Author's Note: Same disclaimers - don't own the show or characters. However, if I did, it woulda been spicier!

Niles had been delivering Mr. Sheffield's tea at precisely 10:30 every night, thirty minutes before Maxwell's strict bedtime on work nights, for decades now and rarely did anything surprise him. But tonight…tonight was different.

He pushed open the master bedroom door with quiet precision, balancing the tea tray effortlessly. He was shocked to see Maxwell had already turned in. The lamp was still on while he was sprawled in bed asleep, hair slightly tousled, duvet askew. He figured Maxwell had a long day but then he started murmuring. At first, Niles ignored it. His employer had muttered things in his sleep before but then what came next almost made Niles nearly drop the tray. "Miss Fine…" followed shortly by "Mrs Sheffield…"

That's when Niles noticed the lipstick tube lying beside him, having fallen out of his grip. He leaned closer, fascinated. It was her lipstick. "Oh, for heaven's sake," Niles hissed under his breath. "The poor man's finally cracked."

He turned sharply, tray still in hand, and fled the room in search of the woman responsible for this scene. Miss Fine surely had to see this.


Downstairs in the kitchen, Fran was having a late night nosh as she always did, hair up in a messy bun and wearing a robe. But when Niles bursted in, face flushed and breathing a little too hard from running down the stairs, she jumped.

"Miss Fine!" He said, trying to sound casual and failing miserably.

"What did I do?" She asked.

"Listen. I need you to bring Mr. Sheffield his tea tonight."

Fran blinked. "Me? What, did your tea-pouring hand cramp up? I'm not exactly the butler here, Niles. My job is to take care of the children, not Mr. Shef—" Wait, was she being given the opportunity to go into his room at night? Had he asked for her?

"On second thought, I'll take this!" She agreed, taking a quick bite of her snack, and picking up the tray. "Did he ask for me or something?"

"Well, it's just today is… special. Consider it a morale booster."

"You're being weird," Fran narrowed her eyes suspiciously.

"Just go! I don't think you'll be sorry you did!" Niles ushered her up the stairs before she could demand more information.

"Okay, okay, I'm going. Sheesh…"

She had half a mind to swing by her room and change into something sexy first but maybe she would just flash a little bare shoulder. Niles seemed to find it extremely important that she went to see him right now. There had to be a reason.


Upstairs, she entered the master bedroom quietly, not quite sure what to expect. The air felt heavy with something unspoken. Maxwell was still asleep, tangled in Egyptian cotton sheets, lips parted, brow furrowed ever so slightly.

"Oh Fran…" He moaned.

She froze.

Oh my God.

That was not at all what she expected. He was dreaming about her?

Her eyes drifted to the bed—and there it was. Her lipstick, just out of his reach. The lipstick she had given him when he fake proposed to her. Her honeymoon outfit that she requested he'd return right before she told him to suffer… She reached out and picked it up, rolling it between her fingers.

So, this is what's been driving him crazy? She smiled to herself. He sure was suffering…

She glanced back at him, studying the slight rise and fall of his chest. And then, just as she tucked the lipstick into the pocket of her robe, he shifted and sighed again.

She looked back at him and now it was clear from his physical reaction exactly what kind of dream he was having of her.

Her eyes widened. She knew she should leave, get out before he saw her there but the tea tray was suddenly feeling awful heavy.

She decided she was going to set it down lightly before leaving as quickly as possible. However, her slipper bumped his loafers on the ground, and as she slightly tripped the tray went down with a rather loud clank.

Maxwell jolted up, breathing heavy.

"Miss Fine?! What are you—?" Mid-sentence he quickly became aware of his worked-up state and the fact Fran was there and quickly positioned a pillow over himself. She also turned away so as to not embarrass him further. She had to admit even she was a little shocked at the circumstances she found herself in. "What are you doing in here?!"

"Uh, Niles told me to bring you your nightly tea…" She said so innocently, almost as if it was a question.

Maxwell ran his hands over his face in frustration then through his hair. "Tell him that he's fired!" He ordered angrily.

"Will do, Mr. Sheffield," She replied, looking back at him. She thought about saying something but didn't. His eyes met hers, then she looked away again.

"I'm just going to be going. Enjoy!" She half-giggled, before turning toward the door and leaving.

She knew now was not the time to further address the very obvious situation they had on their hands but this dream fiasco officially proved she had him right where she wanted him — on the edge of surrender.

She smiled as she pulled the lipstick out of her pocket and placed it on her nightstand. "You have caused quite the damage," She whispered to the little tube. "And your job is not quite done yet."