(Pardon the lack of breaks between scenes, but keeps eating them.)

Principal Wartz sat behind his desk, absentmindedly playing with his animal figurines.

"Principal Wartz?"

Wartz quickly removed his toys from view and directed his eyes towards the speaker behind the door.

"Huh? Oh, yes, come in."

The visitor entered the room and shut the door behind him. Dressed in a brown-and-black tweed suit with a red tie, the visitor adjusted his glasses, shook the principal's hand, and took a seat in front of Wartz's desk.

"So, you're the new guidance counselor, I see?"

"That is correct," the stranger replied.

"Well, I've already taken a look at your papers, everything seems to be in order."

"Of course," the counselor spoke quietly as he stood up from his seat. "Now, if you don't mind, I'd like to skip the formalities and get straight to my work."

"Oh, yes, of course, Mr...?"

But Wartz's visitor was already out the door.

"Make way, geek-bait!" Helga cried as she pushed yet another student to the floor. "One side, I'm walkin' here!" Helga made her way to Mr. Simmons's classroom and took her seat next to her best friend, Pheobe.

"Ohayo gozaimasu, Helga," Phoebe cheerfully replied.

"No Japanese this morning, Phoebe. I have a headache."

"Oh, okay. English."

Simmons was speaking to a well-dressed man with glasses who had just entered the room.

"Hey, who's the suit?" Helga asked.

"Ah, today we have a very special guest," Simmons addressed the students. "Please welcome our school district 'psychologist', Dr. Jonathan Crane."

"Whoop-di-doo, a school shrink," Helga replied, unimpressed. "Bring it on, I've got nothin' to hide." She began doodling a picture of Arnold in her notebook.

"Dr. Crane is out in the field today," Simmons went on. "Observing classes, and he has randomly chosen us. Meaning the students, of course, not the teachers, am I right, Doctor? Heh..." Simmons chuckled nervously.

Crane smiled politely and took a seat near the right side of the classroom.

"Well, remember, just be your own special selves as if nothing out of the ordinary is happening," Simmons went on.

"That's easy," Helga spoke as she tore a piece of paper out of her notebook, rolled it into a ball, put it into a straw, and spit it into the back of the head of the boy in front of her. Arnold turned and gave her an annoyed glance. "What?" Helga asked, feigning ignorance and annoyance. Arnold turned back towards the front of the class.

Jonathan Crane took note of Helga's action. Having observed her assaulting various students on her way to class, Crane decided that she was a common bully whose actions may warrant further observation. What were her motives? Later in class, Crane observed the girl opening a hollowed-out notebook with a crudely made figurine inside. He couldn't get a good look at the figure, but he could have sworn it looked strangely similar to the boy Helga had been tormenting (Arnold, wasn't it?). Helga closed the notebook and sighed, longingly. Curious. Perhaps there was more to this girl than met the eye? He decided further observation was necessary.

The remainder of the day went on with Helga continuously shooting spitballs at Arnold and feigning ignorance when confronted by him about it. Why would she tease him in particular? As much of a bully as she appeared to be, it seemed as if she paid special attention to Arnold. Interesting... Could she be the one he was looking for? Possibly, but not likely. It would take a special kind of child to learn the skills necessary for what Jonathan Crane had in mind.

Jonathan left the classroom after everyone else had cleared out of the room. He noticed one student, lying on the ground, apparently after a nasty punch to the face, with Helga leaving the scene. Dr. Crane couldn't suppress a grin.

"Okay, I hit him, so what?"

Helga was sitting in the principal's office facing reprimand for her assault on the student Jonathan Crane had found outside the classroom.

"Ms. Pataki," Wartz began, "need I remind you that striking another student is strictly against school policy?"

"Brainy?" Helga queried. "He doesn't mind, I do it all the time." Wartz's eyes widened and he looked towards Dr. Crane. Crane kept his eyes on Helga, seemingly unaffected by the knowledge that the young woman had been attacking another student on a regular basis.

"What? You'd sock him to if he was standing behind you all the time, breathing."

"Breathing?" Crane repeated.

"Yes, breathing."

Wartz stood up from his chair, outraged. "Young lady, that is quite enough. When I welcomed Dr. Crane to roam the halls of PS118 I never imagined he would find a candidate for treatment before lunchtime."

"Treatment?" Helga repeated incredulously.

"Helga," Crane began, "I think it would be productive if we met in my office on Tuesdays and Thursdays-" but he was cut off by Wartz.

"To punish you soundly for your blatant acts of juvenile delinquency-"

"Mr. Wartz..." Crane cut back with a tone of contempt at Wartz's interruption. Wartz quickly sat back down, pulled out a couple of his animal figurines, and played with them absently.

"Helga, I'm not here to punish you," Crane spoke as he approached the young lady.

"I want to discuss these anti-social tendencies and examine possible strategies for... improvement, shall we say..."

"Huh?"

Crane stooped down.

"I theorize that your behavior comes from other, deeper issues. I intend to get to the root of the matter. Perhaps there are uncovered emotions you may be hiding?"

Helga looked down at her hollowed-out notebook.

"Yes", Crane thought to himself. "We'll get to that, as well."

"H-hiding?" Helga asked nervously.

Jonathan Crane sat in an old, wooden chair in front of his bedroom mirror, stripped to the waist. A long, gruesome scar ran down from his collar bone to his lower abdomen. His last battle with the dark knight had nearly cost him his life when one of his deadly traps backfired and practically sliced him in two. It really got Crane thinking. Thinking about his mortality. Thinking about death. Thinking about everything he would leave behind. Or rather, the lack of what he would be leaving behind. All his notes, all his research on fear, all his life's work... It would all be for nothing if he wound up dying in some epic battle with the Batman. There was only one solution. He would have to find a protégé. Someone to carry on his research. Someone to continue his work. And, if need be, someone to don the mask of the Scarecrow...

Helga, disguised in a trench coat, complete with fedora, cautiously approached the building to Dr. Crane's office.

"Hello, Helga."

Helga froze in her tracks and glanced behind her to see Phoebe, and her humongous cello case, approaching her.

"Wearing a disguise because you're nervous about your session with Dr. Crane? Because, in this day and age, therapy is perfectly acceptable, and quite useful. It's nothing to be ashamed of or nervous about."

"Ha! Are you kidding?" Helga responded. "I'm just gonna make up stories for an hour. I won't even let him get a word in edge-wise. It'll be a snap."

Helga tossed her trench coat and fedora behind a nearby plant and entered Dr. Crane's office. She knocked twice, then poked her head in. Dr. Crane was sitting behind a well-organized desk by the window.

"Ah, Helga. Please come in," he beckoned.

Helga entered the office and looked around. There was a bookcase on wall nearest to her. A painting or two hung on either side. The carpet was a light burgundy color. On the other side of the room rested a comfy-looking chair with an equally comfy-looking scarlet couch next to it.

"How have you been?" Crane asked.

"You mean since yesterday?"

"There's no need to be hostile, Helga."

"I'm not hostile!"

Dr. Crane took a clipboard and pen from his desk and sat down in the chair by the couch.

"So you're a child psychologist?" Helga asked. "What, does that mean you weren't good enough to be an adult psychologist?" Helga grabbed a nearby magazine from the couch-side table.

"Actually, I used to be an adult psychologist. But I recently decided to work with children. They're much less... boring."

"Well whoop-di-do for you, Doc."

"You seem angry," Crane noted, tilting his head.

"I. Am not. ANGRY," Helga angrily replied as she crushed the magazine with contempt.

"Helga, you're here to see me-"

"To discuss these anti-social tendencies and examine possible strategies for improvement," Helga interrupted.

"Well, it's good to see you were paying attention," Crane chuckled and took a sip of his coffee.

"Well, let the healing begin," Helga replied sarcastically.

"Alright," Crane began. "Let's-"

"Did you read all those books?" Helga interrupted again, motioning to the bookshelf.

"Yes."

"Did you write any of them?"

"One of them, yes. It's called 'Never Fear'. It was a best seller."

"What's it about?"

"The effects fear has on the human psyche as well as its effects on our daily lives."

Helga got up and approached the bookshelf.

"How many books do you have to read to be a shrink?"

"Quite a few," Crane took another sip of his coffee.

"So, are you an actual doctor? I mean, if I were to have a heart attack right here, would you be able to do anything about it?"

Crane grinned. "I've trained for... accidental heart problems. There's also a heart clinic upstairs so, if you were to have a heart attack, this would be the perfect place."

Helga approached one of the paintings on the wall. She stopped to observe a painting depicting an agonized figure against a blood red sky. The Scream.

"You like Munch?" Helga asked.

"Very much so," Crane replied, impressed.

"He's good. Little too abstract, though, but I like depersonalization," Helga noted.

"That's very astute for a girl your age. I do notice that you've been asking all the questions, however."

"Yeah. You gotta problem with that?"

"Not at all, Helga. Ask away."

"Alright, then. How 'bout I sit in the big chair and you sit on the couch?"

"Very well then," Crane conceded, stood up, and reclined on the sofa while Helga took his spot on the chair.

"Alright, Doc, what were you like as a child?"

"I was a quiet young man. Kept to myself most of the time. The other kids would often tease me about my tall, lanky appearance. One boy in particular, Ted Felscher I believe was his name, used to beat me up quite frequently. He would call me 'scarecrow'... He's dead now."

Helga looked up from her clip-board, noticeably perturbed.

"Heart attack," Crane assured her.

"Oh... Um, any brothers or sisters?"

"None. I was an only child. I lived with my grandmother for most of my childhood. She was very abusive. She would tell me that I was a mistake and my mother was a whore. When I did something to displease her, she would take me out to the old aviary and let the birds attack me. I have many scars from those days..."

Helga stared in awe.

"I..." she stammered. "That must have been terrible..."

Crane nodded. "It was, but I overcame it. Went to college. Got my degree in psychology. Traveled for a little while. Wrote a book and the rest is history."

"Gee, your childhood's crummier than mine."

"Oh? What's yours like, Helga?"

Helga hopped off the chair and made her way to the dart board which hung on the door.

"Geez, where do I start?" she replied as she pulled the darts from the board and took a few steps back.

"For starters, I have a sister that's perfect."

"Perfect?" Crane raised an eyebrow.

"Yeah, perfect. She makes staight A's at Bennington College, all the boys wanna go out with her, but she's gotta practice piano for the recital she's giving at the orphanage this weekend. And mom and dad can't get enough of her. Last time she was home, I was going out of my mind." She threw the first dart, hitting the bull's-eye perfectly.

Helga spent the next few minutes talking about her sister and the affect she had on her family. From what Helga told Crane, her sister, Olga, seemed sickeningly perfect. Her parents, for the most part, praised her to near god-like status. Helga, on the other hand, was more-often-than-not completely ignored.

"Nobody in my house even knows I exist. They never listen to me. I think I'd go crazy if it wasn't for Arnolll..." Helga caught herself before she could say his name.

"Arnooo... Are no air conditioners working in this entire building? It must be ninety degrees in here!"

"Well, why don't I turn on a fan?" Crane asked, getting up.

"No, don't bother," Helga replied. "I'm actually all talked out, I'll head home now," she opened the door.

"Helga," Crane interjected, "there's still 49 minutes in this session. Why don't you have a seat?"

"Oh, no," Helga shook her head, "Forget it, Doc. I'm on to you. You think if you hang out with me I'm gonna get all gushy and say anything you want."

"Helga, I haven't been 'hanging out with you'. I just want to get to know you a little better. If you don't want to talk about your family, that's fine. We could talk about art, poetry; we could talk about your classmates. We could talk about Arnold."

That name caused Helga to freeze dead in her tracks.

"A-Arnold?" she stammered.

"Why would I wanna talk about Arnold?"

"Let's talk about him," Crane replied after another sip of his coffee. "He's special to you, isn't he?"

"I don't know what you're talking about," Helga grumbled, crossing her arms over her chest.

"Well, yesterday, in Mr. Simmons's class, you threw a grand total of 57 spitballs at him. You stared at him all day. You called him 'football head'."

"What's your point, Doc?"

"Well, that's a lot of attention to give to one person. Even if it is negative."

"You gotta problem with that?"

"Sit, please," Crane requested as he motioned to the couch.

"You seem to be angry at Arnold, in particular," Crane replied as Helga made her way to the sofa.

"I am not angry at him," Helga began. "It was completely random. I shoot spitballs at a lot of people. It was... uh, Arnold day. On my calender. Today I shot rubber bands at Gerald. Really, heh heh," Helga chuckled nervously.

"Alright, then. We'll move onto something else."

Crane headed towards his desk to collect some Rorschach tests. He heard Helga mumbling to herself behind him. He picked up a few of the cards and headed back to the chair.

"I'd like to run a couple of tests."

"Oh, tests," Helga replied as she reclined on the sofa. "Test away."

"Alright, what do you see here?" Crane flipped over the first inkblot card and displayed it in front of Helga.

She examined the inkblot for a second. It looked like Arnold.

"Well, um... Arr... Arrrrchitecture of some sort...?"

"Okay," Crane flipped over another one. "And this one?"

Arnold again.

"Arnnnn... Annn... Inverted soupterine. That's on fire. Heh, ha... It's, uh, hot in here..." Helga nervously replied, tugging her collar.

He flipped over another one, which looked more like Arnold than the last two.

"Arrrr... Aren't you tired of this?" Helga got up and took the remaining cards from Dr. Crane. "I mean, they're just stupid old inkblots, anyway. They don't mean anything," she replied as she threw the cards out the window.

"Very well, Helga. How about we try a little word association, then? I'll say a word and then you say the first thing that comes to your mind."

Helga sat behind Crane's desk, absently fiddling with a pencil.

"Love," Crane began.

"Hate," Helga responded.

"Rocket."

"Locket. Pocket! Er, Davy Crocket!"

"Football."

"Head. Did I say 'head'? I mean 'game'. Football game," Helga laughed nervously as she reclined back in Crane's chair.

"Monday."

"Night Football! AHHH!" Helga screamed as the chair fell backwards and hit the floor. She got back up. "That's enough word association," she replied.

"Good idea," Crane agreed.

"What else do you want to talk about?"

"Well, earlier you talked about how nobody in your house paid any attention to you."

"Yeah, so?"

"Well, that must make life awfully lonely..."

"Ya got that right," Helga replied sadly.

"What about your mother?"

"Ha! My mother? Please. She wouldn't notice me if I were an alien pod creature chanting Hare Krishna and spitting nickels. Take the other day, for example. I was late for school, as usual..."

Helga proceeded to tell Jonathan Crane about a day-in-the-life with her mother, Miriam. From what he gathered, Miriam was an alcoholic. She fell asleep in unusual places; she attempted to feed her child crackers, moist towelettes, and shaving cream for lunch. Apparently, this woman was inebriated twenty-four seven.

"What about your father? He doesn't notice you either?"

"Are you kidding? All he cares about is 'Ooolga' cuz she's so perfect. And she has him completely buffaloed. Always has."

Helga's began telling Dr. Crane the depressing story of her first day of pre-school. Her parents were too enthralled by her sister, Olga's piano playing. Helga desperately tried to get her father's attention, but to no avail. Helga was then forced to walk to pre-school alone. Through the slums. In the rain. It was a terribly depressing story; until she got to the part about Arnold. Apparently, the young man with the football-shaped head was the only person to have ever shown Helga an ounce of kindness. The other kids, however, teased Helga when they noticed her swooning over the young boy. That's when Helga turned things around. She assaulted another child and enforced her reign as the "alpha-dog" of the preschool. So, this is why she acts the way she does... It made sense. She had been treated poorly by her own family. She couldn't handle dealing with the same thing at school. Especially not in front of Arnold.

"... so I'm sitting behind the trash can, trying to get a minute alone; and there he is, breathing away. Of course I hit him!"

"And why did you want that minute to yourself?" Crane asked.

"Because of-!" She paused and sighed. "Leave me alone..."

"What's wrong, Helga?"

"I've already told you I've got a lame mom, a dumb dad, and a perfect sister. So they make me mad, big deal."

"Why do you take out your anger on Arnold, then?"

"Why do you keep bringing up Arnold? I'm not angry at Arnold."

"Then what is it, if not anger? How do you explain your actions towards him? Does it stem from something deeper?"

He paused for a moment and leaned towards his young patient.

"Is it fear?"

"I don't know what you're talking about," Helga dodged the question.

"If you have anything you might want to get off your chest, now would be a perfect time to do it. Anything you say will be kept in the utmost confidence, of course."

Helga turned to face Dr. Crane.

"Confidence?" she repeated curiously.

"Yes, Helga. It's my obligation as a psychiatrist not to tell anyone about what we've discussed here today."

"You're sworn not to tell?" Helga asked as she cautiously approached Dr. Crane.

"Yes, Helga."

"Even if you were tortured you'd never tell?"

"Helga, if I told anyone, I could go to jail," Crane replied. "Or back to Arkham..." he added under his breath."

"Well... I..." she began.

This was it. The moment of truth. Crane had already suspected Helga's deep, emotional feelings for Arnold. But, until she admitted it, the process of Helga confronting her fears could not commence.

"...yes...?" Crane encouraged her to continue.

"I... I LOVE ARNOLD!" she shouted. "I love him! Arnold, Arnold, ARNOLD!" she continued, prancing around the office.

"I'm absolutely, positively in love with the boy! I want to grow up and have a fabulous life traveling around the world with him. Paris, sail boats, the whole nine yards! I want to name a perfume after us, 'Arnold and Helga'," she grasped Crane by the front of his suit.

"I. LOVE. ARNOLD!" she shouted at the top of her lungs and started panting. "Satisfied?" she asked, exasperated.

"Now, we're getting somewhere..." Crane grinned.

Helga proceeded to tell her about the shrines she had made to Arnold in her closet. The locket she wore. All the times she had snuck into his house to prevent her secret from getting out.

"And if you ever tell anyone I'll rip your tongue out and wrap it around your neck," she replied.

Crane laughed.

"Oh, Helga, you're too much."

Helga, still panting, sat back down on the couch. "I had that building up for a while..."

"I can tell," Crane replied as he took off his glasses and cleaned them with a black piece of cloth. "Now, we can begin the healing."

"Healing?" Helga asked.

Dr. Crane got up and stooped down in front of Helga. He placed his hands on her shoulders.

"You never received affection from any member of your family. Your mother, your father, your sister... They all neglected you. The only person to ever show you any kindness was Arnold. So, you channeled all of your emotions, the ones most people direct at their parents or siblings, towards him. And you fell in love with him."

"That... makes sense..." Helga conceded.

"Yes it does. But with all that love, there is also fear..."

"Huh?" Helga cocked her eye-brow.

"Your unusual acts towards Arnold (your worship of him, your bullying towards him) all stems from fear. All your life, you've been turned down by the people who were supposed to care about you, but rejected you. Because of that, you fear rejection from the only person who does show you kindness. You can't handle the possibility that he may not really love you. So you push him away. And all the while, your pent up affections for him develop into... well... such extremes."

"Huh. That actually makes a lot of sense," Helga replied. "But what did you mean by 'healing'?"

"Helga..." Crane began. "In order for you to put all of these... problems... behind you, you're going to have to face your fears."

"You mean... TELL HIM?" Helga asked incredulously. "I can't do that!" she cried as she pushed Crane away and got up from the couch.

"Just take some time to think about it. You know, I have a friend who went through the same problem you have."

"Really?" Helga asked curiously.

"Yes, she was madly in love with a man who she was afraid would never love her back. In fact, I think she'll be in town tomorrow to visit her nephew. If you'd like, I could introduce you to her at your next session. You two could talk about your little problem. Maybe she'll be able to help you confront your fear better than I can."

"No way, Doc," Helga responded. "You're crazy if you think I'd tell anyone else about my secret."

"Don't worry, Helga, she's not even from here. She lives far way in Gotham City. Besides, she's also a psychiatrist. She can't tell anyone, either."

Helga thought about it for a moment.

"Well... I guess so..."

"Excellent," Crane grinned. "You're free to go, Helga. I'll see you again on Thursday.

Helga got up from the couch and made her way towards the door. "Yeah, see ya, Doc."

Jonathan Crane sat in silence for a few moments after Helga left. He finally had the information he needed. If Helga could just overcome her fear of telling Arnold how she felt about him, she would be the perfect candidate for a protégé. He had looked over her records and was pleased to discover that her aptitude test scores rated among the highest in the history of the PS118. She had remarkable potential. He would teach her the secrets of fear. He would show her the unlocked mysteries of the human mind. Eventually, Helga would learn how to make her own fear toxin. Perhaps even better than Crane's own concoction. But, first, she would need the proper motivation. She would need peace if she was ever to overcome her fear. As long as her father was around, that would never happen. He was a source of negativity in the Pataki household. A source that needed to be dealt with. Swiftly and efficiently. Jonathan Crane could do nothing to make this happen.

But it would be a simple task for the Scarecrow.

Big Bob Pataki had, as usual, fallen asleep while watching his favorite show, "Wheel of Fortune". He snored loud enough to muffle the sound of his bedroom door opening. Bob stirred in his sleep after feeling something scratching his nose.

"Urmmm... not now, Miriam..." he muttered.

Suddenly, he felt another scratch that caused him to open his eyes.

"Huh...? WHOA!" He cried as he noticed the needle protruding from the finger of a freakishly-dressed intruder. The stranger was garbed in a tattered black coat and hood. At the end of each finger on his right hand was a long, thin needle attached to ominous yellow tubes on the back of his hand. The intruder's face looked like something out of a nightmare. It was some kind of burlap sack with gas mask filters on each cheek, and the mouth was stitched shut. But his eyes, they were a terrifying, inhuman red.

"Hello, Robert," the... thing... spoke in a low, raspy whisper.

"Wha..? What do you want...?" Bob asked, his heart racing with fear.

"I wanted to talk to you about your daughter."

Bob's eyes widened. "What have you done to Olga?" he cried.

The Scarecrow grasped Bob by the throat.

"Not that daughter, you fat idiot. Helga."

"Who?"

That made Jonathan Crane very, very, angry. Bob howled in pain as the intruder raked the syringes on his fingers across Bob's face, drawing lines of blood in a criss-cross pattern.

"HELGA!" Scarecrow shouted.

"O-okay, her room's down the hall, just please don't kill me," Bob pleaded, tears mixing with the blood on his face. He shut his eyes, bracing himself for more torture.

"Helga is very special to me. If I find out you have caused her any grief, I will come back for you, Robert Pataki. I swear it."

Bob expected the intruder to hurt him again. He opened one eye to see if the monster was still in his bedroom. But he was gone. Bob fainted.

"Have you thought about what we discussed during your last session?" Jonathan Crane asked.

"What? About telling Arnold how I feel? Not a chance, Doc," Helga responded.

Crane took a sip of his coffee. There was a knock at the door. "Come in," Crane replied.

The door opened to reveal a pig-tailed young woman in a black tank-top complete with form-fitting jeans and designer sunglasses.

"Hiya, S.C.!" How's it been?" the woman replied gingerly.

"Who's the broad?" Helga asked.

"Who're you callin' 'broad', sweetheart?" the woman asked.

"Helga, I would like you to meet Harleen Quinzel. Harleen, this is Helga Pataki, the girl I was telling you about."

"Oh yeah..." Harley removed her sunglasses and leaned over to shake the young lady's hand.

"So, Harleen, you're a shrink, too?" Helga asked.

"Call me Harley, everyone does." Harley's cell phone began ringing, "Whoop, gotta get that, 'scuse me."

"Okay..." Helga leaned towards Dr. Crane and whispered. "What's with this bimbo? Are you sure she's a doctor?"

"Yes," Crane answered, "you and Harley are going to spend the day together. I believe it will be very productive to your treatment for you to bond with someone from a similar background."

"'Similar'?" Helga gasped.

"You're out of your mind if you think me and that ditz over have anything in common."

"You might be surprised, Helga," Crane replied.

"Alright," said Harley as she put away her cell phone. "Whaddya say we get down ta business?" Harley tossed a set of keys to Helga. "Go start up the car, Hel. It's the red and black one up front."

"Harley," Crane replied, "I think that's a handicap space."

"Eh, whatevah," Harley shrugged.

"See ya, Doc," Helga said as she made her way downstairs to Harley's car.

"So," Crane began, "What do you think of her so far?"

"She's the spittin' image of me when I was her age. She's got a lotta spunk, too. I like her."

Dr. Crane nodded in approval. "Good. Show her a good time and try to convince her that she needs to overcome her fears."

"Sure thing, Doctah Crane," Harley replied cheerfully. She winked and made her way out the door. A second later, she poked her head back in. "Oh, by the way, if that check bounces, I'm comin' back."

Crane nodded in recognition and took another sip of his coffee.

Harley exited the building to find Helga in the driver's seat of her vintage Mustang convertible, pretending to drive the vehicle.

"KRRRSSHHH! Look out, I'm drivin' here!"

"Cute," Harley replied as she approached the driver's seat.

Helga scooted over as Harley climbed in.

"Nice ride ya got here."

"Yeah, I thought so, too," Harley replied as she started the vehicle and sped off.

"So, whaddya wanna do?"

Helga looked at the clock on the dashboard. It was 4:30pm. Around this time, she would be jumping rope outside of Arnold's boarding house.

"Eh, I'm up for whatever," Helga sighed.

Harley grinned mischievously.

"Alright, Hel, grab one of those baseball bats from the back of the car."

"Um... Okay... Are we playing baseball?" Helga asked curiously.

"Nope."

Half an hour later, Harley and Helga were smashing mailboxes with a baseball bat downtown.

Helga smashed another mailbox and laughed as it splintered to pieces.

"YEAH!" Harley cried. "Another one bites the dust! Ain't this a blast, Hel?"

Helga couldn't deny: she was having fun.

"So, whaddya wanna do next, Harley?" Helga asked once she was safely seated inside the vehicle.

"Hmm..." Harley thought for a moment. "Ya like ice cream, kiddo?"

"Heh, you better believe it, buck-o," Helga replied as she leaned back in the passenger seat.

"Ice cream it is, then. WEEEEEE-HAAAAA!" Harley screamed as she punched it down the road.

"Sho," Helga spoke through a mouthful of ice cream, "how long're you in town for?"

"Well," Harley began, also with a mouthful of ice cream, "I'm not shure," she shoveled in another spoonful. "I got shomeone I'm sh'possed ta meet. Right now, I'm jusht waitin' for him to get here," Harley swallowed her ice cream. "So, I hear ya got yer eye on somebody... Who's the lucky fella?"

Helga stalled for a moment. If Harley was a psychiatrist like Dr. Crane, then she, too, was sworn to secrecy. Helga remembered how good it felt to finally tell someone her secret.

"C'mon..." Harley prodded, "I ain't gonna tell no one."

"Well... okay..." Helga took a deep breath and looked around the ice cream shop. Nobody around close enough to hear. "His name's Arnold. He's the kindest, gentlest soul I've ever met and I love him more than words can convey."

Harley giggled.

"Ya know, ya sound a lot like me when I first fell in love."

"Oh yeah?" Helga asked. "Who's the lucky guy?"

Harley paused for a minute. The Joker's reputation had, most likely spread to this city, too. Heck, everyone knew the Joker by now. Would it be a good idea to scare this girl off by telling her she was in love with a mass murderer? Probably not. Oh well, 'Mistah J" was always what she called him and that wasn't about to change apparently.

"Mistah Jay's the greatest guy there is," she swooned. "He's smart, and funny, and charming. He's the perfect guy."

"Wow," Helga replied. "Sounds like you bagged a good one."

"Yeah..." Harley sighed longingly. "But I just can't get him to commit... So, does Arnold know how ya feel about him?"

Helga shook her head. "No, and I don't plan on telling him any time soon."

"Well," Harley got up from her seat. "You'll nevah know until ya ask him. C'mon, I gotta get you back ta Doctah Crane's."

Helga finished up her ice cream, wiped her mouth, and headed out the door with Harley.

Fifteen minutes later, the girls arrived at Jonathan Crane's office.

"Well, Hel, I had a swell time."

"Yeah," Helga replied as she opened the passenger door. "Me too. This therapy stuff isn't so bad. Even Bob, er, my dad's been tolerable. He's been acting a little weirder than usually, though."

"Oh yeah?" Harley tilted her head. "How so?"

"Well, he's been kinda nicer to me. And he's been lookin' around the house like something's gonna jump out of the shadows and grab him."

Harley giggled. "Looks like Doctah Crane's been havin' a little fun on his vacation from home."

It was Helga's turn to tilt her head in confusion.

"Heh. Maybe I said too much," Harley replied nervously.

"What's going on, Harley? Did Dr. Crane have something to do with the way Bob's been acting? Did he make those scratch marks on my dad's face?"

Harley put a hand on Helga's shoulder and leaned towards her.

"Look, Hel, I'm gonna level with ya here, cuz I like ya. Whatevah Doc Crane wants, ya should probably just do what he says."

Helga was scared now. "Wh-what do you mean?" she stammered.

"I like ya, Hel," Harley went on. "But I can't stick around ta protect ya."

Helga's eyes widened as she stepped out of the car.

"Good luck, kiddo."

Helga watched as Harley drove out of her life, probably forever.

"Sorry kid," Harley spoke out loud, "but where I'm goin' ain't for kids." A single tear rolled down Harley's eye and dripped down on the steering wheel.

Helga cautiously entered Dr. Crane's office.

"Come in, Helga," Crane beckoned from behind his desk.

"How was your day with Ms. Quinzel?"

"It was, um, great."

Dr. Crane closed the book he had been reading and observed Helga.

"Is something wrong, Helga?"

"Um, no. Wh-why would you think that? Heh, heh..."

Crane cocked an eye-brow and made his way towards Helga. He stopped mere inches from the frightened young woman and looked down at her.

"What did she tell you, Helga?" Crane replied in a grim tone.

"Nothing," answered Helga as she took a few steps back towards the door. Once she was able to get a grasp on the knob, she threw the door open and bolted for the stairs.

"That dumb bitch gave away my secret," Crane said to himself. "Now Helga will never have the courage to face her fears."

Jonathan Crane walked towards his desk and pulled out a briefcase from beneath it. "There's only one thing left to do now." He unlatched the case and opened it. "I'll have to cut her fear off at the source." He pulled a burlap mask from out of the briefcase. "Helga's little boyfriend will be getting a very unpleasant visit from the Scarecrow."

What was Helga going to do now? If what Harley told her was true, Dr. Crane had broken into her house at night and attacked her father. Which meant he knew where she lived. Which meant she couldn't go home. She would have to go to Phoebe's, then. Stay the night until the coast was clear. But was she really willing to bring her best friend into the path of this psycho? And why would she attack her father in the first place? He kept mentioning something about "facing her fears". What did he-? Helga froze in her tracks.

"Oh God, no..." she whispered to herself.

Arnold.

Arnold yawned as he set his alarm clock. It was late and he had school in the morning. He had had a long day of studying for the Geography test with Lila and he was dead tired.

"Long day, young man?"

"What?" Arnold spun around to find a terrifying-looking man standing by his door.

"Who-who are you?" Arnold stammered.

"I'm the boogeyman, Arnold," Scarecrow whispered as he approached the young man, "and I've come to claim your soul..."

Arnold grabbed a nearby lamp from his shelf and hurled it at the intruder.

"HELP!" he shouted at the top of his lungs.

The Scarecrow dodged the projectile and cackled wickedly. "Scream all you want, Arnold. I've vented a potent nerve gas throughout the buildings ventilation system. Don't worry, I closed your vent. I want you conscious for what I am about to do to you..."

It took Helga a few hours to run all the way to Arnold's house from across town. She tried contacting the police, but all the phone lines were down and the nearest police station was several blocks away. She didn't have that kind of time. She had to get to Arnold and warn him.

"Stupid town," Helga grumbled. "Can't even get a hold of the cops around here."

Helga was in too much of a hurry to notice the dark figure following her from the rooftops...

It took a little longer than expected, but Crane was finally able to subdue the young man he had come to murder. He had him neatly tied up next to his bed and was prepping a very potent fear toxin especially for him. Arnold struggled to get out of his restraints.

"Don't bother," Crane replied. "Accept your fate, child. You're going to be visiting your ancestors very shortly."

Crane approached the squirming Arnold, leaned down, and stuck a syringe into the boy's jugular vein.

Arnold had no idea where he was. One minute some lunatic had him tied up by his bed, the next he was standing outside in what appeared to by the ruins of his hometown. It wasn't hard to recognize, Arnold was a very observant individual and he had spent his whole life in this town. The sky was blood red and there didn't appear to be a single human being in sight.

"Hello?" Arnold called into the distance.

"Helllooooo!" He called once more, but louder. Still no answer. Arnold wandered the wasteland of his home. It seemed to be completely deserted. He thought he heard something coming from a nearby building. He cautiously approached to investigate further.

"Hello? Is someone in here...?"

Arnold heard the noise again and approached to find Mr. Green, the butcher, absentmindedly chopping a hunk of meat.

"Mr. Green!" Arnold cried. "It's good to see a familiar face. What happened here-"

That's when Arnold noticed that Mr. Green wasn't chopping a pig's body, or a cow's body, or any animal's body. It was Mrs. Vitello's body. Arnold gasped in horror and took a step backwards, then darted for the exit. He heard a loud noise behind him and kept running until he was far down the street.

"I..." Arnold gasped, "I have... to make it to... Gerald's."

Jonathan Crane sat in a nearby chair and observed Arnold's descent into madness. It would only be a matter of time, the serum he gave the boy was powerful enough to drive a full-grown man mad within an hour. Crane turned to see Helga Pataki push open a nearby window and fall into Arnold's room.

"You're just in time, Helga," Scarecrow rasped ominously.

Helga noticed Arnold bound on the floor by his bed. He appeared to be under the effects of some drug. His skin was pale, his eyes were darting around the room, and he seemed to be shaking. Helga hurried towards him, crouched down, and examined him.

"Arnold? Arnold speak to me. Say something! ARNOLD!" She turned and cast a furious gaze on Dr. Crane. "What did you do to him, you bastard?"

The Scarecrow produced a small vial of clear liquid from his coat pocket. "Your little friend is dying. I gave him a lethal dose of fear toxin. And the vial I hold in my hand is the only cure you'll find."

"What do you want?" Helga asked, tears in her eyes.

"I want you to return to Gotham with me and be my protégé. You will study my research notes and become a full-fledged master of fear. When you are finally done with your training, you will use your new-found knowledge to bring Gotham City to its knees and ALL will know and fear the wrath... of The Scarecrow. What do you say, Helga?"

Helga growled then looked down at Arnold. She was willing to give anything for her football-headed angel. Her life. Even her freedom.

"Fine. Just help him. Please..."

The Scarecrow made his way towards the young man, motioning for Helga to stand aside. She stepped back as Crane bent down to prepare and administer the serum. He poured it into a syringe and prepared to inject Arnold. Helga noticed Arnold's potted plant on the shelf by his window. She looked at it and then back at Scarecrow. She stepped back, grasped the edges of the pot, and brought it down on Crane's skull.

"You little fool..."

The pot had shattered, but didn't have the desired effect. Crane was still conscious. He spun around, striking Helga across the face and sending her sprawling to the floor.

"You stupid little bitch! Do you even realize what you've done?" Crane stood over her and kicked her in the ribs. "You could have had everything! Money! Power! Even him if you wanted!" Crane screamed as he pointed a finger at the dying young man.

Helga tried to crawl away, but Crane kicked her hard once more. The young woman curled into a ball as Crane continued kicking her. He reached down and grabbed her by the hair. Helga screamed and struggled, but it was no use. Crane slammed her head down face-first onto Arnold's desk, leaving a dark red bloodstain.

"You aren't fit to be my pupil. You aren't even fit to be one of my experiments. Your parents despise you because you were a mistake, Helga. They never wanted you. And who's to blame them? You're weak. And ugly. Arnold could never love you." He kicked her again. "Don't worry, Helga. I'm here to put you out of your misery..." Crane lifted his syringed hand high into the air. "Be afraid, Helga Pataki. The Scarecrow is sending you straight to Hell, little girl!"

Glass flew everywhere as Arnold's skylight crashed open and a dark figure fell to the floor.

"You're going back to Arkham, Crane," growled a familiar voice.

Scarecrow's jaw dropped behind his mask and he took a step back. "It can't be..."

The Batman narrowed his eyes at the Scarecrow. "Give it up. It's over," the Dark Knight replied.

"I think not, Batman," Scarecrow replied as he yanked Helga from the floor and held her in front of him, a syringed finger against her throat. "The boy next to you has only minutes left to live. You can stop me, or save him, but you can't do both. Now let me pass or the girl dies"

Batman growled and stepped aside.

Scarecrow, Helga in tow, climbed through the broken skylight and made his way across the roof of the boarding house. Batman stooped over Arnold and quickly removed a portable syringe from his utility belt. Inside was a concoction that would counteract the fear toxin in Arnold's bloodstream. He stuck Arnold in the neck with it and the serum took immediate effect. Arnold convulsed for a bit and began coughing violently. He looked up at the Batman.

"Who are you?"

"Wait here," was Batman's response as he quickly made it through the shattered skylight in Arnold's room.

Batman glanced around, trying to find a trace of the Scarecrow.

"How did you find me, Batman?"

The Caped Crusader turned to see the Scarecrow standing on the edge of the building with Helga as his hostage. "Let her go, Crane," Batman warned. "You know how this ends."

"I'm afraid not, Batman," Crane rasped as he pierced Helga's throat with his multi-syringed fingers, injecting her with a tremendous amount of fear toxin.

"HELGA!" Arnold cried. He climbed the rest of the way onto the rooftop from his broken skylight and dashed towards Helga.

"Catch," Scarecrow told Arnold as he flung the girl at him.

But Batman was there in a flash to catch her. He set Helga down gently and turned to Arnold.

"She's going to start hyperventilating soon. When that happens, you'll need to administer CPR. Do you know how to do that?"

Arnold nodded. "Can you help her?"

"Yes," Batman replied.

Suddenly, the Scarecrow was on him instantly, piercing Batman's chest with his multi-syringed fingers. Batman gasped in pain and flung the villain off of him.

"You'll start feeling the effects soon, Batman," Scarecrow laughed, "You should have stayed in Gotham. Speaking of which, how exactly did you find me, anyway?"

"I have connections in this city. When I heard you had been let out of Arkham, I made it a priority to track your movements. I knew you weren't reformed, Crane."

"You just can't trust anybody these days, can you?"

Scarecrow lunged at Batman and swiped with his right hand. Batman deftly avoided the attack and came back at Crane with a high kick that nearly caught the villain right in the temple.

Meanwhile, Arnold was attempting to keep Helga alive. He had just finished administering mouth-to-mouth resuscitation and was now waiting for any sign of the results. Helga just laid there, eyes darting around slowly, her breathing becoming heavier and more forced. In her mind were terrifying visions of Arnold. Arnold dying and her not being able to save him. Arnold telling her that he hated her. Arnold... hurting her. It was her worst nightmares come true and she wanted them to end. She wanted to die.

"You won't win this time, Batman," Scarecrow snarled as he took another swipe at his cowled attacker, then leaped out of the way of his counter-attack. "The serum I injected you with is different from the one I gave the children. It shuts down the nervous system within minutes. You're doomed, Batman."

Batman landed a searing uppercut to Scarecrow's jaw. "I'm getting sick of hearing you talk, Crane."

Scarecrow stumbled backwards and threw his hands up to defend against another attack. But, to his surprise, one never came. He lowered his arms and discovered that his serum was finally taking effect. Batman was shaking his head vigorously, trying to stay conscious. He stumbled towards the Scarecrow a bit before hitting the ground. The Batman grunted and struggled to get back on his feet, but to no avail. Jonathan Crane considered the situation for a moment. Should he finish off his old enemy once and for all? Maybe, but this was still Batman he was talking about. How many times before had he been on the verge of triumph only for the meddlesome dark knight to bounce back and ruin his plans? No... The serum would finish him off soon. He wasn't about to risk getting that close to his foe just to be knocked cold by a single, powerful blow from the Caped Crusader. Besides, there was other business to attend to first...

"Helga, stay with me," Arnold pleaded as he cradled the dying young woman in his arms.

Helga's breathing was declining rapidly. Her skin was becoming more and more pale.

"Helga, look at me," he touched her face, desperately trying to get a response from the girl.

Her eyes focused on him for a moment. "Arnold..." she muttered.

"I'm here, Helga, I'm here! Stay with me," Arnold begged.

Helga reached up weakly and touched Arnold's face. "Arnold, my love..." Helga whispered. Her hand fell away from Arnold's face and she fell limp in his arms.

"Helga?" Arnold gasped. "HELGA!" he shook her once, then put his ear to her chest. Nothing. He set her down and administered CPR again. No effect. He kept trying. "HELGA!" he shouted, tears streaming from his eyes.

"She can't hear you, boy."

Arnold spun to face the terrifying form of the Scarecrow standing over him. "You... You killed her," Arnold spoke through clenched teeth.

"Fear not, young man," Scarecrow menaced as he presented his syringed right hand.

"You'll be seeing her again real soon..."

Batman, still struggling to stay conscious, reached into a pouch on his utility belt. "Have to make this one count," he whispered under his breath.

He pulled a batarang from his belt, aimed carefully, and whipped it at the Scarecrow with stunning precision.

Scarecrow lifted his right arm into the air, preparing to strike the young man dead, when, suddenly, he felt a searing pain in the palm of his hand. Blood dripped down onto his mask and Dr. Crane looked up to examine what had injured him. He stared in horror at the batarang sticking out of either side of his hand. He gasped and cradled his wounded appendage. "RRRAAAAAGHHH!" he screamed with rage.

Arnold took advantage of the distraction. He crouched down and launched himself towards the Scarecrow, headfirst, with his right foot. He plowed right into Crane's stomach, knocking the breath right out of him. Scarecrow staggered backwards right into the path of the Batman, who used every bit of strength he had left to deliver a bone-shattering kick straight to the Scarecrow's jaw, sending the villain sprawling to the floor. Batman slowly rose to his feet, the effects of the counter-serum he gave himself counter-serum finally beginning to take effect. Arnold was holding Helga tightly in his arms, sobbing.

"She's..." he whispered.

"Maybe not," Batman replied. The Dark Knight crouched down, removed another portable syringe from his utility belt, and plunged it into Helga's chest, straight into her heart.

"Start administering CPR," Batman ordered while digging through his utility belt.

Arnold did as he was told. The Batman removed two small pads from a pouch on his belt. Attached to each pad was a wire that led to an electrical mechanism on his belt. Batman placed them beneath Helga's clothes on either side of her chest. "Stand back," he ordered.

Arnold got up and took a step back and Batman touched a switch on the mechanism. Helga jerked forward and her eyes opened. She turned over and began coughing violently.

"Helga!" Arnold cried happily and moved towards the girl.

"Give her some room," Batman replied and held Arnold at bay.

Helga coughed for a few seconds more then began breathing heavily. She coughed again, then looked up at Arnold and the Batman. "What... What happened?" she asked weakly.

"Everything's gonna be okay, Helga," Arnold replied. "We got him."

Batman turned to Arnold. "Can you take care of her, or do I need to bring her to a hospital?"

"No," Arnold spoke as he made his way towards Helga. He put his arm around her. "I can take care of her."

Batman nodded. "Make sure she drinks plenty of water and keep her conscious for a few hours," he said as he approached the unconscious Dr. Crane and slapped a pair of handcuffs on the deranged criminal.

"He won't come back... will he?" Helga asked.

"Not on my watch," was the Dark Knight's response. Batman, Scarecrow in tow, approached Arnold and extended a hand. "I appreciate you helping me with Crane."

Arnold took Batman's hand and shook it. "Hey, don't mention it. Thanks for coming all the way from Gotham City to take this guy down."

"I didn't come here for him. I came here for someone worse."

Arnold looked to Helga, who merely shrugged. He looked back at Batman. But he was gone.

It had been two weeks since their adventure with the Batman, and Helga and Arnold were getting along quite well. Where once Arnold thought the pig-tailed girl a nuisance, he now considered Helga a valued friend. Maybe, someday, more than a friend.

"Hey, Arnold," Helga said as she approached the boy, who was getting some textbooks out of his locker for the day. "You ever get that skylight fixed, or what?"

"Yeah," Arnold began, "they just finished yesterday and they didn't charge us anything. They said it had already been paid for. Weird, huh?"

"Yeah," Helga agreed. "Pretty weird. S-so, uh," she stuttered. "You wanna... like... do something after school?"

Arnold smiled. "I'd love to, Helga."

"Great! I'll see you after class then?"

"Looking forward to it," Arnold said as he made his way back to class.

Helga leaned against his locker and sighed.

"Oh," Arnold replied as he turned around and walked back to Helga, "almost forgot." He kissed Helga on the cheek and the young woman froze for a second. Arnold blushed. "Well, see ya, Helga."

Arnold turned and walked back to class. Helga stood there for a moment, then slapped herself in the face. "Oh, Arnold..." she swooned

Things were gonna get a lot more interesting from now on.

Epilogue:

Bob Pataki had one of the worst days of his life. The scratches on his face had yet to fully heal and he couldn't go anywhere without someone asking him if he had "gotten in a fight with a rake". Not to mention, he was still having trouble sleeping at night after the break-in and it was starting to affect his performance at the Beeper Emporium. The newspapers that morning stated that "the Scarecrow" (the strange intruder who had attacked him three weeks ago) was former-psychologist, Jonathan Crane. Why did that name sound so familiar? Bob thought to himself on the drive home from work. That's it! That was the name of Helga's shrink! Bob's eyes narrowed and his blood began to boil. So it was her! That little brat, Helga, had sent the Scarecrow to attack him. Bob was not happy. Helga was going to get it when he got home, no doubt about it. He'd teach her a little lesson about respect. She'd be lucky if he didn't break every damn bone in her body! Bob lurched forward as the car behind him slammed into his Hummer.

Bob rolled down his window and poked his head out.

"Hey, jackass," Bob angrily addressed the car behind him (a beat-up old station wagon), "watch it back there!"

The other car bumped into Bob's once more, backed up, and drove off in front of him.

Bob was mad, now. He'd have to teach this guy a lesson in manners. Bob tailed the vehicle for nearly an hour. The car headed towards a deserted alley and parked next to it. Bob parked his car a few feet away and followed the owner of the station wagon into the alley.

"Hey, clown!" Bob shouted once he had caught up with the other driver, who stopped in his tracks. "Yeah, that's right," he growled, "Get over here so I can re-arrange that stupid face a' yers."

The other driver turned around and Bob was surprised by what he saw. The driver was wearing a black coat and hat with a purple suit beneath it. But it wasn't his clothing that Bob found strange... it was the man's face.

His skin was bone-white. His lips, a dark crimson. His hair was a vibrant green. The driver grinned. "Is there a problem, sir?" he asked politely.

"Uh, yeah," Bob hesitantly replied. He wasn't so sure of himself anymore. "You, uh, hit my car..."

"Did I now?" the clown smiled as he walked towards Bob. "Well, I'm sorry to hear that, big guy. I suppose you'll want me to pay for the damages to your vehicle. Well, you'll be happy to know that I can pay you back properly, with interest."

"You can?" Bob asked.

"Why sure," Joker threw his hands in the air dramatically. "What are friends for?"

"Friends? I don't even know you."

"Oh, but I know all about YOU, Bobby," Joker replied as he put an arm around Bob and lead him towards the station wagon.

"Y-you do?" Bob stammered.

"Why of course!" the clown said, happily. "You're Big Bob of 'Big Bob's Beeper Emporium'! Everybody knows you!"

Bob chuckled. "Yeah, I guess I am kinda famous. Heh, heh..."

"That's right," the clown began as he patted Bob on the back, "that's what I like to see. A nice, big, smile..." The mysterious clown continued to grin at Bob as he popped open the trunk of his car. "Hop in," he cheerfully gestured with a sweep of his hand.

Bob looked at the empty trunk space nervously.

"Heh, heh. You're kidding, right...?"

The clown pulled a gun out from the folds of his coat and pressed it against Bob's stomach. "I said, 'Hop. IN."

Bob put his hands up and climbed into the trunk. "Please," he pleaded, "don't hurt me..."

"Righty-o, Bobby," the clown grinned as he slammed the trunk door on Bob, locking him inside. The clown could hear the muffled sounds of Bob's screaming coming from the inside the trunk. "Sorry, Bobby, but it's for your own good," the clown apologized as he straightened his coat and turned towards the alleyway. "Can't be too careful; what with all the weirdoes running around. Heheheheheheh-ahahahahaha-AHAHAHAHAHAHAHAHAHAAA!"

Minutes later, the car exploded and the Joker howled with laughter.