Maxwell goes to London to persuade a popstar to try going on Broadway. Fran, in another one of her schemes to get him to commit, follows him to London to put him in the mood. On their way home after a long day, they start kissing passionately. Right when they are about to go for it, Maxwell backs out and upsets Fran. While he is explaining to Fran why he can't do it, he tells her that he is attracted to her and that it will happen one day, which upsets Fran again, because says that if it doesn't happen then, it won't happen at all. Right when it looks like she's going to leave and quit her job, the phone rings and reveals that Niles had just had a heart attack.
At the hospital, C.C. recalls what happened to Maxwell and Fran and that she doesn't hate Niles as much as she is thought to.
Sitting by a sleeping Niles' side, Fran and Maxwell realize that you should live everyday to the fullest and you never know when it will be your last day, and start making out, during which Maxwell closes the curtains to give them some privacy, waking Niles up. After C.C. comes in, he sets her up to see Fran and Maxwell in the bed next to him by requesting a pillow.
- Fran: Oh, come on, Mr. Sheffield. It's been 22 years. Can't you tell me that you love me already?
- Niles(As Maxwell): Miss. Fine. I'm concerned abou the children.
- Fran: But Gracie's 40.
- C.C: Maxwell, I'm sorry I'm late, but my date kept me out all night.
- Maxwell(As Niles): Oh, did he change the locks on you again?