Author's Note: This chapter contains lyrics from the song "One Is the Loneliest Number" by Three Dog Night. I most certainly do not own them, or The Nanny, or the characters; I just like to play pretend. Also - this is a rather sad chapter, but sometimes stories just have to take that road sometimes. I do promise you that this story will end up happily. If there's one person that can't stand a heart-breaking ending, it's me. ENJOY!

Chapter ten:

Niles and C.C. stole glimpses of each other throughout the rest of the day. Niles made a point to dust and polish all the surfaces near Miss Babcock, wherever she would go and she would watch him. Neither servant, nor socialite could deny the attraction they had to one another. Miss Babcock had finally convinced herself to give up on Maxwell and make amends with the butler. People are just people, she told herself frequently. Her smile grew wider and wider each time she noticed Niles following her into a different room. She made it a game, quietly slinking into some other space when he wasn't looking, leaving Niles to search after in an attempt to just breathe the same air that she breathes.

They still continued to throw insults at each other. When she asked for lunch, he responded with "Didn't you just have breakfast, you cow?" C.C. would rebuke with some comment about Niles being a lowlife and tell him that Maxwell and his shadow are in the office; he'd better scurry off to stand with them.

At some point in the early evening, C.C. had drifted off to sleep on the settee in the office…She found herself on that same bridge from her dream last night. Her restraints were gone, but she felt cold hands wrapped around her wrists. She turned her head to see her mother, B.B. Babcock holding her down.

"Mother!" She cried, "What the hell do you think you're doing?"

"I can't let you do this, C.C.! You're going to ruin your life!" B.B. screamed at her.

"Let me be!" C.C. raised her voice at the woman.

"Listen to Mother, C.C.!"

"No! You've hardly been a mother to me. Why should I acknowledge anything you say?"

And with that, B.B. vanished, causing C.C. to awaken with a startled gasp. She sat up and rubbed her temples. What the shit? I haven't even thought about my mother in years, much less dreamt of her!

C.C. returned to her work, waiting for her partner to return so they could discuss the business of their show that would begin its run soon. She dug into some scripts, taking random moments to contemplate the meaning of her dream and yell at Niles whenever he would bother her again with his mindless cleaning.

By the end of the workday, their eyes were glowing with the usual spitfire that consumes them when they banter. When Niles helps C.C. slide into her coat, she turns to him.

"Listen, Rubber Maid. You'd better cook something nice for once, what with all those impossible backers coming over."

"With all your schmoozing, I doubt they'll even have time to get to the hors d'oeuvre tray." Her pouts his lips at her and makes a few kissing sounds.

"Funny. Like it's anything you're not used to."

C.C. pivots and marches out of the mansion to get ready for the backers party. Niles watches the blonde heiress leave, her leggy figure taking long strides down the sidewalk. He sighs and retreats to the kitchen to finish up the delicacies for tonight.

Back at her Upper East Side penthouse, C.C. is primping herself for the backers party. She's always hated these events. They involve her desperately sucking up to mostly pompous and dogmatic old geezers. She laughs at this thought, because Niles would have most certainly made a joke about that being the basis of her love life. She deftly arranges her hair and dusts some rouge onto her cheeks. Her crimson lipstick glides over her mouth, and soon she is ready to leave. C.C. takes one last look into the mirror, and adjusts the shawl around her arms, perfecting her look. She nods at herself, thinking that she looks rather good. Damn good. She corrects herself.

Niles is finally done slaving over the hot oven and numerous pots of boiling water around 7:00pm. The party is to start in an hour, but luckily all he has to do is work on the food presentation and then change. In a matter of time, he has everything set up and is just running up the backstairs, two at a time, when the doorbell rings. He groans and races back down to let the dog in, knowing full well that only C.C. could be there this soon before the event. He opens the door to reveal the blue-eyed beauty and his jaw drops.

C.C. is dressed in a knee-length blood-red dress that makes his insides curdle. The neckline dips down into her chest, revealing the outlines of her breasts. Black lace trims the edge of the neckline, lying seductively against her pale bosom. Niles has to urge himself not to stare. He looks up at her to find that she is smirking at him. Her hair is down, surprisingly, but the sides are twisted up and clipped into place. She is wearing a real flower in her hair - a dramatic, red lily. Niles is, to put it very lightly, stunned to see her dressed like this. She looks sexy and mysterious, almost evil to him…but what else is new?

"Well, don't you look like hell?" she speaks to him.

"Well, don't you look like a tart? So jealous of Miss Fine getting all the attention, eh?" he retorts.

He regrets it as soon as the words began to flow from his lips. C.C.'s smile vanishes completely as she shoves past him. Niles is debating whether he should apologize, or run away, or just gather her up into his arms and kiss her like he really desires to do. He promptly decides to disappear into his room to change, seeing that the party would be commencing shortly, and he wasn't properly dressed.

C.C. stays in the living room. She plops down onto the couch and pours herself a bourbon. Why did I have to wear this? I should have known I looked cheap. Oh my god, I feel ridiculous. C.C. wants to cry, though she doubtfully ever would. Still, she longs to run home to hide and burn this terrible outfit she chose. She is feeling highly insecure, almost like a small girl with her mother's makeup smeared on her face and stumbling around in massive high heels. I look absurd. Shit. She takes a swig of her drink.

What have I done? She's a woman! Well, that's debatable. Oh, stop it. I know she's a woman. She's delicate and sensitive deep down. She's gorgeous, and that dress…my god. I wanted to ravish her there in the doorway. So why did I have to say that? I couldn't have just told her she was beautiful? Oh, she would have never believed me…It would have been just as useless to say that. Niles stoops down to lace his shoes. But did I really have to say she looks like a tart? …and to compare her to Miss Fine? What on earth was I thinking? I bet she's down there now, a pile of lonely and fragile bones, drinking herself into oblivion, no doubt. He fits his cummerbund into place and knots his tie. She hates me; I bet she really hates me.

Maxwell strides down the stairs and, when his eyes land upon his business partner, he gasps. He continues down the steps and moves to stand beside her. He extends a hand and helps her rise to her feet so he can get a good look at her attire.

"C.C., you look smashing!" he smiles, leaking general enthusiasm into the room.

If C.C. hadn't recently given up on Maxwell and wasn't in such turmoil over his butler's snide remark, she would have been absolutely giddy from this attention. Too bad she didn't even notice the sincerity in his voice.

"Yeah…thanks Maxwell." She offers in a monotone.

C.C. resumes her seat on the sofa and plays with her bracelet. She merely took his comment as just another one of his dutiful phrases. It was always "C.C., don't you look nice?" or "C.C., aren't you handsome?" He never means any of it, but he has to say something, doesn't he? She fumbles with her jewelry, more vulnerable than ever.

Soon enough, the party is well on its way. C.C. makes a great effort to avoid Niles at all costs, while he searches desperately for her between the moments in which he is pulled aside for another canapé. He is able to catch a few sideways peeks at her throughout the party. He can clearly see that she's not as radiant as she usually is at events like these. Her haughty confidence is gone and replaced with something meek and lenient. She has the same fake smile plastered on her face – the one she uses to chitchat with backers – but he can see that the gleam in her eye is gone. Her spark is gone. He watches her when she seals a deal and she doesn't celebrate with her back turned like normal. She usually bites her bottom lip and fists pump the air ever-so discretely; not tonight. When she walks away, her shoulders slump around her and she takes another heavy sip of her never-ending tumbler of bourbon, as if the very act of existing is so draining to her.

Niles wants to sob, knowing that he made her this way. From one measly insult, he's turned a vibrant, self-assured woman into a crumbling mess of insecurity. I feel so terrible. I can't see how I can possibly live with myself now. He continues to keep his eye on her throughout the night, waiting for some kind of chance to repair things. He jumps at the opportunity to refill her glass once she's taken the last gulp.

"May I get you another drink?" he carefully steps to stand beside the woman.

"No." she states flatly.

"Miss Babcock, I am dreadfully sorry for what I said to you. In fact, I'm much more than dreadfully sorry; I feel lousy and I'm so ashamed that I've caused you so much distress-" C.C. cuts him off.

"Please, don't flatter yourself, servant. I'm fine." She starts to storm off but is stopped when a firm fist wraps around her forearm.

"Miss Babcock, please. Let me explain." She turns to face him and crosses her arms, allowing him a few brief moments to continue.

"I shouldn't have said what I did. It was a lie, and we both know it. That's simply how we are…the insults, the retorts. It's how we interact. I certainly didn't mean to hurt you. I… I think you look quite sensational tonight, and I'm kicking myself for saying otherwise." He loses himself in her glistening blue eyes when he tells her.

"I…I..uh…have to go talk to more backers." She scurries off, leaving Niles near the piano to berate himself.

The remainder of the party is rather awkward for the both of them. Niles is chastising himself and slowly dying on the inside from his undying love of a certain blonde that most certainly despises him. He finds himself glooming about and giving half-assed responses when guests compliment his food. C.C., on the other hand, finds herself drinking glass after glass of liquor to appease her emotions. She is reeling on the inside, wondering what's gotten into Niles. I can understand him belittling me, but apologizing? I can't fathom that. He said I look sensational…but it was probably just that Jewish guilt rubbing off on him from Nanny Fine. The last thing I need is his damn pity.

After another hour or so, the last of the guests file out. Someone drunkenly yells something from the doorway about the great party, agreeing to back every one of Sheffield-Babcock Productions' future shows. Maxwell cheers in response and waves a goodbye to the inebriated stragglers. He turns and notices C.C. passed out of the couch, sitting up with her head in her palm.

"My, she's really hit the bottle tonight, eh old man?" The two Brits chuckle at the sight.

"Niles, be a sport and take her home, will you?" His boss claps him on the shoulder and starts to head upstairs.

Niles grumbles and takes his coat from the closet, sliding it on. He pauses to snatch his tie off and throws it onto a table; knowing that he may very well regret wearing a tie to Miss Babcock's flat ever again. He leans down to pick up the sleeping figure on the couch. She stirs slightly and snuggles into his chest. His breath catches in his throat and he wonders if his pounding heart will awaken her.

About halfway through the ride to her place, C.C. reanimates. What the…

"Niles?" she stares at him in the driver's seat. "Oh, shit. How long have I been down?"

"No idea. I was far too busy tonight helping wealthy old men stuff their faces to spy on you." He gazes straight ahead, watching the road.

C.C. groans and leans back into the passenger seat. She soon drifts off to sleep again, wondering how much of a fool she made of herself tonight.

When they arrive at the curb of C.C.'s penthouse, Niles parks the car and turns to watch the woman sleep. He simply can't help it. She's so beautiful. She appears almost peaceful when she's asleep. He withdraws a hand from his pocket to gently stroke her cheek, but hesitates. As much as he lusts after feeling her soft skin beneath his fingers, he can't bring himself to touch her. She hates me. I know she hates me. And why wouldn't she? I'm a butler and I keep going after this witch. I must be a masochist. Despite his misery, he she presently looks like an angel, sleeping there in the car; C.C. is most certainly a sadist.

He clears his throat and goes to lightly shake her shoulder when she doesn't respond.

"Miss Babcock? We're here, you need to wake up." He informs her softly.

She rouses a little, but just turns to curl further into the seat.

"No, no. Miss Babcock, you're home. You can sleep you own bed." He shakes her again, a little harder this time.

"Mmm…yeah. All alone." She mumbles quietly, still overcome by her drunken stupor.

Niles sighs sadly and exits the car to open her door and carry her inside. This is hardly the first time he's had to haul C.C. up to her floor, but this was definitely the first time he's felt so guilty and dismal about it. Usually he laughs at her every few steps at the funny things she slurs, but now he feels utterly forlorn over the broken and lonely woman in his arms. He gravely wants to show her just how much she is loved, and how wonderful she is, but she would never allow it. Why would she want the love of a lowly servant like me? He schlepps her up to her flat, feeling more and more glum and bitter with every tread he makes. He stalls at the door. He's doleful, now that he realizes he'll have to fully awaken her to retrieve the key, which also means that he has to face this woman that he screwed up with entirely.

"Miss Babcock." He tries to awaken her. "Come on, Babs. You're home, I need your key."

Her eyes flutter open and she silently fumbles with her purse to find her key. After a while she extracts it and hands the key to Niles, who uses it to quickly open the door.

"You can put me down now." She garbles.

"Is there anything I can help you with?" he sets her down gently and clasps his hands together, staring at his feet.

C.C. remains silent. She stumbles over to the couch and falls into it, burrowing in the cushions and hastily drifting off to sleep again. In a few strides, Niles is kneeling beside her to carefully tuck a blanket around her. He courageously tucks a strand of hair behind her ear, drawing a low purr from C.C. She very quietly asks him to put on a record. He extracts one from its sleeve and centers it into place. He moves the needle over the vinyl and lets the music fill the air around them.

"One is the loneliest number that you'll ever do.

Two can be as bad as one,

it's the loneliest number since number one."

A grim smirk twists its way onto his lips. He pivots and makes his leave, not turning to give a final look at C.C. He closes the door behind him as Three Dog Night sings out from the record player.

"No is the saddest experience you'll ever know.

Yes, it's the saddest experience you'll ever know.

'Cause one is the loneliest number that you'll ever do.

One is the loneliest number, worse than two."