Meredith: (opening voiceover) When you're little, night time is scary because there are monsters hiding right under the bed. When you get older, the monsters, are different -- self doubt, loneliness, regret --and though you may be older and wiser, you still find yourself scared of the dark.

Alex: I'm gonna try to get some sleep. I gotta be back to the hospital in six hours.
Izzie: Alex wait. I'm a mess. I'm a frickin' mess and I know that and, I ... You deserve better.
Alex: Stop it. If you don't want to be with me, if this is too much for you right now, it's okay. But you're gonna have to break up with me, because I'm not going anywhere. I can handle the mess. It's up to you.

Bailey: Why you looking at me?
Cristina: We were just wondering --
Alex: The interns. They --
Meredith: What are you gonna say to them?
Bailey: Uh, no. No. I'm tired and I'm not saying anything to the interns. I raised my babies. You were my babies. Now you are grown folks and this on you. You raise your own babies.
George: So we have to talk to them.
Bailey: Your babies.
Meredith: What do we say?
Bailey: Do you really need a speech from me? At this point, after all this time? Because if you do, you shouldn't even be here. If you do, then I haven't raised you right. And I know, I raised you right. No! You don't get a speech from me. It's time you make your own speeches.

Chief: (to Meredith and Cristina) I've seen a lot of maturity from you throughout this whole mess. You handled the crisis. And you call for help right away. There was a time not so long ago when you would have come to a different conclusion. You could have stuck to the code and saved your own. Tried to hide the whole mess. You know sometimes, protecting your colleagues is solidarity. And sometimes it's just hubris. I'm glad to see you know the difference.

Meredith: You knew? You knew they were going to cut her open?
Cristina: No.
Meredith: They just said you knew!
Cristina: Sutures! I knew they were doing sutures on themselves. And I didn't think I needed to say anything because I shut it down. I handled it!
Meredith: Well apparently you didn't, because it almost cost Lexie her job, not to mention that Sadie almost died in there!
Cristina: Okay, Sadie did that to herself. And let's not pretend that you have some sort of relationship with Lexie? Let's not pretend that you care about her.
Meredith: I care about my job. And I care about doing the right thing.
Cristina: Who are you to lecture me about doing the right thing?! Are you kidding me? You're not an attending, Meredith. You may be sleeping with one, but you aren't one yet.
Meredith: Is that what this is about? Derek? It's always going to be about Derek?
Cristina: Okay, fine, it's not about Derek, it's about you and me, and the fact that you didn't have my back in that room!
Meredith: What would you have wanted me to say?
Cristina: I don't know, anything! You should have said anything! You have a relationship with the Chief. You have his ear. But you didn't say anything to defend me! Because this isn't just on me. You just stood there and you watched him take me out of the running for solo surgery. You let me take all the blame. But the fact is that we all had interns in that room. We all failed to supervise them. And if your friend had died in there, that would have been on all of us too. You should have said that.

Meredith: (closing voiceover) Sleep. It's the easiest thing to do. You just close your eyes. But for so many of us, sleep seems out of our grasp. We want it, but, we don't know how to get it. But once we face our demons, face our fears, and turn to each other for help, night time is not so scary, because we realize, we are not all alone in the dark.

Episode Title: In the Midnight Hour

"In the Midnight Hour" is the title of a song by Wilson Pickett.