"I'm...I'm changing...into something. Something worse than anything Cortech could have created on purpose..."
—Henry Holton

Henry Holton, also known as the Earthworm, is an original character designed by TheAgent41. Henry Holton resides in the Vengeance universe.

Henry Holton was the young, new CEO of Cortech Industries who, while taking a tour of the new Bio-Cybernetics Lab, was accidentally injected with Earthworm DNA used to help advance human regeneration. His days of embezzling money from the company were over, and his days of gradually transforming into a horrific half-human, half-earthworm creature were just beginning.


Born to a wealthy business magnate named Harold Holton, Henry sadly never knew his mother, which may have contributed to his corrupt adulthood. His mother died during childbirth, so he was raised single-handedly by his father, or rather, by his father's employees. Harold was completely uninterested in his own son, preferring to leave him to be babysat by incompetent employees who didn't really care much about him either and just wanted to get paid.

After moving from New York City to New Metro City, California, at the age of 19, Holton managed to gain a job at Cortech Industries. Unfortunately, his poor education meant that all he could manage to get with a janitor's position. However, the CEO at the time, Jim Robinson, took a liking to Holton and decided to take him under his wing. Taking Henry in as an adoptive ward, Robinson helped Holton to work his way up the corporate ladder.

Unfortunately, Robinson was diagnosed with terminal lung cancer caused by his smoking habits, and he decided to make Holton the new CEO of Cortech Industries. After Robinson's passing, Henry Holton began living an extravagant lifestyle that he funded by embezzling money from the company. This embezzlement led directly to the budget cuts that forced Cecil Balkey to use himself as his test subject.

While taking a tour of the new Bio-Cybernetics Lab, Henry was accidentally injected with Earthworm DNA that was being used to help advance human regeneration. While he seemed fine at first, he slowly over the next few weeks began transforming into a humanoid, earthworm-like creature and losing his humanity. After an employee threatened to reveal his embezzlement scheme to the authorities, Holton finally snapped and murdered her. He recruited Cecil Balkey, now the Jellyfish, to cause mayhem throughout the city, and he provided Gordon Raines with the Silverback mech.

Henry eventually lost his humanity and completed his transformation, becoming an eyeless, noseless, lamprey-mouthed, segmented beast that ran only on instinct. He and Colin Cain/Bio-Man confronted each other in the town square of New Metro as the city was besieged by Holton's henchmen. During the battle, Bio-Man began to notice that the Earthworm was undergoing a mitosis-like process (as signified when the Earthworm's fingers began splitting into multiple worms). By the end of the battle, the Earthworm's mitosis completed and the former CEO of Cortech Industries was reduced to nothing more than a large pile of individual squirming earthworms, which were transferred to the Cortech Zoology Department for study.


Henry is a 6'9" male of mixed Caucasian and African-American race. He is bald and he has blue eyes. He has an abnormally large nose and he has a black beard. He wears a gray suit with a white shirt and black tie. While he is in mid-transformation, he resembles his normal self, except his skin is segmented like a worm's, and he switches out his suit with a gray hooded sweatshirt to hide his identity.

As the Earthworm, he resembles a humanoid earthworm with arms and legs. He has no fingernails or toenails. His skin is segmented and has grown over his ears, nose, and eyes, and his mouth is circular and lamprey-like. An earthworm clitellum grows around his neck. He also grows a long segmented tail.


Henry was a corrupt and crooked CEO who was secretly embezzling money from the company. He cared nothing about actual scientific advancement and was only interested in money. None of his employees liked him or even remotely respected him, as he was a harsh and abusive boss.

Throughout his transformation, Henry slowly went insane. The animalistic instincts of the common earthworm were slowly taking over his mind, causing him to lose his humanity. After an employee threatened to reveal his embezzlement schemes, Holton completely snapped and turned to the dark side.

As the Earthworm, Holton's humanity is completely gone, and in its place is the instinct-driven mind of a wild animal. The Earthworm is incredibly hostile and incapable of empathy or rational thought; its only reaction to any threat is to attack it.


  • Wealth: Holton had spent the last year secretly embezzling money from Cortech Industries, giving him immense wealth. He hosted extravagant parties and splurged on expensive cars and watches, all to fuel his enormous ego.
  • Burrowing: As the Earthworm, Henry Holton is capable of burrowing through the ground at speeds of nearly 45 miles per hour. He can tunnel through soil, rock, and even concrete with relative ease, all by eating through it with a corrosive fluid.
  • Fluid Spray: The Earthworm possesses the ability to spray an acidic coelomic fluid common in annelid species from his lamprey-like mouth. This bodily fluid is able to eat through various materials and even flesh, allowing him to burrow through the ground and attack his prey.
  • Regeneration: Though it is merely an urban legend that earthworms can regenerate after being cut in half, Holton does seemingly have this ability. Having one of his limbs or fingers chopped off only deters him momentarily, as he will quickly regenerate said appendage.



  • Harold Holton: Father, deceased
  • Unnamed mother: Mother, deceased




  • Henry's ideal voice actor would be American actor Ernie Hudson.
  • Henry will appear in a video game series developed by TheAgent41 and User:LeeHatake93.
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For the user, see User:TheAgent41.
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