Okay, so this is my first ever Nanny Fic so please be kind. I've recently got back into the fabulous show as it's been shown on out TCL Channel. I'd forgotten how utterly fabulous Niles & CC were and oh what a cute couple. If this one is well recieved, I'll write more. Reviews always welcome.

The Course Of True Love Never Did Run Smooth

Niles/CC

Chapter 1

CC Babcock sat at a posh New York bar a few miles from Maxwell Sheffield's mansion. She was on her fourth Scotch trying to dull her aching heart. Her mind drifted back to the awful conversation that had taken place only a couple of hours before.

CC: Me marry you, please. You are a pathetic excuse for a man.

Niles: Ditto….but at least I know when it's time to move on. You are going to spend the rest of your life pining for a man who doesn't love you and who has married a woman half your age.

Fran: Oh Niles, please don't go.

Niles: Look around you…they're married, they're starting a family. Where are you going to be ten, twenty years from now. You're going to be saying merry christmas to your Friends in rehab and wondering what might have been.

Niles had watched her for a few lingering moments, hoping for some sort of reaction but nothing.

Niles: I'll be leaving first thing in the morning Sir.

CC had stood in a state of shock at Niles hurtful words.

CC: My god…he's right. The best years of my life are gone….and they sucked.

The Bartender poured her another glass as she felt tears forming in the corner of her eyes. Over the years she had always had friendly banter between Niles and she always gave as good as she got. She'd never imagined in a million years that he's ever feel anything for her other than loathing and yet it had happened without her even realising and he'd proposed marriage. She had never seen herself marrying anyone below her, let alone having feelings for someone like Niles…a Butler but that was exactly what had happened. Something unknown to her had changed between them over the years and she found herself falling for this humble man and it scared her more than she thought possible.

Niles had withdrawn to his room minutes after his confrontation with CC. He sat on the edge of his bed thinking about all the hurtful things he had said to her. Some he knew were true but it still hadn't given him the right to voice them in front of Fran and Maxwell. The more time alone he had with his thoughts, the worse he began to feel. It was just after 10pm when he decided to sort the mess he had created once and for all. He had taken the limo and searched all the usual places that he imagined CC would go to. He came up empty. He finally gave in and went to her penthouse apartment to be told by the doorman that she had gone to a bar called Pouring Ribbons. He drove for a good half hour before he finally found the place. He got out of the car and walked into the bar, it was very quiet, only a few customers. He looked over at the bar to see her sitting on a stool ordering yet another Scotch. He walked slowly over to her, feeling more nervous than he'd ever felt before. She looked up when she felt a presence beside her.

"Oh, it's you. What do you want old man" She said, bitterly.

"Can I sit down."

"Can I stop you."

He took a seat beside her and ordered the same drink as CC. He looked around the bar, not believing how quiet it was.

"Where are all the customers, scared them all away Babcock." He asked, dryly.

"Go to hell."

No quick witted remark from her, only confirmed that he's clearly crossed a line.

"Look….I'm sorry."

CC took a sip of her drink before turning to face him.

"Did you just apologise."

"Don't get used to it. I shouldn't have said the things I did to you and certainly not in front of anyone else."

"It was true though, wasn't it."

"Ms Babcock…"

"I mean everything you said was true. I turn away any man who ever tries to get close to me, either that or I scare them off with over powering ego and Maxwell….I have pined for him for far too long, not willing to accept that he actually married Nanny Fine. I mean what does that woman have that I don't, huh."

"Well…I."

"You know what, don't answer that."

She stopped him dead in his tracks before he could reply with his usual sarcastic comments.

"You have everything that Miss Fine has and more. It's all about attraction and the plain simple fact is that he just doesn't see you that way."

"Yeah I got that…thanks."

"But I do."

"Niles don't."

"What, tell you that I love you and that all these years, all the rude comments, the jokes at your expense were all just to cover my true feelings for you."

"Love me, seriously."

"I asked you to marry me, didn't I."

"Yeah 4 times, for god sake Niles. Look at us."

"What."

"You still call me Ms Babcock for crying out loud."

"It's just the way it's always been between us."

"Oh Niles…."

"If that's all that's bothering you then I can start calling you CC…..CC."

"What would people say about us, if they saw us."

"Why because I'm just a Butler, believe it or not I love my job and I take great pride in what I do. It's a rewarding job and because of it, I have some of the best people in my life. Fran, Mr Sheffield, Grace, Maggie, Brighton and you. We're a family, a pretty dysfunctional one but a Family never the less."

"I just don't understand what you see in me that I don't." She said, quietly.

Niles looked lovingly into her eyes and for the first time since he'd known her, she looked completely lost. He shifted his bar stool a little closer to her and took hold of her hand in his.

"You are one of the most extraordinary women I have ever met. You're strong, independent, beautiful and I know you have a heart buried deep inside whether you like us to think you do or not. Yes, people with judge our relationship but that's their problem not ours. I love you CC Babcock and I would love nothing more than to marry you and spend the rest of my life making you glad you did."

As CC sat listening to Niles little speech, she became more and more emotional which was completely unlike her. No man, not even Maxwell had made her feel like she was worth much to them. Throughout the years, whether they were arguing or just having some playful banter, Niles was always there when she needed him, even if he hadn't been aware of it at the time. She tightened her grip on his hand and smiled softly at him before leaning in and kissing him gently.

"So can one assume that my proposal of marriage has finally been accepted."

"I think we can. I love you Niles."

"I love you too CC."

-end