A:N/This is my first ever fanfiction AND it's ER so I'm worried of doing it injustice AND it's a totally non-canon pairing. So please don't be too scathing with your reviews, if you can help it :P It's set, as you'll see, when Carter wants a relationship with Elaine, his cousin's ex which I think is Season 5, not too sure. It's a little AU: Elizabeth broke up with Benton a bit earlier than in the show. Please enjoy.

Disclaimer: I don't own any of these characters or anything to do with ER. That, I think, is obvious.

Elizabeth saw Carter running towards her for what must have been the seventh time that day and sighed.

'Carter, I'm going to stop you right there. For the last time, I am not telling you which room Elaine is in and there is nothing you can do to change my mind' she folded her arms defiantly, stopping him in his tracks. Carter gave her what he hoped was his best charming grin but she just arched an eyebrow.

'Please, Elizabeth?' he smiled hopefully then frowned when she gave him her typical withering glare 'What's got you in such a bad mood anyway? You seemed on the brink of giving in yesterday and now…' he let his sentence trail off, looking at Elizabeth expectantly.

'I had a horrible break-up last night, actually. And I have more surgeries to do than I could fit into three days never mind one. And I'm being rather constantly pursued by a bald, slightly psychopathic dwarf man who thinks a good way to get a girl is to insult her until the cows come home. Happy?' the intensity of Elizabeth's glare had increased so much, Carter was worried it was burning a hole into his skull. He was also shocked that Elizabeth had confided in him. Okay, so she'd done it in her usual blunt, brusque manner but even so… Jumping out of his train of thought, Carter realised that he hadn't actually replied to the confidences that Elizabeth had voiced.

'Well… no… I wouldn't say I'm happy to hear that…' he stammered, unnerved by the iciness of her expression 'You and Peter were… a good couple?' He winced, realising how stupid and unsure he sounded. Certainly not very comforting to a woman who'd just unburdened herself to him. Shaking her head, Elizabeth started to walk away.

'Hang on!' Carter caught hold of her wrist, surprising himself as much as her 'Would you like to have dinner with me tonight? You sound like you have problems you need to get off your chest…'

To his surprise, she nodded.

'Well. Yes. I suppose that would be lovely' the expression on her face was slightly wry but she smiled reassuringly at him before walking away towards the elevators.

As she walked towards the lifts, Elizabeth wondered what on earth had just happened. She had just unloaded all her worries onto John Carter and then agreed to go to dinner with him. It's not even as though they were close. Frowning slightly to herself, she stepped into the lift, wondering what her evening might bring.

A few hours later…

Elizabeth surveyed herself in front of the mirror and appeared fairly satisfied with the result. Brushing her curls out of her eyes, she let her mind wander over how she thought her evening would go. Spending time with Carter was not something she'd ever imagined doing outside of the trauma rooms. Not that he was unpleasant or even aesthetically displeasing; she'd simply never imagined it.

She wondered if going out to dinner with Carter so soon after breaking it off with Peter was a wise move. Obviously, her plans with Carter weren't anything of that nature but, depending on who saw them, things might get a little awkward.

A knock on her door brought her out of her reverie and, shaking her curls out of her face once again, she opened the door to find of very nervous Carter.

'Hi.'

'Hi…'

'Would you like to come in?' Elizabeth smiled rather weakly at her fellow doctor, wondering if this whole thing was a bad idea. TO her slight surprise however, Carter nodded politely and followed her inside, taking the offered seat on her couch.

'You have a lovely place, Elizabeth' he said, looking around.

'Not really. My television's practically broken and my bedroom's tiny. When Peter had surgery in the morning and stayed the night, he always had to…' Elizabeth's voice faltered out and she pursed her lips. Maybe this break-up had got to her a lot more than she'd let on, even to herself. Shaking her head to herself, she carried on 'I have to say, I was extremely surprised when you asked me this morning. It was certainly the last thing I expected'

Producing a bottle of wine from the bag in his hand, Carter grinned ruefully.

'I figured we both needed to drown our sorrows'

A small amount of time and hell of a lot of alcohol later…

'Y'see, he was soooo serious!' Elizabeth's voice was a great deal louder than it needed to be but Carter didn't seem to notice as she sloshed the liquid round her glass, leaning against him for support 'So boringly obsessed with what was 'cool'! You're not like that, are you John?'

Carter just grinned at her, completely distracted by the tendrils of her hair sneaking out from the ponytail she had pulled it into.

'So, Liz. What's the deal with this hair? How does it even go like this?' Elizabeth rolled her eyes and gave an exaggerated sigh, whacking him on the arm. The wine in her glass jumped out and spilt all over his front. Elizabeth giggled as he jumped into the air, swatting at her hand.

'Oops!' her eyes glittered mischievously as she started to unbutton his shirt.

'Elizabeth!' even in his drunken haze, Carter's voice rang out in a scandalized tone.

'What?' she just grinned at him with what she hoped was an innocent expression 'You need to get the stain out or it'll set and then where would you be?' her busy fingers kept undoing his buttons so quickly he felt neither inclination nor strength to push her away. As she peeled his shirt off his shoulders however, the cold air hit his bare skin and he hissed. Elizabeth smirked at him, tracing his shoulders lightly with dark eyes. Suddenly, he realised exactly what she was thinking…

Tell me if you think I should continue with the actual smut…