When you're not pretty, life sucked.

Gretchen knew this lesson firsthand, and so she sat alone at the "loser" table, nonchalantly blowing a pea back and forth with the straw from her chocolate milk whilst her other fellow outcasts of the school silently munched on their meal. With enormous braces on her big buck teeth, a rather scraggly set of pigtails and immense freckles, all she had to do was look in the mirror and she knew: she hated how she looked. Hated it.

And not even being among the Wolfboy from her class helped. Ever since that stupid remake of that movie series, guys with lots of hair were popular now. He kept asking the girls to call him "Jacob" and he had to wear no shirt, but at least he was getting more dates. But poor Gretchen was never, ever going to get anybody to be attracted to her, and she was painfully aware of that fact with every passing day.

What was sadder still was that there had been a chance for that in Dibbun Membrane. Her darling Dib, son of the esteemed Professor Matthew Membrane, had caught her eye all through elementary and right into high school. He too was an outcast like her, but disliked not because of how he looked, but because of his interests. She'd tried to share them, honestly, she had. She had worked alongside him quite well for several weeks, and gotten to know him more and more, yet at the end, despite Dib being amazed at how clever Gretchen could be when she put her mind to it, and despite how much they shared interests-

It just hadn't worked.

The moment kept playing out in her head every day. Her eighteenth birthday "initiation". The rotund friend of Zim was dragging the short, "foreign boy" away as he muttered darkly, sizzling with electrical stimuli. He'd attempted to sneak inside the school but they had reactivated the security systems and had been treated to real fireworks! Soon Dib and Gretchen were laughing together, wiping tears from their eyes as Dib adjusted his glasses and smiled over at Gretchen from their seat atop the roof. The control console hidden by a vent shaft exposed as he smiled, Dib felt a blush come to his cheeks.

"Y'know, Gretchen, I have to admit. This was actually a lot of fun." He admitted to her.

"Really?" Gretchen murmured, eyelashes fluttering as she felt her heart skip.

"Yeah. We actually make a pretty good team. I…I wanna thank you for helping me out so much." Dib went on, nervously rubbing the back of his neck. "Y'know, I've never done this to anyone before, I…would you mind?"

"Oh, no, I-no. No!" Gretchen said with a big smile, ready for her "birthday present". Soon their lips were pursing, the two leaning in. Now they were pressed against each other's chests as the moon shone soft white rays down upon the two, Gretchen putting a single hand on Dib's shoulder as he slightly turned to the left and-

Nothing. Just…nothing. No spark. No feeling of warmth or cuddliness. No rush that should have come from her first kiss.

Dib was her dream man. And she'd felt absolutely nothing when she kissed him.

"You don't feel anything, do you?" Dib had asked her a few minutes later as they sat atop the roof, hands in their laps as Dib bit into his lip, Gretchen hanging her head and sighing as she slowly nodded.

"No. No, I don't. I thought I would."

"…I thought I would too." Dib added quietly, turning his head slightly to the side, feeling somewhat ashamed. "I just don't get it. I thought we'd click, but…I guess I just like you. Not like-like you."

Gretchen slowly raised her head up, looking in his direction, her voice quiet and restrained. "And I guess I only "like" you too."

Silence for what seemed to be many, many hours, and then, at last, Gretchen held her hand out.

"Still friends?"

"Friends."

It helped, somewhat. Eased a bit of the pain to know the one she'd cared for, the one she'd sought for so long honestly did think of her as a good friend, but even so, she couldn't deny how she felt. And what she felt for Dib when it came to romance was…

Just nothing.

"You alright?"

Gretchen turned her head, seeing the fat friend of Zim, Skoodge, standing there, slightly behind her and to her right side, holding up a tray with a plate loaded with candy bars. "Just about the only thing I can bring myself to eat here." He admitted, holding it up and cringing. "I have, um, allergies?"

"I know, just like Zim. Are you, like, brothers or something?" Gretchen muttered.

"Cousins." Skoodge said quickly, sitting down next to her as Gretchen sighed and stabbed the pea she'd been wafting across the table with her fork, waving it about in the air. "I saw you were looking very depressed. I know I hated eating alone in the cafeteria where I came from. I wanted to cheer you up."

Gretchen tilted her head slightly to the side but shrugged as Skoodge sat down next to her, the red-headed boy munching on a "Skuttles" pack as she tried to find what to say. "You ever really, really care about somebody and then find out the two of you just don't "click" like you should?"

"Well, yes, actually." Skoodge admitted with a sympathetic nod as he swallowed down some of the candy and held up the bag, Gretchen taking a few herself as Skoodge continued. "There was a girl I was very, well, "into" back at my previous place of learning. Tenn." His eyes seemed to cloud over with memory as he leaned against his fist, resting his head as his voice became wistful. "Besides Zim, I did a lot of assignments with her. And we kept in touch even after we left school. Then just a few weeks ago I went to go see her after this, um…problem…happened where she worked. Really terrible technical difficulties."

"ALL IS LOST! ALL IS LOST!" Tenn screamed in horror, clinging to Skoodge as he bolted away from the insane army of killer robots, barreling for his ship as Tenn tugged on his antennae, the ruby-maroon-eyed fat Irken alien shuddering.

"What happened?"

"We were alone in my…car." Skoodge said, biting his lip slightly. "I had my arm around her. I told her I would be there for her anytime something like that happened. We leaned in close and…there was just nothing." He admitted softly, his tone becoming quiet and subdued. "Nothing. You know, I…" He hesitated before his tone became hurt, his voice sounding as though he'd been stabbed and he was clinging to life. "At the school, I did everything right. My old job, I did everything right. Wanted to succeed more than anyone else. And I thought if I just tried hard, did the best I could, did what everyone wanted, I'd finally be happy because they'd finally see what I could do. I thought if I was there when they needed me, everything would work out."

"But it didn't." Gretchen finished. "You thought you'd be happy, spending time with the one you eyed from afar so long, and when it finally happens, you're just…not."

The two stared down at the table and their food for a while, before Skoodge nervously got up. "Anyhow, I guess you're finished eating? I should…go back to Zim. He'll want to go over his plans with me for the third time."

Skoodge began to walk away, Gretchen nervously biting her lip before the request came bubbling up again. "Could you sit with me again tomorrow?" She asked, Skoodge stopping in place and turning his head, looking thoughtful.

"I think I'd like that." He admitted.

THE NEXT WEEK

It wasn't taking long for Gretchen to realize she was beginning to fall in love with Skoodge.

The two had had their first "date" at the mall, with Gretchen tossing "Skuttles" into his mouth from her spoon, getting extra points if it went all the way down his throat. Then they'd gone to the Cotton Candy factory and had made Cotton Candy busts of themselves. Day after day once school was over, Skoodge and Gretchen had made off to get away from Dib and Zim to go do things on their own.

Zim, of course, wasn't taking it that well. He muttered angrily, pacing back and forth in his home, wondering what fiendish little plan Dib was up to which had taken HIS Skoodge away. Dib, on the other hand, was just surprised to see Gretchen was really, really getting into Skoodge.

"He hasn't, like, tried to experiment on you?" Dib asked Gretchen as he, her and Skoodge sat together in the cinema, getting ready to watch "The People Persons from Planet Populace". "Shrink himself down to get inside your head and fiddle with you?"

"No."

"Because he did that to me!" Dib muttered, pointing at himself and giving Skoodge a frown. "Why on EARTH did you try to mess with my memories? It was Zim's idea, right? I thought I was an Irken for three whole days. I almost blew the city up!"

"I'm very sorry." Skoodge admitted with a shrug as he handed Dib some incredibly salty popcorn. "I was just doing what Zim asked. It isn't personal. It was just my job."

Dib groaned, tugging his face down. "It's my PLANET. How would you feel if my people did it to you?"

"Well…"

Gretchen whacked Dib on the shoulder. "Dib, be nice! Skoodge bought both our tickets and the snacks. How about thanking him?"

"How about I consider this a long-overdue apology for making me think I was shot out of a cannon for doing my job?" Dib muttered.

"Those were my memories I put into you. All you thought was in your past was in mine." Skoodge mumbled as the previews began to finish, Dib immediately cringing as he saw Skoodge's crestfallen face.

"Oh. Gee. Your leaders are dicks."

Skoodge sighed, hanging his head as he slowly nodded, putting a single arm around Gretchen's shoulder as he rested his head on her other one, Dib inwardly chuckling. Truth be told, he actually kind of liked this. It wasn't just because they were a cute couple. It was because now Zim didn't have a reliable partner anymore. And Dib was doing okay on his own, making himself busy with an investigation of a Bigfoot that evidently was living in the woods.

Still, he was worried somewhat, and he slightly frowned as the movie played on, Skoodge and Gretchen nuzzling up close to each other. This was their tenth or so date. How long would it be before the two finally decided they wanted to try something deeper? More erotic? And above all, Dib felt guilty.

He'd kind of always had a tiny little admiration and crush on Gretchen for as long as he could remember. Yet when the night had come and he'd leaned in to kiss her, he'd been even more surprised than Gretchen to find that he didn't feel the way he should for her. It had hurt him even more, because he'd had everything all perfect for a few brief weeks. The perfect partner, the best friend he could want. Somebody who worked alongside him and whom he could, in the end, confide the greatest of truths to. And best of all, someone he could love…who would love him. It should have been the girl next door proving to be the one he was meant to be with all along.

But it hadn't worked out that way. He'd ended up accidentally hurting her by not being attracted to her. And now he felt he'd sent her to Skoodge. That he'd turned Gretchen into a rebound and she was desperate for company. It was probably selfish of him to assume that she was just into Skoodge because she was lonely and wanted to fill the void he'd left in her heart, but Dib couldn't help feeling what he did. And couldn't help but worry about the big problem.

Gretchen had never really believed Zim was an alien. All the times she'd helped Dib out, she'd never really gotten a good look at Zim without his disguise. Not even the day of her 18th birthday when they'd kept Zim from breaking into the school. What would happen when they did get more personal, and Skoodge revealed who he was?

So when the movie was finished and Skoodge was bidding Gretchen goodnight with a small peck on the cheek, soon heading down the sidewalk, Dib stepped in his way from out behind a tree. "You closed your eyes, didn't you?" He asked.

"Oh! Uh, Dib! What can I help you with?" Skoodge wanted to know with a nervous gulp, seeing an intensity in Dib's eyes as the human folded his jacketed arms over his chest, amber/brown eyes staring intently into ruby-maroon contacts.

"I have to get back to collecting some Bigfoot hair samples from the forest so I'll make this quick, Skoodge. Gretchen doesn't know what you really are. She's going to find out eventually and you'll hurt her because you're not a human. But you're hurting her even worse by keeping it from her. So just tell her quick, get it over with. Like taking off an adhesive medical strip." Dib insisted, poking an accusatory finger into Skoodge's flabby frame. "She deserves the truth."

Skoodge felt sweatdrops break out on his forehead, wiping them away. "I-I mean, that is, I'll tell her! Of course I'll tell her. I'll do it tomorrow! She'll be fine with it, I am certain!" He insisted, bounding away, racing back towards Zim's home, sliding in through the back door…and then sliding down the door, flopping to the floor and groaning as he held his head in his hands.

What was he going to say to her? What would she think upon seeing him for real? She'd gotten to know Skoodge, the foreign exchange student with the weird skin condition. She'd begun to love Skoodge the human. Skoodge the alien was…what was he going to look like to her?

He knew how things really went. He knew he should have told her what he was far sooner, because then it truly would have shown full trust. It would have softened the blow. But they'd been dating for weeks. And despite what that stupid rebooted film series kept trying to say, girls didn't enjoy men that were radically different from the norm. They weren't into "monsters".

He looked himself over in the bathroom mirror on the ground floor, slowly taking off his eye contacts, letting his true eyes glimmer out. He removed the red wig, putting it down, and stared at himself, slowly blinking as his antennae bobbed up and down. He held a black-gloved hand to his face before taking the glove off and truly feeling his cheek. He cringed a bit. It felt rather dry and unsettling to touch. He'd need some moisturizer and maybe some cologne and-

"This is awful." Skoodge murmured. "…she's going to hate me."

Zim, listening in from the next room over, chuckled darkly in the soft light, unfolding a roll of paper from his pocket and looking it over.

"You have no idea, Skoodge. You'll pay for abandoning ZIIIIIM!"

"Zim, are you talking to yourself again?" Skoodge called out down the hall, raising a nonexistent eyebrow as he stuck his head out of the room. "What was that?"

"Nothing!"

…Gretchen was walking back to her home from her aerobic workout at the gym, doing a few on-the-spot stretches before she made her way down the sidewalk, grinning proudly. Sure, her hair was frazzled and her teeth were huge. But she'd gotten her weight down to almost 100 pounds and she looked good! Especially her bust. Puberty was beginning to really help her out to make up for her other lacking qualities, she inwardly thought. Besides, once she had the braces off, she didn't have to worry about accidentally getting Skoodge's hair stuck between them when she tried to nibble on him during a makeout session.

This night she was wearing a loose black T-shirt with a gray sport bra under it, short tight fitting red gym shorts, frilly white undies, white ankle socks, and gray gym shoes, putting her MP3 player to "Maniac" as she put the earbuds in, humming along to the tune. Tonight she was going to see Skoodge again, but this time she was going to surprise him. She'd put something very special into her pants pocket, a set of tickets to something she knew he was going to love-

"Hmm." She frowned, glancing about as she got off the sidewalk and made her way through the woods, biting her lip a bit. This was odd. Normally the shortcut she took through the forest didn't bother her one iota. However, it was getting rather late out and the woods were very spooky with a heavy ground fog this night. Gretchen was grateful that there was a full moon though, it did give her pretty good light. Even so, she felt a slight chill as she walked through the woods and it wasn't just the fog that was causing it. She was hearing every little noise in the woods tonight.

Cutting through this trail in the woods took a good thirty minutes off of her walk back home. Usually walking at a normal pace it took fifteen minutes to walk through the woods but she was walking faster than normal to get out of them as quick as she could. "I wish I had a car to go with my driver's license. Then I could just take a car to the gym." Gretchen thought out loud to herself before she suddenly heard a branch snap from somewhere nearby. "What was that?" she thought, halting in place, glancing left and right, eyes widening slightly before slapping her forehead.

"UGH.

"Get a grip Gretch! There's nothing out here other than some dogs." she said to herself reassuringly, moving forward before something emerged from behind the tree nearest to her, reddish eyes glinting brightly in the moonlight, faintly pinkish teeth exposed in a dark grin. He was shorter than her, but that was soon forgotten as he rose up on skeletal, steely spider-esque legs, black-gloved clawed hands steepling together as he evilly smirked, licking his lips.

"Ms. Gretchen Elizabetty." He intoned. "It's been a while since we really met face-to-face, hasn't it?"

Gretchen's eyes widened, freezing in place. That voice. No. No, it couldn't be-

"Yes. I am ZIIIM!" Zim proclaimed, holding his fists up in the air, grinning darkly. "And I've got business with you, my dear." He remarked, one of the spindly metal legs that was holding him up shooting forward, ripping through her shirt, tearing it slightly as he lifted her high up into the air, cackling madly. "Your stupid romance with my associate Skoodge has kept him from listening to me! With you dealt with and made into a brainwashed slave, he'll have to do what I ask again, and I'll have you doing Zim's dirty work!"

"You're an alien?!" Gretchen screamed out, Zim giving her an annoyed look.

"Yes, yes, I know, bask in my glory-"

Gretchen instead had a surprisingly different reaction and whipped out something from her pants pocket, mace spraying Zim in the face as he dropped her down, Gretchen barreling away, her t-shirt torn off as she bolted out of the woods, Zim's howls of agony echoing through the air. She continued to race, making her way towards the closest, nearest house. Her own home was still a block away, but Skoodge…

Wait. She froze at the front step of the house. Skoodge. Skoodge was an alien like Zim was. All this time and he hadn't told her. Could she even trust him anymore, knowing what she now-

She then heard something, blinking in surprise as she snuck around to the back of the house, poking her head up against the window, Skoodge sitting at the kitchen table…and definitely not a human. His antennae hung low over his head as he held his head in his hands, shaking it back and forth.

"She's going to hate me so much for not telling her." He murmured aloud. "Why didn't I just admit what I really was a week ago? It would have been so much better. There's no good way to tell her the truth." He muttered. "And I can't keep lying to her because she'll figure it out eventually and-"

"So you really are an alien, huh?" Gretchen spoke up, entering through the back door as Skoodge lifted his head up, Gretchen sighing as she looked down at her chest. "Sorry I'm not dressed, Zim was…he attacked me in the forest. Wanted to get rid of me to make you do what he wanted again. Something about "making me do his dirty work"?"

"Oh. So that's what he was building the mind-control slug for…" Skoodge murmured, scratching his head before he bit his lip and rose up from his seat at the table, gesturing at himself. "This is me, Gretchen. The real me. I'm sorry I didn't tell you the truth of what I was, I-I just…" He hesitated. "I didn't know how to say it. And I wasn't supposed to, we Irkens are supposed to keep what we are a secret from other species until it's too late for them to stop us, but-" He trailed off. "…I didn't think you'd want to be with me if I wasn't human."

Gretchen sighed before she turned slightly away, biting her lip. For a long time, she didn't say anything. And then-

"You were nothing but nice to me. You made me laugh, you rested your head against mine whenever we sat together, you had the cutest smile, and that's the Skoodge I fell in love with. You being human or Irken doesn't matter to me. Not really." Gretchen finally remarked as she knelt down slightly and embraced him, the two hugging intensely as Skoodge deeply inhaled her scent, taking in her raw, fresh-from-running form. "You were there for me when I needed you. All the time. That's the kind of person I want in my life."

Skoodge pulled back slightly, looking up into her eyes, head tilting a bit to the side as he smiled. "I've been wanting to ask this of you for a week now. Would…would you like to go upstairs?" He asked. "I've been watching some videos on this, I-I think I could do it."

She giggled a bit, rubbing the space between his antennae before heading up the stairs to where Zim had his "bedroom". Not that Zim was gonna need it at the moment. Or for the next hour or so. "Why Mr. Skoodge, you're trying to seduce me!" She giggled, Skoodge opening up the door as Gretchen laid down on the bed, he climbing on top of her as she removed her bra and the rest of her clothes, slipping them off the side of the bed as he took in a deep breath, taking off his clothes as well before reaching down with his hand. He began to grope her breasts, feeling them with his clawed hands, enjoying the pleasant way they bounced about.

He then leaned down, kissing her, his wormlike, long tongue exploring the inside of her mouth slightly as he continued to fondle her chest. He then moved his head down, his tongue making its way around her right breast, then her left as they subconsciously responded to the licking, becoming erect and quivering as Gretchen shuddered in pleasure. After a few minutes of this he continued to lick his way down her body. When he got to her bellybutton he stuck his tongue into it. She groaned as Skoodge did circles with his tongue in her bellybutton, continuing this for a few moments before making his way even further down her form, his tongue finally reaching her womanhood. She gasped slightly as he licked her lower lips, feeling as though a jolt of electricity had hit her.

Gretchen couldn't believe the sensation of the Irken's tongue on her pussy lips. It was electrifying. Never before in her life had she felt anything like this. As he licked her pussy lips her womanhood got wetter and wetter, his tongue fully moving inside her, savoring the slightly salty, slightly milky taste of what lay within. Gretchen was amazed at how wonderful his tongue felt within her, and was now moaning in pleasure, spreading her legs apart even wider to try and give Skoodge better access to her pussy. As he continued to eagerly lick away Gretchen could feel an orgasm beginning to rise. "I-I…OH!" She gasped out, the rush surging up from her body as she let out a howl of delight, juices flowing freely as Skoodge eagerly drank every last drop, sighing in bliss.

Skoodge was positively overjoyed himself. The internet had served him well, Gretchen was absolutely enthralled by what he was doing and now he was ready to take it even further. He smiled sweetly down at her, caressing her cheek with his clawed hand as his manhood began to emerge. Normally Irken shafts were buried deep within, barely used except for the necessities, but now…now he'd be able to put it to proper use in pleasing the woman he had grown to love. "Are you ready for this?" He asked her, Gretchen faintly feeling the tip of his dick poking around her pussy lips.

"Go ahead." She said with a big smile, giving him a wink. "You've been amazing so far! Just…wow!"

With that, he beamed in delight, his Irkenhood smoothly moving right up into her pussy, beginning to madly fuck her as he started. Gretchen began to breathe heavy as her body started to shine with sweat. Her and the Irken began to breathe in unison as the lovemaking progressed, Skoodge amazed at how arousing this was. He'd never experienced a rush like this, and he could feel how soaking wet his penis was from his beloved Gretchen's inner workings as he grinned joyously, his seed flowing freely into Gretchen's waiting womb as he pumped and pumped.

"Oh yes! YES!" Gretchen moaned to the Irken as her alien lover grinned. He wrapped his legs around her, giving himself easier access to her slit as he leaned in, kissing her deeply as their tongues began to probe each other's mouths. They wrapped their arms around each other, their lovemaking continued on for half an hour until they both had an orgasm nearly simultaneously. His howls of ecstasy and her screams of passion reverberated throughout the air, Gretchen and Skoodge flopping onto the bed as they looked deep into each other's eyes, sweat dripping off their bodies as he gently stroked her hair.

"That was…I've never, ever experienced anything like that." Skoodge murmured. "I wasn't too rough, was I?"

"Are you kidding? I loved it!" Gretchen admitted before cringing. "Ugh. We sound like that couple in that stupid film."

"You're right. YECCH." Skoodge groaned, rolling his eyes. "You know, the last in the series is coming out, we should go there next week to the midnight showing and say snarky comments about it in the background."

"I'd like that." Gretchen chuckled with a toothy grin. "But what about Zim?"

"I'll go have a talk with him. Make sure he stays away from you." Skoodge promised. "If I have to, I'll even ask Dib for help."

And where was Zim? Well, as it were, Dib was actually not too far away from him, holding up a camera as he made his way towards a fire deep within the woods, seeing Zim's familiar and undisguised form with his back turned to him, evidently waiting for something. Dib grinned, holding the video camera up as he slunk closer through the dark forest.

"I've got you now, Zim! And soon everyone is going to see…you're…you're…"

The Bigfoot tilted her head to the side as Dib finally looked over the log Zim had been sitting on, really seeing what was in front of the fire as Zim turned, his sore, muddy eyes still clouded by the mace which had only just barely missed completely blinding him. "Honey, is this a friend of yours?" Ms. Bigfoot inquired, showing off her leafy bikini as Dib slowly lowered the video camera, looking from Zim to Bigfoot.

"Oh. Um…Er…you see, uh…" Zim muttered quickly, sweating nervously as Dib looked Bigfoot up and down. ESPECIALLY down.

And more specifically, at what she was not wearing.

"I, um…kind of…that is…she found me in the woods with this unfortunate injury and has helpfully agreed to nurse me-" Zim began to say, wishing he could get across the utter, paralyzing fear that had him rooted to the log, hoping Zim could recognize the morse code of "Oh PLEASE Help Me" he was rapidly blinking out through his eyes.

"You know what, Zim?...I'm not even going to TRY today." Dib decided, tossing the video camera way and groaning, resolving to immediately head home, get into the bathrub, and wash his eyes out with Lysol as soon as humanly possible.