(My first foray into a Max/Fran story, at Debbie's request. :o)
The true Nannyphile should be able to spot certain lines that I borrowed from certain episodes. There are 7 in all. Critiques welcomed & appreciated!)

I Spy a Nanny

by

IvanaBgood
(IvanaBgood@aol.com)

"I'm sorry…excuse me," the brunette sniffled as she bumped into people down the busy New York sidewalk.

Tears fell quickly from her lashes, her vision became blurred. As she rummaged through her purse looking for tissue, she ran solidly into another person.

"I'm sorry," she quietly said as she looked up.

Concerned green eyes looked down on her. "Are you okay miss?"

A troubled smile filled her face as her body shook with repressed crying.

The man's face frowned in concern. "Come here and sit down," he invited as he pulled a metal chair out from the patio of the small little bistro they were standing in front of.

"Thank you…very…much," she gulped, as she blew her nose. "You're very kind."

"Think nothing of it. The name is George Cohn," he held his hand out.

"Hi George. I'm Fran. Fran Fine." She firmly shook his hand. "I don't usually cry like this…not without a box of mallomars handy anyway," she smiled. A smile whose corners quickly turned downwards.

"It's okay, I understand." He patted her consolingly on her arm.

"You do?"

"Yes. Man trouble, right?" He guessed.

"Yes," Fran sighed deeply. "My fiancé just broke our engagement. And not only that, he was my boss. So now I'm out of a job to boot."

"Waiter!" George called out. "A glass of wine please, would you like something to drink?"

Fran shook her head no, but said, "A pink squirrel - hold the nuts."

George grinned, "One pink squirrel, coming up."

"Thank you. It's awfully nice of you to be so concerned about my troubles, being that we're strangers and all. Unless…" she looked at him warily, "You're not one of those men my mother warned me about, are you?"

He looked at her curiously. "I don't think so…what did she say about men like me?"

"She said, 'be careful of handsome, thoughtful men who stop you in the street - unless they're hotdog vendors and they wanna know if you want it with or without onions.'"

George laughed, "I'm sorry. As you can see I'm frankfurterless."

"Aw, c'mon. I bet if I frisk you, I'm sure to find a foot-long somewhere," she laughed.

The man listened in astonishment as her loud braying filled the air. This woman was something else! I think I finally hit pay dirt. A beautiful body and a winning personality - he'll never be able to resist her. Although that laugh…oy!"

As her laugh ended, she realized something. "Wait a minute. George Cohn - you're Jewish?"

"Yes."

"Oh. Okay. I see. Your wife doesn't understand you, right?" she said sarcastically.

"I'm not married," he grinned.

"On parole?"

"No arrest record of any kind. Although I did get a speeding ticket on my way home to Great Neck once."

Fran's arms flailed around. "Oh my god, oh my god!"

"What's wrong?" George asked in surprise.

"I think my mom just fell out of the couch and is fighting an urge to call Benny's Clam Bar to make reservations for a wedding reception."

George shook his head, trying to follow her statement. "What?"

"Never mind," Fran smiled. "So George - what do you do for a living?"

"I own a few businesses. Ronnie's Slack Shack, Vinnie's Jacket Racket…"

"Over by the Union Turnpike?"

"Yes," he nodded.

She grabbed his arm, "Don't tell me you own the Blouse House too?"

"Guilty," he smiled as he took her hand. "Fran are you free tonight. I would love to take you out to dinner and make up for your lousy day."

"Believe me, it's turning better by the second," she muttered.

"Excuse me?"

She smiled and squeezed his hand. "I would love to George!"

A few minutes later Fran whistled a happy tune as she watched George walk away. This is too good to be true!

~~~~

Fran took in the subdued clinking of the silverware and the waiters with their very good postures as they waited at attention nearby. "Wow, and I thought it was pretty classy when Jack-in-the-Box got those twisty straws."

George chuckled. "I hope this place is to your liking. I found it about a month ago and I was thinking of taking it over."

"You're going to buy La Varenne?"

"Maybe…I find that shopping is the only thing that can keep my mind off of her," he sighed.

"Well, I know when I get depressed a new pair of pumps from Shoe Pavilion gets me through the day…her?"

"Yes," George replied distractedly as he sipped his wine, "Sara."

"Sara?!…back the bus up Mr. Partridge!" Fran leaned forward.

George's forehead wrinkled in thought. "There was no Mr. Partridge. Well, there was…but not really."

"Will you stop talking about birds!"

"You brought it up."

"And you brought up Sara…who is Sara?"

"My sister. Actually my half-sister. Which brings me to a proposition I have for you, Fran." He set his glass down and became all businesslike.

"I don't think I'm gonna like this."

"No, please - keep an open mind."

Fran sat back and looked at George. Really looked at him. He was a middle-aged blond man, his hair was going grey at the temples. He wore a well-cut dark business suit and a pair of designer-framed glasses. A very expensive gold watch adorned his left wrist and a solid gold ring on the same hand. Also, he had that scrubbed 'never been dirty' look that only the rich possess.

"What is it?" Fran asked warily.

"Fran I was adopted as a baby and just this past year I wanted to find my roots. Well, I found them and I found my mother. She doesn't want anything to do with me. Apparently she never told her current husband about me and wants me out of her life. But I also found out that I had a sister and coincidentally, we met just before she died. Only we didn't know we were siblings."

"Aww…your sister died? I'm so sorry." Fran reached out and squeezed his hand consolingly.

"Yes. She was very sweet. And kind and generous," he smiled thoughtfully. "We met at a charity function and warmed up to each other right away."

"What do you need me to do?" Fran asked as she looked down at her dinner salad.

"When I found out she was my sister I called her up immediately. But I was told she had passed on. I kept calling repeatedly wanting to talk to her husband, but his butler informed me that he did not wish to talk to anybody."

"Eh heh…," she nodded as she bit into the cherry tomato.

"Then one day at this Men's Club…"

"Wait a minute…a Men's Club?"

"Yes."

"Filled with attractive, successful men lounging around?"

"Yes."

"Where do I sign up?" she grinned.

"Fran, will you please pay attention! I need to explain something to you."

"Okay, I'm sorry. It's a knee-jerk reaction that my mother taught me. I'll keep quiet, I promise. Go on."

"Anyway, these men that I met there were talking about Sara's husband and it piqued my curiosity. So I joined the conversation."

"What happened?"

"Apparently, Sara's husband, Maxwell Sheffield, was determined to become such a huge success in the theater that he worked hard day and night, ignoring his wife and children so that he could attain his goal."

"So what - lots of men do that. It's sad, but it's true."

"Yes, but Sara became despondent and soon began to take pills. It was the beginning of her downfall."

"Ohh…the poor woman and her children!" Fran tsked.

"I want Maxwell Sheffield to pay for what he did!" George said vehemently.

"Wait a minute. How do you know all this is true?" Fran asked.

"I followed up on what their children are up to and what has happened since Sara's death. He has continued to work hard and his children are being totally ignored."

"The poor things!"

"The reason I asked you out is because I need your help," George looked at her pleadingly.

"Just my luck, a rich Jewish businessmen asks me out, but isn't interested in my body," Fran sighed. "Okay, what can I do you for?"

"Maxwell Sheffield needs a nanny. Apparently, his kids keep scaring them away…"

"Wonderful!"

"…suffice it to say that now, I've been looking for a way to bring this man down and now I think I have it. I've heard the merest whisper that he may be acting illegally in the way he's using his companies monies. It's rather technical to explain to someone who isn't conversant with the stock market," he added, guessing correctly that Fran knew nothing about it at all.

"Well, I can understand you wanting revenge on this man, but I really can't see where I could possibly come into it," said Fran in puzzlement.

George cleared his throat. "If he is acting illegally, and of course it may not be true. It could be a rumor that someone who has reason to dislike him has put around, but the only way to find out one way or another is to get close to him, to find out his secrets. And that's why I need your help Fran."

Fran stared at him, "You mean you want me to try and get close to a man who's already ruined your sister?" She got angrily to her feet. "You are off your rocker to think that I would even entertain the thought! And for your information, I'm not the type of girl who would get close to a man for money!" Fran covered her head all of a sudden.

"What's wrong?" George looked around.

"For a second there, I thought my mother's screeching would cause the earth to tilt on it's axis."

"Fran please. I know you're not that type of girl. That's why I think you're perfect. You're sweet and I can see that you're a very honest and engaging woman. Just like Sara. He'll fall for you in a second. He won't be able to help himself. Please Fran. If it gets the least bit dangerous of course I want you out of that house."

"I can't believe that I'm thinking about doing this for you. We only just met."

"Thank you Fran." George released the breath he was holding.

She sighed. "What do you want me to do?"

"Get hired as his nanny. And try to keep your eyes and ears open for any information I could use to bring him down a notch. I know it's juvenile, but I just have to do this. I'll pay you along with his wages and provide you with designer clothes if you want."

"Designer clothes for a nanny?" Fran replied in surprise and shrugged, "Okay."

"Thank you Fran. You don't know how much this means to me. It'll be over, three months tops."

"But how do you know he'll hire me to watch his children? I don't have any experience as a nanny."

"It all has to be an off-chance meeting…I know!" George snapped his fingers. "Pretend to be a door-to-door cosmetics girl, I see them in my neighborhood all the time. I'll arrange it so that when you stop by, the nanny he's expecting won't show up and then he'll be forced to take you!"

"Gee thanks! Nothing like feeling wanted."

~~~~

Fran stared up at the imposing mansion. "Oh boy. Okay, here goes…wait, let me practice one more time," she muttered to George who hid behind some bushes.

"Hello, I'm Fran Fine your Shades of the Orient cosmetics girl - oyyy what a loser!"

"You sound perfect - go, go!"

Fran's eyes widened at the very dapper man who answered the door. Yowsa! This may not be so bad after all!

He led her into the opulent foyer and she waited nervously for Maxwell Sheffield to appear.

Her heart began to beat rapidly as she heard footsteps approach, and her eyes stared up at a very handsome face. His features were clean-cut and fine-boned, then she saw a confused mixture of sadness and cynicism in the way he held his head and a strength in the thrust of his jaw.

Reluctantly she looked into his eyes as she stretched to shake his hand. They didn't have the look of arrogance that she expected. In fact, her heart did a few thousand somersaults as she beheld his eyes with hers.

Unfortunately, the whole interview was a disaster. And his tuft-haired son couldn't stand her.

But then a phone call happened and next thing she knew, Niles the butler was leading her to her very own room in this very majestic house.

Her fingers glided across the rich mahogany dresser and the matching mirror.

"Val will just die, when she sees this place!" Fran then jumped on her queen-sized bed and felt her body sink into its sumptuousness. "Ahhh…mmm…ohhh…yessss…"

A light tapping on her door.

"Come in!" she called out gaily.

"Are you alone Miss Fine," Niles inquired as he looked around.

"Of course, why do you ask?"

"I heard moaning," he smirked.

Fran grinned. "This bed feels like I'm laying on a cloud of sweet cotton candy."

Niles laughed as he took in this beautiful woman, who charmed him almost instantly. "Mr. Sheffield wanted me to inform you that breakfast will be served promptly at 8 a.m. tomorrow. The children will be meeting you there and you can plan your day with them."

"Okay, thanks Niles."

Niles nodded his good-bye and just as he was turning away…

"…Uh Niles?"

"Yes, Miss Fine?"

"Is it alright if I went down to the kitchen and fixed myself a light nosh. I've got an awful schtick in my gaderum."

His forehead creased in confusion. "I'm an accomplished chef, but I must say I never fixed a 'nosh' before. As for whatever else you said…" he shrugged.

Fran laughed loudly and the sound surprised the butler to no end.

"How about I show you how to make one then?" she asked appealingly.

Niles smiled and held the door open, "After you."

~~~~

"Good morning!" Fran greeted, her arms upswept as her pink fuzzy slippers made a soft shushing noise on the parquet flooring. She looked around in surprise at the family sitting at the dining table dressed at 8 in the morning!!

Breakfast was an eye-opener! The food was fabulous and set up like a buffet.

Her eyes looked around as she studied the children. Very quiet. And what good postures! Must be something they teach the rich.

~~~~

Fran put the finishing touches on Maggie's make-up and backed away. She looked at the young lady with a critical eye.

Maggie stood there, her fingers nervously pulled on the edges of her dress.

"You look beautiful!" Fran smiled.

"Really?" Maggie grinned back self-consciously.

Brighton stopped in his tracks as he entered his big sister's bedroom.

"B, tell your sister how gorgeous she looks," Fran encouraged.

Maggie frowned and waited for the zinger.

Brighton stared at her and then glanced at the framed portrait of their mother next to her bed. Looking down, he mumbled.

"What? Speak up Brighton, we can't hear you," Fran said.

He looked quickly up and then back down, "I said you look nice."

His sister stared at her brother in surprise, "I do?"

"Yeah, yeah - can we go downstairs now? I'm hungry!" he replied as his cheeks reddened.

Fran smiled happily, "Just as soon as Gracie is done."

"Here I am," the little girl called out as she twirled in the room. "I love my dress Fran," her eyes sparkled.

She felt herself choke up, these kids sure claimed her heart quickly. As she bent over, Fran cradled Gracie's face in her hand, "You look like an absolute angel. And B," she turned around and winked, "if I was 18 years younger I would definitely throw a pudding pack at you."

Brighton grinned and puffed his chest up in happiness.

"Let me see if the coast is clear and then you can all follow me down, okay?" Fran suggested conspiratorially.

Three heads nodded back enthusiastically.

~~~~

Niles turned around as he held the tray of hors d'oeuvres. Odd. I thought I heard my name.

"Niles."

There it is again. A flash of red caught his eye and he smiled as he saw the tips of Miss Fine's hair peeking from around the corner above the staircase.

A crooked finger beckoned him.

He set the tray down on the piano and walked quickly up.

Fran stepped out and Niles stood there speechless.

"Wow, now that kind of reaction can make a girl's head spin," Fran's mouth widened.

"To quote my favorite caveman - yabba dabba doo," Niles' brow raised with each word.

Fran giggled, "Aww-how sweet. You think we should come down now?"

"No, not yet. Give me a moment to set things up."

"Okay," she shrugged as they both peeked down. "Who's the blonde with Mr. Sheffield?"

"That's Miss Babcock."

"Striking woman."

"Yes," he replied dryly, "her face does seem a bit dented."

"Niles!" Fran elbowed him.

"What?"

"You have a thing for Miss Babcock."

"Oh, do not!"

"Do too!" she retorted.

"Do not!" he insisted.

"Do not!" she repeated back.

"Do too!" he replied.

"Ah haaa!" she laughed.

Niles frowned when he realized what she made him say. "Miss Fine!"

Fran giggled and Niles couldn't help but chuckle.

"I have an idea. Stay here. As soon as you hear music, make your entrance."

Fran nodded at his instructions.

Briskly Niles walked down and over to a tall, dark gentleman whose long fingers played the soft background music at the party. He tapped the piano player on his shoulder and whispered in his ear.

The man grinned ready to jam. His fingers promptly danced across the keys as he played a lively tune and his voice sang out, "Hey, hey the lady in red…"

Conversations stopped. Glasses stilled. Heads swiveled.

Maxwell Sheffield looked up mesmerized as Fran glided down the stairs. He gulped as his eyes swept from her lovely hair down to her shapely legs as they teasingly peeked out as she walked.

"What's that?" CC demanded to know.

Maxwell gulped again. "That's the nanny…look at that dress!" He couldn't help but comment. If he had glanced around the room, he would have noticed that his pair of eyes weren't the only ones agog.

~~~~

The weeks turned into months and Fran heard from George constantly. She tried her best to spy on Mr. Sheffield, but she became increasingly guilty doing so. This family quickly entered her heart and she didn't want that to ever change. Especially now, stuck inside her parents' home because of an unexpected blizzard. It felt oh so cozy.

"Fran I'm sure all these notes between your mother and Paul the butcher are a complete misunderstanding," Mr. Sheffield replied, trying to console her.

"I hope so, I don't know what I would do if my parents were to break up," Fran felt tears begin to roll down her face.

Maxwell took one look and gathered her in his arms.

Oh no! Fran's mind and body were constantly at war with one another. If she hadn't been forewarned by George about this man she could easily have fallen for him. She found him a stimulating companion, knowledgeable and witty. Ready to teach if she wanted to learn and always listening to her opinions with attention and willing to debate if he didn't agree, not just push them aside as some men would have done. And he was very considerate, always making sure that she was comfortable and had everything she wanted or what he thought she ought to want. Like a taxi or a car waiting the moment she stepped outside. The best seats at plays and operas, the best tables in restaurants, and courteous attention from waiters and the like at all times. Heady stuff and if Fran hadn't often reminded herself that it was merely the background scenery to the part she was playing it would have easily gone to her head. It was certainly very easy to get use to.

But she was still restless in his company, with her nerves stretched taut like wires whenever she was near him. She told herself it was because she had to be constantly on her guard in case she made a mistake, and this was true to a certain extent, but in her heart she knew that it was because he had a devastating impact on her sexually. He had only to touch her and she was filled with a fierce hunger to be loved, a need so intense that it left her scared and bewildered, never having experienced anything like it before. She had wanted men in the past, but never, never like this.

George Cohn had told her to report to him as often as possible, but during that week she grew progressively reluctant to do so. The Mr. Sheffield that she knew and the one he had described to her just didn't seem to be the same person.

But on the Friday evening, as she was getting ready to attend a play with everyone, the phone rang.

"You haven't been in touch," George said without preamble. "Has anything gone wrong?"

"What? Oh no. It's just that we've been out everyday, there hasn't been time."

"Have you given him the pen yet?"

"No. There…er…hasn't been an opportunity."

"Make one." The order was peremptory and unlike his usual mild manner. "I need hardly remind you Fran, that I am not paying you to waste time. I have very largely deferred to your view on how to handle this matter, but now I must insist that you give him the pen as soon as possible. Do you understand?"

"Yes, all right."

That evening, the critic that they worried would pan Mr. Sheffield's play came down sick with food poisoning. And luckily everything worked out for the best.

Mr. Sheffield was so excited that the play received approval that he cradled her face with his hands and kissed her, his mouth explored hers gently, and quickly.

Fran sighed and wanted to move closer, but she kept her arms out in surprise and closed her eyes a moment longer just to remember the feel of his lips.

"Thank you Miss Fine."

"Anytime Mr. Sheffield, anytime," Fran replied back dazedly.

~~~~

"Goodnight Fran and thank you for protecting me from that bully at the park," Gracie smiled just before rolling over, her teddy bear clutched tightly.

"Your welcome angel. Sweet dreams." Fran lightly kissed her on the forehead and turned to leave.

To her surprise, she saw Mr. Sheffield there, as he leaned casually on the door frame.

His eyes crinkled a greeting at her before he slowly walked in and tucked his little girl in. "Goodnight Grace. Sleep tight don't let the bedbugs bite," he softly whispered.

Grace sleepily reached out and hugged her daddy around his neck and he smiled and kissed her fondly on the top of her head.

This is a father who neglects his children? Fran asked herself as she watched the sweet scene unfold in front of her. She walked out ahead of him and watched him quietly close the door behind them.

"Would you like to join me in a late night drink, Miss Fine?"

"I'm not much of a drinker, but okay."

As they walked down the stairs, they were greeted by Niles.

"Ah sir, congratulations again on your play."

"Thank you old man, but I believe it was all luck."

"Yes, luckily the subzero was inoperative…," Niles smiled.

"…and that I was stepping out of the bathroom when that man interviewed me," Fran interjected.

Maxwell laughed. "I would never of thought my career would have rested on those circumstances. But thank god for appliances."

Niles watched as the couple grinned at each other. A small smile played on his features. "Will there be anything else you require tonight sir?"

"No, Niles I think you should go ahead and crawl into my jacuzzi like you want to."

"Jacuzzi sir? Me?" he denied in surprise.

Maxwell shook his head at his wily butler. "In fact, here have a sherry or two," he replied as he offered a tray that held a decanter and a glass.

"Thank you sir, but I seem to recall one already perched on the tub," he grinned before walking out of the room.

Fran laughed. "That Niles - he sure is something!"

"That he is," Maxwell smiled as he poured a couple glasses of wine for the two of them.

They both looked up suddenly as the lights seemed to dim on their own accord and the soft sounds of the stereo played in the background. But the crafty butler disappeared before he could be caught.

Maxwell tilted his head to the side and shrugged his innocence in the whole setting and Fran beamed her delight at his feeling of awkwardness.

As they sat down on the couch, sipping their drinks, and listening to the music, Fran became increasingly uncomfortable. Feverishly she made conversation, finishing her drink too quickly for her own good.

Maxwell seemed in no hurry, nonchalantly taking his time over his drink, and keeping his end of the conversation. At last he put down his glass and stood up. Fran looked up at him with a fast-beating heart, wishing he would say goodnight, but afraid that he might at the same time.

Reaching down, Maxwell took hold of her hand and pulled her to her feet.
"Miss Fine, I wish to apologize for that kiss earlier this evening. I don't know what came over me…" He looked into her eyes and he sighed, all of his resistance seemed to drain away quickly. Without another word, his hands went around her waist and pulled her closer, "And I'm sorry for this too," he said softly, as his hands went up and she felt his fingers caress the column of her throat.

Fran tried to answer him, to give him the light reply she would have used with any other man, that would keep the situation cool and manageable. But somehow it wouldn't come out, she could only close her eyes and sigh as his hands caressed her even more. He bent his dark head to kiss her soft lips. "Miss Fine," he murmured gently. "You're so beautiful."

"Mr. Sheffield," her hands came up in a feeble attempt to stop him, but his lips touched hers expertly, knowing exactly how to rouse her. She moved against his body, loving what he was doing, wanting him to go on for ever.

Then before she knew it, he straightened up quickly as if a puppeteer had just pulled his marionette string, "I'm sorry Miss Fine, I don't know what came over me."

She looked up at him, aware that he had given her a chance and all the possible excuses she could use flew through her head. Her hands went down to smooth her dress and she said unsteadily, "That's okay Mr. Sheffield, it…it must be the wine…and the success of the play…."

"Ah…yes, that must be it." A frown came to his eyes as her knuckles showed white. "Did I - did I frighten you Miss Fine?"

She shook her head nervously, "No, no…I'm fine." She smiled then, a smile so engagingly bright that it made him catch his breath.

"Good," he grinned back. He led her back down to the couch to listen to the music again.

Fran gazed at him, not quite believing what she was seeing or hearing. Where she had expected forcefulness, she had found gentleness and consideration. And that grin, wow! Some of her reserve began to slip and she smiled back at him, overwhelmingly relieved that she was in no danger from him. And perversely, now that she was out of danger, all she wanted was for him to kiss her again. Moving closer, she leant against his shoulder. "It's been a wonderful day," she murmured.

"It most certainly has been," he agreed. "I'm afraid I must explain my unreasonable actions Miss Fine."

"You don't have to…"

"Yes, yes I do," he interrupted. "As you already stated, it has been a most wonderful day. I don't think I've ever had one in such a long time. Not since my beautiful Sara…" his voice trailed off. He shook the memories away. "I feel I must explain why I did what I just did tonight. As we sat there in that restaurant, having dinner, I was feeling so…happy."

"I'm glad Mr. Sheffield," she looked at him in curiosity.

"No, you don't understand Miss Fine. I haven't felt that way in such a long time," he turned to her and glanced down as her fingers lay slightly trembling on her lap.

Fran nodded as she thought about their dinner at the ritzy restaurant where the candlelight on the table threw shadows among the beams. The food was beautifully cooked and served, making it the kind of meal that would have been perfect if Fran had been with anyone else, if she hadn't to be constantly on her guard.

Mr. Sheffield seemed very relaxed, his nervousness about the critic's review seemed to lessen. In fact, after the meal he lit a cigar, and settled back in his chair as he told her about his years in Eton.

Fran smiled, nodded and asked questions, but she gradually grew more abstracted, her hands clasped together under the table. Hands were always a dead give-away, and she didn't want him to see that she was nervous.

It was already very dark when they left to drive back home, a fine night with stars set high in the cloudless sky. The kids were falling asleep and Niles and Miss Babcock were fighting over an armrest.

As they drove closer to home, getting ever nearer and nearer to the mansion, Fran's tension increased. She tried to talk herself out of it, telling herself that George must be wrong. But then she felt bad that she took advantage of his generosity. So instead she steeled herself and in the quietness of the limousine, she leaned over and whispered to Mr. Sheffield.

"Here you go Mr. Sheffield, I've been wanting to give you this."

Maxwell pushed a lock off his forehead and straightened his tie, a rather rueful grin on his lips. He took it rather slowly, his eyes on her face. As he took off the paper and opened the case, he sat there and looked down at the pen for a long moment.

"I had your initials put on it," Fran said, as she became more nervous. "I hope you like it."

He seemed to pull himself together, as if he had been miles away. "Yes, of course. What is it for Miss Fine?"

"A congratulations present because of the success of your play."

"And if the critics had panned it?"

Fran smiled, "Then it would have been a "you'll-get-them-next-time" present."

Maxwell started to say something and seemed to changed his mind. "Thank you Miss Fine."

"You'll use it?" She moved closer, as she looked at him uncertainly. She had expected him to have shown more pleasure.

"Every day," he slipped the pen into his inside pocket and smiled at her, but there was a bleakness to his eyes, that she didn't understand.

Maxwell's soft words brought Fran back from her thoughts of that earlier limo ride. "I'm sorry, what did you say?"

"I was commenting how much the children adore you Miss Fine. Since you've been in my employ you taught Brighton a valuable lesson about smoking, chaperoned Margaret on her very first date and took Imogene's place in Grace's heart."

"Aw…well, they are very special kids. I adore them all. And Niles and you…have been a great boss, Mr. Sheffield."

His eyes darkened and he stood up once again, "Let's dance."

"Okay, but first these things have to go," Fran kicked off her heels, which brought her down a good three inches, about level with his shoulder, "someone must have sold me defective shoes, they are much too tight."

They then danced slowly to a mellow beat. And Fran found herself melting into his arms, enjoying his closeness and the atmosphere in the room. He held her snugly in his arms and they swayed as one as their thoughts of one another filled their minds.

Suddenly, Maxwell stopped dancing and she felt him struggle with something within himself. "Miss Fine," he whispered, before he drew her closer still, his mouth seeking hers. There was a hardness to his kiss, taking instead of sharing, asserting his masculine strength so that her body arched against his. His hands went to her hair, pulling it almost roughly free of its restraining clips, and then he wound his hands in it, used it to hold her head still as his mouth ravaged hers.

Oh God! Fran's lips parted under his onslaught, her arms went around his neck and she clung to him, the hardness of his body rousing her to fever pitch so that she kissed him passionately in return.

Maxwell stooped and picked her up and carried her to the couch in his office.

Fran tried to will herself to resist, but her reserve quickly dissipated. As she opened her eyes, she found him looking down at her.

"You are so very breathtakingly beautiful Miss Fine," he said in a tone that was made not as a compliment, but as a statement. Leaning forward he began to kiss her once again, driving her so crazy that she groaned and moved against him, her hands in his hair, holding him there. And then she felt his hand slip behind her and she felt her zipper slowly being pulled down.

Maxwell's jaw tightened as he looked down at her. His hands moved away and gripped her small waist.

Fran stared into his set face, remembering all the warnings she had been given about him. But beside the yearning hunger he aroused in her betraying body, with his hands on her, delighting her, it didn't matter anymore. It was insignificant. All that mattered was that they were a man and a woman who wanted and needed the fulfillment only each other's bodies could give.

A flicker of uncertainty shone in his eyes as he felt her press against his body. He kissed her again and Fran returned it passionately, eager now for him to make love to her.

"Dad! Fran!" they heard Grace call out from the back stairs. "I'm thirsty."

They broke away from each other, a regretful look upon their faces. And she watched him through half-lidded eyes as he got to his feet.

"I can't believe what I almost did. I have no right to force myself on you." He walked towards the door, "You trusted me when you came to work for me and I should have respected that. But you're so lovely that…" He broke off and ran his fingers through his hair.

Fran stared at him. Nothing like this had ever happened to her before. She didn't know whether to laugh or cry. "Mr. Sheffield, I…"

But he interrupted her, "Please forgive me Miss Fine. I hope you don't hold this against me." And he strode out of the room to see to his daughter's needs.

Slowly she sat up and fumbled with her dress' zipper as she slowly pulled it back up. Bewildered by the transition from passionate back to normality. "I definitely wanted to hold something against him," she sighed. "A Mata Hari I sure ain't." She walked out and found her shoes laying on the floor. As she picked it up, she slowly made her way to her room. Fran never felt so empty or frustrated in her life.

~~~~

The applause for their mother/daughter act was loud and long and Grace and Fran grinned at one another. They then looked out at the sea of smiling faces and Fran felt herself choke up at the sight of Mr. Sheffield's proudly beaming face.

Maggie's hands were red from clapping and Brighton had his fingers in his mouth whistling for all he was worth. Even Niles couldn't stop himself and actually stood up yelling, 'Encore, encore!'

"You sure have a great family Gracie," Fran couldn't help but comment.

"I know," Gracie smilingly replied as she curtsied one last time before exiting the stage.

After they were given their first runner up ribbons, and Gracie and Fran stood in front of the mirror backstage admiring themselves, they heard the patter of footsteps running towards them.

Fran felt tears well up at the sight of the rest of the Sheffields and Niles rushing over to them. She felt arms hugging her from all sides and a lump developed in her throat.

"Well done ladies," Mr. Sheffield congratulated as he led them towards the limousine. "What say we celebrate this great achievement by stopping for some ice cream?"

Fran couldn't take it anymore. She felt like such a fraud. "I…I can't go," she backed away from the happy throng.

"What are you saying Miss Fine, are you still on a diet?" Mr. Sheffield grinned. "You could order that fat-free yogurt and top it off with M&M's and Oreo bits if you'd like, I won't snitch."

"No, that's not it," she gulped as she eyed all the questioning looks thrown her way. "I wanted to say this earlier, but it was never a good time. I can't be your nanny anymore," she stated holding back her tears.

"What do you mean Fran?" Maggie asked baffled.

"You're leaving us?" Gracie sniffled.

"Miss Fine - why?" Mr. Sheffield inquired.

"Because she's just like mom. Here today, gone tomorrow!" Brighton bit out. "Fine, go! Who needs you anyway?" he jumped inside the limousine and crossed his arms angrily in front of himself.

"I'm-I'm sorry," Fran called out before she ran. She couldn't stand there any longer. Her heart felt like it was being torn to pieces. But how could she stay and be their nanny and spy on them at the same time?

~~~~

"Fran what is going on? You called me to this…place in the middle of the night." George looked around at the flashing disco lights. "What is this place?"

"It's my Aunt Frieda's disco slash restaurant. You never heard of it? It's pretty popular," Fran explained as she watched him sit down at her table.

"To roaches maybe," he answered in disgust as his shoe stomped hard on the floor.

"George, I just quit my job as a nanny."

"What? You can't, we had a deal."

"The deal was for three months and it has almost been a year!" She raised her voice. "I can't take it anymore George. They are a decent family. Mr. Sheffield is a decent father who loves his children. Whatever you heard was false. The guy's legit."

George nodded. "Okay, don't go anywhere. I have to make a quick phone call." He raised his finger asking her to stay a moment.

"All right, but make it snappy. My ma gets awful grumpy if I make her schlep out of bed to let me in. It interrupts her nacho snacking time during Letterman. She has this certain rhythm and she hates getting out of sync," Fran warned as her foot tapped to the disco beat of the Bee Gee's 'Night Fever'.

When George came back from making his phone call, he continued to try to talk Fran into returning back as the nanny.

Twenty minutes later, George called out. in relief, "Niles there you are! She won't go back."

"Niles? What are you doing here? And how do you know George?" Fran looked quizzically back and forth at the two blond men.

"It's a long story Miss Fine," he intoned as he pulled a chair out. "George is an old friend, he use to be a butler."

"Oh my god! You don't own the Blouse House?!" Fran accused.

"Yes, I do," George claimed. "I was able to make many great investments in the stock market because of Niles and I procured those stores with my earnings."

"Then how come you're still a butler?" Fran questioned Niles.

"Someone has to take care of the Sheffields. And besides, I'm not ready to leave yet. Not until I tame a certain bottle blonde, but I digress…" Niles concentrated on the task at hand. "I asked George as a favor to keep a look out for someone that would make a good nanny for the children." And to catch Mr. Sheffield's heart.

"Then what's with all this spy stuff? The pen-microphone, Mr. Sheffield's shady dealings, etc…?"

"That was all my idea. I figure a pretty lady like you wouldn't want to be a plain nanny so I coated it a bit," George said sheepishly.

"Coated? You layered it with lies upon lies!" Niles exclaimed.

"Hey, I'm a businessman not an actor. I adlibbed."

"You mean you have an overactive imagination and you watch too maybe B movies!" Niles replied still angry. "I didn't realized he was saying all that to you Miss Fine."

"And Sara and the pills - all that was a lie too?" Fran asked.

George nodded even more shamefaced as Niles threw him a filthy look.

"I'm sorry Fran. My life was a bit humdrum and I guess I used this whole situation to make me feel like I was living a double life," George apologized.

"All this time…all this agony you put me through was because you wanted to be James Bond?!" Fran yelled angrily.

"Yes," he dropped his head in shame, "I'm so sorry Fran. Niles told me to keep an eye out for a looker with a heart of gold. And well, while I owe him big time, I wanted you for myself. So I thought this would fill my obligation to him, give me time to dump my fiancée…"

"Fiancée!" Fran exclaimed incensed. "You really can pick 'em," she turned to Niles.

Niles shook his head and shrugged apologetically.

"Then how did Sara pass away?" Fran was all confused.

"I think that is something best left for Mr. Sheffield to answer. And there's the man himself!" Niles pointed at a figure striding towards them. "Looks like we better face the firing squad George, and explain our part in this duplicity."

George nodded resignedly and gave Fran another apologetic smile.

Fran watched from across the room as Niles explained, his hands moved around the air like an impresario as he told his tale. George stood behind him as he was berated by Mr. Sheffield.

She touched the back of her hair and tried to poof it back up as she watched the Broadway producer walk towards her.

"So you were innocent in this whole charade, were you?" He asked as he tiredly sat down.

"Well, I wouldn't say innocent. I think my fingers were dipped in the honey pot," Fran didn't want Niles to get into too much trouble.

"Yes, but they tricked you."

Fran nodded.

"What a relief. For a moment there I didn't know what to think when you handed me that microphone pen."

"You knew what it was?!" Fran's eyes widened in surprise.

"Of course. Earlier that month, CC had told me about an incident where a rash of ideas for theater plays were being stolen by a band of no account scoundrels. That pen was just like one of the devices they used to commit their crimes."

Fran pouted, "And you thought I was a scoundrel?"

"Well, you have to admit you looked quite circumspect," Maxwell answered. "But that's all water under the bridge. Miss Fine, I have three very sad children waiting for me to bring you back home."

"You mean you still want me to be your nanny?" she asked in surprise.

"Very much so," he replied. As he stood up, he offered his hand to her, "Please? They need you…I need you," he admitted.

She placed her trembling fingers in his hand and nodded.

Maxwell's hands moved up her arms as she stood and his reserve broke once again as he stared upon her face. He bent to kiss her neck. "I thought I had lost you…do you know what it means to a man," he murmured as he worked his way up towards her ear, "to want a woman as much as I want you?"

Fran closed her eyes and tilted her head back. The softness of his lips against her skin was sensuously delightful. She wanted it to go on and on. "Mr. Sheffield?" she managed to whisper, knowing this was neither the right time nor place.

"Yes?" his eyes shone with desire.

"I would really love to continue this and I can't believe I'm saying this, but I think we better head home."

Maxwell sighed deeply, "I suppose you're right, but remind me where we were next time."

"Next time?" Fran smiled beguilingly. "The man does have confidence - I like that!"

Maxwell chuckled as he crooked his arm out to escort her back to the mansion.

~~~~

Gracie was positively fried with excitement after she hung up the phone. Dad was bringing Fran home! Her nose pressed against the door window, until the glass was clouded with happy breath.

Maggie issued an eager sigh as she gazed out the living room window for the tenth time in as many minutes.

And then the face they were all anxious to see came through the door.

"Fran!" Gracie catapulted herself into her nanny's loving arms.

"Hi angel!" She hugged her tightly. "I think you've grown since I last saw you!"

"Really?" Gracie smiled back, sighing in contentment as she held Fran's hand.

"Welcome home Fran," Maggie greeted, giving her a hug also.

"Thank you sweetie. It's good to be back." She looked sadly at Brighton's angry glare. A flash of white teeth nervously scraped her lower lip as she angled an apologetic smile. "Brighton, honey. I'm sorry."

"Brighton, Fran is back!" Gracie announced with delight.

"Yeah Brighton," Maggie said embarrassed at her brother's angry stance. "It's almost like…" Maggie bit off the final words. She turned away, her lip quivered.

"Mom's dead," Brighton whispered, his voice thick with pain and anger. "She's not ever coming back. And no matter how hard you wish or how much you pretend Fran is like mom, she isn't. And then one of these days, she'll be gone too, just like mom."

His son's comment clenched his gut and tightened his chest with an all too familiar ache. None of the children had recovered from their mother's loss and Maxwell knew it was his fault. He had remained bitter and they followed his lead. He knew that each blamed the other and possibly themselves for the loneliness and loss that they simply couldn't understand. He knew what he had to do and it was long overdue.

"Come on, all of you, gather around," he directed as he sat down and placed Gracie on his lap. Maggie sat shyly inside the crook of his left arm and Brighton sullenly sat on the couch next to Grace.

Maxwell sighed and silently asked Sara for guidance. "It's been four years since your mother has passed away and it has been hard going through life all this time without a mother…and a wife." He looked around at his children's sad faces. "But I think we grieved long enough for her. Your mother would be the first to chastise us if she knew how we've been acting. Remember what she use to do to bring our spirits up when we were down?" he asked.

Maggie smiled, "She use to let me sit next to her as she put on make-up whenever you would get ready to take her to a play. Sometimes she put eyeshadow on me and she would let me walk around wearing the pumps she was going to wear as she slipped on her evening gown."

Maxwell smiled and gave her a slight hug.

"I remember bubbles," Grace said softly.

"That's because Mom would blow bubbles through a bubble wand at you to make you stop crying," Brighton replied wistfully. "She use to read me my all time favorite book when she tucked me into bed. 'The Little Engine That Could'. I still remember how she made the little choo-choo noises too," Brighton smiled to himself.

"And I remember," their dad reminisced, "how she had the infuriating habit of leaving the cap off the toothpaste and how she left the scent of lilac whenever she departed from a room."

"She use to buy two boxes of cigars. One for me and one for you," Niles added fondly.

"I didn't know that," Maxwell glanced up at him. "Then why did you still take mine?"

"Why use up my stash when yours was so readily available?" Niles smirked.

Maxwell sent him a quick frown before smiling again.

"We use to sit in the kitchen and gossip about all the annoying women at the tennis club," CC added, surprising everyone as she walked out of the office.

"She would comment how Cecilia seemed lonely and I would tell her it was because her architect husband was hammering more than the walls," she laughed evilly. "Yes," she sighed, "those were the days."

"She sounds great," Fran replied. "I wish I had met her."

"You two would have gotten along famously," Maxwell grinned. "In fact," he picked up a video that he set down earlier on the coffee table, "why don't you slip this inside the VCR Miss Fine."

They all gathered around and watched as a lovely blond woman filled the screen.

Maggie smiled as her mom adjusted the pink party dress that Maggie remembered begging her mom to buy for her. As Sara watched her little girl twirl around, she began singing the Miss Universe song, using her hand as the microphone, "The most beautiful girl in the world…" Maggie giggled as she wiped the tears that slid down her cheeks.

Brighton grinned as he watched a younger version of himself running through the sprinklers with his mom in hot pursuit. Finally catching him as they tumbled playfully on the ground.

"There I am!" Gracie exclaimed excitedly as she watched her mom give her a piggy back ride around the park. Gracie laughed as she heard her squeals of joy as her mom turned around and around getting them both dizzy.

Maxwell brushed the tears that flowed freely down his face as his wife looked right at the camera and blew a kiss before the screen went blank.

Gracie turned and looked at them all. "Mommy is probably the most beautiful angel up there."

"She most certainly is sweetheart," her dad agreed.

"Now I understand why you all miss her so much," Fran replied, her voice choked with emotion.

"Yeah, we miss her. But we would miss you too if you ever left us again," Brighton said as he stared up at his nanny, his eyes glistened.

"It will never happen again," Fran smiled at him. "No matter how many whoopee cushions you sneak underneath me, you'll never get rid of me Brighton Sheffield," she winked.

Maxwell hugged his daughters, while Fran nudged Brighton playfully with her shoulder. CC rolled her eyes at the sweet display of affection and Niles looked up at the ceiling and winked. And for a moment, the lights in the room winked off, then on again.

Everyone sat there for a few moments, each in their own thoughts. Until Fran called out, "Who wants banana splits?"

"Me!" the kids called out.

"Me first!" Maxwell called out as he pretended to beat them to the kitchen.

Fran laughed as she watched them run. But before leaving the room, she turned, "Don't you want some ice cream, Miss Babcock?"

"No, I don't think so Nanny Fine. I wouldn't want it to go to my hips."

"Well, if you're lucky it may go to your chest," Niles panned.

"And if you don't watch it Butler boy, I may end up grinding some nuts!"

They one-lined each other as they walked companionably into the kitchen.

"Ahh…home sweet home," Fran said to herself before following her family to the dessert making.

Back to Fan Fiction

Back to The Really Unofficial Nanny Home Page