A/N: Here's yet another songfic. I hope you like it!

'Used To' by Daughtry.

I own nothing!!

You used to talk to me like I was the only one around

You used to lean on me….the only other choice was falling down

You used to walk with me like we had nowhere we needed to go

Elliot and Olivia were driving back to the precinct, the only noise in the car was coming from the radio, Elliot stopped at the red light and looked aver at his silent partner in the passenger side for a second, before looking back at the road and beginning to drive when the light turned green. Olivia had her head leaning on the window, but she was wide awake just watching the road in front of her.

Olivia had been snappy and withdrawn for about a month and every time Elliot tried to ask her what was wrong, she would just snap at him. He remembered the first time he noticed something was wrong with her.

Flashback

Olivia and Elliot were finishing up their DD5s, when Elliot looked at her, noticing something had been bothering her all day.

"What's up, Liv?"

Olivia looked up from her paperwork. "Nothing" she simply replied, before going back to her paperwork.

"Liv…."

Olivia stood up angrily, sending her chair flying backwards and on to the floor. "Just back off would you?!" she yelled with tears in her eyes.

Elliot just sat there in shock, as he watched her grab her purse and run out of the squad room and out of the precinct.

End flashback

He had decided not to follow her, knowing she needed sometime alone. He couldn't understand, why or what she was hiding, since they usually tell each other everything. That's what best friends do.

Nice and slow, to no place in particular

We used to have this figured out

We used to breathe without a doubt

Later that day, Elliot sat at his desk remembering when they used to tell each other everything, and help each other through each other's problems. He remembered one day in particular, when she walked in to the squad room one morning, really cheery.

"What's up, Liv?" he asked when he saw the huge smile on her face and her eyes lit up.

"Ah nothing much, El" she replied laughing as she sat at her desk.

"Nah, seriously, Liv. I want to know what's got you smiling that big gorgeous smile of your's"

She pulled some stray hair back behind her ear. "I've found the nicest guy. He's perfect"

Elliot was jealous deep down, but he was happy for her, more so. She deserved to be happy. But that relationship only lasted about 3 months, before he broke it off with her, because of the hours she worked. Elliot was there the whole time helping her pick up the pieces of her broken heart once again. But that was the last time, she told him anything.

When nights were clear you were the first star that I'd see

We used to have this under control

We never thought……We USED TO KNOW

Elliot thought about after so many years of being partners, they could always anticipate what the other was thinking. And they used to have everything under control.

Flashback

"You go that way, Liv…."

"And you'll go down the alley" she finished off his sentence.

"Yep" he replied and the 2 detectives ran their separate ways.

They successfully blocked off the prep half way down the alley, Elliot got him on the ground with his arms behind his back, as Olivia instantly cuffed him.

They had the situation under control, only because they could anticipate what the other was thinking, so no words were needed to be spoken, they just knew what to do.

End flashback

At least there's you and at least there's me

Can we get this back, can we get this back

To how it used to be

I used to reach for you when I go lost alone the way

I used to listen you always had the just right thing to say

I used to follow you, never really cared where we would go

Elliot got up from his chair behind his desk and went up to the roof top to find Olivia leaning on the edge looking down, crying. She heard him but didn't look around.

He walked up behind her and wrapped his arms around her middle; she turned around in his arms and cried in to her best friend's chest. "I'm so sorry, El"

He kissed her head. "For what, Liv?"

"For bring rude, snappy and withdrawn the last month"

"It's fine, Liv. I forgive you. But please tell me what is bothering you"

Olivia pulled away to looked at him in his icy blue eyes and sighed as he wiped away her tears.

"I- I'm sick, El"

"What kinda sick, Liv?"

"I have a brain tumour, El"

"Oh my God, Liv! I'm here for you. I always will be. Is –is it operatable?"

Olivia nodded. "Yes, it's scheduled for next week"

"I'll be there"

"What about Kathy and the kids?"

"They'll be fine, you need me right now" he said as he hugged his best friend tighter.

She rested her head in to his chest again and sobbed some more.

She had felt bad for hiding something from him, especially that serious, but now he knew and she felt relieved. Everything was back under control between them, now she just had to get through this and she was certain that she would, with Elliot by her side.

Fast or slow to anywhere at all

(chorus)

I look around and I want you to be there

'Cause I miss the things that we shared

Look around you- it's empty and you're sad

'Cause you miss the love that we had

You used to talk to me like I was the only one around……

(chorus)

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