Thank you to everyone who read and reviewed - it really means a lot. I hope you'll continue to like the story. :-)


Chapter 2

Everyone kept gaping and only snapped to when they heard CC locking the door from the inside.

Maxwell immediately stepped in front of Niles and knocked furiously on the door and even tried turning the doorknob well knowing it was locked.

"CC, open the door."

"Maxwell, just leave and take everyone with you. I'll make sure Fran gets to the altar."

Maggie, Brighton, Gracie, and Val looked at the door a little horrified and very worried. They then looked at Maxwell, who in that moment turned around and wore the same expression.

Maggie leaned a little closer to her father and kept her voice low, so CC wouldn't be able to hear from the other side of the door.

"Dad, you're not seriously going to let Miss Babcock be alone with Fran, are you?"

"I don't know, Margaret. The door is locked, and I can't very well kick it down."

"But, Dad, Miss Babcock hardly has Fran's best interest at heart."

"I know, Brighton. I know."

Niles felt the urge to punch Maxwell hard from hearing what he'd just said. Not more than ten minutes ago CC had told Maxwell that she'd never loved him, and that she wished him and Fran a long life of happiness and love. Yet, here he was not telling his children the very same thing. Instead he let them believe that CC didn't have Fran's best interest at heart.

Granted the information of CC never having loved Maxwell was new. But still Niles wished that for once Maxwell would defend his business partner, who on more than one occasion had saved Maxwell's business from going completely down the drain.

Deciding to take charge from outside the bridal room and defending CC, Niles gently pushed everyone away from the door.

"I think we should all do as Miss Babcock says."

"But, Niles, I can't very well leave Fran alone with her. What if CC just makes Fran leave altogether?"

Niles wanted to groan out loud, and slap Maxwell across the face. His face looked so inviting for that. But instead he took a calming breath.

"Sir, I'm quite sure she won't. Besides, how exactly would she get away with that, hmm?"

Maxwell shrugged and seemed to think for a moment, but then just shook his head.

"Well, I…uh…um…I don't know." Niles took another calming breath.

"Exactly, Sir, or more accurately she wouldn't. Look, I'll stay here and listen in on their conversation. If there's any sign of trouble, I'll kick the door down and drag Babcock out of there, and make sure that Miss Fine gets to the altar."

Gracie looked at Niles and then at Maxwell.

"I think Niles is right, Daddy."

Niles sighed silently in relief. He was glad that Gracie was on his side, and always knew that the smart little girl often was the voice of reason, and especially when the situation called for it.

"I don't know, Sweetheart. I'm not quite comfortable with this."

"Trust me, Sir, I assure you everything will turn out alright." Maxwell sighed and nodded slightly.

"Alright, Old Man, I suppose I don't really have a choice."

"Miss Fine will be walking down the aisle in no time, you'll see. You just go back and wait for her, and make sure that Sylvia stays away." Maxwell nodded reluctantly but finally gave in.

"Okay, we'll head back. Come along, children, Val."

Everyone took one last look at the door, and then left. As soon as they'd gone, Niles quickly but quietly got back to the door and leaned in, so that he could hear what was going on, on the other side of the door.

Inside the bridal room, CC had waited to talk to Fran until everyone had left. Or at least waited for Fran to talk to her or acknowledge her presence. However, thinking that everyone had left, she finally addressed Fran seeing as it seemed Fran wouldn't talk to her first.

"Why aren't you on your way down the aisle? Or I should say half married by now?"

Fran turned her head from her seat on the chair in front of the fireplace.

"I thought you of all people would be thrilled to know that I'm not going to marry Maxwell."

"A few months ago, yes, I would've been thrilled. But not now."

Fran rolled her eyes and turned back towards the fireplace.

"Yeah, right."

"I'm telling you the truth, Fran. I don't love Maxwell, and I recently came to the realization that I've never loved him." Fran turned to look at CC again.

"I don't believe that for one mi….wait….did you just call me Fran?"

CC couldn't help but chuckle at the complete look of shock on Fran's face. She walked closer and took the empty chair nearly across from Fran, and pulled it closer to where Fran was sitting.

In the meantime outside the door, Niles was in shock too. He remembered that CC had also called Fran by her first name, when she'd told Maxwell that she was happy for him and Fran. But at that time he hadn't paid attention to it being too caught up in her confessions. It warmed his heart knowing more and more that CC truly didn't love Maxwell, and a smile spread across his lips. Letting go of his shock, he once again leaned closer to the door to listen to their conversation.

"Yes, I did call you Fran." Fran shook her head confused.

"But you never call me by my first name. You always call me 'Nanny Fine'." CC nodded and spoke sincerely.

"I know, and I'm sorry about that. But ever since being at…The Place….I've come to realize a few things. One, as I said, is that I don't love Maxwell, and I never did. I'm ashamed that I ever threw myself at him like I've done, and I assure you that I'll never do it again. I'm really happy for you and Maxwell, and I hope you'll trust me on that." Fran cocked an eyebrow at CC and looked skeptically at her.

"Well excuse me, but I'm really finding that very hard to believe." CC nodded and sighed.

"Yeah, I figured you would, but it's the truth, Fran. Look, I won't go into details now, but if you want to know, you can ask Maxwell, or I might tell you at some other time. But the short version is that I was raised to believe that I belonged with someone from my own social class, and seeing as I'm not good with relationships, Maxwell seemed like the perfect choice. I got more obsessed with trying to get him once you entered our lives and to the point where it drove me insane. Literally. However, I now know that Maxwell only looked good on paper, and that he's not even my type. Far from it in fact."

Fran eyed her and taking in what she'd said. After a few seconds her face softened.

"You really mean all that, don't you?" CC smiled.

"Yes, I do. And I also know that you're what Maxwell needs." That actually made Fran smile a little shyly. "Now what's all this about not marrying Maxwell?" Fran's smile faded.

"Jocelyn and Lester are getting a divorce."

"Yes, I heard you say that a few moments ago. But I don't see what that has to do with you marrying Maxwell."

"Their marriage fell apart because they're from two different worlds, just like Max and I are."

"Oh come on! You're nothing like Jocelyn and Lester."

"We're exactly like them. Max and Jocelyn are from the same class, and Lester and I are from the same class."

"You mean no class?" CC laughed but only received a glare from Fran.

"You know this really isn't a good time to make a joke when I'm depressed." CC rolled her eyes.

"I was just trying to cheer you up." Fran gaped.

"First you call me by my first name, and now you're trying to cheer me up? Just what happy pills are you on?" CC looked away ashamed.

"I'm not on any medication." Then a bit more quietly she added. "Not anymore."

Fran gave CC a sympathetic look knowing she'd stepped too far to the truth.

"I'm sorry." CC looked at her again, and waved her off with a shake of the head.

"It's fine. Let's just get back to what we were talking about. You were saying something about the relationships being alike?"

Fran took one more concerned look at CC before feeling it was okay to continue.

"Yes, we are alike. I mean, Max might find our differences charming in the beginning, but at some point he'll get tired and fed up with me. And when he does, we'll end up getting divorced just like Jocelyn and Lester."

"Fran, that's ridiculous."

"Is it?"

"Yes, completely. After getting to know Jocelyn a bit, I know that she and Maxwell share some similarities, but they're also very much different. Jocelyn's also changed since marrying Lester, and not really for the better. However, you and Lester are nothing like each other. Lester is the quiet type whereas there's nothing quiet about you." Fran cocked another eyebrow at CC.

"Is that supposed to be another joke?" CC smirked.

"No not really. It's very much the truth." Fran rolled her eyes. "But not to say that that's entirely a bad thing." Fran looked at CC again waiting for her to elaborate. CC gave her a genuinely soft smile. "When you entered Maxwell's life you brought him back to life. And you did the same with the children. You're what they needed. In fact, you're what we all needed."

"And how exactly did you need me?"

"Well, I've recently gotten a wakeup call, haven't I? That certainly had a lot to do with your engagement to Maxwell." Fran shrugged.

"Well maybe. But I still don't think my marriage will last. And I don't even have Maxwell's mother's support. She hates me."

"You're wasting your time worrying about what his mother thinks of you. My mother never gave a damn about me, and yet I've tried most of my life to please her and get her to take notice of me. And what has that gotten me? Absolutely nothing. She's a cold-hearted bitch, and partly the reason why my life's been so screwed up. Worrying about what my mother thinks of me won't make my life better. Neither will worrying about what Maxwell's mother thinks of you, make your life better." On impulse or in a desperate attempt of getting Fran to believe her, she took hold of one of Fran's hands and gave it a squeeze. "Forget about her and go live your life with Maxwell the way you deserve. You and Maxwell deserve each other, and the children deserve you. Don't let anyone take all your happiness and love away from each other." CC noticed the look in Fran's eyes and sighed. "I still haven't convinced you, have I?"

Fran shrugged but then shook her head a bit.

"No, not completely."

"Fran, Maxwell loves you. He can't take his eyes off of you, and it's not just from the outfits you wear." That made Fran grin a bit, and CC grinned too. "He's mesmerized by everything you do, and I know how much he loves you just by you loving the children. You put the smiles back on Maxwell and the children's faces and filled the mansion with laughter again. And if you don't marry Maxwell, you'll take all that away again." She gave Fran's hand another squeeze. "Are you convinced now?"

Fran smiled and nodded.

"Yeah, I think I am." CC sighed and threw her hands up in the air in victory.

"Finally!" She then stood up. "Come on. Let's get you ready before you change your mind again."

CC was about to walk over to the table to get Fran a tissue, but before she got anywhere Fran pulled her into a hug. She was taken by surprise and was a bit uncomfortable at first, but ended up hugging Fran back.

When they released each other Fran gave CC a sincere warm smile.

"Thank you, Miss Babcock. I'm still very shocked about this whole new attitude of yours, but I'm also extremely happy."

"You're welcome. And in light of this new situation, I think it's only fair if you call me CC, now that I call you Fran." Fran gaped shocked again, but quickly smiled and nodded.

"I'd be happy to, CC."

They gave each other one more smile before CC helped Fran get ready.

Outside the door Niles shook his head in amazement. Halfway through their conversation he'd looked through the keyhole, and was surprised when he saw CC taking Fran's hand, and even more surprised when Fran hugged CC and she hugged back. Knowing that everything would be fine, and that it would only be a matter of minutes before Fran walked down the aisle, he walked back to everyone else with a huge smile on his face.


Back at the altar everyone had anxiously been waiting for Niles. Brighton was the first one to spot him coming back, and he nudged Maxwell.

"Niles is back."

Everyone stood up from their seats, and waited to speak again until Niles stood in front of them. Maxwell looked behind Niles.

"Niles, where's CC?" Niles smiled.

"She convinced Miss Fine to walk down the aisle, and is helping her get ready as we speak." Everyone gaped.

Sylvia shook her head finding what Niles had said hard to believe.

"You mean to tell me that Miss Babcock is actually helping someone else?"

"Yes."

Maggie looked at Niles like he'd grown an extra head.

"And she's actually helping Fran of all people?"

"Yes."

Brighton shook his head in shock, and needed to hear Niles say it one more time.

"Miss Babcock is actually helping Fran get ready to marry Dad?"

Niles sighed slightly from the constant mistrust to CC intentions. However, he kept on smiling to keep up appearances.

"Yes."

"Wow that's really incredible."

"Yeah, I'll say."

Sylvia shook her head still not convinced.

"I'll believe it when I see it."

"Well that should be in a few minutes from now. But when you do see it, don't let Miss Babcock know that I've been listening at the door."

Everyone looked around at each other and they nodded.

A few minutes later CC walked down the aisle. She smiled when she reached everyone, but Maxwell was still concerned, and still not completely convinced that CC had been able to get Fran down to the altar.

"CC, what happened? Where's Fran?"

"Fran will explain everything to you at a more convenient time. As for where she is, she's ready to walk down the aisle. She's just waiting for the music to start."

Sylvia gave CC a skeptically look.

"You mean to tell me that you of all people were able to convince Fran to walk down the aisle?"

CC looked at Sylvia and saw the look in her eyes. She then looked around at everyone else gathered around her. They all had the skeptical look on their faces with the exception of Niles. She then sighed and nodded.

"I know, I haven't been the most supportive person of Fran over the years, or supported her relationship with Maxwell. But I assure you all that I only have her best interest at heart. I'm not going to stand in the way of her happiness. In fact, I want nothing but happiness for her, and I fully support this marriage."

Everyone gaped at her with the exception of Niles. However, yet again Niles wanted to slap Maxwell upside down for being surprised at CC's change in attitude. He was actually looking forward to Maxwell going on his honeymoon, so that he didn't have to witness him being so dense and slow on the uptake.

"Miss Babcock, you just called Fran by her first name?"

CC turned her head and looked at Gracie. She was glad that someone was finally smiling at her, and seemed to trust what she'd said. Although, she had noticed that Niles' reaction hadn't been the same as everyone else's.

"That I did. And you know what? I'm happy about that." She noticed that Maggie and Brighton started to smile too. However, she noticed that Sylvia still wasn't convinced.

"So, Miss Babcock, you mean to tell me that when asked if anyone opposes to the marriage, you're not going to object?" CC gave Sylvia a sincere warm smile hoping that would convince her.

"Sylvia, I'm not now nor ever going to do anything that would destroy this marriage."

Sylvia eyed her, but finally sensing that CC was telling her the truth. She shrugged and nodded.

"Alright, I'm taking your word for it. But mostly because I'm starting to get hungry." Everyone rolled their eyes, and CC then looked at Maxwell.

"So, are you ready to get married?"

Maxwell finally smiled at CC and then looked around at his children and smiled at them too before looking back at CC.

"Yes, I am."

"Good. Then let's get you and Fran married already."

Everyone nodded in agreement, and just when CC was about to turn around to go back to her seat, she was stopped by Sylvia's hand on her arm.

"Morty and I would like you to sit with us."

CC's eyebrows rose to the top of her head in shock.

"Really?"

"Yes, really." CC then smiled back at Sylvia.

"I'd like that very much."

CC took a seat next to Yetta in the front row. She then looked at Yetta when she felt Yetta's hand on her arm and saw her leaning in.

"You know, Miss Babcock, I'm quite turned on by you from watching you just now. Care to dance with me at the wedding?"

CC groaned and was about to protest, but then just rolled her eyes and shrugged.

"Sure, why not? I'll dance once or twice with you."

"Good."

She rolled her eyes again when she felt Yetta taking her hand in hers, and when she looked up at the altar, she noticed Niles looking at them and having a hard time controlling his laughter. She shook her head but wasn't really surprised that the nosy butler had overheard their conversation. She tried to glare at him, but couldn't stop the smirk from forming on her lips. He eventually stopped laughing and smirked right back.

Seconds later the music started to play and everyone stood up, and finally Fran walked down the aisle.

TBC