The Best of Intentions is my second attempt at furthering the lives of Annie, Oliver Warbucks and Grace Farrell. (My first being State of Grace, which can be found on this site.) Although not an alternate universe story in the strictest sense, it is what I call a "what if" story, and it's quite a departure from the story line the 1982 movie left us with. I'm vastly entertained while driving, getting my daughter to sleep, jogging etc. by wondering how a story would change if one character chose door #2 or took the road less taken. It took me nine months of struggles with some painful writer's block to figure it out, but I'm fairly pleased with how it all turned out. I enjoy hearing what readers think, so please let me know your thoughts on this story, other stories, and Annie in particular. After all, it is one of my favorite subjects!

Disclaimer: All characters and situations mentioned in the 1982 movie Annie belong to Columbia Pictures and/or Rastar Productions. The picture of Oliver Warbucks can be found on annie the website . com. I intend no copyright infringement. However the words and characters I created are my own. This story may not be reprinted (on paper or electronically) or sold without my permission.

I would like to thank my sister, Linda Bindner, an incredibly gifted and prolific fanfic author, for editing this story, and then putting up with the insult of her suggestions not being taken!

Dedication: I dedicate this story to my daughter, Micki. If she hadn't insisted that I stay by her bedside every night, in the dark, while she drifted off to sleep, I never would have taken the time to come up with the scene in Chapter 12 that started this entire saga.

This story begins the morning of Annie's adoption party, i.e. the day after Punjab's daring rescue on the bridge.

THE BEST OF INTENTIONS

By Megie

CHAPTER 1

A STARTLING IDEA

At the only occupied table on the entire mezzanine level of the Azoria Restaurant, Cora Warbucks Edwards watched in amusement as her new niece literally inhaled her dessert as if she hadn't eaten in a year. Then again, Cora mused, she probably feels like she hasn't. And she certainly didn't have many desserts in that orphanage. Annie shoveled in the last spoonful and sat back with a contented sigh.

"Boy, that sure was good! What's it called again, Daddy Warbucks?"

Cora gave a discrete cough to cover the laugh that was trying to escape. She couldn't help it. Every time she heard Annie call her brother by his new moniker, she felt the desire to break out in girlish giggles. The idea of her grouchy, strident brother being called daddy by anyone, let alone 'Daddy Warbucks' by a plucky 10 year old orphan girl was almost too much.

He seemed completely unaffected by the incongruity, however, and glanced up from his perusal of the latest edition of the Times to answer, "Crème brulee."

"Creamed broolett?"

Oliver smiled at Annie's attempt to pronounce the French delicacy. "Close enough. It's a French custard."

"What's the name mean?"

He paused, and after a moment's consideration, admitted defeat. "I don't know." He looked at Cora, silently asking for help.

She shook her head vehemently. "Don't ask me. I'm hopeless in all languages besides English!"

"I guess we'll have to ask Grace when we get home. She speaks French."

This was news to Annie. "She does?! I didn't know that."

"Oh yes. She speaks it quite fluently. That particular skill has saved me many a headache with my business ventures over there."

Annie's brow puckered. "Flu-what?"

Cora smiled again. "It means she speaks French very well."

"Wow! Do you think she'd teach me?"

"I'm sure she would if you asked her to, dear. Assuming, of course, your father ever gives that poor woman some free time." Cora sent a sidelong glance at Oliver, who'd returned his attention to the newspaper. If there was anyone who needed to get out of the office, it was Grace Farrell. The woman was withering away in Warbucks' employ, buried under mountains of correspondence and financial reports. She needed to stop spending so much time looking after her boss and more time looking out for herself, or she was never going to find a husband! And on that subject….

"Annie, since you've finished dessert, why don't you and Punjab take a look at those trees you noticed in the restaurant entryway while I talk to your father?"

"Oh, boy! Come on, Punjab. I bet anything there's birds in those trees!"

As Annie jumped off her chair in preparation for tearing down the stairs to the lower level, Punjab wisely intoned, "Buddha says 'A man who bets on an uncertain outcome has empty pockets.'"

Oliver regarded his bodyguard over the top of his paper. "The excitement from the uncertainty is the whole point of betting, Punjab."

"Not to Buddha."

The Asp leaned close to Annie's ear. "Old Chinese proverb, 'He who bets on a sure thing gets little reward.'"

Annie looked between both men, gauging what they'd said. "Sometimes I just don't get you two."

"What I'd like to know," Oliver began, laying his paper on the table, "is just where all these words of wisdom you two spout are written."

"Right here." Both men pointed to his own head.

"I should have known."

Punjab and the Asp smiled mysteriously.

Shaking her head, Annie grabbed the Indian's large hand. "Come on, Punjab, let's go see one way or the other."

"Now that's the female way to approach the matter!" Cora smiled herself as the three men scowled at her.

Annie led Punjab away and the Asp resumed his former discrete but watchful position nearby.

Now that they were alone, Cora wasted no time in broaching the subject that was on her mind. "Oliver, now that Annie's adoption has been settled, she needs a mother."

"What?!" Oliver stared his sister, aghast. "A mother! Don't you think that's a little premature?"

"Not at all." Cora scooted closer to the table, intent on pressing her case. "It's obvious that Annie's in dire need of training; she doesn't even know how to use tableware properly." As Oliver bristled, she rushed on. "I realize she hasn't had any experience in those matters, and I'm not faulting her, but if you intend to take her into your social circle, she'll be expected to at least know the rules of etiquette. Are you going to teach her?"

"Grace is fully qualified to fulfill those duties," Oliver countered.

"Miss Farrell is your secretary and far too busy running the house and you to take on the added responsibility of raising your adopted daughter. After all, we're eating lunch here solely to keep Annie out of the way so she can organize tonight's party."

"Cora…."

"All I'm saying is that Annie is going to require guidance from a close female, especially as she approaches womanhood. At her age, that's just around the corner."

Her comment startled Warbucks. He hadn't considered that point. To his mind Annie was a little girl, and would stay that way indefinitely. He found he didn't want her to grow up, and was ill prepared to deal with that eventuality. He'd just officially adopted her a few hours ago, for heaven's sake, and already he was supposed to think about…adult female issues?! His mind was besieged by a future filled with the murky teenage problems of mood swings and beaus; areas he had absolutely no idea how to handle, especially for a girl. He broke out in a cold sweat just thinking about it. If left to his own devices, he very well might ruin Annie! But, a mother…?

"All you say may be true, but don't you think marriage is a bit drastic?"

Cora shook her head. "Not at all. It's high time you settled down, and what with adopting Annie, there's never been a better time. Or reason," she emphasized, and could see her brother was at least considering her argument. She decided to put her idea completely on the table. "I even have the perfect woman in mind."

Ah, here's the piece de resistance. "Really?" he drawled, his voice dripping with sarcasm.

Unfazed, Cora continued, "Yes, really. She's your age, a widow, with two children of her own. Her husband left her a great amount of wealth, but she's an accomplished businesswoman in her own right. She's from an established family, and through her stature as a member of New York's social elite, she will be able to help Annie in numerous ways."

"She sounds too good to be true. She must be ugly," Oliver smirked.

"On the contrary, she's very handsome."

"'Handsome' means a woman beyond her prime."

Cora huffed in annoyance. "With a former husband and two children, she's not a young twenty-something, and neither are you!"

Oliver actually laughed. "Are you saying at my age beggars can't be choosers?"

"I'm saying," Cora continued indignantly, "that she's the perfect candidate, and you're already acquainted with her."

Oliver's eyes widened in surprise. "I am?" He lifted his coffee cup to drain the last of it. "Well don't keep me in suspense; who is the future Mrs. Warbucks?"

His sister leaned back in her chair and shared the final piece of the puzzle. "Katherine Allen."

Oliver choked on the liquid he'd just swallowed. "Katherine?!"

Cora sat serenely while Warbucks ingested the information.

When it became obvious she wasn't going to withdraw her suggestion, he spluttered, "Are you serious?"

"Absolutely, for all the reasons I just delineated." At his look of incredulousness, she pointed out, "She's perfect for you, and you like her, Oliver. You admitted that yourself after returning from your time with her in New Orleans."

"That was a business trip, as you well know," he proclaimed heatedly. "We were there together solely to investigate possible locations for the new oil platform we're partnering on. Besides, Grace was with us practically the entire time. Don't make it into something it wasn't."

"Your secretary could hardly be considered an appropriate chaperon."

"I don't need a chaperon!"

As if he hadn't interjected, she added, "That trip spawned a spate of rumors about you two."

"None of them true."

"And I know for a fact that you and Katherine had dinner together, alone, on more than one occasion."

Oliver rolled his eyes at his sister's innuendo. "Well, yes, I enjoy her company, but that's not reason enough to marry the woman!"

"Many couples have married with far less compatibility."

Oliver finally lost his patience. Throwing his napkin down, he practically bellowed, "Cora,…!"

Unlike most people, Cora wasn't cowed by the glare on his face. "This is a serious matter, Oliver. With James' poor health I won't be available to help as much as I'd like, and you can't raise that girl by yourself!" She spotted Annie and Punjab returning from their journey to the foyer. "All I'm asking is that you think about it."

Kept from responding by Annie's arrival, Oliver could only fume as Cora turned to the lively redhead. "Did you see any birds?"

"We sure did, but not in the trees!" At her aunt's mystified expression, Annie explained, "Three birds flew through the door when someone held it open for an old lady. Me 'n Punjab helped the restaurant man try to catch 'em, but they flew away every time we got close."

Oliver scrutinized Punjab closely. "I don't suppose you had anything to do with that?"

The Indian coolly returned his employer's gaze. "Of course not, Sahib. That would be counterproductive to the manager's goal of 'removing the unsightly beasts.'"

"Of course not," was all Warbucks said, but the twinkle in his eye left no doubt to what he really thought.

Annie turned to her father. "Daddy Warbucks, I gotta go."

Oliver looked at her, puzzled, "Go where?"

"I gotta go to the bathroom."

Before Oliver could respond, Cora corrected, "You mean you need to be excused."

Annie nodded. "Yeah. That's what I said." She returned her attention to Warbucks. "I can't find it. Will you take me?"

At Oliver's corresponding look of horror, Cora smoothly interjected. "I'll take you, dear." She rose and took Annie's hand. Before they departed, Cora leaned close to her brother, whispering pointedly, "As I am the only female here." They walked away, the Asp following, leaving a heavily scowling Warbucks at the table.

A waiter approached with the check, which Warbucks paid as the dishes were cleared. He gave scant attention to the wait staff, his mind instead on Cora's outrageous suggestion.

He knew Cora would be shocked to discover that he didn't find her idea of marriage to be astounding; he'd been thinking along the same lines himself. He just hadn't been considering Katherine Allen as a potential mate. Instead his thoughts had recently placed Grace Farrell in that role. In fact, a portion of his mind had been reserved for Grace ever since the evening he, she and Annie had attended the movie at Radio City Music Hall. Through the horrible ordeal of Annie's kidnapping and subsequent rescue, he'd known Grace was close by, and was surprisingly comforted by her presence. And later, after everything had calmed down and he had time to consider the matter, he realized she'd always been there, silently helping him, smoothing his way. Of course, that was her job, and never in the past had he acknowledged her presence as being special, but the possible loss of Annie had exposed the fact that he'd taken Grace for granted all these years, and someday she too might slip away without warning.

That thought bothered him. It bothered him a great deal.

It was that discomfort that made him realize with sudden clarity how much she meant to him, and how blind he'd been. He couldn't imagine his life without Grace in it in some way. He didn't even want to consider it. What he wanted was to make her presence in his life permanent. Short of giving her an embarrassingly large salary to keep her in his employ, the obvious solution was a proposal of marriage.

The very idea caused his heart to painfully skip several beats.

Although Oliver had decided he was extremely fond of Grace, he had no idea what her feelings were toward him. True, she'd offered him some beguiling smiles of late, but those were likely due to her excitement of his agreement to adopt Annie; he was sure those smiles weren't for his sake. Over the years he'd given her few reasons to develop any level of affection for him. He was loud, brash, and demanding, with little patience for the frailties of others. Several instances sprang to mind when he knew he'd been downright impossible to deal with. He was ashamed to admit that he'd allowed her to see the very worst of him far too often.

There was the added issue of the difference in their ages. He didn't know exactly how old she was, but realized she couldn't be much over 30. That made him at least 12-14 years her senior, a significant breach, especially at his age. Although not old enough to be her father, he was nearing midlife, while she was still young; too young to be saddled with an aging husband.

On top of that, Grace was quite beautiful. Coupled with her intelligence and warm personality, she could, in Oliver's opinion, have any man she chose, and he could discern no reason why she would choose him. Beyond his incredible wealth, he realized he had little to offer Grace Farrell, and Grace wasn't a woman who would accept a man based solely on his material possessions. She deserved far better, or at least someone more appropriate than him, and he knew she would recognize that as well. A proposal and her ultimate refusal would bring nothing but embarrassment to both of them and likely cause a strain on their professional relationship they would be unable to overcome. As a result, he was very afraid she would leave, and he came to the abrupt conclusion that he simply couldn't do it. The risk of losing her was too great.

On the other hand, he was exactly what Katherine Allen was looking for, if she was indeed looking. She hadn't made any evident overtures during their time in New Orleans five months earlier, but she obviously enjoyed his company as much as he did hers. She'd readily agreed to spend time alone with him on several occasions and had even accompanied him to a few high profile events since returning home to New York. And Cora was right. Katherine was a mature sophisticate whose social connections would help Annie immeasurably. What Cora didn't truly realize was that Katherine was also a savvy and deceptively shrewd businesswoman. She would look upon an offer from Oliver as an extraordinary opportunity to join their estates, forming one vast and powerful empire. Combined, their influence would be formidable indeed. Oliver instinctually knew that Katherine would consider the raising of Annie to be a nominal responsibility in exchange for the merger of their fortunes. There was little chance that she would turn him down.

Oliver's musings were interrupted by Annie and Cora's return. Even at a distance he could hear his daughter enthusing about something to her aunt.

"Oh, Aunt Cora, wait til you see her dress! She showed it to me this morning. It's so pretty. She's gonna knock everyone out!"

Partly stunned, Cora exclaimed, "I hope not! I've never known her to be that type of person."

Annie laughed at Cora's mistake. "No, that mean she's gonna turn a lot of heads," she said knowingly.

"Annie, you certainly have a way with words."

Oliver smiled as he rose from the table. "She does tend to get to the heart of a matter."

"Yes, and very…peculiarly." Cora looked at her brother, her eyes full of meaning.

Either ignoring her intent or oblivious to it, Oliver responded affectionately, "I know." His smile grew as he took in Annie. "It's very refreshing." Coming to a hasty decision, he turned his attention to his sister. "Cora, I have a favor to ask. I have some important errands to run this afternoon. Would you mind taking Annie for a few hours? If you could return her home by 4:30, in time for…well, just in time." He caught himself as he was about to divulge the surprise adoption party being planned for that evening.

"You mean in time for the party tonight?" Annie asked innocently.

At Warbucks' shocked expression, Cora stated, "I was about to tell you that she already knows about the party."

His hands on his hips, Oliver queried in exasperation, "How did you find out about that?"

Annie glanced in the direction of the Asp, who only raised his eyebrows. She clasped her hands behind her back and threw her chin in the air. "I have my ways."

Oliver's eyes narrowed at her response. "You're far too street-wise for your own good."

"I think you mean for your own good, Oliver," Cora laughed. "And yes, I'll be happy to take Annie. We have some girl talk to do anyway." Annie nodded in agreement.

Oliver paused in his activity of gathering his belongings from the table to glance sharply at his sister. "Whatever you're planning, keep it appropriate!"

Cora rolled her eyes. "Just run your errands, Oliver." She took Annie's hand and began to lead her down the stairs into the restaurant proper. Punjab fell into step directly behind them. "Now you can tell me more about this dress. It sounds divine."

"Oh, it is, and I bet it fits her like a glove in all the right places!"

Shaking her head, Cora lamented, "I think your father's right; you are too street-wise."