This story may look familiar to some since I posted it to Fictionmania in late 2015, but for those who enjoyed Identity Crisis I thought you might enjoy this peek into Nymphobrainiac's origin. It's a little bit darker and more adult than Identity Crisis, but still lots of fun. :-)

by Jenny North

The hard metal floor of the secret base buzzed with an electrical hum as the sparkling entry portal phased into existence. Normally people entered right away, but then normally people were authorized to be there. But this time, the room stood quiet for a long moment before a pair of footsteps tentatively entered through the portal.

"Holeee shiiiit!!!" Bud exclaimed, slapping his partner on the back.

"Quiet, dummy! They might hear!"

"Ahh, you worry too much! Look at this place, it's all shut down. There ain't nobody home."

"Yeah, maybe," Clay said, casting a careful eye around the place. The room was dark and dusty, but high-tech and maybe as big as a ranch house, which meant that whoever owned it had big bucks. Lots of heroes (and villains) maintained a storage place in a warp-space dimensional pocket, but something this size didn't come cheap.

Bud took a step forward and the lights and electronics sprang to life, startling them until they realized it was just an automated response. But as the lights came on they got a better look at the place and it seemed to be some kind of high-tech lab or workspace, with worktables and large storage cylinders all around.

"Jackpot," Clay whispered.

"Who do ya think it belongs to?" Bud asked, poking at some of the equipment.

"No idea."

Bud stopped and turned to look at his partner. "Whaddaya mean? I thought you cracked the code for this place?"

"I told you--" Clay stopped as he stared as his cow-eyed partner. He'd tried once to explain how hacking the encryption on the portals worked and that he wasn't hacking any one in particular, he was hacking all of them simultaneously, and this just happened to be the one that hit. It was dumb luck that they hit on one that was still using the older encryption codes, but judging by the look of this place, it hadn't been touched in months at least. "They didn't put a sign on the door," he said finally.

"Heh, yeah, good point," Bud nodded. "Hey, what are ya gonna do with your share of the loot?"

Clay dusted off a control panel and peered at it, trying to make sense of the controls. "I haven't given it much thought. Maybe I'll become a supervillain and call myself 'The King,'" he said facetiously. When Bud looked at him in confusion, Clay rolled his eyes. "Clayton Kingsley?" he explained, pointing at himself.

"Right!" Bud laughed. "Hell, with all this stuff, you could call yourself 'The Emperor,'" he said. "Me, I'd want a cool name like Killfire or--" There was an audible beep from the control panel Bud touched, and they froze as the sound of large machinery echoed in the space.

"Careful!" Clay snapped. The warning had barely come out of his lips before he noticed the terrified look on Bud's face, staring at something that must have been just behind Clay. Bud went for his gun and Clay ducked down and spun around quickly to see what had startled the man. A couple shots rang out and ricocheted off their target before Clay realized what was going on.

"Stop shooting, you idiot!"


Clay stood up and shot the man an angry glance. "It's not her, moron!" Chagrined, Bud holstered his gun, but as Clay turned back around he had to admit he could understand his partner's confusion.

In amongst a series of stasis suspension capsules was a clear tube that contained a woman, apparently unconscious. She was obviously a superhero from her long blonde hair and voluptuous figure, and she was wearing a skimpy techno "battle bikini." It was a patently ridiculous bit of armor and the bubble design did more to accentuate her boobs and butt than it did to provide her any protection. On her head she was wearing a clear visor with an antenna on one side that did nothing to hide her pretty and heavily made-up face.

"Is she dead?" Bud asked, edging closer and unable to take his eyes off of her.

"Yes, but not the way you mean," Clay said, moving around the tube to get a better look at her from behind. "Of course," he said.

"I don't get it."

Clay shook his head. "Her name is Glitterati. I read that she was killed in action about a year ago. She used this alien armor to fight crime."

Bud scoffed. "It looks like it's barely holdin' her boobs up."

Clay smiled knowingly. "Yes, that's what we were apparently meant to think. But that wasn't her armor."


Clay activated a control at the bottom of the capsule and Bud jumped as the protective shield of the tube started to lift upwards. Clay leaned forward, carefully inspecting the back of the unresponsive heroine, and Bud circled around to see what he was looking at.

At first he almost retched as it looked like the young woman's back, arms, and legs had all been sliced wide open and her insides scooped out like she was some kind of Halloween pumpkin. But as he got over his initial shock, he realized that the inside of her body was covered in softly glowing tubes.

"She ain't real!" Bud exclaimed. "She a robot, or somethin'?"

"Not at all," Clay said, inspecting the insides with fascination. "She was very real. This is some kind of suit. Biomechanical, from the looks of it. Everyone thought her bikini was the armor, but it was incidental...her whole body was the armor. It's ingenious, really. I'm going to have a lot of fun taking this apart."

Bud furrowed his brow. "So how come she's got--oops!" As he reached to point something out, Bud overextended himself and stumbled into Clay, who in turn bumped into the Glitterati suit. His hand smacked into the inside of the suit and it seemed to come alive and gripped his fingers tightly. It had a soft and squishy feel to it but as he tried to pull himself free, the micro-tentacles inside the suit proved to be much stronger than they seemed.

"Nnnnggh," he groaned. "Here, help me!"

Bud grabbed his arm and both men pulled, but he was stuck fast. At first this seemed to be a minor annoyance, but after a moment, the micro-tentacles started to move and Clay felt his hand being pulled down one of the "sleeves," even as more tentacles started to affix themselves to his wrist, pulling him slowly but inexorably inside.

"Quick! Find something to cut this with!"

"Like what?"

"Like anything! Hurry!"

Bud frantically searched around, picking objects off the workbenches and examining them helplessly as he searched for a tool to use. Meanwhile, Clay felt as his fingers were spread apart and fit snugly within the right "glove" of the suit. The tentacles had already grabbed him up to the elbow, and he found himself forced to step up onto the platform behind the suit as it continued to pull him further and further inside. He leaned backwards to postpone the inevitable but he found himself stuck as he suddenly realized that the suit had grabbed him around the waist and thighs. He was about to call out for Bud to hurry up again when he heard the sound of the protective shield being lowered around the tube, obviously intending to trap him within both the suit and the tube.

"Bud! Help!"

It was too late. By the time Bud reached him, the tube had closed and Clay could hear the soft pounding as Bud struck at the resilient glass with some piece of metal.

"The release switch! Bud, hit the release--oh, my God."

The sound of liquid came from above, and even as the suit pulled him in by the neck Clay felt a warm viscous liquid fill the tube, threatening to drown him. He panicked and struggled even harder as he felt the liquid rise up his legs and past his waist and he felt an uncomfortable prickling sensation wherever it touched him as it made its way higher and higher up his body. There was a hissing sound that was accompanied by a burning smell, and as the suit closed itself around his feet and legs, it felt like it was pressed up against him, flesh to flesh. Was it dissolving his clothes? What would it do when it got to his mouth?

Both of his arms were now pinned within the inflexible suit, and he couldn't so much as wiggle his fingers as his face was finally pressed into the mask. He squeezed his eyes and mouth shut and held his breath as the liquid ran across his lips and face, stinging his skin wherever the liquid touched. He held his breath for several long seconds, but suddenly the suit constricted across his body, squeezing his waist so tightly that it forced the remaining air from his lungs. The last thing he felt before losing consciousness was the feeling of the thick gooey liquid rushing down his throat, threatening to drown him.

"AHHH-HUUUUHHHH!!!" Clay gasped, greedily sucking the precious air into his lungs.

He gasped in ragged breaths, too weak to even move. However, he was aware that he was finally free of the suit and was lying on the metal floor in front of the tube, which now stood open. As he struggled to right himself and get his bearings, he looked up at Bud, who was staring at him in shock.

"How'd you get the tube open?" Clay croaked.

Bud, wide-eyed, said nothing.

Clay started to ask another question when he realized his voice had sounded strange, and that the tight compression around his body hadn't let up. If anything, it was tighter than ever. Puzzled, he cocked his head slightly and a lock of long blonde hair fell into his vision. "Oh, shit," he whispered. Slowly, afraid of what he would find, he looked downwards at himself to see his voluptuous female body packed into the tiny metallic "battle bikini."

In a panic, Clay scrambled backwards on the floor as though doing so might remove him from the shapely feminine prison he now found himself in. He finally stopped when his butt was pressed up against the stasis tube. The cold, hard metal of the stasis tube.

Surprised that he could actually feel things through the suit, Clay's hands dropped down to touch his rounded ass and was shocked as he felt the sensations as though it was his own body. He ran his hands up his narrow waist and over his prodigious breasts, and as he explored his body, he looked up to see Bud staring down at him.

"Izzat you?" Bud asked in amazement.

Clay nodded.

Bud, unsure what to do, offered his hand to Clay, who accepted it and clambered to his feet. "Whoaaa--!" he said, stumbling forward into Bud's arms. "I guess I'm still a little weak," Clay said.

"Could be your heels?"

"Huh?" Clay said, peering down at himself. It was bad enough that his blonde hair spilled down and framed his view of his new tits, hips, and shapely legs in his ridiculous outfit, but sure enough, the metallic boots he was wearing had towering stiletto heels.

"Sure, because why not?" he muttered to himself. He then touched his throat. "There must be some kind of voice synthesizer built in," he said, listening to the sound of his voice. It was high and girlish and had an annoying little squeak to it. "I sound like a complete airhead, don't I?" he asked.

Bud shrugged. "It kinda goes with the look."


"Hey...can you do stuff?"

Clay was about to make a smart remark when he remembered that he was wearing Glitterati's powered armor. He was about to flip down the clear visor when a heads-up display came up independently, reminding him that his entire female body was the suit. He tried to remember what her powers were when he examined the display and discovered that it was written in strange alien hieroglyphics. He couldn't make heads or tails of anything.

"Ya doin' anything?" Bud asked, watching as Clay stared off into the distance.

"Shut up."

After some trial and error, Clay got the hang of navigating the basic menus, but it was all still incomprehensible. "I think this should do something..." he said.

The suit responded with a sensation of movement across his body, and Clay blushed as he felt his breasts and butt jiggle in response. "That's weird," he said. "That felt like--"

He looked down to discover that he was completely naked.

Embarrassed, Clay's first instinct was to cover his nudity, but he reminded himself that he wasn't really a woman and this wasn't his body. However, Bud's lascivious leer was definitely making him feel uncomfortable.

Clay cleared his throat and tried to regain control by assessing the situation clinically. "Ahem. Well, I guess this is the civilian camouflage mode," he said. "This apparently integrates the 'bubble armor' into the body so she can wear normal clothes and quickly change into her heroic identity."

"And it made your titties and ass bigger, too."

"Yes. Well, I suppose the additional mass needed to go somewhere," he responded, thinking that he might sound more authoritative if he didn't sound like a little girl on helium.

Bud looked him up and down appreciatively. "I guess if you wanna make some coin there's guys'd pay big bucks for some Glitterati nudie shots."

"I'm sure," Clay said dryly, cycling quickly through the menu for the command to restore the armor. As he selected it and he felt the bikini come tingling back into existence, Bud seemed slightly disappointed.

"Can ya do anything else?" Bud asked.

Clay looked at the menus, but quickly discovered that all of the key functions seemed to be protected by some kind of passcode. Every time he tried to access a menu it prompted him for a seven-digit access code in the alien script, and the roughly sixty symbols that popped up seemed to change with every digit. He calculated that there were literally trillions of possible combinations.

"Grr," Clay grumbled in what came off as more of a sexy purr. "I think that's weapons and defense, but I can't get to anything."

"So how do you get outta that getup, anyway?"

"Oh. Well, I suppose I just..." Clay scanned through the menus. "I just..." That's when he realized that everything was password protected, which would include the command to open the armor. "Oh, God..."

For the next hour, Clay ransacked the lab trying out different cutting tools, but the armor proved to be impervious to everything. It was smart enough to turn off the pain receptors for anything it perceived as an "attack," but trying to cut it open quickly proved to be a hopeless cause. And much to Clay's annoyance, Bud got a chuckle when he took a buzzsaw to Clay's new tits and it not only set them to jiggling playfully but the tickle response caused Clay to let out a decidedly girlish giggle.

"Shut up, it's not funny!" Clay cried in a growing panic. "Here, look down my back and see if there's a seam or something," he said over his shoulder, brushing his long blonde hair out of the way.

After a moment Bud said, "This might be easier if you weren't wearin' that bikini."

"Oh. Well, okay," Clay responded, activating the 'civilian camouflage' option. He felt the tingling down his body followed by the cool air across his now naked flesh. "See anything now?"

"Oh, yeah," Bud answered.

"Really?" Clay said excitedly. All of a sudden he felt Bud's meaty hands grab each of his big round buttocks and he let out a high-pitched yelp of surprise. "Eep! Oops, sorry, you startled me. Can--can you feel anything?" he asked hopefully, blushing as his partner's brawny hands groped and explored his well-padded rump.

"Uh huh."

Clay bit his plump lip, feeling embarrassed at the decidedly feminine rush of pleasure that raced through his body as Bud's hands caressed his hips and nipped-in waist, trembling as he felt the man's thumbs tickle the small of his back near his spine.

"I like your tramp stamp," Bud said. "It's like a fancy star or somethin'."

"Well, w-we can worry about that l-later," Clay stammered, trying to get his surging feelings under control. He bit his lip harder and felt a tear run down his face as he squeezed his eyes shut, trying to block out the new sensations as a layer of sweat broke out across his body. He took an unsteady breath to calm his nerves and his big soft tits wobbled gently in response, and as the cool air crossed over them he shuddered as his protruding nipples became turgid and erect. A tiny whimper escaped his lips as his face flushed, feeling a rush of embarrassment that Bud might notice how his female body was reacting. He struggled to stay professional. "Y-you just keep following that seam," he said as Bud's muscular hands traced further up his sides. "A-and remember, the slit might be really tight, so don't be afraid to really get in there and push hard. I-it won't hurt me."

"Don't worry, baby, I'll give you the ride o' your life," Bud whispered, running his hands up the sides of Clay's shapely torso.

"W-wait, wha--?" Clay began, jarring back to his senses as Bud reached around to give his sensitive tits a possessive grope. Clay was so surprised by the move that at first he didn't react when Bud squeezed his big globes and played with his huge distended nipples. An erotic shiver ran through his body, but the sudden realization of his partner's intentions combined with a decidedly feminine feeling of wetness and aching emptiness from his crotch startled him into action.

"Stop," he said, intending it to be forceful but coming out more as a petulant whimper. He twisted away from Bud's grasp and turned to face his amorous partner, but Bud immediately stepped close, running his hands down Clay's arms.

"Hey, don't be like that, honey," Bud said patronizingly. "I told ya, I'll pound away at your tight little slit as hard as you want."

"That's not what I meant, idiot! I told you--!"

"Ah, shaddup, ya dumb bitch!" Bud snapped, shocking Clay into silence. "Yeah, you heard me. You think you're so smart, but now lookit ya, stuck lookin' like a horny little slut. Dumb bitches like you are only good for one thing, so why don't you shut those pouty lips and bring 'em over here where they can do some good."

Before Clay could react, Bud grabbed him roughly by the arms and yanked him into a kiss, forcibly pressing their lips together. Clay squirmed in displeasure and fought against the embrace when he finally snapped.

"Get the hell off of me!" Clay screamed, shoving Bud back as hard as he could. At most he expected it to just break the kiss and maybe get the larger man's attention, but both of them were surprised when the move instead tossed Bud across the room like a rag doll into a pile of stasis canisters. Clay looked down at his slender feminine arms in astonishment. "So, I guess the strength enhancement still works," he muttered to himself.

From across the room he heard Bud groan but he ignored it to examine himself more closely. For a moment he considered activating the bikini again but he was still shaken by what he had felt earlier, especially the sensations coming from his groin. He looked at his girlish hands with the long painted fingernails and, glancing to make sure that Bud was still incapacitated, nervously peered down at himself and tenderly touched his still-moist vagina. Tentatively, he hooked a finger and gently penetrated himself, and his face flushed as he felt a decidedly feminine shiver of delight.

"What the fuck," he whispered to himself, probing further and trying to ignore the erotic sensations. Bud's oafish protests notwithstanding, his idea of using Clay's new "slit" as a way to enter the armor had some merit, and Clay had assumed that he was still himself underneath this armor, a man wearing a "woman suit." But now probing inside himself where his cock should have been, he was starting to feel queasy. Could the suit have changed him somehow? He wondered who the original Glitterati was and if she--or he!--might have programmed the suit to make "enhancements" to his or her original body within the suit. Thinking about it that way, Clay began to wonder what horrors might have been wrought upon his own body hidden inside, assuming he was ever able to get the suit open to find out. But as he looked down at his big tits and curvy body that Glitterati obviously preferred, he suspected he might not like the answer.

Bud groaned again from the other side of the room, and Clay tossed his long hair out of his face in annoyance. "Oh, shut up, you asshole. You're lucky I didn't break your--"

Once again from overhead there was the sound of heavy machinery, and Clay smiled at the thought that the sexist fucker might end up with a big set of tits of his own. It would serve him right, he thought. But as he saw a containment tube come down from the ceiling near where Bud had landed he hurried over to investigate, telling himself that it wasn't so much to rescue Bud as it was to avoid losing the chance to examine the inner workings of another set of armor. But as he rounded the pile of canisters and saw what was happening, his face went pale. He rushed to the tube just as it finished closing and pounded away at it but even with his enhanced strength he didn't make a mark. He then hurriedly searched for a release mechanism, listening helplessly as Bud's muffled howls of agony came from inside.

After Clay had hit him, at first Bud had only been vaguely aware of his surroundings since he'd smacked his head on landing and was totally disoriented. All he could concentrate on was the lance of pain in his chest as he struggled to breathe, but everything else was a blur. He was only vaguely aware of something like taffy touch his body and hug him closer and in his dazed state he thought it felt kinda nice. He didn't hear the sound of machinery and was only hazily aware of the feeling of being lifted upwards by the taffy creature. By the time he started to get his bearings, he could hear liquid rushing in from above and realized he was inside one of the tubes and one of the suits had nearly engulfed him.

"Shit!" he cried, craning his neck away from the mask that was now right in front of him. In the corner of his eye he thought he saw Clay--or the blonde hottie that Clay now was--pounding on the thick glass of the tube.

"Dude, help m--AAAHHHH!!!" he screamed in agony as he felt his legs break, followed quickly by his arms. The pain was incredible and as he writhed in agony the suit took advantage of his distress to press his face firmly into the mask, even as the rising liquid filled his lungs. His one coherent thought was that he was going to die. And as the pain in his chest, arms, and legs suddenly vanished, he felt certain of it.

When Bud awoke he was still dazed and felt really weird. He blinked his eyes open and saw that Clay was sitting there with him, back in his "battle bikini." His bimbo's face looked prettily concerned and Bud realized his head was laying in Clay's lap. He thought how angry Clay would be if he realized what a great show he was giving Bud of his big knockers. Hell, from where he was he could practically smell Clay's new pussy.

"Bud, can you hear me?" Clay asked.

"Yeah," Bud struggled to say. It sounded weird to his ears.

"Just take it slow, buddy." The concern on Clay's face was starting to make Bud nervous and he struggled to lift his head.

"What happened to me?" Bud asked, puzzled when it came out sounding like some inarticulate vowel sounds. Through bleary eyes he thought he saw a mane of long white hair that fell into his face and framed his vision. "Oh, God, I'm not a chick, am I?"

"Bud, I--I can't understand you. Just settle down and take it slow--"

Fuck that, Bud thought, now definitely worried. Ignoring his lingering dizziness, he leapt up off the ground onto his feet and the long hair swept into his face, tugging at his scalp. He jerked his head to the side as he struggled to stand, thinking he probably looked like one of those broads in a shampoo commercial tossing her hair flirtatiously. He finally managed to get himself onto his feet but was so off-balance that he immediately fell forward onto his hands. But when he reflexively tried to open his fingers to catch himself, he found that he couldn't feel his fingers. Landing palms-down on all fours he tried to stand upright again, but found it was too difficult...standing on his hind legs.

Hyperventilating, he craned his neck up to look at Clay, seeing that from all fours he now came up to his partner's waist. He then looked down and saw only the ground and his paws (paws!) as he peered past the long snout sticking out from his face. Panicky now, he turned his head to the side to get a better look at himself, but the long white hair--fur?--in his face blocked his view. He then spun to the other side and caught sight of a reflective metallic cabinet that showed Clay standing there as the blonde bimbo in her metal bikini. And standing next to her, staring Bud right in the face, was a big show poodle wearing a sparkling tiara and a glittering collar with a little pink cape.

"Your name is Tiara," Clay said. When Bud turned and growled at him, he quickly amended, "That's her name! She's Glitterati's sidekick, like a super-dog. I always thought it was stupid, but I guess it's biomechanical armor like hers is."

Bud gave an indignant sniff and looked back at his reflection and whimpered.

"Yeah, well, that's the name that's on your collar, so you'd better get used to it."

Bud barked at him.

"Oh, yeah, this is so much fun for me, stuck looking like a balloon-titted stripper," he shot back. Then when Bud started to whine again, he knelt down in front of him. "Look, just relax. You're wearing a suit, remember? Can you see the heads-up display?"

Bud nodded.

"Okay, just...play around with it. See if you can access any controls."

After a minute Bud started to whine and shook his head, causing his elaborate coiffed mane of fur to sway from side to side.

"Don't get frustrated! Keep trying."

After another minute there was a sound that came from Bud's suit and it absorbed the tiara and cape into the poodle's body, apparently the poodle version of the 'civilian camouflage' option. Clay wasn't sure, but he thought the puff balls of fur on his legs and tail got bigger and the elaborate crown of hair even larger to accommodate the added mass.

"Not real helpful," Clay muttered.

Bud barked once loudly and nodded down at himself and then up at Clay accusingly.

"My fault?" Clay retorted, intuiting the obvious message. "How is this my fault? You did this to us! And now it's up to me to try and clean up your mess while you get to sit around and lick your balls all day." He leaned over and lifted Bud's tail with the big puff ball on the end and peeked underneath. "Oops! I guess you can't even do that, bitch. Maybe I'll call you Muffy."

Bud bared his teeth and growled, barking loudly.

"Oh, yes, that's very threatening. Look at yourself in the mirror, princess. You look like a sissified reject from a Dr. Seuss book."

Bud backed down and turned to look again at his reflection, from the hugely elaborate crown of fur on his head and long ears to his massively fluffy body with its shaved hindquarters and legs to his big puffy pompoms of fur on all four of his feet, his butt, and on the tip of his tail. He turned to look at Clay and whined.

Clay sighed. "Yes, I'll figure out how to get these suits off," he said, not having any earthly idea how to go about doing that. But as he looked at Bud, a thought occurred to him. "Bud...how do you feel?"

Bud growled and barked once.

"No, I mean, are you injured in there?" As he looked at the poodle in front of him, he didn't see how there could possibly be room for an adult man Bud's size to fit in there. It was hard to gauge the size of the dog's body from the huge puffy fur, but even assuming there was room there for Bud's torso, his neck would be elongated or at least at an awkward angle. And his dog legs were so short that there seemed to be no room at all for the entire length of his arms or much of his former legs past the knees.

Bud tilted his head to the side and made an uncertain little noise, which would have been a fairly cute gesture had he actually been a poodle.

"There must be some auto-healing capability built into the suits," Clay mused. But now that he thought about what Bud's suit had apparently done to him, Clay was more nervous than ever about what surprises might await him if he ever managed to remove his own suit. Could he now be a woman underneath this shell? He didn't care for that idea at all. And what about Bud? He assumed the suit was designed for a dog to wear, but if so, what would it do with a man inside? He imagined opening it up and seeing a smaller poodle emerge, maybe with Bud's face or head. He shuddered.

Meanwhile, Bud turned sideways to look at his reflection and apparently took the same mental measurements himself, suddenly realizing what his human body would have to look like to fit inside the poodle suit and facing the dawning realization that even if Clay managed to get him out, there might not be much left of his appendages inside. Suddenly he remembered how the suit had broken his arms and legs and he tried to remember the last time he felt his human hands or feet. He desperately tried to see if he could feel himself wiggle his fingers and toes within the suit, but nothing happened...the only thing he felt was the shifting of his paws on the floor, each topped with its ridiculous white pompom of fur.

Panicking at the thought of his mutilation, Bud bared his teeth and growled at his reflection, the ridiculous image of the angry show poodle only serving to inflame him further. He barked loudly at the image again and again, growing more agitated.

Clay regarded him nervously. "Look, Bud, just calm down..."

Wild-eyed, Bud turned suddenly and launched himself at Clay, biting ferociously and using his own suit-enhanced strength to send the two of them flying back into a control panel with a thunderous crash. Clay soon realized that his armored skin would protect him from Bud's attack and managed to throw him back, smashing another stasis tube in the process. But if Clay thought that the blow might snap Bud back to his senses, he was sorely mistaken. Charging, Bud effortlessly knocked over some metal tables and plowed into Clay again, destroying more equipment in the process.

Clay felt a knot form in his stomach as he saw the demolished equipment and heard the lab's warning sirens starting to blare. "Bud, calm down! We need this equip--AAHH!"

Clay threw Bud off of him and rubbed the spot on his arm where he'd just been bitten. The teeth hadn't broken the surface--the armor was too damnably study for that--but the crushing weight of the bite probably broke the bone underneath. The pain faded quickly as the suit's auto-healing function kicked in, but knowing they might still feel impact damage gave Clay an idea.

Bud, enraged beyond reason, stood ready to pounce again, and Clay reached for a loose metal table leg that had torn loose during their tussle. Then, just as Bud launched himself forward, Clay took a strong downward swing with the metal rod, clobbering the savage poodle on its head.

"BAD DOG!" Clay screamed.

Bud collapsed in a heap and for a moment Clay worried that he might have killed him until he saw the poodle taking short panting breaths. But his relief was short-lived, for as he looked up he saw that the lab was now completely engulfed in flames. And the fire was heading towards the fuel canisters.

Clay stood there for a brief moment, calculating his options. He knew that the lab's computers might have some insights into the biomechanical alien tech, and with the real Glitterati dead that might very well be his only chance to remove the suit. If he hurried, he might be able to wrench loose one of the computers and haul it through the portal to safety.

Then he looked down at Bud, lying amidst the flames.

"Shit," he muttered, picking the poodle off the ground and racing for the exit. He chanced to take a last look back just as the fuel canisters exploded, knocking him through the portal.

As he clambered to his feet, he saw that he was back in his basement where they'd started. The portal projector clicked off and the blinking cursor on the display showed the command code they'd used to access Glitterati's lab next to the word OFFLINE.

Clay threw himself into a chair and grimaced as he looked down at himself and poked apprehensively at his new female body. After a minute he examined the alien symbols on his heads-up display and then looked at his decryption equipment. He was going to need something a lot more powerful, he realized. And an expert who specialized in biotech.

To say nothing of needing a whole new wardrobe, he thought bitterly.

Money. He was going to need a lot of money.

With his new abilities he realized that supervillainy was probably his most lucrative option, and he wondered what the recruitment opportunities there were for a girl and her poodle who were both strong and tough. He sniffed indignantly as he contemplated life as a woman--a villainess--but he'd adapt. He'd need a better name than Glitterati, though. Maybe something that sounded sexy and smart.

Then he looked down at Bud quietly sleeping on the floor, a dog dreaming that it was a man.

"Now who's the dumb bitch?" he muttered. Maybe once she was on a leash she'd do what she was told. He figured he'd have to add a doggie bowl and some kibble to the list.

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