Thanks once again to Andrea, without whom this story wouldn't be possible. I owe you. One of these days when I get back into my Frasier routine I hope I can expect a late night emergency Frasier call from you!

Niles couldn't believe it. Donny proposed to Daphne, right in front of his very eyes. His whole world just dissolved in an instant, and there was nothing he could do about it. It was like watching a car accident; you wanted to look away but you couldn't, as much as you wanted to. There were not enough words to describe how helpless he felt as he watched Daphne accept Donny's proposal, other than utter despair and misery and helplessness and the like. He wanted to die. There was no point in going on. Everything he had lived for for years was gone. The dream was dead, buried and gone.

The worst part was that he had to tell Daphne how happy he was for her. He had to fake a smile and pretend that he was happy, when all he wanted to do was shake some sense into her. If only she realized how wrong Donny was for her, and that her true love was right in front of her. Her real life was passing her by and she didn't even know it. If she was psychic as she claimed why couldn't she see who it was that truly loved her? She was the woman of his dreams; why couldn't he be the man of hers? How he had longed to find the courage to say the three little words that Donny had said to Daphne tonight, the three words that tortured Niles to hear. They should have come from his mouth to her ears, not from Donny, a man unworthy of her love. It should have been him standing there, declaring his intentions. But it wasn't, and now it was too late.

If he could go back and start this whole night over again he would have taken Daphne aside and told her how he felt, no matter what the cost. Even if he lost her friendship forever, at least he could have died knowing that he had taken a chance, knowing what might have been. If only he were a brave man. There were so many what ifs. But now he would never know what might have been, and he had no one to blame but himself. As long as he lived Niles knew he would never forget how he felt the night he watched Donny Douglas propose to Daphne. He'd felt alone when Maris and he separated, but that was nothing compared to this night, the ending of years of dreams. It was time to give up. This was the end of an era. It was time to move on, nothing left to hope for. Everything he had built his life upon for years had just turned to dust. He was just a fool.

He had excused himself out to the balcony to gather his thoughts, and was staring out at nothing in particular, wondering what the next chapter of his life would hold, when suddenly he found himself in the company of another.

"Daphne?"

"Dr. Crane. I didn't see you in there celebrating with everyone else," she smiled.

"I'm sorry. I don't feel well and I didn't want to drag down your party."

"Are you all right? Can I get you anything?"

"No, thank you. I'll be okay. It will pass." In a hundred years, he thought bitterly.

"Are you sure? There's nothing I wouldn't do for you, Dr. Crane," Daphne said warmly, a little too warmly for a newly engaged woman.

"You are an angel. But I would rather be alone, I don't want to be rude. I really don't want to ruin your celebration. I'll be fine, really. And congratulations."

"On what?"

Niles looked surprised. "On your engagement."

"Oh yeah. That." She laughed. "I guess a girl should remember something like that."

Niles'heart stopped for a minute. This sounded promising, or would Frasier say his head was in the clouds again? "I'm sorry?"

"I don't know Dr. Crane. I got so caught up in the idea of getting engaged that I didn't stop to think about what I was doing. We're talking about getting married for crying out loud. That's a big deal wouldn't you say?"

"Yes," he replied nervously, wondering where this was leading. On one hand he was ready to hand her his heart but on the other, he wanted to maintain his professionalism. "It is the most important decision you can make in your lifetime."

"How did you know that Maris was the one?"

"Well, we had a connection, the timing seemed right, I thought that she was the one I had been waiting for , but fate had other plans for me," he sighed.

"Dr. Crane, you read me mind, you must be psychic too!" Daphne gasped.

He was afraid of what he had said.

"About fate having other plans. I trust you and I'm afraid this might sound silly, but I have this strange feeling that Donny is not the one for me. I have the feeling that fate has other plans for me. Do you think I'm crazy?"

"No, Daphne, I would never think that about you. But why would you think that?" Niles asked.

She looked him in the eyes. "Because I'm afraid I'm in love with another man."

Now Niles wished he was at home. He could really use his fainting couch right about now. His heart couldn't take much more of this torture. "Daphne…I'm sorry but I really don't think I can help you much longer..I think I need to be excused…" he started to walk away.

She grabbed him by the arm. "Dr. Crane, don't you want to know who this gentleman is?"

Not particularly, he thought. "Daphne, it's really getting late and I'm afraid I have to get home. I have an appointment first thing in the morning…"

"It's you."

Now he really felt faint. "Me?"

Daphne smiled at him. "Yes. It's you. I think it's always been you. It just took me a while to realize it. All I know is you shouldn't be thinking of your best friend the way that I've been thinking of you. When I close me eyes at night it's you I dream of, not Donny. When he proposed to me tonight all I could think of was that I wish it were you kneeling there, not him. I know it's irrational but I have to listen to me heart and me heart tells me it's you I want. Oh Dr. Crane, I know you're going to tell me I'm silly and you don't feel this way about me but I just had to tell you…"

Niles smiled and laughed nervously. "Oh Daphne…you don't know how long I've waited to hear those words from you. You are the one I've dreamed of for years. I've been in love with you, and I've been too scared to tell you. My heart has dreamed of this moment, but all I could do is lie back and wait for the right moment, which never came. I never dared allow myself to believe you could feel the same way. You don't know how happy you have made me…I don't have the words…"

She placed her index on his lips. "I don't think we need words at this point do we…Niles?"

His eyes widened as he took her cue as he leaned in and their lips met for the most heavenly moment of his life. This was too good to be true. What started out as the worst night of his life turned out to be the best thing to ever happen to him. As it turned out, they both finally realized it.

The end