First of all, thank you to everyone that reviewed, I smiled for a day and people were looking at me wierd. Thats not true actually, maybe a few hours. And people look at me wierd anyway. Also, thanks to the people that read it even if you didn't review. Probably cuz you thought it was lame...I'll never know... ;) I also forgot this:

Disclaimer: I don't own the Nanny, or it's amazing characters. Or that one I used from a season 4 episode either.


Danielle watched as the door to Maxwell Sheffield's room opened. She expected to see the butler Maxwell mentioned, Niles, was it? Instead she saw a woman, not very tall, with dark brown curls piled in a messy bun. She was wearing a white bathrobe, similar to her own, but this one was more colorful and unique.

Danielle peered at her face and could tell she was wearing make-up. Her lips were a dark shade of red and her eyes lined with mascara and eye-liner done by a practiced hand. She couldn't be very old, early to mid 30s, maybe. Ugh, she's pretty. Danielle stared harder. Who is she?

Fran was staring right back at Danielle only with a different visage. The first thing Fran saw was a woman sitting in Maxwell's bed and for a second she thought she was still dreaming. No, this more like having a nightmare. She could feel the tears welling up in her eyes before she could fully process the reality.

"I'd like you to met Danielle, Niles, she's a friend of mine." Maxwell Sheffield's voice drifted from the bathroom. He thinks I'm Niles. Fran was stuck. Shocked and hurt, she didn't know what to say or do. She's a friend of mine. If Fran wasn't about to cry she would've laughed. It was almost comical. Friends…the word bounced around in her head.

"I can see that." It was the most obvious thing to say, and the sentence dripped with just enough sarcasm to get Maxwell's attention without him noticing the contempt it held. Fran unlocked here eyes from Danielle's and looked toward the bathroom where she heard Maxwell's voice. As he stepped out of the bathroom, still in his robe, their eyes met. Fran knew if she blinked a lone tear would roll down her cheek, followed by more.

So she was trying to keep her eyes open for as long as humanly possible. Fran was waiting for something. Something that would tell her this was actually a dream, and yes, you may wake up now. Or if that wasn't possible, something that would help her understand. Understand why this woman was in Maxwell Sheffield's bed and not her. Although, her desire to be there was ever so slightly decreasing.

"Will you set the tray on the table and get out, please." Fran turned her head toward Danielle, away from those piercing green eyes. She glared at the woman, but it wasn't too convincing, seeing as the tears finally escaped their hold. Fran set the tray on the table, realizing she was, in fact, weeping. She stole one last look at Maxwell, and fled out of the room.

Maxwell watched her every move since he stepped out of the bathroom. He didn't know what to say, so he just stood there. Maxwell was waiting for something. For something to move, for he felt as if the whole room was frozen, waiting. Or, since that wasn't happening, something to tell him why Danielle was in his bed and not her.

It was at this moment his fears suddenly seemed inadequate. It was at this trice that seemed to go on forever he realized he loved Fran Fine more than he thought was possible. It was now he recognized he has been hurting them both far more than if he could just admit it.

He heard Danielle make some testy comment. He watched as Fran set the tray on the table in a manner Maxwell thought was all too gentle. His heart broke as he saw Fran's tear-streaked face look up at him. Then she left.

She just left. Maxwell was dumbfounded, he expected her to berate him. To yell and tell him it was wrong. That she couldn't believe he'd do such a thing. That she was leaving and would be at her mother's, or better yet, her mother was coming here.

Thoughts were still reeling through Maxwell's mind by the time Fran reached her bedroom. She didn't want Maxwell to see her cry, especially over him. She didn't want to give that woman the satisfaction of seeing her distress over their affair, because from that one look Fran could tell she was that type of woman. The type that would enjoy seeing anguish over what they've done, rather than feel pity.

It was wrong, wasn't it? Fran wasn't so sure anymore. Maxwell is a single man. He can do whatever he wants with whomever, right? It didn't make it any less painful. Fran remembered when she first realized she might have feelings for him.

There was when he rescued her at the Camp Kindervelt reunion. She felt a great surge of affection, and realized she cared more about her compassionate boss than she thought. But there was nothing past friendship for her, yet.

Fran recalled the jealousy she felt when Maxwell was so obviously smitten with Sydney Mercer, the publicist he hired a year ago. And the relief that rushed over her when she found out Sydney was gay.

Fran was convinced these emotions appeared only because she was afraid Sydney would take her place, she would lose her job, and the wonderful kids she had come to love as her own would eventually forget about her. Though deep down she knew that was only half the truth.

She felt herself falling more and more each passing day. Then along came Paris. A memory Fran cherished and dreaded at the same time. Who knew getting stuck in an airplane could lead to having a romantic stroll through France with Maxwell Sheffield? Then in Maxwell's failed attempt to regain his "passion", they took the next flight home.

As the plane was in the air they experienced "a little bump in the road" as Max called it. Which they later found out was just turbulence, but at the time everyone feared the worst. That this might be their last moments on Earth. Fran remembered it clearly as if it happened yesterday. She said something about the kids. They kissed.

Maxwell said, "I love you." They kissed again. Then the oxygen masks can down right as the plane leveled out and the stewardess told them everything would be fine. They spent the rest of the plane ride in silence. Fran thought she misheard him at first, but as she went over it her head over and over again, she knew that he actually did say those three words she now realized she longed to hear from him. It was then she knew she loved him, a lot. More than she thought possible.

So, for the next few hours as the plane landed in New York and they got in the limo, driving home. Fran felt on top of the world, he did it, he actually said I love you.

It didn't last long. As right before they were about to enter the mansion, he took it back. He said that when your facing death you sometimes say things without thinking. He just took it back. They later agreed to remain friends. After everything he thought they could just be… friends? Fran knew she would change his might later, that he must have some feelings for her. He didn't just pull those three words out of a hat, they had to have come up in his mind at some point.

Fran wasn't so sure anymore.

She heard someone knock on the door. It could only be two people. Either Niles found out and had come to comfort her. Or it was Maxwell. Fran quickly wiped the remaining tears off her face, and the ones that just recently surfaced. "You can come in," she said. It was Maxwell. He walked over and sat next to Fran on the edge of the bed. " I-" He stopped, unsure how to carry on. Maybe going after Fran wasn't such a good idea. "She-" No. Blaming Danielle would be the childish thing to do. "Miss Fine…" I love you. His heart screamed at him to say those three words that held so much meaning. "I'm a grown man." Is what he said instead. Maxwell cursed inwardly, why does this woman do this to him? Why cant he just say it? Maxwell sighed, "I'm sorry."

Fran frowned, starting to get angry at the plain fact that he was sitting on her bed. What? She stared at him. Maxwell cleared his throat, "Yes. Well…" He got up and walked slowly out of the room, waiting. Waiting for something. For something to make Fran tell him to stop and come back. For something that could make his mind start listening to his heart. For something to cut the tension in the room that was heavy enough to slice a knife through. That something never came.

As he closed the door, he could still feel Fran's eyes on the back of his head. Fran sat there for awhile after. I'm a grown man, is what he said. What does that mean? Fran leaned back on her bed. Then it hit her. He didn't care about her. He felt she shouldn't be upset by what he did because he was a grown man. It was all a game, everything. Fran felt her eyes start to water. I'm sorry. She would never forgive him. It was too much…too much…the tears released their hold with a vengeance. But she already forgave him, she loved him so much. And she hated herself for it.

There was another knock on the door. Fran drew a shaky breath and opened the door. Not even taking the time to wipe the tears away anymore. It was Niles. Fran gave him a smile that had no hope. Niles looked upset, "There is a blonde in my kitchen and it isn't Miss Babcock!" Niles smirked despite himself. "I guess that goes without saying."

Fran rolled her eyes, but her hopeless smile turned into one that is slightly amused. Fran sniffed and wiped the tears away. Niles just seemed to notice she was crying and frowned. Then, he put two and two together and scowled. "He didn't." Fran just nodded, her hopeless smile returning. Niles sighed deeply, shaking his head. Maxwell doesn't deserve her, even as a friend. "Well, it's Saturday, I'm sure the kids would do something with you. If you asked them." Fran nodded and looked at the clock by her bed. "Breakfast is almost ready." Niles stated, looking to Fran to say something, anything. Nothing. "Will you be down?" Fran just nodded again. "Okay." Niles backed out of the doorway and Fran closed the door.

Niles was waiting for something. For something to make Fran open the door and smile a smile that lit up a room. For something to knock some sense into Maxwell so he could just admit that he can't live without Fran Fine. And for the world to make sense, just this once. Sadly though, that something never came.


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