Plagiarize or sue me, and I will hunt you down and make you pay. Now that I've made that clear…Some characters belong to MIB: The Animated Series, while others belong to Delia or Chanda, the other characters are mine. Pleasant reading. ^_^

This fiction is dedicated to Agent (Mommy) S of the Yahoo MIB: The Series Group! Thanks for keeping us agents in line! *salutes*

Sidekicks & Highjinxs

New York City, a big city full of big people that have big dreams. These people have made great accomplishments, they've modeled and remodeled the world around us, they are our idols, our heroes, our inspirations. This story---is not about them.

By now you're probably going, "What?!" Well, let me explain. Behind every good hero, is a loyal, trustworthy, brave, and too often---overlooked, sidekick. They are the individuals who stand in the shadows of their more popular friends. These little guys, and sometimes gals, are the butt of every joke, the fall guy, the little weirdo in the green and reddish tights. Well this story, is about the little guy, and the little gal. They are two of the MIB's finest sidekicks. They make us laugh, they make us…laugh some more, and it's about time they got a little recognition for it. This fiction is for those loveable 'minor characters' (one of which I created), Lucy and Blitz.

And now you're crossing your eyes, tilting you head, babbling your lips, and going, "Who?!" As my last nerve wears thin I'll tell you a little about these unnoticed characters. Lucy, the pet bacteria of Zeeltor that has become a lovable second hand character that roars her opinions and sits idly by watching---without fear, as best we can tell---while Zeeltor tinkers with his latest (and most likely dangerous) inventions. Blitz, don't call him a pet, he's an assistant to Yazmine, (both my creations), who is Zeeltor's lab assistant. This green little alien lightening bug zips around the lab in a yellow streak aiding Yazmine in her experiments and occasionally bickering with her over something. His high pitched squeaks, remarkable strength, and many 'adorable' expressions make him almost as lovable as Lucy herself.

Now if you're done asking me annoying questions, I think it's time we got on with this story. An adventure based entirely on Blitz and Lucy. Yes sidekicks, this is your kinda fic! ^_~

CRASH!

"Bllliiitttzzzz!" Yazmine called as her assistant, the alien firefly, zipped behind a roll of paper towels after knocking a beaker off the shelf sending it shattering on the floor.

With her hands on her hips she confronted the little bug. "Blitz, how many times have I told you to be careful when you fly around in here?"

The little alien peered out from around the paper towels and squeaked something that only his 'boss/friend' could understand.

"I know it was an accident Blitz," Yazmine's features softened, "but it's the third accident this week."

The lightening bug's antennas drooped and it squeaked out something similar to an apology. Yazmine melted for Blitz when he got like this.

"We can't keep running all the way down the hall to the supply closet every time you accidentally break a beaker Blitz," she continued in a gentle tone, holding out her hand and letting the bug slowly step into it. "It's time consuming and well---annoying."

With a sigh she glanced down at the little creature, noting that he looked genuinely sorry. "If you really want to be of some help to us today I'd appreciate it if you'd go fetch us another beaker while I clean up this mess."

Blitz's antennas perked up and his wings started to beat rapidly. With a nod he buzzed off down the hall to get the beaker. Yazmine shook her head to the petri dish lying next to the paper towels on the counter. "What am I going to do with him Lucy?"

The bacteria inside the dish roared to her and seemed almost sympathetic towards the little bug. "I know he doesn't mean any harm but sometimes, he just gets in the way. Still," Yazmine knelt down and swept the glass fragments into a dust pan, "I wouldn't give up my sweet little Blitz for anything in the universe."

"What a charming sentiment." a cheerful voice from behind her remarked.

Yazmine spun around and saw Zeeltor emerging from behind the open doors to one of the large cabinets in the lab. He had been gathering supplies for use in their latest experiment, "Zeeltor, you startled me!"

Zeeltor chuckled to himself as he laid the supplies across the surface of the counter, turning to the petri dish he spoke, "I feel the same way about my little Lucy here."

Yazmine smiled. "They're irreplaceable."

Blitz flew back into the room, swirling around the beaker which was ten times his size, to keep it hovering in the air. "Thank you." Zeeltor grinned and took the beaker before Blitz could run out of steam.

"Alright Blitz," Yazmine got up and deposited the glass into the trash can, "Zeeltor and I have work to do right now so why don't you relax for a while. Maybe play with Lucy?"

"Oh I'm sure she would enjoy a little companionship today," Zeeltor beamed, "she's been a little depressed lately."

"Aw, poor Lucy," Yazmine remarked, peering at the dish and putting her hand gently against the side. "What's the matter?"

The little bacteria roared something that Yazmine couldn't quite understand, but Blitz seemed to know. In a flash of bright yellow the little alien bug was rubbing gently against the dish and squeaking words of comfort to his new friend.

Yazmine and Zeeltor smiled at each other, "Play nice you two." Yazmine chuckled and went over to the other end of the counter to work with Zeeltor on their new experiment, the Tight Fit Machine.

They worked for hours on the device before Zeeltor finished uncrossing some wires and announced, "I think we've done it!"

Yazmine was a little unsure about that, "Uh Doctor," she hesitated, "are you sure we've worked out all the bugs? No offense Blitz."

Her assistant squeaked something out that was equivalent to, "None taken."

Zeeltor pondered this for a moment, looking over the invention carefully. "Well, the only way to be absolutely certain is to take it for a test run."

Blitz and Lucy exchanged worried looks, (well, Lucy looked as concerned as a bacteria possibly could).

Yazmine shied back, recalling all the less than perfect experiments that they'd taken for unsuccessful test runs in the past. "I don't know. It seems a little too risky to me."

"Oh I'm sure it will work fine." Zeeltor assured her, "And I'm pretty sure it won't explode afterwards."

Those sounded like the words of someone who was grasping at straws to get volunteers for a fluke experiment, but Yazmine certainly wouldn't let him try it out alone.

"Alright," she sighed, "now this device would theoretically alter the size of an agent allowing them to maneuver through tight spots while in the field."

"That's correct."

"Then we may as well get this test over with."

"Alrighty," Zeeltor turned and aimed the device at both himself and Yazmine, "I've set it to reduce our size by half."

"Good." Yazmine relaxed. At least Zeeltor wasn't going overboard like he usually did when testing something like this.

"Here we go! Three…two…one-"

ZAP!

Zeeltor and Yazmine were hit with the ray, Lucy and Blitz flinched. When they dared to look again their owners were---gone!

Well, it LOOKED like they were gone. They had actually been shrunken to the size of beetles.

"Uh Zeeltor?" a squeaky voice asked from somewhere WAAAYYY down on the floor.

"This. Is. Fascinating!" a shrill voice exclaimed.

Lucy and Blitz could hear their masters, they just couldn't see them. Blitz peered over the counter and spotted them on the floor. Yazmine did NOT look happy.

"Fascinating?! Doctor, we're the size of insects! How are we supposed to get back to our normal size? We can't possibly operate the controls while we're this little!" Yazmine was shrieking.

"Not a problem," he assured her, "we'll just get one of the other agents to reverse the effects for us."

"And how are we supposed to do that?" Yazmine groaned, "Walk right into Zed's office and hop and down till he notices us??"

"Won't be necessary my dear," Zeeltor stated confidently, "Agents are always popping in and out of the lab. Why we'll just get some assistance from Elle, Delia, anyone who drops by. Just as long as it's not Agent-"

"Yo Doc?" a familiar voice called as someone entered the lab.

Yazmine slapped a hand to her forehead, of all the luck.

"-Jay." Zeeltor winced.

Blitz was loving this, 'Now who was causing trouble?'

Lucy roared something to Jay as he rounded the table and came over to the counter. "Hey Yazmine, Zeeltor, you in here?"

"We're down here Agent Jay!" Zeeltor and Yazmine we're jumping around below trying to get Jay's attention.

Blitz zipped around to the agent and gestured down at the two scientists. Unfortunately for them, they looked like ordinary bugs at that size. "Hey Blitz my man, make some new friends?" Jay asked referring to the scientists.

Then he spotted the invention lying on the floor, Zeeltor had dropped it while he was shrinking. "Dude, what's this thing supposed to do?"

"NO!!" two squeaky voices shouted.

By this time Jay had learned never to aim any of the inventions in the lab at himself, so he took aim at a trash bin instead. He was amazed to see it shrink nearly out of site when he pressed the button, but more over, he found it to be just too cool!

"Whoa, I could have my quarters lookin' neat in no time with this baby!" Jay exclaimed. Val had finally agreed to come over and watch a game with him but only under the condition that his floor was visible. This little gadget could make the seemingly impossible task easier than ever! Jay studied the device and then glanced around the lab, "Oh well, Zeeltor won't miss one little invention. And I'm only borrowing it for a while."

With that he tucked the machine inside his jacket and left. Blitz swirled around his head as he went down the hall but was only shooed away. Buzzing back into the lab he landed in front of the two aliens.

"Did you get the device?" Yazmine asked hopefully.

Blitz shrugged and let his antennas droop.

"Have any objections to me operating on him without permission now?" Zeeltor asked, a slight hint of annoyance in his cheerful tone.

Yazmine glared at the exit far across the room, "None whatsoever."

******

It took twenty-five minutes for someone else to wander into the lab. Apparently it was a pretty eventful day with alien ambassadors visiting and new alien menaces springing up all over the city. But finally Delia and R came into the lab to do what Jay had originally been sent to do…notify the two scientists that the lab would be sealed off in an hour or so because of an infestation of Yintonion beetles. These beetles fed off of radiation and unusual waves put off by alien devices. So naturally it made sense to quarantine the lab along with a few other departments around HQ. There was no telling what sort of waves Zeeltor's creations were omitting.

"Oh Zeeltor!" Delia called out upon entering the lab. "Zed says you and Yazmine need to clear out for a while. We've got a case of Yintonion beetles in the building and the exterminator's gonna be here any minute to spray this area."

Zeeltor and Yazmine looked at each other. "Why do we have all the luck." Yazmine grumbled.

Once again the two scientist ran up to the agents and began hopping up and down, waving their arms, and doing anything they could come up with to get noticed.

"Guess they're not here." R shrugged, "Or maybe they're in the supply room." He turned and headed off to the room nearly crushing Zeeltor in the process.

Blitz grabbed the agent's tie and jerked him backwards before it was too late for the good doctor.

"Hey! What the heck's gotten into this bug?!" R choked.

"Maybe he just isn't fond of JeeDangians." Delia snickered, "Can't blame him. Your cousin isn't exactly a model citizen here you know."

"Yeah well," R shooed the firefly away and straightened his tie, "you can't judge a whole species on just one member, especially when it's someone like my cousin."

"Whatever, let's just find those two and get out of here before the exterminator comes."

Zeeltor looked around for a moment, trying to think of some new way to grab the agents' attention. Then he got an idea. "Yazmine, do your wings still work at this size?"

"I think so…" Yazmine sliced her wings through her lab coat and managed to hover above the floor.

"Excellent!" Zeeltor exclaimed, "Now all you have to do is zip up there and get me two matches."

Zeeltor pointed up to the counter where the matchbox was sitting. It didn't really surprise Yazmine that someone like Zeeltor always had a plentiful supply of matches. Against her better judgment she did as he instructed and brought him back the matches.

"Now what?"

"Now we place this match in the sole of Agent R's shoe," he did so as he spoke, "and if you'll kindly strike that one…"

Yazmine struck the match, she had a feeling that she'd seen something like this on a cartoon once.

She handed him the lit match and watched as he used it to light the match sticking out of R's shoe. "We're gonna get squished for this." she cringed.

"Well where else would those two be?" R asked, scratching the back of his pointy green ears.

"Hmm…" Delia pondered, "If I was an overly enthusiastic inventor or his 'voice of reason' assistant, where would I be?"

"Probably in the MIB Mental War---OW!!!!!"

Delia leapt back as R hopped on one foot, the other was---on fire!

"Hang on partner I'll save you," Delia snickered, looking around she spotted the fire extinguisher.

"Whoa…Wait…Delia…DON'T!" R gasped as she took aim at him.

Too late, foam everywhere. R coughed and sputtered once Delia had thoroughly covered him in white goop, "Thanks partner."

"Oops…" Delia laughed, "Guess I got carried away."

"Now what on Earth could've done this," R thought aloud as he yanked the burnt match out of his shoe. Suddenly his gaze fell on the two shrunken scientists.

"Must be some of those Yintonion beetles that Zed was telling us about." Delia stated.

R took a folder off the counter and rolled it up. "Hmph, the only good beetle is a dead one."

Yazmine glared at Zeeltor, "Brilliant idea Doctor."

"Uh, well," Zeeltor grinned sheepishly, "it got their attention didn't it?"

Both scientists glanced up as the rolled up folder came down…

Blitz and Lucy couldn't watch. They had to do SOMETHING!

"ROAR!!!!!"

Delia heard the sound and turned to the petri dish, "Wonder what's the matter with Lucy?"

R glanced over giving both Yazmine and Zeeltor time to get away.

"Maybe we should take these two out of here until the exterminator's gone?" Delia suggested, carefully picking up the petri dish.

"Yeah," R agreed, "don't want the guy mistaking Blitz here for one of those annoying beetles."

The sound of whistling could be heard from down the hall. "Sounds like the exterminator's here." Delia sighed.

"WOW!" a brown alien in a dingy jumpsuit cried, "Those darn Yintonion beetles get bigger every day!"

"I don't think he was the brightest kid in his class." Delia whispered to R.

"Just kidding little lady." the exterminator laughed, "Name's Grime, Neptius P. Grime."

He took Delia's hand and before she could jerk away planted a sloppy kiss on top of it. "Uh, what's the P stand for?" Delia muttered while wiping her hand off behind her back.

The exterminator grinned widely and replied, "Pimefis."

Delia looked at R for a translation, "You don't wanna know." he grunted, glaring at the disgusting alien. "C'mon Del, we've got real work to do."

"Drop by anytime love!" Grime called after her, "I know you ladies can't resist a guy in uniform!"

"Creep," Delia muttered under her breath. Lucy kept roaring, and if it weren't for the tight grip R had on Blitz the firefly would've whizzed right back into the lab.

"What's the matter with you?" R asked the bug, "Do you have a death wish or something? Anything that even remotely resembles a bug is as good as dead in there with that lunatic."

Blitz gulped and stared at the lab entrance as the doors slowly slid shut.

******

Zeeltor and Yazmine dunked under a metal cart as the pounding of footsteps could be heard approaching from the entrance. "Oh perfect," Yazmine squeaked, "now we've got a nutcase exterminator after us."

"Well," Zeeltor began optimistically, "it could be worse."

Yazmine was afraid to ask, "How could it be worse?"

"Ah ha!" a big brown face smiled down at them as the cart was rolled aside.

"He could find us." Zeeltor finished.

Grime held up the hose and fingered the trigger, "This will teach you not to infest the MIB HQ no?"

"He's insane!" Yazmine gasped, pulling her lab coat over her nose.

The poison was sprayed towards the scientists who made a mad dash for the door.

"Where do you think you're going?" Grime chuckled, "The doors are sealed shut."

"This way!" Zeeltor grabbed Yazmine's wrist and hauled her into the vent. He had to admit, he was rather enjoying this. It wasn't everyday that one got to run around in the MIB's ventilation shafts being only an inch or so tall. Things like this barely happened once…maybe twice…a week!

"Where are we going?" Yazmine called.

"We'll have to make our way up to Zed's office somehow." Zeeltor replied.

Grime knelt down and peered into the vent, "Oh no you don't. No one gets away from Neptius P. Grime that easily!"

Zeeltor and Yazmine hustled up through the shaft. Turning another corner they suddenly found themselves trapped in a spider's web. "Ew! This is one of those days where it doesn't pay to get out of bed." Yazmine busily tried to untangle herself.

"You know, it's amazing how much more detail one can notice when at a size like this. Why just look at the craftsmanship of this web. It makes you look at spiders in a whole knew way, wouldn't you agree?" Zeeltor rambled on.

"I'm afraid I have to agree Doctor," Yazmine squirmed in place as a large black spider slowly descended towards them.

"Oh dear." Zeeltor frowned, Zeeltor frowning was NEVER good.

Yazmine flipped over onto her stomach, she had to time this just right or…she didn't even want to think of the possibilities. The spider made it's way over to Zeeltor first, 'Rats!'.

Zeeltor didn't seem nearly as frightened as he should've been. The spiders fangs oozed with drool which dripped onto the scientist's lab coat. "I wonder if this species is venomous?" he pondered aloud, searching the spider's body for any distinct markings.

Yazmine started wriggling around in the web, she HAD to get that thing's attention. "Um, excuse me, but could you kindly step away from him?"

This wasn't working, 'Oh well, where politeness fails…try brute force!'. Pulling an arm out of her coat she reached over and slapped the spider on the side of it's head, nearly scraping her hand against it's fangs.

Spinning around on her the spider crawled to where he was looming just above the female scientist, 'Perfect! Just where I want you!'.

Zeeltor flinched a bit as Yazmine brought her wings up through the spider's abdomen. A shriek from the arachnid filled the air before it finally toppled over and landed next to the web, it's feet up in the air.

"Impressive work my dear." Zeeltor applauded, or he would have had he not been stuck in the web.

Yazmine twisted herself around, allowing her wings to slice the web apart as she moved, "Well, I didn't become the top researcher in predators and destructive phenomenon of nature without having to make my way out of a tight spot or too." she blushed.

******

Up in Zed's office Delia and R were consulting the head of the MIB about the strange behavior of Lucy and Blitz. Not to mention the fact that the resident mad scientist and his assistant were missing.

"They've probably just stepped out to lunch." Zed stated.

"But they never leave for this long without these two." R held up the little bug, if he loosened his grip---even for a second---Blitz was sure to dart out of the office and back towards the lab.

"What's wrong with them?" Zed inquired, showing little interest at all in the whole situation.

"They seem a bit edgy," Delia answered, looking down into the petri dish, "do you think something might've happened to Zeeltor and Yazmine?"

Zed took a deep breath, "I'm sure they're both fine, but just in case…" he pressed a button beneath his desk and Mr. By-the-Book himself hustled in.

"Sir, yes Sir?"

"Have all the agents keep their eyes peeled for Dr. Zeeltor and Dr. Yazmine son." Zed instructed, "It's nothing too serious, just don't know where they've wandered off to."

"Yes Sir! You're the boss Sir." U saluted then took off out the door as though he'd just been given a priority field assignment.

"There," Zed spoke, "now that that's taken care of, we've got real problems on our hands."

"Like what Sir?" R asked, Blitz was starting to get on his nerves, yanking his arm around like that.

"The Heffarians are stealing cattle again," he sighed, "I'm gonna need you and Delia to go down to the Peterson Farm outside of town and put a stop to these shenanigans."

Both agents nodded and headed for the door. "Uh Sir," Delia froze.

"Yes?"

"What do we do with these two?"

Zed shuffled through some of the folders on his desk, "I'm sure that exterminator's almost done down in the lab. Just drop them off there."

"The lab!" Delia squeaked, confronting that gritty exterminator again was the LAST thing she wanted to do.

Zed cocked an eyebrow at her, "Yes Agent Delia, the lab. What part of that order was so difficult to comprehend?"

Delia grumbled something about the pitfalls of being an agent and then stomped out of the door, leaving R to trail behind her---at a safe distance of course.

******

"Uh Zeeltor," Yazmine called, "are sure you know where we're going?"

They'd been wandering around inside the ventilation system for nearly fifteen minutes now and Yazmine could've sworn that she'd seen that pile of dust before.

"Oh not to worry," Zeeltor chuckled, "I have an excellent sense of direction."

"Just like your friendly bedside manner huh?" Yazmine cringed, they'd never get out of here.

"Ah, here we are." Zeeltor announced, stopping in front of a vent. "This should lead us right into the hall beside the elevators, we'll just hop one up to Zed's office."

"Are you sure this is the right one?" Yazmine asked skeptically.

"Positive," Zeeltor nodded. With a sigh she helped him push the cover off the vent and then groaned at what she saw.

"We're right back in the lab!"

"HA!" a brown hand reached in and snagged them, "Thought you could escape me did you? Well I knew it was just a matter of time before you pests stumbled in here again."

"Now what?" Yazmine squeaked.

"I hadn't really planned on this," Zeeltor admitted. Fortunately for them, Delia and R picked this precise moment to walk in.

"Don't mind us." R sneered, "Just here to drop off these two, they belong to the scientists."

"Here you go Lucy," Delia placed the petri dish back on its appropriate shelf.

Blitz was finally release and---having caught sight of the two creatures that Grime was holding---he buzzed straight towards the exterminator.

"Hey!" Grime began swatting at the bug, nearly dropping Yazmine and Zeeltor in the process. "No bug gets the better of me! I'll spray you into the next solar system you little disease ridden-"

"Look who's talkin'." Delia jeered.

"He's been acting strange all day." R confessed.

Yazmine called out to her little friend, "Blitz! Get us outta here before this creep wastes us!"

Blitz gave a salute in midair and dove straight between Grime's six eyes. "OW!"

"HELP!!" the miniature scientists wailed.

Darting down swiftly the firefly managed to catch both of them only to face a new problem, how to carry them out. They were too heavy to keep spinning around all the way to Zed's office. And if they were going to be returned to their proper sizes they HAD to find Jay!

Blitz glanced around the room for a moment before spotting Delia. One of her pockets was hanging open…perfect!

With a quick swoop he deposited Yazmine and Zeeltor into her pocket and landed next to Lucy to catch his breath.

Grime was furious with the little bug. But he'd seen where he'd dropped the other two insects.

"Um, excuse me my darling one." He grinned approaching Delia, "But I think you've got something in your pocket that needs to be exterminated."

Delia took this as a gross alien come on. "Eww! Get lost weirdo!"

She backed away. R had no idea what the goon was talking about but if he thought for one minute that he was gonna lay a hand on his partner…"Look buddy, I think you should just back off." R tugged Grime by the back of his uniform and stuffed him into an open cabinet in the lab.

"Come on," Delia winced, "let's get outta here already."

Blitz and Lucy watched as Grime struggled to open the cabinet doors, time to find Jay!

Spinning around in his usual fashion he whirled till Lucy's dish was up in the air. No way he was gonna leave one of his friends behind with that crackpot bug killer. Before the lab doors slid shut behind the two departing agents, Lucy and Blitz and slipped out and were off to the living quarters building.

******

Yazmine sat in Delia's pocket with her legs crossed watching while Zeeltor explored it's contents. "It's amazing the things that one can find while inside a pocket."

"I hope Lucy and Blitz are okay." Yazmine sighed. Blitz may be an alien with astonishing strength for his size, but he was still a bug, and Grime made a living by poisoning bugs.

"Speaking of Lucy," Zeeltor chuckled, "did you that she once hitched a ride inside my pocket? I've got to hand it to her, for a one celled organism, she certainly is resourceful."

Yazmine smiled, that made her feel a little better. Maybe they'd be alright.

Zeeltor spotted a giant green object inside the pocket that captivated him a moment, "Hmm…wonder what this trinket is for."

"It's a lucky rabbit's foot." Yazmine explained, "Delia got it a while back."

"But it's green," Zeeltor observed, "Aren't rabbits usually white, brown, or black?"

Yazmine grinned a little, "Not this one."

It wasn't long before Zeeltor spotted something else that interested him, "A large yellow egg, how odd."

He noticed that there was a slit across the center. Out of curiosity he pried it open. Yazmine had been playing with a ball of string she'd found nearby. In the middle of her cat's cradle she looked up and noticed Zeeltor slip inside the egg. "Zeeltor! NO!!!"

Too late, "Um, Dr. Yazmine-"

Yazmine smirked, "Yes?"

"Do you think that you could possibly slip in here and get me out? I seem to be stuck."

With a chuckle Yazmine got up and picked her way over the other contents of Delia's pocket to where Zeeltor was trapped inside the egg, no doubt in some peach colored goo.

"Alright," she snickered, leaning inside the egg, "just take my hand and I'll pull you loose."

Zeeltor grabbed her hand and tried to yank himself free. Yazmine shouted and was jerked into the egg. Stuck next to him in the goo she glared, "Doctor, I said TAKE not PULL!"

"Oh," Zeeltor laughed nervously, "my mistake."

******

Inside his room Jay was nearly done tidying up. It had taken him even less time to shrink everything down to a convenient size than he'd thought it would. Scooping up the last of his dirty clothes into one hand he placed them in a drawer and smiled down at the device that laid on his shoebox.

"Man, this was so easy. I have got to have Zeeltor make me one of these!" he cried happily. Then there was a knock on his door. "Coming, just hold up a minute." he called. Before reaching the door he carefully sprayed some breath freshener into his mouth. Needless to say Jay was expecting to spend some 'quality time' with Val.

"Ah," Jay grinned when he opened the door, "here's my angelic beauty queen now."

"Save it Jay," Val sighed, entering his quarters, "I'm just here to watch a game not get my tonsils cleaned."

'Rats!' "Oh no girl, psh, what you talkin' about? Slow down, I just wanted to hang with you is all."

"I bet that's how all your failed relationships started out." Val smiled.

'Ouch!'

Jay lead her to the living room area and turned on the game, "So um, can I get you something to drink?"

"Sure," Val replied eyeing him seriously, "no alcohol Jay. I don't drink."

"One nonalcoholic beverage comin' right up." Jay obliged.

While Jay was fetching her a drink Val glanced around his quarters. Somehow she had expected things to be so much---messier.

"Hey Jay, how'd you get this place cleaned up so fast?"

"Oh you know me." Jay lied, "Mr. Neat and Organized."

"Riiightttt."

Jay knew there was no putting one over on Val so he walked into his bedroom and brought back the device that he'd 'borrowed' from the lab.

"I KNEW it!" Val exclaimed, "Jay, when are you gonna learn not to mess around with Zeeltor's stuff?"

"I just thought I'd test it out for him." Jay grinned, "And hey," he gestured around the room, "it works great!"

"So what's it do?" Val looked over the machine.

Jay got the bright idea to try and impress her with his 'know how', "Well, it takes a keen mind to work this little baby. You see with remarkable aim I choose an object at random," he took aim at a lamp by the sofa, "and then I carefully activate the device like so," he pressed the button, "and---"

ZAP!

"Presto!" he exclaimed, "No more gaudy décor to clutter up the room."

Val's jaw dropped, she hated it when she got these creepy feelings. "Jay…where Yazmine or Zeeltor in the lab when you found this thing?"

"Nope." Jay was having fun showing off the machine. "It was just lying on the floor."

"Then how do you know that they didn't accidentally use it on themselves?"

Jay thought for a minute, he did seem to recall two tiny insects. Those could've been Zeeltor and the Doc---"Uh-oh."

"JAY!"

"Maybe we should hurry down to the lab," he jumped up and pulled Val towards the door. "Hopefully they'll still be there."

"Why wouldn't they be?" Val was afraid of his response.

"Um, Zed sent me down there earlier to tell them that," gulp, "the exterminator was coming to spray for Yintonion beetles."

Val's eyes widened, "Let's move it!"

Hauling him out towards the elevator they nearly collided with a swirling Blitz and petri dish. "Lucy?" Jay gasped, letting the bacteria in it's dish rest in his hand. Blitz dropped onto Val's shoulder panting.

"This can't be good." Val murmured, "Blitz, where's Yazmine?"

"Yo Lucy," Jay addressed the small bacteria, "seen Zeeltor?"

Blitz nodded and Lucy roared. Catching his breath he zipped off towards the elevator. "C'mon," Val shouted, "let's find em before the exterminator does."

******

Delia and R were heading out to the garage when Delia's communicator went off. "Agent Delia?"

"Present!" Delia grinned at Zed's image.

"I need to see you and R up in my office." Zed informed her, "Pronto."

Delia shrugged to her partner and they both headed back into HQ. "This had better not be about that weird exterminator." she muttered.

To her dismay, Grime was waiting for her up in Zed's office. "Oh great! Not you again?!"

Grime gave her a toothy grin and winked one of his eyes, "Nice to see you too princess."

Delia folded her arms and looked at Zed, "Why did I have to be here with this loser?"

R glared at Grime as he answered, "Two of those filthy insects have stowed away in you jacket precious one."

Delia's face reddened, "Chill with the pet names freak!"

"Agent Delia," Zed broke in, "would you please empty out the contents of your pockets on my desk?"

"Sure," Delia dug through her pockets pulling out various items and placing them on Zed's desk. Some change, a button, little wads of string, gum wrappers, a green lucky rabbit's foot…

"What's that?" R gasped.

"Huh?" Delia glanced down at the object, "Oh, that's a good luck charm of mine. Never leave home without it."

R stepped back a moment as a look of mischief gleamed in Delia's eyes. Something about that rabbit's foot had 'X' written all over it.

"This is the last thing," Delia sighed, pulling out a yellow egg.

Zed cocked an eyebrow.

"Silly putty," she explained.

"Silly putty?" R repeated.

"Because boredom can strike any time any place without warning, that's why." Delia declared in a serious tone.

"It's opened." Grime observed, "I knew it! Those things are probably hiding in there." he made a move to grab it but Delia snatched the egg away.

"Hey! Keep your grubby mitts off my stuff!"

"Agent Delia," Zed spoke, getting impatient with all this, "just take out the putty."

"Fine," Delia pulled the egg apart and removed the putty.

Two little insect sized aliens stared up at her, wincing a little in the bright light. "Hey, there are two bugs in your silly putty." R exclaimed.

"Well no duh Sherlock!" Delia laughed.

She handed the putty to Zed for closer inspection. "That's odd," he muttered, "these two beetles bare a striking resemblance to-"

"ZED!!" the two scientists cried in shrill voices.

Zed's eyes widened, "Zeeltor? Yazmine?"

They exchanged looks before Yazmine replied, "We'd nod Sir, but we're sort of stuck here."

"Well now I've seen everything." Grime murmured.

"You were gonna spray two MIB scientists with insect poison?" R remarked, "HA! Some expert!"

"You don't gotta be so smug about it." Grime grumbled.

"Z-MAN!" Jay burst through the office doors. "YAZMINE. ZEELTOR. THEY'VE BEEN SHR-"

Jay paused when he noticed Zed prying the two scientists loose from the silly putty with the tip of a pen. "Nice job son, now tell us something we DON'T know."

Val swung on the other side of the door frame. "Jay was playing with the invention that did this to them so that they couldn't unshrink themselves."

Jay looked around at all the cross faces, "Hehe, oops?"

"Zed," Zeeltor squeaked, "you've got to open the panel on the bottom of the device and switch the dial to 'Reverse'."

Zed nodded, "Hand it over Junior."

Grumbling Jay forfeited the Tight Fit Machine. Zed fumbled with the panel for a moment before opening it and resetting the controls. Sitting the two scientists down on the floor he took aim and fired.

Instantly they started to glow a pale yellow while returning to their normal sizes. Once the glow faded Yazmine turned to Jay, "Jay---hon---I know you didn't mean any harm…" she lunged at him and grabbed his collar, "…BUT IF YOU EVER PULL A STUNT LIKE THAT AGAIN I'LL STRAP YOU DOWN AND CUT OUT YOUR BRAIN!!!"

"Got'cha." Jay gulped.

Zeeltor put a hand on Yazmine's shoulder, "Now Doctor, no need to threaten Agent Jay." he leaned forward and whispered into her ear, "Not when we could teach him a lesson instead."

Yazmine smiled mischievously and let the agent drop to the floor.

"And just how did you two figure out that the scientists were shrunken in the first place? And how on Earth did you know where they were?" Zed inquired.

"Blitz and Lucy came and got us." Val explained.

"Hey!" Delia cried. "I bet that's why Blitz darted around R and Lucy kept roaring. They were trying to keep us from squishing these two!"

Glancing down at the little lightening bug and bacteria Val placed on his desk Zed smiled, "Nice work you two. The MIB would be short two remarkable scientists if it weren't for your help."

"Little sidekicks saved the day." R grinned, a little embarrassed to discover he'd almost squished the scientists.

Zed turned to Grime, "I think we won't be requiring your services here any longer Mr. Grime."

The brown alien nodded and purred to Delia as he passed towards the door, "Farewell my gorgeous bipod, you know my number should your quarters ever require any 'special attention'."

"Psh, in your dreams pal." Delia muttered, then gagged realizing that's probably what the sicko would fantasize.

"I think there's a bit of cattle thieving that you two need to tend to." Zed reminded them.

"On our way Sir." R threw his arm around Delia as they headed out, "Makes you appreciate me more, doesn't it?"

She shoved his arm away and teased, "Kinda sad that it took a lowlife like that to do it huh?"

******

A few days later Zeeltor and Yazmine were working down in the lab when Agent Jay sulked in through the door.

"Zeeltor, Doc," he sniffed a little, feeling awful, "I think I might be coming down with something."

Yazmine and Zeeltor exchanged menacing looks. "Oh you poor baby," Yazmine cooed, "what are your symptoms?"

"Well," Jay coughed, "I've got a headache, stuffy nose, sore throat, and ACHOO!-"

"Bless you." Yazmine smiled.

"-I'm sneezing a lot."

"Hmm…" Zeeltor pretended to be wracking his brain over the illness Jay had. "Why Agent Jay, you seem to be describing a severe head cold. I haven't heard of such symptoms since the last time Lucy got loose and started infecting people."

"WHAT?!" Jay choked.

"Oh not to worry Agent Jay," Zeeltor chuckled, "Lucy was only being playful and there's no way that this could have been her, why she's up here on the shelf just like always."

Zeeltor stood on tiptoe and pulled down the petri dish. "Oh my," Zeeltor gasped, pretending to be in shock, "why---she's gone!"

Jay suddenly felt sick to his stomach too.

"Oh Jay," Yazmine beamed, "isn't that darling? Lucy must really like you!"

Jay stood there in shock for a minute, looking at the two smug faces of the scientists. "GET. HER. OUT. OF. ME!"

"But Agent Jay," Yazmine laughed, "I thought you liked to borrow whatever you found lying around in the lab?"

"Oh---ACHOO!---I get it. This is just something that you two rigged up to get me back for taking the Tight Fix Machine without asking. Haha, real funny docs. Now cure me, PLEASE!"

"I dunno," Yazmine grinned at Zeeltor, "Do you think he's learned his lesson?"

"Well…" Zeeltor mused. "Maybe Lucy could play with Jay for just a few more minutes."

"AAAHHH!!!" Jay threw himself at their feet, "PLEASE! I CAN'T TAKE ANOTHER MINUTE OF THIS!"

The two scientists exchanged looks, even after all the trouble Jay had caused them, they just couldn't stay mad. "Alright." They sighed. Zeeltor handed Jay a tissue. "Now just take a deep breath and blow."

Jay did as instructed and Zeeltor took the tissue with a pair of tweezers. "Excellent, now we just have to examine this---residue---and make sure that Lucy came out."

Yazmine winced as Zeeltor examined Jay's (ugh) snot, with a microscope. "Ah ha! There she is. Hi Lucy!"

"ROAR!"

Yazmine leaned over Zeeltor's shoulder and cringed, "Uh…maybe we should clean her up."

"Feeling any better?" Zeeltor asked Jay.

"A little," he admitted.

Yazmine patted him on the shoulder, "Good, you should back to your old self in a day or so. I'm sure Lucy had lots of fun infecting you…remember that the next time you decide to take one of our inventions for a test run without our permission."

Jay took the obvious hint and backed out of the lab. Yazmine turned to Zeeltor and planted a kiss on his blue cheek. "I've got to hand it to you doctor. You. Are. AMAZING."

Zeeltor blushed as his assistant walked over to the cabinet. Glancing to the top shelf she noted the Tight Fit device. That was one experiment that wouldn't hit the market.

Blitz buzzed up to Lucy's dish once she was cleaned and placed back on the shelf.

"ROAR!"

He nodded, what a day. For once it was the sidekicks who got the recognition. It felt good to be in the middle of it all, but truthfully, they'd just prefer to sit and oversee the antics of their larger friends. After all, it wasn't just anyone who could keep those two 'geniuses' in line. But Blitz had to admit, he wouldn't trade his pal Yazmine for anything in the universe.

"ROAR!"

And it sounded like Lucy agreed.

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