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  And Beatrice meant it.

  She planned to be the most boring kinkajou William Charles Elementary had ever seen.

  But seconds after Lenny walked away, Wes Carver appeared out of the mist and knocked every boring thought from her mind.

  His arms were filled with water bottles. His pockets overflowed with art supplies. With every step of his bouncy stride, a spare marker fell out of his pocket, leaving a colorful trail behind him.

  “Hey, Beatrice.” Wes nodded hello. “I heard Chloe needs an assistant.”

  “Lenny just stuck an ad by the door,” said Beatrice.

  Chloe appeared in the doorway of the clinic. “Did I hear my name?”

  Wes bounded over. Water sloshed in his arms as he trotted away. With his back to Beatrice, he greeted Chloe and offered her a bottle.

  Only mumbles of their exchange floated back to Beatrice.

  As Chloe tipped her head for a sip of water, Wes pointed to the poster by the door. Chloe frowned, then flipped a paper on her clipboard and began to draw.

  Beatrice squinted her eyes, but she couldn’t see what Chloe was doing.

  A moment later, Chloe stomped her foot and glared at her pen. From her jiggle of frustration, Beatrice guessed it was out of ink.

  Wes quickly offered her a handful of options.

  Chloe uncapped a bright pink marker and breathed in its scent.

  Beatrice wondered if it smelled like cherry. Or watermelon? Maybe bubble gum.

  With fresh ink, Chloe finished easily, then stole a strip of tape from the VET sign overhead and tacked her new poster above the door. While she was still on tiptoe, a sudden wind whipped through the trees and ripped the papers free.

  Chloe tried to catch them, but the signs billowed up and slipped through her fingers, twisting and dancing above the grass, just out of reach.

  Chloe moaned in frustration.

  Arms outstretched, spinning in circles, she chased them down.

  Beatrice smiled.

  It looked like Chloe was playing Zombie Apocalypse after all.

  After a lot of stumbling and groaning, she finally caught the VET sign. Wes snatched the other in midair. Then, with a smile, he produced a roll of duct tape from his sleeve.

  Wes Carver was the wizard of art supplies.

  Unfortunately, Chloe didn’t want a magician.

  She anchored both papers in place with shiny strips of his silver tape and stood back for a better view.

  Looking at Chloe’s newest addition, Wes gulped, Beatrice gasped, and Chloe lifted her hands in apology.

  “Rules are rules,” Beatrice saw her say. Then she handed Wes his marker and tape.

  His head shook, refusing to take them.

  His supplies stayed like that, suspended uncertainly between them, until Chloe’s lips finally moved.

  “Okay,” she said. “Thank you.”

  With fumbling fingers, she pocketed the pink marker and slipped the tape around her wrist, as Wes buried his hands in his sweatshirt and walked away.

  “Bye, Beatrice,” he said as he lumbered past.

  “She said no?”

  Wes lifted his shoulders.

  He trudged through the trees with his head down and his shoulders slouched.

  Beatrice forgot she was a boring kinkajou.

  She forgot about her pink dress and her intentions to lie low. All she could think about was the certificate sitting at the bottom of her backpack.

  The one that said WES CARVER in impressively stenciled letters.

  While Wes wandered across the playground alone, plucking rocks from the grass, Beatrice crept from treetop to treetop, sneaking all the way back to class.

  10

  UPSIDE DOWN DELIVERY

  It should have been easy.

  Classroom 3B was a ghost town. The entire upper elementary was outside at recess.

  Beatrice didn’t need to sneak.

  She didn’t need to tiptoe.

  She didn’t need any of the spy moves she’d been practicing all summer.

  All she had to do was stroll over to the coat closet and slide the award into Wes Carver’s mail slot.

  Right side up.

  In plain sight.

  Like no big deal.

  She’d been lying low all morning, though. The deserted classroom was the perfect opportunity to practice her moves.

  Which is how Beatrice found herself wedged in the coat closet, upside down, searching for Wes’s mailbox with his award clamped between her teeth.

  Lenny’s name jumped out at her first.

  Chloe’s was right beside it.

  Two slots down from Chloe’s name, Beatrice spotted Wes’s.

  Wes’s certificate slid smoothly into the empty slot. Beatrice pictured the surprise on Wes’s face when he discovered it. She imagined him reading the words Lenny had lettered in gold.

  Out in the hallway, footsteps interrupted the magic of the moment.

  Beatrice sucked in her breath and froze.

  Listening.

  It wasn’t the quick, clicking walk of a teacher, or the confident steps of the custodian.

  It was a slow shuffle and scuff.

  As the footsteps neared the classroom, Beatrice heard humming. Still holding her breath, she waited for the sound to pass by.

  But the footsteps didn’t fade away.

  Instead they got louder.

  And the humming grew closer.

  The volume continued to increase, louder and closer, until the person entered Classroom 3B, and clomped straight for the coat closet.

  Beatrice inched up and out of sight just as a pair of clunky black boots came around the corner. When Beatrice recognized the dark curtain of hair, she almost fell to the floor.

  For the second time that day, Beatrice found herself spying on Sam Darzi.

  11

  THE SMILE-STEALING PART

  Beatrice carefully released her breath and molded herself to the surface of the ceiling.

  The pounding of her heartbeat pulsed in her ears as her sweaty palms struggled to maintain their grip.

  Sam strolled to the coat hooks, seeming unaware of her classmate hovering above her head.

  Her boots stopped directly below Beatrice, right in front of the spot with Wes’s name on it. Still humming, Sam lifted her arm and reached into Wes’s mailbox.

  Beatrice’s mouth opened in surprise.

  Sam was mysterious, but Beatrice never imagined she was a thief.

  Sam pulled Wes’s shimmery certificate out of the slot and turned it over in her hands. Her forehead wrinkled in confusion.

  The humming stopped.

  Hooking her hair behind her ear, she scanned the page. Beatrice had never seen Sam’s whole face before.

  It was like meeting someone new.

  Sam’s shadowy half-moon face was replaced with a sunny full one.

  Her mouth moved over the words, lingering over the biggest letters on the page—the ones that spelled out MOST THOUGHTFUL.

  Then her lips did something Beatrice had never seen them do. They turned up—just a little bit—on both ends.

  Beatrice couldn’t believe it.

  Sam Darzi was smiling.

  In that moment of wonder, a bright yellow detail caught Beatrice’s eye. Sam’s backpack—her one-of-a-kind yellow backpack—was hanging under Wes’s mailbox. The truth almost knocked Beatrice off the ceiling.

  Sam wasn’t standing in front of Wes’s mailbox. She was standing in front of her own.

  Beatrice’s face felt hot.

  While she was supposed to be lying low, she’d snuck into Classroom 3B and put Wes’s special award in Sam Darzi’s mailbox by mistake.

  Beatrice knew the precise moment Sam’s eyes reached the print at the bottom of the certificate. The part of the award that said: THIS UPSIDE AWARD IS PRESENTED TO WES CARVER.

  The smile-stealing part.

  The part that did not say SAM DARZI.

  Sam blinked and shook her head. A shadow of hair swoosh
ed back over her face and covered up the sun.

  Beatrice could only see half of Sam’s mouth, but it was enough to tell that her whole mouth wasn’t smiling anymore.

  Sam no longer looked like someone new.

  She looked exactly like Sam again.

  Shuffling three steps to the right, her boots paused in front of Wes’s real mailbox. Sam stood there, biting her lip, rolling and unrolling the certificate in her palms. Reading and rereading the words.

  Beatrice barely dared to hope—maybe Sam was giving it back? Maybe she was fixing the mistake. Maybe Wes would get his award after all.

  A bit of Beatrice’s breath hissed out. It wasn’t loud, but Sam’s head snapped up. Her eyes fixed on Beatrice.

  There were no words in Beatrice’s brain. Even upside down, she couldn’t think of the right thing to say.

  Sam snatched her yellow bag and stepped backward, clutching the award to her chest.

  “I just needed my backpack …” Sam mumbled. She took one step, then two, then four—until she had retreated completely, all the way out the door.

  Sam’s footsteps faded behind her.

  First out of the room, then down the hall.

  Until they were only a memory.

  Classroom 3B was empty again, but Beatrice’s mind filled with questions. What was Sam going to do with Wes’s award? Did she plan to keep Beatrice’s identity a secret, or turn her in to Mrs. Tamarack?

  Most of all, Beatrice wondered how quickly she could get to Lenny—and how upset Lenny was going to be when she found out what Beatrice had done.

  12

  KINKAJOU FEVER

  Chloe Llewelyn stood in the middle of the veterinary waiting room looking more like a guard dog than a doctor.

  Beatrice needed to get past her fast.

  Recess was almost over. Mrs. Tamarack’s whistle was probably already in her lips, waiting to sound.

  First—Beatrice tried casual.

  “Is Lenny in back?” she asked.

  Chloe checked her clipboard. “I’m sorry, but Dr. Santos is with another patient right now.”

  Beatrice tried not-casual.

  Chloe gestured at the animals lounging around the waiting room. “Everyone’s got an emergency. We’re doing the best we can.”

  When Chloe played veterinarian, she was all in.

  Beatrice collapsed on the ground and tried being all in too.

  “I have Kinkajou Fever,” she croaked, her arm tossed over her face. “Only Lenny can save me.”

  “Sorry, Beatrice—rules are rules.”

  “I don’t think the mongoose rule applies to her,” said a voice behind them.

  Peeking through the waiting room window was the earnest face of Wes Carver.

  Beatrice was too shocked to speak.

  “Kinkajous and mongooses look a lot alike,” Wes continued, “but they aren’t even remotely related. Kinkajous are cousins of the raccoon.”

  “How do you people know this stuff?” Chloe demanded.

  “I read a lot of books,” said Wes. “And watch a lot of PBS.”

  Chloe put her hands on her hips. “My other rule still stands.”

  Thanks to Wes’s heavy-duty duct tape, the GIRLS ONLY sign held fast above the doorway. The mongoose ban might not have excluded Beatrice, but the No Boys Allowed rule still applied to Wes.

  “I know,” Wes said with a shrug. “Mrs. Tamarack sent me back here to make sure you heard the five-minute whistle.”

  “Oh,” said Chloe. She frowned at the crowded waiting room. Five minutes wasn’t much time. Everyone, including Beatrice, looked up at her with hopeful eyes.

  “Sure you don’t need any help?” Wes offered. “I know a lot about animals.”

  Chloe tucked her clipboard under her arm. “We’ve got this under control.” She curled her fist into an imaginary microphone and raised her voice. “Paging Dr. Santos! Dr. Santos to the waiting room!” Her call rang out with surprising volume. “There’s a wild animal that needs to see you. She claims it’s an emergency.”

  Beatrice jumped up and crushed Chloe in a hug. “Thank you, thank you!” she exclaimed.

  Over Chloe’s shoulder, Beatrice said the words one more time. “Thank you,” she mouthed toward the window.

  Wes gave a small smile and loped away.

  “What’s going on out here?” Lenny rushed into the waiting room, looking around.

  Chloe rubbed her temples. “Beatrice has Kinkajou Fever.”

  “Let’s go to my office,” said Lenny.

  She pulled Beatrice by the arm, right past Chloe—then past all the pets, and all the pet owners. She escorted her beyond the waiting room, all the way to a quiet corner in the back.

  “What happened?” Lenny asked. “I thought you were lying low out there?”

  “I was …” Beatrice began. She meant to confess every single detail of her encounter with Sam, but standing in front of Lenny, panic set in. “But then I came up with our code names!” she blurted out instead.

  “That’s the emergency?”

  Lenny’s shoulders collapsed in relief.

  “It could be,” said Beatrice. “What if something happens and we’re not prepared?”

  Some color returned to Lenny’s cheeks.

  “Okay,” said Beatrice, rubbing her palms. “You know the phonetic alphabet—how each letter has a name? Like Alpha, Bravo, Charlie, Delta?”

  Lenny clapped her hands. “I like the sound of this already.”

  “I used our initials,” Beatrice told her. “Instead of Beatrice Zinker—I’d be Bravo Zulu. Instead of Lenny Santos—you’re Lima Sierra!”

  Lenny’s nose scrunched up.

  “No?”

  “Not Lima,” Lenny said, sticking out her tongue. “I don’t want to be a bean.”

  Beatrice tapped her lip, thinking.

  “What if we use Eleanor?” she suggested. “Echo Sierra, undercover?”

  Lenny smiled. “I like it!” she said. “What about an emergency phrase?” She glanced around—like Mrs. Tamarack might be lurking nearby—then dropped her voice. “In case we need one …”

  Beatrice didn’t even need to think.

  The words rolled off her tongue.

  “What about Kinkajou Fever?”

  “You yelled Kinkajou Fever, like, three minutes ago, in front of everyone.”

  “I know,” said Beatrice, “but if I ever say it again, you’ll know something has gone terribly, terribly wrong.”

  “Then I hope we never say those words again.”

  Lenny didn’t know it, but it was too late for hoping. Beatrice should have been screaming Kinkajou Fever at the top of her lungs.

  As they crossed the playground with the veterinary crowd, Beatrice wished she had confessed to Lenny when she had the chance. Every step closer to the school, her symptoms grew more pronounced.

  Guilt ballooned in her chest.

  Worry tangled her stomach in knots.

  And images of Sam’s face throbbed behind her eyes. Like a flickering hologram, she saw the strange new Sam that smiled—then the old shadowy one that fell back into place.

  “Are you okay?” asked Lenny. “You look a little funny.”

  Traffic came to a halt outside the classroom door. Mrs. Tamarack gave a short tweet of her whistle and lifted her hand for attention. “I have a few reminders,” she announced. “Please return things to their proper places before you head to the cafeteria.

  “If you need a bathroom break, create an orderly line near the coat closet. If you signed up for Foreign Language Club, the first meeting is in the library. Don’t forget to bring your lunch.”

  Mrs. Tamarack swung the door open and the class trampled forward.

  Beatrice funneled inside behind Lenny.

  Everywhere she looked was a reminder of the disaster with Sam.

  Sam’s yellow backpack was still missing from its hook in the coat closet. Wes’s mail slot was still empty. And Mrs. Tamarack’s WANTED poster still screamed at Beatri
ce from its spot by the pencil sharpener.

  Beatrice didn’t know where Sam was, but if she blabbed about Beatrice’s secret identity, Operation Upside was over.

  Beatrice had made a big mistake this morning—and maybe a bigger one with Mrs. Tamarack yesterday—but she wasn’t ready to lose their secret operation.

  She needed help, and she needed it fast.

  Her hand shot up.

  “I need to see Ms. Cindy, please!”

  Mrs. Tamarack frowned. “Is something wrong?”

  “I think I’m sick.”

  Mrs. Tamarack took one look at Beatrice’s pale face and handed her the hall pass. As Beatrice headed out the door, her teacher handed the rest of the class a giant bottle of hand sanitizer.

  The apple-scented foam smelled good, but disinfecting was unnecessary. Kinkajou Fever wasn’t contagious—it was catastrophic.

  13

  FEELING BETTER

  “You’re my favorite patient,” said Ms. Cindy, “but we’ve got to stop meeting like this.”

  Beatrice collapsed across the counter between them. The smooth surface cooled her hot cheeks.

  Ms. Cindy felt her forehead.

  “You’re not bleeding—that’s an improvement! But you do feel a little warm.”

  “I have Kinkajou Fever,” Beatrice confessed.

  “Kinkajou Fever, huh? That sounds horrible.”

  “It is.”

  Ms. Cindy leaned her elbows on the counter. “Want to tell me about it?”

  “Maybe …” said Beatrice. Looking into Ms. Cindy’s eyes, Beatrice wanted to blurt out all her mistakes. But Operation Upside was a top-secret organization.

  This was confidential information. There was only one person she should tell.

  Her initials were E.S. And her code name was Echo Sierra.

  Ms. Cindy pointed at the chairs in the waiting area. “Why don’t you have a seat while you think about it? I’ll get you some water— and maybe a snack, since it’s almost lunchtime.”