Puppet Master - part 7

by Northern Chill

           Author's note : This is the last chapter of a serial involving the villain Puppet Master and his desire for revenge against various heroines who have wronged him in the past.  

There are scenes of sexuality, profanity and violence in this story so if this bothers you, move on.  Otherwise, enjoy !

           All characters mentioned are the property of DC or Marvel Comics and this story is meant strictly as parody.

[Read this tale from the beginning or catch up from Chapter 6 - Ed.]

          Chapter 7 -  A really big show

      The workers were busy hammering and sawing as the stands that Carl (aka the Puppet Master) slowly took shape on a knoll on the eastern half of the property.  Overseeing the work was Jill, who looked over the job with a mixture of approval and puzzlement on her face.  She knew her employer had a bit of a flamboyant edge but with his recent activities involving some of the most well known heroines from around the world, she thought he might take a lower profile until his plan was completed. Judging by the large set of stands, bunting draped around it and tables set up for refreshments, he definitely had something extravagant in mind.

       Jill was standing by herself for several minutes in deep thought when a burly man with several days worth of beard growth visible on his face approached her.  "Excuse me, ma'am, but I need to know where the cables are to run and the exact spot that Mr. Masters wants them to all lead into," he asked while scratching his ample belly.

      Annoyed by the question, Jill dug the folder with the proper invoice and handed it briskly to the waiting man.  "Everything you need to know is written right there as well as on the copy you were given as well.  Considering my employer gave you a strict deadline for this, you might want to get started on it ASAP," she said with a flash of anger visible in her eyes.

     "All right..all right.. pushy broads... sheesh.." the foreman muttered as he snatched the paper out of Jill's hand and motioned a couple of vans forward while stomping off.  Jill watched as the vans pulled up with DEAN'S DEMOLITIONS written on the side of the vehicles.  Puzzled, she leafed through the folders and saw to her surprise that the company she had hired worked with firework displays but chiefly did building demolitions.

     "Demolitions..?  I thought Carl was planning to celebrate the culmination of his plan with a big fireworks display to be viewed by him and his friends.  I'm going to have go talk to him before it's all said and done especially if it affects my plans to get out of here,"  Jill said as she flipped open her cell phone and dialed her employer's number.  Getting a busy signal, she decided to walk down to the house and find out what had changed and why....

     At the house....  

     Phil set down the cell phone he was talking on and moved slowly over where his son was waiting patiently.  "Well, everything is set.  My plane will be ready to leave tonight and I'll have staff available for us at my home in Switzerland when we get there.  After tonight's display, the heroes who defeated us in the past and the criminals who have mocked us will sing a different tune, I do believe.  Don't you think so, Carl?" Phil said to his son as he clasped him on the shoulder proudly..

     "Yeah... sure... say, have you seen Jill around anywhere?  I think it's time I tidied up that loose ends before we get everything started for the show tonight,"  Carl muttered as he looked around in several directions for the woman he had brought in to decorate as well as handling much of the planning details of his scheme.

     Just then, Jill strolled inside and walked right up to the two men.  "Carl, I think there is a problem with the big display that you have planned for tonight.  It seems the company that was hired...."  the woman started to say before Carl motioned for her to be quiet.

    "Don't worry about any of those details, my dear.  In fact, I need you right now to go with Shapeshifter when she gets here to the upstairs rooms and help her move certain items I've listed on this form.  Now these things.... ah, Shapeshifter, your timing is impeccable,"  the villain started to say before seeing the busty transmuter in question enter the room.

    Carl moved over to Shapeshifter and wrapped his left arm around her slender waist with his hand coming to rest on her shapely ass. "Jill, head upstairs to the first room on the left.  The maid Carla should waiting there for you to help pack some items up that need to be moved elsewhere.  Shapeshifter will be along in a few minutes to give you two a hand,"  Carl said as he openly fondled Kara's buttocks and caressed her rigid back.

     Jill noted her boss' lecherous behavior towards Shapeshifter but bit her tongue as she left the room swiftly.  Carl craned his neck and when he was satisfied that Jill was upstairs and out of earshot, he turned his attention to Kara once again.

     "Now, my dear Kara, I think it's time we took care of Jill once and for all.  Since I have a trip planned away from here starting tomorrow, I think she should help me out on the comfort aspect of that trip.  Here's what I have in mind....."  Carl said softly before whispering the remaining part into the blonde's right ear while caressing her chin with his left hand.  Shapeshifter stood there with a vacant smile and nodded slightly as she heard the rest of Carl's plan.

      A few seconds later and with his left hand dropped down to the left breast of the villainess, Carl stopped talking and pulled back slightly.  "Ok, Kara, go and do as I asked.  After that, we can talk about what's on tap after tonight's big display,"  Carl said warmly giving her left tit a squeeze before sending her on her way.

      Phil shook his head at what he had just witnessed  "Are you sure you can get away with that kind of thing, son?  I realize you've modified the genetic code for this particular clone but given the volatility of Shapeshifter, shouldn't you be less, well, 'exuberant'?"  the elder villain said, hoping to rein in his son's emotions.

      "Geez, Dad, considering the fact you used to openly talk about how you'd like to have Invisible Girl as a puppet so you could pull her strings as her puppeteer, you're a fine one to talk!"  Carl thought to himself while looking at his father with noticeable disdain visible on his face.

      "Don't worry about it, Dad.  As I said, her genetic material is different than Shapeshifter's so there's no worry about her getting too aggressive towards me or those around me.  In fact, I had the intelligence level lowered by 5% while introducing a compulsion to be willing and eager to obey my verbal commands.  She'll be the dim witted, submissive bodyguard for now and all my future enterprises.  If any of the traits that the original Shapeshifter had come to the surface, I'll simply contact my genetic labs and arrange to have another clone created,"  the villain said to his father while sipping on a cappuccino.

       " Did you ever tried controlling Shapeshifter using the clay that has been part of the family's heritage?  You told me you used it earlier in this plan of yours to control Invisible Girl, Titania and Crystal... I'm surprised you let that brazen bitch strut around without an attempt to rein her in,"  Phil said as he looked through the back door window and saw workers running cables around the edges of the house.

       "Believe me, the first time she threatened to shove me through a wall, I did just that to no avail.  I think it might be the unique way she was created that makes her, and clones like her, immune to my control.  It's certainly something I'll have to work on after this all gets wrapped up.... maybe after I get the labs to start on the non-Shapeshifter clone I have in mind,"  Carl said as he tapped his foot impatiently.   "I wonder why Kara is taking so long....."


        Jill walked back and forth in the room she was waiting in, more than a little nervous as to the reasons why she was asked to wait by her employer. Considering the fact that he was busy pawing his new Shapeshifter toy, indications were pointed to something that didn't bode well for her.

        "I'm not gonna stick around and see what Carl has in mind for me.  I'm going to go grab my things and get the hell out of here.  I'll take my chances that I can stay ahead of these insane people and hope that they never figure out where I'm living," Jill said defiantly out loud though there was no one else in the room at that moment.  She stepped out of the room into the corridor and headed quickly for her room.   Grabbing a bag from under the bed, she started throwing what few garments she had into it, along with a few CD-ROM's she burned of info she could use against her employer.

        Just as she was going to turn and head out of the room to sneak away, the door swung open and the Shapeshifter clone stepped through dragging someone that looked vaguely familiar.  "What's going...?"  Jill started to say before falling silent when gestured to by Shapeshifter.  She could see that the villainess was holding the new maid, Carla, by the right arm and the servant's clothing seemed to have been partially ripped off.

      As Jill looked on in silent horror, Shapeshifter rapidly stripped the terrified heroine of her remaining shreds of her clothing before turning and slapping a dark-haired wig on top of Carla's head.  To Jill's puzzlement, she saw that the wig resembled her own color and style of hair.

     "What...what are you doing, miss?  Let me go!  I haven't done anything! Please......"  the  servant pleaded, with tears streaming down her face.  A few seconds later, Carla fell silent as an all too familiar ( to Jill ) glow started to emanate from her body.

     Jill watched with both horrified and intrigued feelings going through her as she watched the evil process starting.  The maid's legs seemed to fuse together even as they were swelling outwards in a bizarre manner.  She watched as the woman's feet disappeared even as her skin was taking on a translucent manner around her slender legs.  Carla's arms seemed to melt into her sides and totally disappear with large splotches of an artificial looking red gloss started to appear all over body.  All her freckles and blemishes vanished into thin air as her body rapidly became plastic in nature.  Her pleas fell silent as her mouth seemed to freeze in mid-motion as the effects of the change reached her face and upper torso.      

     Jill's eyes widened in shock as she saw the maid's whole body become bright red in color with her lower torso now nothing more than a round sphere several inches off the ground that seemed to be filling with water or some other colorless liquid.  Seemingly out of nowhere, two supports appeared jutting from where her hips were propping her still form upwards.  Her pussy vanished in the wink of an eye as her torso become one smooth mass of plastic.  The maid's breathing ceased altogether as her breasts formed mounds of colored plastic with the nipples and areolas still present though the same color as the rest of her transforming body.

     A few seconds later, the change was complete and Jill was stunned to see what was in front of her.  The woman known as Carla had been changed into a life-size water dunking bird much like the items one would see in the local novelty shops.  As if to emphasize this fact, the upper half of the bizarre item slowly bent forward and bobbed for several seconds in mid air before straightening up once again.

     " What.....what the hell is going on here?  You.... you're not a clone, are you?.... what I mean is you're not the clone Carl had done up.... I'm a little confused here,"  Jill said with a puzzled look on her face as she watched the villainess pick up the transformed maid and carry her over to the far side of the room where she sat down the plastic nude female figure next to what looked an oversized bucket of water.

    "Calm down, Jill.  You're right, I'm the original Shapeshifter who you've worked with under the employ of that idiot Carl.  Give me a second here and I'll explain to you what's going on,"  Kara said with a sly grin as she went into the bedroom closet and retrieved what looked like a maid's uniform and a wig that was similar to what Carla's hair was...or rather had been.

    "You mean, you let that insane man paw you like a mindless sex toy and you did nothing about it.  Why?"  Jill inquired before finding the maid outfit being shoved into her arms by an impatient villainess.

    "Yeah, I could have taken that lecherous twerp and shoved him through every wall of this place.  However, that would give me away before he has his big gathering tonight for him and his cronies.  I figure that messing up that little soiree would be far more satisfactory than squeezing his head so heard that the roof gets covered with what little brains he has,"  Kara said in a voice that was so routine even with the implied menace that Jill mentally shuddered.

    "Jill, put the maid's uniform on and the wig so that you look like the servant I just took care of.  Hurry it up in case one of those two idiotic puppeteers come up here, "  Kara snapped gesturing impatiently towards Carla before turning her back to the woman.

    As 'Carla' donned the outfit in question, her gaze returned to the slowly bobbing plastic novelty at the far end of the room.  Figuring she had nothing to lose at this point, she pulled on her fishnet stockings and coughed slightly.  "Ummm, Kara, if the boss wanted you to tidy up loose ends, then why....?"  she asked, slightly fearful.

    "Why aren't you now thinking of nothing more than bending and bobbing as a stupid plastic novelty?  Actually, that had crossed my mind for a second or two.  However, I realized that I not only want to get to even with a worm like Carl and his daddy but also make sure that I don't have to work for jerks again for a very long time.  To achieve that, I'm going to need your assistance though I don't think I'm in the mood to hear you say 'no!' "  Kara said as she draped her right hand across the brass end rail of Jill's bed before crushing the top of it with no visible effort.

     Jill gulped mentally at the show of strength before nodding in agreement. "Ok, I'll go along with what you have in mind.  Do you want me to pose as.... um.... her until the big event later tonight?"  she asked gesturing towards the living novelty in the corner.

     Kara shook her head as she moved her head towards the bedroom door  "No, not at all.  Carl may be arrogant but he's not a complete fool.  If he saw you here all day long, he's eventually see through your disguise and all hell would break loose around here.  I want you to head out into the house in the opposite direction of where Carl is right now and when you get a chance, grab all your files and get out of here quietly through the servant's entrance.  If any of the other staff stop you, mutter in as raspy voice as you can muster that you're not feeling well.  Once you're out, head to the address I've written down here and follow the instructions I've listed at the time indicated,"  Kara said firmly while handing Jill a folded piece of paper.

     Jill glanced at the paper quickly as she followed behind the transformer. "Is there anything else I should know?  Where should I meet you after I finish this. . . stuff?" she asked while quickly adjusting her fishnet stockings.

     "Don't worry about finding me.... I'll find you.  Oh.... and Jill, I like 'double cross' as much as I like 'no'........ keep that in mind, Jill, for afterwards....."  the villainess said with a look on her face that gave a clear impression of what she meant.

     With that, the two departed out into the hallway with Kara heading towards the stairs leading to where the two villainous puppeteers were waiting for her return and Jill slowly moving towards the elevator that she could take down to the servants' private dining area where she hoped to slip in and out without notice.  Both women hoped that everything would go smoothly until the party that night and plans went into motion.....

     Later that afternoon.......

The factory which served as the HQ for Viper was silent, save for the sounds of two or three men shifting boxes onto a waiting two ton cube van.  Standing off to the side were two men directing the workers as they dismantled and moved materials out of the building.

      "Are you sure this is a good idea, number four?  Shouldn't we attempt to rescue our leader, Lady Viper, before we move our headquarters to another location?"  the green garbed man said as he gestured one of the workers to load the waiting vans with the scientific research equipment that had been packed up in haste after their disastrous encounter with Shapeshifter.

      Number four shook his head while making some notes on his PDA. "No, that wouldn't be a good idea right now, number twenty five.  We lost half our forces when our leader went after that psychotic bitch plus we've been tipped off that the government plans to raid this building tonight with heavily armed Special Ops personnel.  Consequently, we're moving everything to our secondary headquarters at the closed drive-in we own at the far end of town.  Once there, we'll consolidate our people and determine the best way of rescuing our leader and destroying that vile Shapeshifter woman,"  the man said while looking up and gesturing a subordinate towards a strongbox containing a quantity of pulse rifles.

     Number twenty five nodded as he looked at the growing number of the subordinates that were appearing in the area lugging boxes, large and small, as well as numerous other items.  "Well, that does make sense when you put it that way.  If you're looking for an aide for when you plot our strike against Shapeshifter, I'd be more than happy to offer my services in any way needed," he offered to his superior.

    The higher ranking member of Viper's organization shook his head as he motioned several workers carrying what looked like a pedestal with a statue on it forward.  "Sorry, but I have someone else in mind for my aide.  From what I understand from number sixty eight and eighty five, your advice to Viper has been less than stellar recently.  Ah, here's an example of a weapon we'll be using to free our leader with."  he said while gesturing towardthe object in question.

   When the subordinates managed to bring the item up to them, the agent known as 25 saw that it wasn't a statue as he thought but something much more bizarre.  Atop the pedestal in question, there was what appeared to be a large block of bright golden amber sitting there.  Encased within was what looked like a red haired woman in her mid-30's wearing a white tube top with blue cutoffs and flip flops.  She had her right arm extended out in front of her with her left arm bent at the elbow and raised  above her head.  The expression of shock and horror on her face indicated that her current state came as a surprise to her though it was difficult to tell anything beyond that.

    "Just after the majority of our troops returned from the disastrous mission versus Shapeshifter, one of our researchers spotted this woman snooping around one of the entrances.  Several of our guards, disguised as normal security guards, were sent out to deter her from poking her nose inside.  However, to their surprise, the woman was carrying what looked to be a high tech stun gun and incapacitated all but one of the men who encountered her.  Realizing this was no ordinary civilian, three squads were sent to contain and incapacitate the woman.  We also dispatched a tech squad armed with a new experimental weapon that we were planning to try out in experimental trials."

    "The battle raged for several minutes and it became apparent that the woman was a highly trained government agent, judging by her movements and usage of high tech gadgets she brought with her.  Luckily for us, just as the woman was calling out for  assistance via a communication device she had, she was struck by a beam from our new weapon and the effects became readily apparent.  Her movements slowed to a crawl before ceasing altogether and she became a living statue in the middle of the icehouse.  You can even see where her nipples hardened due to the cold before we entombed her body in a form of cryogenic amber for future use as a hostage against anybody who comes looking for her,"  the high ranking man said with a sense of pride in spite of the macabre scene in front of him.

    Number 25 nodded as he watched the entombed woman picked up and carried it off once again.  "Yes, it looks to be a very effective weapon though using it on a super powered bitch like Shapeshifter might be more difficult.  I would recommend further testing before deploying it against our more powerful enemies," he said rubbing his chin in a thoughtful manner.

   "Well, I will take 'your recommendation' under advisement when you're in the position to make such advice.  Don't forget, even with Viper's temporary absence, we still hold to the same command structure as before: a council consisting of numbers two through to number eight who make the recommendations and decisions for everyone else.  Perhaps when you arrive at our new base in Moldavia, you'll be reminded of how it all works,"  Number four said with a dismissive tone in his voice.

   "Moldavia???  I never applied to transfer to there.  When did this happen?"  the junior member of the organization  mumbled as he looked at his superior with a puzzled look on his face.   He fumbled underneath his cloak with his right hand as if he was looking for something important.

   "All the personnel moves were decided last night by the seven men I just mentioned.  It was thought your ambitious nature coupled with your poor performance in the battle with Viper versus her foe was a dangerous trend best corrected by your reassignment to a remote base to temper your way of thinking,"  Number four said with a dismissive voice.

   "But....but.... don't I get a say....?"  Number twenty five sputtered in barely concealed anger with his fists clenched tightly to his sides.

   "That is part of your problem, number 25.  You have to learn to accept orders without question otherwise.... URKKK!!!!" the high ranking member started to say before before falling silent and becoming rigid from head to toe thanks to a small metal device that his subordinate slapped into the small of the back.  Number twenty five then went and grabbed a wooden crate about eight feet in length and stood it up behind his superior with an evil smile visible on his face.  After taking a quick look around in case any of the workers noticed what was going on, he walked back up his immobile superior.

   "Why don't you take about three steps backward, number four?  You see, while you were busy planing how to rule the organization in Viper's absence along with the other high ranking members, I was busy seducing one of the female workers from research and finding this little device they were refining for the assassination division.  It's a little electronic device that, when it's attached to a target's body, sends a powerful pulse through to his or her brain rending them completely helpless and subjective to the statements of the assassin.  At the same time, a lethal amount of curare is injected directly into the person's blood system rendering them paralyzed within thirty seconds or so and dead after a few minutes without an antidote being administered.  Of course, I have no intention of giving you the antidote,"  the underling said softly with a note of irony evident im his voice as he placed the lid on the box containing the man he had just effectively assassinated.

    The man known as number twenty five then turned around and dug out his electronic notepad.  After going over it for a few seconds, he looked up and waved over one of the workers he knew from Security and Disposal ( identifiable by the red stripe running down the sides of his cloak ).

    "Number eighty seven, I've just received word that number four has been going into the local government intelligence offices to turn traitor on this organization.  I need you to get all the security codes changed and inform the council members of this treachery right away.  As usual, this will involve everyone taking on a new number as befitting their standing in the organization.  Is that understood, number eighty six? "  the man formerly known as twenty five said with a look that belied the true situation.

    "Understood, number twenty four.  Ummmm... what's with the wooden crate behind you anyway?  I thought all those were already cleared out of the building,"  the subordinate inquired as he peered at the wooden item standing upright behind his superior.

    "Oh, that box?  Well, remember that incident we had last night with the female government agent sneaking into our base here?  Well, it seems she had a male partner who had accompanied her but was stupid enough to come in contact with some of guard pets on the lower levels.  If you didn't mind, dispose of his remains using that incinerator we own on the other side of town,"  his ranking superior said with a stern look trying not to let his face show what really transpired just a few minutes earlier.

    Number eighty six nodded and hurried to get another man to assist in removing the indicated crate.  While he did, number twenty four walked slowly to a vehicle that was waiting for him, contemplating the group's next move to retrieve Viper.... and how he could use it to get more power for himself....

    "You always haveto plan your future out ahead of time, after all....." he thought as he settled in the back seat of the car as it sped to the organization's new base. 

    End interlude 

     Carl looked out at the grandstands that were constructed at the far end of the property and nodded in satisfaction.  Everything was going according to plan and tonight would see the climax of his elaborate thinking.  If there was one thing he learned from his father over the years, it was to concoct a scheme that had no loose strings.

     The villainous puppeteer was interrupted in his thinking by the sound of a returning Shapeshifter, who stood at the entrance to the room with her legs clenched tight together and the rest of her in a similar ramrod stiffness.

     "Is there anything else, master?" Kara asked in the submissive obedient tone that Carl loved from the body of a person he had both loathed and feared in the last while.

     "No, I think we're all set.  Once me and my father head up to the grandstand for the start of the celebration, I want you to attend to that last matter I mentioned.  Once that's taken care of,  I want you to join us up at the stand and be ready to leave at a moments notice in case anything unexpected happens,"  Carl said with an evil smile as he relished in the scene before him.

    "Well, son, unless you forgot to pay off the villains gathering up above, I think we'll be having quite the exciting time tonight.  I was just looking over all the items you've accumulated in the last while..... very impressive indeed.  However, I do hope you haven't overlooked anything for our plans afterward.  If there's one thing I've learned over the years, it's that those heroic idiots in spandex tend to foil even the simplest plans such as this one at the last minute,"  Phil said with a look of disdain visible in his eyes.

    "One minute, you're talking about your future plans..... later on, you talk of our future plans.... you're losing it, old man, and after tonight, you'll realize how much you've lost...." Carl thought to himself as he smiled and gestured towards the stands.

    "Dad, let's head up and get everything set up for our arriving guests.  Kara, I'll see you there in a bit," Carl said with a broad smile and, with that, the two walked out of the house and towards a waiting vehicle.  Shapeshifter, still wearing that simple smile to deceive her employers, moved towards the back of the house with her facial expression changing into a sinister expression.....

    Three hours later...... 

     The stands slowly started to fill with costumed characters that were employed by Puppet Master in his plan of vengeance against heroines who wronged him in the past.  Mandrill was standing over by the buffet table talking to Voice about future employment possibilities with a nefarious organization bent on world domination forming in South America.  Shimmer looked on with bemusement as she stood by the open bar as Madame Rouge, using her ability to assume other appearances, showed her the different types of physical appearances she was planning to use in her next job.  There were three or four other costumed people wandering around that weren't involved in the Puppet Master's plan directly and appeared to be guests of those invited directly by Carl.  These guests were approached by Carl's staff and gave assurances that they would not create any disturbances with the other people present.

     After about thirty minutes or so, Carl moved to the dais that was set  up to the side of the stands and motioned the villains and villainesses to take a seat so he could begin things.  Once everyone was seated ( with Mandrill getting a separate grandstand at the insistence of his female guests ), Carl cleared his throat and tapped on the microphone hooked up to it before he began to speak.

    "First off, I want to thank everyone for coming tonight for what can best be regarded as kind of wrap party to my plan.  I know everyone who was part of it showed their abilities were unrivaled by anyone else in our chosen profession.  Each of you easily humbled the spandex clad opposition that showed just how great you are when you put your mind to it.  Before this little speech sinks into one of those motivational speeches we all hate, let me introduce...."  Carl said before gesturing toward his father, who was standing nearby.

    However, before the elder puppeteer could step up to the mic, there was a tremendous crashing noise off to the right behind some trees followed by one of the security staff hired to work the estate gates flying through the air in the direction of Carl and Phil.  The man hit the ground just short of the villainous duo, who were surprised and not at all happy by this turn of events.  Before they could react to what was going on, they heard a loud bellow of rage coming from where the security man flew from and saw a red haired woman, whose outfit looked like she had been in a big fight just recently, storming towards them.

     "You bald headed maggot!  When I get through with you and all your flunkies, they can put what is left of you in a sardine can!"  Titania roared as she stormed across the grassy field directly towards Carl and Phil.  Her unitard was in tatters with her left breast fully exposed and bouncing up and down with the rest of her privates barely covered by the remnants.

     "Shapeshifter!  Stop that bitch!"  Carl called out to the nefarious woman who he believed to have control over.  The blonde villainess immediately moved towards the onrushing Titania, though not because she felt compelled to accept the insidious puppeteer's orders.  In fact, Kara was worried that this unforeseen incident would interfere with her plans so she vowed to put a quick end to it.  Besides, she always enjoyed getting into a scrap where she was able to swing away freely at a somewhat worthy opponent.

     Like two freight trains colliding head-on, Titania and Shapeshifter met in the middle of the grassy field and began exchanging blows that caused the ground all around them to tremble like an earthquake.  The assembled guests, unnerved by the violent display unfolding before them and afraid that the altercation might lead to local law enforcement showing up ( which most did not want to see),  began to step off the stands to leave.  Carl and Phil, along with several of their security staff, moved to calm the villains and villainesses down by assuring them that the fisticuffs wouldn't last long and there would be steps taken if the local police arrived.

     True to the hosts' words, the blows became less and less frequent within just a few minutes as Titania, perhaps weary from her early fight and unable to slow her opponent down in the slightest, was throwing punches that were being easily dodged by a confident Shapeshifter.  When her opponent slumped to the ground from an extremely powerful blow, Shapeshifter took the opportunity to remove her right glove and grasped Titania around the neck.

     Before Titania could react, she found her limbs no longer responded to her thoughts and she found her shouts of rage quickly faded to whispers before disappearing altogether.  If her immobility wasn't bad enough, Titania found a growing sensation of lightness coupled with what seemed like swelling in every part of her body.   The few remnants of her outfit tore away as her body continued to swell outwards with Titania's arms and legs growing obscenely large.

    As Shapeshifter watched with amusement, Titania's body started to lift off the ground as it grew larger while continuing to swell.  It was apparent to the onlookers by the grandstands that Titania was turning into a living helium balloon that was flesh colored and had features that made the balloon resemble a nude woman.

    "You... you bitch !!!.... you better change me back or...."  Titania thought angrily as she bobbed back and forth in the grasp of her opponent although the transformed villainess was having trouble keeping her focus in her new state.

    With a look of arrogance visible on her face, Shapeshifter walked over to a nearby tree and, after asking for and receiving a length of rope from Carl's security staff, tied the balloon to the tree before walking back to the dais where Carl and Phil had watched in silence.  The fact that Kara had chosen a tree that was in plain sight of the gathered villains and villainesses was a deliberate move on her part as she wanted to send a message that she was not a woman to tangle with.  Judging from the silence that greeted her when she stood next to her employers, it was a message received and understood.

     "Sorry for the interruption, everybody. You know how it is with party crashers.... always showing up when they're not wanted,"  Carl said with a confident voice which produced laughter from the gathered onlookers.

     "Anyway, as I was saying, your help in making my plan come to this climatic conclusion is much appreciated.  In case any of you are wondering, tonight will be the last night any of you will be seeing me for the foreseeable future.  I will be leaving, with my father, on a private plane for Europe to revel in anonymity after tonight's event.  You see, originally I had planned to keep the transformed heroines in my mansion as trophies to my ultimate victory.  However, I realized that, given enough time, this would eventually come to ruin by intervention of unseen characters or just bad luck and I would wind up in custody of the authorities.  It was then that I decided that I needed a much more decisive victory and, with my father's help, tonight will show you all something you'd never dreamed of,"  Carl said to his guests.

    "You see, I have obtained a permit from the city for a fireworks display tonight but that was merely a ruse.  You see, I plan to destroy my own house and the transformed heroines inside!  There will be no last minute rescue for them as they will no longer exist and there will be no remains to point to their demise!"  Carl crowed to his guests, whose reactions ranged from surprise to skepticism and everything in between.

    "I've hooked up the blasting wires to this switch over here.  Once I depress the button, everything goes up in a glorious ball of fire that will be seen for miles around.  Shapeshifter, will you go down to the house and make sure all the staff have left the grounds as requested?"  Carl said to the super powered clone, who was standing so close to him that her right breast was brushing against his arm.

    "Right away, master,"   Kara said obediently before flying off towards the mansion and disappeared quickly out of sight of everybody.

    A minute or so later, Carl's cell phone buzzed and he flipped it open to answer it.  After a very brief conversation, he closed his phone up and looked out at his guests once again.  "I've been told that the house is empty as far as the staff goes.  I'll move off to the right where the ignition switch for the explosives is and my father and you may watch the spectacle unfold in a matter of minutes,"  Carl said confidently before moving off quickly in the indicated direction.

     "Why the heck does he have the detonator set off away from the crowd?  It doesn't make sense....."  Phil thought to himself as he moved nervously to the spot vacated by his son flanked by security staff on either side.  Glancing at the man on the right, Phil saw he was working on a laptop computer with what appeared to be images coming from closed circuit cameras that were mounted at various points throughout the house.  When he first arrived to visit with his naive son and saw his 'unusual furnishings', he insisted Carl beef up his security in case any common burglar broke into the house and made off with any of the living art.

     Phil's forehead furrowed as he looked at the images displayed as if there was something wrong.  He leaned forward for a closer look and realized, with a silent gasp, what was amiss:  the furniture, tables and all the regular household furnishings were there but the inanimate forms of the heroines were GONE!   All of them..the statue... the marionettes.. even the plane ( which they had managed to break down and reassemble inside) were no where to be seen even as Phil frantically clicked on the computer keyboard to go from room to room.

     The elder puppeteer looked in the direction that his son had gone in to set off the detonation.  "Carl !... Son !..... WAIT !!!" he shouted as he shuffled hurriedly towards where he thought Carl was.


     The ground reverberated around everyone from the force of the explosion as all four walls of the mansion seemed to implode one right after the other with a great cloud of dust rising upwards that quickly obscured the remains and rapidly spread outwards in all directions.

     "Cough... cough...cough... Son... Are you there,son?" Phil called out as he neared the area where the detonator was set up.  To his surprise, he found the detonator was manned by one of the security staff.  When questioned, the staff member told the senior puppeteer that he was told to initialize the detonation while Carl went to finish taking care of some trucks parked near the mansion.

    "Trucks?  What the hell could be so important about trucks at a point and time like this?"  Phil said while waving his right hand in front of his face.  It was at that point that he heard a noise coming from near the front entrance of the property... a noise he heard a long time ago....

    Down by thehouse's remains..... 

     Several white one ton delivery trucks stood near the back edge of the property with tarps thrown over the windshields to protect them against the effects of the explosion.  Walking up between two of the vehicles, Carl reached up and pulled out the earplugs he was wearing as his face took on a satisfying look which hadn't been there since his whole plan started.

    "My father is a fool if he thinks I did all this just to blow up the trophies of my victories.  This way, everyone, including him, thinks that I've disappeared after the destruction of my home and contents with no reason to think that I'll be living on a private island with my living symbols of victory,"  Carl said out loud followed by a boisterous laugh.

    "I hate to burst your bubble, Puppet Master, but you might want to check the cargo inside your vehicles before celebrating too much,"  a familiar voice called out from above the villainous puppeteer.

    Carl looked up to see the familiar figure of Shapeshifter hovering over him and the trucks.  He noticed right away that she wasn't wearing the simple, obedient look that he was used to seeing from his special version.

    "Ah, Kara, why don't you come down here and let me caress those wonderful boobs and shapely ass of yours?" Carl called out, not realizing the true nature of his situation as of yet.

     "The name's Shapeshifter, Puppet Master, and I suggest once again that you check out the content of those trucks before I'm tempted to come down there and rip both your arms out of their sockets,"  the transmuting villainess snarled as she briefly flew within inches of Carl before darting back into the sky.

     "Shiiii-it, it's the real Shapeshifter up there!  This is not good......."  Carl thought to himself as he opened the doors to the first van.  To his surprise, it was completely empty as was the second one.  When the villain opened the back doors to the third vehicle, he found the statue of Crystal and Invisible Woman still locked in their erotic embrace they held before turning to stone.  However, when he peered at the statues more intently, he saw that there were bits broken off the base of the figure with some of them within reach of Carl.  When he picked it up, he saw the piece was clearly made of plaster and not stone like he expected.  Before he could examine the item closer, a loud cough  brought his attention back outside to a smirking Shapeshifter. 

   "You see, Carl, when I found out your plans to replace me with a submissive clone and that you were deliberately keeping me weak by withholding genetic material that would prevent the loss of abilities and general weakness that I was feeling.  At first, I thought of changing you into an earthworm and leave you for a robin's breakfast or maybe turning you into a sexual toy for me, permanently.  However, I realized that the best way to get even with a little slimeball like you is to make your plans go very wrong and in a way that'll make you an outcast in the criminal community."

   "The first thing I did was remove the Crystal / Invisible Woman statue that you were so proud of and replaced it with a plaster copy to see if you and your senile dad would notice the difference.  When you didn't, I arranged to have all your little goodies rerouted from these trucks to a place near the front of the property.  About ten minutes ago, I reversed the transformation on the magician Zatanna, figuring she could do the same for all her fellow victims though I didn't stick around for the results.  By my way of thinking, the results of that reversal should become apparent right about now,"  Kara said with a wicked smile.

   "Oh, shit...." Carl muttered softly with his eyes widening as he heard the sound of a loud crash coming from the direction  of the grandstands.

   Two minutes earlier...... 

   "Well, that was certainly a massive explosion.  Although I believe Puppet Master and his father in their claims that this will mark the end of those heroines we helped capture, I won't be 100% sure until there aren't any dramatic reappearances of any of them.  It is so hard to kill the spandex crowd these days," Madame Rouge murmured as her hair changed from short and black to long and blonde while she stepped down from the stands.

   "I don't think he'd blow up his own house unless he was sure.  After all, he...."  Shimmer started to say before stopping as the two women saw the body of Mandrill (who was asked to leave first by the women present) hurtling through the air before hitting the ground and lying motionless and obviously unconscious.

   Seconds after that incident, the gathered villainesses and guests saw a group of very angry heroines standing no more than a hundred feet or so from them.  Spitfire, Batwoman, Invisible Woman... they were all human once again and dressed in their traditional heroic garb ( thanks to another spell from Zatanna ).  Judging by the expressions on all their faces, they wanted a little payback for their immobilization and transformation.
   Just before the whole area turned into one huge scene of energy blasts and powerful blows, Shimmer sighed  "Maybe I should settle for a line of work that's a lot less dangerous... like attempted global domination," she said before being knocked backward by a punch courtesy of Supergirl.

    Back at the trucks..... 

    "Hmmm.. the heroines seem to be quickly gaining the upper hand on your lackeys.  I imagine after they're done mopping them up, they'll  come looking for you and I doubt they'll be in a good mood, to say the least,"  Shapeshifter smirked as the sounds of battle grew louder and more intense by the moment.

     Carl knew the implication of what Kara said and thought rapidly to himself of an escape plan.  "If I can get over to my limousine and my bag of magical clay, I might be able to get some of these heroines back under my control and get out of here in one piece....." he thought to himself as he started to slowly edge away from Kara, whose attention seemed to focused on the fracas that was growing nearer.

     "By the way, Carl, if you're planning to jump in your limo and speed off, I've disabled your vehicle and put the trunk's contents in the front part of the delivery vehicle you're near.  I don't think you'll be accessing that anytime soon,"  Kara said with her spandex covered back still facing the villain.

     Walking up to the front of the vehicle, Carl saw, to his chagrin, that Kara's boast as the doors were locked and the handles on each door looked to have been fused or flattened by Kara's strength, rendering them useless.  Flummoxed, he turned to snap at the interfering transmuter when he found himself being lifted off the ground by the nape of his blazer.

     "What.... what the hell are you doing with me?" Carl sputtered in rage as he tried to twist his way out of Kara's viselike grasp, to no avail.

     "As I said, leaving you to the tender mercies of your victims is too nice.  No, I have something much more routine for you," Kara muttered as she flew through the air.


     As Shapeshifter had postulated, the battle in the grandstand area was indeed one sided, with Voice lying unconscious on the ground and what looked like an air tight metal band wrapped around his mouth courtesy of Supergirl.  Mandrill was beating his fists futilely against the walls of what looked like a giant glass jar prison around him with Crystal looking on with a satisfied expression.  Madame Rouge was floating off the ground inside one of Invisible Woman's force field bubbles with her arms pinned to her sides courtesy of Batwoman's Bat rope.  The other villains and guests of a criminal nature were similarly incapacitated by the very angry group of heroines.  The woman even received help from the villainess Harley Quinn, who delivered a few blows courtesy of her boxing glove gun before disappearing in the middle of the chaos.   

    "Well, that takes care of everyone here who was involved in this sick and twisted plan.  The only people who we haven't apprehended are Shapeshifter, Puppet Master and Shimmer.  Say, where has Zatanna gone to?"  Supergirl said with her hands planted on her waist and her gaze centered on the still smoldering ruins of the mansion across the field.

    "The last I saw Zatanna, she was headed off to apprehend Puppet Master's father, who might know the whereabouts of the three we haven't found yet,"   Batwoman said, gesturing off in the direction where she saw her fellow heroine go.

    However, when the heroines got to the area in question, they found no sign of the elderly puppeteer but instead found a sight that must have struck them to the very core of their being considering the events of the past few days.

     Zatanna stood absolutely still with her body leaning up against a tree and showing the effects of a transformation spell originating from person's unknown.  Her costume was nowhere to be seen, which the heroine seemed totally oblivious to in her current state.   Judging by her appearance, she was now an inanimate love doll with exaggerated breasts and a mouth curled into an almost obscene ovular shape.  The magicians' forearms were held at 45 degree angles to her body while her hands, usually pointed in gestures to produce amazing feats of magic, were curved and fused together in a solid mass like any of the cheap sex toys one might see in adult entertainment shops.  Her widened eyes were now painted features of bright blue and white paint  that showed no sign of humanity whatsoever.

     Supergirl whipped off her red and blue cape and was about to drape it over the nude latex body of Zatanna when Crystal halted her in mid gesture.  Stepping forward in front of Zatanna, the red haired heroine leaned over to look closer and gasped at what she saw. 

     Nestled inbetween the doll's latex boobs was a clay figure that looked remarkably like Zatanna, right down to her top hat she wore when performing magic on the stage for appreciative crowds.  Crystal, as well as the others, knew that the clay figure could only have originated from the original Puppet Master, who no doubt had it in case he needed a quick escape.

     Gently plucking the doll from between the lifelike doll's tits, Crystal handed the figure to Invisible Woman before stepping back and letting Supergirl cover the doll's nudity up (though Crystal doubted Zatanna would notice either way in her current state).

     "I'll contact Doctor Strange and ask him to reverse Zatanna's condition as soon as possible.  Once that's done, she'll be able to tell us who was with the elder Puppet Master when he was here.  In the mean time, let's go meet the police and have over a fairly large package of criminals to them,"   Invisible Woman said to her fellow heroines, knowing she wouldn't have to remind them to scour everywhere for the remaining fugitives.  Considering what they had been through, the women's resolve to catch Puppet Master and his cronies was only strengthened by what they had just seen.

      Roughly five minutes later, Kara and her struggling passenger arrived at the last place that Carl expected to wind up at: the local police station.  Kara briefly took one moment to put her right hand on top of her face before strutting inside holding the still squirming Carl in front of her.

     Jake was busy catching up on some paperwork with most of his fellow police officers out at the Masters estate investigating reports of explosions and other unexplained phenomena.  Since he was considered the "rookie" of the force (despite having three years of service), he was left behind to man the desk while the others raced to the scene.  He figured he was going to have a very uneventful night when he heard the front door open and saw a blonde haired buxom woman wearing a skin tight blue leotard with a silver cape and thigh high boots came marching in.  She was dragging a thin man in his early 30's by the collar, who looked to be struggling mightily to get away.

    "Can I help you, uhhh, Miss... Ms....?"  Jake stammered as he was a little unnerved by the sight he saw before him, which was unlike anything he had seen in his police career so far.

    "Well, Officer Robertson, the gentleman with me is Mr. Carl Masters, owner of the Masters estate where a good number of your colleagues are at presently.  He was the chief architect of a plan to kidnap and incapacitate several of my fellow heroines, who were friends of mine, who had stopped his nefarious schemes.  He planned to kill them tonight in such a way that no trace of their remains would ever be found.  Luckily, his plans were foiled by chance but I would suggest you hold him on these charges as well as on the embezzlement he's guilty of which is proven by this disc,"  Shapeshifter reached under the left shoulder of her outfit and tossed a CD-ROM on the counter.

    "Friends of yours?  Fellow heroines?  You're lying!  Officer, I want you to..... UNNHHH!! "  Carl started to sputter a protest of innocence before falling silent as a powerful punch into his face courtesy of Shapeshifter rendered him unconscious almost immediately.

    "Sorry I had to do that, Officer Robertson, but this man has the power to make people do what he says just by what he says.  Although I've built a resistance up to it over the years, it would be safe to say that you're fully vulnerable to his suggestive commands.  For your safety, I had to make sure he stayed silent until he's secured,"  Shapeshifter said smoothly as she put the unconscious man down in a chair indicated by the policeman, who was slightly stunned by what he had just seen.

    However, Jake quickly recovered and shackled Carl to the chair in question.  He added a swatch of duct tape across the prisoner's mouth before returning to the desk, where he saw the busty blonde he was just talking to starting to walk away.

    "Just a second there, Miss, before you leave, could you tell me your name so I can tell your fellow crimefighters who dropped off this Masters fellow?  I know how busy you people can be and you may not cross paths with them again for a while,"  the officer called out hoping to get the woman's attention.

    "Tell them when they get here that Superwoman dropped off this culprit and that I'll see them all again soon,"  Shapeshifter said, giving the desk sergeant a slight wave with her right hand before opening the station's front door and stepping outside.

    "Superwoman... ha!...... the irony of this is so amusing.... I'll be long gone by the time those stupid idiots figure it all out...."  Shapeshifter thought as she once again laid her hand on her face for a few seconds and returned her appearance to normal.  After briefly glancing over her shoulder, the transmuting villainess flew off into the night sky with the sound of fire engine and police sirens echoing everywhere.

    There had been three plans for revenge at the start of the day.... in the end, only one came to fruition....

     And Shapeshifter had no intention to stick around to see how people were going to react when all was said and done....

    Epilogue :   

     Kara opened the door to her brand new home and stepped inside.  It had been three weeks since the whole Puppet Master fiasco and she was able to settle into a routine lifestyle with no problems whatsoever.  Thanks to the money she and Jill had embezzled from Carl's accounts, she was no longer forced to seek out mercenary work from madmen with delusions of grandeur.  She did receive an email the other day from a man with the last name Luthor who wanted to talk to her about "a super offer for fame and fortune beyond her wildest dreams" which she was considering.

     For now, Kara was content with kicking back and enjoying her surroundings.  As "souvenirs" of her recent work, her shower had the unique living fixtures that were a former assassin mounted on the wall.  In the living room, mounted on a pedestal with a single overhead light, was the chilled figure of Viper slowly rotating in the cold prison she was put in thanks to the explosion a while back.  Shapeshifter drew great satisfaction that the woman who vowed her death was now trapped in a living death herself.

     Walking into her computer room, the blonde woman turned on the light and was stunned by the sight she saw.  Sitting at the computer desk was Jill, who had been transmuted into a crystal statue.  Judging by the fact she was seated in the computer chair staring at a blank monitor, it was reasonable to assume that she was doing something similar when transformed into the object Kara saw.  She looked to have been wearing only a bathrobe when she was changed as portions of her clear breasts peeked out from the crystalline folds of the robe.  The only sign that Jill might have been aware of what was happening to her was her eyes, widened in shock and horror both.

     "Who did this?  I didn't, though I have to admit that I was tempted to more than once,"  Kara muttered as she walked over to examine the erotic art more closely.  It was then that she saw a piece of paper taped to the back of the figure and when she saw what was written, it all made sense.


                       A little something to let you know
                      I'm thinking of you.

                      I'll be seeing you soon,



    Author's note : This concludes this particular saga involving Shapeshifter and others.  Feedback as always is welcome.

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