Carson walked slowly back downstairs, stunned and quite honestly hurt by Lady Mary's words. He only wanted to help and took Branson's lead in trying to encourage Mary to come around. She was the closest thing he had or ever would have to a daughter. He loved her and it pained him to see her in such pain for so long. Her words had stung and his heart was heavy with grief.

"Mr. Carson?" Elsie Hughes called out. "Mr….Carson?"

"Oh yes Mrs. Hughes? I'm sorry…" Charles Carson glanced up as he entered his office downstairs. He had not heard her call out the first time.

"Are you okay?" She voices her concern following closely behind him.

He turned slightly toward her and took in a deep breath. "I'm fine Mrs. Hughes."

"Well if your intent was to fool me, you have failed miserably." Her tone was mirthful and he was grateful yet he didn't let on.

There was a long pause of silence as he settled into his desk chair. He opened the ledger in front of him without looking at her.

She sits in the familiar chair that almost no one but her sat in. "Mr. Carson…" she starts but hesitates.

"Is there a problem Mrs. Hughes?" He sighs again before putting his pen down.

Her heart aches that he seems irritated with her. Her intent was to comfort him, be there if he needed a friend. A friend… she thought wistfully. "I just want to know that you're okay…" her Scottish rogue is thick with sentiment and it moves him.

Before speaking he considers her yet is still cautious in his thoughts regarding her. The fact was, his heart was aching for the past. Past regrets, foolish decisions made out of anger and unforgiveness. The death of Matthew Crawley had thrown him into a state of guilt and remorse for his own life. He felt he was at a crossroads of sort and his days had been filled with wondering. Had his life had meaning to anyone? Really? He had given up a life of his own for a life for others and now he was filled with regret. He looked at Mrs. Hughes again…Elsie. He longed to call her by her first name but knew it would be less than appropriate and didn't really know how she would feel about it. "I…don't know." He said quietly.

"Why not?" She questions matter-of-factly. "What has happened?"

"Nothing…really." Charles moves from his chair and walks to the chair across the table from her. "I've just had a lot on my mind."

"Won't you tell me?" her voice is almost pleading.

"Mrs. Hughes..I don't want to bother you with my troubles."

She wants so badly to reach across the table and take his hand, caress his hand to convey her desire to know more of him and what makes this complex man care so deeply. She moves her hand and rests on the table, not confident enough to actually press forward. He immediately notices her movement and his heart races a little. He swallows hard as their eyes meet and his palms burst with perspiration. He considers how quickly he could end his suffering. He could reach across that table and take her hand, tell her he loves her and always has. But "what if.." What if he was misreading her intentions?

"Charles…I want to be bothered. I want to know what is on your mind. I want to help..if I can." She lowers her blue eyes and gives him a doleful look.

Before thinking, he does reach across and take her hand. She had called him by his first name. He could only recall a few times in their 20 years of working together that she had done that. "Do you…Elsie? Do you really care that much?"

"Charles Carson! I think you should know me enough by now to know that…I do lov…." She stops herself and tears fill her eyes. "…I do…care…deeply about you.." her voice is almost a whisper and she bows her head to hide the tears in her eyes.

Carson is accosted by her words…her declaration…was it a declaration of love? Is that what she meant to say? He goes to her and pulls her to her feet. He tips her chin up with his finger and notices the tears. "Elsie…." His deep bass voice is gently and smooth. "…I care….very…much for you." He searches her eyes, his heart pounding now in his chest. "I've….I….want…." He fumbles his words as his confidence wanes. He squeezes her hands in his.

Elsie realizes they are at a place they had never been before. Many moments had passed between them that could have meant something. They had both experienced those times that left them lying awake for hours…wondering, aching, wanting. But now they were locked in a moment that would either end all of this or it would take them into a new future. Her heart was pounding and her respirations shaky. "Oh Charles…" she reaches her palm to his cheek and strokes it gently.

Her touch is too much, Charles closes his eyes, leans into her palm and quickly leans in and presses his lips hard against hers. They kiss until their lungs betray them. And again. They kiss passionately and longingly. They are both lost in each other's touch when the dinner gong sounds and totally miss it. It isn't until a loud pounding on the door jolts them back to their duties.

"Mr. Carson? You in there?" Thomas' voice booms from the other side.

"Uh…yes…yes…I'm….uh…I'll be right there."

"Yes, the dinner gong…"

"I'm aware Thomas…I said I'll be right there." Carson smoothes his hair back and straightens his jacket. He glances at Elsie, who is trying to stifle a giggle. He can't help but grin too. "Don't laugh!" He playfully points at her.

She runs her thumb over his lips and then palms his face. "You'd better go."

"I wish I didn't have to." He brings her palm to his lips.

"I know but you must…I'll meet you here after they've all gone up." She coos.

He couldn't help but check the front of his trousers. His growing need for her was dangerously obvious. "I…must go." He shifts and adjusts his pants the best he can and prays silently he can settle down. The gentle pat on his behind as he faces the door doesn't help.

Elsie almost falls into the chair behind her. Her head is spinning, her lips on fire, heart racing with desire and joy. Was this really happening? She slumped back into the chair and breathes a very contented sigh. "Oh my…."