(Author's Note: Character death to follow, tissue alert, this one is for lonelygoatherd)

Niles ran back up the stairs and pounded on the Sheffields' bedroom door, calling their names out loudly. He didn't care if he woke the entire household up, he couldn't let CC carry through with whatever plan she had come up with. Max opened the door, and he was obvious that he hadn't gotten to sleep yet either. Fran sat in the bed behind him, looking concerned. "What is it, old man?" Fran chimed in, "Ya changed yur mind and are staying and couldn't wait till mornin to tell us the good news?"

Niles shook his head, and with a shaking hand held out the letter from CC. "It's Miss Babcock, sir, she's quit." Max nodded, "Yes, I know, after you went back upstairs after the confrontation in the foyer, CC decided it was time for her to move on with her life as well and she said she would have her resignation on my desk this morning." Niles shook his head even more vigorously, "No sir, I don't think she's quitting her job, I think she's quitting on life altogether! Please, read this!" Max took the letter with a frown and read it over. When he finished, he looked up in distress, "When did she leave this note?" Niles began to pace in the hallway, "Just a few minutes ago, sir, I went down to the kitchen and found her sitting at the table in there. She left out the back door and I picked up the note to read it. By the time I realized what she meant to do and followed her out to the street, she was gone. Look sir, she left her keyring here, it has her penthouse key on it, she has no intention of going home again. We have to call the police!"

Max nodded, and looked back over his shoulder at Fran, "You wait here, we'll go down and handle the police." As he closed the door, the two dummy babies began to cry and Fran crooned at them, "Oh you're worried about Miss Babcock too, aren't you?" Max rolled his eyes at Niles and the two men went downstairs to call the police.

Meanwhile, CC had the taxi cab take her to a bar down by the riverfront that she frequented when she was feeling especially depressed. It was a seedy joint, but the people who frequented it generally wanted to be left alone to drink in peace. She took her normal place at the end of the bar and ordered her usual. She had decided to have one last binge before ending it all. As she drank, she remembered all of the wonderful memories she had of Niles. Catching him dancing around in his underwear when he thought he was alone in the house was one of her favorites. That passionate drunken kiss in the living room after his stupid chicken prank. How utterly humiliating that it took losing him to realize how much she loved him. She should have jumped at the chance to marry such a wonderful man, but instead she let her snobbery get the better of her and broke his heart - and her own.

After an hour, she was sufficiently sloshed, and staggered to her feet after paying her tab. The bartender offered to call her a cab and she shook her head, "Don't need it, thanks for everything Jimmy." She headed out the front door and around the corner, walking down towards the riverside. She reached inside her bag and found the small notepad and pen she always kept close for jotting notes. She wrote a quick note, "I'm sorry to everyone for all the hurt I've caused you over the years. I'll never hurt anyone else again. CC" She hung the evening bag on a fence post of the fence that blocked off the river. She knew there was a gap in the fence back here, and used it to walk down closer to the water. She stumbled and fell to the rocky ground, tears flowing down her cheeks. Now that she was here, she wasn't sure she could go through with it. She deserved it, her drunken mind cycled through memories of the hateful things she said to Niles and Nanny Fine over the years, the cold relationship with her parents, the loneliness of living a life alone except for a dumb dog that didn't even like you. This fueled her self-hatred enough to bring her back to her feet. Unbuttoning her jacket, she allowed it to slide halfways down her arms, then off to land on the ground. Glancing around she found a large piece of wood and drug it over to the waterside. She kicked off her shoes and pulled it into the water, catching her breath at the cold water on her bare feet. Once she got the wood floating she walked out until she was about chest deep in the water, and then pulled herself up on to the board. It held her body afloat, just barely, and using her feet she kicked slightly to move farther out in the water. It wouldn't be long before she passed out and rolled off the board into the water. She'd be unconscious and drown. She let one arm drag in the water as she floated along, the icy cold moving up her bare arm and causing her to shiver. There was a slight wash on the board itself, increasing the coldness now engulfing her body. It wouldn't be long now. She closed her eyes and waited.

Meanwhile back at the Sheffield residence, the police had come to take a statement and gather a list of possible locations to search for CC Babcock. Niles knew a lot of the bars she tended to frequent because when she'd have too many, they would call him to take her home rather than entrust her to a random cab. So far, none of them reported seeing her that night. They also checked with Charlie, her doorman, and she hadn't returned home either. Each hour that passed, Niles grew more and more agitated. He blamed himself for this, if he hadn't tried to force his feelings upon her when she obviously didn't feel the same way, she wouldn't have tipped over the edge again. Max made sure to keep him away from the bar, knowing alcohol was the last thing he needed now.

Morning came, and the police had no luck finding CC Babcock. Niles sat on the sofa, rubbing at his bloodshot eyes, trying to think of anyplace else she might have gone. His head shot up, "The Boardwalk!" The officer turned towards him, "That dive down by the waterfront?" Niles nodded, "She doesn't go there very often, that's why I forgot all about it." The office reached for the phone and called the bar up. "Yes, this is the NYPD, we're trying to locate a woman by the name of CC Babcock, we understand she is a regular there. She's disappeared. She's a blonde and was wearing a black pantsuit with a bright red long jacket. You did?" Niles and Max turned at the hopeful tone in the officer's voice. "What time did she leave? OK, OK, great, thanks so much, we'll be in touch." The officer hung up the phone and reached for his radio, "Dispatch we need a car sent down to The Boardwalk, our missing person was confirmed there last night and left very drunk." He relayed the address and turned towards the two men. "The bartender was just cleaning up, he says she was there for an hour or so last night, and then left. He offered to call her a cab and she said she didn't need one. We'll have our officers check the area out. Don't you think you two should try to get a little sleep?" Niles shook his head, "I can't sleep until I know she's OK!" Max clapped a hand on his shoulder, "Steady on, old man. They'll find her."

Thirty minutes later, the phone rang, and Niles answered it. He handed it to the officer with a bland, "It's for you." The officer listened intently, making notes on his notepad and saying "Uh-huh" a lot. Finally he sighed and said, "Yes, I agree, go ahead, and I'll pass on the news." He hung up the phone and had a glum expression on his face. Niles sat down, fearing the worst, and Max stood next to him with a hand on his shoulder. "We found her purse hanging on a fence post by the river along with her shoes and her jacket. There were signs something was dragged into the water at that point. There was a note inside the purse that said, 'I'm sorry to everyone for all the hurt I've caused you over the years. I'll never hurt anyone else again.' We've got teams of officers moving down river to see if she can find... a body." Niles gasped and put his head in his hands and began to sob quietly. Max stood there stunned. As depressed and hurt as he'd known CC had been when she left the night before, he'd never have dreamed she'd go so far as to kill herself. Max said quietly, "I have the contact information for her parents and siblings in the office, I'll bring them to you so you can contact them." He moved away, unable to bear hearing Niles sobbing any longer.

It took two days for the police to find the body of CC Babcock. She had washed up on the shore a good two miles down river from where she entered the river. The autopsy determined the cause of death was a combination of hypothermia and drowning. The press had a field day with the story of the middle-aged heiress who had killed herself, speculating any number of reasons, the most popular one being that she couldn't stand that her business partner had married the nanny instead of her. Niles had to be sedated, he was so overcome with grief. Fran was also distraught, even knowing the press were making things up, she went into premature labor and almost lost the twins. Fortunately she had a great doctor who was able to put the brakes on and save the pregnancy. The children were all upset about what had happened, not completely understanding why Miss Babcock would do something so drastic, so permanent.

Niles broke down at the funeral service, and Max made sure to stay close by his side for days afterwards. He truly feared his friend would try to follow the love of his life into death, he knew that he was wracked with guilt for the argument they had in the foyer, and that the last words he ever said to her were so hateful, spiteful, and mean. He could hear himself saying them over and over again in his mind.

"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's married a woman half your age. 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."

Now Niles was left behind wondering what might have been, and constantly debating how he was going to survive the grief and guilt that the death of CC Babcock left behind. It turns out, he wouldn't. After CC's death, he gave up all of the good healthy habits he had added to his life after his heart attack. Six months after her funeral, Niles suffered a massive heart attack, and lacked the will to live to fight back. He lingered in the hospital for 2 days before he passed away. It was a dark year for Max and Fran, brightened only by the birth of their twins, which despite the earlier scare were healthy.

Fin