Disclaimer: Nothing belongs to me. Dick Wolf owns it all.

This idea has been kicking around in my head for a while. It gets a little bit dark in later chapters, so here's fair warning if that's not your thing. And A/O, of course. This takes place around season three. Enjoy!

Olivia knocked on Alex's office door around 6:00 on a Tuesday night. She needed Alex to secure a search warrant for the suspect in a rape investigation, and she hoped she would also be able to muster the courage to ask Alex out for dinner as more than just friends. The two of them were close already – their friendship had developed naturally simply because they were the only women in a male-dominated field. But Olivia had had feelings for Alex from the moment she'd laid eyes on her, and they had only grown from there. Not only was Alex the most beautiful woman she had ever met, she was also brilliant and brave and confident and witty and infuriatingly ethical. They had spent many evenings sitting on Olivia's couch, just talking. Rarely about the personal – neither woman was very candid about her personal life. But they had spent hours debating politics or talking about movies or books or world issues. Olivia loved their conversations, and she especially loved the fire that shone in Alex's eyes when she was passionate about something. Olivia could only dream that someday, Alex would be passionate about her.

She had caught glimpses behind Alex's usually aloof façade that Alex might be interested in more than just friendship, but Alex quickly masked any emotion before Olivia could make sense of it. She hoped that her brazenness today would settle things once and for all. If Alex was interested, then they could hopefully take their relationship to the next level soon. If not, she would at least know to stop pining after her friend.

Like that would be an easy task.

When she heard Alex call, "Come in," Olivia opened her office door and went inside. She strode to just in front of Alex's desk, trying to keep her nervousness out of her stance and trying not to let her hands quiver. "Alex," she said, then cleared her throat and started again, cursing the slight tremor in her voice. "Alex, we need a search warrant for Donovan's apartment. Elliot and I think he's got some pictures of himself and the girls he molested hidden there." She frowned slightly at Alex's unfocused gaze and the tapping of her index and middle fingers on her desk. This wasn't like their cool and collected ADA at all. "Alex?"

Alex snapped to attention. "Probable cause?"

"Daniel says he likes to take pictures. Fancies himself an amateur photographer, the son of a bitch."

"We're going to need more than that, Detective."

Olivia sighed. "Alex, we need your help here. We need to keep him away from those girls."

"Neither of which is any reason for a judge to sign off on a warrant. You know that." Alex's fingers began tapping more rapidly against her desk.

"Alex, are you okay?"

"What? Oh, I'm fine. It's nothing."

Abandoning both of her pretences for being in Alex's office, Olivia sat down in the chair across from their ADA. "What's wrong?"

"Don't concern yourself, Detective. I'm fine."

"Alex, you're not fine. They didn't make me detective for nothing, you know. Talk to me."

Alex sighed. "My mother passed away this morning."

"Oh, Alex, I'm so sorry." Olivia was at a loss for a moment, unsure quite what to say. She had come here because she had wanted to ask Alex on a date, but now obviously was not an appropriate time for that. "You shouldn't be here. You should be with family."

"Olivia, I said not to concern yourself. I'm driving up to East Amherst this evening. The funeral's tomorrow."

"Alex, you're my friend. Of course I'm concerned." She reflected briefly on the conversations she and Alex had shared in the past. Alex had never mentioned her mother. "Were you close?"

"No."

Olivia paused, waiting for Alex to elaborate, but when it was clear that more information would not be forthcoming, she said, her words rushed and impulsive, "Would you like me to come up there with you?" Realizing how that sounded, she tried to backpedal. "You're my friend, Alex, and I care about you a lot. You shouldn't be alone at a time like this. And it's a long drive."

"Thank you for your concern, Detective, but as I said, I will be fine."

Olivia took a moment to look at Alex – really look at her. Alex looked downright exhausted. Her eyelids were drooping, her skin was paler than usual, and her hair was starting to come loose from her tight chignon. Deciding that Alex was in no shape for the seven hour drive to East Amherst, she persisted. "Alex, you know you're in no shape to drive tonight. I'll drive you. I won't stay with you if you don't want me to, but you're not safe to drive by yourself right now."

Olivia had expected more of a fight, and was therefore surprised at Alex's soft, resigned, "Fine."

She recovered quickly, however. "My car or yours?"

"Yours is fine."

"Great. You can finish up your paperwork and I'll meet you by my car in twenty minutes."

Alex nodded slightly, which Olivia took as her acquiescence. She got up and left Alex's office, closing the door behind her.

She tried not to let her heart race in anticipation of spending seven hours in her car with Alex Cabot. Alex was grieving right now, and it would be dishonorable to take advantage of that in any way shape or form. But still, Olivia allowed herself a glimmer of hope. Perhaps she would get to know Alex better personally, and perhaps she would find in herself the courage to ask her out on a date. And maybe, just maybe, Alex would be receptive.

Alex met Olivia at her car exactly twenty minutes later. She had an overnight bag slung over her shoulder and an unreadable expression on her face. She got into the passenger seat without a word and rebuffed Olivia's attempts to make conversation, answering her questions with clipped, one-word answers until Olivia took the hint and lapsed into silence.

Alex spent the majority of the ride staring out the window with her lips pursed, her spine rigid, and her hands clasped tightly in her lap. Olivia had expected her to fall asleep on the long ride, but she remained alert, although lost in her own world.

They stopped twice for coffee. When Olivia asked Alex if she wanted any, all she received in reply was a shake of Alex's head. She longed for Alex to open up to her, but she knew that wasn't Alex's nature. Even getting Alex to discuss benign movie characters or novels had not been an easy feat, so she knew she would have to wait this out, hope that Alex would see that Olivia cared about her and was there for her, and would eventually come to her to talk. Olivia hated seeing Alex in pain, and she wished there was something she could do to ease it. She hoped her presence was doing some good, although it was hard to tell.

Finally, they reached East Amherst around 1:30 in the morning. "Where are we going? Are you staying with relatives?" Olivia asked.

Alex tersely shook her head. "To a hotel. We're staying at the Hilton. I booked a room." She gave Olivia directions, and several minutes later they arrived at the Hilton. "I booked a room with a queen-sized bed. I didn't realize I'd be having company. I'll try to get it changed to two doubles."

Olivia found herself hoping that they couldn't change the room so she would have to share the bed with Alex, then immediately banished the thought. Get a grip, Benson. You're here for her mother's funeral.

To Olivia's disappointment, the staff at the hotel were able to change their room to one with two double beds. She perked up, though, when she realized she would still be sharing a bedroom with Alex, which was good enough.

Alex was silent as they made their way to their room. Olivia offered her the washroom first, and by the time she had brushed her teeth, washed her face, and changed into the tank top and sweatpants she kept at work for the gym, Alex was already in bed, tucked beneath the covers. The scene was so domestic and endearing that Olivia felt her heart constrict, and she had to remind herself that this situation was far from usual, that Alex was her colleague and her friend, nothing more.

"Are you doing okay, Alex?" Olivia asked as she got into her bed.

"Yes."

"If you want to talk, you know I'm here, no matter what."

"I know."

Olivia sighed. It was late. Alex was probably tired, and she clearly wasn't interested in talking right now. "Goodnight," she said instead. "Sleep well, Alex." She reached over to switch off the light.

"Goodnight, Liv," Alex murmured.

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