"No telling Miss Theresa about this, okay? You just fell, just tell her that." Lenore said as they neared their destination, the familiar red brick building coming into view. She was practicing walking normally without wincing in pain from the damage on her side and stomach. Theresa would have a field day if she knew Lenore got into another fight. Sarah huffed and looked up at Lenore.

"You keep a lotta secrets from Miss Theresa..." she said.

"You wouldn't know about my job if you didn't sleep in my room with me. I'm s'posed to enjoy my own room." Lenore said amusedly. As the oldest, she had her own small room to herself. Sarah often snuck in at night anyway, preferring Lenore's bed to her own. She caught Lenore sneaking out the window one night as she walked in, and since then Lenore has given her a five dollar weekly allowance to keep her mouth shut. Theresa already had plenty to worry about during the day, and knowing her twelve year old charge worked nights would not sit well with the caretaker.

'Especially with my line of employment...' Lenore thought. No, it was much better to keep Theresa out of the know, and instead blame Lenore's tiredness during the day on her personal studies. Being home schooled wasn't enough for Lenore, and Theresa often caught her up late reading through educational material she checked out from the old library down the block. For now, her educational pursuits would also be her cover.

"You could tell her." Sarah said with enthusiasm. "She'd be happy. It's not a bad job." Lenore shook her head at the idea.

"No, squirt." She said. "She's way too protective. Wouldn't like it one bit."

"Just like you." Sarah replied with a smile, gingerly touching one of the scratches she'd received on her arm.

"Yeah," Lenore muttered. Miss Theresa was pretty great. Lenore had been a mess when she showed up to the orphanage. She was only five when she was dropped off, and she had apparently suffered some head trauma that resulted in erasing her entire life before that. No beginnings. Just her name and an estimated age. It would be a while before she warmed up to anything, but Theresa never gave up on the little girl. She did everything she could to bring her out of her shell and help rebuild anything she may have lost in her short years of life. She even used the day Lenore arrived as her official birthday. Lenore smiled, remembering how excited she became when the first makeshift birthday crept closer. June thirteenth she turned what they were pretty sure was six. The day was so warm, and her heart felt full. Though she would always wonder where she came from, she was happy where she ended up, and she resolved to do whatever she could to protect that small, warm place that took her in welcome.

As they reached the orphanage, Lenore took in the sight of the two story building. A town house, composed of old red brick and a simple brown roof. Ivy crept up from the base of the building, barely touching the paint chipped shutters. A small porch lead to the door, painted blue with a floral pattern that Theresa had spent all day perfecting. A large welcome mat lay just below it in invitation. It wasn't the best looking place, but it was home,and Theresa kept it in livable shape, always attempting to make it look a little more welcoming for potential families to visit.

"Home!" Sarah called out as they stepped up to the porch. She reached up and turned the doorknob with both hands, having to use all her weight to push it open as a result of swelling from last nights rainstorm. They kicked their shoes off at the entrance and made their way to the kitchen just down the hall where Theresa was busy preparing for the night's meal. She looked up from one of her many cookbooks and smiled sweetly.

"Oh, hi, how was you-" She began, but stopped at the sight of Sarah's scratches and tear-stained cheeks. She rushed over and knelt down to get a better look. "What happened, baby?" Sarah shrugged her shoulders and looked at the floor as Lenore's breath stilled in wait for the child's response.

"Nuthin'..." Sarah muttered shyly."Just tripped on a rock..." Theresa sighed, and hugged her.

"I'll get the first aid kit, we'll put on some band aids and make it all better, okay?" she said. Sarah smiled and nodded before going to one of the old kitchen chairs and climbing onto it to await treatment. She liked Theresa's band aids. They were always very colorful, and she wished she could wear some all the time. Lenore placed the grocery bags on the counter and attempted to sneak away before Theresa could probe the situation further. "Lenore." Theresa called her before she reached the hall, and she cursed under her breath as she turned to take in the caretaker's scrutinizing glare.

"Yes'm.." she said.

"That's all that happened today?" Theresa asked, turning to the bags on the counter. Lenore bit the inside of her cheek and nodded once.

"Yup, what can I say, the kid's a clutz-"

"Then why does my lettuce look like it was trampled?" Theresa interrupted, holding up the head of lettuce. Half of it was crunched down into leafy pieces.

"Uhhh," Lenore stammered, "You see, the store has this special where the ugly fruit and stuff is half off, so I'm thinking, who am I to ignore a deal like-"

"You got into another fight, didn't you?" Theresa asked, dismissing the ridiculous excuse quickly. Lenore splayed her hands out in protest at first, but sighed and dropped them in defeat.

"They were picking on Sarah-"

"She was supposed to be with you-"

"I-I stopped to read some fliers." Lenore reasoned, gripping her jeans tightly. "She must not have noticed and kept walking. I didn't mean to lose her. And Daggett-"

"Daggett?!" Theresa's eyes widened in shock and she dropped the pulverized lettuce to the white linoleum floor.

"Not the Daggett, no, the stupid nephew, the one that keeps terrorizing the other kids with his stupid friends. He was being a jerk, so I did something about it-"

"It doesn't matter who he is, Lenore." Theresa became angry. "Whether it be Roland Daggett, his nephew, or anybody for that matter, it's dangerous to just act impulsively like that." Lenore scoffed at the words.

"So I'm just supposed to let that piece of shit do whatever he wants-"

"Language, young lady!" Theresa raised her voice, and Lenore gritted her teeth. Sarah stared at them wide-eyed from her chair, her knees up to her chest and her arms wrapped around her legs. Theresa watched Lenore as she glared hard at anything but her. She took off her glasses and pinched the brim of her nose where they once rested. She was getting a headache. "Listen. Lenore." she said quietly. "You are protective, I know, and I love that about you, but you need to remember that you're only twelve."

"I can handle myself-"

"And see the result of handling yourself." Theresa said, pointing to Sarah and her injuries. "You may be fine, but look at what happened around you. Sarah is hurt-"

"It wasn't like that, Daniel started it when he tripped her-"

"And how did she get close to him in the first place, Lenore?" Theresa asked, placing her glasses on the counter top. "Why was she not in your sight at all times, like you said she would be? You may be able to handle yourself, as you claim, but this is your responsibility, and none of this would have happened if you had not gotten distracted." Lenore crossed her arms, her jaw set and her face red.

"You think I don't know that?" she muttered.

"So why-"

"Because I'm sick of those assholes coming here just to show me that they're better than all of us!" Lenore shouted, silencing Theresa. She didn't want to yell, but her emotions got the better of her, as they so often did. She raked her fingers through her hair, her bangs falling in front of her face. "They come here, all the time, making our lives more miserable for the hell of it! They don't need to come here, but they do because it's fun screwing with the little street rats! They think they're better than us because they were born with a silver spoon shoved up their asses and assume that that alone gives them a right to push our faces into the mud! I'm supposed to just ignore that? I'm supposed to just say thank you when they spit on me?" Tears welled into her eyes and she attempted to blink them back. She felt a knot well in her throat and she turned around keep Theresa from seeing her break down. She walked to the exit. "I'm not going to let them do that, not to me." she managed.

"That doesn't mean you can get yourself or others hurt in the process, Lenore..." Theresa said. "If you let them get to you, if you let them hurt you, they win." Lenore took a shaky breath, and cleared her throat.

"I'll be in my room, studying. Please don't disturb me..." she muttered, and walked out before Theresa could say anymore.

...

"You made T'resa cry..." Sarah said quietly later on as she peered at Lenore from the tween's simple bed, an old blanket covering her small body. Lenore leaned back from her little desk and massaged her temples. She concluded wasn't going to get any studying done tonight, and she flipped the thick textbook shut. Chemistry wasn't her favorite subject anyway. She instead turned in her seat to look back at Sarah, apology plain on her face.

"I'm sorry, kiddo." she said. Sarah scrunched her face.

"You're a kid too, y'know." she replied. Lenore smirked.

"Yeah..." she said. "But being a kid out here doesn't help you too much." She lifted herself from the chair now and adjusted her desk lamp to where it shined light through the entire room. "Best to try to grow up as soon as you can. You'll get it when you're older."

"I don't wanna grow up. It looks sad." Sarah mumbled, burying her face into Lenore's pillow. Lenore smiled at her.

"Nah, grown up life is fun." she said. "You get to do whatever you want. Go to any school you want. You gotta get good grades, though." she pointed a finger at Sarah. "You should start studying more, too, soon. An education could get you anywhere you want to be."

"Is that why you read those big ole books so much?" Sarah asked, looking to the pile of textbooks on the floor that Lenore had scrounged up over the years. Lenore nodded.

"Gotta get smart if I wanna go to Gotham Academy, squirt." she said.

"And that's why you work at night?" Sarah asked.

"Yup." Lenore walked over and sat on her trunk. Gotham Academy was the school to be when you wanted a stellar education, but that kind of education cost serious money, something the orphanage seriously lacked. "Once I have the funds to attend, I'll tell Miss Theresa I got a scholarship, and everything will be hunky-dory from there." Her smiled at the thought of her plan, it was perfect. She checked her watch as she remembered work. It was nearly nine p.m., nearly time to head out. She stood up and turned to her trunk to gather her things. Sarah sat up and watched as Lenore pulled from the inside a large backpack and a folder.

"Whatcha gonna play tonight?" she asked. So many questions. Lenore clicked the trunk shut as quietly as she could, the rusted hinges squeaking slightly in protest. She'd have to fix that soon.

"Ever heard of the lovely miss Diana Krall?"

...

"Crap, crap, crap, crap..." Lenore bolted down the city streets as she attempted to ignore the aching bruises on her torso, neon lights illuminating her path in glowing technicolor. Downtown Gotham was beautiful at night, and she wished she could leave earlier so she could enjoy her long walk to her area of employment. Unfortunately for her, if she did indeed leave earlier, Theresa was bound to find out she was missing, and often times she instead ended up sprinting the last few blocks to her destination with only minutes to spare. Tonight she was cutting it particularly close, for as she was about to open her bedroom window to climb down the outside lattice, Theresa walked in with teary eyes and apologies, hugging Lenore in motherly embrace for a good ten minutes before she was satisfied. Lenore was happy they were able to mend things so quickly, she of course wasn't happy how much time it took from her already rushed schedule. She darted across the cross walk just as the red hand flashed for her to halt, and she narrowly missed being squashed by a speeding car. The driver honked and cursed at her as they swerved and straightened themselves out before continuing to break the speed limit. Lenore never lost her pace despite the incident. Near death experiences were a norm in Gotham, especially at this time of night, and she didn't have time to appreciate not being a red stain on the pavement.

"Oh, thank god." she gasped as she saw her destination. A large, sleek black building with spot lights lighting up it's modern features. The granite entrance was open wide in welcome for anyone with the wallet to afford it, the fog from dry ice billowing and curling over a satin red carpet that stretched outward to the valet. Lenore's eyes landed on the over-large, neon blue sign just above the entrance, it's curled letters spelling out-

"Iceberg Lounge..." she said, checking her watch as she slowed to a jog. She couldn't believe she was right on time. "Count my blessings..." she crossed the street, this time waiting for the sign to flash 'WALK'. She wasn't about to take too many chances. Once across, she made her way to the back of the building to an employee entrance. She opened her bag and pulled from it her card ID, swiping it through the key card lock and opening it to the employee office. It was small, with vanity mirrors on one wall and three changing stalls on another. White leather couches rest in the center around a small glass coffee table. A young woman with black, pixy cut hair and a sleek white pant suit regarded her from one of the mirrors as she rushed in.

"Cutting it close, kid. You like playing with the devil, huh?" she said with a soft voice. Lenore made her way to one of the stalls, rolling her eyes at the comment as she slung her bag off her shoulder.

"Dunno what you're talking about, Starling..." she said. Starling was a waitress that got along will with the tween, and helped her get used to the work place when she first started.

"Your labored breathing says otherwise." Starling joked, placing her hands on her hips. "The boss wants to talk to you after work." Lenore froze for a moment as she changed.

"Whyyy?" she asked suspiciously. With Oswald Cobblepot, there was no guessing what he wanted when he called you to his ice box of an office. Starling shrugged.

"Dunno, didn't seem like anything bad." she said, tapping her chin as she remembered his request. "Maybe a raise?" Lenore gave one forced laugh.

"Don't need one, don't want one. Raises mean he expects more of something, and I'm perfectly fine where I'm at, thank you very much." Starling shook her head in disagreement.

"Honey, a raise is a raise. I'd swim a lap with those seals in that ice water out there if it meant getting one." she said.

"I hate those seals..." Lenore muttered, walking out of the changing room. "They splash around too much during my performances. Who's idea was it anyway to put a seal enclosure in the middle of the lounge, right next to the stage?"

"You know Cobblepot." Starling said. "Always trying to flare up his ice castle with novelty shit. Take you, for example." She said taking in the sight of Lenore in her uniform. She wore a sleeveless white blouse and a black vest with coat tails, and sleek black dress pants. Shined black half inch heels covered her feet. She huffed at the waitress' comment as she made her way to her back pack to retrieve her brush.

"So I'm a novelty?" she asked in mild amusement. Starling leaned on one of the white leather couches as Lenore made an attempt to calm her hair into an acceptable style.

"Uhh, yeah." she answered. "Child piano prodigy wows crowd of rich snobs," she said, splaying her hands out as if she were reading her words from a large headline. "Probably what Penguin thought when he found you. He couldn't help thinking of what cash he would rake in with you as one of his attractions."

"Who could blame him. I am an art-iste." Lenore smirked and popped up her collar to put on a little black clip-on bowtie. As she straightened the collar back out she remembered the day eight months ago when Penguin had crossed her path and officially set her dreams on the road to reality;

It was a typical day, Lenore was once again playing the small piano in the living room of the orphanage. Since the day she had arrived there she had become almost unhealthily attached to the musical instrument, often playing it for hours. Theresa would have to remind her when to eat, and often was met with protest when she informed the girl it was time for bed. At first Lenore only played a little with the keys, trying to understand them and the different sounds they made. When she began showing committed interest, Theresa, who grew up learning it a bit herself, agreed to give her what lessons she could. Her teachings only went so far, however, and she was only able to teach Lenore some simple melodies. Lenore wanted to know much more though, and Theresa caved in to buying her books with lessons and sheet music from second hand shops. From there Lenore dedicated hours of practice, and to Theresa and many of the children's surprise, she actually became quite good.

"Competition level!" Theresa would often tell her when Lenore would master a particularly difficult piece. Lenore would smile back and continue, her energy renewed from the encouragement.

She was practicing Fur Elise when the large black cadillac drove slowly by the orphanage, the melody drifting out the open living room window and in through the partly cracked window of the back seat of the luxury vehicle. Cobblepot had his driver stop when his ear caught the tune so he could focus on where it came from.

"My, my..." his mouth broke into a wide, small toothed grin. He snapped his clammy fingers, and the driver pulled the cadillac up to the curb before hurriedly exiting the vehicle and circling around the open the door for his employer. Penguin heaved himself out, resting his heavy weight on a sturdy black cane as he eyed the orphanage through a large monocle. "Interesting..."

Inside, Lenore heard the rap on the door, and she jumped. That was an all too unfamiliar sound for her. Hardly anyone came to visit this place.

"I got it, I got it!" Theresa called from the kitchen. Lenore watched her rush quickly down the hall, straightening up her hair and smoothing out her flour covered clothes with excitement. She smirked at the caretaker's glee and turned her eyes to Sarah, who sat on the floor next to her as she played with some dolls.

"Someone might be going home today, kiddo." She said. Sarah's eyebrows went up, and she smiled.

"Oooooh." was all she said. She still didn't quite get the situation she was in. The orphanage was already home to her. Lenore focused her ears as Theresa finally opened the door.

"Oh...oh, my..." she said. Lenore frowned. That wasn't a happy tone. Her eyes narrowed in suspicion. "Mister Cobblepot, what an unexpected pleasure." Theresa said politely, with an edge of nervousness. Lenore stilled. What was Penguin doing here?

"Uh-oh..." Lenore was sure this wouldn't be good.

"My dear, lovely lady!" Cobblepot said with fake cheer. "I had been just driving by..." Lenore scoffed. Probably just did some dirty business in the Narrows. She stood, and went to pick up Sarah.

"We're gonna play hide n' seek, Sarah. Gonna be extra quiet-"

"-and I couldn't help but hear that excellent rendition of Fur Elise!" Cobblepot finished. "It was absolutely lovely, and I just had to know who the pianist behind it was." Lenore went stock still, her mouth dropping.

"Oh!" Theresa said, a sigh of relief escaping her as she rest a hand above her heart. "Of course, that was one of the children." she said. Lenore heard a noise that best resembled a snort mixed with a cough.

"A child? A child, you say?!" Cobblepot sputtered out, losing his composure for a split second. Theresa nodded.

"Y-yes, would you like to meet her?" she asked, opening the door wide and gesturing for him to come inside. He nodded, and practically waddled as we walked in, his weight shifting to each foot as his eyes darted around the room to find the source of the melody. They finally landed on Lenore, and she quickly straightened up, tucking her hair as best she could behind her ears. Sarah gripped her legs tight.

"L'nore...issa peng'in..." she whispered, taking in the sight of Cobblepot with childlike awe. Lenore shushed her, and stepped in front of her. Indeed he did look much like a large penguin, his round body moving left and right and beak-like nose pointing right in her direction as he closed the distance between them. He held out a clammy, ring adorned hand to shake hers as he finally halted in front of her.

"A pleasure to meet a fellow enthusiast of the classical arts." he said. Lenore slowly gave her his hand, and he took it limply, shaking it once before dropping it and returning it to his side. Lenore gulped. What now? "Tell me..." he said, adjusting his monocle. "How long have you practiced the piano?"

"S-since I touched that one, few years ago, Mister Cobblepot, sir." she said, jutting her thumb at the old piano behind her. Cobblepot looked at it, his monocle nearly popping off his eyes as they widened in shock. It was quite old, and to him it probably looked little more than gutter trash. The fact that she made such melody with it, to him, was no less than a miracle.

"You're kidding..." he muttered. Theresa stepped forward slowly.

"She's dedicated a lot of time to it, sir." she said. "If you'd like proof, perhaps a demonstration." he waved a hand in dismissal.

"No need." he said, surveying the rest of the room. No way was there anything else in here that talent could have drifted out from. He was sold. "I'd like to offer you a job at my lounge as musical entertainment." Lenore's heart skipped.

"Oh, wow, sir-" she began.

"Absolutely not." Theresa cut her off. Both Lenore and Cobblepot turned to her then, surprise plain on their faces. Did she not realize who this was, and how much money he could offer. When neither spoke, Theresa cleared her throat and flattened out her shirt. "I'm sorry, sir." she said curtly. "But I cannot allow her to work at such a place at such a young age. As her caretaker, I must refuse." Cobblepot's eyes turned dark.

"Is that you final decision, miss?" he asked. Lenore felt the cold edge from his voice. Her jaw set as Theresa nodded quickly. Cobblepot stared at her for a few long seconds before his grin returned. He gave a curt bow. "Oh well," he said sadly. "My loss, as they say. Thank you for your precious time, best be off now." he escorted himself out, and Theresa shut the door quietly behind him. She took a deep breath, and looked to Lenore.

"I'm sorry, Lenore-"

"It's cool." Lenore said quickly, her eyes flicking through the window to the shiny cadillac. "Guy's nuts anyway, who wants to deal with that? Not me. I gotta pee." she walked out of the room, and Theresa watched her go, a brow raised at her surprisingly understanding reaction.

"Okay, then..." She smiled finally and returned to the kitchen. At least she understood.

"What the hell was she thinking?" Lenore muttered as she clamored out the back window. As soon as her feet hit the grass, she raced around the building and to the cadillac as Penguin heaved himself back inside of it. She skidded to a halt as the door snapped shut and she threw her hands onto the window. He smirked at her.

"Changed her mind did she?" he asked, pushing a button to roll the window down.

"No, she doesn't need to know." Lenore said, catching her breath. His brow furrowed, but he allowed her to go on. "Look, sir, you didn't like her decision, I saw that, and I don't want anything bad happening to her, okay? So, I'll work, but I need pay." the words came out fast, almost running together. His smirk became an impressed smile as he regarded her.

"Smart kid. I might like that." he said. Indeed he had dark plans for the caretaker after her refusal. No one told the Penguin 'no'. "Why so eager, though? I saw how fast you wanted to jump when I first propositioned the job."

"You see where I live?" Lenore said. "Your job offer isn't exactly my way outta here, but it does promise me an education." she said. "I want enough money to eventually pay tuition for Gotham Academy, and your wallet probably has enough in it right now to buy six full rides. I refuse anything less." she said. Cobblepot gave a cackle, some spittle flying out. When he finished, he wiped his mouth with a bright white handkerchief.

"You got balls, kid." he said, all trace of his gentlemanly manner gone. His true nature was showing, but Lenore didn't care. She waited for his decision. This could end really well, or really badly. "Hnnnnn..." he seemed to contemplate, watching her face as he tapped his little chin in thought. He finally held out his hand once again to take hers. "Deal, I'll have my assistant drop off the information at six a.m. tomorrow. Be by your door." he said. Lenore grasped his hand and shook it excitedly.

"Thank you, sir." She said, all seriousness on her face now. He paused, his brow furrowing at her expression.

"I say..." he muttered, tightening his grip on her hand a little. "You look familiar. Have we by chance met anywhere besides here?" he asked. Lenore shook her head.

"No, sir." she said, and he waved it off, bringing his hand back.

"Never mind, welcome to the family, kid." he said, rolling up his window as the cadillac revved to life. His eyes stayed on her through the rear-view mirror as they made their way down the street. He'd been sure he'd seen that face. "Curious..." he mumbled, before finally dismissing the the thought.

It didn't matter.