, but he won’t listen. Derek says his arm has a great range of motion so Burke can clear him for surgery. Just as Derek asks if he’s been experiencing problems, Cristina comes in and says no. Derek’s glad to hear that. He asks about Meredith. Cristina says she’s not pregnant.

Izzie’s at Joe’s to meet somebody she hasn’t met before. As she’s talking to Joe, an older man comes in. Izzie turns around and greets him. He’s Denny’s father, Denny Duquette, Sr.

Denny tells Izzie that she’s not really his son’s type. He’d go for dark-haired smart girls. Obviously, she’s smart, too, since she’s a doctor. Izzie says she’s not anymore. Denny talked to Dr. Webber, who referred him to Izzie for the full story. He’d like to hear that.

Alex finds Mark in the burn unit. Shawn is very concerned about his face. Mark says he’s going to remove the burned tissue and apply a dressing of live cells. Shawn’s wife says his face is very important for his job. Mark says he’ll do everything he can. He asks Alex for a neuro consult. Alex asks if there’s anything else he can do. Mark asks him to get a double bone dry cappuccino.

Cristina’s charting as she’s sitting with a high Meredith. Meredith says that if she died today, people would remember her as the slutty intern who dated two doctors because she couldn’t make a choice. Bailey comes in and lists all her symptoms. It’s appendicitis. She tells George to prep Meredith for surgery. He’s scrubbing in. Meredith recalls the last time he scrubbed in on an appendectomy and almost killed the guy, but Bailey refuses to let George bow out.

George runs into Callie in the stairwell. She heard about Meredith. She tells George she was thinking about a late supper at the Archfield. He wonders how she can afford to stay there. She says she has some secrets and she might show him a couple if he shows up tonight.

Bailey goes to ask Mark about Shawn, but he doesn’t recognize her from this morning and dismisses her.

Cristina runs into Burke and congratulates him. He thinks Shepherd shouldn’t have cleared him. Cristina asks why, but he won’t tell her more.

Addison’s checking on Rebecca. They don’t have more time since the baby’s heart rate is slowing down with each contraction and they need to be careful for late decels. Rebecca asks if he’s having late decels yet. Rebecca wants Addison to stop scaring her into an operation she doesn’t want. She refuses to be weak. Addison says her birth plan is just a plan. Rebecca screams at Addison to get out. Addison does so.

Outside, Bailey asks Addison since when she gets out. Addison says she’s not herself today. Bailey says she never figured Mark Sloan to be her type. Addison says she can’t have Mark here. She can’t function with him around. Bailey advises her to keep her knees closed in his present and to remember that no man defines who she is.

Derek’s checking on Meredith, who brings up she’s dating many men. There’s him, and Finn. Derek says he doesn’t see any vets around. Finn then tells him to turn around. He enters the room with flowers. Meredith says it helps that she’s on drugs right now.

Derek gets paged, but he says he can stay. As the tension between him and Finn rises, George comes in to prep Meredith. She says now all her boys are here and that they are all good kissers. Finn didn’t know about George. Meredith says it was more a disastrously uncomfortable sexual experience. Bailey then appears and tells Finn and Derek to go. Both Derek and Finn tell Meredith they’ll be there when she wakes up. Bailey closes the door behind them.

Cristina finds Burke down in the morgue, about to practice on a cadaver. She again tells him that his hand is fine. He snaps at her. She asks if he’s mad at her. He tells her not to worry about it. She refuses to leave, so he asks her to time him.

Izzie talks to Denny about the transplant. Denny doesn’t care about the medicine. He wants to know how Izzie went from being his son’s doctor to his son’s fiancée mere hours before he died.

Derek is checking on Shawn. He recommends a night of observation, but Mark wonders if that is really necessary since the risk of infection is greater if they wait. Derek wants to prioritize life-threatening issues over cosmetics. They start arguing until Shawn’s wife interrupts. She says Shawn was trying to keep his word to Bailey and figured he could have one last cigarette before going home. He now knows he was wrong, but a salesman is who he is. They need Mark to fix his face.

Mark and Derek distance themselves. Mark asks how he justifies him and Meredith if what he and Addison did is so unforgivable. Mark tells Derek that they’re the same.

Addison passes Meredith’s room and Meredith calls her in. Addison checks her chart and she’s relieved to see that Meredith’s not pregnant. Meredith says she’s trying to decide between two men. She asks how Addison knew that Derek was the one. She knows Addison owes her nothing. Addison says she didn’t know Derek was the one. She just knew Derek would never hurt her on purpose. Meredith says he hurt her when he chose Addison. Addison says she should have stepped aside and been a better person. Addison says she doesn’t hate Meredith, but they’re only talking like this because she knows Meredith won’t remember a word once the drugs wear off.

A nurse shows Alex the fetal monitor images. The baby’s having late decels.

Derek catches Addison as she exits Meredith’s room. She tells him not to hurt Meredith again. Alex comes over and shows Addison the paper. It may now be too late for a C-section for both the baby and the mother. Addison says they’re doing a crash C right away.

Rebecca is in severe pain. Addison tells her that they need to get the baby out right now. It’s no longer a conversation. Addison’s not about to lose either one of them.

Izzie tells Denny that Denny was her patient for months. Denny asks how she’s planning on paying back her debt now that she’s quit her job. He thinks she wanted Denny to pay it for her. Izzie is offended and questions where he was when Denny needed him. She worked 80-hour weeks and yet she was always there for him. Denny Sr. may not get her, but she also doesn’t get how he abandoned his dying son. Denny asks if that’s what his son told her. He says that’s not the truth.

Burke needs to stretch his hand, but the tremor shows up. He can’t hold his hand still long enough to attach the graft. Cristina is shocked as she thought his hand was fine. He yells it’s not. She wanted him to be fine. She wants him to be Preston Burke. His hands are who he is. Cristina says she could hold the vessel so he can attach the graft. They pull it off. She says nobody has to know.

Richard catches up with Derek and brings up the Mark situation again. Derek understands he did what he thought was best for the hospital. Derek asks Richard why he left Meredith’s mother. Richard says he could’ve gone away with Ellis, but he would have so much guilt that he never would have made Ellis happy, not like she deserved. He loved her enough to walk away.

George is wheeling Meredith to the OR. She asks him to keep her draped on the table since enough people have seen her naked already. She sees Mark and calls him over with his nickname. He asks how his favorite dirty mistress is doing. She says she’s an adulterous whore now.

Rebecca admires her newborn son and thanks Addison, who’s finishing up. Alex leaves the OR.

Bailey has taken out the appendix. She allows George to take over where he went wrong last time.

Alex enters Mark’s OR and says he got pulled into an emergency C-section. Since he also has no coffee, Mark says maybe he can scrub in next time, if OB can spare him.

Derek finds Finn waiting in Meredith’s room. Finn says Meredith told him that Derek fishes. They have that in common. Finn says his deceased wife hated it. Derek didn’t know that he had a wife. Derek tells Finn he’s a good guy and leaves.

Denny’s talking to Izzie about how they went from doctor to doctor, all with a different opinion. He and his wife didn’t handle the situation very well. One day, they came home to a note from Denny saying he didn’t want them to have to watch him die. So he left. They thought he was dead all this time. Izzie is emotional and swears she didn’t know. She says she paid off her debt from med school. She understands he’s trying to protect his son. When she met Denny, she was going to be a surgeon. She had everything she needed. She misses him. Denny then gives her an envelope from his son.

Callie enters the locker room and asks if he’s ready to go. He apologizes, but he has to go home because there’s something with Izzie. Callie says it’s always Izzie or Meredith, but never her. She asks if he even knows if she’s his girlfriend or someone he messes around with. Either way, he doesn’t have to figure it out because she’s done.

Bailey joins Mark as he updates Shawn and his wife. He warns them that his face may never be exactly as it was. There will be scarring. Shawn and his wife are disappointed. Mark doesn’t know what to say, but Bailey jumps in. She tells Shawn he has an incredible wife and half a dozen of car salesmen waiting in the lobby. His face may be different, but they all know it’s not about what you look like or your success. It’s about having people in your life who love you and whom you love. That’s all that matters.

Derek joins Finn and Meredith in her room. Finn leaves to get ice chips. Meredith asks Derek how badly she embarrassed herself. He sits down on the bed and tells her she deserves to be with somebody who makes her happy and who won’t hurt her. Finn is the better guy. Derek is walking away. He gets up and leaves.

George is sitting with Izzie. She tells him Denny left his parents a message the night he died. She couldn’t listen to it alone. George takes her hand.

Mark catches up with Addison and asks if they can talk. She thought she made it clear she didn’t want him here. If he insists on staying, he should know they are nothing but co-workers. She then walks up to Alex and announces that he’s officially off her service. But she thinks he’s going to miss her.

Izzie picks up the phone and starts listening to the message. He tells his parents about his new heart and that Izzie has agreed to marry him. He apologizes for being out of touch.

Cristina comes home to Burke cooking dinner.

Denny’s message says he knows they’re angry with him, but he hopes they can forgive him. He says you sometimes have to do the wrong thing.

Mark sits down at the bar next to Callie, who recognizes him and introduces herself. They’ve both had a bad day. He asks her what exactly she’s heard about him. She replies mostly things that include the words dirty and bad. He guesses there’s no starting over. He asks if he can buy her a drink. She grabs her stuff and tells him only if he can have it delivered to her hotel room since she’s off to bed. She turns around and asks if he’s coming.

Denny says you sometimes have to make a big mistake in order to figure out how to make things right.

Finn asks Meredith when visiting hours start. She tells him he shouldn’t do that. He understands she’s chosen Derek. She apologizes. He asks why. She tells him he’s a great guy and maybe even the better guy. But he’s the one, even though she wishes he wasn’t. Finn says he’s going to hurt her again, and when that happens, he won’t be there. He tells her to take care of herself and leaves.

Denny says mistakes are painful, but they are the only way to find out who you really are. He knows who he is now and what he wants. He has a new heart and the love of his life. He asks his parents to get on the next plane and meet his girl. Everything’s going to be different now.

As Izzie’s listening to the message, George has opened the envelope. There’s a check for 8.7 million dollars in there for Izzie.


  • Meredith Grey
  • Cristina Yang
  • Izzie Stevens
  • Alex Karev
  • George O'Malley
  • Miranda Bailey
  • Richard Webber
  • Addison Montgomery-Shepherd
  • Callie Torres
  • Mark Sloan
  • Preston Burke
  • Derek Shepherd
  • Finn Dandridge
  • Denny Duquette, Sr.
  • Mrs. Sullivan
  • Rebecca Bloom
  • Shawn Sullivan
  • Joe
  • Jeff Bloom
  • OB Nurse

Main CastEdit

Special Guest StarsEdit

Guest StarsEdit



Medical NotesEdit

Bailey's PatientEdit

  • Diagnosis:
  • Treatment:
    • Surgery

Bailey was seen operating on a patient.

Callie's PatientEdit

  • Diagnosis:
  • Treatment:
    • Surgery

Callie was seen operating on a patient.

Derek's PatientEdit

  • Diagnosis:
  • Treatment:
    • Surgery

Derek was seen operating on a patient.

Preston BurkeEdit

  • Diagnosis:
    • Brachial plexus injury
    • Tremor
  • Treatment:
    • Physical therapy

Burke was progressing well in his physical therapy, but also had a tremor in his hand. Derek, not knowing about the tremor, cleared him to go back to work.

Shawn SullivanEdit

  • Diagnosis:
    • Facial burns
    • Hematoma
  • Treatment:
    • Surgery

Shawn, 62, was two days post-op on minimally invasive heart surgery. He was all set to be discharged, but before that could happen, he smoked a cigarette and ignited his oxygen supply, causing burns to his face and a small hematoma to his occipital region. Mark made a plan to treat the burns, but first called for a neuro consult. Derek recommended a day of observation before proceeding with burn treatment. Despite this recommendation, Mark operated immediately, removing the dead tissue and applying live cells. The hope was that they would take in a few weeks, but he was advised that his face wouldn't be the same as it was before.

Rebecca BloomEdit

  • Diagnosis:
    • Pregnancy
  • Treatment:
    • C-section delivery

Rebecca was at 8 cm dilation, but her baby was only at minus 3 station. Because she had a "natural birth plan," she refused a c-section. Later, the baby started having late decels and she was forced to have a c-section.

Derek's Other PatientEdit

  • Diagnosis:
    • Aneurysm
  • Treatment:
    • Surgery

Derek invited Meredith to scrub in on an aneurysm clipping with him.

Meredith GreyEdit

  • Diagnosis:
    • Appendicitis
  • Treatment:
    • Appendectomy

Meredith threw up at work, causing her and others to suspect that she was pregnant. However, when the test showed she wasn't, they diagnosed appendicitis and she was taken in for an appendectomy, which went well.


Song Performer Scene
"If Looks Could Kill" Camera Obscura
  • Montage of surgeries.
  • Meredith takes some medicine straight from the bottle.
  • Burke asks Cristina to time him with the chickens.
  • Cristina thinks he's ready, but he's not sure.
  • He still has a tremor in his hand, but she leaves and he doesn't tell her about it.
"Standing In the Way of Control" The Gossip
  • Derek asks Meredith if she wants to scrub in with him.
  • Addison comes by and they all see Mark and Richard shaking hands.
  • Meredith vomits on the floor.
  • George sees Mr. Sullivan about to light a cigarette and tries to stop him.
"Back in Time" Au Revoir Simone
  • Mark and Derek argue over Mr. Sullivan. Mrs. Sullivan steps in and asks them to fix his face.
  • Mark and Derek talk about Meredith and Addison.
"So:Lo" Kate Havnevik
  • Meredith asks Addison about Derek. Addison answers only because Meredith is high and won't remember the conversation.
  • Addison admits she doesn't hate Meredith.
  • A nurse gives Alex an update on Addison's patient.
  • Addison tells Derek not to hurt Meredith again.
  • Alex gives the news to Addison, who calls for a c-section immediately.
  • Derek looks in on Meredith.
"Province" TV on the Radio
  • Meredith talks to George on the way to surgery.
  • She calls Mark over and talks to him as well.
  • Rebecca is introduced to her baby.
  • Bailey removes Meredith's appendix. She lets George take over the surgery after that.
  • Alex comes into Mark's surgery and says he got pulled into an emergency.
  • Derek finds Finn waiting for Meredith. They talk about fishing and Meredith.
"Fall for Nothing" Mindy Smith
  • Mark tries to talk to Addison, but Addison says they're co-workers, nothing more.
  • Addison releases Alex from her service.
  • Izzie listens to Denny's voicemail.
  • Cristina comes home to find Burke making dinner.
  • Mark sits down at the bar next to Callie and they flirt.
  • She invites him back to her hotel room.
  • Meredith ends things with Finn.
  • George opens the envelope that Izzie got from Denny's dad to reveal a very large check.

Notes and TriviaEdit

Grey's Anatomy Episode 304

Grey's Anatomy Episode 304

  • This episode's title originated from the song What I Am, originally sung by Edie Brickell & New Bohemians.
  • This episode scored 22.88 million viewers.
  • This episode marks the final appearance of Finn Dandridge.
  • The check to Izzie at the end of the episode reveals Denny's full name as Dennison.


Episode StillsEdit


Cristina: Holy crap, are you pregnant?!
(everyone stops and stares and Meredith)
Addison: Oh great, an adulteress love child.
Derek: Goes along with an adulteress sociopath. (walking by her) Meredith!

Cristina: So, who's the father?
Meredith: I’m not pregnant.
Cristina: I didn’t know I was pregnant when I was pregnant either. But the abdominal pain, fever and the nonstop vomiting?
Meredith: I’m not pregnant.
Cristina: You don’t know who the father is, do you?
Meredith: It would have to be Derek’s, there’s no way it could be Finn’s.
Cristina: You haven’t had sex with the vet yet? You gotta get out of that relationship immediately.
Meredith: I can’t be pregnant, can I?
Cristina: With a McBaby!
Meredith: Was I this mean to you when you were pregnant?

Meredith: (to George) When I'm on the table, keep me draped. Too many people have seen me naked already. I'd like to keep whatever dignity I have left. (sees Mark) It's McSteamy. McSteamy! Yoo hoo!
Mark: McSteamy? That's what you're calling me now?
Meredith: Yes, but I don't think you are supposed to know.
Mark: How's my favorite dirty mistress?
Meredith: Haven't you heard? Now I'm an adulterous whore!

Denny: Dad, mom...It's me. I'm calling from Seattle Grace Hospital where the - the beautiful, talented and incredibly stubborn Dr. Isobel Stevens has, she's just given me a brand new heart and promised to marry me. I know we've had our differences and I'm sorry we've been out of touch. Believe it or not I was - I was trying to make everything better. I know you're angry and I hope you'll forgive me. It turns out, sometimes you have to do the wrong thing. Sometimes you have to make a big mistake to figure out how to make things right. Mistakes are painful, but they're the only way to find out who you really are. I know who I am now. I know what I want. I've got the love of my life, a new heart and I want you guys to get on the next plane out here and meet my girl. Everything's gonna be different now, I promise. From here on out, nothings ever going to be the same. I love you, bye.

See AlsoEdit

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

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

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