A/N (12-31-04) - I'm in the processing of editing this entire story; there were a few minor things that I was unhappy with. There aren't going to be any big changes, but hopefully I'll rid the fic of a few continuity problems and things like that. Just thought I would let everyone know in case anyone's interested in re-reading!

Warning: Shrek 2 spoilers. Well, it doesn't really delve into anything that happens in the movie, but it's a Shrek 2 fanfic. Anyway.

Author's note: This fanfic has nothing to do with the character Shrek. Or Fiona. Or Donkey, or Puss, or any of the normal characters written into fanfics. This is the Fairy Godmother's story, starting back before she became the Fairy Godmother of Far Far Away; in this story, she's just a twenty-two year old woman named Belinda, searching for her own happy ending. This will probably continue up until the point where, as Fairy Godmother, she makes a deal with Harold involving Charming and Fiona's marriage. But, for now, here's the first chapter. Enjoy!

Disclaimer: I don't own much. Belinda Larae, aka Fairy Godmother, belongs to the people at Dreamworks, though her name is my doing. The other fairy godmother mentioned in this story could be considered my creation, but I sort of had the face of the one from Cinderella in mind, so maybe she belongs to Disney. Harry and Pat are mine.

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Belinda Larae wanted the same thing that every other lonely young woman wanted; a handsome Prince Charming who would fall madly in love with her, sweep her off her feet and carry her away to his castle in the clouds.

Unfortunately, all she had at the moment was tired eyes, ink-stained fingers and a growing headache from going over the account books for the owner of a somewhat grimy pub, an establishment where she had been working for close to three years. No princes ever wandered through those doors; just drunks and thieves. Not to mention drunken thieves.

"Hey, wench, hurry up with that. You've got a customer," a burly looking man grumbled, poking his head through the doorway of the room. She sighed, tucking a strand of blonde hair that had fallen from the high bun she wore back into place.

"Look, Harry, do you want me to do this right or not?" she asked, irritated. "Tell them I'll be out in a minute, all right?" Giving her a scowl in return, Harry disappeared again towards the main part of the pub. Belinda rolled her eyes and shook her head at his retreating figure before turning her attention back to the books, making sure she'd gone over everything properly before heaving the thick cover closed and heading the same direction Harry had just gone.

She recognized the thin man sitting at the far end of the nearly deserted bar with his hands cupped around a beer; he had been to her many times before looking for the same thing. He was easier on the eyes than most of her customers, although none of them were exactly gorgeous. Besides that, he always paid well for her services. Smiling a little, she sat down on the stool beside him, causing him to look up. "You've been gone for a bit, Pat. I expected you back here before this," she said, nodding her thanks to the bartender as a drink was slid in front of her.

"Well, you know how things go, love," Pat replied, shrugging a little as he sipped at his own beer. "We've been busy. This is the first chance I've had to get away." He offered her a lopsided grin, and she chuckled.

"Right, sweetheart. Come on, let's go get you taken care of," she said, getting up from the stool again and leaving her drink untouched on the bar. Pat finished off the rest of his drink with a large gulp as he stood, setting the mug down with a thud before following the short woman to the back of the pub. Withdrawing a key that had been safely tucked down the front of her dress, she unlocked the door to a small room and ushered him inside.

"I've been needing this," he commented idly, leaning back against a small table in the room and watching her as she balanced on a stepladder and scanned the labels of several bottles on a shelf. She took down a large green one and held it up to the light to check its contents.

"I'm going to have to fix up another batch of this soon," she replied, pouring part of the green bottle's contents into a smaller brown one, then corking the top. Pat started to reach for the small bottle, but she held it back. "Ah ah ah, pigeon. You know the rules," she chided him sweetly, and held out her hand expectantly. He grinned a little devilishly, taking her outstretched hand and kissing it.

"We could always....work out an alternate arrangement," he suggested, stepping forward a little to pin her loosely against the wall. Not impressed, she rolled her eyes.

"You with a wife and a kid coming along any day now? Nice try, dearie," she replied, pushing him away before holding out her hand again, keeping the bottle behind her back. Pat sighed and reached in his pocket, pulling out a handful of coins.

"You drive a hard bargain. But I don't know how I'd carry on business without your potion," he admitted grudgingly as she took the coins with one hand and passed him the bottle with the other, then grinned and added, "You could be a regular little witch."

Chuckling a little at that comment, she got back up on the stepladder to put the large bottle back in its place, then let out a yelp of surprise when Pat smacked her rear soundly before leaving. "I'll be seeing you, sweetheart. Whip up another batch of this stuff before I get back."

Sighing, she stepped down to the ground again, counting out the coins in her hand. Pat was the owner of a well-known 'escort service' and one of her more gentlemanly customers. He came to her for the sleeping draught that was one of her specialties; a teaspoon of it in any drink, and customers of his establishment would be out like a light in half an hour, leaving his employees free to pick the men's pockets. Belinda was the only one around who had the ability to make the potion he needed. She had a knack for mixing things, so she put her skills to use by operating a small business in back of the pub, selling cures and remedies, mostly for everyday ailments.

"I only wish I could whip up something to get me out of here," she muttered to the empty room. The rows of bottles and vials offered no reply. With a small sigh, she stepped out of the room, locked the door behind her, and turned around to find herself face to face with Harry, who held out a rough hand expectantly.

"Fifty percent," he reminded gruffly.

"Yes, yes, I haven't forgotten," she replied, somewhat bitterly, as she handed over half the coins and pushed past him to head up the stairs. She wasn't the least bit happy with the arrangement, but it had to work for the time being. Once she had enough money saved and her reputation became widespread enough, she intended to open up her own shop out from under the pub owner's dirty thumb. Until then, he charged a pretty penny for the use of his dingy back room.

Once in her own room, Belinda set about to remove the ink from her hands, scrubbing until the skin was pink and tender. Her nails were all cut short, a fact that she hated; every time she had tried to get them to grow longer, they had been broken one way or another while she was working, so she had finally given up. She knew she was from the working class, and she hadn't been brought up to expect fine things in life, but that didn't stop her from wanting to have them. "One of these days..." she said aloud to herself as she examined her nails, then trailed off with a sigh and sat down at the small dresser. She wasn't kidding anyone; it was very likely that she would spend the rest of her days either working in the same grimy pub, or, if she was lucky, running some tiny potion shop out there in the middle of nowhere. Not exactly a life of fancy dresses and manicured nails. Still, even if it was a struggle to be successful on her own, she refused to end up like most of the other women she knew in the area: married to some plain, poor man and raising a houseful of kids, with money too tight to afford shoes for all of them. She'd rather die lonely.

A tear fell from her cheek before she even realized she was crying, splashing on the worn wood surface, and she wiped her eyes angrily. "Damn," she said aloud, her voice slightly choked. She hated to cry, even when she was alone. Crying made her feel vulnerable, and she was much too accustomed to playing the tough girl to let her guard down. But the more she thought about it, the more the realization of how lonely she truly was overwhelmed her, and soon she buried her face in her arms and wept.

She nearly screamed when she felt a hand placed on her shoulder; as it was, she ended up in a tangled heap with the chair on the floor as she tried to get away from the intruder. A rather sweet looking elderly woman was standing in her room...and she was holding a wand. Not only that, but there was a pair of shimmering, crystalline wings on her back.

"Who are you? And how the hell did you get in here?" Belinda demanded as she scrambled to her feet. The woman chuckled kindly.

"Why, my dear, I'm your fairy godmother!" she exclaimed. There was a long, shocked pause.

"...I'm afraid you're at the wrong place," Belinda finally replied. "If you're looking for that princess who talks to birds and lives with a bunch of little men, you need to be about two miles deeper into the forest." The fairy looked confused.

"But, my dear...weren't you just crying unhappily over the misfortune and unfairness of your life?" she questioned. The younger woman just looked annoyed and crossed her arms over her chest. "Ah, see there? I thought so. Now, what seems to be the trouble, sweetheart? Cruel stepsibling? Unfaithful lover? Curses, hexes, whatever's wrong, I can handle it."

"Unless you've got any handsome, rich, brave young men ready to rescue me from this place up your sleeve, I don't think you can be of much help to me," Belinda retorted sarcastically, crossing to the window. The fairy godmother nodded knowingly, and opened her mouth to give a reply, but she was cut off before she got started as the girl continued. "I mean, I'm happy to have a job, and the potion business is going well, but I'm sick and tired of putting up with drunks and keeping up with Harry's accounts."

"I know how you feel," the other woman sighed, taking the liberty of sitting down on the edge of the bed. "Quite frankly, I'm getting tired of the whole Fairy Godmother racket. I mean, I'm glad to help people with their happily ever afters, but after all these years, what I'd really like is to retire to the Bahamas."

"Why don't you?" Belinda asked, turning to face the room again and leaning against the windowsill.

"No one else wants the job. It's rewarding in its own way, of course, but it also comes with a lot of responsibility. Anyway, that's my problem, my dear, not yours. What we need is to find you a prince!" she exclaimed, then eyed Belinda's faded dress. "...and some new clothes. Now, let's see...something pink, perhaps? Or maybe blue..." With a wave of her wand, she had the girl clothed in a beautiful, embroidered blue gown. "And heels, you're going to need those...no offense, my dear, but you're a bit vertically challenged."

"None taken," Belinda replied absently, still staring down at the gown in amazement. Before she knew it, she was three inches taller, and she lifted the hem of the dress up to admire the blue, sparkling pumps on her feet. Another flick of the wand, and her hair was loosened from its bun, falling below her shoulders in golden waves.

"There, that should just about do it...aha! Forgot one thing," the fairy godmother said exclaimed, and waved her wand again. At first, Belinda thought that nothing had happened; then she happened to glance down at her hands. Her once short, ugly nails were just the right length, not too long or too short, and they were perfectly manicured. She couldn't help herself from smiling in delight; it was amazing how one small change could make her feel so much prettier. Satisfied, the fairy godmother nodded. "That's it, then. Come, dear, have a look in the glass," she added, conjuring up a full-length, gilded mirror in place of the tiny square one in the room. Eagerly, Belinda hurried over, and nearly gasped at what she saw. She was....well, beautiful. She'd never considered herself ugly, of course; on a day to day basis, she knew was quite pretty, and had a busty figure that many girls envied. But now...

"I don't believe this," she murmured to her reflection. Behind her, the fairy godmother stood smiling.

"Believe it, sweetheart. You've worked hard...you deserve a happily ever after," she replied kindly. "Now! All that's left is getting you to a place where you'll be sure to meet the man of your dreams...and I believe I know just where that would be."