The Ursa That Ate Manehattan

by Macro Zecora

Chapter 3: Stirring Seas

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A few days later, the newspapers were reporting on the disaster of the floating lab. Due to the cover-up, no mention was made of Trixie’s transformation or rampage, and the paper simply said that all hands were lost, much to the depression of Doctor K. "No... It can't be..." He skimmed over the paper. "She’s gotta have made it out okay..."

Lily was in a generally somber mood. Not only because Trixie was presumed dead, but so were all the crew of the floating lab as well. "Yeah… But… I don’t think she did."

"Oh, stop it, Lily!" Daisy rolled her eyes. "And you too, K! You saw what she did in the footage filthy showed up. It may have been for the best that she blew up."

"I know... B-but Trixie was our friend..." Lily gulped. "And we still don't know for sure that was really her in those pictures. M-maybe it was her film version? Or maybe..." She sighed. "I don't know."

"It was really her. I’m sure of it." Said Doctor K.

"The audio and the footage doesn't lie. You heard her speech and you saw her actions. She's not the Trixie we once knew…" Oranos spoke to the group as she looked out the window, the city spread before her from Filthy's headquarters.

"It's probably for the best." Said Daisy. "In the original film she was a wild beast who destroyed Manehattan. But it's been a week and we still haven't seen her. We can probably assume she's dead at this point. Sad as that may be."

"But it's boring..." Doctor K complained. "And besides, we're still stuck in this film world, and there hasn't even been a giant monster yet! Why are we even still here if there's not going to be a monster!?"

"Your right, K. Something is still off about all this… Why are we still here? And more importantly, who's the one behind all this? We know it’s most likely Discord, but… Why?" Oranos rubbed his mane a bit, trying to piece together his twirling thoughts and figure out just what was happening.

Doctor K kicked at the carpeting as he walked over to the window. "Look at this city… It could be having such a wild adventure right now… But no..."

Daisy and Oranos exchanged glances as they stared at Doctor K. "Just what the hell is wrong with you?" Daisy blinked. "It’s kind of a good thing that the city isn’t being destroyed."

"I signed up to play a mad scientist in a monster movie! And that's what I'm gonna do!" Doctor K frowned. "Is it so wrong to want to see a big beautiful monster destroy this city!? That's what the audience wants to see. That's what we acted out! Why is it only a problem when we're actually in the city?"

"This was all science fiction! We're not supposed to be here and nopony is supposed to get hurt, how do we know that these aren't real people?!" Daisy exclaimed, walking up directly in front of Doctor K and raising her fist.

"Easy Daisy..." Oranos nodded. "We need to cool down and find a way out of here… Besides, it’s moot, because Trixie doesn’t seem to be showing up. Whoever is behind this could have more plans for us, and I personally don't wanna keep playing his little game."


The salty sea spray splashed across Drake's face as he inhaled the thick morning fog. It was a slow lazy morning on the mage-oil shipping lane, and he was somewhat bored, twiddling his thumbs as he looked over the edge of the Ineffable, spotting bits of debris floating in the water below. With a groan, he walked into the bridge and addressed his captain. "Scuze me, Captain Ugin. But you know we're heading right for the Rich Lab wreckage site?" The foot-tall dragon asked his superior, who towered over him at almost ten times his size. "You know a lot of ships go down around here... R-right...?"

"Yes, I know that, Drake. And that’s part of why we’re here!" The white dragon nodded to his first and only crewman. "This is an opportunity for us to salvage some junk. I’ve got a few nets trawling the water, and given how loaded Filthy was, we're sure to find something worth selling from this wreckage. They were probably working on all sorts of awesome tech before the place went up."

"Um... You sure, sir?" Drake stammered. "I mean, illegally trawling trash isn't exactly a prestigious bit of work, but... I've heard stories... About, you know. The beast..." He looked over the edge of the boat and felt a sick pit in his stomach as the water churned against the tanker. "S-something feels wrong. We really shouldn't be here Captain... Please tell me you'll reconsider..."

"Oh c’mon, Drake! You seriously believe those monster stories? That’s obviously just a cover-up spread by Rich and his cronies to try to keep entrepreneurs like me from finding something we shouldn't!" The captain walked onto the deck of the vessel and chuckled. "You’re just sounding like one of those paranoid old salts who’s been on the sea too long. There’s nothing to worry about, I tell ya. And if we do manage to snag something good, we could retire a few centuries early. And you want this chance to pass us by like a-" Just then the boat seemed to shake before coming to a complete halt.

"S-s-sir… What was that?" Drake shivered.

"Hmmm. We must have caught onto something big. Check the lines, let’s see if we’ve caught something worth the effort." Ugin grunted.

Drake just stood dumbfounded, looking out over the ship’s bow, seeing luminescent blue bubbles coming up from the deep, before a mighty splash of flesh that glowed with the same color. "Sweet Tiamat..." Drake gawked.

"What’re ye gawking at, boy?" Ugin snorted. "Aren’t you supposed to be gettin’ the lines?" He stormed up to Drake.

"I-it’s the m-monster, Captain!" Drake pointed over the edge of the ship. "Look!"

Ugin turned to see a massive ursine creature stretching in front of the ship. And she was huge! Easily at least five-hundred feet tall. The Seventy-five foot long transport ship looked like a mere foals toy compared to her massive size. Her massive body was dripping with a small pond worth of water, which seemed to be glowing with magical fallout. The two dragons couldn’t help but stare as she stood up and stretched, letting the liquid from her shoulders waterfall over her shapely breasts.

Ugin was left speechless the moment he saw the massive entity standing before them. His jaw shivered as he held onto a rail, attempting to keep himself upright.

"M-maybe she doesn’t see us…" Drake whispered, holding onto Ugin’s pant leg. "Because of the fog…" He gulped, praying that the fog would be enough to conceal them.

Trixie sniffed the air and smiled, smelling a new source of magic. The giantess looked down at the tiny transport ship. "Well, well, well looks like somepony else ‘barged’ into my territory." She reached for the vessel with a colossal hand.

"Quickly, Captain! Gun the engines! Full pow-Waugh!" Drake gasped.

The ship shook as Trixie's massive hand pulled the tiny vessel out of the water and held it hundreds of feet above the ocean. An eyeball twenty times the size of a dragons on deck scoured the ship. Ugin and Drake hid behind some crates. "Oh gods... What have we gotten ourselves into...?" Drake shivered, hearing the enormous fingers denting the frame of the ship. "Never should have come here..."

"Shh. We gotta stay calm..." Ugin gulped. "Maybe she’ll just put the ship down if she thinks there’s no one aboard..." The normally composed and collected captain had become a nervous wreck, sweat beginning to run down his face as he watched the massive yellow eyeball scan the boat.

"Let’s see what they brought me to eat this time." Trixie plucked up a shipping container and plopped it into her open mouth. Her powerful teeth chewed through the steel containers as if they were a candy bars, allowing her access to the mage-oil within.

"S-s-she’s eating our cargo!?" Ugin blinked in awe, seeing the lapiz oil drip down Trixie’s lips.

"Maybe it’ll kill her…" Drake hoped. "I mean… It’s pretty toxic..."

Trixie swallowed and licked her lips, slurping up the last of the oil. "MMMmmm! Now that’s good. I haven’t had a meal like this before!" She picked up another barrel of mage-oil and sniffed it. "Heh. Fuel, huh? Well, it’s just as good for a goddess as it is for a car!" She grabbed another fistful of containers and shoved them into her hungry maw, enjoying the power that the magical waste oil gave her. She even cracked open a few barrels and let them drain all over her tits, their curves inching outwards as she rubbed it into her chest.

"Fuck!" Drake cursed as he watched the giantess growing bigger as she slurped down the toxic sludge. "Are you kidding me!?" He whimpered. "That shit causes her to grow!?" The oil slowly disappearing into her body as if she was some sort of magical sponge.

Finally, the giantess had eaten every single shipping crate that wasn’t bolted to the ship’s deck. She licked her lips happily as she savored every drop of the radioactive waste.

"M-maybe she’s full?" Drake whimpered. "Maybe she'll let us go now...?"

There was a horrific screeching noise as Trixie brought her teeth down on the front of the ship, completely tearing the bow off. Her massive molars crushed the metal into tiny, easy-to-swallow particles, oil from the ship’s hull dripping down her cleavage as she ate.

"Next time, just keep yer big mouth shut." Ugin whispered as the front of the Ineffable vanished down Trixie's maw. "We… We… may need to abandon ship soon." He grunted as the ship was tipped at a forty-five degree angle, the giantess messily gulping down every drop of oil that she could fit down her gullet. All that happened to drip down to her breasts was just a bonus.

"I don’t think we’re going to have a ship left to abandon in a minute, sir..." Drake gasped as a shadow fell over the ship.

Another massive bite tore through the ship, just missing the bridge that housed Drake and Ugin. Trixie looked into the ship’s hull and frowned. "Phooey. No more magic juice." She pouted, opening up her mouth to swallow the back half of the ship. "What a shame." She drooled.

"Wait!" Drake darted out into the open, waving his arms around in front of Trixie’s face. "D-don't eat us..." He shouted.

"No! Drake you Idiot!" Ugin reached out, trying to stop the smaller dragon, but he was far too slow.

"Ah. There you are." Trixie smiled. "I was wondering if this ship had any crew." She chuckled. "And why wouldn’t I do that?" She licked her oil-slick lips. "You look tasty."

"Because, I can tell you where to get more magic juice." Drake gulped. "You like magic juice, don’tcha?"

"Yes. I do. And I can get it from a magical power plant, duh." Trixie rolled her eyes. "I’m not just some dumb sea monster. I’ve thought this out."

"T-then why are you all the way out here?" Asked Drake. "And not in a city of some sort? You could get a lot bigger with just one of those than by picking off ships."

"Because in the real film, I was too small to succeed in my efforts to take over the world. This time is gonna be different. I've been slowly growing bigger and bigger over time. And now thanks to little boats like yours, I'm twice as big as I was last time I attempted to destroy Manehattan!" Trixie smirked.

"Manehattan? Destroy? Film?" Captain Ugin gave the giantess an odd look as he held onto the rails of the ship. "L-look...Y-You’ve had your oil… And most of our ship… You can just let us go… There’s no point in eating us too..."

"Aw... You want me to let you go? That's cute. But no. You dragons have a lot of magical energy in you, and besides, if I just leave you out here on your own you'll drown. Not many ships come this way anymore. And for good reason." She chuckled, giving her breasts a squeeze. "It would be a much better fate for you to become a part of my glorious body."

"A-aren’t you big enough as it is!?" Drake pleaded. "How much more mass could you possibly need!?"

"I am pretty big already. Course, I could always afford to be slightly bigger. I didn't get to the size I am by sparing every sailor with a sob-story claiming they have a wife back home." She gave him a cold look.

"But Drake be so young!" Said Ugin. "He’s barely an adult by dragon standards! Certainly you can spare him!?"

"Oh really?" Trixie purred. "Hmmm. Well, don't worry... Whether you're telling the truth or lying, and to a future goddess might I add, I'll make sure little Drake doesn’t die a virgin." She picked the tiny dragon up with her fingertips up and placed him between her boobs. "Well, absorption isn't exactly the same thing as dying, but you know what I mean."

"Captain!" Drake wailed and squirmed as Trixie placed him on her right breast.

"Drake! No…!" Ugin fell to his knees in despair.

Trixie held the half-eaten ship up to her face and smirked. "Now… A captain always goes down with his ship. And you wouldn't want to set a bad example to your apprentice now would you?" Trixie opened her mouth and swallowed the remaining ship and Ugin whole, Drake able to see the mass sinking into her body through her semi-transparent skin where it sank down into her gut and vanished, becoming a part of her ever-increasing mass. "Mmm... And what a meal he was. If a bit salty." She chuckled.

Drake could only stare in horror as he watched the Ineffable vanish into Trixie’s body. His tiny heart started beating like a hummingbird, an easy contrast to the calm yet powerful booming of Trixie’s. "P-Please… I beg you… Don’t eat me… " Drake said as he struggled to breathe between Trixie’s massive chest hills.

"I just told you that's not an option, little one. You'll die if you don't have me here to keep you safe from the sea." Trixie cooed. "Besides... I want you to die happy. Well, again, it's not exactly dying, but eh… It’s close enough." She slowly removed his pants and smirked. "Oooh... It's bigger than I expected from someone so small." She started to gently massage his crotch. "Mmm... Bet you’ve never had someone do this to you before, have ya? And if they did, they probably weren’t half the mare I am. Heheh."

"I erm… W-w-well..." Drake shivered. "N-n-no… I haven’t..." He moaned softly.

"Mmmm. I bet not..." Trixie leaned in and gave him a gentle kiss. "You know, you’ve got quite the cute little body. Shame I have need of it. But I’m sure your essence will enjoy being a part of my beauty."

"I… Well, you’re very beautiful… But..." Drake stammered, moaning as Trixie pressed harder into his groin.

"Mmm... It's a little ironic. There are two great blue masses here one could be swallowed up by. You could always choose to go down to Davy Jone’s locker, but you know better, don't you, Drake?" She moved her hand down to her crotch and smirked. "You'd much rather go inside my pussy, wouldn't you?"

Drake couldn't help but feel aroused at her gigantic, yet delicate touch. He thought at first she would rip his cock right off, but was quite surprised to see how gentle she could be. His mind was screaming in horror at his prospects, but his hyper-aroused body was shivering with delight, feeling the effects of a week at sea catching up with him. His eyes were slowly dimming from the sensation of Trixie’s stroking. "Ooooh… Yes… Please put me inside of you…" He moaned mindlessly.

"Hmmm. Just because I'm a power hungry monster bent on world domination doesn't mean I'm completely heartless." Trixie smirked and gently pressed Drake against her pussy lips, slowly and gently pushing the horny sailor inside in a very delicate manner. "Mmmm..." She closed her eyes and hummed. "That's nice, Drake. I want you to cum inside me. More than you ever have in your life. And when you do..." She shuddered, loving the feeling of the dragon inside of her, despite how small he was. "I’m going to make you part of the glorious body you love so much..."

"Oh goddess..." Drake moaned, speaking to both Trixie and his dragon deity at the same time. Drake couldn't believe what his body was making him say. The malleable flesh around him was warm and moist, but also cool and relaxing between his scales. It was as if he had been dumped into a vat of heated massage gel. A vat of sentient goo that tugged and massaged his manhood with the utmost dexterity. All of Drake’s buttons were being pushed. A tendril of the malleable slime rubbed against his tight anus, making his toes curl in pleasure. It was as if Trixie knew exactly what would turn him on. Make him happy. From the way she poked his pucker, to the gentle massaging of his dick, to the musky smell that filled his lungs.

A thick spurt of draconic cum erupted from Drake’s cock, and with that, Trixie's pussy clenched and contracted, absorbing the tiny dragon in an instant, his last moment of separation from the ursine giantess being one of purr bliss.

Trixie gave the dragon no time to panic. The moment after he came and was bathing in the afterglow she took him. Trixie purred happily as she absorbed her meals. She patted her belly and sighed happily. "Ahhh… That was most lovely. Drake was right though. I have been gone an awful long time. The whole worlds probably forgotten all about mean ol’ Trixie at this point. They probably think I'm dead, and I wouldn't want them to get too complacent." She stretched. "Still, Manehattan is so far away, it’ll probably take me all morning to get there. Guess I’d better get going." She dove under the water and started swimming for the massive city, creating a massive waves in her wake.

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