"Hey, turtle," Matthew rolled the words of his tongue to make the supposed insult sound as bad as possible. The small tortoise threw a meek glance over his shoulder. He shrunk away when he noticed who his addressee was.

"Actually, I'm… I'm a tortoise…" Bentley said in a voice that was already on the verge of tears. He spoke softly, and to the floor.

"Like it matters," the rhino threw back his head and laughed at his own joke. "Whatcha' readin'?"

"It's… It's a book on biology…" Bentley replied, still to the floor. The orphanage dorm room was monstrously large to one as small as the bespectacled tortoise. It was filled with two rows of beds, one on each side of the room the linen crisp white and fresh upon each one. The room was totally devoid of charm, from the gunship-grey beds, to the bare hardwood floor. Each orphan was allowed a single bedside cabinet in which to keep their worldly possessions, which in nine cases out ten wasn't very much. There was a bank of windows on the left side of the room, and it was under these that Bentley currently sat. Shafts of light cascaded into the dorm, revealing all the dust in the stratosphere, and just falling short of Bentley's tormentor's face. He was standing in front of where Bentley was perched fretfully on the edge of the bed, arms folded, triumphant.

"Biol-ogy…" Matthew said slowly, the word new and unfamiliar.

"You know… Living things? How they work?" Bentley offered, trying in vain to steer the conversation away from where he knew it was going. Although he couldn't see it, Matthew's brow was furrowed caught in a moment of abject confusion. Sadly for Bentley he regained his composure quickly.

"Well, turtle, just how are you going to do that…" He paused, leaning forward and plucking Bentley's spectacles from his face "…without your glasses?"

Bentley let out a low wail.

"Matthew! Give me them back!" Bentley cried, his voice choking up as he did so. "I need those!"

"What's the magic word?" The Rhino taunted. Hot salty tears of rage and frustration rolled lazily down Bentley's green cheeks.

"C'mon, Matthew," the owner of the bed next to Bentley said. He was a rotund pink hippo by the name of Murray. Not too bright, but Bentley had always be polite and civil, he kept pretty much to himself. Seemed he'd been woken by the commotion next to him. "Maybe…"

"MAYBE you ought to keep your mouth shut, fatty." Matthew snarled in Murray's direction. Murray stared sadly at his toes.

"Now," Matthew said, once again turning his attention to the crying Bentley, dangling his glasses seductively a few inches from his face. "Where were we…?"

"Leave him alone." A voice said calmly from the end of the room. The words struck Matthew like a bolt of electricity. He whirled his mammoth frame around to the end of the room. Bentley and Murray also looked up to the source of the outburst. The final occupant of the room was a small raccoon that was sitting on the final bed on the other side of the room. He wasn't looking at Matthew, or even at Bentley or Murray, he was quite calmly tying his shoelaces. He was wearing a blue sweatshirt with matching blue cap and boots. His black and grey bushy tale twitched mischievously beside him, and the beginnings of a smirk tugged at the lips of his mouth.

"What did you say?" Matthew asked dangerously.

"I said-" The raccoon restated, without looking up, "leave him alone."

The raccoon finished lacing up his boots and hopped cheerfully of the bed and strolled casually into the middle of the room, dragging his one extravagance, a meter high cane behind him. His was made of fairly ordinary polished wood, oak maybe, or possibly sycamore. The one notable thing about it was a gold coloured fixture at the top, in the shape of a triangular pointed question mark. He let it trail behind him the way other orphans would do with their teddy bears. Murray and Bentley gave him quizzical looks, Bentley's plight temporarily forgotten. They both knew the raccoon had arrived yesterday, but neither had managed to speak to him or get his name.

"Let's do this then," Matthew growled, tossing the glasses hap-hazardly on the bed in front of Bentley. The tortoise scrabbled to get at them, and clutching them tightly, stuck them back on his tear-streaked face. The raccoon looked disinterested, even as Matthew charged towards him. Murray winced inwardly; he'd seen this before, it was never pretty. He'd managed to himself escape a pulping only by keeping his mouth shut. As Matthew bore down on the small raccoon it was clear to Murray that the youngster was about to learn his first harsh lesson about living in an orphanage. Except it didn't really work out like that. The little raccoon didn't seem to paying that much attention, he looked kind of glazed, like he was somewhere else entirely. Then, just before Matthew was about to connect with a charged up punch, he sidestepped the brutish rhino, sticking out his leg as he did so. Obliviously, Matthew tripped straight over the raccoon's leg. Just as he began to fall, the raccoon rounded it off by swinging his cane round so that the metal end connected a glancing blow the back of the bully's head. Matthew careened into the floor, hard, face first. The raccoon calmly examined his nails. Matthew roared in anger and pain, and reared groggily to his feet. He spun to face his adversary, too angry even for words, screamed at the raccoon and once again charged him. This time the raccoon simply held up the head of his cane, and the bully violently head-butted himself to the floor. He lay there groaning whilst a trickle of blood oozed happily from his nose. Murray, laughed and clapped his hands in delight, Bentley simply stared on in open-mouthed awe. At that moment the head of the orphanage, Ms. Puffin entered the room.

"What's going on in here? If you kids are going to stay in here unsupervised you're going to have to be a lot better behaved than…"

She then noticed Matthew passed out and bleeding on the floor.

"Good Lord! What the devil happened in here?" she said, kneeling next to Matthew and cupping his head with her feathered hands.

"He fell, Miss." The raccoon said, in a weepy voice. Murray sucked on the inside of his cheeks to stop himself from laughing out loud.

"He fell?" The portly old bird repeated questioningly. Murray never cared for Ms. Puffin. She was a humourless old buzzard with a nasty habit of confiscating the kid's cookies for herself.

"Yes Miss," The raccoon said again in his pathetic voice. "He was walking, and he slipped on the floor, and he banged his head on one of the beds, and…and…" His voice trailed off in mock crying. Murray let out a snort of laughter, but he managed to disguise it as a sneeze. After a few more moments of Ms. Puffins nursing, Matthew began to stir. As his vision cleared, the first thing he saw was the very person who had decked him in the first place.

"YOU!" He bellowed, struggling to get up.

"Shh, there sonny. You've had a nasty fall." Ms. Puffin cooed.

"I didn't fall!" Matthew near screamed. "That raccoon beat me up!"

Ms. Puffin narrowed her eyes at the youngster.

"Is this true, Mr. Cooper?" the old bird asked accusingly. Before the raccoon had a chance to answer, Bentley chipped in.

"He's delirious, Miss," he said, flashing her his book. "I've read it can happen sometimes when someone is concussed."

"What? Er…well…" Ms. Puffin faltered.

"NO! It's not true!" Matthew piped up once again, close to tears himself now. "He did it! With his cane!"

"Murray?" Ms. Puffin asked, approaching desperation. Murray paused. He looked between Matthew on the floor, and the raccoon stranger, arms folded, confident. Here was his chance to form a friendship with Matthew, to reach out to an individual who had had a hard start in life, to forge a tight bond that could steer the rhino away from his violent and insecure path. On the other hand; screw it.

"It happened just like, uh, Mr. Cooper said, Miss."

"NO!" Matthew cried from the floor. Ms. Puffin nodded, satisfied.

"Come now, sonny, you've had a nasty fall, you must've imagined it."

"I didn't…" Matthew sobbed. The head helped him to his feet and sat him on a nearby bed.

"You wait here and I'll fetch you an ice pack." Ms. Puffin said, striding from the room. The second she left Matthew leapt from the bed, his eyes burning holes through Murray.

"You're dead! You hear me? Dead, you fat lard-ass!" he said, his face inches from Murray's. Murray felt a static charge as rage gripped him in a refreshing white-hot fist. He reared up to his full height, a good few inches higher than Matthew.

"You'll what?" Murray asked quietly, folding his arms.

"I'll…I'll…" Matthew trailed off, catching the tone in Murray's voice.

"I think you should back off sunshine," The raccoon said with a smile. The rhino was stunned. He glanced between the trio, not sure what to say. His remaining shred of dignity was spared by the return of Ms. Puffin.

"Here's an ice pack for you, sonny. I think you'd better come with me to the sick room though, not sure I liken the sound of this concussion business…"

Her voice trailed away as she led Mathew out of the room. As soon as her footsteps had faded from their ears the trio began to talk.

"Thanks very much for covering for me back there," the raccoon said to Murray.

"Uh, no problem," Murray replied. "That guy's been bullying people around here for far too long. Uh, so you're Mr. Cooper?"

"Aw, heck, call me Sly." The Raccoon replied. "And you're Murray right? Well, looks like you were able to stand up to that guy."

"Shucks, it was just coz I knew I had you backin' me up," Murray said, blushing a little.

"That thing you did with your cane was incredible!" Bentley said, joining the conversation.

"Yeah, my Dad taught me those moves. It's all in the timing. So, what's your name?"

"Bentley."

"Sly," the raccoon said lightly shaking Bentley's hand. "So you're reading about Biology?"

"Well, er, yeah…" Bentley said, a little embarrassed. "Science interests me quite a lot."

"It's a good thing to be interested in. I'm sure you'll become an expert if you carry on the way you're going."

Bentley brightened up at his words. The trio stayed up long after lights out. Murray and Bentley learnt about Sly's heritage, Sly was told more that he could ever possibly need to know about science and Murray shared his ambitions with the pair. They told jokes, stories and finally Sly told the others what had happened to his parents. As they drifted off to sleep there wasn't a doubt in any of the three's minds that they would very soon be best friends.

And the rest, as they say, is history.