A/N: New ship: Benssidy. It's my first time with this pair, so please be gentle! This fic is not for the faint of heart, so if rough sex, or angst aren't your bag, this may not be for you. As always, any and all feedback is much-appreciated! Love it? Hate it? Let me know!

The memory of him looms large in the space between herself and this evening's vice. Being here brings back memories.

What's another notch in the bedpost? It's something she'd said as a much younger woman. She's got nothing to be ashamed of. In fact, she's taken pride in how well she's handled the recent changes. But despite what she'd have everyone believe, it hasn't been easy. The transition hasn't been quite so seamless. And there's a certain comfort in the unceremonious glow of the streetlights from the window of this East 68th Street walkup. Tonight she needs the solace of familiarity.

"I like what you've done with the place." She absentmindedly runs her fingers along the yellow wall in the foyer of his apartment. The walls are freshly painted, but the hallway is dark. She wonders if perhaps there's a woman in his life.

"What's this, marigold?" She's buying time, but she knows what this is. They both do.

"No, but I think there's a paint can under the sink if you'd like me to check" he says, clearing his throat. He does nothing to mask the impatience of his tone.

She's told herself she's not looking for a relationship this time around, either. But remembering the fallout from their last tryst gives her pause.

Her words, and the soft click of her heels are measured. Each footfall gives little away, but despite the years apart, he can tell she's unsure of herself in this moment. He'll let her run point until she is.

"It's buttercup."

She breathes a sigh of relief. He's picked the color himself. She resists the urge to rib him about it. Her plans for the evening don't consist of catching up with an old friend.

It's been too long. If only for the fact that the last time she was with a man, she let him call her sweetheart; she'll concede.

Tonight's need is purely physical.

She waits a beat.

"Yes, Muffin?"

He chuckles softly. One hand fits effortlessly into the curve of her hip, while the other slides between her legs.

Did he touch Carissa this way?

He's a bit rougher around the edges than he used to be; takes initiative.

Have the years really weathered him this much?

Despite a lack of expectations, she can't seem to help herself from wondering these things. They're territorial thoughts. She dismisses them immediately, moaning as his fingers knead at the junction of her thighs. She reaches for his belt buckle. With a few quick movements, his pants are around his ankles.

Commando.

His shirt follows.

She's always kept a close eye on her gun and shield, even after she's taken her clothes off. But Detective Benson was long overdue for a night off. And Olivia needed to get laid.

She smiles a bit, stifling a chuckle. "I forgot," she whispers sweetly, curling a warm palm around his hardening length, "Some things never change."

He grits his teeth as he feels the warmth of her hand sliding slowly up the length of his shaft. "What?"

"That you don't usually wear underwear." She purrs. Her voice is low, laced with desire. "It's nice."

"Unhh—" he groans, "Yes..."

"Saves time," she whispers.

Her lips hover below his ear without ever making contact with his skin, "I'm not wearing any either."

"Fuck."

"That's the idea." She smirks, and moves to pop open the front button on her jeans, when he grabs her wrist.

His glare is predatory. It startles her out of the thick haze of arousal that's hung like morning fog since they left the bar tonight. "Some things do change, Olivia."

The look in his eyes stops her dead in her tracks.

"You said so yourself."

She swallows hard. What's that supposed to mean?

Her silent question is answered immediately, when he walks her back against the wall, laces his fingers around her wrists, and pins them effortlessly above her head. And just like that, the power shifts.

She eyes the two small scars on his chest, the raised welts are still red and angry. He's been out of the hospital for nearly two months, but almost losing him like that is a sting that stays with her. She can't imagine what it would be like to walk around with a physical reminder of a time when losing control nearly meant losing everything.

She can't think on it too long, or she'll lose sight of what this is: just two old colleagues tending to their battle scars. She can't think on it too long, or she'll lose sight of the fact that she's chosen to label it as such. She can't think on it too long, or she'll notice her control slipping too.

"Let's be clear about what this is, Benson." The words remind her of just that.

She's suddenly very aware of herself and her surroundings, though she's not quite sure of his intentions.

"You and I used to have very different ideas about these things. But it's like you said, people change."

Her heartbeat thrums loudly in her ears. Perhaps it's because she's pinned between the wall, and his growing erection, and he's got his eyes locked on hers. Or maybe it's because he's unbuttoned her pants, and his hand is moving further south with each breath she manages. Either way, she's almost positive he can hear it too.

"I'm going to fuck you. Hard." He pauses for emphasis. "And I'm going to make you come. Hard."

Fuck.

"Cassidy…" she breathes, closing her eyes as his calloused fingers work their magic.

He moves his left hand from her wrists to cover her mouth, her hands remain in place but her lower body bucks against him, almost instinctively.

He says nothing, but she follows his wordless command, staying silent as he removes his hand from her mouth. With a quick flick of his wrist, the buttons on her sheer cream colored blouse clatter to the floor. She lets her arms drop as the flimsy fabric floats helplessly to the ground.

Her eyes lock on him as she moves her hips to meet his movements, reaches behind herself, skillfully unhooking her bra with one hand, and letting it fall; joining her ruined top.

His head drops instantly, as he takes one of her hardened nipples into his mouth, sucking and lapping at it hungrily. He closes his eyes, and opens his mouth wider still.

Her fingernails rake through his hair, and he moans a little bit. He can feel her pleasure building, as his fingers continue their assault on her most sensitive spot. Just a few more deft strokes, and her body will start to convulse under his touch.

But he's not ready for that yet. He knows she'd just as soon get hers and call it a night, than return the favor. Despite this, he almost doesn't care if she lets him come. Just as long as she doesn't leave.

He pries himself from her body. The force behind his advances is enough to make her wonder if he was somehow trying to swallow her whole, in an attempt to cling to the moment. Still, the ache leaves her wanting more.

He removes his fingers from inside her, and locking eyes, slides them between her lips.

"Suck," he says quietly.

She moans and obliges him, savoring her innermost flavors.

"Tell me how you taste when you want it." His voice is barely above a whisper, as he slides his damp fingers from her mouth, down to her nipple, tracing it delicately.

She worries at the corner of her lip, as she notices him eyeing her voluptuous frame in the dim light of the hallway.

"So good." She whimpers.

She's got on the sexiest black stiletto boots that come up to her knees, tight dark jeans with the button and fly open. He glances at the floor and notices the sheer flowy material of the blouse that left little to the imagination, and the black bra that he'd been eyeing all night, through the insubstantial excuse for a top.

His eyes travel back up the expanse of her legs, and he imagines them wrapped around him as he takes her roughly against the wall.

She shivers a bit, and her breasts jiggle ever-so-slightly. He recalls the first night they spent together, filling his hands with them and sucking on their soft pink buds as she writhed beneath his touch.

It's almost as though no time had passed at all. The years had been kind to her, he thought, as her soft brown curls skimmed the top of her ample bust.

His eyes wander to her full lips, the top one sucked between her teeth, and he leans in to kiss her softly, and drag her lower lip between his teeth.

She tugs at her pants for a few futile moments, as his lips move to her throat.

She laughs, distractedly. Nervous. "So goddamn tight."

Finally, he drops to his knees, yanking her jeans down with him. "We'll see about that."

He places his head between her legs, and drinks in the sight of her, bare as he for the first time in nearly 13 years. He's spent so many nights fantasizing about her, dreaming of what it might be like to have her just like this again. The way she'd moan as she climaxed. The way she'd taste when she was ready for him. It's etched into his memory, as if it happened only yesterday.

He slides his hand up, lacing his fingers between hers, eyeing his next meal. He's careful not to let on just how badly he wants her to stay the night. He guides their joined hands up and lets go, silently urging her to explore as he pleases her.

His eyes slip shut as he positions his mouth over her, dragging his tongue along her. Without even parting her, the taste brings back memories.

He opens his eyes to watch the ecstasy fit across her face. She's got one hand in her hair, her eyes shut tight, and her mouth open. The other hand hangs limply away from her supple frame, which simply won't do. He steadies himself with one hand clamped around her inner thigh, as he laps softly at her. He reaches for her hand, guiding it up until she mindlessly splays it flat across her abdomen. He watches its slow ascent, until she slides it over one of her breasts, and then the other. Satisfied with her response, he turns his attention back to eliciting the most glorious sounds from her. A little pressure, and his thick tongue plunges inside her.

"Huuu—fuck," she whispers. The tremors are impossible to disguise, so she lets herself indulge. She's forgotten how good he is at this. His tongue feels like velvet inside her, but it moves like liquid, inching closer to the spot that will surely make her see stars. Her hand slides down absentmindedly; and she buries her fingers in his hair, urging him to keep going as he switches techniques, first laving, then sucking each fold into his mouth. She can feel herself tipping.

Without pretense, he places a hand on either of her thighs and climbs to his feet, leaning in and kissing her passionately.

He tastes like her. The light sheen over his lower face gives her the most heady feeling—as if she's somehow branded him.

One of her hands explores the muscles of his back and the is other on her stomach, slowly heading south, seeking the slightest bit of relief while he distracts himself by attaching his lips to her neck.

Before she has a chance to register the shift in their dynamic, she's spun around, facing the wall.

"I thought I made myself clear before," he muses as his fingertips graze over the soft skin of her toned ass. "I'm going to make you come, Olivia." He says it with an air of indifference that reminds her of the way he'd offer to make a coffee run.

He slides his hand over her, feeling, pressing his fingertips into the firm, rounded flesh. Without pretense, he brings his other hand down hard against both cheeks.

The surprise of it causes her to cry out. It stings, but it's not entirely unpleasant. In fact, it's a welcome distraction from the throbbing soles of her feet elicited by the three-inch heeled boots that seem to support the full weight of her body, when she's bent over for him.

He swats her again, a little lower this time. It hits her squarely between the legs, causing her to jump.

"Oh, God…" she grits. "Fuuuck!"

She turns her head to peer over her shoulder at him, as he slides his fingers into the loose ringlets at the back of her head. He tugs gently, until she assumes a standing position.

"Turn around." His voice is somewhat gentle, but firm.

She does as she's told.

Her ass is throbbing. If this were any other man, her pride would have taken a serious blow.

Then again, she wonders if she'd let any other man have control like this.

Her mind wanders. In the short time that Elliot's been gone, she's managed to rack up a half-dozen shitty first dates, and a relationship that failed so miserably, she couldn't even publicly acknowledge it.

And now here she is—back in Brian's apartment. Letting him boss her around in the name of good sex. …And yeah, it's good. Better than she remembers. But more importantly, it helps her forget for a while. When all she can focus on is the feel of his hands and mouth on her body, there's no room to think about a man in any other context. At least it's what she tells herself in the quiet moments, when she thinks of Elliot. Sometimes at the end of a long day, or given the rare opportunity for a soak in the tub, her hand meanders about her body, while she whispers his name.

When she comes to, he's bent down in front of her, unzipping her boots, and tugging at her pants.

It's mindless, as she leans back against the wall, looking down as he slides his hands up the backs of her strong thighs. A split second later, he's hoisted her legs up around his midsection, and moved to pin her between the wall and his body.

Her breasts pressed against his chest, his hands slid underneath carefully supporting her weight, he pushes her back with his body and runs his hands up her sides and interlocks their fingers. She's dizzy.

It's just sex.

She looks into his eyes and tries to regain composure.

You're getting over the longest relationship you've ever had with a man. This doesn't mean anything.

He kisses her neck, and she moans at the sweet diversion of his attention, closing her eyes.

He's not even inside you yet, Olivia. Get a fucking grip.

His lips slide over her pulse point and she barely notices when he carries her into the living room and deposits her on the couch.

Once upon a time, he'd asked her how she wanted it.

"From behind," she told him. Though "impersonal" would have been the best way to describe it: whatever it takes to get the job done, with very little kissing, and definitely no eye contact.

She's broken all those rules tonight. Though, to be fair they'd gone largely unspoken, and Brian was never one to read between the lines. Alas, he remembered: from behind.

He reaches around, and filling his hands with her supple breasts, he positions himself at her entrance. He thinks for a moment, pausing to place a gentle kiss at the nape of her neck, and readjusts himself to enter her from behind.

Old habits die hard. But in light of recent events, she could use the intimacy.

"Wait," she mumbles hesitantly, getting up from the couch, and turning to face him. "Like this," she smiles, pushing him down on the couch, and climbing onto his lap.

She doesn't ordinarily enjoy being face to face with her lovers. She's always stuck to her guns with a hard and fast "get off and get out" policy. But something about the way he kisses her this time around is different than how things used to be. She wonders how life would look if "hard and fast" didn't follow her into the bedroom.

She wonders if this is what people do when they fall in love.

She has an easier time admitting that this is nothing more than a coping mechanism: her way of putting Elliot in the past. It's a messy admission, sure, but it helps detract attention from all the other reasons she's letting Brian touch her like this.

His hands find the curves of her hips, and she lifts herself up a little, and sinks down onto him, locking eyes as they begin to move together.

He fills her body completely, and it reminds her that it's been longer than she likes to think. Long gone are the days when she'd fall into bed with handsome strangers who'd pick up bar tabs, keep condoms in their cars, and do nothing to conceal the wedding ring tan lines, she'd pretend not to notice.

She tries to remember what it was she'd seen in Brian all those years ago, or if perhaps it was just the liquor. She tries to recall, but stumbles on the fact that he's told her this won't mean anything tomorrow.

Every time she moves, he comes a little closer to convincing himself that he really has changed—that despite what they've been through, he doesn't want her either this time around. The velvet heat of her sinks down and pools around him like a flood, and he thinks he's made a mistake, being intimate like this.

The city lights pour in through the slats in the bamboo blinds, and caress her silhouette. And in the delicate moments before they reach the finish line, he wonders if this is what it looks like when two people fall in love.

She sits unmoving in his lap, after they've finished. He's sure she's headed for the door at any moment, state of undress be damned. She could dress in a hurry: this much has wormed its way into his memory despite his best efforts to forget it.

She's sure she's fucked things up for good this time, now that the tables have turned, and time has worn them both down from opposite sides of the same coin. It's much too late to want him back.

She places a gentle kiss on his forehead, and climbs off him, stooping to gather the few articles of clothing that lay in the threshold between the living room and the foyer. Between the past and the present. Her boots. His belt.

He stands up, and follows her into the foyer where his jeans and her top lay like a trail of destruction, unaware of what's changed. He grabs his gray NYPD issue sweatshirt off the coat rack by the door, and hands it to her. It's a feeble attempt at an apology for the shirt he's cost her.

She doesn't care. She'd worn it for him anyway. She shrugs on the oversized hoodie, and zips it up the front, as she heads for the door, and out into the night. It takes every ounce of strength within her not to stop and contemplate whether or not she could walk away from this unscathed. Though she knows she won't. She knows she can't.

He tries not to notice the glow of the streetlamps on her skin, or the way the moonlight plays in her hair. He quietly shuts the door behind her.

This isn't what people do when they fall in love.