AN: Well, this didn't turn out quite how I imagined it. My first foray into Annie fanfiction was supposed to be a quick little one shot, however the muse had a different idea and it's turned into something more. We'll have to see where this takes us, won't we? Set in the 1982 movie verse, this is predominantly a Grace/Oliver story as I love the two characters and the vast amount of development I can do with them.

October 31st, 1924

He stood in the shadows, gray eyes watching the crowded room below, taking in everything and filing it away, knowing one could never be sure when information would come in handy. For the elite, tonight's masked ball was the event of the 1924 New York City social season – and he was hosting it. An evening filled with glittering jewels and sparkling dresses, of free flowing wine and scrumptious foods, of dancing and fucking and cards; all within the walls of his newly renovated mansions.

For years, the elaborate building had sat empty on the outer edge of Central Park, perched between the mansions of the well-to-do social elite, decaying through neglect and abandonment, its marble halls echoing of past riches. Until the year before, when he had snapped it up for literal pennies, taking the scared marble and stone and turning it into the glamorous palace that was to be his home and headquarters. For twelve months, both rich and poor had passed the monster behind the gates, eyes peering through the wrought iron at the mansion being saved from ivy and dust.

All by the man who society had shunned just five years before.

Oliver Warbucks was an upstart, a man born into the gutter of London with no history and no family to speak of. A self-polished man with rough edges still present, he had surged onto the scene some fifteen years before, a gaunt lad of 18 with a sailors tan and calloused hands clutching the first thousand he had made. With a cunning brain and a ruthlessness the likes which had never been seen, he had taken that thousand, an ancient wooden clipper, and turned it into a million by twenty. Well on his way in the business world, he found himself the sought after business partner of New York's elite men, spending afternoons smoking cigars and drinking brandy in those private clubs of business men, while being shunned by those same men's wives at night.

By twenty-eight he was well on his way towards earning his first billion.

A prospect that was unheard of in the early 20th century.

Now those same women who had shunned him years before welcomed him to their beds. Twisting between satin sheets of passion filled afternoons as they plotted how to marry him to their daughters, they sighed as those calloused fingers brought them to new heights. Their husbands, clustered in smoke filled clubs and oblivious, now sat contemplating how to keep the callous man from swallowing their companies whole.

And the man laughed inside, filing away information for future deals.

For he was the bastard son of a drunk and a whore, an immigrant from those dank streets in London, a self-starter who had fought his way up in the world. Setting out at the tender age of twelve, he had never looked back to those who had reared him, who had allowed his younger brother to waste away in a waste filled hovel, covered in his own vomit, to focused on themselves to care that their flesh and blood passed away in bitter pain. He had dreamed of proving himself, of immersing himself in wealth and power, to achieve the recognition he saw others flaunt.

To never be hungry or weak or sick; to never see those he loved suffer because of the actions of others.

To never let another human being into his heart again.

As he stood in the shadows of that second floor, the lit cigar hanging loosely from those calloused fingers, he watched the crowds below. Watched as people mingled and danced, laughed and flirted, drank the illegal wine he served them - and felt disgust at their shallowness. Oh how he hated these rich frauds, so arrogant and snobbish in their social expectations, painting one face to the world while living another.

And yet, he had become one of them.

He had the power he had sought.

And the wealth to go with it.

No longer was he hungry day in and day out, shivering in the dank sewage of thousands.

Now he was the Oliver Warbucks, self-made multi-millionaire at thirty-three.

And he was in love.

A scrawl flitted across his face as he took another drag on the cigar, his eyes scanning the crowd below to stop on one. The young brunette in hunter green – the woman who had held his heart for more years than not – the one whom he would never allow himself to marry.

His secretary.

She was young by many standards, only twenty-four years of age, but she was brilliant. Fluent in three languages, she anticipated his desires and weathered his moods, completed the most frivolous of tasks with an ardent will – and never once did she complain. He had grown to depend on her greatly this past year, giving her more influence over his life and business than anyone before. She had overseen the remodeling and designing of this house, and he was hard pressed to venture anywhere without seeing the whisper of her elegance and passion.

He had first met Grace when she was but four, a cheerful girl with cerulean blue eyes and hair the color of rich chocolate, who had fallen from a plank above with a loud squeal to land in his arms. He'd been mesmerized then, a lad of thirteen working the docks of London for whatever scraps and coin he could earn, by the white-toothed grin of a nymph. She'd hugged him then, those tiny arms wrapping around his sweat-drenched neck as her rose colored lips had pressed against his dirt-covered cheek. Something in his chest had beaten hard and with a start, he realized it was his heart.

It was that nymph who had gotten him out of London and off the docks, her father a man of modest means who owned but a single ship he used to ferry goods and the wretched from ports in England to New York City. William Farrell had not much more than that single ship, his daughter, and a small home in Brooklyn where he lived with his housekeeper and his daughter, and so the only thanks he could give to the raven haired boy who had saved his child was but a job. Eager, Oliver had taken it, spending the next five years working hard from deck hand to first mate of the lone ship, and by seventeen, he had proposed a partnership. Now in his sixties, the aging William Farrell had agreed to the man's request, choosing to stay in the city with his young daughter while Oliver took over the business.

By the time William Farrell died in 1916, Oliver was the controlling partner of that shipping business, and Grace was left with nothing more than a small allowance and no family. The twenty-five year old Oliver knew that while he may have found himself in love with the sweet sixteen year old, neither were ready for what that would mean. And so instead, Oliver found the best school he could find and quietly enrolled the young woman in it, silently paying for that and her college education, all while throwing himself into the arms of whatever willing woman he could find.

And decided that it was never love he felt, but lust for the supple brunette.

"Sahib?" The quiet voice of his bodyguard had Oliver pulling from his thoughts. Taking another drag of the cigar, he turned towards the tall and silent man.

"Punjab," he inquired, watching as the man stepped forward from the shadows.

"Ms. Roberts has arrived and is asking for you."

Oliver nodded in response, turning once again to survey the crowd below, his eyes drifting towards the entry way. Here he spotted the brash dancer he had been sleeping with, her bleached hair swept into what he could only assume was a current fashion, her lithe body covered in the smallest of dresses – and he winced. If anyone was below his current standards, it was Evelyn Roberts. And as she had been dropping hints for weeks that she was ready to become Mrs. Oliver Warbucks, he knew it was time to end this relationship.

Grace Farrell stood to the side of the elegant room, her observant eyes taking in the people before her, trying to anticipate any need she may not have already planned for. For weeks she had worried over menus and decoration placements, the guest list and staff; all while continuing to meet the ever growing list of demands from her boss. To be the personal secretary for the self-made millionaire at twenty-four was no small feat, she knew this, but to plan a party of this magnitude was beyond even her wildest comprehension.

Her plan had been to observe the event from the shadows of the balconies, directing people here and there as the evening progressed. It was her job, after all, to ensure that the event went off without a hitch. But Mr. Warbucks had quite loudly denounced those plans, insisting that she could oversee it just as well from the floor of the ball as a guest. Dread had filled her then at being thrust into this world of the elite.

Already she had heard the quiet whispers of debutantes inquiring just what her relationship with the millionaire was. Many had whispered that she was probably his latest mistress, some cheap floozy pretending to be one of them. And one son of some shipping mogul had cornered her by the hall to the women's rest area, dragging her into the shadows as he'd pressed slobbery kisses on her stunned cheeks, and it was only as his hands had tried to slide into her dress that she'd reacted, shoving him away and hurrying to the back.

Now she counted the minutes until she could slip away unnoticed, retreating to the kitchens with the rest of the staff and the security she felt with them. A covert glance at the watch on her wrist revealed it to be just shy of nine, and while she had yet to see her boss, she felt as though she had done her duty, having spent an hour with these snobs. Quietly she made her way around the edge of the room, pausing here and there to allow her betters to pass her by, a soft smile and a slight bow of her head the only indication she saw them.

She reached the alcove by the main staircase, her eyes watching the crowded room as she made her way towards the hidden door. It would take her to the servants' halls, away from the crowd and into the depths she was accustom to, allowing her to breathe for the first time in the evening. Her fingers reached for the small brass knob, polished to a gleam just that afternoon by Drake himself as the final party preparations had occurred. With a single twist and a push, she knew she would be free, and she felt a happiness settle upon her.

Only to have that dashed as a warm hand gripped her elbow. The hand was calloused and warm as it moved softly to turn her around, its grip never loosening as she found herself looking up into stormy eyes, a swirl of emotions unreadable in the gray orbs.

"Excuse me Miss," the voice was full of London charm and she found herself gasping, drawn to a voice she had heard in her dreams over the years. "I hope you won't find it presumptuous of me, but might I have this dance?"

Eyes wide, she found herself unable to form an answer, or even to know what she wanted to do, and before she could comprehend what was happening, she found herself swept up in strong arms. As they moved into the room, the masked man quickly and with an ease that shocked her, moved them into a waltz, her soft body pressing against the hard plains of a strong, male body as they moved in time with the music.

One song turned to two and then three as they moved around the room, the hushed whispers of societies elite lost on the two dancing. There was something about the masked stranger that made her feel safe – protected – and she allowed herself to give into the desire to lean closer to him. Her fingers slid of their own accord into the short black hair at the base of his neck and it was his turn to gasp, the emotions in the gray eyes deepening as he spun her around the room, his hold around her waist tightening.

So engrossed were they, that it was only the striking of the large clock overhead that interrupted them. With a start, the mysterious man gazed at her with regret, the chimes of ten o'clock filling the room as he slowly danced her to the alcove her had first stolen her from. Here now in the shadows and away from prying eyes, the man bowed, his accent once again thick as he bent over her hand.

"I must leave you here my fair maiden." Before she could answer, he swept her once more into his arms, the fingers of his right hand caressing the soft skin of her cheek as he leaned in, his breath playing warmly against her face as he whispered, "For parting is such sweet sorrow as I shall never see you again."

Then his lips pressed softly against hers in the chaste of kisses, the whispers of pine and cigars enveloping her. Time paused as the air felt full of static electricity and she gasped at the rightness she felt in this strangers arms, her lips parting for him as he groaned, pulling her closer as the kiss deepened.

And as suddenly as he kissed her, he pulled back, his breath coming in the gulping gasps of drowning man seeking air. Her hand flew to her lips, her eyes wide as the stranger bowed low, and for a second she could swear she heard the voice of her boss whispering goodbye my love before he disappeared into the crowd.

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AN: I do hope you've enjoyed. Xx