While it wasn't the first time Rippen felt like a clown, it was certainly the first time he looked the part. Busy checking his white faced reflection in a funhouse mirror- which he assumed was their runned down hideout, the part-time villain's number two cheerfully piped up next to him.

"Oooh, clowns! Do you think this is a clown dimension?" Larry didn't stop long enough for Rippen to give an answer, even if he wanted to. "It's always fun being a clown. Did I ever tell you I actually went to clown college before? I did, it's true! They said I was the best at it and everything! But then, huh and this is so weird, at the end of the course they handed me my certificate and, would you believe, it said 'Educational Administration'. SEE, it ended up not being clown college at all! Boy, I sure had egg on MY face! But yeeeah, that's how I decided to become a principal instead."

Silence hung in the air between them as Rippen gave his henchman an unimpressed look. Larry, on the other hand, continued to smile as he blinked innocently- his cutesy and adorable factor doubled by the little jester outfit he wore.

"Finished, are you?" Rippen asked with a sarcastic lilt.

"Yep! Unless you want to hear another story: like the one time I won a giant octopus from the county- mmph!"

The smaller man's ramblings were put to a standstill as the part-time villain covered his mouth with a hand forcefully. The clown dressed criminal glared down at him with a frown- though it was hard to tell with the way his lips were tinted to an everlasting grin.

"NO thank you, Larry. What I'd REALLY like to know is what the mission is. Do you think you can manage that, hmm?"

Larry nodded his head, which was enough for Rippen to dare to remove his hand from the blathering fool's mouth. Larry, still all smiles, happily pushed the side of his white glasses- showing the schematics of the day's plan.

"Okay, looks like we're in a place called 'Gotham City'- looks spiffy! And it seems that the clown prince of crime, the Joker- that's you big guy- has plans to get the whole city laughing during the city's 100th year anniversary." The scene changed to a giant parade balloon of a sinister looking clown. "The balloon is stuffed with a mix of helium and what's called 'Joker venom'. This stuff will have people laughing to death- literally! Aww, well that's not that nice."

"We don't deal with niceties, LARRY," Rippen spat, arms crossed. "So would you just tell me what we need to DO already? So what, we're going to just run around spraying people in the face all evening? How droll."

A pause of silence as Larry pushed the button on his glasses again.

"Actually, looks like all you gotta do is ride a float, pass out money, and distract the crowd long enough for the joker venom to leak out of the thing. Sounds like fun! What a way to put our clown costumes to the test, ey sweetie?"

Something told Rippen it wouldn't be that easy, no doubt with Penn Zero and his mindless friends pitted against him. STILL, starting a riot had a potential to blindside the heroes long enough for the gas to leak out over the city- and then, and only then, will victory be his!


Victory had been there! It had been so close! It was in his grasp! Everything had been going well: the police had been unable to stop the crazed crowd as they all jumped at the chance to grab hundred dollar bills that were thrown into the air like bright green confetti- especially with the help of his jester henchman and the local hired help from the criminal underbelly of the city. Rippen had used his charms to wow them all, lightly swaying his hips to the funk 80's music, as the citizens' own greed caused them to lap up everything he was given them. Including the venom that was slowly filling up their lungs.

By the time they realized anything was wrong, it was too late as people began to laugh uncontrollably.

"Haha! Take that, you fools! How do you like the joke on YOU for a change?!"

But no, that no-good Penn Zero had to come along and cheat. Nobody told HIM that the hero had a bat-shaped plane up his drably dressed sleeves! And with an extended claw coming out from it, Penn had been able to grab and rip away the poisonous balloon.

"That's… that's my balloon." Rippen's shock turned to anger as he growled, lifting up Larry as he began to shake his henchman violently. "PENN ZERO IS STEALING MY BALLOON!"

Down on the ground Sashi and Boone had been busy as well. The team's sidekick (dressed in vibrant green, yellow, and red with a large 'R' on her left breast) was working on the part-time villain's hired help. With a long staff as her weapon, she hit and kicked any and all thugs she could see- her eyes locking on them like a fierce predator. The wiseman- now sporting a greying mustache, long coat, and the badge of Gotham's police commissioner- was busy directing the police force to get people indoors and whatever medical attention was needed from the dangerous fumes.

All signs were pointing to it being yet another humiliating defeat.

"Oh, no, not on MY watch!" Rippen turned on his heels in a quick motion as he hopped off the float and began to run. "C'mon, Larry! We're going to Ace Chemicals to get more of the blasted venom if it's the last thing we do!"

"Jokes on you, Rippen," an ominous and annoying voice said from above, before landing in front of the clown criminal- stopping him in his tracks. It was Penn Zero dressed as the city's Batman, cape draping him like oversized and ghastly curtains. The hero continued. "It looks like this WILL be the last thing you do. Bat-Penn is taking you down, old man!"

Rippen rolled his eyes.

"Lacking wit as usual, I see. But no matter, just because you took down my balloon- as admittedly garish looking as it was- doesn't mean this is over! I have LOADS more joker venom where THAT came from!"

"Though not so much in the balloon department." A glare from Rippen. "What? It's true. That was the only one, you know."

"Then we'll make more balloons! We'll pour it into the city's water supply! Mix it in cosmetics, for all I care!" The part-time villain turned back towards his nemesis and a hand snuck its way past his purple jacket. He began to laugh triumphantly as he pulled out a pistol. "It doesn't matter WHAT I do because there won't be any Bat-BOY to interfere with my plans any longer!"

Rippen pulled the trigger and both Larry and Penn cringed from the sound- the hero more so in anticipation of what was to come. However, when the young teen noticed he felt nothing, he looked down at his chest and patted himself. Nothing… had happen? Did Rippen miss him when he was standing THERE, right in front of him? Penn Zero looked up and noticed that all that had come out of the gun was nothing more than a small banner with the word 'BANG!' on it.

Rippen threw the thing down to the ground furiously.

"Larry, I thought I told you to grab the REAL pistol, not this cheap gag of an imitation!"

Larry looked quizzically at the fake weapon.

"Whoops, honest mistake. Though, as my momma always said, bless her heart, nobody should be playing with those dreadful thing anyway."

"YOU'RE the dreadful one!"

While the criminals argued, Bat-Penn went into action. Pulling out a grappling hook from his utility belt, he fired it towards the fire escape hanging right over the feuding part-time villain's head. Giving it a good yank, the ladder came crashing down- landing on Rippen's head with a metallic THUNK.

"Oh my!" Larry cried in alarm. "Are you okay, pudding?"

"N-no thanks, mommy, I don't want any." Ripped replied with a crazed laugh. Rippen tumbled about, all ability to think and process completely wiped out. He stumbled, falling into the trash cans next to him with a loud clatter- he was out cold.

"And THAT, " Penn said triumphantly, just as his friends made their way towards them, " is how you get the last laugh."

Larry didn't find it funny, nor would Rippen later when he woke up to his number two nursing him through the biggest headache he had ever felt.