Penguin (the magic turns the villains he defeats into lawful good superheroines).

"When are those freaks gonna learn?! Go show those punks who really runs this town!"

Penguin squawked.

The short, ill-tempered bird had perched himself on top of a stack of crates near the docks, overlooking the chaotic scene unfolding below. Riddler's gang, distinguishable by their green question mark-adorned attire, clashed with Black Mask's crew, easily recognized by their distinctive skull masks and dark suits. Two-Face's henchmen, half of them dressed in black and the other half in white, created a menacing presence amidst the turmoil. Penguin's crew, men dressed in arctic camouflage and white puffer jackets, spilled onto the scene.

Cobblepot himself hid away in a fortified boathouse, armed guards by his side. The flightless bird monitored the comms channel closely.

"If you see Riddler, Two-Face, or Mask, dust 'em! Whoever puts the first bullet in any of those bozos gets paid double! GOTHAM IS MINE!"

Suddenly, the lights went out.

"No, it isn't."

A brisk voice cut through the darkness like a cold wind. The sudden interruption sent shivers down Penguin's spine, and his armed guards tightened their grips on their weapons.

"IT'S THE BAT!"

A goon bellowed.

Out of the shadows, a sleek figure emerged, cloaked in a grey and black suit and cape. Flashes of deafening gunfire lit up the room. Bullets whizzed every which way, ricocheting off the Dark Knight. He charged through the darkness like a **** of nature. Flashes illuminating his gritted teeth. Batman flourished his cape, whisking the firearms aside. In rapid succession, he unleashed a series of jabs, culminating in a final, gruesome uppercut. One thug was sent off his heels, colliding into the other. Both clattering to the ground before their employer.

"DAMMIT! What do I pay you idiots for?!"

Penguin stamped, jittering with rage.

"Ya want anything done right in this town, ya gotta do it yourself!"

The bat slammed Penguin's umbrella to the side, grabbing the flightless bird by the collar. Raising him high off his feet.

"Call off your men! Now, Cobblepot!"

"Heh! You think that'll stop the shit show outside?! You're loonier than you look, Batman!"

CRASH!

Oswald was sent careening into the wall.

"Ugh! Damn! I... ergh...." Penguin groaned, gripping his sides.

Batman narrowed his eyes at the criminal. Instead of getting up, he simply writhed there in pain. He didn't thrown him that hard.

"Get up, Penguin."

Oswald winced, this time his voice raising an octave.

"Ergh... W-what'd you do to me...."

CRACK!

An audible snap reverberated.

"GAH!"

The short, stubby man groaned.

Something was wrong.

Batman approached Oz, watching for any sudden moves. Could still be a trick, but that was getting less and less likely with every strange noise coming from his body. He reached a hand out to the villain, only for him to tense up.

"D-don't touch me, Batfreak!"

"Oswald, I'm trying to help you. Let me see."

Bruce rolled him over to his back, unfolding Oz's arms. He stood there for a moment, perplexed by what he was seeing. His pronounced gut was rapidly shrinking, his button-up loosening by the second.

"Grugh.... W-what's happenin to me, Batsy?"

His voice, once gruff and menacing, wavered, ascending to a higher pitch that oscillated between fear and disbelief.

"I don't know...."

Words that seldom left the detective's mouth. His world was made up of facts and logical reasoning. What he was witnessing made no sense at all.

"GRAGH!"

Penguin winced, his cries accompanied by a series of cracking noises in his stubby legs as they stretched out. The bird's entire body was reshaping, but into what exactly? His skin, previously sallow and marred by a life of crime, started to smoothen and tighten, adopting a youthful glow that was almost luminescent under the artificial light. The rough, uneven texture gave way to a flawless complexion.

His face, once marked by a scowl and years of criminal dealings, now softened, losing its harsh angles and taking on a delicate, feminine appearance. His nose shrunk, becoming small and pert, and his lips plumped up, turning into a pout.

Oswald's eyebrows, once thick and bushy, thinned and arched gracefully. His eyes, previously small and beady, enlarged and took on a bright, striking color. Long lashes fluttered as he blinked in disbelief. His hair, which had been thinning and receding, grew rapidly, cascading down in waves around his shoulders, transforming from a drab, greasy black to a lustrous, deep chocolate curls.

The Bat's mind raced as he watched his adversary's body transform before his very eyes. The only conclusion he could draw was this was some kind of extremely powerful magic. But why Penguin? Why now? Bruce studied Penguin's changing face closely. And why.... a woman? It was obvious to the detective, though he kept his lips sealed. The last thing he needed was for Cobblepot to panic even more. Let the changes run their course, go from there.

After his limbs had elongated and his face had softened, his torso began to reshape. The once bulky, barrel-like chest of the Penguin started to contract inward, his waist narrowing dramatically. This shift created a stark contrast to his broadening hips, which rounded out, forming the beginnings of an hourglass figure.

Underneath Penguin's oversized shirt, his chest started to swell and reshape. Fat redistributed from his gut mounted into two lumps. With every panicked breath, they inflated larger and larger, straining the fabric more and more until the top buttons of his shirt popped off. His face flushed red as his newly raw, sensitive nipples grazed the interior of his top.

"W-WHA?!"

Cobblepot glanced down in horror, cupping his new firm bosom with his dainty hands. Stubby, short fingers replaced by long elegant, manicured digits.

"Ugh.... Batman... I'm... I'm turnin' into a broad?!"

Penguin muttered breathlessly. His tone undeniably that of a woman.

_"Stay calm, Oswald," _Batman stood motionless, a holographic screen hovering over his gauntlet. Scans indicated whatever Penguin was experiencing wasn't life threatening. Increased heart rate was merely a result of his reaction to his whole body being suddenly altered.

"N-NYUGH!"

In one fell swoop, what was left of his manhood swept back up inside of his pelvis. Organs rearranging, old cells dissipating to make room for new ones.

Her thighs thickened, filling out and curving into a heart shape, giving her lower body a distinctly voluptuous look. Her hips widened further, completing her hourglass figure that had emerged. This transformation was not just physical; it seemed to carry a symbolic weight, the former criminal mastermind's body reshaping into a symbol of female empowerment.

Meanwhile, the clothes that hung loosely on Penguin's new frame began to morph as well. The oversized, ill-fitting garments twisted and reformed, taking on new colors and shapes. Her loose, white shirt tightened against her newfound breasts, emphasizing their size and shape as it took on a crimson hue. Her trousers shrank down to a skirt which barely grazed her mid-thigh, taking on a red and white striped pattern. Her suit jacket became a flowing blue cape with a matching domino mask over her eyes and belt around her waist. Lastly, her dress shoes morphed into blue 6" heels.

Before the Dark Knight lay not the villainous mastermind, The Penguin, but someone else entirely.

"Oz...? Penguin? Are you alright?"

"Mmmh...."

She let out an effeminate groan, clutching her head. She pulled on the strands of hair only to wince, as if she didn't believe it was all hers.

"I'm... a woman..." she rubbed her head, her eyes dipping down to her breasts. She hesitantly prodded one, blushing upon verifying its authenticity.

_"That seems to be the case," _Batman studied her closely, holding out his gauntlet. A stream of blue light danced up and down her new gorgeous form. Not only had Oswald miraculously changed genders right in front of him, but he also now looked like an Americana themed superheroine. One Bruce hadn't ever encountered. The scans came back negative for a match on any existing heroes in his database, which was damn near all encompassing. The only reasonable conclusion for Bruce to draw was Oswald had become someone new entirely.

_"This feels amazing! Like I'm decades younger," she stretched, rolling her shoulders. "No back pain, no joint problems, and I'm tall now!"_ She gestured.

"Oswald, you need to come back to the Batcave with me."

He offered the former villain his hand, expecting resistance. She paused, eyes going from his hand to meeting the Dark Knight's gaze.

"Joan," she finally corrected, taking his hand.

"What?"

He helped her to her feet, albeit she wobbled a bit. New center of gravity with stilettoes was one hell of a combination.

"Call me Joan. It just... feels right? Feels better than Oswald,"

Batman squinted. He'd have to note this for later. Potential mental changes as well?

BANG! BANG! BANG!

Suddenly, gunfire erupted outside. Bruce ducked, reflexively pulling Joan in close and wrapping his cape around her.

"Are you hurt?"

"Er... no... I'm fine..."

Her face reddened.

"Come on out, Penguin and I'll kill you quick, I promise!"

Black Mask's grizzled voice echoed over a megaphone.