Powers began to howl in laughter at Russel, seemingly amused by the regression into a small, adorable child. He Cruelly Smirks at the now thumb sucking Russel.
"See now you're a proper Brat, now then let's see if I can't alter a few things to myself."
Russel, oddly beginning to feel increasingly and frustratingly horny grows even more so at the sight of Powers stripping off his clothes until all that remains is a bright blue speedo barely holding back what seems to be a monstrous cock and equally full balls.
Russel's confusion grows, as he sees Powers point the ray at himself, adjusting a nob on the ray gun as he does so, he fires it at himself saying, "Well, here goes."
Powers begins to moan his hair turning from a silvery gray to Jet black, his skin going from an almost unhealthy pale, instead taking on a rather deep tan, his chubby arms and torso grew skinnier, before inflating with massive muscles.
Meanwhile, Russel stares in awe and disturbingly enough, lust. Watching as Powers begins to grow taller, going from a semi-respectable figure of 6'1 to 6'4, his face losing wrinkles and taking on a handsome studly appearance.
Suddenly the ray stops, Russel stops staring as well when Powers opens his eyes. Bright green eyes stare lustfully at Russel who at this point had completely forgotten what he was angry at this, this, massive stud of a man. Suddenly, a loud snap rings out, as the blue speedo had given out, unable to handle its monstrous contents no more. Russel stared in awe, complete stunned at what had to be a completely natural flaccid, 11 inch long, foreskinned covered, beer can thick monster of a cock.
The now 21 year old Powers smirked, asking in a dominate masculine voice "You like watch you see", grabbing ahold of his cock giving it a few pumps, the monster cock half hardening in response, foreskin pulling back as it gained another inch or two of thickness in both length and width. A bead of pre cum began to dot around the tip of Powers cock in response to his newfound raging libido.
Russel could only whimper fervently around his thumb, sucking it harder, completely overcome with a sensation of lost watching this happen. His eyes were now a fetching baby blue, and his body beginning to transform into a more fuckable form, as the side effects Powers neglected to mention kicked in.
Powers watched, sadistically amused as Russel's lips began to turn a glossy pink, the newly turned four year old whimpering more and more. He could see the boy's ass began to jiggle, watching it turn into an adequate bubble butt. Seeing his future fucktoy's skin taking on a cute pale pink shade, making his plumping breasts stand out out more, with tiny sensitive nipples capping the small tits. The four year olds hair gained a few curls as it turned an adorable shade of chocolate brown, topped off with an anime like cowlick, standing at attention. Powers began to pump his cock once more, watching his new slut gain a few light brown freckles dot his cheeks, his eyes beginning to sweetly shine with tears, tiny droplets formed from his no doubt overwhelming urge to be fucked. Well then, Powers thought, that can be arranged...
Russel felt odd, a sensation of emptiness began to flow through him. His asshole began to feel wet, something leaking, feeling a surge of uncontrollable lust Then, staring at Powers stroking along the mushroom head of his weeping cock he knew what he needed...