Disclaimer: I don't own any part or character of the Nanny…but I refuse to give up hope.

A/N I was watching a re-run of Malcolm in the Middle of all things and got this crazy idea…Niles and CC…Let me know what you think. – D


It was going to be one of those nights at the mansion. Fran and Max were off doing something together…again and CC was left in the office while Niles tried to find reasons to go into the office just to annoy her.

"Miss Babcock…can I get you something before I close up the kitchen?" Niles leaned back against Max's desk.

CC didn't look up from her contracts. "Niles…you never close up the kitchen, now stop making excuses to be near me." CC shocked herself at that comment. "Now why would I say it like that?" She thought.

"What would make you think I'm trying to be near you?" Niles whole body shook as he cringed. "God," He thought to himself. "Have I really been so obvious?"

Niles started out of the office. "Niles…" CC stopped him. "I would actually like some herbal tea." CC held back her chuckle when she heard Niles sigh.

"Yes, my evil Queen." Niles made his way into the kitchen just as the phone rang. "Sheffield…"

"Niles…it's me." Max cut him off.

"Oh, yes, what can I do for you, Sir?" Niles asked.

Max's voice came through the phone in dulcet tones so Niles knew he was with Fran. "The weather has taken a turn for the worse and the traffic is terrible. Fran and I are going to stay here at the Waldorf."

"Yes, Sir. I'll tell Miss Babcock." Niles smiled remembering a time when that would've driven CC crazy. Now, since her stay at 'the place' and the wedding it wasn't as sore a sore spot.

"CC's still there?" Max sounded worried. "Invite her to stay, Niles. It isn't safe out on the roads."

Niles sighed. "Yes, Sir. Very good, Sir. Good night, Sir." Niles hung up the phone just as the kettle whistled. Niles poured the water into the serving pot and carried the tray into the office. "Miss Babcock, that was Mr. Sheffield on the phone. The weather , and the traffic are terrible and he and Mrs. Sheffield are staying over at the Waldorf. He insisted that you stay here. It's not safe on the roads."

Niles barely got the words out of his mouth before the sky opened up and the down pour became torrential. "Well, I guess he's right…this time." Niles moved to the French Doors. "I love the rain."

"Really?" CC asked. "Why?"

Niles looked softly at her. "Have you ever kissed someone in the rain, Miss Babcock?"

"No!" CC looked at him nearly disgusted at the suggestion. "Niles…you get wet in the rain. Your clothes stick to you and it's usually cold."

Niles shook his head at her. "Have you ever known a second of romance…in the whole of your life?"

"Why would you possible think that standing in the rain getting mauled is romantic?" CC stood next to him at the doors now looking out at the rain falling heavily onto the terrace.

His audible sigh made her turn to face him. "I'll tell you, Miss Babcock. Don't knock it 'til you try it."

"Alright. Prove it." CC was up for a little dare.

Niles' head whipped around to look at her. "Have you lost your mind?"

"What's the matter, Niles? Chicken?" CC smirked evilly at him hoping he'd recall the last mention of 'chicken' in this room.

Niles grabbed her wrist and pulled her just outside the doors. "Fine, you're on." They stood toe to toe for a moment and CC moved in slowly. "Nope…this isn't going to be like the last time. Romantic, remember, not feverish and desperate."

Niles looked at her and waited until he saw just what he was looking for. "Niles…get on with it…or I'm going into the house…"

Niles smiled knowingly. "CC Babcock…I love you." Niles whispered just loudly enough for her to hear then he cupped her face in his hands and touched his lips to hers so softly that she wasn't sure he was really kissing her. When she started to feel just slightly weak in the knees Niles broke the kiss. "Did you hear me?"

"You…you can't say that to me. It's not fair. That's mean even for you…Niles." CC was glad for the rain, it would shield her tears.

"It's mean that I love you…or mean that I said it?" Niles wondered as he stood dripping, soaking wet. "I love you, CC Babcock. Whether you want to hear it or not, it's true."

"I don't want to hear it. It's a lie…you don't mean it." CC turned her back to him. "No one ever means it. No one's ever even said it."

Niles grabbed her and turned her to face him. "Damn it, CC. I mean it. I love you… I've loved you from the moment you walked into the mansion."

"Why?" CC cried.

Niles frowned. "Why what?"

"Why do you love me?" CC cried louder. "I want three, five, no seven…seven reasons why you love me. And I have to believe everyone one of them and you have to tell me now. Right now." **

Niles smiled at her and shook his head. "I love the way you chew at your bottom lip when you're worried about something. And I love the way your eyes shine when you've broken some director or choreographer." Niles held her face in his hands. "I love the way you taste on the rare occasion I have to opportunity to kiss you."

"Ok…that's three…four more." CC sniffled a little.

Niles felt his own eyes filling. "I love the way you laugh, not your fake producer laugh, but your deep sultry laugh. And I love the way you roll your eyes when Maxwell says something incredibly stupid."

"I love the way you raise your eyebrow when you get some evil idea." CC looked into his eyes.

"I love the way you pretend not to remember the children's names when you never really forget anything." Niles touched his forehead to hers.

CC could feel her lips tremble. "I love the way you know just what to say to make me feel better…even if it's some horrible zinger."

"I love you, for everything you are and everything you're not. I love you for the terrible nick names and snide comments and never letting me get away with anything." Niles kissed her lightly. "I love CC Babcock for being the reason I get up in the morning, and for not being afraid to kiss me in the rain."

"I love you for loving me, and showing me what real romance can be." CC looked at him and smiled. "And I love you for saying that you love me when I'm standing here soaking wet and dripping."

Niles leaned in and kissed her softly, warmly his tongue begging for entrance and CC parted her lips just slightly and they deepened their kiss. When the need for air finally forced them to part their eyes locked as the rain continued to fall.

"Niles?" CC whispered, chewing her bottom lip.

This little gesture didn't go unnoticed. "What's wrong?"

"Can you take me inside and get me out of these wet clothes?" CC smiled softly at him.

Niles smiled back. "Absolutely, Love."

** This is the borrowed line from Malcolm in the Middle...