The air hung heavily in the Mermalair. Although the evening outside was mild, the warm currents did not find their way into the secret cave, which remained cool and earthy as usual. A steady drip echoed from somewhere in the darkness. These primitive surroundings only served to accentuate the impressiveness of the highly advanced equipment they housed. Multiple control panels, blinking and beeping softly; wall-sized maps and blueprints, speckled with pins and annotations; mysterious weapons and gadgets of all kinds, displayed prominently in stands and cases for ease of access.

Barnacle Boy paced the cave slowly, his rubber boots scuffing on the uneven floor. Waiting. But he didn't have to wait long; an immediately recognizable faint yelling indicated that his visitor was nearby. The screams grew louder, accompanied by a crescendo of metallic rattles and bangs, until finally a yellow blur dropped ungracefully from the ceiling and landed at Barnacle Boy's feet in a dazed, gigging heap.

"What did you take the secret entrance for?" asked Barnacle Boy, offering the giddy sponge a hand.

"You said to tell no-one, so I wanted to make sure I wasn't being followed," said SpongeBob, "And why would I use a door when the alternative is a big metal chute?"

Barnacle Boy rolled his eyes. "We'll have to work on your entrance technique. You're supposed to be quiet. It's not very secret if everybody within a two mile radius can hear you doing it. Anyway ..." He gestured for SpongeBob to follow and walked deeper into the cave. "I called you here for a very important reason."

"Because you enjoy my company?" said SpongeBob, clinging to Barnacle Boy like a limpet and gazing up at him with a big smile and hopeful eyes.

"Wha-? No!" spluttered Barnacle Boy in surprise, prying the sponge away from his waist. SpongeBob looked crestfallen. "I mean, uh, sure. But there's something else."

Barnacle Boy was about to explain what the "something else" was when he noticed an unpleasant, sticky residue where SpongeBob had made contact with his usually pristine red shirt. Disgusted, he pulled off a similarly sticky glove and thrust it accusingly at SpongeBob. "What is this? Jelly?"

SpongeBob licked his hand experimentally. "I guess."

Determined not to derail this meeting with questions about why SpongeBob was covered in jelly, Barnacle Boy pressed on.

"Mermaid Man and I were a superhero duo … a team," he mused, turning to examine the main bulletin board, full of regret for the things that they had never had time to achieve together and the plans that had never come to fruition. "And now that he's no longer with us, I guess I'm going to need a sidekick of my own."

"OK. Well, I'll ask around and let you know if I find anybody suitable," replied SpongeBob, the heavily loaded statement soaring straight over his square head.

"I was talking about you," clarified Barnacle Boy. "You can be my sidekick."

"Me?" said SpongeBob, pointing at his chest. "But I don't have a superpower."

Barnacle Boy knelt down to the sponge's level and went to place a hand on his shoulder, but remembered about the jelly just in time and stopped a few inches short. "Look, kid. You're about as subtle as an Alaskan Bull Worm, that laugh of yours is the most obnoxious sound in the ocean and nearly everything you touch either breaks or goes wrong. But you're the best diplomat in Bikini Bottom."

"Diplomat?" said SpongeBob, cocking an eyebrow quizzically. "Is that like a laundromat? I am good at cleaning things. As a sponge, it's in my nature."

"Uh, no," said Barnacle Boy. "It means you're good at reasoning with people. You know … talking. Diffusing a situation. Negotiating. Making amends." SpongeBob clearly still didn't understand. "You make people happy. That's your superpower."

"Really? Gosh. That seems kind of cheesy," laughed SpongeBob.

"What do you mean?" scowled Barnacle Boy, standing up straight and placing his hands on his hips indignantly. "I thought you of all people appreciated the power of friendship."

"Oh, I do," assured SpongeBob, "It's just … that's not a real superpower. I can't make water balls or assemble the creatures of the deep."

"Well then, you'll be pleased to know that Mermaid Man wanted you to have this," said Barnacle Boy. He pressed a small red button beside a nearby display case and the protective tubing retracted into the ceiling with a whoosh and a cloud of mist, which cleared to reveal a purple belt emblazoned with a large letter M that twinkled enticingly. "He knew how much you admired it."

"Mermaid Man's secret utility belt!" SpongeBob gasped, the twinkle reflected in his wide, shiny eyes. He reached out to take it, but Barnacle Boy swatted his hands away.

"Don't touch! Remember what happened last time you were in control of this thing?" scolded Barnacle Boy.

SpongeBob laughed guiltily. "Oh yeah … good times."

"You're not allowed to go near it until you've had some lessons," insisted Barnacle Boy, and then, muttering to himself as he turned his back on SpongeBob to ponder the situation, "And even then I have some reservations ..."

As if to prove his point, a sudden jet of light ricocheted throughout the Mermalair, pinging off monitors, glass cases and other reflective surfaces before hitting Barnacle Boy squarely in the back of the head. He yelped in pain, rubbing at what was now an angry, red and perfectly circular burn.

"Sorry," said SpongeBob, attempting an apologetic grin.

"What did I just say?" snapped Barnacle Boy, snatching the belt from the careless sponge's grasp.

"Something about kelp jerky?" said SpongeBob, somewhat distantly. His attention was still on the belt, which he gazed at longingly. Barnacle Boy very pointedly stowed it out of sight.

"This is serious," said Barnacle Boy. "You have some very big shoes to fill!"

Predictably, the metaphor was lost on SpongeBob, who stared at his feet and wiggled his toes in confusion. "Then you should probably ask somebody else. I'm only a size -"

"It means that you have a lot to live up to," explained Barnacle Boy. SpongeBob's face was full of bewilderment and although Barnacle Boy had assumed that the kid would jump at the chance to officially join the team, he began to wonder if SpongeBob did actually want this or if he even understood what was being proposed. "I mean … you would have a lot to live up to. If you wanted to be my sidekick."

"Are you kidding? Of course I do!" exclaimed SpongeBob. "I would never let you down! But ..." He frowned anxiously. "I work a lot, you know? And me and Patrick like to go jellyfishing. And I've got to feed Gary. And some days I have boating school. And yesterday I found an old candy bar that had fallen behind the couch and it was furry and gross but Patrick ate it anyway because he eats everything."

"An old candy b- ...? What does that have to do with anything?" asked Barnacle Boy.

SpongeBob shrugged.

"Look, this is hardly a full time job," continued Barnacle Boy. "I'd just need you to help out every now and then. It wouldn't really be any different than what you already do to help … except you'd get a superhero alias."

SpongeBob gasped excitedly. "Finally! Man Sponge officially reporting for duty! Whoopee!" He leapt into the air, but Barnacle Boy caught him by the ankle.

"Man Sponge?" he repeated. "I don't think so."

"But … why not?" pouted SpongeBob, his face full of disappointment.

"I have to be 'Man' now. It asserts my authority as leader," said Barnacle Boy.

"Tartar sauce. 'Sponge Boy' doesn't sound nearly as good," sighed SpongeBob.

"Well, you'll have plenty of time to work on that problem tonight," suggested Barnacle Boy, glancing at his watch, "But for now I think we'd better wrap this meeting up; it's getting late. Tomorrow, same time, same place?"

"Yes, sir! I won't let you down!" saluted SpongeBob. He turned a neat 180 degrees and began to stride purposefully toward the door. Barnacle Boy was touched by SpongeBob's enthusiasm. The way in which SpongeBob tripped over an untied shoelace, plunged head-first into a hard, unforgiving cave wall and knocked himself out cold, however, reminded Barnacle Boy to keep his expectations realistic.