This story is a work of Fanfiction and Miko1725 claims no rights to the original premises, characters, etc.

What if?

What REALLY happened that night? YOU know the one…

Set during the episode "Strange Bedfellows"

"Oh, I'll take my make up off in the morning," Fran mumbled before flopping back onto the bed. Maxwell was still fairly far gone from all the cold medicine Niles had given him that evening and was barely aware of the intrusion.

That smell, he thought while stirring slightly from his rest. It was perfume-her perfume-enticing his senses. Instinctively, he reached for her as he did so often in these dreams- never had she felt or smelled so tangible. His eyes sleepily opened to behold the beauty laying by his side, the soft moonlight accenting the curves of her delicate face and highlighting the ringlets adorning his pillows. Was she actually there? No. No. There was no bloody way she would ever end up here in his room, in his bed. It's the medicine, he assured himself. As he had so many times before, Maxwell caressed her cheek before gently pulling her toward him.

Fran rolled willingly into his arms, tilting her neck slightly and placed her arms around the strong frame. Her eyes fluttered open slightly at the light nibble where her neck and shoulder met. It feels so real, she thought while running her fingers through his thick curls. She felt the weight of his body roll to pin her beneath him.

"Oh Max," she murmured. "God I love you."

"I love you too Fran," he murmured back into her neck. The vibration caused a tremor in her body, further egging him on. God, it was so easy to say in the sanctity of these nighttime illusions. Why was it so bloody difficult for him to say to her in the waking hours, to do this with her for real. His kisses grew deeper and more passionate with every thought. Fran was squirming, moaning, writhing as he tortured her with previously denied pleasures. Even though it was only a dream, he sincerely hoped he would remember how different it felt than the other times-as though it was truly her that he was making love to.

Some time later, and side by side once more, Maxwell held her warm body to him. They were both still catching their breath following the completion of the act. Her eyes met his and he couldn't help but wonder why the dreams always ended here- how he longed to watch her sleep nestled in his arms. After a soft kiss to her temple, he lay back on his pillow. Fran only snuggled closer and draped her arm over his chest. Too bad when I wake this will be naught but a summer's night dream… so to speak, he thought before drifting back to sleep, unaware he'd ever been awake.

------------------------------------------------------------------------

The sun was just beginning to peak through the curtains, casting a warm glow about the room when Niles, following his normal morning routine, walked over without hesitation and flooded the room with light. A quick glance about, and his regular assumptions pertaining to his employer and friend, persuaded him rather quickly to close the curtains and make a hasty retreat. Shutting the door silently behind him a small laugh of glee escaped his lips.

"I can't WAIT to tell Ms. Babcock!"

THE END.