Grace Holloway
For Grace, the paradise of Andrew Ryan was most unkind. She spoke against him in song, and he had her blacklisted. It left her penniless… But in the Family she has found hope, a reason to draw breath.
― Sofia Lamb[src]

Grace Holloway is a character in BioShock 2. She is a former jazz singer who was blacklisted during Andrew Ryan's rule of Rapture for singing songs critical of his administration.[1] She was granted the title of governor of Pauper's Drop by Sofia Lamb.



Deep blue revue

Advertisement for Grace's music.

Grace Holloway lived with her family in a Hooverville in St. Louis, Missouri during the worst years of the American Great Depression. After she moved to Rapture she took up residence in Pauper's Drop, hoping to start a family and continue her singing career.[2] In time she became a popular blues singer at The Limbo Room and signed a record deal with Steinkamp Recordings.[3] However, the conditions in "The Drop" proved to be much worse than any slum on the surface. Grace saw the hypocrisy of Andrew Ryan and the other business tycoons, like Frank Fontaine, who would profit from the poor but ignore their troubles.[4] She worked these themes into her repertoire, attracting the downtrodden audience of the poor district with songs about what it was truly like to live in Rapture. Through her singing she met a man named James and fell in love with him,[5] hoping eventually to have children. However, this dream was dampened when she discovered that she was barren.[6]

Her personal troubles and her doubts concerning the economic depression in Rapture led Grace to attend one of Sofia Lamb's free mental counseling sessions in Pauper's Drop. She was greatly impressed that Lamb cared for the poor even though she was one of the elite of Rapture.[4] As a result, she began handing out Lamb's pamphlets at the Limbo room in between songs, spreading Lamb's message of solidarity and adding more fervor to her songs against Ryan. This did not go unnoticed by Ryan.[7] Ryan began instituting harsh measures against any dissidents, and one of the people to disappear was Grace's lover James. After this she was so frightened of similar punishment that she stopped singing her controversial songs, instead singing pro-Ryan propaganda such as "Rise, Rapture, Rise."[5]

However, Grace still supported Lamb, and when Lamb was sent to jail by Ryan, her daughter Eleanor was put in Grace's care. This delighted Grace, who had always longed for a child.[6] Her short period of happiness ended abruptly when Eleanor disappeared (kidnapped by Stanley Poole[8]). Grace was distraught over losing Eleanor, and felt guilt at having failed Dr. Lamb.[9] She only learned what had happened to Eleanor when she saw her walking with Subject Delta looking for ADAM one day. She attempted to hold Eleanor but Delta broke her jaw for her interference, by knocking her to the ground. Because of this, she assumed that Delta had kidnapped Eleanor and from that day on she despised all Big Daddies, and Delta in particular.

BioShock 2Edit


Grace waits in her Safehouse.

Main article: BioShock 2

Subject Delta encounters Grace in Pauper's Drop when he needs to get an access key from her to continue his journey along the Atlantic Express railway. Being Lamb's local authority in Pauper's Drop, Grace is immediately aware of Delta's presence and sends Splicers loyal to The Rapture Family to kill him. She refers to him mainly as Tin Daddy and provokes Splicers to attack whenever he gathers with a Little Sister. Eventually Delta confronts her in her safe room in the ruins of The Sinclair Deluxe. She is old and offers no real resistance, so she allows him to take the key but taunts him, saying he should kill her because that is all his kind are good for.

The player can choose whether or not to kill Grace, and the outcome of this choice affects the storyline. If the player lets her live, she will have a change of heart and send Delta some friendly Security Bots to help him escape from the area, and later some supplies through the Pneumo in Siren Alley. Afterwards, she is never heard from again, leaving her ultimate fate unknown.

When the Subject Delta takes control of a Little Sister much later on in the Cell Blocks of Outer Persephone, he sees a red marble statue depicting the way he treated Grace. If Delta spared her, the statue will show him gallantly carrying her in his arms. If he killed her, the statue will show Grace cowering at Delta's feet with him raising his drill up above his head prepared to strike.

Audio DiariesEdit

BioShock 2Edit


Bioshock 2 - Grace Holloway

Bioshock 2 - Grace Holloway

Delta meets Grace Holloway.


Behind the ScenesEdit

  • The character of Grace Holloway was partially inspired by the life of a 1930s blues singer named Bessie Smith.[10][11]
  • If the player decides to not obtain all Little Sisters until after meeting Grace (and allowing her to live), they can return to The Sinclair Deluxe with a Little Sister to harvest and hear Grace singing "Nobody knows you when you're down and out."
  • Grace Holloway was designed by Colin Fix's wife, Annie Fix, as stated in this quote by him in the Deco Devolution artbook: "Grace was designed by my wife, Annie Fix. She's a character who's led a very hard life. She has a lot of things that in this later stage in life she's looking back on and is full of regret and a deep sadness."


  1. "BioShock 2: Pauper's Drop, Siren Alley Impressions" article by Annette Gonzalez at
  2. Sofia Lamb's Audio Diary: Therapy with Grace 1
  3. Advertisement for The Deep Blue Revue.
  4. 4.0 4.1 Grace Holloway's Audio Diary: Better Times with Lamb
  5. 5.0 5.1 Grace Holloway's Audio Diary: Disappeared
  6. 6.0 6.1 Grace Holloway's Audio Diary: A Gift from Lamb
  7. Andrew Ryan's Audio Diary: Pauper's Drop
  8. ADAM Vision in Dionysus Park: "Father, this ADAM you've found contains memories from all the bodies here. Normally, only a Little Sister can see them… but I can show you what Stanley's trying to hide… When mother was taken away, Stanley was left in charge of Dionysus Park… he spent all her money, threw these mad parties — it was like he was trying to ruin her…"
  9. Grace Holloway's Audio Diary: Failing Lamb
  10. Bessie Smith on Wikipedia
  11. "BioShock 2: the seedy underbelly of Rapture" article by Patrick Shaw at