A/N: Well, here's part one of the multi-part Niles/CC fic I've been working on. There's 10 chapters in total, 9 of which still need to be typed and edited from my handwritten version. In other words, I don't have a schedule for chapters rolling out. Depends on how busy I am.

The usual note applies: I don't own The Nanny or anything affiliated. I just get plagued by plot bunnies and need to write them to get better.

R&R at your leisure. Constructive criticism appreciated; flames - not so much.

CC Babcock needed a moment to process the words Niles had just uttered. This time no zinger came her way, something she could easily have brushed off or thrown back at him. She had asked Niles if he had any regrets about the crazy scheme she and Maxwell had asked him to help with. Niles replied he had none, save one thing that had some not-so-small implications.

Niles, looking her directly in the eye, said, 'With your permission, CC, before we return to our normal lives, I would like to kiss you as a husband might kiss his wife.' He spoke softly as their train clattered along the tracks toward its destination. She heard every word and felt the need to consider the request earnestly given all that passed between them in recent weeks.

Two Weeks Previous

Maxwell Sheffield looked pleadingly at his butler and oldest friend. 'Niles, I wouldn't ask this of you, but I have business here I can't leave. You know CC and I could never pull of such a ridiculous thing as being married anyway.'

'Oh, and I can?' Niles replied. 'Sir, what makes you think I even want to entertain the idea of a pretend marriage to her? Babcock and I loathe each other.' He shot the woman in question a look of annoyance. Niles contemplated throwing the entire lemon Bundt cake on the terrace in frustration, but then he would have to clean it up. Instead he sliced a piece and set it in front of his employer a bit more harshly than he normally would.

CC, seated on the office couch, said, 'Lemon fresh scent has a point, Maxwell. We're not exactly the loving couple.' Maxwell gave her his best look of it's your fault and you'll bloody well do it. 'Then again,' she said, backtracking, 'I am at fault for replying with the plus one without consulting you beforehand.' The reality of what she had done hit her, a look of regret crossing her features. How could she have thought Maxwell would ever agree to play the doting husband for her? She watched as Niles feigned throwing the plate with her piece of cake, instead shoving it roughly into her hands. She glared at him. He mockingly smiled and returned the look with a shake of his head.

'The two of you can play nice for a weekend, can't you?' Maxwell said. The subtext was that if they didn't he might take some disciplinary measures.

Niles speedily tried to exit, but found CC blocking his way, cake plate in one hand, her other hand on her hip. With a sigh he said, 'I fail to see what's in it for me.'

'A weekend vacation in jolly old England, and I'll pay for two new suits so you can stop eyeing mine,' Maxwell said, blocking Niles' retreat further into the office. 'Look, old man, I know this isn't ideal, but if we want to get one up on Andrew bloody Lloyd Webber, these people are the ones that have the money to do it. Not to mention it wouldn't be proper to cancel at this stage.'

Niles saw how much this meant to his employer. He also knew that there was no way they could hire an actor to pose as Miss Babcock's husband. She would destroy the man in a matter of minutes. Furthermore, breeding knew breeding. Niles had grown up around the type of people that would be at the event. With him, they at least stood a chance of roping in an investor or two. Without him? They would destroy Miss Babcock instead. He looked between Mr. Sheffield and Miss Babcock. 'I'll do it, but I want tomorrow off to go suit shopping, and I'd like two days off either side of the weekend,' he said decisively.

'In other words you want most of the next week off,' CC said as she returned to the couch.

'Done. Thank you, Niles,' Maxwell said. He sat behind his desk, a load off his shoulders. 'Take Miss Fine with you tomorrow.'

'What?' CC asked, surprised.

'Do I have to?' Niles said.

'Maxwell,' CC said, 'if he takes Miss Fine, he will end up dressed like a clown.' Her mouth snapped shut when she saw the way her employer was looking at her.

'She has a point, sir,' Niles said. 'I'd rather take her.' He nodded toward CC.

'All right. But don't buy the most expensive suits you can find. We want classy, not show off. I'd like you to be able to wear them here,' Maxwell said.

'Ha!' CC said letting out one of her trademark derisive laughs. 'I'll be on the arm of the classiest butler they've ever seen.' Her eyes went wide when she realized what she said. She sat down, her shoulders slumped. 'What have I done?' Her head drooped into her hands.

Niles collected the tea tray, everything now forgotten by the producer and his associate. 'If the suit fits, Babcock,' he said. He left the office with a cocky smile. 'Pick you up at ten,' he called from the hallway.

'Really, Maxwell, what have I done?' CC said.

Maxwell had started flipping through some paperwork, but had paid enough attention to throw in a comment. 'If this doesn't go well, I will blame you, CC. Niles knows their type better than you, so I expect that you will heed his advice.'

'Oh, please. They're moneyed types. How different can they be from the people I schmooze here?'

'Money isn't power to these people, CC. Money is a by-product of being part of the upper class. Breeding is power. Some of these families hold centuries old titles. They'll only invest in our future shows if they feel you match their tastes. Or as a novelty. I'd prefer it be the former reasoning.' Having had his say, Maxwell returned to his work. CC moved to the terrace for some air. This was a bed of her own making, and now she was being forced to lie in it with the help. If only Niles hadn't learned from the previous incident when her father visited and left a pot to smash…

:P:p:P:p:P:p

'Should I just assume everything I've tried on makes me look fat or do you have useful feedback?' Niles asked CC. He lost track of the various combinations of suits, shirts, and ties he had tried on.

'Please,' she said. 'You can't make a whale look like a dolphin no matter how you dress it.'

Niles was in his normal clothes now that the tailor had finished his measurements to better fit the clothes to the man. Both the tailor and his assistant ignored the bantering, probably used to such displays. They looked expectantly at the couple.

'Babcock, need I remind you that I'm pretending to be your significant other, something that you got us into? If I don't look the part, it reflects badly on Sheffield-Babcock productions.' He smiled smugly at CC's crinkled look of annoyance.

'Fine,' she said. Without consulting Niles, she turned to the tailor and said 'We'll take the penguin suit sans cummerbund. It looks better buttoned on him anyway. Less whale-like.' To Niles she said, 'That will do for Saturday night, won't it?' He nodded. After a moment of thought, she said, 'Add the three piece blue pinstripe number. You know who to charge all that to?' The tailor nodded while the assistant finished taking notes.

'So generous,' Niles said. 'The latter is for Sunday brunch, I assume.'

'Yes. You looked acceptably decent.' CC gathered her things, glad to be able to get on with her day, the little that was left of it, now that Niles' costuming was sorted. As she stood, she said to the tailor, 'I expect you'll have everything ready for a final fitting tomorrow?' The man nodded. 'We are in a bit of a time crunch and I need him looking like a rich woman's husband.'

'Of course, ma'am,' the tailor said. He shuffled off, sending a pitying look at Niles.

Niles turned to CC. 'And what about you? Do you plan to look like a war widow or do you have acceptably decent wardrobe?'

'I already have my raiment for this endeavor. I assure you it is more than satisfactory. You might even go so far as to say it's elegant and sophisticated.'

'I'll believe it when I see it,' Niles said. 'Elegant and sophisticated aren't things I believe you can pull off, Babcock.'

'Because they're part of my natural beauty?'

'No, because you lack both,' he said getting the final word on the matter. In her head she admitted he had set her up perfectly for that one.

End part 1