Disclaimer: I don't own these characters, NBC and Dick Wolf do. I'm not looking to make any money.

Thanks to vivalab for reading through this to make sure I don't embarrass myself. Much appreciated.

Detective Olivia Benson stood up from her desk and grabbed her leather jacket from the back of her chair, "It's getting late, El. I'm leaving. You should head home. Besides, there's not much left to do."

Elliott looked up at his partner as she shrugged her jacket on. "Yeah, I guess you're right. We can't do anything until we question Rodgers again in the morning."

By the time Elliott finished his sentence, Olivia had already gathered her things and turned her desk lamp off. "Great. I'll see you in the morning then." She walked off to the dimly lit hall of the 16th precinct toward the elevators, leaving a curious Elliot wondering when he last saw his partner move that quickly.

Olivia couldn't wait to unleash her pent up energy. She hated being confined to deskwork, either out of necessity or for disciplinary reasons. She could feel herself being wound up like a spring all day and now she could finally sweat it out. Not to mention working other thoughts from her mind.

She changed clothes in her 24-hour gym's women's locker room and headed out to the common area, only to be greeted by preening men checking themselves out in the mirrors. Slightly disgusted, Olivia went upstairs to the women's area to avoid bumping into the large egos and the clamoring idiocy that seemed to follow her wherever she went. Ever the cop, the upper level also provided an unhindered view of the entrance and exit. She jumped onto a treadmill for a 15 minute warm up and popped her headphones on, entering her own universe that orbited around a certain blonde.

Halfway through her jog and fully immersed in her thoughts, Olivia nearly tumbled off the treadmill as she realized she recognized the blonde woman who was causing a stir with the obnoxious lifters downstairs.

"Alex…?" Olivia whispered to herself, unsure if it was a question of disbelief, or a statement of wonder. Her eyes had just about popped out of her head and her mouth was hanging open. She had never seen Alex at her gym, and immediately a protective wave of jealousy washed over her as she looked down on the small crowd gathering around the blonde woman.

Olivia continued jogging as she watched the scene unfold. It appeared that certain men had taken it upon themselves to teach Alex how to use the equipment. Predictably, a small pissing contest had broken out among some of the alpha males to decide who would get to show Alex the ropes. Olivia smirked. Time to save the damsel in distress.

"Hey pal, I told ya, I'm gonna help the lady. Go back to whatever workout you were doin' because it looks like ya need a little more." A large hulk of a man jabbed a smaller, yet still large, man in the chest and the smaller of the two took a step closer, clearly ready to allow the confrontation to escalate.

"Wait, hold on a second," Alex implored with hands raised, "I'm sure we can come to some kind of agreement here."

The larger man turned to her and said, "What? You want some weak pussy to show you how to do it? Trust me lady, I'm your man." He leered at her.

She recoiled.

"Sorry fellas, she's with me." Olivia walked into the circle and threw her arm across Alex's shoulders possessively to make sure everyone got the message to not interfere.

Alex jumped at the contact, her face showed how surprised and relieved she was to see Olivia. The detective turned and beamed a million dollar smile at her and the other men, which made Alex melt a little inside.

"I should have called you to tell you where to meet me," Olivia said.

"Oh...um, yeah. Don't worry about it," Alex said, playing catch up. Olivia let her arm slowly trail down Alex's back, lightly placing her hand at the small of her back. She turned to look into Alex's still wide blue eyes.

"Shall we get started then?"

"Wait a sec," the smaller man had found his voice again and stepped forward, "Who do you think you are? I already called dibs on this piece of tail." The larger man glared at him.

Olivia's eyes narrowed. She knew there was a reason she rarely spent time in the common area. "No one called dibs on this woman because I am her personal trainer." She looked over the group. "You all should probably get back to strutting back and forth in front of the mirrors. How about in front of that group of pretty young things?" Olivia gestured with her head and all the men's heads whipped around in that direction while Olivia ushered Alex toward the stairs of the upper level.

"I can't thank you enough, Olivia," Alex gushed, "I didn't know what to do with all those brutes. Handling sleazy defense lawyers all day is one thing, but it seemed like words didn't get through those guys' thick skulls. It's tough when they don't know they've been insulted."

"It was my pleasure, Alex." It really was. Olivia looked her up and down, and was glad she had been running, otherwise she'd have no excuse for a high heart rate and flushed skin. Alex was dressed in a small grey Harvard t-shirt that was a little too short and just revealed a flash of skin. She also had on very small light blue jogging shorts that made her beautifully sculpted legs go on for miles until they met the worn tennis shoes.

As Olivia took Alex in, the lawyer was looking down at the over muscled group of men who had turned their attention to some sorority rejects. With her hair pulled back into a ponytail, Olivia could study each line and curve of Alex's neck and shoulders and felt her stomach flutter as she thought about how she wanted to feel the soft skin slide along her own, and push back the tendrils of silky hair that escaped their restraint.

Alex's voice brought her back to reality. "So Olivia, are you really going to be my trainer?" Olivia shook her head a little as she was forced out of her reverie and came face to face with piercing blue eyes and a self-satisfied smirk. Alex could feel Olivia's eyes devouring her form and took pleasure in it. She found herself getting a little excited knowing how she held the detective's interest.

"Honestly Alex, it doesn't look like you need a trainer." Olivia looked over Alex one more time and quickly ran her tongue over her lips.

Alex smiled and looked down. "Thanks for the compliment. I've stayed faithful to running, but I've decided I'd like a little more strength in my upper body and core. Especially if I run into more numbskulls." She gestured towards the men downstairs.

Olivia put her hands on her hips and smiled at Alex. "In that case, I think I can give you what you're looking for."

They warmed up on the treadmills.

For Olivia, it was her second time, but with the blonde attorney by her side she managed to find untapped reserves of energy and had no problem keeping up with the seasoned runner.

They moved on to free weights, where Olivia excelled and had much to show Alex. The detective picked up a set of 15 lb weights, while Alex reached for the 10's.

"Um, Alex, not to rain on your parade, but I really think you should try the 5 lb weights."

Alex rolled her eyes, "Come on, Liv. It's only 10 lbs. That's not that much."

"Alright, alright, it's your call," Olivia relented, knowing that the blonde would regret her decision.

Olivia demonstrated a simple arm work out. While holding weights at her sides, she kept her arms straight and lifted them up until they were parallel with the floor. After holding that position for a moment, she brought her hands closer to the middle of her body and then extended her arms upwards, rotating her wrists, and held that position for a moment before bringing her arms back down to her sides completing 1 of 15 reps. She did a few more for Alex's benefit.

Alex indeed benefitted from the demonstration. She watched Olivia as she effortlessly executed the movements, watched the detective's muscles flex and contract, and watched rapturously as beads of sweat began to make their way down the detective's face and neck, resting on her collarbone until they dripped down her chest. Alex also took in the black tank top the brunette was wearing, the way the sweat soaked parts of the shirt stuck to her body, revealing a toned stomach and strong back. She could see the outline of Olivia's music player and cell phone in the pockets of her loose NYPD athletic shorts. She could also see sweat beginning to show through the backside of the shorts on Olivia's lower back, causing Alex's mind to wander, fingers to twitch and heart rate to rise.

Olivia could feel Alex's eyes on her, and could see where the blonde's gaze was directed in the mirror. She was thoroughly pleased with herself and the affect she seemed to be having on the lawyer.

"Okay Alex, now you try." Olivia set down a dumbbell and wiped some sweat off her brow with the back of her hand. Alex's competitive streak surfaced and she wanted to show off for the detective.

"Alright, here goes!" Alex brought her weights to her side and lifted her arms, only to have them start shaking. She began to pant and look panicked, suddenly bringing her arms down and putting the weights on the ground before they fell out of her hands, "Good lord that's harder than it looks!" she panted out as she shook her hands and arms in an effort to even out the burn coursing through them.

Olivia laughed. "I told you to try the 5 pounders. You want to give those a shot?" Alex nodded and Olivia exchanged the weights, placing the lighter dumbbells in the blonde's hands. They did one set of 15 reps, but Alex could barely finish the last few.

"I'm sorry, Liv. I guess I'm just weaker than I thought." Alex looked at Olivia with penetrating blue eyes that betrayed an old soul. Olivia thought she saw many emotions flash in those eyes, and couldn't decipher exactly what Alex meant by her statement.

Olivia placed a hand on Alex's shoulder and squeezed, "Don't be sorry. This is the first time you've tried any free weights. When I first started I was in the same situation. It just takes time and commitment." She gave a half-smile of encouragement at Alex, who just sighed.

"Maybe we didn't stretch properly. Here…" Olivia set down the weights and moved to stand behind Alex, placing her hands on her shoulders. She began to gently massage the blonde's neck and shoulders, moving away pieces of hair as they crossed her path. She could feel Alex instantly fall under her control as the blonde leaned into her touch. After a moment, Olivia began moving her fingers further up the sides of Alex's neck, behind her ears and around her hairline. She leaned closer to Alex and could hear her breathing pick up. Olivia's breath began coming heavier and she could see it moving stray hairs on the back of Alex's neck. At the same time she felt the lawyer in her hands shiver, sending a responsive shudder down Olivia's spine. She moved her right hand to lightly trace Alex's ear and rub her earlobe between her thumb and middle finger, eliciting what she swore was a soft moan that sent a jolt throughout Olivia's body settling between her legs. Olivia glanced up at the mirror and saw that Alex had her eyes closed and her mouth open with her head slightly raised, exposing her long neck. She was leaning into Olivia's touch.

Olivia swallowed and realized her mouth had gone completely dry. She closed her eyes and willed herself to move her hands away.

Alex leaned back towards the retreating touch, and opened her eyes as she sensed her balance shifting too far back. She couldn't believe how Olivia's hands felt as they gently caressed her neck and shoulders, making her skin tingle, sending jolts of delight throughout her body when she felt Olivia's warm breath cascading over the back of her neck. She thought she would melt when she felt Olivia's fingers tugging at her ear and couldn't stop herself from audibly expressing her enjoyment. She stood there trying to sear these sensations into her memory.

Olivia cleared her throat. "Um, let's give those arms a break. How about some leg exercises?"

They moved over to the selection of weight machines in the women's area. Olivia explained the function of each machine and focused on ones that worked leg muscles. They did sets of a machine designed to work the quads and another for hamstrings. Alex could do these exercises with ease since she ran nearly every day. Olivia wanted to find one that might present more of a challenge.

"Alright Alex, let's try the leg adductor."

Alex looked at Olivia warily, "This doesn't have anything to do with math, does it? Because I know I'm brilliant, just not at math."

Olivia smiled and laughed, locking her warm brown eyes momentarily with sparkling blue ones. "No, Alex. The adductor has nothing to do with addition. Come on, let's give it a try."

The detective brought the attorney over to the machine. It had a straight-backed padded chair tilted back ever so slightly. There were two vertical pads a little ways in front of the seat of the chair that looked about to be at knee length. They were attached to the base of the chair and had cables running to the stack of weights where one could choose the level of resistance. To be safe, Olivia selected the least amount of weight in case Alex got ahead of herself and attempted the exercise without checking.

"Go ahead and have a seat, Alex. There you go, now put your knees on either side of those pads and then your feet in the metal holders."

Alex looked confused about where to put everything and gave Olivia a pouty look. Olivia playfully sighed and rolled her eyes as she kneeled down to help Alex with placement.

Once she had Alex's feet in the holders and her thighs on either side of the pads, Alex quirked an eyebrow and made an observation: "Why do I suddenly feel like I'm going to visit my gynecologist?"

Olivia looked up and smirked. "Well, the leg adductor is designed to work the inner thigh muscles. I just wanted to see how in shape your legs are from all that running," she smugly stated.

Inwardly, Alex was torn between her competitive spirit to show just how in shape she was, and the arousal she was feeling from knowing Olivia wanted to watch her do this particular exercise. She went with what she hoped was a neutral comment to negate the flush she could feel rising, "Alright, let's get on with it. Now what?" she asked.

Olivia moved to the right of Alex and placed her hand on a yellow handle peeking out from under the seat, "This adjusts the range of the pads. 1 is where it's at just now, with the pads touching and your legs together." Both women's minds immediately jumped to the opposite of Olivia's last statement as they made eye contact.

The brunette clicked the lever over one slot and the pads separated several inches. Alex instinctively brought her knees together so the pads touched, completing a very minimal rep.

"Looks like you got the jist of it. Although I'm pretty sure you can handle a little more weight."

"Can we increase the range of this thing? I feel like I can go wider than that," Alex replied.

Olivia's breath caught in her throat and she could suddenly hear her heart pounding in her ears, "Well, we don't want to over do it." Olivia bent down and brought her head level with Alex's, turning slightly to whisper directly in her ear, but making eye contact with her in the mirror opposite them. "Just how flexible are you, counselor?"

Alex's face froze while a flush appeared on her neck and face. Olivia sensed her own body become tingly and could feel her center heat up. She slowly stood and clicked the handle over two spots, widening the beginning stance of the machine by a good few feet.

"More," Alex instructed.

Olivia swallowed hard and shifted her stance, noticing for the first time how wet she was. A few more clicks and Alex's shorts would leave little to the imagination. Olivia clicked it over one more slot, opening Alex wider.

Alex let out a small gasp. "That's good, there." Olivia moved behind Alex once again and placed the blonde's hands on the grip bars below the seat. As she stood, she trailed her hands up Alex's arms and rested them on her shoulders, feeling the heat rolling off the blonde.

"Alright," Olivia exhaled, "let's see what you can do."

Alex began the reps, bringing her knees together and then apart again. From her point of view, Olivia could see Alex's thigh muscles flexing and twitching under the smooth skin. She couldn't stop staring.

Alex could see Olivia's staring at her inner thighs in the mirror and it triggered a surge of arousal. As she brought her knees together, she reveled in the pressure on her core and arched her back slightly, realizing how wet she was as she brought her legs apart, praying it wouldn't soak through the shorts. She let out a pained gasp and the weights clinked down loudly as she let her legs go limp.

"Alex? Are you hurt?" Olivia's trance was broken and she quickly moved the handle back to the starting position. Alex brought her legs down and made to stand up. Olivia took her arm to help her.

"I think I'm fine. I probably just bit off more than I could chew. I must not be as flexible as I thought." From her half-standing position she looked up at Olivia and grinned, "I think it's your turn now, detective. Show me how it's done."

Olivia welcomed the suggestion as she still had a lot of energy to burn. She set her desired weight and climbed into the chair, selecting a wider setting than the one Alex has used, which did not escape the blonde's attention.

She stood a little behind and to the left of Olivia watching her do the exercise. Olivia must have chosen a heavier weight than normal as she seemed to struggle getting through the first set of reps. Although, Alex didn't see much to complain about. She stood transfixed watching Olivia's toned muscles move smoothly beneath olive colored skin and traced the lines of her leg until her eyes met the bunched up athletic shorts.

Olivia began the second set and seemed to be having more difficulty. She was sweating profusely, her hair looking like she had just gotten out of the shower and her tank top virtually soaked. She couldn't focus with Alex looking at her like that, like she wanted to lick all the sweat off her body.

She closed her eyes and tried to catch her breath for a few moments before she began the last set. When she opened them, she thought Alex had moved closer, but closed them again to try and focus on finishing since she hadn't got anything else useful done.

Alex didn't think she could resist Olivia any longer. The perfectly toned, sweating, panting, detective in front of her, had nearly all her senses in overdrive. She shifted her weight as the growing ache between her legs became more and more unbearable. She looked around to make sure no one else was in their area. She started trembling and couldn't take her eyes off Olivia's lips.

Olivia felt a hand run through her hair. Her eyes flew open as she stopped all movement and saw Alex throwing her left leg over her hips. The next thing she knew, Alex Cabot was straddling her hips and running her hands through her slick hair.

"Alex?" Olivia couldn't catch her breath as she felt the pressure of Alex's body and her hands raking over her sensitive scalp.

Alex pressed herself down into Olivia, increasing the pressure on Olivia's core and sending out a jolt of irresistible pleasure and arousal. Alex breathily whispered Olivia's name as she ground her hips harder into the detective causing a moan to escape that drove Alex crazy. She dipped her head to begin a slow trail of kisses and licks from Olivia's collarbone up to her ear where she gently bit down on the brunette's earlobe, then sucked it into her mouth and lavished it with her tongue.

Olivia couldn't think anymore. She needed to hold onto Alex and her hands found the blonde's firm ass. She began rhythmically kneading her cheeks, causing Alex to gasp, sit up and arch her back, exposing her throat. Olivia jumped at the opportunity to lavish attention on the beautiful skin. As the brunette kissed around the blonde's jaw and sucked on her pulse point, Alex's hands rested on Olivia's toned stomach and soon began their journey upwards. She cupped Olivia's breasts and ran her thumbs over hardened nipples as she ground into her, making Olivia moan into her neck and shift her hips toward Alex, desiring more contact.

Olivia placed her hands on Alex's hips, hoping to control the movement and amount of pressure. She dipped her thumbs below the waistband of her shorts and slipped her other fingers under the t-shirt, reveling in the heated smooth skin. Alex returned her hands to Olivia's hair and held the detective's head so she could look down into the swirling dark eyes. She held the contact between brown and blue for a moment, hoping Olivia would understand everything she was trying to convey through her gaze.

"Oh, God…Alex," Olivia breathed out and made a move to close the distance between the two. Alex beat her to it and brought her lips down to meet Olivia's as she continued to weave her hands through Olivia's wet hair. The kiss was gentle only for a moment, until unbridled desire coursed through both women, making the kiss demanding as their tongues battled for dominance, in and out of each other's mouths, attempting to stake a claim.

Olivia moved her hands to caress Alex's rigid stomach. She slid them up the svelte body until they encountered Alex's breasts. She began to massage them, occasionally pinching an erect nipple, causing more wetness to gather between Alex's legs.

Alex broke the kiss as she arched her back and moaned out, "Do you know how wet you make me?"

Olivia felt her core throb at the statement and could feel her own wetness spreading, "I could say the same thing," she managed to husk out before returning to the kiss, more heated than before with a sense of urgency.

A loud, obnoxious alarm noise reverberated off the walls, making both women jump. Olivia felt her pocket vibrate as the noise repeated itself.

"Shit." She dug into her pocket to retrieve her cell phone and looked at the caller ID, Elliott.

Alex leaned back trying to catch her breath. "Really? That's your ringtone? The one that sounds like nails on a chalkboard?"

Olivia glared at her and explained, "I picked the one I knew I'd be able to hear at all times. It's Elliott."

Alex blew out a breath and rolled her eyes.

"Benson…Yeah...I was just working out," Alex smirked and ran her hands along Olivia's sides, making Olivia gasp, earning herself a glare that could kill. "They're letting us question Rodgers tonight?...Alright, I'll be right down." She snapped the phone shut as Alex stood up and removed herself from the detective's lap.

"Look, Alex, we've been waiting to nail this bastard for days now. I…I have to go." Olivia felt guilty and heaven knows she didn't want to leave.

Alex turned to look at her and smiled wickedly, "No worries, detective. Same time tomorrow?" Olivia sat up a little, slightly taken aback by the request. "Remember, you're my personal trainer now."

Olivia grinned. "Yeah, I suppose I am. Same time tomorrow."