Later that night...

Rose tossed and turned in her bed, her mind in turmoil from all the tumultuous thoughts that plagued her. How far would this disease spread?! How many others were infected?! And why, for the love of Celestia, why wouldn't anypony listen to her?!

As she lay there in the dark, brooding, she was suddenly overcome by a keen sense of...dread. With a jolt, she realized she...was not...alone. Her hoof trembling, she reached out and turned on the bedside lamp...then screamed when the light revealed the wild Human standing at the foot of her bed!! Then, as she regained control of herself, she became slightly annoyed.

"Alex! Just how in Tartarus did you get in my private property?! And what in Equestria do you want?!"

With his fists on his hips, he threw back his head and laughed a hearty laugh full of derision! "Ha Ha Hah! Your puny pony defenses were no match for my mighty HUMAN powers!"

Then, as she watched him, he became deadly serious and...changed.

He grew several inches taller until his head almost touched her ceiling. His clothes tore until he was clad only in black underwear. His body became far more muscular and hairy, with a massive chest and bulging arms, and his mane grew longer and flowed about his shoulders like a golden river, waving in a non-existent breeze. And then...he smiled, revealing two sharp, gleaming fangs.

And that was not even the worst part.

His eyes became...Black...and soulless, but still aflame with a relentless...hunger...

Now terrified, she scrabbled backwards and drew her covers up to her neck, her eyes as wide as saucers, while he simply stared at her. Then he spoke, and his voice had become a deep growl, which sent an involuntary shudder through her.

"...And as for what I want..." He ran a hand over his crotch, and her eyes were drawn down to the massive bulge there, as her pupils shrank to pinpricks. His Black eyes twinkled with mirth as he pointed a sharp-taloned finger at the book on her nightstand. "I see you still like to read 'predator/prey' romance books..."

She looked over at the book, then hastily grabbed it and stuck it under her pillow. "N...no I don't!" She thought fast. "It...it belongs to my...sister! Yes! I was just...borrowing it!!"

He smiled his toothy smile once more. "Ah, yes...your sisters. They were most..." and here he paused to wipe off a bit of drool that had spilled down his chin and onto his rugged beard, "...delectable..."

A cold grip seized her heart. "What...what do you mean?" Instead of answering, he turned and looked into the dark corner of the room. She followed his gaze, then took the lamp and shone it over so she could see...then screamed and dropped the lamp.

Both her sisters lay there, now...Human, their bodies covered in what looked like his...his...seed!

She slowly looked back at him. In a terrified voice, she whispered, "...what did you do to them...?"

He stared at her, then answered back just as quietly, "...the same thing I'm going to do you..." Placing a hand on his chest, he uttered low, "I am a predator..." then walked over to her bedroom door, grasped the doorknob, and in one swift, effortless motion ripped the door off its hinges, taking a sizeable chunk of the wall with it, and tossed it across the room. He turned back to her. "...and you!" pausing to lick his lips, "are my prey..." As she continued to tremble and stare up at him, he stepped back from the wreckage, pointed towards the opening, and whispered, "...this is the part where you start running..."

She hesitated for only a second more, then screamed, threw her covers off, and bolted out of the room! She expected to have to waste a few precious seconds getting through her front door, but she was further terrified to see he had already smashed his way through there as well! She ran out into the Moonlit night, desperately looking for anypony, anypony, to rescue her! She started beating on doors, crying out, "Help me! Somepony help me! The Human is after me!!" But they were all either fast asleep or ignoring her, for none answered her. She heard a low chuckle, then slowly turned and looked behind herself. There stood the Human a hundred yards away, leering at her. As she watched in horror, he slowly bent down, placed his hands on the street, then began loping towards her on all fours! She let out another blood-curdling scream and tore off running again, this time making for the outskirts of Town.

And then into...the Forest...

Her breath was now in tatters. She had never run so far, so fast, for so long...but now? Now, she might have a chance.

She was deep in the Forest, farther than she'd ever gone in her life, and all her fears of the place came crashing into her mind. But those all paled when compared to the fate that awaited her if that...Human...caught her! So if she could just hide out long enough, he might get discouraged and give up...it was her only chance, for she could run no further!

She stiffened and clapped her hooves over her mouth to quiet her heavy breathing as she heard him crash through the foilage not too far away. She hid behind a tree as she heard him call out, "I know you're in here somewhere, little pony! You can't hide from me!" Then she heard him take a deep breath, and to her horror, start to move in her direction! What could he be smelling?! Were Human noses that sensitive?! All around her were the night sounds of small animals moving through the darkness, insects chirping, and the rich, earthy smells of trees and other fragrant plants. Yet, he was still moving closer, as she tried to stay hidden! What could be giving her away?!

Then with a start, she realized...her tail was flagged...and had been the entire time she'd been running. He was smelling...her...arousal! NO! It can't be! Body, don't betray me! she thought to herself as she tried to find a better place to hide. But it was no use. Her knees went weak and she felt herself get even wetter when she heard his deep voice growl, "You're close, little pony! I've almost got you..."

She whispered, "...no..." and used the last of her strength to put on one more burst of speed and run...only to find herself in an open clearing with no cover. She looked back and saw him enter the clearing as she backed away, and fell exhausted against a tree.

The Moon shone Her beams through the clouds overhead, and his body was framed in the Moonlight, every rugged part of him glistening with sweat as his chest heaved and his muscles rippled with each heavy step. His golden mane flowed freely about him, caught in the wind, as it shifted and brought his masculine, irresistible scent to her nostrils.

He smiled again, revealing his sharp, wicked fangs. "Found you..." he gloated, as he took his time walking sloooowly up to her.

She slumped down against the tree, facing him. She looked around desperately for something, anything she could use as a weapon, even though she knew she had no chance against his strength."N...no...stay...stay...back..." she wheezed. Finding a rock, she pitched it at him, where it bounced lightly off his upper right thigh.

The effect was immediate.

"YEEEEEARRRRRRGGGHHHH!!!" he screamed and clutched his thigh. He turned his angry gaze at her. "My One! Weakness! How did you know?!?"

She sat up. "Wait," she panted "...that...worked?!"

He immediately stood and leered at her. "Nope. Just kidding." He closed the distance and stood over her. "Now then, where were we? Ah, yes!" He pulled down his underwear, revealing his giant cock as it flopped out and she went cross-eyed staring up at it. He then bent down and grabbed her by the head. "You were just about to start sucking dick, if I recall."

She was shaking like a leaf but still aroused. "I...I can't! It...It's too big!"

He glowered down at her. "Do not argue with me, prey! Now, open your mouth!"

She felt a strange tingle go through her, so she closed her eyes, opened her mouth, and stuck out her tongue. She felt another thrill shoot through her as his cock passed her warm lips, into her mouth, and down her throat. Her eyes rolled back in her head as he slowly built up a rhythm, thrusting his cock in and out of her tight, warm throat over and over. Despite herself, she felt her pleasure growing stronger and more intense as the face-fucking continued, while her moans began to match his animalistic grunts. She reached up and caressed his pendulous balls, as he spread his legs to give her easier access. "That's it, little pony...stimulate me..." he moaned, "You're going to be my new cum slut from now on..." Another thrill shot through her at his words, then she closed her eyes and shuddered as her first climax hit her! Her cunt convulsed and spasmed and squirted as she was being reduced to being nothing more than a cum-dumpster, a slut, a...a...whore!

She moaned around her mouthful as her body shook and spasmed, which the Human noticed. He grinned down at her. "I've made you cum, little pony...now, it's my turn!" He sped up his thrusts, going even deeper as his balls slap slap slapped against her chin... "Here...it...comes!" then with a final thrust he buried himself in her throat and roared, "Now...TAKE IT!!" as he shot load after creamy load into her mouth and down into her stomach, as she began desperately swallowing and gulping. Just as she felt she couldn't swallow another drop, he released her head and pulled his cock slowly out of her throat, and stepped back, while she fell forward panting onto her face.

She slowly raised her head and stared up at him through her wet mane. "You...you...beast!"

He reached down and gently grasped her chin, and smiled. "Yes. Yes, I am. But you enjoyed sucking my cock, didn't you?" She tried to pull out of his grip, but he held her head firm, so she shook it and shut her eyes. She then gasped as he effortlessly lifted her and laid her on her back. Holding her front hooves down to either side as he loomed over her, he growled, "Don't! Lie to me...you pony slut!" He then further surprised her by slamming his fist into the ground and coming up with a bare tree root, then crossing her front hooves over her head and wrapping the root, which was still connected to the tree, firmly around them. He got to his bare, taloned feet to stare down at her and admire his work.

She struggled in vain to free herself, then turned frightened eyes up at him. "What...are you going to do...?" He hooked his thumbs over the waistband of his underwear, then pulled them all the way down and stepped out of them. His cock sprung up once again full and throbbing, and her eyes went wide as she stared up at it. "...woof..." she gasped in awe, struggling against her bonds again. "You...you can't! You... mustn't!!" But he simply grinned and fell to his knees. She tried slamming her back legs closed and wiggling her hips away from him, but her strength was no match for his. With her front hooves tied, there was no escape, so he just grabbed her back legs and sloooowly eased them apart, until she was fully exposed before him. "Nooo!" she screamed. "Don't look!" But her face burned bright red as she looked up at him, and caught him not only staring down at her swollen pussy but actually drooling!

Without a word, he spread his knees, grabbed her by the hips, and lined his massive tool up with her cunt, as she shook her head from side to side. "No! No! You're too big! You'll split me apart!!" But he simply sighed as he slowly slid inside her.

"Ahhh...don't worry, little slut...I"ll...uhhhh...fit..." He then fell forward on top of her and grabbed her under her upper arms to hold her steady. In her ear, he growled, "Time to fill your cunt with my magic HUMAN seed, pony slut!" Then, he got to his sexy work.

He started out slowly at first, then built up a rhythm as she kicked her back legs in the air, with her eyes rolled back and crossed in her head as she lolled out her tongue. She squeaked, "Oh! Oh! Oh!" the harder he fucked her as his huge cock was reaching places she'd never "dreamed" of before, and she felt her mind slipping away from the ecstasy! She was being treated like a whore! She was tied up, powerless to resist, and being ravished by a monster! Even if she wanted him to do so, he wouldn't stop until he was satisfied with her body!! The only way this could get better is if he were to...were to...

Suddenly, without warning, in the midst of his orgasm, the Human opened his mouth and buried his fangs in her neck! She screamed, arched her back, and came like never before!

Then, everything went black.

Rose was still screaming when she sat straight up in bed and looked down at herself. Her sheets were a mess, the air was filled with her arousal...but it was the very best wet dream she'd ever had in her life! She reached over and turned on her bedside lamp, half expecting (silently hoping) to see the Human standing there...but of course, he wasn't. She chewed on her bottom lip as she then glanced over at her Romance book, then angrily picked it up, and threw it across the room! Just reading about being 'prey' was no longer good enough! Somehow, someway, she'd have to have sex with that alien.

Regardless of the consequences.

MUCH later that same night...

The Day Princess looked up from her book at the urgent knock at her door. Removing her reading glasses, she glanced up at the clock and frowned, then said, "Come in?" A Royal Guard entered, saluted, then rushed to her side. She bent down to listen as he urgently whispered, then stood back and turned towards the open door. She looked up, to see a tall, cloaked, hooded figure standing there. Without taking her eyes off the figure, she said, "That will be all, Corporal Stalwart. You may resume your duties." He saluted, then left, but not without giving a visible shudder as he passed the silent, standing individual. Celestia walked over to her couches arranged by her fireplace and gestured for the one to come sit across from her. Once it did, it removed its hood to reveal itself.

"Agent Sweetie Drops," smiled Celestia. "How you've changed..."

"This must needs be important, Sister," said Luna as she entered her Chamber, head down reading a scroll. "I've much Dreamwalking to do this night, for I have heard troubling reports coming from Ponyville."

Barely suppressing a smile, Celestia inquired, "Oh? And what sort of reports, Luna?"

Luna glanced up briefly at her Sister, her eyes darted to her visitor for a moment, whom she acknowledged with a slight nod, then said, "Troubling dreams of an...intimate variety...concerning that Human, I fear," as she continued reading. "This very night, I entered a rather...intense...dream at the last few seconds and deemed it necessary to halt it before a certain mare suffered irreparable mental harm."

Celestia nodded. "I see." She clapped her hooves. "Well! I won't keep you from your duties, Sister! See you in the Morning!" As Luna gave an annoyed grunt and turned to leave, Agent Sweetie looked at Celestia and raised an eyebrow, but she put one hoof over her mouth to hide a giggle and raised the other, indicating for her to wait. The door closed after the Night Princess, and Celestia tapped once...twice...three times on the arm of her seat then pointed to the door.

The door flew open and Luna came rushing back in! On stiff legs, she walked up to the Agent and stood stock still.

"Good evening, Your Highness."

"This...cannot be..." breathed Luna, as she walked around the former pony mare and stared up at her. "How...how is this...possible?!" She turned to her Sister. "She is...Human..." Celestia smiled and nodded.

"It would seem our current Human visitor has discovered the ancient way to alter ponies," and here she looked back at her agent and added, "...in the most fun way possible!"

Luna frowned, then her eyes grew wide as realization dawned. "Hold...art thou telling me thou knew of this possibility?!"

Celestia waved a hoof. "Calm yourself, Lulu...the effect is only temporary. In a few days' time, everypony will be back to normal, including our agent here."

Luna looked back at the Agent, then made her way over to her Sister's private stash. Opening the cabinet with her magic, she searched until she found her most potent liqueur, then scooped up three glasses and returned to the couches. After pouring each a shot, she settled back in her seat and said, "Methinks I need to hear this tale of..."most fun ways possible."

"Hubba hubba!" drooled Rainbow, as she watched Big Mac, or who used to be Big Mac, slowly descend the stairs. The former stallion was now gigantic, (in more ways than one!) as he finally reached the bottom step and stood there from his now six-foot-plus height.

He still retained his red fur, and his pony face, but his new arms were now bulging with muscle, as were his legs, and his cock now hung somewhere close to his knees. He looked down at himself, flexed his hands, and smiled. "I guess I done changed a bit, huh?"

"I'll say!" cried Rainbow. She yelled, "Dibs!" and began to rush forward, but Lyra grabbed her tail. Dash rounded on her. "Hey! What's the big idea? I saw him first!"

"No, Rainbow!" yelled Lyra, "Don't touch him!" She looked frantically around at the other mares. "NONE of you!" She hastily opened her Book and showed it to Twilight. "This is dangerous Magic when a pony has been changed by a Human, and that pony changes another pony into a Human! We don't know what could happen!"

Twilight read the pages, then her eyes grew wide. "I...think I understand."

Rainbow sat and sulked with her forelegs crossed and groused, "Well, I wish you'd explain to me why I'm not currently getting plowed by one of the biggest dicks I've ever seen!"

Twilight closed her eyes and rubbed the bridge of her nose. "Rainbow...it's very simple: Fluttershy had sex with Alex, and she was turned into a Human. Then she had sex with Mac here, and he was turned into a Human. It's the Law of Diminishing Returns: each additional unit of input results in a smaller increase in output...the Magic gets less potent each time it is passed along until the results are unpredictable!"

Dash stared at her. "I still don't get it."

Applejack took over. "If'n you have sex with Mac, you could end up bein' a half-pony, half-monster."

Rainbow looked from Applejack to Twilight, to Lyra, and then up to Big Mac. "Right! Noooo thank you!" then flew over behind Alex again.

Mac went over to a chair and sat, then put his head in his hands. "So then, I'm a...monster?"

Applejack turned bright red and hastily said, "No Mac! That's not whut Ah meant at all! But..." and here she fidgeted with her hands, "yah shouldna had sex wif Fluttershy 'til we knew whut was goin' on, big guy..."

Twilight's face lost color. "Fluttershy!" Then she raced up the stairs, followed by Pinkie, Rainbow, and Alex. They slammed the bedroom door open, expecting the worst, only to see her lying there, still Human, crossed-eyed, arms and legs splayed out with a dopey smile on her face and cum still on her lips. They slowly approached the bed. "Fluttershy? Can you hear me? Are you...alright...?" asked Twilight.

The pink-maned ponygirl slowly focused up at them and grinned. "Co...cock...sooo...BIG! Can't...feel...legs!" She sighed. "Sooo...happy!"

Pinkie giggled. "She's alright!"

"...lucky bitch..." muttered Dash.

Twilight sighed with relief.

"At least we now know there were no ill effects between her and Macintosh. That should make him feel better."

"I'm still in the dark about how this all happened in the first place, Twilight," said Alex. She gave him a sly look.

"Come on downstairs; Lyra and I will explain it to you all."

Operation: MEAT

"Okay: back up...you WANT me to sample more meat, and then have sex with you all?!"

Twilight sighed. "Yes, Alex, It's--stop giggling, Rainbow!--for SCIENCE!" She showed him Lyra's Book. "According to this, Humans have had this ability long before, through different catalysts...yours just happens to be eating meat."

Alex nodded. "I see. So, it's all temporary, and no one, excuse me, nopony, gets hurt?"

Lyra spoke up with a too-eager look in her eyes. "Perfectly safe!" Then her voice grew sultry as she stepped a bit closer. "Plus...you would be doing me the favor of a lifetime..." Bon Bon pointedly cleared her throat behind her. "...and my marefriend too, of course!" Lyra hastily added.

Pinkie bounced up in his face, her eyes bright and manic. "So, you're okay with this?!"

Alex took a few steps back, and said, "Well, yeah...you mares are all really hot, and I never get enough of you...I just wasn't sure if you wanted to be changed after the way Applejack first reacted.

Before AJ could respond, Spike finally spoke up. "I'm...just gonna go now...I think I'm not wanting to be part of this."

Twilight turned to him, her face bright red. "Spike! I'm so sorry! I should have sent you home the moment we knew what we'd planned to do!"

Spike smiled. "It's okay, Twilight. You're my sister, and I love and trust you. Just...be careful, okay?"

She grabbed him in a fierce hug. "Always, Spike! See you later?"

Spike nodded, then looked up at the Human before he left. "Take care of my friends, Alex." Then he turned and left without waiting for his response.

So he didn't see Rainbow watching him intently, making plans of her own.

All this time, Big Mac had been sitting off to himself, far from the rest, feeling like shit. He didn't dare go home yet, he sure as hell didn't want to stay in the Human's house anymore, and he couldn't touch any of the mares. Worse of all, he'd never felt so horny in his life! He tried to keep his gaze on the floor, but there were just TOO many naked, round, asses in the room to ignore! Aaaaand most of them weren't bothering to keep their fucking tails down, (like that cunt Rainbow!) so he was also being treated to the intoxicating sights of pussies and ponuts. It was slowly driving him insane!

He looked up at one of the West facing windows and saw that the Sun was beginning to set. He'd wait until the cover of darkness, then slip out the back. (jack!) He didn't know where he'd go, but anywhere but here would be better! At least until he returned to normal. And that's when Pinkie finally noticed his sullen face.

She quickly trotted up to him and said, "Mac! In all this, we forgot to tell you: Twilight, Rainbow and I checked on Fluttershy, and she's okay!" She leaned in closer and lowered her voice. "So...if you're feeling...you know...she's available..."

Mac stared at her. "You serious?"

She nodded. "Cross my heart, hope to fly, stick a cupcake in my eye!"

Mac looked at the stairs, then looked at Pinkie. "You're serious. Excuse me!" Then he rushed up the stairs. A few moments passed, then the sounds of a bed being destroyed and the delighted cries of a ponygirl getting her brains fucked out filled the air! All turned and looked up the stairs, then looked around for Mac, and then spotted Pinkie where he had been sitting. She sheepishly smiled.

"I guess he was still horny!"

Twilight turned back to the group. "Well, now all that's left is deciding where--" but she was cut off by the screams of, "Big dick! BIG DICK! MORE!! MORE!!" coming from upstairs, so she cleared her throat, raised her voice and tried again, "...where we're going to do this since Alex's bed is now...occupied...!"

Alex stuck his fingers in his ears as the passion from upstairs grew even louder. "Right!" he shouted, "Let's get out of here!" As soon as they opened the door, they were surrounded by the few mares that had stuck around, hoping to catch a glimpse of the 'new Humans.' Some crowded around Alex, while others stared up in awe at Applejack. These whispered among themselves while keeping an eye on the ponygirl. The farmer blushed, but held her head high as she strode past them, apparently feeling it beneath her to satisfy their curiosity.

The ones around Alex implored him, "Touch us, Human!" Alex stopped and looked around.

"Are you...sure? It can be...pretty intense."

"Sweet Celestia I hope so!" cried one Earth pony mare as she stood on her hind legs and placed her front hooves on his chest.

Alex looked at Twilight, who simply shrugged, then looked back down at the mare. "Okay...you asked for it..."

But just as his hands were reaching for her hooves, Lyra ran forward, knocked her over, and cried out, "I'm done with waiting!! Touch ME!!"

Bon Bon started with, "Lyra, maybe you should---" but the unicorn wheeled on her with a feral look in her eyes.

"I said I'm done!" She looked back up at the Human. "NOW!" Fully realizing he was dealing with a crazy person, he immediately grabbed her horn with both hands and gripped it tightly.

She lost it.

"AuwAAHHHUWWWAAAHHHuuuWWWAAAAHHHH!!!" as she thrashed and convulsed, her eyes rolled back in her skull and her tongue lolled out, already dripping drool.

"LET HER GO!!" screamed Bon Bon, as she tried to separate the two. But Lyra's magic had formed around Alex's hands and was now glowing ever brighter.

"I can't!" he screamed back, "I'm trying! She won't let me!"

Bon Bon ran forward and grabbed her marefriend, trying to pull her off the Human, but was immediately overcome by pleasure as well! She threw back her head and arched her back, screaming, "Oh GAWD, It's so GOOOOOOD!!!" as she squirted and jerked. The other mares looked at each other, smiled, then as one ran forward and latched onto them.

"Yes! Oh, Sweet Celestia YES!"

"MORE!! MORE!!"

"I CAN'T TAKE IT! I CAN'T TAKE IT!!"

All the others were too overcome to even speak, they simply thrashed and convulsed as Lyra's magic surrounded them all. This went on for several moments as the combined magic of both Lyra and Alex overwhelmed them all, until finally, Alex was able to wrench his hands free, and the mares all fell into a panting, sweaty pile. One mare raised her head, looked around, and woozily muttered, "I could use a cigarette..."

The others looked at her. "What's a 'cigarette?"

She shook her head to clear it, then replied, "...don't know...but I need one, right now..."

Bon Bon caught her breath, then turned on her marefriend. "What! Were you thinking?!"

But Lyra just replied with a silly smile on her face as she got shakily to her hooves. "Bonnie...that was just his touch!" She lowered her voice. "Imagine how it will be after he has some meat, and he uses his cock on us!"

Bonnie's eyes grew wide, then she looked up at the Human, who was still staring at his hands. She then whispered back at Lyra, "We need to get him to our place. NOW."

Twilight, Pinkie, and the ponygirl Applejack had managed to stay clear of the ruckus, but now that it was over Twilight cautiously came forward and asked the couple, "Are you two okay to get moving?" She looked around. "These ponies won't be going anywhere for a while." Indeed, all the other mares were lying on top of one another, heads thrown back, giggling, or rubbing their hooves all over themselves. Some were holding their hooves up in the air and staring at them in awe. Their eyes were wide and sparkling as they stared at their hooves...their mouths were open in an 'o' with a bit of drool dripping out...whispering about, "...the colors...the COLORS..." sooo...yeah...none of them were in any shape to be going anywhere for the foreseeable future. This also worked out great for some lucky stallions who happened to wander by about an hour later, as a side effect of the mares being "zapped" by both Alex and Lyra had cranked their libidos up past '11'.

Even the mares were unaware of this aspect until the first curious stallion walked up to them and asked, "Hey. Are you ladies alright?" Two or three of them stopped trippin' long enough to focus on him, then their smiles grew...predatory. He took a cautious step back. "Was...was it something I said?" Ten seconds later he found himself on flat his back, with two of them lovingly ( and loudly! ) slurping and sucking on his cock and balls while the third slipped her hot tongue down his throat. They all took turns sucking, fucking, and throating him, using mouths, pussies, and asses until they'd drained his balls completely dry, and he lay exhausted but happy, thanking Sweet Celestia! he'd decided to take a walk past that freaky alien's home for once! All this free sex, and it wasn't even his birthday yet!

Meanwhile Twilight and Company had made it to the Town proper, with the ponygirl enduring the incredulous stares and whispers from the normals. It was only after they'd all almost made it to the Candy Shoppe that Pinkie looked around and said, "Wait a second...where is Rainbow?" Twilight stared, then her brow lowered.

"That...idiot!"

Author's Note

Credit for some of the beginning chase scene lines goes to Pusspuss, and his story Chase Me, one of my favorite tales! If you haven't read it, you should definitely check it out!