Elliot was gone, Lucy had left, Noah was asleep and suddenly Olivia's apartment was deafeningly silent. She flicked off the remaining lights in the kitchen and living room and made her way toward the bedroom, removing her earrings along the way. She crept quietly into the dimly lit bedroom so as not to wake her sleeping son. Once she changed into a camisole and sleep pants, removed her makeup and brushed her teeth, she sunk into the cool, soft sheets beneath her comforter. The room fell dark except for the night light on one side she kept in case she had to tend to Noah during the night.

She lay on her back, one arm across her forehead, one resting on her belly and stared at what she could see of the ceiling until her eyes adjusted to the darkness. One long deep breath later, she tuned her ears to the soft, subtle snores of her baby boy. Nothing relaxed her more than his rhythmic breathing. Tonight Noah's sounds set the backdrop for her thoughts of Elliot.

It had been a nice night out. He hadn't screwed up, said the wrong thing, or overstepped any invisible boundaries. He'd all but come right out and told her that he'd been harboring feelings for her all these years. It wasn't as if she didn't know it to be true; it was just validating to hear him say it. And while it assured her that she hadn't been crazy in her interpretations of his movements and gestures over time, it also set her on edge - that thing she'd always kept at arm's length suddenly so near. She's spent so much time convincing herself it could never happen that she never really considered how she'd handle it if it did.

Things in her life were good. Hectic but good. She was finding a rhythm in the big office, Carisi was learning the ropes, Noah wasn't going anywhere, and the payoff from those countless appointments with Dr. Lindstrom was with her every day. She couldn't remember a time in recent memory that she'd ever felt so grounded. Then along came Elliot. She was taking every measured step to maintain balance in her life under the scrutiny of Chief Dodds, juggling the unique personalities that made up her squad, steering Rollins toward a better path, and filling the void left by Nick's move to the West Coast.

The last thing she needed right now was romantic entanglement. Quite frankly she didn't have the time or energy for it. And this thing with Elliot would be far more than casual. It wouldn't be drinks and dancing. It would be complicated and volatile and delicious all at once. It would be as tangled as the web of power cords behind every household entertainment center. And despite the fact that she had a gun locked up in the living room, she was scared as hell.

If she'd let her body make the decisions, she wouldn't be in her own bed right now. She'd have sent Lucy on her way, and she and Elliot would be a tangled mess on her sofa, covered by post-coital sweat and her chenille throw and whispering like sneaky teenagers so not to wake Noah.

She expelled another long breath and tried to clear her head. Surely he'd coming knocking again - whether it was here or on her office door - and she'd be incredibly tempted to let him in. She needed a plan to stave off the inevitable - for her own sake. She was convinced she needed to put Elliot on ice.

Finally the sheer exhaustion of talking herself out of anything more with Elliot lulled her to sleep. But not for long. She was awakened well before her alarm by Noah babbling from his crib. She wrestled her eyes open just in time to see the toddler with his fists gripping the edge of the crib and one of his chubby thighs perched over the top rail. Olivia nearly lunged, dragging the covers with her as she grabbed at the boy.

"No Noah!" He looked up at her, and his babbling stopped. His bottom lip began to quiver, his tears imminent in the wake of the urgent tone in his mother's voice. She hadn't meant to upset him, only to save him. Her sudden fear had caused her to deliver her words more forcefully than intended. She hadn't ever yelled at the boy, so he wasn't used to the harsh sound of her voice. The perpetually changing boundaries of Noah's evolving abilities were perhaps the thing in her life she felt least in control of. More and more things needed to be put away, more potential dangers removed, and more rules established in ways his young mind could understand. Police work was one thing, but motherhood was another.

Once she soothed her son's sobs, she nestled him into bed with her and felt enormously comforted by his proximity. It wasn't a habit she wanted to form, but watching him drift back to sleep with her index finger pressed into his tiny palm was exactly what she needed tonight. Figuring out new sleeping arrangements for the tiny daredevil could wait until morning.

When Lucy arrived bright and early, Olivia explained her son's newfound ability to scale the side of his crib and cautioned her against leaving him unattended at nap time. She was trying to rush a few last sips of juice and head out the door when her phone rang. It seemed that Elliot wasn't interested in waiting more than mere hours to knock again.

She took his call as she rushed to the elevator. "Hey El, what's up?"

"How's my girl today?"

Olivia rolled her eyes. "First of all, when did I become your girl?"

"About 15 years ago."

Olivia couldn't help but snicker at how clever he thought he was. "A little presumptuous today, aren't we?"

"Really I was just calling to tell you what a nice time I had last night. Finally got this girl I've had my eye on to go out with me."

Fact of the matter was, as rugged as he looked, Elliot could be a dork sometimes. After all, his portfolio of romantic experience consisted only of nearly 30 years with one woman. So she gave him a pass and played along.

"Anyone I know?"

"Not sure," he continued. "But I think you'd like her. You two have a lot in common."

"Would you stop," she laughed. "I'm in a hurry right now, had a rough night, so can we talk later?"

"Not until you tell me how you had a rough night after I left. Did I miss something?"

"You are relentless." She gave him the quick version of Noah's attempted acrobatics and explained that while his near accident startled her, she was more bothered by how she'd upset him with her words.

He snickered.

"You're seriously laughing right now?"

"Laughing with you, not at you," he clarified. "That's parenting, Liv. There will be times when you have to yell, especially when it comes to dangerous situations. It helps him understand what's not safe. Don't beat yourself up."

"But it's the first time I've ever …"

"And it won't be the last," Elliot offered. "He's gonna climb the furniture, eventually get too close to the street, put something in his mouth he shouldn't. You're not being mean. You're being a mom."

Elliot's sage advice on parenting was strangely soothing. It was just what she needed to allay her guilt.

"Yeah … well … sometime between cases and court today I have to find time to buy a toddler bed. Won't be able to close my eyes otherwise."

"You'll figure it out, Liv."

Although she didn't revisit the previous night during the conversation, she did thank him for the encouragement before cutting the call short to get to work. She was running on abbreviated sleep and a weary mind, so that last person she needed to see today was Ed Tucker. When she pushed through the door of her office with her files and bag in tow, sure enough it was him making himself comfortable on her leather couch.

"What the hell do you want?"

Yes, she'd said that out loud.

"Good morning to you too, sergeant," replied he squad's long-time snarky, salt-and-pepper-haired nemesis.

"I'm pretty sure the sight of you means it won't be a good morning for long," Olivia offered as she set down her belongings. "On another witch hunt I suppose?"

"See now, that's a shame," Tucker said, rising from the couch and slipping his hands into his pockets as he approached her. "Why do you always assume I come bearing bad news."

"Well let's see ...," she began, very well prepared to fire off a litany of vicious attacks he'd launched on her and the squad over the years, unfounded as they were.

"Okay, okay," he said, raising his palms to stop her before he even started. "Today I bring some advice."

She eyed him skeptically as she removed her coat and hung it in the rack. "Is that right? And that would be?"

"Start studying for the lieutenant's exam," Tucker blurted out.

Olivia scrunched up her face briefly in confusion. "And why is that?"

"One PP isn't happy with just a sergeant in here," he explained. "So unless you want to transfer out - which I assume you don't because I've always made you for a lifer …"

"You assume correctly … for once," she said with a smirk. "Would you look at that - the obvious doesn't always elude you."

Strangely enough Tucker didn't take the bait. "Get certified and maybe you get lucky enough to stay in this office."

Olivia was intrigued by and suspicious of Tucker's uncharacteristic alliance. "And how is it that you know this? More importantly, why are you telling me this?"

"Just looking out for you, Sergeant."

She raised an eyebrow at him. "Since when?"

"Take it or leave it." He just smiled smugly then moved toward the door. "Have a nice day," he said, slipping out and closing the door behind him.

Olivia stood stunned. Something wasn't right. The Ed Tucker she knew and had come to despise over the years didn't give advice or do favors. He'd tried to take her shield and her freedom several times and had even endangered Cassidy's life. Yet here he was making nice. She thought for sure sleep deprivation must be playing tricks with her mind.

Somehow, some way she made it to court on time, much to Barba's delight. Rollins happened to show up on time this morning too, so the day clicked into place. But before she knew it, dusk was settling over the city and she hadn't done a damned thing to address Noah's sleeping arrangements. Then again the thought of spending another night snuggled up with him was comforting. There weren't many sources of that elusive emotion in her life so she decided to indulge herself and save her trip to the store for the weekend.

She entered her apartment quietly, careful not to rattle her keys too much when she set them on the side table and dropped her bag on the floor nearby. Lucy looked up from her books, which were strewn across the breakfast bar. "Hey Liv, I wasn't sure when you'd been home so I gave him his bath."

Olivia sighed. She hated missing bath time, as it provided the perfect opportunity for play and interaction with her young son. "I meant to call but I was rushing to get out of the office and ..." She stopped mid-sentence when it finally dawned on her that Noah was not in the living room with Lucy. "I thought I told you not to leave him unattended in his crib."

"I didn't, Liv," Lucy said. "He's fine."

"But ...," the new mom began to protest.

"He's all tucked away in his bed, safe and sound."

Olivia was as confused now as she was with Tucker's advice. "His bed? What bed?"

"The one your friend Elliot brought," Lucy replied. When Lucy saw no recognition register on Olivia's face, she stammered. "You didn't know? I'm so sorry, Liv. He said you knew."

Olivia walked to the bedroom, slowly opening the door to the dimly-lit room. There in the spot previously occupied by his crib, Noah was sleeping soundly in race car-themed toddler bed, outfitted perfectly with race car sheets. She couldn't help but smile at the cute setup and how there was even a safety bar attached so Noah couldn't roll off the edge. Olivia was stunned. She inhaled deeply as a smile spread across her face. She was filled with gratitude and relief. And something else.

Lucy came into the room then. "See, all safe and sound," she whispered.

"I see that," Olivia said, patting the babysitter's arm. "Sorry I doubted you."

Olivia waved Lucy back out of the room and pulled the door closed. The two women retreated to the living room to continue their conversation. As Lucy gathered her books into her backpack, Olivia questioned her about Elliot's special delivery. Lucy explained that he'd shown up before lunch with a large box on a dolly and said he was doing Olivia a favor by assembling the new bed she'd ordered for Noah. By the time they'd returned from their midday walk to the park, the bed was assembled and outfitted. Elliot even asked for the keys to Olivia's basement storage space, where he'd taken Noah's crib. He'd handled everything, right down to the accent pillow shaped like an overstuffed wheel.

Olivia was overwhelmed by the gesture. He'd taken such a weight off her shoulders in the most caring of ways. Yet he'd done a very invasive thing by coming into her home, her bedroom unannounced. He'd lightened her load but also crossed another invisible boundary. She didn't even want to think about the money he'd spent on her son. She chided herself for feeling conflicted about such a generous act of kindness. Maybe she just felt guilty for missing another milestone in Noah's life. His jump to a big boy bed had happened while she was at work ... again.

She decided to put her own boundary issues on the back burner when she called Elliot to thank him.

"El ... I don't know what to say," she began.

"You don't have to say anything," he assured her. "You needed help, and I was able to lend it."

"But I didn't ask you to ..."

"Liv, you didn't have to ask. I could hear it in your voice this morning. I was happy to do it."

"At least tell me what you spent," she insisted. "I want to repay you."

"You don't owe me a thing," he said softly. "Just let me do this for you and don't worry about it."

"You didn't just lend me a cup of flour here, El. This was a big deal."

"It's the kind of thing you do for someone you care about," Elliot said. Then he paused, letting the implication of his words hang over their brief silence. "And whether you like it or not, I care about you ... and Noah too."

There really was no point in arguing. And no reason to. A younger, more stubborn Olivia would have fought tooth and nail before accepting such a huge favor. But now she was a single mom with a very limited support system when it came to Noah. This was the kind of thing a grandparent might do if she had any such relatives to offer her son. Caregivers came in unconventional packages in Olivia's world, perhaps in the shape of former partners who inevitably develop into something more. She had to swallow her reservations and graciously accept Elliot's heartfelt gesture. It didn't mean she owed him anything more than friendship, something she'd always been willing to give him.

She offered a sigh of acceptance. "This was a huge help, El. Thank you. I'm not sure how else to say it."

"You already did," he said. "Now tell me about the rest of your day."

It was about mid-morning the next day – a day that began a little more peacefully than the one before – when Elliot showed up unannounced in the squad room again.

It's not that Olivia didn't want to see him; it's just that she couldn't give him her undivided attention. And it was becoming more and more difficult to explain his presence each time. Fin needed no explanations; he'd seen enough over the years to know the former detective wasn't here to discuss the Zachary Scott case or drop off old notes. Carisi was relatively clueless, but Rollins continued to fire off knowing looks. The obvious often eluded men, but women always knew. The same way Olivia knew Rollins' days with Amaro didn't end when they clocked out.

She tugged off her glasses and gave him a disappointed smile when he entered. She wasn't sure how he was holding down a job when he was always showing up here or dropping in at her apartment midday to rearrange the furniture. He didn't seem to be getting the message that she was commanding officer and couldn't always spare time for unplanned lunches or lengthy conversations with him. And giving him her undivided attention would mean more dates, and more dates would mean …

He stepped right up to her desk, his fingers tucked into his jeans pockets. He looked burdened. "So … something's bothering me," he threw out there.

"Okaaaay," she drew out, hardly interested in coaxing him to talk. He had the floor, but only for a few minutes.

"This thing with Tucker," he said. "Something's not right."

It was hardly what she expected him to present as today's topic. "I admit it's a bit strange but …"

"I think he wants something," Elliot interjected. "He wants you."

Olivia did a double-take. "Excuse me?"

"I mean who could blame him, Liv?" Elliot rambled on. "That crusty old fucker can't be real popular with the ladies."

Olivia stood and raised a palm. "El, stop. That's just … I don't even want to go there."

"He does."

Olivia rolled her eyes at the very implication. "So what if he does? It doesn't matter, and it's not your worry."

"I don't like it," he said firmly, as if his word was law. She could hear the freight train barreling down the track. She needed to nip this in the bud. She stepped slowly toward her office door and closed it as she began to speak. "Look El … I've been thinking ..."

"I should have been there," she heard him interrupt from behind her. She was sure he was referring to Tucker or even Lewis again until she turned and saw that he'd moved behind her desk and was holding the framed photo from her promotion ceremony.

She made her way over to him and slowly took the frame from his hand, as if his being in possession of the photo made the moment itself somehow less hers. "You've missed a lot," she said quietly.

"I don't know how to get that back, how to make up for it," he said, his voice tinged with sadness, regret.

"You shouldn't," she said, looking him in the eye. She paused a long moment, eyeing the photo herself while she gathered her words. "Some of these things ... you weren't meant to be there." She knows the list includes surviving Lewis, becoming a sergeant and adopting Noah. "They may not have happened with you here."

Elliot looks dumbstruck at her implication. "Wow," he says, rubbing his hand along the back of his head and dropping his eyes from hers. "So you're saying ..."

"I'm not saying anything, El. I'm just telling the truth," she explained. "There are some steps I've taken that I may not have …"

"If I was around?"

"Well ... yeah," she nearly whispered. But she immediately felt bad for hurting him, so she stepped into him and grasped one of his biceps, hoping to get his full attention.

"Elliot, I will never regret our partnership, our friendship. But I was stuck in a place I couldn't get out of until …"

"I left."

She watched the sadness settle in his eyes. She wasn't trying to give him only bad news. There was good in there too and he needed to know it. "Do you understand what I'm trying to tell you or are you gonna make me say it?"

He took a crack at breaking her code. "And you're saying that now ... even now ... I'm holding you back?"

"I never said that," she clarified. "And I don't think that. I'm just being cautious."

"What exactly is it that you think I'm trying to do to you, Liv?"

"You don't have to try," she said, stepping away slightly and lowering her eyes as a loaded smile pierced her lips. Her voice was soft and raspy when she continued. "You do things to me without even trying." She peered at him, hoping to hammer home her point without saying another word.

"Oh," he said, searching any hints on her face that would shed more light on her words. Then it hit him. Finally. "Oh. Oooooohhhhh."

She couldn't help but smile both in relief and at exactly how surprised he was that without actually saying the words, she'd managed to tell him that she had feelings for him, that she'd always had feelings for him.

His expression softened, and she could have sworn that somewhere under his bull-headed exterior she saw him blink back tears.

"Jesus, Liv," he breathed, cupping her face and pressing his mouth to hers. As their lips moved, she grasped at his bicep and looped her left hand inside his jacket and melded into the kiss. He pulled back and pressed his forehead against hers, still holding her face in his hands.

"Me too, Liv. Me too."

"I know," she barely whispered. "Finding that out for myself ... with you gone ... hurt like hell."

He closed his eyes, subconsciously trying to block out yet another reference to the pain he'd caused with his careless departure. "I'm here now. Let me love you, Liv."

No.

It was a thought in her head, not a word on her lips. His hands, his breath, his body all invading her space, and she couldn't utter the single syllable banging around in her brain.

She let him lift her and carry her backwards a step until she was on top of her desk and he was hovering over her, pressing her laptop closed as he nudged her into an increasingly reclined position. She grasped at the lapels of his leather jacket as if she was holding on for dear life. Her lips defied her mind as well, dancing over his, parting to let him in. Her ears had managed to drown out the din of the bustling squad room just outside her door.

When his left hand slipped behind her knee, her leg – surely by some power of its own - lifted and perched high on his hip as he stepped closer to her desk, the denim of his jeans grating between the seams of her dress slacks.

Please El, she pleaded silently. Don't move your hips. Please.

While her body succumbed, her mind wrestled with how they always ended up having confrontations in this office, home to so many alliances in their past life together. And while they were no longer arguing or hurling verbal jabs at one another, they were still fiercely locked in battle. Even as he fingers wrapped around his neck and secured his mouth to hers, her brain was telling her to push him off of her. Even if she did want him - and she did want him - this was hardly the place or time.

When his lips left hers and made their way along her jaw and down her neck, she fought to remain in touch with the indignation of five years without him. No one in her shitty life had hurt her more. She fought the internal battle still as his hand left her leg, smoothed up her hip and ribcage, then closed around her breast. That battle must have been why she whimpered; not that this moment here on this desk in this office had ever been the backdrop for fantasy.

She fought valiantly, but even she knew she was losing. She was prepared to surrender, to throw in the towel at the very moment his fingers closed around the top button of her blouse and his hips surged forward. But as any good sergeant should, she had reinforcements, an out she didn't anticipate but nonetheless appreciated. The tap, tap, tap of Carisi's knuckles on her door brought their heated encounter and her internal battle to a screeching halt.

"Fuck," Elliot huffed over her as he reluctantly extracted his lips from her collarbone. She pushed back against him, urging him to return to a standing position. He was positively flustered and frustrated.

"I need a minute, Carisi," she bellowed in an attempt to buy time. "Be right out."

She rose up to a seated position on her desk, fixed her clothes and took in his red face, heavy breaths and dark eyes. "It's … uh … it's for the best, El." She hoped she'd sounded more convincing than she felt.

"Yeah, I guess," he said with more disgust than resolve.

He straightened his shirt, zipped his jacket in an attempt to conceal his arousal and motioned with his head toward the other door that led out of her office and through an interrogation room. "It okay if I ...?"

"Yeah, go that way," she motioned as she ran her hands through her hair.

He squeezed her knee then stepped toward the door.

"El?"

"Yeah?"

"We'll talk okay?"

He nodded a half smile and slipped away.

Olivia smoothed her hands down her blouse, took a deep breath, then opened the door to see an overzealous Carisi there with a file in his hands.

"You okay in here, Sawge?"

"Yeah, I'm fine," she offered. "Just fine."