AN: This happens roughly around season 11. There aren't really any spoilers but it is rated M for a reason so keep that in mind before you proceed. It is one shot. There will not be a sequel nor an epilogue. But if you love the writing that much feel free to read or reread my other stories. And as always, reviews are highly appreciated.

To Olivia, it seemed like a good idea at the time. Come to the annual NYPD Christmas party, have a few drinks and hopefully more than a few laughs before going home. She'd even made it a point to find a date at the last minute to take along with her.

Grey Lampkin.

Forty-five year old professor of English literature at Hudson University just like her mom. Serena would've loved and approved of him just for that alone. He's well spoken, charismatic and volunteers with the Meals on Wheels program for senior citizens.

In a word, perfect.

Unfortunately her partner didn't think so. Things were going well until Elliot started giving him the third degree. Something his date probably didn't appreciate too much. Olivia can't blame her though because neither did she. Allison "Call me Alley" DiGiorgi is a U.S. Marshal who looks like a movie star but according to Elliot shoots like Annie Oakley.

He's been on a few dates with her and several other women over the last few months. She's doesn't ask about who he goes out with. She learned long ago not to ask questions about things she really doesn't want to know the answers to.

There was no way she was coming to the party stag, knowing her divorced and back on the dating scene partner, was bringingsomeone. She'd chosen a curve hugging, royal blue dress with a hem just above the knees and a neckline that dipped into her cleavage. It screams classy not trashy, exactly what she was going for when she saw it hanging in the department store window.

Judging by the response she got from the men in the room, she could say that her mission was accomplished. But their eyes weren't the only ones that appreciated the impulse buy. Elliot seemed to have taken notice too. Of course he didn't comment but she noticed…that he noticed.

And she gives him a couple of brownie points for having waited until after dinner to start with his interrogation. He's at least learned a little restraint in the years since she's known him. Not much, but some. Still the end result was he and Grey being forced apart by Fin and Cragen, and her storming off.

Olivia hears footsteps behind her and chooses to ignore them.

"Olivia!"

And also, she's choosing to ignore his voice as well.

"Liv, wait!"

She pushes inside one of the smaller party rooms to get away from him but of course he follows.

"What is it Elliot? What do you want?"

"I'm tryin' to apologize here."

"For what exactly?" She questions. "Getting into a fight with Grey, ruining my night or being a total jack ass?"

"What the hell kind of name is Grey anyway?" He counters. "That's a color not a name."

"That's what you're going with?" She asks, incredulously. "Seriously? It's none of your business who I date Elliot. You don't see me interfering with the women you see."

"That's because you know they aren't serious," he objects. "And at least I have something in common with her. Where the hell did you find Mr. Tweed suit out there, a library?"

"It doesn't matter where I met him," she answers, not wanting to tell him it was in her yoga class. "At least he actually talks to me," she counters. "Tells me how he feels about things, what's on his mind and doesn't make me guess."

She got all of that from only knowing him for a few days.

"He's a pompous blowhard," he tells her. "Who the hell goes around quoting T.S. Eliot?"

"He's an English lit professor!"

Elliot takes a breath, exhales and looks anywhere but her eyes.

"You know what," she begins, a bit calmer. "Why don't you go back to the party and give just a little attention to your own date," she continues. "I'm sure Alley, would appreciate that."

When his eyes drift to the ceiling, he's struck with inspiration.

"I don't remember a proposal or a ring," she continues. "And I damned sure would've remembered standing next to you in front of a room full of people and saying 'I do'," she goes on. "So as near as I can tell you're not my freakin' husband."

He doesn't know how she'll react, but he's fairly curious and can't seem to talk himself out of it.

"Are you even listening?" She asks, noticing his attention is elsewhere. "You acted like a Neanderthal in there," she adds, not waiting for a response. "You embarrassed me-

Elliot suddenly pulls Olivia to him, lowers his lips to hers and kisses her. It's tame in comparison to what he actually wants to do.

"What the hell Elliot?" She asks after he releases her.

He gestures for her to look up and Olivia discovers the mistletoe that's hanging above them.

"And what if someone decided to walk in here?" She asks, moving past him to leave.

She doesn't wait for an answer, just high tails it out of there.

Olivia finds and apologizes to Grey for her partner's behavior, then tells him it's okay to call her if he hasn't been effectively scared off. Fin and Cragen have worked with him for as long as she has, so she doesn't bother trying to explain things to them. They've met the man.

After saying her goodbyes, she wishes her friends Happy Holidays and hales a taxi to go home. Once there she ditches the dresses, heels and jewelry. She takes a shower, gets make-up free and dons her favorite Henley sleep shirt.

Another impulsive buy she made was eggnog ice cream. She's always appreciated it in the traditional form so she figured why not.

Olivia gets contently settled on her sofa with her dessert before popping in her DVD of the Wizard of Oz that she only sees once a year. As a child she remembers watching it with Serena. Despite not attending church regularly or subscribing to a particular denomination, it was the one tradition her mom practiced.

From decorating a tree to putting out cookies for Santa, Serena Benson made certain that her baby girl's Christmas was special. She didn't take one alcoholic drink the entire day. After opening her presents, she'd take Olivia sledding and let her play in the snow until dark. Later she'd have her bath and mother and daughter would snuggle on the sofa to watch the Wizard of Oz until she fell asleep. She loved Christmas.

Then she turned eleven.

The magic was lost when she was too old to put out cookies for Santa and not naïve enough to believe that Serena hadn't begun to spike her egg nog. Their relationship changed after that and not for the better. But Olivia kept those happy memories from her childhood, held them close to her heart during her later years.

God knows she needed to with all that she's seen.

She's about to join Dorothy in singing, Follow the Yellow Brick Road, when a set of rhythmic knocks interrupt. Olivia sits the ice cream on the coffee table and goes to find out whose interfering with her damn tranquility.

But deep down, she already knows.

After looking through her peep hole she takes a deep breath and lets it out before opening the door. Of course there's no surprise about who her visitor is, but she wasn't expecting him or anyone for that matter. She was looking forward to being drama-free for the rest of the night.

"Can I come in?" He asks.

"I don't think that's a good idea," she answers. "I'll see you on Monday," she adds, before attempting to close the door.

Olivia thought they had an understanding. He was already jealous and overbearing enough when he was married. She doesn't know why she thought he'd be able to handle things between them as they now stood but she was willing to give it a try. She's only human after all.

Elliot puts his hand out, effectively stopping her.

"Please," he says, practically begging.

Despite her mind screaming that she should just kick his ass out, she decides to give him a chance. He is her kryptonite. So Olivia backs away, allowing him entry. She returns to the comfort of her sofa, picks up the remote to press pause, letting her silence be his cue to start talking.

"I want to apologize for starting a fight with…Grey," he says in disgust. "You were right. Who you date is none of my business."

"I'm not dating him," she tells him. "I met him about a week ago and thought he'd be fun to take to the party. He makes me laugh."

"Good for him," he grumbles. "But I'm also here because I just…I don't like when we fight."

Elliot hangs his coat on a nearby rack, crosses the room and sits next to her on the sofa.

Olivia's eyebrows shoot up in surprise. Who is this man and what has he done with the real Elliot Stabler?

"You said he tells you how he feels and what's on his mind," he explains, seeing her reaction. "So that's what I'm trying to do."

"Oh?"

"Yeah," he answers. "And the truth is, I want more from you."

"I don't…I thought-."

"You know me Liv," he continues. "And I know you, I know you've been thinking about it."

"What?"

"Tell me you haven't."

She's actually been too busy being pissed at him to have given it any thought. Now that he's asking her, she thinks…

"Everything happened kind of fast," she admits. "And it was a definite surprise," she continues. "But I don't think you know what you're saying," she adds, getting up to put the ice cream back in the freezer.

She's suddenly lost her appetite for it.

Elliot follows up behind her in the kitchen, effectively entering her personal space.

"I don't wanna keep things the way they are," he contends. "I just told you I want more from you," he tells her. "What's so hard to believe about that?"

"Kathy," she counters.

She tries to push passed him but he doesn't budge.

"I was legally separated for two years from her the first time before I stupidly got her pregnant again," he continues. "Don't get me wrong. I love my son but…

"But what?"

"I was holding on to this…ideal of how my life should be the first time divorce was imminent," he explains. "And this time when the divorce became final…I needed to make sure that what I was feeling wasn't out of loneliness or because you were there or just…familiar."

"And how do you know that that's not what this is?"

"Because of how it feels," he acknowledges. "I went back to Kathy out of obligation but with you, Liv I-

"You what?"

"I want you because you're the most argumentative, infuriating person," he begins, resulting in an immediate glare from her. "But you're also the most intuitive, empathetic and sexy woman I've ever met."

He steps closer to her then.

"And I feel like a part of me is missing when I'm not with you," he says, surprising her. "So I'll ask again," he says. "Why's it so hard to believe?"

"Because you're not thinking clearly Elliot. You're just-

Elliot effectively cuts her off by closing the breath of distance between them. His surprisingly soft lips move over hers slowly. He takes her bottom lip into his warm mouth, suckling on it causing her to emit a very soft moan. Elliot coaxes her lips open with his own, stealing her breath in the process. He slides his tongue against hers, no doubt tasting her eggnog ice cream.

After another minute, Olivia takes a step back to take in some well needed oxygen. He leans his forehead against hers, catching his own breath.

"My thinking is just fine," he tells her. "What about you?" He asks, leaning away to judge her expression.

Her lips are kiss swollen, her face is flushed and despite the fact Elliot didn't think it was a possibility, her eyes have darkened even more than their natural hue.

She can feel her heart answering for her. It's beating so fast she hopes he can't hear it.

"We've been having sex off and on for three months Elliot. And it's been good," she answers honestly, hands still resting at his waist. "But I don't think-

"Don't tell me what you think Liv," he says, caressing the sides of her neck with his thumbs. "Tell me how you feel."

"Half of me feels like I should kick your ass out because of how petty, jealous and possessive you acted tonight, despite the fact that we both brought dates," she begins. "You knew he was gay and still-

"And the other half?" He asks, interrupting her because though he did quickly figure out he was gay, the man was standing too close to Olivia.

"It wants to kiss you again and tell that other half to go to hell because…I knew it could never be just sex between us."

"Then what's stopping you?" He asks, and she sees his eyes dip quickly to her lips.

"Reality," she answers, shrugging her shoulders and stepping back. "We could have what would no doubt be another amazing night," she acknowledges. "But then Monday comes and we're back to trying to pretend that all we are to each other is partners," she continues. "Then what?"

Her back is against the counter and she's eying the floor expecting to see his footsteps retreat in silent agreement. They don't. Elliot steps up to her, resting his hands on her waist in assurance that he's not going anywhere.

"We're great at pretending," he tells her. "I know I am because I did it for years," he adds surprising her.
"So how's that different from any other day?"

He takes a hand, tipping her chin up to meet his eyes.

"I can pretend we're just partners at work for as long as I have to," he continues. "But Olivia…this friends with benefits thing isn't working for me anymore," he contends. "I don't wanna keep dating knowing I only want you."

He punctuates his words by descending on her mouth again. This time it's not slow. It full of passion and fire, reminding Olivia of how it was that first night with him. She keeps her hands resting against the counter behind her, trying to resist temptation.

Elliot's mouth moves from her lips to her neck, where he nibbles on her skin before sucking on it altogether.

It feels too good to continue being a passive participant. She puts her arms around his neck, pulling his body flush against hers. Elliot's hands move lower, grasping the back of her thighs before picking her up and placing her on the counter.

He smoothes his hands up her legs, caressing them as they fall open. His fingers are beneath the heather gray cotton, going higher and higher. One hand moves to her inner thigh, and starts rubbing her center. As he continues, Olivia begins to warm from the outside in, finding the overwhelming need to grind against his hand.

It's not enough.

She opens his belt and Elliot lets his dress pants fall to the floor. He reaches for her panties and she raises up just long enough for him to pull them down her legs. With that barrier gone, he lowers himself as she leans back to rest a hand on the counter. The other is on his head when he finds her center again, this time with his tongue.

"Hmm," she moans.

"Tell me you want more," he says, against her inner thigh and she can feel his breath against her skin.

"Please," she manages.

He continues his movements, lapping at her folds for long minutes before nearly torturing her by latching onto that most sensitive of buds. The orgasm it brings about causes a tear to fall from the corner of her eye. And he's not even finished with her yet.

"I love doing that to you," he whispers in her ear after standing again and she can smell herself on him as he moves back to wait for her reaction. "Tell me you want someone else," he says, eying her intently. "Make me believe it."

She can't.

He smoothes his hands up her legs and around to her ass, pulling her to the edge of the counter. Olivia takes it upon herself to lower his boxer briefs freeing, what she can only imagine, is a near painful erection.

She widens her thighs, inviting him inside. In the last three months, he's made himself quite at home there and even the first time, she was scared of exactly what he's asking of her tonight. Of wanting something other than a periodic booty call when a case gets to be too much.

Elliot begins a torturously slow pace as her grips her ass again. His tongue slides against hers almost in tandem with the rhythm he's created between them. Olivia responds by wrapping her legs around him, trying to pull him impossibly closer and deeper than he already is.

The kitchen is filled with a symphony of intimate sounds. Their panting, his groans, her moans and the occasional, 'God', 'Right there', 'Don't stop' or a combination of all three.

Minutes after they both climax, he's leaning his forehead against hers again. She noticed it's something he does to connect with her after every interlude they have. Another red flag as to where this was heading, yet she couldn't deny him or herself.

"Olivia," he says against her lips. "Tell me."

This time he doesn't pull back for a response. Elliot keeps his eyes closed, seemingly to prepare himself for her rejection.

"I want you Elliot," she says, surprising him. "Only you."

He can't help himself, he has to kiss her again and she can feel him smiling against her lips as they break apart.

"Why do you taste so good?"

"Blue Bunny Eggnog ice cream," she answers, smiling back at him.

"I think I'll be making a trip to the grocery store tomorrow," he tells her, garnering a laugh.

She can't believe he's still inside her, on her countertop, in her kitchen, on Christmas, talking about eggnog ice cream.

"You wanna watch the Wizard of Oz with me?"

"Really?"

"Yeah," she answer. "It was a Christmas tradition at the Benson house when I was a kid," she reveals. "The only tradition," she adds with a hint of sadness.

"Then I'd love to."

One movie, a joint shower and another love making session, this time in her bed, and their fast asleep just before sunrise.

Her last lucid thought before losing consciousness, is it's the best Christmas she's had since she was ten.