Meredith Grey begging Derek Shepherd to choose her was difficult to watch and equally difficult to act out for Ellen Pompeo. 

Reflecting on the now-infamous “Pick me, choose me, love me” speech, Pompeo admitted on Call Her Daddy that she wasn’t thrilled about delivering the emotional plea to Patrick Dempsey’s Dr. Shepherd in Season 2 of Grey’s Anatomy. 

“I was like, ‘Why would I do this? Why would I beg?’” the actress, 55, recalled, adding that, as actors, “You have to just suck it up and do it.”

Despite her hesitation, the scene became one of the most memorable in the show’s history.

“To [show creator Shonda Rhimes’] credit, she knew that was gonna pop… It ended up being the biggest thing ever, the most iconic thing ever,” Pompeo acknowledged.

Pompeo also opened up about another uncomfortable Season 2 moment — her awkward love scene with T.R. Knight’s George O’Malley.

She revealed that both she and Knight were so uncomfortable that they were in tears while filming. “We cried. And the scene was so uncomfortable and awkward,” she shared, adding that ABC made them reshoot it.