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.