I don't own Yu-Gi-Oh! GX. Only Melinda is mine. This is an AU of season one of the series.

Chapter One- The Witch

"I use the spell card Power Bond to fuse my Cyber Dragons to form Cyber End Dragon." The three machine monsters wrapped their bodies together and with a flash, they became Zane's three-headed dragon. "Attack her monster with Super Strident Blast!" His monster unleashed its attack, reducing the monster to dust and reducing the owner's life points to zero.

"The winner is Zane Truesdale!" Crowler announced with a beaming smile, proud of his top student effortlessly winning another duel.

The crowd roared happily at the outcome, the cheers of the girls being the loudest of all. Zane looked up to lock eyes with Alexis Rhodes before smiling at her. He then turned his attention to his opponent, Melinda, who was still on her knees and glaring hatefully at Zane.

"Good duel," he said, offering his hand.

Melinda slapped it away as she stood. "You disgust me," she said.

"What?" Zane was confused. Melinda had come to the Academy to challenge Zane to see if he was ready for the pro circuit when he graduated. A pro would be pleased to have a challenging rival. What's her problem?

A fresh wave of cheers from the girls made Melinda look around at them before looking back at Zane. "Big man on campus, aren't you?"

"Well, I am the top duelist," he replied. "I seem to have a fan club though I don't encourage it." His eyes sought out Alexis again.

Melinda followed his gaze before returning it to her opponent. "You think everyone admires you for your dueling skills. I think that everyone envies your ability to charm the ladies."

"Charm the ladies?" he repeated. "Melinda, I'm a duelist, not a ladies' man."

"Oh, I believe you. You're not a ladies' man. In fact, I don't believe you're a man at all." Melinda's eyes gleamed as the young woman poked Zane in the chest. "I curse you, Zane Truesdale. You will become like those who cheer for you. I mean, exactly like them."

"A curse?" Zane scoffed. "What do you think you are? A priestess?"

"No," she said, seeing Zane's friends approach including the girl Zane had been looking at. "I'm a witch in addition to being a duelist. Remember my curse for it will be physically real at dawn tomorrow." Melinda turned and swept from the arena.

"Big brother?" Syrus spoke up. "Did she say curse?"

"She did, but it was just talk. You know, curses aren't real." He led his friends away, fully believing in what he said but was unable to explain the chill that went down his spine.

Heh, that woman actually bills herself as a witch duelist. Her deck certainly had a spellcaster theme with monsters having the word witch in their names. Zane leaned back from the monitor, arms folded over his chest. She could be someone who believes in her deck so much that she thinks she's like them; in this case she believes she's really a witch. Zane shook his head as he turned off his computer and left the room. He wasn't going to give Melinda another thought; he had someone else on his mind: Alexis Rhodes.

Alexis was waiting for him at the lighthouse, his favorite spot. He joined her and, for a time, no words were exchanged. Finally, Alexis said, "Zane, you said that woman was trying to curse you?"

"She was all talk, Alexis. Curses don't exist."

"They might exist. After all, we have experienced Shadow Magic."

Zane bit his lip. He knew Alexis was right. He wasn't about to forget about the vampire Camula. She had used her Shadow Charm to place his soul in a doll, not to mention Crowler. "You have a point," he said slowly.

"So, what did she say?"

"She said I would become exactly like those that cheer for me and that it would become physically real at dawn."

Alexis blinked. "Maybe I'm missing something, but we're all duelists."

Zane stared at the water, thinking. Yes, everyone there are duelists and they were all cheering. I did notice that the girls were cheering the loudest. Suddenly, Zane went pale as the words Melinda had said just became clear. He also felt dizzy as if his brain was already switching on him. A hand went to his forehead, his eyes closed.

"Zane?" Alexis asked, concerned about his actions.

He opened his eyes and lifted his head to look at her. He actually felt worried about his friend still liking him. "Alexis, would you still like me if I wasn't me?"

"If you weren't you? I don't understand."

"I believe that she just cursed me to become a girl at dawn."

"What?" Alexis said faintly. "You, become a girl?"

"The people cheering the loudest were girls and Melinda accused me of charming them. I tried to tell her that I wasn't and she believed I wasn't being a ladies' man before saying she didn't believe I was a man at all and that's when she laid the curse."

"Oh, Zane." Alexis reached out to put a hand on his shoulder, but Zane turned away from her and gripped his arms. "Zane?"

"It's starting," he said softly. "I feel like I'm thinking like a girl. I feel like gossiping. I'm trying to fight back."

"Keep fighting. Just know I'm here and I'll still like you if you change and I won't leave you."

Zane released his arms and turned back to her, his trademark smile in place. "Thank you. I needed to hear that."

"You're welcome. Is there anything else I can do? Maybe I can provide some female clothes?"

"No, that's not necessary. I plan to fight this and break it through force of will."

"Sure. I hope it breaks." Deep down, Alexis felt Zane was in denial and he wouldn't accept the possibility that he would fall to the curse. I think Syrus needs to know about this.

"What? Zane become a girl?" Syrus gasped. Jaden looked likewise stunned.

"He plans to fight it and hopefully break it, but it's more likely that tomorrow morning, he'll be female."

"No, we can't let that happen!" Syrus exclaimed. "We need to find Melinda and get her to undo it."

"I tried to find her, but there are lots of places to look. It's possible that even if the whole school searched the island, by the time she's found, it might be too late."

"Maybe not," Jaden said. "She could still undo it after it activates."

"Yes, she still could. Good point, Jaden."

Zane picked at his food, ignoring the celebration going on around him. Crowler decided to have a party to celebrate Zane's victory and the Obelisk students were thrilled to honor their best duelist. He acknowledged their congratulations, but he was preoccupied with other matters. He kept feeling and thinking like a girl, but fought each time and those thoughts and feelings would dissipate only to return stronger than before. He kept fighting. He was not a girl and he was not going to be a girl. He came to the realization that his lack of eating could come across as acting like a girl and he forced it down.

It's getting harder to resist, he realized later as he laid in bed. I fear that all my fighting will be futile. No, I mustn't think like that. I will not think or act like a girl even if I become one in body. He closed his eyes and was soon asleep.