The Ursa That Ate Manehattan

Scores of ponies lined the streets as the world-famous actors walked down the red carpet to a premier theater for the opening night of the big new monster movie The Ursa That Ate Manehattan, starring Trixie Lulamoon as well as a large supporting cast of side characters aside from the main mare who played the monstrous lead.

Of all the actors in the movie, Trixie was looking forward to seeing it the most, as it was her favorite role she had ever acted in, as it played into her fetish as a macrophile. It didn't hurt that she had been naked for most of the movie production, covered only in the illusionary CGI that made up her bear-like form. She waved to the reporters and turned to her fellow actors. "You all looking forward to seeing this movie as much as I am?" She turned to Oranos, playfully giving the brown pegasus a kiss on the cheek.

Oranos looked at his watch, seemingly distracted at the sudden question. "Huh? Oh. Well of course I am." The well-built pegasus nodded. "But I'm not sure if we should be out here for so long… These flashes are a bit annoying. As nice as the attention from the press is, it does get a little old after a while." He blushed, before leaning close to Trixie and gritting his teeth. "C’mon… Not in front of the press..." Deep inside his dress pants, his member stirred a bit from the kiss. He knew he would need to keep himself under control during the movie, as he did have quite the thing for the sensual blue mare.

Behind Oranos, Lily and Daisy both seemed excited as they cheered loudly towards the waving crowd. Daisy was blowing kisses and seemed to be basking in the attention, while Lily seemed to be behind her, nervously waving and scanning the crowd.

Their final co-star, Nuculidae, also known as Doctor K, was already at the main doors, ready to see the film with intense excitement. He was absolutely in love with his role and was completely devoted to it. To the point where he had even changed his name to match his role.

"I just hope the movie isn't too scary..." Lily tapped her fingers together. "I'm a little nervous." She blushed.

"Nervous?" Daisy laughed. "Really? You know how it ends. Heck, you even know your character survives!"

"Ye-Yeah... I know." She sheepishly gave one last wave to the reporters and fans outside before stepping into the theater. "But still... Trixie is gonna squish people... Like poor Oranos..."

"Pffft." Trixie laughed. "You and I both know he was super turned on during that scene. I had to pull him aside and give him a handjob just to get his penis to calm down." She said shamelessly.

"Trixie! Shut up..." Oranos was quick to bring his index finger to his lips in an effort to get his fellow actors to keep their voice down low due to the amount of media reporters standing in close proximity. "We don't want unnecessary media articles about that… And for the record… I have no recollection of the event in question." He glanced around nervously, trying to save face.

Daisy continued to laugh at the entire situation. "Pffft. Better than Trixie when she was recording footage for the stomping scenes. She had to take a break every fifteen minutes, she kept getting so aroused. I think she very much enjoyed squishing everypony."

Lily twitched at the sudden outburst. "S-She liked it?" Her ears drooped. "How could anyone l-like doing t-that? That’s the last role I’d imagine anyone being… Turned on by…"She spoke in a hushed tone.

"Are you guys ready yet!?" Yelled Doctor K from the door, rubbing his hands together. "The reveal of my wonderful creation awaits! Mwahahaha! C’mon hurry up!"

"Okay, okay." Oranos chuckled. "Hold your horses." He smirked and took Trixie’s hand.

Daisy rolled her eyes a little. "Oh, that's K for you. He's one of those method actors. He gets way, way too into the characters he plays."

Lily nodded. "Oh, I agree. He was kind of a jerk while we were filming. Always acting like his stupid mad scientist character off-set, referring to the interns as minions. They all pretty much despised him. Still... I'll give it to him. He really sold the part." She sighed. "But we probably don't want to bring any attention to it... There's too many media ponies around as it is." She looked around nervously.

"Pffft. You all worry too much about what the little ponies think." Trixie smirked. "Not me, I’m out and proud with it. Hell yeah, I loved this role." Trixie laughed. "And I've told the media as much as well. What they don't know is that K loved me in that role as well. He actually started worshiping me off-set one time, and I saw he had collected a shrine of concept art some of the CGI boys gave him." She entered the theater which was jam-packed full of ponies on the edge of their seats.

"Really?" Daisy looked over at K, who was already sitting down, a huge grin across his face as he looked up at the blank screen. "What a creep."

"That’s… Pretty weird..." Oranos gave a flat look.

"Hey, I thought it was cute." Trixie walked over to K and sat down next to him. "After all, a goddess needs worshipers, does she not?" She rubbed the underside of his chin.

Daisy entered the theater full of life and with a bag of popcorn in hand and sat down. "This should be really fun to watch! Its like a culmination of months worth of hard work!"

Lily made sure to sit as far away from Trixie and K as possible, snuggling up between Daisy and Oranos. "Do you think that Trixie was… Joking about how much she enjoyed squishing ponies?" She asked Oranos. "I mean… Because it’s not real, right?"

"Well. It’s her first starring role… So maybe it's just special to her. And it’s harmless enough if it is. After all, it’s not like she’s actually a giant monster." Oranos reached for some of Daisy's popcorn, but the only thing he got was a smack on the wrist. "Oww! Daisy..."

"Get your own!" Daisy snipped.

"Ugh… Fine." Oranos snorted. "I’ll just go without. There’s no way I’m missing the opening of this."

K just sat on the end, a massive grin across his face as the lights dimmed all around them. The opening credits started playing, showing all the names of the main cast as dramatic music swelled. As they watched the starring role of Trixie Lulamoon go across the screen with a flurry of explosions and blue mist, the music swelled and the crowd broke into applause.

"Hahaha! Thank you, thank you!" Trixie smiled as the crowd cheered, drawing her dirty looks from her coworkers, save K.

"Will you shut up!?" Daisy snorted and pulled Trixie down. "This film is more than just a tribute to your narcissism!"

"Jeeze. Fine..." Trixie snorted. "Don't get a stick up your ass..." She sat down as the credits ended, the swelling orchestral score quieting down to the sound of boring elevator music, setting a calm mood for the scene up ahead as the blue mist started to fill the theater, enveloping the front row of seats.

"She's right though." Oranos nodded. "The movie really does look Amazing. Look at that sweeping shot of Manehattan. It feels like we're all but actually there." He smiled, feeling as if he were standing in an elevator, with all his friends save for Trixie standing next to him as the elevator rose through hundreds and hundreds of levels.

Daisy was the first to notice something was off, sure this new 3D technology was supposed to be revolutionary, but not to such an extent. It felt like they were literally in the movie. She continued to eat more of the popcorn as the scene switched over to a busy downtown Manehattan and then she turned to see not only had Trixie disappeared, but so had the popcorn she was eating. "What the!? Hey Where did Trixie go? Where'd the theater go!? What’s going on!?"

Oranos looked over towards Trixie’s direction and realized that not only was she gone, but the entire theater seemed to have disappeared as well. "Huh. What the hell!?"

"What’s this! Are we… Actually in the elevator?" Lily looked around, the scent of popcorn slowly fading from her nostrils.

"Yeah... This doesn't make any sense..." Daisy put her hand up to the glass window. "It's like we're literally in the movie itself."

"I know this part." Said Doctor K. "This is the opening scene. The part where we meet up with Filthy Rich and discuss how..." He paused and grinned. "About how Trixie has escaped. Ooooh. And then there's that flashback scene on the boat after this one... I love that scene! That's when she gets bigger!"

"Wait..." Daisy looked around. "We know what the plot of the movie is going to be... But then why does it seem like we're actually in the roles we just played? What kind of nonsense is this? This wasn't in any contract I signed!"

"This can’t be real right? I mean....This is some sort of prank..." Oranos said before pinching himself. "Ow! Well… rule out the not real part…"

"It doesn’t work if you do it to yourself." Daisy pinched him, making Oranos yelp.

"Hnngh. Hey! Stop it!" Oranos grunted, pulling away from her in a huff.

"Was just making sure." Daisy nodded. "But yeah… This isn't good…" Daisy looked at the clear elevator window. "I gotta admit that the view is fantastic, but if this is really gonna play out like the movie… It won't be so fantastic by the end of the day..." She glanced down. "Lily you okay?"

Lily was sitting on the floor, hugging her knees, telling herself that this wasn't real. "This is a dream...This is a dream… This is just a- Eeeep!" She jumped when the elevator doors opened to reveal a magnificent, well-lit penthouse.

Filthy Rich was looking over Manehattan from the window. His tower overshadowed every single building in the city and was a testament to just how much wealth a single pony could accumulate. Filthy took another sip from his glass of wine and turned around as the elevator door opened. "Ah, hello everypony, so glad you could join us." He snapped for his butler to bring them more wine.

"Like we had a choice..." Daisy growled, still feeling this was just some sort of elaborate prank, but she decided to play at least partially along.

Filthy gestured towards his seating area. "Please, have a seat. I'll have my butler fetch us some drinks. And trust me, we're going to need them. The news we're going to discuss might not be pleasant." He took a sip of wine.

"Yeah… A drink sounds nice right about now..." Oranos muttered as he sat down on one of the leather couches. Lily followed close behind him with a worried look on her face since she realized just what was to come. Doctor K was the complete opposite of her, he walked out of the elevator with glee.

"What is this all about, Rich?" Oranos said suddenly trying to act out his part as best he could. "Don't tell me your in some more… legal trouble?" He raised an eyebrow.

"I don't think it has anything to do with that Oranos… I have a feeling this has something to do with… Doctor K's...creation..." Daisy mentioned before Filthy Rich could speak, waiting for the wine to come in.

"Wait... How did you know about that?" Filthy looked towards Daisy. "Oh well, it doesn't matter. I'm guessing he told you, despite his NDA. Typical blabbermouth." He rolled his eyes. "But the good doctor is right. It's about the genetic weapons testing division. As I'm sure you know, such science is against the law in Equestria, so I set up a floating lab in the middle of international waters in order to avoid such legal problems."

"Wait... Trixie is in trouble?" Lily gasped.

"No... She's not in trouble... She is the trouble. See for yourself." Filthy pulled up a video of Trixie and two gray ponies in lab coats experimenting of a vial on strange blue fluid, making K cackle with glee as he watched.

"Oooh. I love this part! That's the stuff I created! She's gonna get bigger!" Doctor K giggled as he gazed on the screen, watching Trixie looking around in confusion.

Oranos looked over at Doctor K with a bewildered look on his face. It was one thing to be aroused by the giant blue mare when she was just an actor filling out a role, but how could he be into it now? He paused and leaned over to Daisy. "Do you think that’s the real Trixie?" He pointed at the visible confusion on Trixie’s face. "And that she’s aware of the fact we’re in the movie?"

"I'm not sure. But if she is, then she can stop all this before she gets big… She’ll know to avoid the mutagen that transforms her in the film." Daisy whispered back.

"G-g-guys..." Lily gulped, shaking slightly at the footage. "If that is the real Trixie… What makes you think she won’t be worse than the monster in the movie? You know how much she got into her role."

"That's true..." Daisy gulped. "But if she knows she's in the film like we are, then maybe she wont do anything too bad…" She looked up as the ponies in footage started speaking.

"How’s the Ursa Major gene-splicing going, Beaker?" Asked one of the scientists. "This whole experiment is gonna be a waste of time if we can't get the kinks worked out of it."

"At this point, we’ve had more kinks than successes.." The head scientist looked over a notebook. "It’s maddening! The animal tests have all ended with unexplained erratic behavior. But I can’t find any cause for it."

"What have they been doing?" Asked Trixie, still blinking in confusion, wiggling her fingers around in front of her eyes as if she was having trouble telling they were really hers.

"Well, they've been... literally eating each other. One of the rats will consume the others, and in the process, end up the size of a small dog. All of them have had to be exterminated through lethal injection, but they're overwhelmingly strong and tough for their size." Said the scientist. "The enhanced size and strength is great. But the craving to consume their own species is quite concerning. There’s no way we’ll be able to market this to the military, let alone get permits to make it on the mainland."

A huge grin came over Trixie's face as she stared at the bottle of blue liquid before her. "Oh really?"

"Maybe the higher-ups sent us some defective lab rats." The lab assistant frowned. "They’ve screwed up like this before. What are we going to do? If we don’t get positive results back by tomorrow, Filthy will pull our grant money!"

"Oh. I don't think you'll have to worry about that!" Trixie grabbed the blue liquid and held it in her hand.

Oranos couldn't believe his eyes and ears as he watched and listened to the conversation on the display. "What is she doing? She knows what will happen if she gets that on her!" He whispered over to Daisy who had the same expression.

"Don't tell me she's actually gonna go through with this!" Daisy whispered back.

Doctor K couldn't stop grinning as he continued to watch. "Yessssss. Use my elixir, sweetie... Become the beast you were always meant to be..."

"M-maybe th-this isn't her as an actor, and this is h-her playing out her role in the film...?" Lily shivered, trying to come up with some sort of reason for why Trixie would be doing what she was doing.

"Nope." Said Doctor K. "She's got more cleavage showing in this version that she does in the actual film. I've studied this scene many times, and this version is much more revealing, like originally she wanted, but the director told her it would be too lewd." He said proudly.

"You sick freak! Do you seriously take your roles this serious or are you just a disgusting perv?" Daisy growled to Doctor K.

"Trixie! No!" Beaker yelled on the film. "You can't! That's not safe to be consumed by ponies!" He dove towards his fellow scientist.

But it was too late. Trixie drank the solution, and instantly, her skin turned translucent blue and she started to take on much more ursine features, including a thicker nuzzle ending with a cute black nose, a pair of rounded ears, and a set of sharp fangs. In addition, her eyes started to glow an ominous yellow. "Yessssssss…!" She moaned, her bra snapping in half with an audible rip. Her breasts, once merely large were now enormous and spilled out of her lab coat. The button of her pants popped off, and the seams around her legs and arms were torn apart. The last of her clothing to give way was her panties, which were riding up between her thick ass cheeks until the elastic gave out, as the mare finished doubling in size. Blue magic filled her arteries, causing her body to radiate with a sensual glow. Her head hit the ceiling, but she barely noticed, and merely crouched down in front of the scientists.

The scientists screamed when they saw what had become of Trixie. She was huge, her tattered clothes falling off her body, revealing her ursine features beneath. "Lulamoon… This is crazy..." Beaker stammered. "What do you think you’re… AHHHH!" He screamed as Trixie pounced on him and placed his head between her watermelon-sized breasts, which only seemed to grow larger as her malleable star-filled body absorbed him. He gasped and pushed against Trixie’s body, groping and squirming against those gigantic blue boobs as he pushed against them.

"Ooooh. Beaker. I’ve had guys who have been into my boobs before, but you seem to be really, really into them!" Trixie laughed, moaning and groping her rear with one hand, all while she pushed her co-worker into herself with the other, turning him into a flurry of stars inside her body.

Lily began to cry after seeing Trixie casually absorbing her fellow scientists, her heart sinking as she realized that this was in fact the real Trixie in control. "T-This is just… a… bad dream… just a nightmare..."

"Can you keep her contained, Filthy?" Asked Daisy. "Or at least do something to keep her away from the mainland?"

"Well, that's the thing." Said Filthy. "Ever since the disaster at the floating lab, we haven't seen her at all." He looked at the film, which showed footage of Trixie pouncing on more scientists. "Plus, there's the fact that she’s gotten too big to contain even if we did know where she was. Look!" He pointed towards the screen, showing Trixie approaching the engines, crawling through the narrow passages of the ship, which warped around her curvy body. With a casual bear hug, she absorbed the engineer, before licking her lips at the engine seductively. With a simple punch, she ripped into the magical turbines, letting the energy flow into her. She gasped and moaned, moving a hand down to grope at her growing breasts as she grew at least five feet taller, then the camera cut out.

"Magical energy makes her grow..." Oranos muttered. "Just like in the film..."

"So… As you can see. We have a problem. A big problem." Filthy sighed. "There is no known cure for her... condition. So, the reason I called you all up here is so that we can deny anything to do with her creation. I want all of you to destroy any materials relating to Doctor K's elixir and Trixie Lulamoon. We're not going to be held liable for anything she may do, assuming she's still alive. As far as we're concerned, she came out of the pits of hell herself, understood?"

"What!? You’re doing this for legal reasons!?" Daisy clenched her fist.

"Is she even still alive?" Asked K, sounding a little concerned.

"Who knows, who cares?" Said Filthy. "That's not my problem… I just don’t want to be held liable for this mess." He shook his head. "I want this covered up. Jeeze... This would be so much easier if I were still the president of Equestria..." He rolled his neck.

Daisy paused and looked to her fellow actors. "Wait... You mean, you're not the President?" She bit her lip, knowing that he was the president in the original script.

"Don’t you read the papers?" Filthy scowled. "No, I’m not President. That other asshole is... But still... My failure to get a second term was a minor setback. I can still buy any political favor I want." He chuckled.

"I’m surprised you didn’t just rig the election." Daisy sneered.

"I did. But the other guy rigged it more." Filthy said sheepishly. "This Discord character, he was always one step ahead of me; as if he knew what I was going to do before I did it. I’m honestly amazed he won. He just showed up out of nowhere. Like one day he didn't exist, and then he just did! But I guess that actually helped him out. He didn’t have the decades of scandal behind him that I did."

"Discord!?" They all gasped and looked at each other.

"That explains it..." Daisy scowled. "We must be in... In some sort of pocket dimension playing out the plot of the film! Grrrr... I knew we were being fucked with!"

"What’s he been doing ever since he took office?" Asked Oranos. "I mean, he must have wanted to be in that office for a reason, right?"

"Erm... He’s mostly just been pissing money away on some secret project he’s working on. No idea what it is. But he’s cut the budget for pretty much everything in order to make it. Welfare, infrastructure, military..." Filthy shrugged.

"Military!?" Lily gasped. "B-but... That means the army will be even weaker now than it is in the original script!"

Filthy once more gave a confused look. "Heh. Well, you don't have to worry about that, Lily." Said Filthy. "Because during my presidency, I fully modernized the military. No more of these obsolete slug-throwers, lead-slingers and boomsticks. No sir. Now we have weapons of the modern age. Magic missiles, disintegrators, arcane blasters. All top of the line shit. If Trixie does decide to square off against the Equestrian military, it will be her funeral."

Doctor K grinned maniacally. "Oooh. All of those are magical weapons..."

The rest of the cast all gasped. "That’s right..." Daisy blinked. "They are… And that means..."

"It means we’ve got to stop the army from shooting at her..." Oranos gulped.