Author's note: Since I've been getting so much lovely feedback on my other fic I finally found the motivation to get this story officially started! This was the first Fran/Maxwell idea I came up with and what got me excited about writing again. It's gonna be a pretty short one, likely three chapters. I went back and forth on the time placement of this one and landed on it taking place after 'The Fifth Wheel'. Please let me know what you think of this one and if you would like me to continue!

Maxwell always found himself feeling jealous anytime Fran was in the presence of another man. He still remembered the first time he felt it, a ping of envy running through his veins as she stood fawning over that phony soap opera star. Back then he told himself it was just because he was afraid if she met a guy and fell in love then she would leave them, but over the years he came to accept the real reason why.

He was in love with her. He was in love with her and the only person he could truly admit that to was himself and even that took years to accomplish. The idea of another man thinking about her the way he thought about her, or even worse, the idea of her thinking about another man in the way he knew she felt about him drove him absolutely crazy.

He spent a while playing it off to her as if he didn't care that much, making a joke here and there about the man she was seeing when he got the chance. Anything casual he could throw out without exposing his true feelings. After a while even that became impossible. It wasn't exactly intentional, but he began actively trying to sabotage her chances with anyone else. Hell, he went as far to book both their families on a cruise just to keep her away from someone she might believe was the man of her dreams.

The latest attempt was one of his finest. He had actually convinced her to give up on men all together and get into therapy to get past her need for commitment, buying him more time to get past his fear of it. He was actually pretty proud of it, but part of him did wonder how long it would last. She was pretty set on settling down and having a family, that wasn't just going to go away with a few sessions. For now though, he took peace in the fact that there were only two men in her life outside of her family.

The only other was a man he never had to worry about around her. His butler and childhood friend, Niles. Since they had all met he could tell their connection, it was one of pure friendship and admiration for each other. It made him glad to see, knowing that even when they were at odds with one another that she had him to run to if she needed advice or some comfort.

Niles always had a way of conveying the things he was too scared to say aloud to her so she would understand his sometimes less than clear actions toward her. The same could be said the other way around, it was almost like he had a blueprint he could pull out anytime necessary to show him exactly where he went wrong and how he could fix it.

If he was lucky, with the help of him and this new literal boycott, he wouldn't have to be concerned about Miss Fine with anyone else.

"Mister Sheffield." Fran called out, walking into his office and getting his attention away from his work.

Maxwell gazed up at her as she spoke, a sense of calm washing over him just from having her near him. "Yes, Miss Fine?"

"Do you have a minute to chat?"

"Would it stop you if I didn't?"

"Probably not."

"Nanny Fine, we're working." C.C. said from the couch as she flipped through some budget files. "Can you make this quick or save your antics for later when you're all alone?"

"Twenty bucks, that isn't the first time she's said that." Niles said, making Fran smirk as she sat down on the back end of Maxwell's desk.

"What is it that you needed to chat about?" Maxwell asked, taking off his glasses and sitting back in his chair to give her his attention.

"Gracie's school is putting on another play this year and I tried to sneak out the same way I had the last couple times, but that head mistress hunted me down just to ask if I could convince you to take part in it."

"I'd love to help, but we are busy right now trying to put on our own production."

"I didn't know you had a new musical coming up."

"We don't, but Andrew Lloyd Webber does. If we want any chance at beating him out this year at the Tony's we have to find something good, fast. It's not gonna be easy either, yesterday was only opening night and it's already getting endless rave reviews."

"Wow, what's it about?"

"It is some ridiculous love story." C.C. chimed in, getting a newspaper off the table to read. "Listen to this. Hearts and Hierarchy: The Nursemaid, the Butler and the Master. It's an old-time story set in the 18th century about a wealthy businessman who lost his wife to typhoid fever. His household is run by his butler and his six children are taken care of by his nursemaid."

"Six children?" Fran said, shocked.

"It wasn't uncommon back in the day to have a lot of children." Maxwell explained. "Given how few contraceptives they had and their religious beliefs, not to mention the lack of entertainment."

"Well, for my sake, I'm glad you and your wife owned a television. Three is already more than enough." She said, looking back to C.C. "So, the master and the nursemaid have a little romance then?"

"No, it says their feelings for each other go unfulfilled and she seeks comfort in the arms of the butler who she has worked beside for many years and who had known that master since they were children."

"It's a ridiculous idea if I ever heard one." Maxwell said. "Like anyone is really going to believe that this woman is going to give up the chance with a man she has been in love with for years and settle for the butler." He said, glancing over at Niles. "No offense, ol' man."

"None taken." Niles said as Maxwell started to grab his cup of tea. "Though maybe the woman got tired of the man belittling the butler that they hatched a plan to poison him slowly in his daily tea so they could take over the household once he was gone."

Maxwell tilted the cup back without taking a sip, setting it back on his desk and scooting it away from him before he cleared his throat and looked over to C.C.. "Is it true that they have already sold out the first two months?"

"I think it's up to three now." C.C. said. "Can you believe that arrogant bastard actually sent us a couple of tickets for tonight's show? Just trying to taunt us no doubt."

"Andrew Lloyd Webber sent us tickets?"

"Yes, didn't you get them? I was told they left them with the butler." She said, all of them looking over to Niles.

"And I immediately tossed them into the garage bin." Niles said.

"Well, good, that is where they belong." Maxwell said.

"I take it you're busy tonight then with your search for a new play?" Fran asked Maxwell. "Brighton and Gracie have plans for sleepovers and Maggie is working on that essay she has due Monday. I thought we'd hang out together and watch a movie or something."

"I'm afraid so." Maxwell said, sadly. "Niles is off early tonight, maybe you two could do something."

"Sure, if you're up for it." Fran said, looking over to Niles.

"Normally, I would accept, but I couldn't get much sleep last night so I think the second I'm done I'll be off to bed."

"Why'd you have trouble sleeping? You having nightmares again?"

"What nightmares could he have that would be scarier than his actual reality." C.C. said with a chuckle.

"Well, there is this one with a giant blonde haired cockroach." Niles explained. "But last time I squashed her dead and I haven't had that dream since." He added, smirking over at her.

"Okay, well, I'm gonna go get the kids ready for their sleepover. And since neither of you are free, I'm gonna gear up for a night on the couch with my two of my other favorite guys." Fran said, hopping down off the desk.

"What other guys?" Maxwell asked, a little worried.

"Ben and Jerry."

"Ahh." He said, the both of them smiling at each other as she left the room.

"How ironic, don't you have similar plans tonight?" Niles asked C.C. as he walked over and handed her a cup of tea. "But with Jack and Daniel."

"You know, if you are still having trouble sleeping, a blow to the head might help." She said, sipping at her tea.

"I already have something else in mind. I'm planning to use the old 'counting sheep' method, but instead of sheep, I'm going to count all the men I've seen running out of your life. That should last me till I fall asleep or die of exhaustion."

Later that day Fran had gotten both the younger kids off to their sleepovers and she set Maggie up with some study snacks. Now the only thing left to do was figure out what she wanted to do with the rest of her evening. She'd been pretty disappointed that Maxwell was too busy to hang out with her, she very much enjoyed their new arrangement of being alone together.

They spent most of their nights together now, playing cards or watching old movies. It wasn't the relationship that she had hoped for from him, but it was a step in the right direction. She was becoming more accustomed to their hot and cold relationship, never setting her hopes too high for him to finally make a move. She'd like to think that she knew of his feelings for her, but the longer she waited, the more she began to wonder if it was just wishful thinking on her part.

Deciding not to give it another thought, she picked herself a movie to watch and headed to the kitchen to make some popcorn. She set the tape down on the counter, walking over to the pantry to get out a pack to microwave. Grabbing the box, she furrowed her brow at the weight of it, shaking the box around then opening it to see it was empty inside.

"Of course." Fran said, tossing the box in the trash and grabbing out a bag of kernels. "I guess we're going old fashioned tonight. Now, where do we keep the popper?" She said to herself, setting the bag on the counter as she squatted down and started looking through the cabinets. Luckily it wasn't too hard to find and she grabbed it out, standing back up and setting it on the counter as she noticed Niles heading toward the backdoor. "Niles?"

Niles jumped at the sound, freezing in place a moment before turning around and looking back at her. "Miss Fine." He said, casually.

"My my, that is an awfully strange set of pajamas you got on there." She said, walking toward him and looking over his semi-formal attire.

"I, ah, I couldn't sleep still so I, I decided to go out and get some NyQuil. Yes, that's what I needed." He said, unconvincingly.

"Oh, I have a bottle of that." Fran said, watching the look of disappointment on his face. "So, I guess you don't have to make the trip after all." She said, smirking as she stared him down.

"Okay, fine, you caught me! I'm sneaking out to go see Andrew Lloyd Webber's new musical."

Fran gasped, covering her mouth. "Niles! How could you?" She said, shocked.

"I'm dying to see it and it seemed like the perfect opportunity when I was just handed the tickets. I still have the extra one, I'll give it to you if you don't tell anybody."

"No! Do you know how hurt Mister Sheffield would feel if he knew either of us went to one of that man's plays?"

"Yes, and that is exactly why I'm sneaking out while he is on a call." He said, making Fran roll her eyes.

"Why do you want to see this play so badly anyways?"

"I heard a rumor that the butler finds a discrepancy in the master's work and he tells the head boss who offers him a hefty salary and his own town car." He said, excitedly.

"That doesn't matter, it's just fiction. You're getting caught up in a fairytale."

"When the master finds out about the love affair between the nursemaid and the butler, he finally works up the courage to confess his love for her and they share a passionate love scene in her chambers."

Fran paused for a moment, raising her eyebrows. "I'll hurry and get my coat before he gets off the phone."

A couple hours had passed by and Maxwell was done with work, finishing up earlier than planned. He walked around the house, looking for any sign of the one person he was hoping to see. When he got to the kitchen he saw the popcorn maker, kernels and movie tape sitting on the counter. It looked like he had made perfect timing to join her for a movie night.

Maxwell heard the kitchen door fling open and he smiled to himself. "You still got room on the couch for one more guy?" He said as he turned back in that direction, surprised when he saw it was his oldest daughter. "Oh, hey, sweetheart."

"I take it you thought I was someone else." Maggie said, walking over to the fridge and grabbing out a soda.

"I was looking for Miss Fine, but I haven't been able to find her. Do you know where she is?"

"Yeah, I saw her leaving out my window a couple hours ago. She and Niles were going somewhere together."

"Niles? He told me he was dog-tired and going to bed hours ago."

"I haven't heard them come back, so I guess he got a second wind."

"Must have." He said, grabbing the tape off the counter. "Are you watching a movie then? Because I'm free if you don't mind some company."

"No, sorry, I'm still working on my essay. I was just coming down to refuel." She said, holding up her soda can. "Fran told me she was going to watch a movie, I guess she was getting it ready when something better came up."

"Well, that's good. I was feeling bad thinking about her all by herself tonight."

"I hate to leave you the same way, but I really gotta get back to that paper."

"Oh, of course. Good luck."

"Thanks dad." Maggie said, giving him a quick kiss on the cheek before leaving.

Maxwell sighed, grabbing the movie tape off the counter and reading the label. "Funny Girl." He said to himself, smiling as he shook his head at her choice. He wished that he had been able to finish with work earlier, maybe he could have caught her before she went out and she would have been happy to stay home and have him join her.

That was just a pointless thought now. Besides, they would have plenty of other nights to spend together. He set the tape back down, deciding to put away the other things she had left out before she had left.

The next morning had come and with most of the kids out of the house, Maggie sleeping in after staying up so late writing her paper and Maxwell and C.C. busy with their work, everyone decided to go their separate way for the morning.

For the first time Fran was actually happy that they weren't having a big family breakfast, not that she didn't love them dearly, but her and Niles had gotten home so late last night that they hardly had time to talk before going off to bed and she was amped up and ready to discuss the play with him.

Fran had practically skipped into the kitchen when she joined Niles who had been about to clean up after putting on a fresh pot of coffee, which had since gone forgotten and the grounds sat loosely on the counter as they continued rambling on about their favorite parts from the play.

"And then that love scene between the nursemaid and the master." Fran said enthusiastically as she grabbed onto Niles' suit jacket and gripped it tighter. "When he finally grabs her and holds her and tells her not to leave with the butler because he's been madly in love with her since the moment he laid his eyes on her, oh god!"

Maxwell pushed the kitchen door open for him and C.C., stopping suddenly when he saw their embrace. They both looked back at them, shocked expressions on their faces.

Fran unclenched her hands then started nonchalantly dusting his jacket. "Ah, there you go. I think I got it all. You're all good now." She said, patting on him before she dusted her hands off.

"What did you have all over you?" Maxwell asked, walking over and setting his coffee mug on the counter.

"Scone." Niles said.

"Pie." Fran said at the same time, both of them sharing a glance before she looked back at a confused Maxwell. "It was a pie filled scone."

"Yes, that new little pastry shop in town is selling them. I picked up a dozen this morning." Niles added.

"Well, that sounds delicious. I'll have one of them with my coffee." Maxwell said.

"We ate them all."

"You ate twelve pastries all by yourself?"

"My mother was here." Fran said, grabbing his mug to fill up.

"Ahh, well, next time you are in town pick some more up, will you?"

"He can't." She said, sliding his cup back over near him.

Niles looked over at her, now equally confused. "I can't?"

"The shop burned down."

"It burned down since you were there this morning?" Maxwell asked, stunned.

"Oh, yes." Niles said, looking back at him as he played into the lie. "Freak accident."

"Okay." Maxwell said, staring at the both of them oddly as he picked up his mug and left the kitchen again with C.C..

"It burned down?" Niles said in disbelief.

"I didn't know what else to say!" She defended. "He wanted pie filled scones from a shop that doesn't exist!"

"They can make pie filled scones at any bakery in Manhattan."

"Really?" Fran said, tucking her upper lip in as she looked over at him.

Niles squinted back at her, annoyed. "You're going to make me go pick some up, aren't you?"

Over in Maxwell's office he was sitting back down at his desk, looking off at the door and wondering about the strange encounter he had just witnessed in the kitchen. He had hardly paid attention to a word C.C. had said since they got back in there, but then again, she was reading reviews for Andrew Lloyd Webber's new play so he wouldn't have cared that much even if his mind wasn't preoccupied.

"Maxwell, are you listening to me?" C.C. asked, noticing him staring off into space.

"What?" He said, looking back at her. "I mean, yes, sorry, I'm listening."

"What are you thinking about?"

Maxwell shrugged. "Do you think Miss Fine and Niles were acting rather strangely this morning?"

"How is that any different than usual?"

"I'm not sure. Just the way they were standing so closely when we walked into the room, her hands gripping onto his chest in that passionate fiery way of hers." He said, secretly wishing it was him on the receiving end.

"She was just dusting off his coat, the man eats like a baboon."

"If that's all it was then why did they split apart like shrapnel the second they saw us like we had just caught them in an intimate moment? And what was with all those shared glances and nervous answers?"

"What are you getting at Maxwell? You think that your nanny and butler are having some secret love affair like the characters in Webber's musical?" C.C. said, laughing as if it was the most outrageous thing she'd ever heard.

Maxwell stayed quiet. He couldn't believe it himself, but the thought of it didn't seem that crazy to him now.