Disclaimer: Don't own the Nanny, nor the song... used for fun and your enjoyment.

A/N: One shot inspired by "Sweet, sweet Fantasy" by Mariah Carey. Thanks for the help Donna...you were instrumental in getting this out there. Hope you all enjoy it!

CC was in the kitchen getting herself a tea before finishing up for the day. She watched Niles and Nanny Fine share a laugh or two and she felt a pang of jealousy. Why did everything have to be so easy for Fran?

Oh, when you walk by every night

Talking sweet and looking fine

I get kinda hectic inside

She took another sip of her tea, her belly doing flip-flops when Niles walked past her to get to fridge. He closed the door holding the bottle of orange juice, and their eyes crossed as he walked past her again. She saw the curious look that quickly crossed his face as he tried to figure what was going on inside her head. If only he knew…

Mmm, baby I'm so into you

Darling, if you only knew

All the things that flow through my mind

"Well Niles, I'll catch'a later!" Fran said as she walked out of the kitchen. CC was still standing on the other side of the counter when Niles came around to put the glasses in the sink. She didn't hear him ask her to move, so he had to reach in front of her and his forearm brushed her breast as he did so. She shivered at the touch, and felt him stop moving.

Hmm, Niles thought to himself, is it my imagination or did she just take some pleasure in my brushing against her like that? He took the other glass and repeated the same movement, only this time touching her breast was no accident and he put just a bit more pressure.

"Mmmmm" she moaned softly. If he hadn't been looking at her, he might have missed it.

"You like that?" he asked huskily.

"Oh yes." she replied back, just as softly as before.

He slowly turned her and backed her into the corner of the sink, taking her teacup from her hands. He put his hands on either side of her on the counter and leaned in to take her lips with his.

She closed her eyes and could feel the smoothness of his lips as they pressed firmly into hers. She brought her arms around his neck, needing to feel his hair through fingers. When his tongue licked her bottom lip, she groaned and easily, hungrily granted him access. Niles pressed himself completely into her and there was no denying that he wanted her with every inch of his being.

(But it's just a) sweet, sweet fantasy, baby

When I close my eyes

You come and you take me(On and on and on)

So deep in my daydreams

But it's just a sweet, sweet fantasy, baby

"Are you ok, Miss Babcock?" came a familiar nasal voice.

CC shook her head a bit, and unclenched her fingers from her teacup. She saw that both Niles and Fran were looking at her quizzically.

"Your face is all flushed and you're breathing hard. Are you getting sick?" Fran asked again walking up to her; putting a hand to her forehand. "And you're actually pretty warm…maybe I should call the doctor?"

"Don't you mean witchdoctor, Miss Fine. The sun is starting to set, maybe we're actually privy to what happens when she starts to transform" Niles shot out, his harsh words covering his deeper concern for her. Of course, CC took what he said at face value and immediately put up her defensive walls.

"Can it, Tidy Bowl." she glared at him. "A doctor won't be necessary Nanny Fine, the tea was just a bit too hot and I drank it down too fast. Don't worry about me" she said walking out of the room "no body ever does." she muttered under her breath as she walked through the swinging door.

Maxwell was away on a business trip, and CC was trying to keep up with all the scripts that needed reviewing. She had three different contracts to go over to make sure all the clauses were in as required. She couldn't concentrate though. What had happened in the kitchen had been happening more and more. Everything would be ok, and then all of a sudden, something would happen and she'd be off

Images of rapture

Creep into me slowly

As you're going to my head

She had fallen asleep on the little green couch, all the work she had to do forgotten.

"Miss Babcock, were you staying…" Niles started as he walked into the office, and then noticed she was sleeping. He looked at her in a brief moment of innocence…she looked so peaceful. There was no sign of the meanness, the annoying comebacks, the sarcasm, the bitchiness…none of it. She was quite beautiful when she wasn't talking, he chortled to himself. He hated to wake her, however it was getting late, and he knew she would be angry with him if he didn't. He knelt down beside her and gently shook her shoulder

"Miss Babcock, wake up" he said in a gentle and firm voice.

CC had heard him come in the room but didn't want to let on that she knew he was there. What had he been doing before trying to wake her? He had stopped moving and then she had heard him chuckle a little. When he finally came next to her, she didn't know how she was going to pull off pretending to be asleep and then pretending to wake up.

And my heart beats faster

If she had the courage, she would just bring her hand up to touch his arm. And then she would caress him slowly until she reached his beautiful face. She could look into his face and lose herself into those deep blue eyes.

"Oh Niles" she moaned, and then stopped herself. Had she just said that out loud? When he didn't say anything, she exhaled, safe within her head. Just a few more seconds, then I'll open my eyes and get on with reality.

She could feel his slight stubble under his fingers and let her hand go to the back of his hand to pull him in to kiss her. It was easy now, she dreamed of this all time. She knew all the contours of his lips, how they made her feel alive and always caused the heat to pool at her core. She gave in to the feeling, reality could wait.

"I want you Niles. Touch me…I need to feel you." her kiss became more demanding, more aggressive. He did not disappoint her, his hands cupping her breasts through her blouse. He started on the buttons and easily removed it from her. He quickly popped the front clasp on her bra, and brought his mouth to one of her breasts the minute it came into view.

"G-O-D, I … ugh.. soo Goo-ood" she was trying to get to his chest, but it wasn't easy with his head in the way. He could feel her desire for him rising, and he gave some attention to other breast before pulling back a bit and taking off his own shirt. She took the opportunity to remove the rest of her clothing, and then helped him with his pants.

Then he was crushing her in his arms, kissing her ear lobe, her neck, her shoulder. He loved the feel of her naked form pressed against him.

"I can't wait any more Niles…please…" He pushed her back onto the couch, he could smell her muskiness and it drove him wild as he easily slipped into her, pulling moans from both of them. It didn't take long for her to feel the familiar sensation build inside her. It was like this only with him, forever with him.

When you take me over

Time and time and time again

The Niles of her dreams was the most amazing lover. Devoted, loving, patient and tenacious. He never stopped until he had taken her there and back at least once, often twice, and this time, he had been relentless.

Breathless, feeling as if she was just having one continuous orgasm, she cried his name as she crashed over the peak again.

(But it's just a) sweet, sweet fantasy, baby

When I close my eyes

You come and you take me(On and on and on)

So deep in my daydreams

"Niles! Oh my… how are you doing this?" she asked, as he methodically brought her to the edge again. This time he joined her in the sweet bliss of climax, shuddering from head to toe as he collapsed onto her. Nuzzling her neck, he answered her when his breath had returned a bit more to normal.

"It's easy when you love someone as much as I do."

The words were so easy for him, it was simple. Nothing complicated, nothing too over done. That's what made it so shocking for her. She'd never gone there in a dream before…it was always just the sex…the sweet…mind blowing…fantasy….

But it's just a sweet, sweet fantasy, baby

Her eyes popped open, coming face to face with his. She saw that he was looking at her strangely.

"Niles?" she asked, her voice a little hoarse.

"Miss Babcock…you were…uhm…dreaming." she noticed that he looked a bit uncomfortable, he didn't look right at her for very long. Clearing his throat, he continued " I just came to see if you were staying for supper?"

"Uhm… thanks Niles…but no. I think I'll just head home." She sat up and gathered her things.

"What?" Niles asked confused.

CC stepped quickly past him. "I'll just head home now, Niles…"

"Like hell you will." Niles muttered under his breath and took off after her. "Miss Babcock, wait…" Niles called as she reached the door. CC slipped into her coat as quickly as she could and opened the front door, but Niles had reached her and brought his hand beside her to push it closed again. "I said wait."

CC could feel her stomach turning…she took a breath, and put on her "Bitch of Broadway" mask and turned to face him. "Niles…what the hell?"

"You can't just leave like this…not after what…" Niles calmed down a bit. "Not after what I heard."

So much for the mask, his words shook her and she couldn't meet his gaze. "It was just…"

"A sweet, sweet, fantasy?" Niles slow stepped in closer backing her into the closet door.

CC's breathing became rapid and shallow from the sheer closeness of him. "Niles…this is…crazy…it's…insane…"

"It's all either of us has ever wanted." Niles whispered huskily in her ear. "You're all I've ever wanted." He pressed his lips to hers and his tongue licked at her bottom lip coaxing her to allow him entrance. She moaned as she parted her lips to him and they deepened the kiss.

His hand grazed her breast as he slipped her coat back off her shoulders and she couldn't hide the shiver it sent down her spine. "Oh, Niles…" CC moaned softly against him.

"You like that do you?" Niles whispered against her mouth.

CC dipped her fingers into his wavy hair and nipped at his bottom lip. "Oh yeah…I need you to touch me, Niles…please…" CC's eyes closed instinctively as Niles lifted her easily and carried her to his room.

They stood there before each other at the foot of his bed and made quick work of removing each other's clothes. Niles helped CC lay back against the pillows of his bed before taking his place. Hovering above her he gazed into the pale blue of her eyes…his arousal barely brushing the dampness of her center. "CC…this is real…no more fantasy…if we do this there's no turning back."

"Take me, Niles…please." CC pulled him toward her practically driving him into her before he knew what was happening. "Oh, God, Niles."

Niles nuzzled into her hair and neck. "Dear God, CC you feel so good." He offered to her as he settled into a steady rhythm. "So…wet…Uhn…" Niles let out a guttural groan. "I…can't…hold…"

"I'm…there…baby…oh…yeSSSS!" she bit down on his shoulder as the spasms of her orgasm shook her and he couldn't hold back, his release pulled from him by her entire being. He didn't have the strength to do anything but to slump down on her, and she welcomed him openly, holding him close, one hand at the base of his neck and the other caressing his back.

When their breathing had returned, he shifted off of her onto his back and pulled her to him snugly. They stayed like that, not saying anything, until he decided to break the silence. "CC?" he said softly.

She sighed lightly, but didn't respond. He noticed then that she had fallen asleep. He had been going to tell her that he was going to have to go back down for supper…but he did not have the heart to wake her. He gently removed himself from under her, putting his pillow in his place, which she grabbed tightly and snuggled in closer to "Oh Niles…" she sighed in her sleep. "I love you…" she said, even more softly.

His eyes went wide. Had he heard right? His heart was beating really fast and a million thoughts rushed through his head at the same time. However, knowing that someone would be coming to get him any minute helped him focus, and he quickly got dressed. Grabbing a piece of paper, he took a few moments to write a note and then leaned over to kiss her on the forehead as he left to attend to supper.

He surprised himself by remembering that CC's coat was crumpled on the floor by the front door, and took the front stairs to put that and her briefcase in the back of the closet. As he picked up the coat, the smell of Channel 5 caught his senses and he let himself remember what had happened a short while before.

"A sweet, sweet, fantasy?" ….

" this is…crazy…"

"You're all I've ever wanted"

"I need you to touch me, Niles…please…"

…

"I love you…"

He shook his head, smiling. "I love you too, my little witch" he said to the room.

The room was bathed in shadows when CC woke up. She could smell him on her, and snuggled in closer…and realized she was holding a pillow and not the object of her affections. Disappointment ran through her immediately…she had been sure it had not been a dream this time. His arms, his words, his eyes… she couldn't have dreamt all that…surely the passion, her release…it had been real…she knew it!

Looking around the room, she reached over and found a lamp. When her eyes grew accustomed to the light, she knew she was in his room, in his bed, and … from the sight of her clothes strewn across the chair, completely naked.

"It wasn't a dream." she said out loud. She pinched herself to make sure, and felt it. "Ok, it wasn't a dream…so where is he?" she thought. That's when she saw the note on the other pillow.

Sweeter than any fantasy I've ever had

I had to serve supper…be back soon… promise.

Please stay…

She had just finished reading the note when she heard the door open. Niles came into the room quietly, holding a tray of food in front of him. When he turned back from shutting the door, their eyes locked.

"Niles" / "CC" they said at the same time.

He put the tray down on his desk and walked quickly over to the bed and sat beside her.

"Niles…that… you…I mean…" she was very nervous all of a sudden.

"I know" he smile at her and kissed her gently.

"I don't know what to do now… I mean…how …what do we do next?" she looked so lost, so vulnerable. His didn't know how he could love her more.

"CC…I have to tell you something."

He saw her pull away a bit. She knew what was coming next…the same thing that always came next.

"What happened between us…"

He was going to let her down easy…he was a gentleman after all.

"…was the most amazing thing that has ever happened to me. I know I asked you before we made love if you were sure. I realize now that those were not the right words. I should have told you before that I love you, not now, but I didn't want it to seem like I was just saying it to get what I wanted." he stopped to take a breath, and pulled her chin up so he could look right into her eyes. "CC Babcock. I don't care how it looks. I love you. I don't know when I didn't love you…and I can't imagine I'll ever stop loving you."

The tears were rolling down her cheeks. She had never been more happy to be so wrong in her whole life.

"You…you love me?" she said incredulously.

"Yes. I love you."

"Oh Niles!" she threw her arms around him and hugged him tight. "I love you too" she whispered softly into his ear.

He took her head between his hands and kissed her with more passion, more devotion, more…love… than her dream Niles had ever done.

"You know what you said in your note…about this being the sweetest fantasy?" she asked him.

"Yes" he said, a little uncertain of where this would lead.

"I think I've done enough fantasizing. Reality with you is sooo much sweeter." she told him as she crushed her lips to his.

She heard him growl in agreement as he set off to prove how right she was.