Fran gets a job as a nanny for the Sheffields after being fired from her job at her fiancé's bridal store.

When Brighton gets caught smoking in school, Fran takes him to see her grandma Yetta to teach him a lesson.

Fran hosts a tea party for Maggie and her friends in order to make Maggie fit in, but Maxwell is worried that Fran's lack of class may ruin the sofisticated party.

Fran and Maggie end up fighting after Maggie's boyfriend gets interested in Fran. Maxwell gives C.C. a dog for her birthday.

After C.C. tries to bond with the children, Gracie runs away to Fran's parents' house.

Niles has to pose as Fran's husband when her relatives comes to visit.

Grace, the youngest, has invented an imaginary friend, Imogene. One day Grace accuses Fran of having accidentally killed her dear friend!

Fran and the kids prepare to celebrate Christmas alone when Maxwell and C.C. have to go on a business trip.

Maxwell convinces Fran to go on a date with a soap opera star to get him to agree to appear in a play.

Maxwell's old nanny comes to visit and complains about Fran's job as a nanny.

Sylvia gets Fran plots at the cemetery for her birthday as a way to set her up with the mortuary manager.

Maxwell volunteers Fran to produce Gracie's school play.

Famous model Chloe Simpson gets Maggie interested in becoming a model, to Fran and Maxwell's dislike.

Fran thinks Maxwell treats his children unfairly when Maggie is not allowed to go to a makeout party, but Brighton is encouraged after kissing a relative of Fran's.

Fran gets sick and has to have her tonsils removed.

A snowstorm traps the Sheffields, Fran, Niles and C.C. at Fran's parents' house.

Maxwell's sister Jocelyn comes to visit with her fiancè, and the two decide to get married.

C.C. encourages Grace to go on a playdate with a critic's son in order to get him to like Maxwell's new show, but problems arise after Fran hits the obnoxious child with a baguette.

Maggie has problems with her gym class teacher and asks Fran for help in order to pass the class. Maxwell has problems with a spoiled actor.

C.C.'s father invites her to a Barbra Streisand concert in an attempt to bond with his daughter, but after C.C. declines, her father invites Fran to the concert, which makes C.C. jealous.

Fran must choose whether to stay with the Sheffields or not when her ex-boyfriend Danny returns, and proposes to Fran.

Fran convinces Maxwell and the children to celebrate mothers' day, by taking Grace to a mother-daughter beauty pageant, but another contestant complains about Fran not being Grace's mother, which makes Grace run home crying.

Fran pushes Maxwell to date again, and he ends up dating a woman very much like Fran. Brighton has a problem being smaller than everyone else in school.

Fran gives Brighton a lesson after he rejects a geeky girl at school, but it blows up in her face when she runs into a man she rejected in high school - and Fran is forced to go on a date with him.

Yetta moves in with the family when her home is fumigated, but Fran thinks she might be a bad influence for the children.

Fran starts dating an older man.

Fran's anniversary as a nanny for the Sheffields is coming up, but Maxwell seems to have forgotten all about it.

Fran accidently brings a foreign woman's baby home from the subway, and is accused of kidnapping.

Fran gets the part of Juliet in a Broadway production of "Romeo and Juliet".

Fran has to pose as Ms. Babcock to get an investor interested in Maxwell's next play.

Fran meets a man, Glen, at the supermarket. He tells her that he works on Wall Street and later convinces Maxwell into investing 100,000 dollars in stocks, but Fran later finds out that Glen is not a stock broker, but a hot dog vendor.

Fran and C.C. ends up locked inside Maxwell's wine cellar.

Fran inherits a mink from an aunt, which upsets Maggie, who protests against using animal products.

Maxwell hires a child star to be in his new musical, but Fran convinces the boy to quit show business.

Mr. Sheffield is opening a new play, "Norma", based on Norma Rae. But there's a busboy strike going on at the cast party, and Fran refuses to cross the picket line. The picture of Mr. Sheffield dragging Fran out of the line is published on the newspaper and they end up going to Sally Jesse Raphael's show to settle this misunderstanding.

A secret celebrity is staying at the Sheffield residence while recovering from surgery, and Fran is anxious to know who it is.

Sylvia is turning the attic into a den for Morty, so they go through Fran's old junk and find some remarkable things, including a "win a date with Erik Estrada" entry form. Meanwhile, Fran has to attend the reunion for her Kindervelt summer camp and tries to get Mr. Sheffield as her date to impress her camp friends. But the kids surprise Fran when they bring Erik Estrada himself to escort Fran. They go to the reunion, but Erik doesn't stay too long, after all it was all a publicity stunt. Luckily, Mr. Sheffield comes to rescue Fran and unmasks Fran's rival date.

Mr. Sheffield wants Brighton to play more sports, so Fran takes him to play baseball in Flushing. At Sylvia's, he shows an incredible talent for playing canasta, so he joins Yetta's canasta team to play in Atlantic city. Fran is soon kicked out of the team, but at the very last minute Brighton realizes that he doesn't belong to a group of Jewish women from Flushing and gives his place to Fran.

Mr. Sheffield is preparing his will and wants to include Fran in it. C.C. and Maxwell are having Doug Emerson (one of Andrew Lloyd Weber's former investors) for dinner, and his doctor sends in his special diet from the American Heart Association. When Fran finds it, she connects the dots and thinks Mr. Sheffield is going to die, so she tries by all means to keep him from eating fat food, and ends up sending Doug to the e.r. after giving him what he could not eat. Meanwhile, one of Gracie's friend has a crush on Brighton and Fran teaches them how to handle that.

Mr. Sheffield is trying to win Andrew Lloyd Webber over a play written by famous award winner playwriter Dakota Williams. In order to do so, Fran convinces Mr. Sheffield that they should attract Dakota with a gorgeous girl - Yetta! The two have a romantic night in their own way, but when Mr. Sheffield finds out that the play was never finished, he tells Yetta to dump him to get out of the bad deal. When she does, they learn that Dakota has finally finished his play after having his heart broken.

Grace has a friend over and Fran meets his nanny. It's Kurt Jacobs, a very attractive man, who Fran treats as one of her girlfriends because she thinks he's gay. When he makes a move on her she freaks out (after all, this is a guy who's seen her without makeup on!). They still go out on a few dates, but it doesn't work out. Meanwhile, Gracie thinks she's pregnant after being late to watch The Lion King and overhearing Fran say women who are late are pregnant. And Niles tries to point out to both Fran and Mr. Sheffield how "the last apple is only missed after it's gone".

Fran offers to take care of Chester while C.C. is having some work done in her apartment. Meanwhile, C.C. gets their first feature film rights for "Lamb Chop: The Movie". Mr. Sheffield invites Shari Lewis to stay at his house, and of course Fran has to snoop around her stuff. She accidentally lets go of Chester, who eats Lamb Chop. Knowing she'll get in trouble, Fran makes a "Fran-Chop", a modified version of Lamb Chop, but Niles finds the real one in the laundry basket, and Lamb Chop decides to break the contract.

Fran convinces Mr. Sheffield to stop giving Maggie money and make her get a job to gain responsibility. Maggie takes a job at the hospital, and when she has a date with her boyfriend she gets Fran to cover for her. Meanwhile, C.C. is trying some new recipes for her cooking class and she is such a bad cook that Mr. Sheffield has his pains all day when he eats C.C.'s "food". Turns out he has to get his appendix out. A doctor mistakes Fran for a nurse and now she has to shave Mr. Sheffield. In the next morning, it all seems to be a dream to him. Until he sees Fran using the whipped cream spray...

Fran discovers that Niles has a beautiful singing voice and convinces him to audition for Mr. Sheffield's next play. Meanwhile, she asks her sister Nadine to come cook for them, and Nadine starts to hit on Mr. Sheffield since she recently left her husband. Nadine starts to get on Fran's nerves, so Fran calls her husband to come pick her up. They have a big fight that ruins Niles's audition, but is a success among the investors.

Fran encourages Maggie to enter Billy ray Cyrus's kissing contest to be on the cover of his next album, but Fran wins by accident. Mr. Sheffield is convinced that her kissing abilities aren't what got her to win, so Fran proves him wrong in a very good way. When she meets Billy Ray, his manager tells her it's because she makes him look younger. Offended, Fran turns down the offer and returns home depressed about her age. Niles tells C.C., who can't wait to tell Maxwell. She tries to kiss him, but accidentally kisses Niles, and Mr. Sheffield comforts Fran.

Fran attends the nanny retirement party for one of her friends. After drinking too much, she ends up in Mr. Sheffield's bedroom that night. The two try to determine whether or not anything happened between them.

Maggie is invited to her first sweet sixteen party, so Fran takes her to "The Chatterbox", her favorite beauty parlor. Meanwhile, Mr. Sheffield is holding auditions for his next play and this poor girl named Mary Ruth is rejected. She makes friends with Fran, who takes her to The Chatterbox to see if they can hire her as the new shampoo girl (a job also wanted by Sylvia). There, Mary Ruth soon noses herself into the personal life of the owner, Mr. Anthony, and his son, Mimo, who are trying to live without their wife and mother. In the parlor there is also Claude, the gay hairdresser, and Kim, the Chinese manicurist who can paint incredible things on her extra-long nails.

Fran is mugged at the Central Park and the thief takes Mr. Sheffield's ancient Shakespeare document, which was accidentally taken by Fran when she mistook it for a grocery list. Now Fran is paranoiac thinking the thief is after her. The thief is sent to do community service and Fran runs into him in the park again. He claims to have done it in a desperation act, and insists on treating Mr. Sheffield and Fran with tickets to a show. After a very romantic evening, they return home, and just when they're about to kiss they realize all the furniture is missing, and Niles is strapped on a chair (for C.C.'s delight).

After many years of exchanging letters, Fran's pen pal Lenny wants to meet her. But Fran is worried because over the past years she exaggerated a little on the lies and now is concerned that Lenny won't like her for who she really is. But Mr. Sheffield pushes her to attend the date (more because he wants to see Lenny than because he wants Ms. Fine to meet him) and waits for him with her at the Russian Tea Room. But Lenny never shows up and leaves a note at the door saying he couldn't possibly compete with such a good looking guy she was with (Mr. Sheffield). Meanwhile, C.C. arranges to work late just to seduce Maxwell, and Niles plays with her. Bored, the two have a few drinks and have their first romantic kiss after calling each other names.

C.C. makes a bet with her brother that he can't get Fran to play Jeopardy!. But Fran somehow enters the game and manages to win! Meanwhile, Mr. Sheffield is driving himself crazy for not being invited to the Renaissance Weekend held by the president, and Fran gets him tickets with the new next door neighbor, Roger Clinton.

Fran's been going out with a rich, handsome Jewish doctor named Julius Kimble. After only 2 weeks, he asks her to marry him. Although having some doubts about it, Fran accepts after Sylvia pushes her into doing it. When they go out to buy Fran a ring, Julius disappears and takes the very expensive ring with him. Turns out he was just a thief and now Fran is left all alone. She blames her mother for the disaster and the Fine women end up going to a shrink to solve their problems. Back at home, both Mr. Sheffield and Fran complain about the lack of single attractive people for them to date.

Maggie's 16th birthday is approaching and Fran intervenes in her father's plans for her party. Instead of a boring party at the Guggenheim Museum, Fran convinces Mr. Sheffield to have it at her aunt Frieda's bar. While the place is not nearly as fancy as the museum, Fran has to solve a very important family feud before the party can happen: her mother and Frieda haven't spoken to each other since 1979. The two make peace, but when Frieda comes out of the bathroom, her butt is showing and she blames Sylvia for the same embarrassment when they first fought. They start a food fight which quickly spreads to the whole party in a huge food war. When Mr. Sheffield walks in, he is shocked to see that scene and just when he's about to twist nanny Fine's neck Maggie thanks him for the best party ever.

Feeling that taking care of the kids has taken over her life and eliminated her personal life, Fran thinks about moving out of the mansion. But the real push is given by Mr. Sheffield who assures her she can't do it. So Fran and Val move in together to a very small apartment in a building full of gay men. Fran misses the mansion but doesn't want to give Mr. Sheffield the pleasure of being right. What she doesn't know is that he is also dying for her to come back. So they secretly ask for Sylvia's help, and Fran finally moves back to the mansion.

The news of Danny's marriage to Heather Biblow makes Fran start buying everything she cans. After being confronted by Mr. Sheffield, Fran enters shoppers anonymous, but has a very tough time giving up shopping, until an unexpected kiss from Mr. Sheffield cures her miraculously.

Fran tells Mr. Sheffield he should retire his wedding ring, and after C.C. points out that Andrew Lloyd Weber was featured in the paper's crossword puzzle, Maxwell decides to get a publicist to improve his image and make him more popular. He hires the gorgeous Sydney Mercer and radically changes his image to a middle aged bad boy. He starts to fall for Sydney, causing both C.C. and Fran to get jealous. They set a date in the Rainbow Room but Fran discovers in the last minute that Sydney is gay, and more interested in her, so she rushes to meet Mr. Sheffield, but they end up getting stuck in the elevator.

Mr. Sheffield and C.C. are going to Boston for the weekend, but what originally started as a romantic getaway plan for C.C. turned into family weekend thanks to Niles. Fran, Maggie and Niles have the house to themselves, and Fran decides to throw a singles party at the house to fish an eligible bachelor. But the party is over when an undercovered cop shows up and arrests Fran for not having the required licenses. After spending the night in jail, Fran returns home and Mr. Sheffield almost fires her, if it wasn't for Maggie stepping in and taking the responsibility for the mess. Fran goes to court, but Mr. Sheffield shows up in the last minute to help her from her senile lawyer, Uncle Mannie.

Fran fights with a woman over flowers at a store, but this woman turns out to be Mr. Sheffield's mother who's in town visiting! She annoys everyone in the house except for C.C., who right away tells her that Fran has her eye on Maxwell. Mrs. Sheffield tells his son to get rid of the nanny, but Maxwell proposes to Fran instead just to tease his mother. When Fran realizes the proposal isn't real, she decides to play with Mr. Sheffield and make him feel guilty for the fake proposal.

Fran considers having a baby sans husband; and Maxwell assumes she is asking him to be the donor.

Sylvia hires Brighton to film one of Fran's cousin's bris. But Brighton didn't know what bris was and passes out during the most important moment of the party. Fran sends his video to "America's Wackiest Home Videos", and they are picked to go to the show. The entire family goes to Hollywood and tour around some filming lots. Fran, of course, gets lost while looking for a bathroom and ends up on the Dr. Quinn, Medicine Woman set. After being thrown out several times (and trying to get back in just as many times), they return to NY to discover that Mr. Sheffield's book is going to be published. Just another result of Fran's work (and U$2.500 she paid to have it published!)

Mr. Sheffield decides to send Maggie off to a convent in Switzerland and wants Fran to tell her the news. Trying to smooth things, Fran tells Maggie about the time she went to a kibbutz in Israel with Val, which makes Maggie want to go to a kibbutz as well. While not happy with her decision, Mr. Sheffield eventually agrees. But Fran later remembers that she hated the kibbutz and it was there she lost her "hat". Now she has to convince Mr. Sheffield to go back on his decision, which results in the whole family going on the kibbutz. Meanwhile, Niles has the holidays for himself and C.C. teases him for being cheap. They both go on their ways but meet in the most strange place.

Fran gets a date with a guy named Tony Tattori, who later she discovers to be on the mob. Scared to death that her life might be in jeopardy, Fran doesn't have the guts to break up with him, and Mr. Sheffield decides to do it for her. Lucky him C.C. accidentally dumped Whoopi Goldberg from their show and they needed a singer and Tony was very interested on being on Broadway... Meanwhile, Brighton steals Maggie's diary and makes her his personal slave until Fran comes up with something that will get her out of that situation.

An animated Christmas fantasy in which Fran and Brighton are magically whisked to the North Pole, where they must protect Christmas against the wrath of ice princess "C.C. the Abominable Babcock."

Mr. Sheffield rushes Fran to get ready because they're late for a premiere. Fran worries about her purse not matching her dress, but Mr. Sheffield assures her no one will notice. But Fran appears on Gloss Magazine as a "fashion don't" and blames Mr. Sheffield for it since he was the one who didn't let her change the purse. So to make things up, he hires her as the costumer for his next play. What was set for disaster turns out to be quite a hit when Fran asks her cousin, renown designer Todd Oldham, to design the costumes with her.

When Fran gets Maggie smoking with her boyfriend, she pretends to smoke to Mr. Sheffield can teach her a lesson in front of Maggie, so she doesn't have to tell on Maggie and lose her trust. But Mr. Sheffield exceeds himself a little too much which results in Fran leaving the house. After a few hours of wondering where she is (and remembering all the unique situations they all have been since Fran entered the house), Mr. Sheffield finds her at Roger Clinton's, where Fran pretends to have an offer from Hillary just to Mr. Sheffield would beg her to come home.

Fran feels like Mr. Sheffield's life is falling in a routine and convinces him to change. Meanwhile, she is terrified to learn that her mother kicked her father out of the house and go to her grandmothers for help. To make things better, Gracie doesn't want Fran to go on her play dates, which only makes Fran want everything go back to the way it was. When Sylvia and Morty finally make up, Fran still has to convince Mr. Sheffield not to make big changes in his life.

Val gets a new boyfriend and Fran goes through an unusual situation: her best friend has a date and she doesn't! When Val's boyfriend makes a move on Fran, she thinks it's just jealousy and goes out with C.C., but later Val's boyfriend goes a little too far. Meanwhile, C.C. asks for an equal partnership, and after Maxwell denies it, she quits. She pretends to have formed a new partnership with Marvin Hamlisch just to make Maxwell envy, and Fran gives her a little push to go back to Maxwell.

Fran's upset because Valentine's day is approaching, but she quickly turns to happy when she scores a date with Jeff, the cop. She encourages Mr. Sheffield to get a date himself, and shortly after an anonymous valentine's card appears on Fran's purse. She automatically thinks it's from Mr. Sheffield and gets a huge billboard sign asking for Mr. Sheffield to be her valentine. When she discovers the card was from Brighton's friend, Fran and Val rush to Times Square to try to erase the billboard before Mr. Sheffield sees it. Due to an accident, Fran is left hanging from a rope and Mr. Sheffield's the one that comes for the rescue.

When Sylvia decides to have plastic surgery on her arms, the doctor tells her it's normal at a certain age for body parts to grow. Fran's feet modeling agency reunion is coming up, and Fran starts to freak out about her age and the fact that her feet have gone up a whole size. Luckily, she has Mr. Sheffield, who volunteers to escort her to the reunion.

Mr. Sheffield has Elizabeth Taylor over, and like with all celebrities, Fran can't control herself until she meets her. A very friendly Elizabeth asks Fran to take her black pearls necklace to a courier, but of course Fran has to do it in her own way. She takes a cab, and accidentally bumps her head against the window when the driver misses a red light. She is taken to the hospital and wakes up with amnesia. She thinks she's Mrs. Sheffield, and after her she remembers what happened she finds herself in a lot of trouble when she realizes she lost Elizabeth Taylor's pearls.

Fran starts to date Michael LaVoe, a famous hockey player for the NY Rangers. Mike is very superstitious and blames Fran for losing the game when she wears red shoes to the stadium. The entire city thinks she's a jinx and she decides to prove him wrong. But did the red shoes really jinx the game?

After losing to Fran in tennis, Maxwell goes through a midlife crisis including dressing younger and buying a flashy sports car. Fran finally makes him realize his life is great, and the two of them go for one last hurrah in the sports car.

Fran goes out with the new temple cantor, Gary. When Mr. Sheffield listens him singing, he hires him to be on his next play. He quickly promotes the cantor to the lead of the play after the original actor is run over by a bus, and Gary decides to quit the temple to dedicate his time to his Broadway career. Everyone blames Sylvia and Fran for it, and they start to be ignored at temple. Sylvia throws a curse on Fran and everything starts to backfire until Fran donates the $500 she got from the air company to temple.

Brighton is failing French in school so Mr. Sheffield hires a tutor for him. His tutor is incredibly good looking and attractive, and Fran wastes no time in flirting with him. He quickly proposes to her, something Mr. Sheffield thinks is quite suspicious since he doesn't have a green card. But Fran doesn't listen to him until she finds out Philippe has made a pass on C.C. and only proposed to her to stay in the country. She dumps him and Mr. Sheffield takes Fran out to console her.

Fran decides to go on a cruise to meet men with Val, but Mr. Sheffield quickly changes her plans and buys the entire family (his and hers) tickets to board the ship. While Niles and C.C. fight over who has to sleep in the same room with Yetta, Fran is excited to meet the single guy a psychic said she would meet. Sylvia introduces her to Steve, a fantastic man who is later thrown out of the ship for being a clandestine. Lucky Fran that Mr. Sheffield steps in as her mambo dancing partner and Fran gets her dance on water with the man of her dreams – even if she doesn't realize that!

Mr. Sheffield is off to Paris. His mother wants him to talk to Nigel, his brother, who's spending his trust fund on a nightclub. He accidentally takes the bag with Chester instead of the one with his clothes to Paris, and Fran chases him into the plane. Unfortunately, it's too late to get out, and now Fran and Maxwell are together in Paris. They go shopping and touring around the city, after Maxwell has a horrible fight with Nigel. Eventually, he realizes all he wants is to be like Nigel, so he takes the first flight back to NY. The plane goes through heavy turbulence, and upon the threat of a disaster Maxwell opens his heart and tells Fran he loves her. To Be Continued…

Fran and Maxwell return from their trip to Paris, and Fran couldn't be happier. Just as they are about to get home, Mr. Sheffield takes back saying "I love you" to Fran, and she is devastated. C.C. takes advantage of the fact that Fran is vulnerable and says Maxwell probably only hired her for her looks, which is accidentally confirmed by Max when he tries to compliment Fran. She decides to go to a singles bar with Val and meets a blind guy. The idea of dating a blind man sounds nice to Fran, since it'll serve as a proof that she isn't just a pretty face. After she is dumped by the blind guy, she and Mr. Sheffield decide to remain just friends.

Mr. Sheffield is furious when he finds out Maggie is seeing a 25 year-old boy. He wants Fran to make it stop, but won't listen to her when she tells him to see a doctor for his hearing problem. Fran decides to chaperone Maggie on her (last) date with John, but she completely forgets Mr. Sheffield's orders when she meets John's gorgeous friend Mark, who is interested in Fran. Still, she has to fix Maggie's problem, so she decides to let it flow and wait until she gets tired of John, which doesn't take long to happen. Too bad it means that Fran will have to drop her 25 year-old as well. Meanwhile, C.C. misses an incredible opportunity of dinner with Max when she falls asleep (the result of a caffeine trick Niles pulled on her).

Fran takes Gracie to the Loehmann's Semi Annual Red Star Clearance and has to fight over a green sweater with another woman. Back at the mansion, Brighton is having some problems with his science grade and Maxwell tells him he'll be sent to military school shall his grades not rise. He also tells Fran not to help him with his science project, but of course Fran doesn't listen to him. They decide to warm up a bird's eggs with lights and make a report on the birth, but Fran forget the lights on and the eggs hard boil. Now she has to ask Brighton's teacher for an extension, and what a surprise when she turns out to be the same lady Fran stole the green sweater from.

Fran and Val go to The Rosie O'Donnell Show and Fran is picked out of the audience to talk to Rosie. She's so natural and funny that Rosie asks her to come on the show as a regular guest to give parenting advises. C.C. jumps in as her agent, and Fran starts to have a taste of life as a celebrity. Maxwell gets scared of losing her and makes up a story about a dream he had where a ghost told him something horrible would happen to Fran if she didn't quit the Rosie Show. Fran gets fired and is replaced by a retired couple from Florida.

Fran's aunt Freida has gone broke and moves into the Sheffield residence. The only way Fran can turn this around is if she convinces Freida's rich boyfriend Fred to propose to her. Fred doesn't think of himself as an exciting man, so Fran decides to teach him dance lessons. He has a heart attack and falls on Fran, just as Freida walks in. After the situation is cleared, everything seems to be fine again until Fred tells Fran he's in love with her. She almost puts a stop to the wedding, if Mr. Sheffield hadn't interfered. Fred has another heart attack, but this time everything ends up just fine.

Maxwell's father is in town and Fran decides to help end the Sheffield family feud inviting James Sheffield over for dinner. He brings Joan with him, his old secretary for whom he left Max's mother. Maxwell is outraged at his father's selfishness during dinner, while Fran keeps wondering why can't Maxwell act more like his father and marry the help.

Jay Leno leaves his dog under the cares of Mr. Sheffield. Meanwhile, Fran is being audited for her taxes, and not even flirting and champagne can help her out. She calls Mr. Sheffield for help, and they go to the IRS office to prove Fran's income taxes. The hearing doesn't go too good until Jay Leno shows up, making the appeals officer happy enough to dismiss the case.

Nigel Sheffield arrives in New York, but since Maxwell is too busy to spend time with him he has Fran show him around town. They go out to nightclubs and parties, and Fran starts acting very happy for finally having a social life, something she complained about not having since she started working at the house. Nigel surprises Fran when he proposes to her and asks her to leave with him aboard a luxurious boat. Doubtful, she thinks about her relationship with Maxwell, its past and its future. In one hand she has the man she really loves, who hasn't made a move in 3 years. In the other hand, a rich, good looking and single man, everything she always hoped for. She chooses to go with Nigel, but unfortunately she misses the boat and has to go back home. Maxwell arrives and takes care of Fran, who twisted her ankle on her way back. Some things are just meant (not) to be.

While Fran is trying to convince Maggie not to get a tattoo, Val slips in front of everybody that Fran got herself a tattoo when they were teenagers. Sylvia tells Fran she'll have to have it removed if she wants to be buried in a Jewish cemetery when she dies; and Mr. Sehffield is dying to know where her tattoo is. Fran, of course, faces that as another opportunity for romance with Mr. Sheffield, so she arranges the whole family to go on a trip to the Bermudas, where she can put on a tiny bikini and reveal where her tattoo is. But in the last minute she changes her mind, and the two have a very exciting ping pong game instead.

Maggie wants a new car, but since her father won't give her one she convinces Fran to enter a beauty pageant to win one for her. In the contest, Fran has to drive a stick shift car, which she doesn't know how to, so Mr. Sheffield takes her up to the country to teach her. But Fran gets traumatized after running over a bunny, which causes her to lose the contest. To cheer her up, Maxwell invites her to go with them to the charity dinner at Barbara Streisand's house. On their way there, Mr. Sheffield has a stomachache, forcing Fran to drive. Later she realizes it was all a plan of his to make her get over her trauma. Now she has to go to Barbara's again, but to return the boot and purse she stole from her.

Fran decides to spend her holidays away with Val, but this time just the two of them, no Mr. Sheffield, no kids, nobody but the two single gals. A hurricane hits the island, making Fran's dream vacations a living hell. She returns home early to find a lonely Maxwell, who later takes the entire family on a cruise around the Greek Islands.

Danny Imperiali, Fran's former fiance, is dead. At his funeral (while comforting Danny's widow Heather Biblow), she meets a Jewish man who is ignored by his former lover's family and got nothing after he died. Afraid the same thing will happen to her, Fran stands up for herself and imposes Mr. Sheffield to do something. Afraid his grandmother (who's in town visiting), might judge him and remove him from her will, Mr. Sheffield does nothing, so Fran quits. When he realizes he might have lost Fran forever, Mr. Sheffield goes after her and takes back taking back saying he loved her.

Fran meets an incredible man at a singles bar. He's Jewish, he's a doctor, he's rich, he's everything Fran ever dreamed of in a man. But during her cousin's wedding - where she was a bridesmaid - Fran discovers that Mr. Perfect is her cousin! Seeing Fran devastated, Mr. Sheffield decides to send her to a therapist, and the therapist says Fran has an obsession about getting married. Fran decides to stop chasing men around, just to make Mr. Sheffield guilty.

Fran decides to stop chasing men like Dr. Miller told her. Sylvia doesn't like that at all and blames Mr. Sheffield for her daughter staying single forever. Fran, Val and Ms. Babcock decide to go out together on a "girls night", with no pressure to find a man, but after Val and C.C. get dates, Fran finds herself as a fifth wheel on their double date. Alone, embarrassed and depressed, Fran goes home trying to act as if she had a great time with them, but can't. Once again, Mr. Sheffield and Fran find themselves alone, comforting each other. Meanwhile, Dr. Miller tries hypnosis with Sylvia but that doesn't go too well.

Fran freaks out on Mr. Sheffield after he brings home a model and makes out with her in the living room. Dr. Miller says Fran is upset because she is thinking of Maxwell as her husband, not as her employer. At the movies, she runs into Dr. Miller, but is shocked to see him picking his nose. She is so disgusted that she thinks of never seeing him again. Mr. Sheffield worries about her and confronts Dr. Miller about his actions, but gets very embarrassed when he finds out the "inappropriate behavior" Sylvia told him about wasn't what he had in mind. Meanwhile, C.C. is dumped by her boyfriend and asks Niles to escort her to an awards show, and the two end up having a very pleasant night out.

Yetta's got a new boyfriend, who's much younger than her (he's 60) and already proposed. Afraid he's after Yetta's money, Sylvia decides to go to the bank to make sure money can't be taken out of their joint accounts without both signatures. While waiting in line, a very bumbling bank robber takes over the bank and makes Sylvia and Fran hostages. The bank robber is so unprepared that he even forgets to put on the mask and accidentally reveals his name - Leslie Tilbett - and Fran ends up making friends with him. They chat, order some food, and the kidnapper even acts as mediator between Fran and Mr. Sheffield (who messed things up with Fran with a Valentine's Day faux pas). When Leslie decides to leave, Fran and Sylvia argue about the best way he should take to escape the cops and they both end up going with him. At the bank door, Mr. Sheffield apologizes for taking back saying he loved Fran, and they make up. Sylvia, though, is still taken as hostage, but the kidnapper is arrested afte

Mr. Sheffiled calls from the limo saying he has to repair a mistake he made to Fran 6 moths ago. She's very excited thinking he might take back taking back saying he loved her, but for her misery he only wanted to pay her extra money he got from tax refund. Tired of living on high expectations, Fran decides to take some time off the house and joins C.C. on jury duty. How surprised is Fran when the case is about a woman who chopped off her boss's hair just because he told her he loved her then took it back. Fran manages to convince the jury that the woman is not guilty, and finds out later that the man married the his employee. Meanwhile, Sylvia takes over Fran's job as the nanny, and the entire family starts to feel hungry since Sylvia is an eating machine.

After Niles is depressed about his life as a butler, he begins to act strange and while he is cleaning, he drops a piece of paper containing a list of items that convinces Fran that Niles is possibly a murderer due to his recent strange behavior and the contents of his list. A search of his room confirms her suspicions. During a stormy night, Maxwell takes the children out for dinner leaving Fran and Niles alone. Niles approaches Fran and she thinks Niles is about to murder her. He confronts Fran about how she knows what he is up to when in fact he is simply writing a play.

A woman calls Fran saying she might be her mother due to a mix up that happened in the hospital the day she was born. Doubtful, Fran goes to Sylvia to ask her about the day she was born, and finds out the story might be true after Sylvia says she left her for a moment while chasing for food. Terrified that her whole life might have been a lie, Fran invites the strange woman to her house, and for her surprise, she turns out to be black. Still, after Fran pays a visit to Lila Baker's huge mansion, Fran insists that she might be her daughter, since her late husband was Jewish, but the DNA test proofs not. Fran is really Sylvia's daughter, which is something Sylvia only gets after spending some time pleasuring herself with the wonderful food Lila has at her house. Meanwhile, Niles tries to convince Maxwell to sell one of his plays to CBS so C.C. has to move to LA.

After winning the Tony Award for play of the year - for "The Widower", beating his lifetime rival, Andrew Lloyd Webber - a tabloid starts to publish fake stories about Mr. Sheffield and Fran having an affair since Maxwell's honeymoon. Maggie is very upset about it, and won't believe it's not true. Fran's upset not by the fact that it's a fake story, but that the story said she was 40. Maxwell and Fran go to the tabloid to confront the journalist, but he assures them he won't print any more stories about them, since they were the lowest selling edition in 5 years! Meanwhile, Niles is upset because Maxwell didn't invite him to the cast party, and Dr. Miller convinces Mr. Sheffield to give him a "Butler of the Year" award.

Fran's high school classmate, Morgan Faulkner, is hired by Mr. Sheffield as the star of his upcoming play. This causes Fran to get a bit envy, seeing how Morgan's life turned out great while she is just a nanny. On top of that, Maggie decides not to go to college and become Morgan's personal assistant (just what Fran needed. She's rich, beautiful, famous, and now she's stealing her children!), but Fran manages to talk her out of it. Meanwhile, the entire family is invited to Passover at the Fine's, and Niles quickly learns the secrets of the Jewish cuisine.

After watching Tasha's (a new female rock star) video on MTV, Fran decides to write lyrics of her own about her misery and suffering and make it big on showbiz. Discouraged by Mr. Sheffield, Fran decides to hand her lyrics to Tasha no matter what, and even passes herself as hotel maid with Val just to meet Tasha. When she finally does, Tasha is so interested in reaching out and listening to what the people have to say that she actually hangs out with Fran. Unfortunately, Fran's song is no good, but her misery is good enough for Tasha, who uses Fran as her muse – until Mr. Sheffield tells Fran he misses her and Fran turns happy, which makes Tasha turn to Val for inspiration (after all, Val lives with her parents, is over 30 and single).

Fran offers herself for the charity auction Mr. Sheffield is putting together with Bette Midler. A gifted 10 year old pianist, son of a big time investor, wins the auction and gets to have Fran as his babysitter for 5,000 dollars. Fran takes him to Yetta's retirement home and while entertaining the elderly with his piano skills, one senior collapses and dies in front of the kid. Shocked, he says he will never play again, and his father cancels the 5 million he promised to invest. Bette Midler goes to the mansion herself to teach Fran a lesson, but luckily Gracie picked up a few things from Fran over the past 4 years, which is enough to convince the kid to play again and his father not to back out on the investment.

Fran is shocked to learn that her biggest rival, Heather Biblow (who stole her fiancé and her job) is starring on her favorite soap opera, "The Young and the Restless". Heather invites Fran and Val over to her Malibu beach house, where she can rub it on their faces how successful she is. Fran and Val visit the studios, where they run across some of their favorite celebrities. Heather has a really hard time memorizing the lines, and Fran doesn't think twice before jumping at the chance of finally stealing something from Heather: her daytime TV job. Fran is hired to replace her, and calls the mansion saying she won't return. C.C. is happy at first, but quickly realizes she needs Ms. Fine back when Maxwell hires a new nanny: Heather Biblow. Fran is so upset with the thought of Heather in the house that she is fired from the show and returns to NY to get her job back.

Sylvia decides to invest in a condo in Boca. This much anticipated fact that should come as a blessing for Fran upsets her deeply, and Dr. Miller says it's because deep down she doesn't want her mother to leave. Mr. Sheffield thinks if he takes Fran to see the condo she'll accept the idea, and just when Fran finally realized how much peace she'd get from that, they discover there isn't any condo, only a swamp. Fran's devastated (specially when Sylvia interrupts her fantasy from coming true), but at least she won't have to separate from her mother yet. Meanwhile, Niles feels bad for being the only one of his friends who's still single.

Mr. Sheffield is going to London to convince Celine Dion into doing Broadway. Fran decides to go after him and take advantage of the romantic scenario to solve their situation once and for all. After a romantic afternoon together, Max and Fran go back to the hotel and almost sleep together, if it wasn't for him backing out in the last minute. Insulted, offended and tired of all the cat and mouse play, Fran decides to leave him before it's too late for her to marry anybody. But they receive a phone call from NY saying that Niles just suffered a heart attack. Fran decides to stay and help while Niles recovers, giving Mr. Sheffield another chance to make a commitment. Meanwhile, C.C. is surprisingly sad after Niles's attack and even drops by at the hospital to bring him some flowers. She reveals to Fran that deep down she doesn't hate Niles as much as it seems.

Mr. Sheffield wants to buy himself some time before his relationship with Fran grows, so he asks Fran to redecorate the kitchen. Fran invites her cousin Sheila over to help her, and Sheila proposes a special aphrodisiac decoration to give Fran a little push in conquering Maxwell's heart. But Fran finds the similarities between her life and her cousin Sheila's too big and fears that Mr. Sheffield will dump her after seeing the new decoration (exactly what Sheila's husband did to her). Fran decides then to do her own decoration, and Maxwell loves it.

Maxwell invites Fran to be his date at the very exclusive dinner party given by Elton John to celebrate Tantrums and Tiaras, the new film he and his partner, David Furnish, are premiering. Unfortunately, Fran’s lurid past catches up with her when she appears in the film as the fam who prompted one of John’s “Tantrums” by verbally abusing Elton. Yes, it’s another Fine mess, and Fran – à la Lucy – goes to extraordinary lengths to hide her identity during dinner. Then, trying to hide her identity, she doesn’t make a very good impression as Maxwell’s date. Meanwhile, C.C. tries to cope with Maxwell’s apparent preference for Fran over her.

Fran screwed up with Elton John, and Brighton won a radio contest and the prize is that a film crew is coming to his house for a music video. When the film producers crew comes, a duplicate of Fran shows up, and Maxwell starts to fall for her. Guest star: Brian Setzer.

Needing extra money for Yetta's bridal shower, Fran is hired by to be Chester's dog walker. As Fran and Gracie are strolling in Central Perk, a man distracts them and steals Chester. He asks for $20,000 for Chester to be returned safe, and for that much money Fran and Val decide to take over the investigation and rescue Chester themselves, but of course they also end up being kidnapped. Now the kidnapping couple is asking for $40,000 to return the ladies and the dog. Mr. Sheffield goes out for the rescue, but Fran gets rid of the kidnappers with some laxative chocolate Yetta gave her.

Fran and C.C. agree to let Dr. Joyce Brothers decide who's the better woman for Maxwell; Niles quits after he's denied a raise, a demand based on his faulty impression of Fran's salary.

The Sheffields, Niles, Fran, and C.C are going to Atlantic City for a project, and are staying at Trump Taj Mahal. Maxwell is jealous that Chevy asks Fran to be in his room. Meanwhile, Niles is addicted to gambling.

Mai Ling, the Cambodian girl Fran and Val "adopted" in high school for 17 cents a day, is coming to NY to visit them. Sylvia doesn't like the girl, for whom Fran and Val fight over, resulting in a split up between the two best friends. Sylvia thinks Mai Ling will also come between Fran and Mr. Sheffield, but Fran finds out Mai Ling got engaged to Brighton to get a green card!

Upset about Yetta's upcoming wedding, Fran is advised by Dr. Miller to focus her energy on new life projects. She decides to pursue an old dream of becoming a weather girl, and thanks to Sammy, who's Bryant Gumbel uncle, Fran scores an audition for editorial commenter of Public Eye. Mr. Sheffield doesn't like the idea of Fran leaving the house, so he sets up a scheme with Gracie to convince Fran into quitting her new job. But they don't have to do that, Fran ruins her audition by herself (by mistaking gene therapy with therapeutic jeans). Meanwhile, Sylvia has problems accepting her soon-to-be stepfather.

Fran goes to Maggie's school to have a word with her Philosophy teacher and ends up developing a crush on him. After having to ask Maggie for her approval, Fran starts dating the gorgeous Jewish bachelor, which, of course, upsets Mr. Sheffield (who won't do anything regarding his true feelings towards Fran). Fran lies about her age to Professor Steve, and later pays the price when his astrologist tells him he should be with a woman in her mid-thirties – C.C.!

Fran and Niles fight over who gets to ask Mr. Sheffield for the weekend off. Fran wins, and Niles accuses her of seducing Mr. Sheffield to get what she wants. He decides to get back at her and allies with C.C. against Fran. Finally, Niles and Fran forgive each other, and he suggests Fran takes Mr. Sheffield with her to the Fine Family Reunion at the Niagara Falls, the perfect place for him to propose and a solution that will give them both the weekend off. Unfortunately, Fran doesn't listen Mr. Sheffield's proposal. He slips and falls, with no recollection of what happened.

Val has two tickets for Michael Bolton's album premiere party, so Fran asks Mr. Sheffield on a romantic date. She's terrified with a weird rash that appeared all over her body, and rushes to the hospital after Mr. Sheffield decides to take her up to a room for their first intimate night together. She gets a cortisone shot from an inexperienced doctor, which makes Fran swells like a balloon. The romantic night is ruined, thanks to Sylvia's squash-filled pasta that gave Fran the allergic reaction.

Margo Lange, the famous actress, is starring in one of Maxwell's plays, and Ms. Fine disguises as a gardener so she can spy on them. After being busted by Mr. Sheffield, Fran accidently sprays water on Margo, and as she tries to dry her, Margo's famous Marilyn-Monroe-like mole comes out. Fran takes her mom to the doctor, and as they were talking on the waiting room, Cindy Adams, the columnist, overhears the story about Margo's fake mole, and announces it on her show, which makes Margo quit the play. Now Fran has to make things up to Mr. Sheffield, and in order to do so, she comes up with the idea of selling fake moles on the internet with Margo. But the whole plan falls through after Maxwell blabs about it to Mel Brooks, who steals it. Maxwell asks Fran to marry him so he can be forgiven, but she says no to it because she doesn't want to marry a man out of guilt. But he actually meant it this time...

Fran decides to take her father to a basketball game, but he refuses to go knowing the tickets came from Mr. Sheffield. Confused, Fran goes to Dr. Miller for advice, and he tells her she's always looking for men like her father – that will keep a distance between them. Fran decides then to make Mr. Sheffield change, and when that doesn't work, she decides quit her job and change herself. Not wanting to let her go, Mr. Sheffield – Maxwell – calls her Fran. Although they agree on not doing it in front of others yet, Max and Fran take their first step on the road of commitment.

Gracie is invited by a school friend to fly to his palace in Koorestan. Fran tries to convince Maxwell to let Niles take her, so they can call each other by their first names all weekend, but Max needs Niles there so he sends Fran instead. There, she is flattered by all the luxury, and by how much the Sultan looks like Mr. Sheffield. After the Sultan invites Fran to stay with him forever, she thinks he proposed and says no. And when she decides to fly back to NY, she is surprised to see that her passport and clothes are missing, and there are guards at her door. Meanwhile, Niles tricks C.C. by saying that it's Mr. Sheffield's birthday and she uses his gift to look good, but Niles had tickets to Koorestan instead. Mr. Sheffield goes to Koorestan to rescue her, but turns out the Sultan only wanted her to be his nanny. Mr. Sheffield says he loves Fran.

Fran is thrilled to tell the family that Maxwell has told her he loved her, and this time he didn't take it back! Everybody is happy for her (except for C.C.) and congratulate Fran. Maxwell reveals to Niles that he bought an engagement ring and is going to propose to Fran tonight. He, of course, can't keep a secret and tells Fran, who tells Sylvia, in a chain reaction that results in virtually everybody knowing about it. Maxwell asks Fran to invite her family over because they're having a very important dinner at the Rainbow Room and they should all be there. All the Sheffield and Fine families gather and wait for Maxwell, who never shows up. Afraid something happened to him (because she was sure he wouldn't just leave her waiting), Fran goes after him, and finds a passed out Mr. Sheffield behind the theater. He was knocked out by burglars who stole his watch and Fran's ring. Nevertheless, he proposes to Fran.

Maxwell decides to shop for a new ring for Fran, and Sylvia asks them to go to their uncle Stanley's, because he is family. But once there, they change their minds and go to Cartier instead. Fran gets an astonishing ring and they are mentioned in the social column (and Fran's name is mistyped Fran Fone...). But Fran starts to see that she might not be very well accepted among Maxwell's rich friends: she, Sylvia and Val are mistaken by ordinary people at a fancy clothe store, and at a dinner party Fran finds out that everybody is making fun of her behind her back. Hurt and afraid she might not be good enough for Maxwell, she goes to the park and meets a homeless man. She offers him chicken and opens her heart for him, giving him her address and offering him to drop by at anytime he feels hungry. That man turns out to be one of the richest men in the city and he ends up sponsoring Maxwell's new play. Meanwhile, Sylvia gets Maxwell and the kids to call her "ma" and "nana"; Niles has fun b

Fran decides that even though she's marrying Maxwell, she still wants to work. She decides to help him with his new play. They have to find a rapper and Fran gets Sammy's grandson, who is a gift wrapper instead. In major trouble, Fran has to turn the nerd gift wrapper into a music rapper in less than 24 hours to prove to Mr. Sheffield that she is not stupid. Meanwhile, C.C. feels left out and replaced by Fran, and Niles doesn't let the opportunity of teasing her go away, until she finally goes nuts and is taken to a mental hospital.

Fran attends her high school reunion and is surprised to see that all her old friends are getting divorced, while she's the only one getting engaged. Trying not to be affected by all the negativity, Fran discusses with Maxwell the little things of life as a couple - which side of the bed they sleep on, what to do on the weekends, and how many children they'll have. That becomes an issue because Maxwell doesn't want anymore children, while Fran does. After realizing how much motherhood means to Fran, Maxwell says they'll plan it in the future, leaving them plenty of time to practice. Meanwhile, Niles goes through depression without having Ms. Babcock around to tease on; and Gracie gets scared she'll be sent away to a boarding school after a friend tells her it happened after her dad married her stepmother.

Maxwell's father unexpectedly passes away, and in his will he leaves everything to Concepcion, a secret daughter he had with a flamenco dancer. C.C. is back from the sanatorium and doesn't miss the opportunity of terrifying Fran and trying to split Fran and Maxwell up. Afraid that the Sheffields are going bankrupt, Fran visits Concepcion trying to persuade her to share the money with her siblings, but can't. Knowing what if feels like being poor, Fran tells Maxwell that she'll understand if he decides to marry a rich woman in order to keep his lifestyle. C.C. offers herself to marry Maxwell, but his love for Fran is beyond money. Then Sheffield's lawyer arrives with the news: Concepcion decided to share her money, all because Fran made her feel like family. Niles plays tricks on Ms. Babcock, making her doubt her own sanity.

Pressured by his family, Maxwell wants Fran to sign a pre-nup, which upsets her. She thinks he doesn't trust her and/or doesn't have faith their marriage will last forever. Unbelievably, Val is the one that opens her eyes to what's happening and how it is better for Fran to sign it. Brighton has an ice-skating accident and is taken to the hospital, and Fran is not allowed in because she's not his legal guardian. So she disguises herself as a nun (much like in guest Whoopi Goldberg's Sister Act) in order to see him. In the hospital room, Fran tells Brighton, Maggie and Gracie that she loves them like they were hers. After listening to that, Maxwell decides he doesn't want Fran to sign any pre-nup, but the adoption papers that will make Fran the kid's mother. Meanwhile, C.C. sends in a temporary substitute, who walks, talks and acts just like her, for Niles's desperation - until she reveals her taste for men.

Maxwell's brother, Nigel, is back to throw him a bachelor party, and Fran is terrified because Maxwell doesn't know that she almost married Nigel a year and a half ago. She tries to keep it a secret, but after Nigel gets drunk at the party, he tells Maxwell, just as Fran comes out of the cake in a surprise for him (after Sylvia confessed that Morty cancelled his wedding and ran off with the cake girl - Sylvia!). Fran and Maxwell have a fight over it, and they end up calling the wedding off, until C.C. (under the influence of Prozac) tells Fran that Maxwell didn't spend 5 years "doing the one man show". So Fran gets Marla Maples, who had a quick fling with Maxwell a year and a half ago, and confronts Maxwell. They finally realize they love each other and call the wedding back on.

Fran moves to her mom's because she doesn't want Maxwell to see her 24 hours before the wedding. Maxwell's sister arrives for the wedding and says their mother is not coming because she doesn't like Fran, which concerns Maxwell, but after awhile he gets over it, after realizing that it's not important. Fran goes to Jersey to pick up her sexy white negligee that she had ordered specially for their wedding night. On their way back, Val's car breaks down in the middle of nowhere, and Sylvia, Val and Fran have to spend the whole day waiting for someone to rescue them. Maxwell is visited by a very special someone: Sara, his late wife, who comes to wish him a happy marriage and confess that she sent Fran into their lives. Val's mother call Maxwell and goes to rescue them.

Fran and Maxwell find themselves alone in a deserted island after falling off their honeymoon yacht. While the rest of the family is worried if they're still alive, Fran and Max have to learn how to survive without the luxuries of their NY mansion. Fran can't stop complaining, and just when they're ready to take the step they've waited 6 years to take, something bits Maxwell, making him ill. Thank goodness the same thing happened on The Young and the Restless, so she knows how to take care of him. C.C. feels guilty because she wished them dead, and rents a chopper to go after them with Sylvia. Luckily they're found safe and sound, and they return home to finally consummate their wedding.

When Maxwell shushes Fran on their first night together in their bedroom, she hits the roof, refusing to keep her voice down. They resolve the argument by agreeing that the key to a successful marriage is compromise, and Fran vows to be more demure while Maxwell promises to be less uptight. They try to adopt their new personalities during an important business dinner at which Maxwell is trying to win the rights to a new book.

Brighton wants to go to Atlantic City, and after his father says no he goes to Fran for help. But Maxwell is implacable and won't give in, so Brighton plays Fran against him saying he doesn't respect her or her opinion. Maxwell calls Fran the nanny and Sylvia advices Fran to hold up on "the bing-bing", but Fran can't. Her solution: hire a new nanny and act more like a wife. But Fran can't fit in among the snobbish country club people, and decides she should be in the house, both as nanny and as wife, since it was her (as the nanny) whom Maxwell fell in love with in the first place.

Sara's parents are visiting, and Max is afraid they might not like Fran, as he never told them about the marriage. Fran tries to do all the right things, but can't get it right. After she surprises them with the adoption plans, she gets the impression they will investigate her. Fran goes to Sylvia and Val for advice, but Sylvia's new sugar-free diet affects her ability to think. Finally, Fran decides to tell Max all he doesn't know about her, but he says he already knew that as he did a background check after she was hired. Finally, Fran opens her heart to Sara's parents, and they finally agree on the adoption. Meanwhile, Yetta thinks Niles is her husband, and C.C. take advantage of Fran's problems to mock her.

Maggie wants to bring home her new boyfriend Michael, but is afraid of how her father will behave in front of him. She asks Fran for help, but Maxwell is a little too stubborn. During dinner, Fran is extremely pleased with Michael: he's a male model, he makes about US$800,000 a year (for Niles's desperation), his father is a doctor and he's Jewish! Everything Fran could ever hope for Maggie! Maggie also breaks the news that she's moving in with Michael, but Maxwell won't let her. He and Fran fight, and Sylvia advises Fran to support him. Fran goes to Michael's place, and tries playing guilt on Maggie, but it doesn't work. Maxwell arrives and they act a scene in which they place poor Maggie as a reason of a possible break up. The plan works and she returns home.

Fran walks in Maggie and Michael in bed together, and as she tries to cover it, Maxwell also walks in. He forbids Maggie to do that in the house, and Fran has to convince him to forgive Maggie. Just as she is dressing her up as the young, innocent, non-active Maggie he always knew, Maggie drops the bomb: she might be pregnant! Fran and Maggie work together on buying a home pregnancy test and hiding it from everybody, but once again Maxwell finds out and has them go see a gynecologist. The results come back negative for Maggie, but the doctor suspects Fran might be the one bringing new people to the world. She comes home very excited to share the news with Max, but before she does he tells her what a relief it is not to have a baby since he's not ready to share her yet. Fran decides to keep her secret. To be continued…

Fran is very excited about her pregnancy, but worries about Maxwell's reaction since he said a baby was he last thing they needed in their lives. While trying to tell him, Fran gets upset and storms out of the house to chill her mind at Central Park. There, while talking to a fellow mother who took her kids to the park, Fran feels abdominal pains and is rushed to the hospital, where she and Maxwell – who's now happy about the baby - fear for their baby. To Be Continued...

Fran's devastated after hearing from Dr. Reynolds she was never pregnant at all, that it was a false positive. Maxwell keeps hiding her pregnancy tests to avoid further sadness, and even invites Fran and her relatives to join him on his special appearance on the Hollywood Squares. Val, Sylvia and Yetta advise Fran to go see a herbalist to help Maxwell's swimmers. At the herbal store, Fran buys a special shake that will help Maxwell's little swimmers swim faster and some special cookies that will make them hot for each other. The shake doesn't help, so Dr. Reynolds prescribes hormones for Fran, who also buys an ovulation kit. Her timing couldn't be worse when she starts ovulating right when Maxwell is up on the squares. But nothing that Whoopi Goldberg's dressing room can't fix. Meanwhile, C.C. and Niles accidentally eat the special cookies and feel hot for each other, and Val quits her brightness pills because it was making her too gassy.

Fran's obsessed about getting pregnant, so Max decides to take her up to a ski trip in Aspen to get her mind off it a little. He arranges for them to be at the First Family's table on his gala dinner, but advices Fran about all the things she's forbidden to talk about in their presence. Maxwell is the one who ends up embarrassing himself for a change. While practicing for skiing with the president, Fran and Max get lost in a cage, where they decide to "warm" each other. Fran catches a cold, but the pharmacy won't give her the antibiotics until they run a few tests. When the results come back, Fran discovers that she is pregnant!

Fran's excited about celebrating her first Hanukkah with Maxwell, only he has to drive to Boston on business, and takes C.C. and Gracie with him. During their drive, the car goes off the road and Fran is left with no news on them, except that the snowstorm is really bad and they might not last long. While waiting outside the house, a nun comes by and they pray together. Max, Gracie and C.C. return home safe and sound, proving miracles do exist. The car oil lasted for eight hours instead of one, just like in Hanukkah.

Aunt Freida decides to get back at Sylvia for not letting her sing at the wedding and buys her condo, leaving her with no place to go. Sylvia and Morty move in to the Sheffield mansion. At first, Fran is worried about how Maxwell is going to take it, and happy about having her mom around like old times. But Maxwell surprisingly takes it well as Sylvia spoils him like the mother he never had. Fran, on the other hand, starts remembering all the annoying things about living with her mom, and decides she must convince Freida to give her mother's condo back. They make some alterations on the wedding video to make it look like Freida sang on it, and the two sisters-in-law make up. Meanwhile, Niles experiments being a model for a day.

Maxwell's old college friend Rodney Pembrook is in town, and asks Maxwell to loan him one million dollars. Before they close the deal, Maxwell has to fly London for business, and Rodney takes the chance to get the money from Fran. C.C. tries to stop her from writing him the check, but Fran puts her foot down saying she's his wife now and should be involved with the finances. After she gives him the check, Maxwell's sister arrives saying Rodney is flat broke and has been ripping money off anyone he cans. Now Fran has to find a way to get the money back before Max returns. She goes after Rodney, who tries to give her the check back, but Fran is touched by his arguments and decides to let him keep the money. When Max finds out he's furious, but luckily Rodney was telling the truth and the investment gave Max a 500,000 dollar profit. Meanwhile, Niles inherits a royal title and starts acting like a millionaire, only to find out the title is worthless and he just covered himself in debts. An

After Fran undergoes a sonogram, Dr. Reynolds delivers some exciting news to the proud parents-to-be. Meanwhile, Fran's feelings are hurt when Brighton goes on a tour of Ivy League universities and denies her request to accompany him. Fearing that Brighton thinks she is too stupid to meet his friends, Fran seeks advice on how to "sound intelligent" from Lynn Redgrave, who is visiting Maxwell to discuss a new play.

Maxwell is offered to turn one of his failed plays into a movie, and tells Fran they might be moving to California! The deal is quickly changed from a movie to a sitcom, and Fran's afraid the news is going to devastate her mother. Sylvia takes the news surprisingly good. In fact, too good, leaving Fran suspicious about her. She goes to the Chatterbox after Sylvia, but Libby, the local yenta, tells her Sylvia's been seeing a doctor three times a week. Fran confronts Sylvia about her health and discovers Sylvia's been having an affair with her doctor, and that's why she doesn't want to move to California with Fran!

With the upcoming end of her pregnancy, Fran's feeling a little fat and overweight, and worries if she'll ever fit in her clothes again as she packs for the move. The Sheffields host their first anniversary party, where the entire family reunites before they move to Beverly Hills. While Fran and Max are nothing but happiness, Niles fears for his future with C.C. Once again he proposes, and once again she flees. Fran runs after her and they both get stuck in the elevator. When things can't get any worse, they get: Fran goes into labor! Maxwell and Niles finally arrive with help to get Fran and C.C. out of the elevator. The elevator repairman can't get the door open, but when C.C. says she'd be happy to marry Niles he opens it with no tools! They're all happy and ecstatic about Niles and C.C.'s engagement and forget Fran in the elevator, but Maxwell opens up the door and off to the hospital they go. To be continued...

Fran delivers her twins as C.C. gives Niles an answer to his marriage proposal.

Fran decides to do a little investigation on the man her mother is seeing, and discovers him to be a lovely man. Sylvia finds out she was at the doctor's office and breaks up with Fran. Fran then decides to give her father a few hints for pleasing Sylvia and turn their boring marriage around. The two couples go out for dinner, and Morty runs into Dr. Razzo in the men's room. Fran tries to talk her father into not giving up on Sylvia, and Dr. Razzo supports her. Morty goes back to the table and sings a romantic song for his wife, solving once and for all their marital conflicts. Meanwhile, Niles makes his stage debut on Gracie's school play – and makes a fool of himself.

Niles shows Fran a script for a play he got from a friend of his. He wants to show it to Mr. Sheffield and become a producer so he can be something more than just the help. When pushed to tell why he wants to change his social status, Niles reveals to Fran he's in love with Ms. Babcock! Shocked, and yet merciful for her friend, Fran decides to take some money of her and Maxwell's joint account to finance the play. But neither Fran nor Niles have a name in the market, so they pass as C.C. and Maxwell and produce the play under Sheffield-Babcock Productions. Unfortunately, they're fined 250,000 dollars and find themselves with no solution but revealing the truth to Maxwell. Fran appeals to C.C.'s efforts to befriend with her (because Maxwell threatened to end their business partnership if she didn't solve her issues with Fran) to soft the shock. She's not so lucky with Max, who gets furious. Nevertheless, he helps them produce the play. After the premiere, Fran encourages Niles to tell h

Ms. Babcock finds Niles's proposal pathetic and laughable. Fran tries to contour the situation and teaches Niles a better way for him to start things with Ms. Babcock – call her by her first name, or take her out to a romantic dinner. During the dinner, Niles gets nervous and proposes two more times. C.C. won't let it go and keeps rubbing it into his face, until Niles is fed up and decides to quit, for he can no longer live under such humiliating circumstances. Neither Fran nor Maxwell can do anything to make him stay, and even C.C.'s promise to let it go count for nothing. Finally, Niles tells C.C. she's pathetic and lonely, and will spend the rest of her life waiting for a man that will never come, until one day she looks back and sees she wasted her entire life. Niles storms out and C.C. realizes what he said is true. She decides to move on and quit too. At night, while fighting over some dummy twins the doctor gave Fran, she and Max go to Niles's room and find him and C.C. sleeping

While still shocked about finding out Niles and C.C.'s secret affair, Fran and Maxwell worry about something else: it seems like Max's biggest chance to beat Andrew Lloyd Weber at the Tonys is going to be wasted, since he can't get a decent play script and thus won't open any new shows. Fran shows him Yetta's old love letters she wrote to a waiter she met on the ship that brought her from Romania, but Maxwell doesn't think those will make a good play. The letters get accidentally sent to Andrew Lloyd Weber's office and he tries to buy the play rights for Yetta's letters, but Maxwell steps in – thanks to Sylvia's power of attorney – and opens one of the most exciting plays of the season!

Michael got a modeling job in Japan, so he proposes to Maggie so they don't have to be apart. Maxwell has a hard time accepting the fact that his little daughter has grown into a mature woman, but eventually comes to terms with Michael. On the wedding day, Fran finds out Michael's cousin is James Brolin, Barbara Streisand's husband, and that Barbara herself is coming to the ceremony. Fran is in such shock for finally meeting her idol that has contractions and is rushed to the hospital. It's all a false alarm, but Fran does not want to stay in the hospital while Barbara is at her house. She sneaks out, but when she gets home there's nobody there. Max calls the house and reveals Fran he planned a little surprise for her: he took Barbara to the hospital. Fran doesn't forgive her, but the wedding goes on and Maggie finally marries the man of her life.

When Libby, the Chatterbox hairdresser/fortune teller, predicts Val will hook up with Fred the pharmacist and it happens, Fran worries her prediction might come true too. Libby said she saw Maxwell in bed with a leggy blonde in Beverly Hills. Coincidentally, Max has to fly to L.A. because his pilot was picked up. Fran and Niles assume the leggy blonde is Ms. Babcock and fly after them. After meeting Fran Drescher at the hotel lobby, they discover C.C. and Max changed rooms after Niles crawls up Max's bed! Turns out he's the leggy blonde! Meanwhile, Brighton has problems telling his father he doesn't want to go to Harvard and wants to take a year off instead.

Mr. Sheffield wants Brighton to play more sports, so Fran takes him to play baseball in Flushing. At Sylvia's, he shows an incredible talent for playing canasta, so he joins Yetta's canasta team to play in Atlantic city. Fran is soon kicked out of the team, but at the very last minute Brighton realizes that he doesn't belong to a group of Jewish women from Flushing and gives his place to Fran.

Niles shows Fran a script for a play he got from a friend of his. He wants to show it to Mr. Sheffield and become a producer so he can be something more than just the help. When pushed to tell why he wants to change his social status, Niles reveals to Fran he's in love with Ms. Babcock! Shocked, and yet merciful for her friend, Fran decides to take some money of her and Maxwell's joint account to finance the play. But neither Fran nor Niles have a name in the market, so they pass as C.C. and Maxwell and produce the play under Sheffield-Babcock Productions. Unfortunately, they're fined 250,000 dollars and find themselves with no solution but revealing the truth to Maxwell. Fran appeals to C.C.'s efforts to befriend with her (because Maxwell threatened to end their business partnership if she didn't solve her issues with Fran) to soft the shock. She's not so lucky with Max, who gets furious. Nevertheless, he helps them produce the play. After the premiere, Fran encourages Niles to tell h

Fran discovers that Niles has a beautiful singing voice and convinces him to audition for Mr. Sheffield's next play. Meanwhile, she asks her sister Nadine to come cook for them, and Nadine starts to hit on Mr. Sheffield since she recently left her husband. Nadine starts to get on Fran's nerves, so Fran calls her husband to come pick her up. They have a big fight that ruins Niles's audition, but is a success among the investors.

Fran attends the nanny retirement party for one of her friends. After drinking too much, she ends up in Mr. Sheffield's bedroom that night. The two try to determine whether or not anything happened between them.

Aunt Freida decides to get back at Sylvia for not letting her sing at the wedding and buys her condo, leaving her with no place to go. Sylvia and Morty move in to the Sheffield mansion. At first, Fran is worried about how Maxwell is going to take it, and happy about having her mom around like old times. But Maxwell surprisingly takes it well as Sylvia spoils him like the mother he never had. Fran, on the other hand, starts remembering all the annoying things about living with her mom, and decides she must convince Freida to give her mother's condo back. They make some alterations on the wedding video to make it look like Freida sang on it, and the two sisters-in-law make up. Meanwhile, Niles experiments being a model for a day.

Ms. Babcock finds Niles's proposal pathetic and laughable. Fran tries to contour the situation and teaches Niles a better way for him to start things with Ms. Babcock – call her by her first name, or take her out to a romantic dinner. During the dinner, Niles gets nervous and proposes two more times. C.C. won't let it go and keeps rubbing it into his face, until Niles is fed up and decides to quit, for he can no longer live under such humiliating circumstances. Neither Fran nor Maxwell can do anything to make him stay, and even C.C.'s promise to let it go count for nothing. Finally, Niles tells C.C. she's pathetic and lonely, and will spend the rest of her life waiting for a man that will never come, until one day she looks back and sees she wasted her entire life. Niles storms out and C.C. realizes what he said is true. She decides to move on and quit too. At night, while fighting over some dummy twins the doctor gave Fran, she and Max go to Niles's room and find him and C.C. sleeping

The Sheffields, Niles, Fran, and C.C are going to Atlantic City for a project, and are staying at Trump Taj Mahal. Maxwell is jealous that Chevy asks Fran to be in his room. Meanwhile, Niles is addicted to gambling.

Grace has a friend over and Fran meets his nanny. It's Kurt Jacobs, a very attractive man, who Fran treats as one of her girlfriends because she thinks he's gay. When he makes a move on her she freaks out (after all, this is a guy who's seen her without makeup on!). They still go out on a few dates, but it doesn't work out. Meanwhile, Gracie thinks she's pregnant after being late to watch The Lion King and overhearing Fran say women who are late are pregnant. And Niles tries to point out to both Fran and Mr. Sheffield how "the last apple is only missed after it's gone".

Niles has to pose as Fran's husband when her relatives comes to visit.

After many years of exchanging letters, Fran's pen pal Lenny wants to meet her. But Fran is worried because over the past years she exaggerated a little on the lies and now is concerned that Lenny won't like her for who she really is. But Mr. Sheffield pushes her to attend the date (more because he wants to see Lenny than because he wants Ms. Fine to meet him) and waits for him with her at the Russian Tea Room. But Lenny never shows up and leaves a note at the door saying he couldn't possibly compete with such a good looking guy she was with (Mr. Sheffield). Meanwhile, C.C. arranges to work late just to seduce Maxwell, and Niles plays with her. Bored, the two have a few drinks and have their first romantic kiss after calling each other names.