Zatanna

Tim was horrified at the ultimatum he was being given. Cooperate with this alien freak or have his mind essentially hijacked and Brainiac would get what he wanted anyway. There really wasn't a choice here. He had to do what Brainiac said and hoped that once he was close to the Justice League that he could warn them somehow. If Brainiac wanted to bring them down from the inside, the chances were that he feared they could bring him down if they figured out what he was planning. He was striking preemptively.

The Red Robin had to think for a second. He glanced between the three women on the screens before him. He had to choose one. He doubted asking Brainiac for different options would yield any results. He was lucky he was being given any say in this at all.

"W-why are all the options girls..?"

_I_t was still worth a try.

"My analysis of the human race has proved time and time again that males tend to let their guards down around attractive females. You will arouse less suspicion. Now decide. You have 10 seconds before I choose for you."

Brainiac responded in his cold monotone.

"Z-Zatanna..." Tim sighed. She was the least outrageous of the three options. He didn't think he'd survive with Power Girl's giant breasts. He'd also probably slip up and get caught somehow if he chose Wonder Woman.

"Very well."

With that Brainiac went to work. A metal tentacle opened up to reveal a red light that shined up and down his body. Were these things scanning him? Another tentacle tore his costume off with ease and shredded any spec of clothing he had left off of his body. These things had to be incredibly strong to just rip his Wayne Tech made costume off like it was a cheap replica from Party City. The skin that the light touched became smooth and hairless, the light roaming his body until the only hair he had left was on his head and his eyebrows.

"Beginning sex alteration process."

Brainiac announced. Tim swallowed hard. He wanted to struggle but knew he couldn't. The consequences were too great.

Multiple tentacles swarmed Tim now, each with a specific purpose. One latched onto his crotch while another placed panels over his hips, thighs, and ass. Two more with suction-cup looking appendages latched onto his chest while a third coiled what could only be described as a metal corset around his waist.

There was no doubt left about it's intended purpose when it tightened and took his breath away. If this was just any old piece of metal wrapping around his torso, it would have likely crushed his ribs and maybe even damaged his internal organs. However, this was no ordinary sheet of metal. It was a delicate tool that was designed to be malleable. Brainiac used **** precision when permanently altering his subject's body. The alien was careful not to bring harm to Tim as he was needed alive and well for the plan.

When the corset was removed, Tim saw how drastically the machine had reduced his waistline. The abs he'd worked so hard to achieve were replaced with a flat, slightly toned stomach. It looked like his ribs and spine were adjusted to have a natural curve at the waist.

"Subject's waist altered to match Zatanna's. Continuing to the next phase..."

The panels and arms latched to his chest and lower body whirred to life. "Gah!" Tim gasped, feeling an unfamiliar commotion in his genitals. It only took a couple seconds for the metal tentacle in between his legs to sedate him and invert his manhood. Smaller tubes ran up into his body as his insides were also modified. In order for this to work, Brainiac ensured that Tim matched Zatanna's biologic profile to a T. This included being a naturally born woman. Giving Tim a vagina was not enough. He injected specialized hormones jacked with Zatanna's DNA and created a womb inside Tim's body.

Simultaneously, the panels on his hips, thighs, and butt whirred. The tentacles worked in tandem, his hips growing outward as his bones were restructured to make room for his new womb. His muscular ass deteriorated into fat and it was expanded outward to match the size of his hips. Meanwhile, the chest suction cups started whirring, smaller string-like tentacles hooking into his nipples, a foreign substance flooding into his pecs. Just like with his ass, the muscles on his chest dissipated and were replaced by mammary glands that bubbled more and more as they were pumped with a fatty substance also generated with Zatanna's genetic code in mind.

Tim's face flushed red as he couldn't handle all of these strange feelings at once. He bit his lip to stifle a moan from escaping his mouth.

"By my observation, this experience is proving to be quite pleasurable to you," Brainiac analyzed Tim.

Tim couldn't lie to the coluan invader. He nodded at the screen with Brainiac on it.

"Intriguing..." he didn't intend for it to be painful. He most certainly could have made it downright torturous if he wanted to. He was treating Tim's body like it was playdough, after all. As another gesture of good faith in their partnership, he used plenty of sedative so he could remain conscious without suffering from the more painful alterations. He hadn't expected the transformation process to be a pleasurable one. He'd have to conduct further analysis.

The tendrils unlatched from Tim's body, revealing the curvaceous and undoubtedly female body they left behind. He gasped as he felt the one tentacle slowly retract itself from the inside of his vagina. He couldn't see passed the newly formed breasts that sat on his chest. His nipples hardened from the cool air of the chamber.

"You are now, for all intents and purposes, a female. Down to the very chromosome."

"This next injection will alter your genetic structure to match Zatanna's."

Without any hesitation, another tendril shot a needle into Tim's neck. The liquid entered her bloodstream, bonding with her DNA and altering her body on a genetic level. The nanobots inside the liquid started to rewrite everything about Tim's genetic code. Any muscle left where they weren't supposed to be were repurposed as fat and moved elsewhere. Her body began producing more estrogen than testosterone.

A metallic helmet lowered over Tim's face. She was horrified by it but what more could he do than sit there helplessly? So much of her body had already been altered. She was secretly hoping Batman would have shown up a long time ago but evidently he hadn't found her yet. Surely Bruce noticed that Tim had gone dark on comms. He probably had his hands full. This was what her training was for, right? She became Red Robin so she could make it out on her own as a superhero. She couldn't rely on Batman to come rescue her every time she was in trouble.

The plate pushed against Tim's face.

"Commencing facial reconstruction."

The machine whirred as his jawline and nose shrank down. Her features became softer and more feminine. Her very skull was being adjusted to match Zatanna's bone structure so she'd naturally have a matching face to the magician. Her already raven black hair was elongated and styled. Makeup was applied accordingly and the plate removed itself.

"Gah!"

Tim caught her breath, having had a hard time to breathe with that thing in her face.

"Wh-what..? I sound like-"

"Zatanna Zatara. Mistress of Magic."

Brainiac finished her sentence. "No one on the Justice League will be able to tell you apart from her," he pointed out. More tendrils came by and dressed her in underwear and Zatanna's costume.

"You are now an exact copy of Zatanna. No DNA test on Earth could tell you two apart."

The tendrils released Tim. She was instantly thrown off balance by the newfound weight on her chest and her ass. The heels didn't help either.

"Woah..."

She caught herself body adjusted herself like she was used to wearing heels. "D-did I just do that?" She was surprised to go from having balance issues to being perfectly fine all within the span of a few seconds.

"It didn't take much deliberation to come to the conclusion that you would struggle suddenly being given a new body, and a female one at that. I have taken necessary precautions to rapidly assist you in adjusting to your new form. The nanobots I introduced to your bloodstream have tweaked your mannerisms to match Zatanna's. Anything she does will come second nature to you."

"But... I don't have any powers... no one's gonna believe I'm some great magician."

"You do now. You have access to her full range of casting abilities, you just lack formal training. As I said, let the nanobots do what they were designed to do and you will not have any issues convincing the Justice League that you are her."

"And what about the real Zatanna? They'll figure me out pretty quickly if she's around..."

"I have already removed Zatanna from the equation. Upon your selection of Zatanna from the three options I gave you, one of my dropships **** her and restrained her. She is currently being held in cryostasis on the other side of this galaxy far away from where anyone on Earth will ever find her or think to look."

Tim was terrified by Brainiac. He'd really thought of everything. Probably months in advance. He was a living computer.

"Before we commence this operation, I would like to inform you that those same nanobots can easily grant me control of your motor functions. I can also make you feel pain unlike anything you have experienced in your entire life. I can keep you alive to ensure you don't cheat the punishment by dying from shock. Keep that in mind if any traitorous thoughts cross your mind. Am I understood..?"

"Y-yes... Brainiac..."

"Your response is acceptable. It is time I brief you on the plan. You will return to the Justice League's watchtower orbiting Earth. No one has noticed Zatanna's disappearance yet. The sooner you fill her role before she is labeled as missing, the better. Once inside, you will have access to the Justice League's server room."

A tendril procured a USB and placed it in Tim's cleavage for safe keeping. "Place this in their system and it will do what must be done," he finished. He couldn't breach the tower's security with his drones otherwise he would've done this himself.

Vril also wanted to test his tech's mettle when it came to altering the forms of living organisms. He not only successfully changed the biological sex of a human being from male to female as if she was born that way, he turned her into an exact copy of another human being. Her own mother wouldn't be able to tell her apart from the true Zatanna. An accomplishment he was silently proud of.