I haven't written for The Nanny before, so I'm not sure if I managed to nail the characters' personalities in this story, but hopefully I did okay. I've always thought that the fight between Fran and Maxwell in London in the season 4 finale should have been more dramatic and should have caused a bigger change in their relationship. This is how I think things should have happened.

Fran was crushed. In a moment when she should have been experiencing the most happiness she had felt in her entire life, Maxwell Sheffield had gone and ripped that away from her- again. She sat up from where he had laid her down on the hotel bed just moments ago and saw her boss sitting on the other side of the room with his head in his hands and a conflicted look on his face.

"Miss Fine I can't- I'm sorry, I just can't," he stammered.

Fran got up off the bed and made her way over to him, "Mr Sheffield, is there something you haven't told me? Something that might have happened in the Falklands?"

Maxwell looked up at her, "No, of course not!" He abruptly jumped up from his seat and clarified, "I'm talking about this, I'm talking about what we were about to do- it all just seems wrong."

"Wrong?" That last word immediately didn't sit right with her. Was that really how he felt about them?

"Not wrong, I shouldn't have said that. It's just- it's not the right time."

"Well, when will it be the right time?" Fran asked, glaring at him. "It's been four years of it never being the right time!" He sighed, feeling it was best to keep his mouth shut for the time being and let her finish. "We're all alone in England, no kids, no Niles and CC, no Ma- no one to interrupt us. We had an amazing, romantic day and I felt like we were really connecting, but you still think it's the wrong time?"

He began pacing the room, running his hand through his hair nervously. "I really don't know what to say Miss Fine," he admitted.

"Fran."

"What?"

"My name is Fran, Maxwell," she repeated, emphasising the fact that she had used his first name. "We almost just slept together, you can at least call me by my first name." He stopped his pacing and turned to look at her once more. He saw the hurt and anger in her eyes and wanted to say something-anything to take that pain away, but as usual he was emotionally paralysed and couldn't convey his feelings to her. Fran broke the tense silence between them, "So you're not going to say anything?"

Her tone was softer this time. The anger was almost gone, but the sadness seemed to have intensified. Fran didn't even recognise her own voice. She normally sounded so confident and sure of herself, but that was far from how she was feeling right now. Max noticed the change in her demeanour and couldn't help but reach out and grab her hands, hoping it would comfort her in some way. "I'm sorry," he said, his voice shaking slightly.

Fran paused, expecting him to say something else. When he didn't, she asked, "Why are you holding back? Just say what you want to say."

"What do you mean?"

"It seems like you always want to say so much to me, but something stops you. What is it?"

"Fran..."

"I'm a big girl Maxwell, I can handle whatever it is you want to tell me," she interjected. She decided to be brave and ask the one question she had always been afraid to know the answer to. "Do you not want this- us?"

Max looked at her in disbelief, horrified that she would ever think that he didn't want her. "Of course I want this! I want you, I always have," he insisted, gently pulling her closer to him, as if to convince her of that fact.

A small smile crept onto her lips. It wasn't quite a declaration of love, but at least she knew that she wasn't the only one invested in this relationship- if you could even call it that. "Then tell me what's going on inside that head of yours. Why is this so hard for you?"

He sighed, knowing that he wasn't going to be able to get out of this conversation this time. And if he tried, he would most certainly lose her forever. This was his last chance to put everything out there. He looked away from her, feeling very vulnerable all of a sudden. "Hey," Fran said softly, lifting his chin, forcing him to look at her once more. "It's just me here, Max. You know you can tell me anything. I'm not going to judge you."

He nodded, "I know." He took her by the hand and led her over to the bed. They sat down beside each other at the end of the bed. "Honestly, I don't really know what holds me back," he admitted. "You're right, I do want to say so much to you and something does stop me." He sighed, "I think I'm just afraid."

"Afraid of what?"

"Of ruining this," Max explained, gesturing between them. "I'm afraid that I'm not ready for this and I'm just going to screw it up and make you hate me."

"I could never hate you," Fran replied, squeezing his hand reassuringly. "Nothing you could do would ever make me not want to be with you." He had mentioned that he was scared of ruining their friendship when he had taken back "The Thing" last year, but she hadn't realised that he was afraid it would be his fault.

"But that's the problem, it shouldn't be that way," he said. "I know you're willing to be patient with me and stand by me even when I screw up, but you don't deserve to be in that kind of relationship. You deserve better than that."

She paused, actually beginning to understand what had been going on in Maxwell Sheffield's head all these years. "Let me ask you something," she began. "What makes you think you have any right to decide what's best for me?" He opened his mouth to respond, but she cut him off, "I'm a grown woman and I can make my own decisions. I know what I want and it's you. It's not about what I deserve."

"It's a lot to take on Fran, and it's not just me, it's the kids as well."

"I love the kids."

"I know you do, and I know they adore you."

"So what's the problem then?" she asked. "I think you're just finding excuses because you're scared of opening up to me. But you don't have to be. We can take things slow and work through our issues together. God knows you're not the only one with issues in this room."

Max couldn't help but laugh. Even on his worst days she could always make him laugh, it was one of the things that had immediately attracted him to her in the first place. He couldn't understand why he was still fighting this. Why was he trying to sabotage the best thing that had happened to him in a long time? It's like he was subconsciously trying to make himself miserable. He had to make a decision to stop that right now, or he really was going to ruin everything with Fran.

He suddenly found himself wanting to kiss her. It hadn't been long since he had kissed those lips, but for some reason it felt like it had been forever. He leant in and brought his lips to hers, deepening the kiss after a moment. He noticed that she was letting him control the intensity of the kiss, not wanting to push him to go further than he wanted to.

Eventually, he reluctantly ended the kiss and rested his forehead on hers as they tried to catch their breaths. A smirk appeared on his lips and he asked, "Do you think now is the right time?"

"Gee I don't know, what do you think?" Fran remarked playfully. He smiled, kissing her once more. Only this time, he had no intention of holding back.

The next morning, Maxwell woke up in an empty bed. He frowned, worried that Fran was nowhere to be found. He thought they had an amazing night together and hoped that she also felt the same way.

"Fran?" he called out, hopping out of bed.

"Out here!" Max breathed a sigh of relief as he looked out the glass door and saw her standing on the balcony in one of the hotel's fluffy white robes. Suddenly realising that he was only wearing his boxer shorts, he grabbed another robe from the closet, before joining Fran on the balcony. He immediately wrapped his arms around her from behind, holding her close. "Good morning sleepyhead," she greeted him, turning her head to give him a gentle kiss.

"Good morning," he smiled. "Why are you up so early? That's not like you. I didn't like waking up to an empty bed."

"Aw, I'm sorry sweetie," Fran replied. "I couldn't sleep and you looked so peaceful so I didn't want to wake you."

"Why couldn't you sleep?" he asked. He removed his arms from around her waist in concern. "You're not having second thoughts about last night, are you?"

Her eyes widened in surprise and she turned to face him, "Oh no, no, no, of course not!" She wrapped her arms around his waist and pulled him to her, their lips meeting in a passionate kiss. She intended to show him that she had absolutely no regrets about last night. When the kiss ended, Fran commented breathlessly, "I'm definitely not having any second thoughts about this."

Max chuckled, giving her another quick kiss, "Good."

"Last night was amazing," she grinned. "See what happens when you decide to open up to me?"

"I know, I know," he nodded. "Now that I know how good it feels to make love to you, I'm kicking myself that we didn't do this sooner." Her mouth dropped open slightly in surprise, not used to him being so direct with her. He was acting so different compared to yesterday and she was loving it. What a difference a day makes. Max misinterpreted her surprise for a negative reaction and quickly asked, "Is that okay? I didn't intend for that to come out so forward."

Fran burst out laughing, "You're so cute!" He gave her a bewildered look. She kissed him once more and added, "Of course it's okay. You can tell me how much you love making love to me as often as you like." He blushed a little at her words. "So I'm getting kind of hungry. I'm going to go jump in the shower, then do you want to go grab some breakfast?"

"Sure," Max nodded, pouting slightly when she removed herself from his arms. Now that he knew what it was like to hold her, he didn't particularly like letting her go.

Noting the pout on his lips, Fran smirked cheekily, reaching into his robe to stroke his bare chest, "You know if we shower at the same time, we can get to breakfast a lot sooner..."

"Hmm that is true," he replied. "Come on." He grabbed her hand and dragged her back inside, the two of them giggling like a couple of teenagers.

When they returned to their hotel room after breakfast, something was bothering Maxwell. While he was happy that he and Fran had their long overdue talk and had finally given in to their physical desires for each other, there was still something missing. Somewhere in the middle of their talk about making love earlier, he had realised something- he still hadn't told Fran that he loved her. How it hadn't come up at some point last night, he didn't know. All he did know was that he wanted to tell her as soon as possible, but he wanted it to be special when he did so.

"So should I call the airline to see if they have any flights back to New York tonight?" Fran asked, bringing him out of his thoughts.

"Why don't we stay another night and leave tomorrow instead?" Max suggested. "I'm quite enjoying having some time alone with you and there's really no rush to get home."

"But don't you have a meeting with a potential backer for your next show tomorrow afternoon?" she asked, recalling him mentioning it to her yesterday.

"Damn, I forgot about that," he frowned, thinking for a moment. "Don't worry, I'll call CC and let her know I won't be able to make it. She can handle it by herself."

Fran gave him a surprised look, "Wow, I never thought I'd see the day when Maxwell Sheffield blew off work."

"Well, you're more important," he told her, causing a big smile to appear on her face. "Why don't you call the airline and book our flights home and I'll go downstairs and let the concierge know we'll be staying an extra night?" He took out his wallet and gave her his credit card to book the flights with.

"Okay." He kissed her on the cheek, before leaving the room. As soon as the door to the suite had closed, Fran immediately began jumping up and down excitedly, squealing "Oh my God!" She had been toning down her excitement over the last 12 hours, trying to honour her promise to Max that they would take things slow, but inside she was over the moon. She loved that he was finally letting her in and hoped that he would continue to do so. "Screw the airline, I have to call Val!" she exclaimed. She had to fill her best friend in on everything that had happened and thank her for suggesting that she come to London to see Maxwell in the first place.

"This is beautiful," Fran commented, as the waiter seated them at their table. Max had taken her out to dinner at one of his favourite Italian restaurants in London.

As the waiter handed him the menu, he replied, "The food is amazing. You're going to love it."

She smiled, feeling so happy to be out together just the two of them. They had gone to dinner alone before, but this was different and they both knew it. After she had gotten off the phone with Val earlier, Fran made a quick call to Niles at home to tell him they had decided to stay in London for one more day. She had briefly told him what was going on, promising to give him all the details when she got home. Well not all the details, she smirked to herself, that would be far too graphic.

"What's that look about?" Max asked in amusement, noting the mischievous smile on her face.

"Nothing, I was just thinking."

"About?" He leant in slightly closer to her so that their conversation would be a little more private.

Fran looked up from her menu and set it down in front of her, before whispering, "About all the things I'm going to do to you when we get back to the hotel tonight."

His eyes widened and he swallowed, trying to control the urge to grab her right there and then and drag her back to the hotel. He reached over and took her hand, stroking it gently with his thumb, "You know, we could just skip dinner..."

"Skip dinner?" she gasped. "I think you've forgotten who you're talking to here."

Max laughed, "I don't know what I was thinking, I apologise." He knew he had to control his lust for her for at least the next hour or so. He wanted this dinner to be about finally telling her that he loves her (without taking it back). They could indulge in their passion for one another later.

"Besides, we need to eat to give us plenty of energy for later tonight," Fran pointed out suggestively.

"We'll just have to behave ourselves for a little while longer then, won't we?"

They quickly got through their dinner, chatting amongst themselves as they ate. Once they were in the middle of dessert, Max knew it was the perfect time to tell her how he felt. "Fran?"

"Yeah?"

"There's something that I really want you to know," he started.

"What is it?"

He took a deep breath and took her hand in his, "I love you."

"I love you too," she replied immediately. He was surprised at how casually she had responded. Fran paused, waiting for him to continue. "What did you want to tell me?"

"That I love you," he chuckled. "I can't believe I didn't tell you last night, but I'm telling you now. Although I have to admit, I thought you would have a bigger reaction."

She gave him a confused look, "Honey, you did tell me that you love me last night."

"I did?"

Fran nodded, "Yeah, you don't remember?"

Max paused, "You know I can't say that I do. When?"

"When we were in the middle of...you know..."

He blinked, thinking for a moment. It suddenly all came back to him. He had told her that he loved her last night. "Oh, I did say it, didn't I?"

She giggled, "Yep and then I told you that I love you too, so much."

"Well, this is embarrassing," he commented, causing her to laugh once more. "Well apparently I forget things that I say and do in the heat of the moment..."

"Wait a minute, is this why you wanted to stay in London for an extra night?" Fran asked. "So you could tell me that you love me?"

He nodded. "I wanted to take you out for a nice dinner and show you that as amazing as last night was, it's not all I want," he explained. "I want a relationship with you, like we talked about last night. Taking things slow and figuring things out together."

"That's so sweet. I want that too," she grinned. They shared a look for a moment, then she added, "I respect that you wanted this dinner to be about us communicating that we want more than just sex from each other, but would it be totally inappropriate to suggest that we get out of here right now?"

He smiled, then shook his head, "Not inappropriate at all. I'll go pay the bill, you go hail us a cab."

They had a bunch of people to answer to when they got home, but for now they had one more day alone together in London and they were going to take full advantage of it.

Let me know what you think :)