Him leaned casually against the rough trunk of a tree that lined Townsville's famed Park Row, a street which housed several upscale apartment buildings and the unimaginably wealthy people within, not to mention the countless boutiques that catered to every whim of the rich.

On any other day, and at any other time, the sight of Him in his natural form - snapping claws, long tail and wearing his favored dress and tall boots - would send people running for safety. Not that any mortal could hide from him when he had designs against them, but they would certainly try. Him glanced over at his reflection in the display window of the Bloomingdale's he was loitering in front of, and examined his own face.

Black hair, pointed ears, dragon eyes and his skin a deep crimson. So strange that in his realm, he could have any demoness he wanted without hesitation, while here he found himself in the frustrating position of being made to wait. Bubbles was so innocent, and so unsure of herself and of Him, that she had taken to avoiding him completely since he'd kissed her at the park.

Him shrugged to himself; Bubbles' timidity around him would change soon enough, just as soon as his daughter had finished with the PowerPuffs flying so fast and fighting so hard above him.

Him's eyes were trained on the battle taking place above, following the curving beams of light that coursed through the sky, coming at Him's child again and again.

Him smiled.

It would not be long now.

Blossom looked for her sisters, seeking a new strategy to defeat this monster that had come from nowhere to wreak havoc on Townsville.

Buttercup was down, and Bubbles was trapped in the creature's snakelike coils. It was anything but a simple snake; this creature had at least seven long, powerful coils trailing from its body, and great powerful wings were keeping it aloft over the town. It was not the largest monster that they had ever fought, but it was proving to be one of the most formidable. Already it had blocked most of their attacks and knocked out Buttercup by striking her against the broad side of a building.

There was only one being available to help them. Her eyes glowing, Blossom spied Him standing on the street, casually leaning against a tree to watch the fight rather than running for cover as the other citizens had done at the first sight of the flying beast. Bubbles had told them all of Him's assistance with the house fire in their neighborhood, but he had still yet to prove himself in a fight against a genuine foe.

At Bubbles' scream of anger at being trapped by the creature, Blossom gave an inward shrug - Him had to prove himself, it was now or never.

"Him! Help us, please!"

At finally being called to action, Him stepped away from the cool shade of the tree and moved to step into the middle of the street, revealing himself to the menace. At the sight of him, the flying beast stopped tightening her coils around Bubbles, but still held her trapped. The creature recognized her father and was waiting for his command.

Still struggling in the monster's coils, Bubbles called out a warning. "Watch out, it has poison!"

Him concentrated and began to expand his size until he was twenty, forty, sixty feet tall and able to lock eyes with the flying beast. When he spoke, his voice crashed in the air, echoing with paired joy and menace.

"Oh, don't worry about little ol' me, Bubbles. The hydra always was a feisty one, from the very moment she hatched." His bright eyes turned to the flying hydra, his voice once again ferocious. "Here now, my lovely one, come to daddy!"

In a flash that blew Blossom and Bubbles into the street, Him had forcefully banished his child back to their natural realm.

With the defeat of the hydra, Him shrank in size, no longer a titan but no less of a monster. He look about him, quickly finding the sisters scattered about the street, unconscious from the impacts but otherwise, they thankfully were not seriously injured.

Silently, and with the utmost care, Him lifted Blossom into his claws and moved her out of the gutter where she'd been thrown by the blast of his power. He cradled her to his chest and let his gaze pass through her. Gently, he laid her down on the grass beneath a tree in the park. He looked up and realized that it was the same spot where he and Bubbles had shared their kiss only days ago.

He then found Buttercup, who was only half conscious and struggling to regain herself. Him lifted her from the crater where she'd fallen and placed her beside her sister. Buttercup, being the strongest, was fighting not to succumb to her injuries and passing out completely. Him knelt before the two young heroes and simply watched, curious and assessing. A thousand cruel thoughts passed through his mind, but there was no time to indulge himself. They better served his amusement when they were alive and rearing to fight.

Buttercup glared at him, taking in the fact of his true power and his lack of force against the hydra. "I knew it." She growled at him, just before he waved his claw to put her to sleep.

Him wasted no time in finding Bubbles; the poor thing was at the bottom of a crater in the center of the street. With great care, Him lifted her to his chest and simply held her for a moment, enjoying the weight of her in his arms, the feel of her against him, the stolen scent of her hair.

A moment later, Him and the three sisters had vanished from the face of the Earth.

Her first sensation upon waking up was pain. Her limbs were aching and there was a throbbing pulse just behind her eyes and in her temples, the start of a migraine. Bubbles opened her eyes slowly, trying to adjust to the light in the room. In taking in her surroundings, she found herself laying on a leather sofa the shade of rich chocolate, much the same as one might expect to find in the stereotype of a therapist's office.

Bubbles took in the garishly bright pink walls of the room, the carpet and television afixed to the ceiling - giving the impression that the room was upside down - and the very disturbing lack of a door. How had she gotten in and how would she be able to leave?

She started at move ment from the corner of her eye and was relieved to see both of her sisters awakening on their own leather sofas.

"Where are we?"

Blossom stood up and stretched, her eyes narrowed in thought. "As I suspected, Him has the ability to travel in between dimensions – judging by our otherworldly surroundings, I'd say that Him has recovered his full powers and has brought us to his native habitat."

Him's voice echoed about the room in immediate answer. "Very good, Blossom."

Otherworldly mist drifted into the room, swirling and curling until it took shape and revealed the demon. He smiled at them, glad to see that they had woken up and even better, had slept off the injuries caused by his rebellious progeny.

Buttercup subtly braced her legs into a fighting stance, "So your memory has come back and now you want to fight on your own turf, huh?"

Bubbles stood up for Him as her sister cracked her knuckles, ready for a fight if that had been the demon's true intent. "Buttercup, stop, that's not what he wants – it's not, is it, Him?"

Him waved a claw, and the walls of the room began to fade, vanishing to reveal that the vest space surrounding them was truly a banquet hall and the area where he'd placed them to rest on the sofas had only been a lounge. Whether the PowerPuffs could appreciate it or not, Him had brought them to his palacial home.

Truly, his intent had been anything but devious - the thought had been tempting, but he was bound by his own promise. "No, no. I only wanted to extend some hospitality to you all. After everything you did for me, how could I resist having you as my guests?"

Buttercup did not relax her stance. "Save the hospitality, where's the bigger monster that kicked you out?"

Him blinked at her, lost for a moment. "Oh, that."

"Yeah, that."

Him was lucky that his skin was a permanent crimson, for the sisters could not see that his cheeks were flaming in embarassment at the truth of his plight. "Well…and it all sounds so foolish now, but that was a bit of carelessness on my part."

He cleared his throat and clicked his claws. "Our friend Mojo and I had a disagreement not too long ago. Because he, ahem, "forgot" to pay for a meal at my diner, I decided that it might be fun to make him forget himself for awhile. Lucky for him, he ducked when I cast the spell. Unluckily for me, when he dodged, my spell hit a mirror in his home and so I cast the forgetting spell upon myself! After that, he used one of his machines to escort me out of his lair, which explains my condition when you found me in the park." He explained, meaning his injuries when they'd found him that first day.

Buttercup's jaw dropped at his confession. "What! You mean all this has been because you made yourself forget?"

Him shrugged, still embarassed at his being tricked by Mojo, but content now that he'd fully recovered. It was all a bit funny to him, really. "I'm afraid so."

Blossom brought a hand to her mouth, trying to stifle her laughter. "I don't believe it. Him, we thought –"

"You know, from the looks on your faces I might think you were disappointed that there wasn't some rival here destroying my realm!" Him scowled, taking in their smiles at his expense.

Blossom laughed, "No, it's not that. It's just, you making a mistake like that seems kind of odd."

Him rolled his eyes lightly. "I know, I'm ashamed of myself, really. But being what I am doesn't make me perfect, you understand, and you can be sure that I made that monkey pay. But all's well that ends well, wouldn't you say?"

Blossom shrugged and cast her eyes about the space. It certainly was a palace from a different realm - just looking out a large window she could see tiny islands floating in the empty space, some of them were bare, while still others house soft chairs set before televisions, bookcases set near lamps and on one island there was even a lit fireplace. To her eyes it almost seemed that Him had broken a home and cast the pieces to drift about the sky.

"You live here?" She asked him.

"Yes, it's very spacious, isn't it?" Him asked, leading them to a balcony which overlooked a bustling city. Blossom was sure that she could guess as to the inhabitants.

"There more of you?"

"More demons? Certainly. More that look as I do? No. We're all different, which is why you've never encountered two who look the same."

Blossom released a breath that she hadn't realized she'd been holding. "Wow. I can't believe this, the biological workings alone-"

Irritated, Buttercup threw up her hands, "Aw, can it, Blossom! You can't study Him like he's some animal at the zoo."

Blossom rolled her eyes at Buttercup's constant impatience. "Please, he won't turn down the opportunity to talk all about himself." Him clicked his claws in silent agreement - he was his favorite subject, after all. "I want to know everything, and when I do, I'll go down in history as the first to discover and begin research in the field of Demonology!"

Buttercup frowned at her sister's arrogance. She didn't care for Him, the other demons or how things worked in his realm, she only wanted to get back home, now.

"Him, you're back where you belong now. How are we going to get home?" She demanded of the smiling demon.

He blinked at the question. "You can't leave just yet, please stay for dinner!"

"Great, he's gonna try to eat us now." Buttercup muttered under her breath to Bubbles.

The petite blonde shook her head, "No, he won't. He promised me that he would remember that we treated him with kindness, and that when he remembered himself, he would do the same. He won't be our enemy anymore, he'll be a friend."

"I don't need a monster as a friend, thanks!" Buttercup shouted, angry now that her sisters seemed to truth the demon so readily even after the fact that he had, essentially, kidnapped them back to his world. "He has his memory back after he cast a forgetting spell on himself, so there's no reason for us to be anywhere near him - let alone in his house, in his world!"

Him frowned at Buttercup's outburst and reigned in the urge to strike out against her with his powers. Instead, he rested his claw gently on Bubbles' narrow shoulder and summoned a portal to open with his thoughts. "Well I'm sorry to hear that you won't be staying, but Bubbles and I have some things to discuss."

Without warning, both Blossom and Buttercup were pulled off their feet and into the portal that opened into the sky hundreds of feet above Townsville.

"I'll bring her back in one piece!" Him called after them, closing the portal before the two sisters could right themselves and fly back into his realm and take back their missing third.

Him turned to face Bubbles. "So, here we are."

Bubbles felt her stomach knot in dread - what was Him planning to do to her now that he had her in his realm, where his powers were at their strongest? "Yes…so, what now?"

Him recognized the tiny spark of fear in her eyes and immediately set out to ease her mind. "Dinner, as I said. It's the very least I can do for all that you did for me."

Him began to walk and Bubbles fell into step beside him. "It wasn't just me, it was me, my sisters and the Professor."

He smiled. "True, true, but the girls have already rejected my invitation and I think we both know the Professor would prefer to keep his distance from me. You'd think I'd be used to it by now but even I can admit that it hurts my feelings." It was clear from his tone that that was anything but the truth. "Everyone was as hospitable as their feelings would allow, but you, Bubbles, you made a genuine effort to…befriend me, even rehabilitate me."

She put a hand on his shoulder to stop him, and he turned to face her. "Any chance that it worked and you'll be a force for good from now on?" SHe asked. There was a genuine hope in her voice, a hope that Him regretted having to dismiss with the simple truth of his nature.

"No. Bubbles, you should have listened to the Professor, for it is as he said. A leopard can't change his spots, and so a demon such as myself can't change his nature." He tugged at the ends of her low pigtail affectionately. "Were our positions reversed and you came to be in my company with no memory, you can be sure that I would have worked to turn you to evil. Perhaps I would have even succeeded, but it would have only been a matter of time before you went back to being the true you."

"So it was all for nothing." She stated. The salt sting of tears pricked at her eyes; in all their time together, she had come to care for him. The thought of having to fight him again, whether his true self or in her dreams...it would be horrible.

Him shook his head. "All for nothing? No. I wouldn't say that. In taking me in, I have developed a certain fondness, shall we call it a soft spot? Yes. A soft spot for your family, but you especially. I won't attack again, though I can't speak for the more rebellious of my children."

Her eyes lifted to meet his. "You promise?"

"Yes. And you know I always keep my word. So long as you come to visit me from time to time." He said, quickly adding the condition to his promise of leaving her world in peace.

Bubbles blinked. "Visit you? Why?"

Him eyed her. "You know why. I've come to enjoy your company, Bubbles, and I know that you enjoy mine."

The girl turned away from him, her cheeks heating. "I-I don't know…"

The demon held her, made her look at him. He would not allow her to hide from this. "You don't know? I think you know very well. I think you knew that night in your room and that day in the park. You like me, or, at the very least, how I make you feel."

"…no one has ever…"

Him smiled at her again and dragged the sharp tip of his claw through her hair. "I know. It's strange, isn't it? That you, the sweetest and most innocent of heroes, should first awaken at the touch of your enemy. You, your family, your world, will have no reason to call me enemy again so long as you remain my companion."

Bubbles' eyes widened and she pulled away from him. "You mean I can never leave?"

Him shook his head. "Don't be silly, Bubbles. Even the most devoted of lovers occasionally need time apart. I won't deny you your family or friends. In fact I won't take up too much of your time at all. I like you, Bubbles. Your sweetness is a foil for my nature. We can't be a perfect fit, but we could have an interesting time together." His suggestion, what he was offering, was a great temptation.

Though a demon, Him only spoke the truth. Bubbles had come to care a great deal for him; he was wonderfully engaging, he could make her laugh like no other, and despite her every attempt to ignore it, she had become both attracted and attached to him. Perhaps she needed more time before she could let him have her completely, but to lose Him and all that he had become to her simply because she worried what her sisters and the Professor would think? The thought was unbearable.

No.

Him watched the conflict behind Bubbles' eyes as the moments since making his offer began to pass by. "I can see that you need time to think." He said, his hopes somewhat deflated.

"No, I don't."

With those words, and the kiss that immediately followed, Bubbles forever lost an enemy and gained for herself a friend and a love unlike any she had ever known before.

And Him?

He found that having Bubbles to himself was well worth giving up all opportunity to cause mischeif in Townsville for, what need did he have of mortals when he had a perfect foil to his nature at his side?

No, they were far from a perfect fit - but they were perfect opposites.

And that was more than enough to keep them both happy.