Charmcaster puts Ben’s lollipop in her cock-squeezing rear entrance and rides on it all night long!

Ben 10 Hentai Porn GIF

GIF Animation: Charmcaster puts Ben’s lollipop in her cock-squeezing rear entrance and rides on it all night long!
Kissing and touching is the regular way for the Ben 10 action to start, but you can never tell where it’s gonna take them… Hot Charmcaster spreads her hips in front of the camera then fucks her boobs and fresh pussy with a blue dildo. Lustful Ben 10 easy lay wants to feel hard black dick shoved deep into her asshole, and then gve it a blowjob till it shoots tons of cum giving her a messy facial cumshot to savor on.

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Are you prepared for Gwen’s rail on your hard-on?

Free Ben 10 Hentai

Hentai Picture: Are you prepared for Gwen’s rail on your hard-on?
You always had this fantasy to witness the Ben 10 hotties who are ever hungry for cocks most of all… Gwen wants to try this cock first prior to letting someone else have it fuck them in the mouth of pussy. Let’s get inspired by a girl from Ben 10 that is having her pussy filled on the roadside after trying on some clothes in a shop a short while ago!

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As Ben will know tonight July is way more whorey than he thought…

Hentai Video: As Ben will know tonight July is way more whorey than he thought…

Notorious Ben 10 heroes make but another appearance with the new sex adventures in this article… A hard prick hammering July’s ass and snatch makes her cum again and again. Naughty babe from Ben 10 craves to take on this heaviest fuck load of her whole life…

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Ben Tennyson always liberate to Gwen when bet involves some kind of meet up

Gwen Pussy

Hentai Picture: Ben Tennyson always liberate to Gwen when bet involves some kind of meet up
A couple of lustful studs squeeze their cocks into a naughty Ben Tennyson’s cock-sucker and double-fuck he sandwich her giving her no quarter… Fucking in the Ben 10 is really enjoyable and the raunchiest… Big tit easy meat from Ben 10 is hopping with a massive vaginal invasion inside this report!

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Ben and gwen summer ease off time.Gwen love to screw his cousin but she don’t like him to jizm so swift.

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GIF Animation: Ben and gwen summer ease off time.Gwen love to screw his cousin but she don’t like him to jizm so swift.
Gwen getting nude and doing it her moistened cooze with a huge rubber dick… Some of those Ben 10 characters that cannot hold back unleashing an overpowering desire to have sex any more and get into those tit-bouncing pranks… We are anxious to fill up this busty Ben 10 gal with a cute butt and a fuck-ready snatch…

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Ben 10 Porn Story: GTAE Chapter 6

Ben 10 Porn Story: GTAE Chapter 6

Gwen Tennyson stood at the edge of a small lake. Her, her idiot cousin, and Grandpa Max had traveled from New Orleans to the north, currently making camp at a nice little nature reserve. The red headed girl stood on the edge of a small dock built specifically built to add to the ‘intrigue’ of the over sized fish pond they had going.

She brushed a hand through her hair and took a slow deep breath to prepare herself for that first horrible splash of cold water. For the last 3 weeks since New Orleans she hadn’t touched, winked, or done anything remotely affectionate toward Ben. She barely even talked to him unless she needed to. Of course Grandpa Max had noticed, and even asked what was wrong a couple of times. She’d always just shrug and tell him she didn’t know what he was talking about, which normally warded him away well enough.

Truthfully she didn’t really know why she’d been given Ben the cold shoulder for so long. After about two days since the Four Arms encounter she had totally gotten over whatever it was that had made her mad, but at this point she wasn’t about to go apologize to her cousin, so she’d decided to just stay stubborn until he apologized.

Of course Ben wasn’t enjoying the cold shoulder much. Sure it wasn’t like he couldn’t live without her, after all for the majority of his life he’d pretty much hated the ground she stood on, it was just that after a certain point, that hatred had sort of faded and turned into something else.

That and about two weeks ago masturbation had sort of lost its zing, and plus Gwen wasn’t sitting teen feet from him in a bathing suit. Not a particularly skimpy bathing suit like the girls in bad porn movies sure, this was just your average one piece suit that you’d expect any girl her age to wear. The only problem was that Ben could, did, and had been remembering what she looked like with said bathing suit, and coated head to toe in alien seed.

Ok so the drenched in alien seed memory was only really called upon late at night when everyone else was asleep or when he’d gone out into the forest alone for a ‘pit stop’ and he was trying to get off. But lately even that wasn’t helping much.

Gwen hugged her arms a bit and took another deep breath, closing her eyes she ran off the edge of the dock, diving into the cold lake water with a nice splash. She swam out a little under the surface before splashing to the top, shaking her hair out as she paddled out a little further. She sort of wanted to see how far she could get before it would feel like it was too far.

Although it wasn’t exactly like she wasn’t being watched. Ben had his eyes on her from the moment she dove off the dock to the moment she sported forth from the icy water. “Come on Ben. You’re not going to let Gwen and me have all the fun are you?” Max slapped Ben roughly on the back before he cannon balled of the edge of the dock, splashing everyone within a ten foot radius.

Ben groaned again and tossed his head back. “Nawh… that’s ok Grandpa… I uh, just had three corn dogs, and ya know… better wait half an hour before doing swimming…” He smirked a little and chuckled weakly as he rubbed his shoulders.

His cousin kept on swimming out till she was all alone near the middle of the lake. She looked around, and grinned at how far out she’d gotten before heading back to the dock, and then heading out again, anything to keep her mind off her cousin.

Of course her coins actually had her on his mind on her, laying himself out flat on the dock as he stared at some sort of bird flock fly from some place to someplace else. He sighed and tried to think of some way into Gwen’s pants. He blinked a little tilting his head back as he watched two fishermen out on a boat showing off a giant bass. They had it hanging upside down, which meant it was right side up to Ben, and gave him an idea, he smirked a little. “Well, if she likes aliens, and she likes water.” He smirked and sat up, starting to dial the watch as he grinned. “Let’s see how she likes water aliens!”

The girl in question was down to simply floating around on her back now, listening to the water in her ears as she watched the same flock of birds fly from the same place to the same someplace else kicking her feet back and forth lazily, just enough to keep her still.

Her cousin was busying himself getting around behind a boat shack before smacking down the plunger and transforming into the alien fish. He smirked, something that was a considerably more intimidating sight with teeth making up half his head, and dove into the water, merging his legs to form a single powerful fin as he swam down deep, lakes were always more interesting when you were a fish.

The non-ichthyoid member of the Tennyson cousins just sort of kept floating there. She let out a light sigh and closed her eyes. Eventually the silence between her and Ben would have to stop. She liked him way too much to keep up what she was doing, but the dilemma was how to end it without embarrassing herself and giving Ben something to lord over her for the rest of time.

Ben smirked, swimming circles around under his cousin as he glanced up and admired her backside from the bottom of the lake. He circled around once or twice, coming up almost directly under her, and though he knew he shouldn’t have, he couldn’t help himself from sliding a scaled hand over her soft flat rear. It was just that Ripjaws made you feel like king of the sea, and she was just floating so innocently on the surface, it almost felt like she was just asking to be played with.

Although she wasn’t too happy about being played with, Gwen yelped and jerked, splashing upright as she swore something rubbed against her butt. She sort of treaded water where she was looking around until she calmed down, Ben had sunk to the bottom the lake and was out of view. He really just couldn’t help himself, compared to his amphibian form, she was like a fish trying to fly, and he had fun swimming a shrinking circle around her.

Unknowing and unaware, Gwen calmed down with a sigh, looking around for a lake weed or small fish before taking a deep breath, closing her eyes and diving under the surface. She held herself there for a moment, just enjoying the simple feeling of floating there before heading back toward the dock to deal with her cousin.

Of course he wasn’t exactly waiting back at the docks, although neither was he acting much like her cousin at the moment. He had watched her dive under the surface from a safe distance, then closed in enough to see that her eyes were closed, although thanks to the murky water and Gwen’s lack of Ripjaw’s fish vision, it was doubtful that she would’ve been able to see him anyway.

He turned himself upside down and swam right underneath her as she stroked her way back toward the shore. Ben backstroked beneath her as he admired her polyester clad body, his gills flapping a little faster as his breath caught, remembering all the various things he had done, and hopefully would continue to do, with the cute red head above him.

Gwen smiled arching her back and stretching out as she turned toward the surface, rubbing her shoulders back and forth as she swam up. She didn’t even notice as a semi-erect Benjamin dove back down beneath her, he didn’t want to be noticed just yet.

She broke the surface a moment later, gasping as she treaded water again, just enough to catch her breath. It was while she caught her breath that she noticed a rather friendly looking large rock sticking out in roughly the middle of the lake. She smirked, sure she wasn’t entirely comfortable with being out in the middle of a large body of water by herself, but it was only ever so often that the chance to sunbath on a nice isolated rock presented itself. That and it served as a marvelous excuse to not try and find, and more importantly apologize to, Ben.

Though since the alien fish boy in question was currently engaged in aquatically stalking her it wasn’t like she would’ve found him anyway. And like all stalkers worth their trench coats Ben followed her, slowly weaving his way back and forth under the water, just sort of enjoying himself as he displayed infinitely more aquatic dexterity than a human every could.

So it might have been understandable that when he saw her heading towards land he growled and snapped up a fish that dared to venture too close to him. The realization that he had a rather upset fish in his mouth dawned on him shortly thereafter, but he just sort of went with it and munched down.

Though while Ben was playing with fish, Gwen was reaching her destination, sliding right up onto a smooth patch of the rock before laying out on it, legs dipped in the shallows, while she caught her breath. It was, not entirely surprisingly a bit of a workout to swim out into the middle of a lake.

Her cousin swam a few, rather dejected circles around the rock, watching her. Maybe it was his predatory instinct kicking in, or maybe it was the fact that he was a horny little boy, but he really wanted her to get back into the water so he could play with her. That and he knew that eventually he’d turn into a human again, and probably have a hard time explaining how he got to the bottom of the middle of the lake.

He did split his legs out and stand on the bottom though, looking up at the pair of light pale little girl feet that dangled to tantalizingly in just off the edge of the water. Ben crossed his arms and blew some bubbles, just trying to figure out what to do next.

His cousin however, had already decided what her next move was going to be. The top of the rock was a good six feet high, and hung over the lake. Gwen was already busy attempting to climb to the highest edge of the rock, and luckily for her the top was at least three feet around, giving the young red head plenty of room to get a running start. So she did, practically sending herself flying off the top of the rock before diving deeper than she’d ever gone before, curling into a ball and immediately heading back toward the surface for life-giving oxygen.

The moment she’d hit the water Ben was over next to her, not entirely certain why, but not entirely uncomfortable with it either, he just sort of felt that he needed to be next to her while she was in the water. Although that wasn’t the only thing he felt. Ben was getting really annoyed that he couldn’t just rip that annoying suit right off his cousin, it was almost worse to know that you could do Almost anything to her without her noticing, than to know you couldn’t do anything to her without her noticing.

Gwen treaded water on the surface, panting lightly as she kicked her legs back and forth, giggling to herself. “That was fun!” She started back toward the rock, diving just under the water and holding her hands out in front of her too keep from bumping her head as she went for another jump.

Her cousin was a few feet under her, complaining to himself in his head as he waited for her to get naked. He was practically screaming it at himself, trying very hard to project his thoughts out upon her to make her strip.

Fortunately for her, Ripjaws didn’t have that power, so she made it back to the smooth edge of the rock in peace. She pulled herself up onto it, just letting her legs hang in the water again, kicking her feet back and forth as she laid back and took a breath.

A familiar creature slid himself up as close to her as he could get without alerting her. Ben got so close he could smell them in water, incidentally, her feet smelled better than his, even when he didn’t have them.

The young red head on the rock wiggled lightly back and forth, kicking her feet a little slower as she sighed, pouting up at the sky lightly as she forced herself to think about her cousin. “What am I going to do about Ben?” She pouted and sighed again really trying to figure out something that she could live with.

Ben perked up and pushed off the shallows of the rock, swimming around the stone before letting his head just hover on the surface similar to what a crocodile would do, so he could hear her better. He’d already picked out his name, and if she was talking about him, he wanted to know what she’d say.

Gwen grunted. “Well I could… talk to him… but if I did he’d probably be all ‘huh I knew you couldn’t stay away’ or ‘I knew you’d come to your senses.’ Like I’m going to give him the pleasure of being smug with me…” She sighed and pouted up at the sky. “But… man, I hate not talking to him…” She whined quietly to herself, kicking dejectedly out at the water just to kick something.

Her cousin smirked a little as he just floated lightly against the surface, well hidden beneath water and behind rocks. She wanted him, and he wanted her, it was a match made in heaven. Ok so maybe she didn’t want him as much as he wanted her, but Ben was entitled to a little wishful thinking.

Gwen pouted flipping over and burring her face in her arms. “Ben… I’m sorry; it’s not that hard, just say. ‘Ben I’m sorry I was unreasonable and mean, but you were sort of mean too, so let’s not do this anymore and go back to liking each other.” Her face turned a deep red and she wiggled about. “No No No, that’s horrible!” She flopped a bit. “Ugh, we’re never gonna talk again…” She splashed a little, unsatisfied with her planned attempt at apologizing.

Unbeknownst to her, Ben had heard every word. He blinked and smirked a little more as he dove down, just below the surface. He was so totally going to use her own words against her in the future. It was like she was the enemy and she’d just handed him a box of ammo.

She curled up, pulling her legs up to her chest as she stared down at the lake water as she pouted. “If only Ben wasn’t such a big headed brat… than this would be a lot easier.”

Now it was Ben’s turn to pout. Big headed brat? He didn’t think he had a big head. Well ok Now he did, but that was physically and only because he was Ripjaws, and besides, why wasn’t he allowed to have a little pride, he saved the world, several times.

Gwen sighed and slid up onto her rock a little more, laying out, not on the top, but close, while still being hidden from the casual glance she was far enough up that she could let the warm sun soak in.

Her cousin had mixed feeling about his cousin moving up the rock to sunbath; on the one hand, it increased the likeliness that she would get naked, which he liked. While on the other hand, if all she was going to do was lay there on a rock, he had better things to do, like eat things that swam in the lake.

She didn’t move, busy thinking as the waves washed up against the soles of her feet. She opened her eyes and stared up at the moderate to lightly cloudy, sky.

Ben pouted a little more, deciding that if she wasn’t going to get naked, he was going to eat various things from the lake. Though the fish were staying away from him now, he did find some old shoes and a slightly waterlogged fishing pole, but neither looked particularly appetizing, so Ben busied himself reeling up the fishing line.

While he did that Gwen was up and stretching, never really one for the laying out and staying still, she nibbled on a strand of her hair before she stood up and headed to the top of her rock. She was going to do one more dive before sucking it up and going to find Ben. Of course he wasn’t anywhere she could find him. He was near the bottom of the lake, plotting, evil, devious things, things that involved his cousin, and his recently acquired fishing line.

The cousin in question stood on the furthest edge of her cousin rocks, arms outstretched to either side, she took a deep breath and ran off the edge, leaping off into the air, curling up into a ball and readying herself for the splash.

Ben spied the flash of red hair and pale skin in half the time it took her to come crashing down into the water. Leaving with plenty of time to swim over to where she struck.

Gwen was curled up in a cannon ball, holding her knees tightly to her chest as she took one last breath before she plunged down into the dark murky waters of the lake, and right into the waiting hands, and hook of her cousin.

Ben was waiting for her from the moment she entered the water, fishing hook at the ready, and it didn’t take him long to hook it up to the back of his cousin’s swim suit. It really wasn’t that difficult, just a matter of holding the hook out at the right moment and knowing to let go of it when you felt a tug, and after that he had his own personal line to Gwen’s clothing.

Of course it wasn’t like she didn’t notice, the moment she felt her suit snag on something she twisted about trying to get it off her, or at least find out what it was. The problem was that a fishing hook is quite small, and especially in the water, its line can be hard to locate.

The fish at the other end of the line swam down to the bottom the lake and started reeling in his catch. He didn’t really want to drown her, and honestly the possibility that he could’ve didn’t really dawn on him. He just wanted Gwen out of that cursed swimsuit.

Something she wasn’t entirely happy about, she could feel something tugging on her suit and that same something felt like it was trying to pull her down. Lucky for her cousin Gwen isn’t prone to panicking in a tight spot, because if she had, she very well could’ve drowned, but instead, she quickly removed her swimsuit, letting whatever it was that it was caught on keep it as she rose gasping to the surface.

Ben practically sang in his head as he reeled his cousin’s swimsuit in. His plan had worked perfectly, he privately thanked the laws of averages and, after taking a moment to admire the shapely rear of his cousin swimming up to the surface, and then turn back toward the rock, he got another malicious idea, and put her suit back on his line, letting it slowly rise to the surface, but using the line to keep it well out of reach of his cousin. He’d just gotten her naked, he didn’t want her getting dressed too soon.

Gwen panted, flopping back out onto her rock. She took a quick look around, blushing madly and hopping no one was nearby. She glanced out at the water just as her suit came bobbing to the surface. She stared at it for a good minute, just to see if some lake predator wasn’t going to gobble it up the second she headed for the water, but since after a few minutes the suit hadn’t been eaten she started to look for a safe was to get back into the water.

Her cousin had his hair-brained scheme well under way by the time she started looking to get back into the water. The fishing pole wedged under a rock on the bottom of the lake, the line just far enough out to let the suit drift freely, within a confined area, before the fish boy himself headed for the surface. He never actually breached, but he did swim a slow, wide circle around the suit, just close enough to cast a shadow on the water.

Gwen paled a bit, gulping as she watched the water, and the large shadow circling her only means of clothing. She dipped her feet in weakly, and slowly, Slowly, started sliding herself into the water again. If she was really careful, and took things really slow, then maybe whatever it was that was trying to get her, wouldn’t notice, and wouldn’t try to eat her.

Ben, smarter than your average fish, smirked the moment he saw her feet dip into the water. He dove down deep, apparently vanishing from the view of the surface, as he actually swam over to his cousin, and sort of back stroked under her, just getting himself a nice eyeful while he could.

She only slid completely into the water once his shadow had vanished and, completely unaware that she’d been turned into her aquatic cousin’s personal peep show, concentrated on attempting to get her suit as stealthily as possible, not paddling or kicking, but just sort of sweeping her limbs in slow wide movements to either side of her, that managed to move her maybe an inch each time she actually completely a stroke.

Her spectator rather enjoyed the show, as he got a little bit of a stiffy from watching her swim like a slow naked frog through the water which was his kingdom. He waited till she was well out into the open water, and then pumped one of her legs with his tail lightly, just sort of enjoying his ability to mess with her without fear of reparation.

Gwen stopped dead in her tracks, she was so closed to her suit that if she really tried, she could get it, but then there was the swim back. She bit her lip and tried not to shiver as she felt the cold dread of not knowing what was after you creep up her spine.

Ben smiled a little more as he swam slow, full circles around his cousin, bumping her other leg with his grinning jaw, and this time reaching out a webbed claw to lightly stroke the inside of her thigh as he passed.

The naked red head gasped, hugging her arms to herself as the slowly treaded water. She was starting to choke up, terrified at what was touching her, after all, best case it was a pedophile with a scuba-tank, worse case it was a something that wanted to eat her in the bad way.

Or third-case, it was her cousin’s horrible sense of humor. Ben was grinning so much, that had he not been Ripjaws, it might’ve actually hurt. He swam right between her kicking legs, front to back, just low enough to brush under her feet, though he did raise his dorsal fin to rub against her as he passed.

And that was the final straw. Gwen jetted, she broke out after her suit as fast as she could, nearly screaming with fear as her heart practically choked her.

Ben dove down, kicking off with a powerful flick of his tail, and snagged the fishing cord on his way down, so the his cousin’s suit was swallowed by the murky waters. He swam down, suit in hand for a little until he reached the lake floor and adjusted the wedged fishing pole, just a little, so that the suit would bob back up out of his cousin’s reach.

Though Gwen wasn’t exactly in the mood for games, she was nearly frozen in pure terror, almost shivering in the water as she could think of only one thing to do. She broke out swimming again, this time heading back to her rock so she could get her naked self out of the water, and away from whatever it was that was tormenting her. Ironically, she was beginning to wonder where he idiot cousin was when she needed him.

And of course, he was at the bottom of the lake, not too ready to let his tormenting of his naked cousin end. He knew he could easily beat her to the rock, and although he didn’t surface, he did flick his fin up just high enough to brake the surface as he passed between her and the safe haven. She might’ve recognized him as Ripjaws if he’d shown any more of himself, and though Ben wasn’t the sharpest tack in the shed, he knew that if she did, he wasn’t going to get any from her. Not in this lifetime anyway.

Though Gwen didn’t stop heading for the rock, she did release a girlish scream the moment she saw the fin, but that only encouraged her to keep going. She was more frightened of what would happen if she stayed in the water than what would happen if she swam near whatever it was that was clearly toying with her anyway.

Ben got a little bit of a kick out of that, Gwen always was a brave girl. He grabbed her feet and pulled her under for just about a second, more like a playful cousin dunking the other’s head under water than a hungry predator attempting to eat someone though, he didn’t want to hurt her. Although neither the cousin nor the predator probably would’ve rubbed their erect shaft against her rear before release her.

Gwen gulped down more water than was probably healthy, as she was pulled down. She shook almost violently when she was prodded, kicking and swinging and just generally struggling until she was released and broke back to the surface, coughing and sputtering out water before catching her breath.

Her cousin smirked a little as he sunk back down to the bottom of the lake. He hadn’t even really realized she’d chocked on some water. He’d been too busy admiring her nice naked rear. Although her trashing did manage to remind him she couldn’t breathe underwater.

The moment Gwen reached the rock she was up on top of it and as far away from the water as she could get. She shivered lightly and tried to cover herself, tearing up a little as she coughed and started at the water surrounding her, strongly considering becoming hydrophobic.

Her cousin stayed deep underwater, probably one of the smartest things he’d done that day as if she found out it was him now, he was fish sticks, accent on the sticks. He did however return to his fishing line, watching his cousin’s suit pop back up to the surface.

She just sort of stared at her suit. It was like the thing in the water was taunting her, just daring her to try again, which Ben was, but she wasn’t going to. Her fear had quite effectively washed her pride away and she called out for the one person she knew could beat up a perverted fish. “B-Ben!!!”

The perverted fish in question now paused. He was presented with an interesting opportunity, he could play both the villain and the hero. The problem was explaining why he was already a fish…

“Please Ben! Help!!” A louder, more panicked yell sufficed to answer that Gwen wasn’t in any position to care.

Ben darted back over to the pier, and at full Ripjaws speed, burst out of the water and dove back in, charging across the lake as he swam like a torpedo toward the rocky outcropping where his cousin was, staying just below the surface, and keeping his fin down flat.

Gwen was still screaming bloody murder, eyes squeezed shut and shaking opening. “BEN!! BEN!! BENJAMIN TENNYSON! HELP ME You DORK!!”

A moment later Ripjaws came bursting out of the water and stared up at his cousin. “Gwen! Gwen what’s wrong?” He remembered just in time that he had an erection and pressed himself down against the rock as he let his tail flick out in the water, laying out a little like a seal sunning itself.

A second after he arrived, Gwen had her eyes open and was latched onto him. Still shaking and coughing on occasion she didn’t even seem to notice, nor care, that he was Ripjaws.

Ben patted her on the back, a little surprised at how much he’d actually scared her. Seriously it was a lake, the worst thing it could have in it as far as he was concerned was a big fish. “Gwen? What’s wrong?” He rubbed her back a little, trying to comfort her and calm her down, more than a little out of guilt. Why was it that whenever he did bad things he always ended up feeling bad about them?!

“Th-there’s…” Gwen coughed a little and shook against him. “There’s something in the lake Ben… it.. it tried to, pull me under…” He panted and hyperventilated a little, but never under estimate the ability of hugging a superhero to calm someone down.

Said superhero was beginning to feel like a royal heel, maybe that last bit had been a little too much. “You mean like a fish? Or seaweed or something?” He continued to rub her back gently. “Also, why are you naked?”

His cousin blushed a little and sort of stopped hugging him. “I-it… got snagged on something, when I dove in… that’s when… whatever it was… pulled me down…” She blushed a little more and tried to cover herself. “B-Ben it was swimming around I saw it.” She realized she was next to the water with him, and as soon as she did she darted back up to the center of her rock, yipping a little. She’d never admit it upon pain of death, but she was a little afraid of open water at that point.

Ben blinked a little. “Alright, you just stay here. I’ll go check things out.” He pushed himself back off the rock and dove into the water, swimming around just under the surface, his fin still pressed down, before diving deeper, mostly to just go get her suit unhooked.

The naked semi-traumatized red head nodded and stayed in the middle of the rock, pressing her back against the raised ledge and staying as far away from the water as she could. “O-ok…” She bit her lip a little, starting to feel a little silly. Now that Ben was actually there investigating, it dawned on her that if he didn’t find anything, she’d look like an idiot who got scared by a trout. “B-but hurry back…” Of course that didn’t mean she wasn’t still scared. As far as she knew something had very nearly tried to eat her.

Her cousin had actually decided that he was a serious heel, and after a quick scan of the lake for a fish big enough he could pass it off as her lake monster, he swam down, grabbed the fishing pole and broke the surface, waving it around. “Hey Gwen, I think I’ve found your lake monster.” He stayed on the surface as he swam back over to the rock, fishing pole in hand, and beached himself as he had before.

Even if Ripjaws could split his tail into legs, Ben didn’t really want his cousin noticing his fish stiffy and asking questions. He already felt like a heel, and Gwen had this insane ability to make him feel even worse when he was already feeling bad about pranking her.

She just sort of blinked at the fishing rod and tugged at her hair nervously. She was calming down a little now. “Y-you didn’t see anything bigger?”

“There were some fish like the size of cats… Bass I think, but I could check again…” Ben started reeling in the fishing line, and after it used up a substantial amount of slack, her swimsuit started sliding slowly across the surface of the lake.

Gwen sighed, and looked noticeably relieved. “O-ok… no, thanks…” She blushed a little, curling up a bit. “Sorry, I didn’t mean to like… call you all panicked and stuff…” She tried to hide herself from him a little, it just felt weird letting him see her naked.

“Tsk.” Ben smirked a little and tried to think of some way to get her to make him feel less bad. “Well I don’t know… Ya did make me go Ripjaws for a fishing pole.”

She just snorted at him, arguing with Ben was practically her safe place. “Well forgive me to thinking I might’ve been in danger… Maybe next time I think that I’ll just let whatever is trying to get him get me, as long as it doesn’t waste your time.” She didn’t really remember why she’d been mad at him, but arguing with him made he feel better, and at the moment, she was just relieved to see him, so even though she was making a fuss, she didn’t even sound the least bit upset.

Not that Ben minded, he just sort of smirked and thought of all the things he would’ve done to her if she’d let him just get her. “Eh…” And that made him feel a little bit more like a heel. “It’s no problem Gwen… Sides I’ve been kinda being a bit of a jerk to you recently.” And thus he felt like he should apologize, though he was more apologizing for scaring her so much than whatever it was she’d wanted him to apologize for. But that didn’t really matter.

Gwen looked at him and sighed. She rubbed her legs slowly and looked out at the water, Ben had actually apologized to her, for something she couldn’t even remember. “Me too… I, I don’t even think what I was angry about was worth it… I mean, all this silence and awkwardness…” She nibbled her lip a little as she sensed a moment coming on.

Ben leaned in and smiled at her. “Well, ya know Gwen…” He smirked a little more. “You’re naked… I’m Ripjaws… and Grandpa’s not watching… We could have a little fun.”

And Ben totally destroyed the moment before it even got off the ground. Gwen blinked at him. “Ben… You’re… such a horn dog.” She pouted and shook her head a little before just laughing at him.

He just sort of shrugged. “Actually a horn fish. At the moment anyway.” Making Gwen laugh was more fun than making her scream, and it had the added bonus of not making him feel bad afterward.

“Hmm… I dunno…” Gwen smirked a little, tilting her head. “I mean we hardly just made up. That’d be going a bit fast don’t you think?”

“Hey they say make up sex is the best.” Ben chuckled lightly.

Gwen giggled and smiled. “Well- I dunno…” She leaned forward a little bit, and actually blushed lightly. “’Convince’ me?”

Her cousin smirked back at her, and crawled up the rock a little, leaving his lower half a tail as he pulled himself up along the rock. “And just how…” He smiled at her. “Would you like me to do that?”

Gwen tapped a finger on the rock beneath her as she leaned back a little and smirked. “Oh, I dunno… use your imagination.” She uncurled, letting her legs spread out a bit, and showing off her bare pink slit as she continued to grin at him.

He got the idea and smiled back at her. “Well, I do have one heck of a tongue.” He smirked and let his long tongue lag out of his mouth a little, it was on par with his mouth size, as he crawled up between her legs.

Gwen blushed a little more. “Y-you’re lucky I’m open minded… I doubt any other girl would let you touch them as Ripjaws…” She blushed a little more, but spread her legs enough to let him in, as she nibbled on her tongue. “You’re lucky I’m easy..”

Ben smirked and chuckled a little as he pressed his large tongue against her slit and took a long, slow taste, moving from top to bottom, and then twirling his tongue around the top, like his cousin was a candy cane.

She tense and squirmed a bit, but smiled down in appreciation. It had been awhile since they’d ‘had some fun’, and she’d almost forgotten how weird Ben could be when it came to doing it. She arched her back a little, pushing her hips towards his mouth a little. But weird in a good way.

And speaking of weird, Ben had an idea. He licked his cousin lightly and softly, unhinging his jaw and crawling up toward her a little further. He slipped his lower jaw under her rear, and place her flat behind softly on the space just behind his teeth, Ripjaws had only one row, and her new position allowed him to lick every part of her lower half.

Although Gwen wasn’t too sure about the idea, she yipped when she was picked up and stopped wriggling. “Ben. B-be careful…”

“Don’t worry ‘wen, I won’ bite.” He licked her entire behind, sliding his tongue up between her cheeks and slowly pulling it out from under her before lapping at her slit and replacing it so he could do it all over again.

She shivered a little and arched her back as he licked at all her sensitive spots. Gwen bit her bottom lip and smiled. “That’s a big lie… ah… you do to, bite.” She smirked down at him weakly as her face flushed pink.

He smiled back at her, which worked despite the fact she was sitting in his mouth. “Yeah, but not you.” He smirked a little and pushed his tongue a little ways into her.

Gwen blushed more and sort of cooed down at him. “Y-yeah… n-not… Uhn!” She arched her back and stopped talking, just trying to keep from chirping embarrassingly as things started heating up.

Ben rolled his tongue around, leaving its tip inside his cousin as he twisted it about and slid it in and out of her occasionally rolling it up and rubbing the bulk of it over her slit. She rocked her hips against him, tensing up each time he licked at the soft spot atop her gentle pink slit. Ben smirked a little and rolled his tongue up in his mouth, rocking it back and forth, the bulk rubbing over the soft nub at the tip of her slit again and again. He liked having her in his mouth, he could feel her reactions.

Although Gwen wasn’t exactly complaining, she was panting harder, and tensing up a lot. Her hand found their way to the top of his head and she was rocking her hips down against his talented tongue even harder as her juices started to slip out from her in long slow throbbing waves of heat.

Which of course only managed to encourage her cousin onward, he could taste her now, well her flavor rather than flesh, and she tasted good. Ben lapped and licked and actually pulled his tongue in and out of his cousin’s dampening core.

She chirped and wriggled between his jaws. “B-Ben… Wha… Hey, be gentle…” It didn’t hurt, but she was sitting legs spread in the mouth of an alien carnivore, who happened to possess a rather talented tongue. The whole thing was just a bit overwhelming.

Though her aquatic cousin did heed her concerns, nodding and slowing down his attentions to her just a little, he kept doing all of it, just a little slower than before.

Gwen sighed, relaxing a little and rocking her hips with Ben’s pace, her muscles tensed and swayed along with his licking as she silted her head back and rubbed her fingers along the top of Ben’s coarsely scaled head. He smirked at her, speeding his licking up a little as he started to crawl forward, scooping her up and almost sliding her down against the back of his throat as he lapped at her. He pumped the tip of his long wide tongue in and out of her, occasionally pulling out and licking up and down her entire form, or rolling his tongue out under her.
She groaned and leaned herself over her alien cousin’s head, hugging his snout as he worked her sensitive spots. She tensed and shook slightly; making loud chirping noises as she felt the friction start to grow.

Ben licked at her faster and faster, spurred on by her tensing and chirping as he enjoyed her taste oh so very much, and had to restrain himself to keep from closing his mouth around her to swallow, mostly because if he closed his mouth, he might inadvertently bite, or worse swallow her.

She gasped and arched her back over the teeth of his bottom jaw as she bucked into his tongue. Gwen hugged her cousin’s face to her naked chest as she chirped and moaned, shaking hard, and pouring out all the pent up energy she’d been building since the fight in one colossal mind blowing climax.

One which her cousin eagerly lapped up, still pumping her with his tongue occasional until she got too far gone to keep up, after which he just slid his tongue up under her and enjoyed having Gwen literally climaxing in his mouth.

She rocked and bucked against him before just going limp and sort of draping herself over his nose so she didn’t fall back onto his teeth, struggling to catch her breath, and keep her eyes open as she tried to recover. Ben smirked a little as he crawled back off her, letting her slide out of his mouth before he tried to talk. He smirked and crawled up over her, getting face to face with her before he licked his lips and rubbed himself against her throbbing center. “Convinced?”

She arched herself against him, smiling up and batting her eyes at Ben. “Definitely.” She said with a smirk. He smirked back and crawled himself up a little more, slipping himself inside her just a little. She was tight, three weeks of complete abstinence would do that to a girl, and she moaned quietly as Ben pushed himself into her still quaking core.

A flick of her cousin’s tail and a well timed buck pushed himself the rest of the way inside her, though he did pause shortly thereafter to try and figure out how to hump while amphibious. Not that Gwen minded too much, she arched and sat up a bit. His weight and strength alone were enough to push he along the smooth stone, and she reached down to brace herself, still struggling to catch her breath, and her eyes half lidded as she just started to recover from her pent up orgasm.

Ben flicked his tail again and bucked his hips against hers. He was slowly working out how to hump in fish form. All he really needed to do was flick his tail hard enough and then bend back to pull himself almost all the way out, then flick his tail again and push himself back inside her tight warm, wet folds.

Unfortunately for Gwen each time he did that he pushed her back and that was getting kind of hard on her. “B-Ben… Y-you’re gonna grind off my butt if you keep doing that…” She panted out, trying to chuckle a little before she got an idea. “H-how about… we… uh…” She tried to figure out how to put it, which was a lot harder than is sounded since she was still kind of out of it.

Ben blinked a little. “What?” He stopped thrashing, but didn’t move from on top of her. “You want to flip over or move into the water or something?”

She smiled at him. “Let’s move into the water.” Gwen said with a smirk and an added wink. The water didn’t really bother her anymore, chocked it up to being orally pleasured by a fish, and she wanted to see what Ben could do in his element.
Of course Ben didn’t have any complaints. “Sure thing.” Although he did pause and blink a little afterward. “Uh… how do you wanna do that?”

Gwen laughed softly smiling up at her cousin. “You’ll have to pull out Ben.”

Ben pouted a little but crawled back off her, sliding himself out of her before quickly diving down into the water just off the rock, and once it was deep enough he floated back upright and stared back, waiting for her.

She slid up onto her hands and knees, sort of crawling out toward the water while she smiled out at her aquatic cousin. He just sort of floated there masterfully, staying still as he watched her with an inhumanly wide smile on his face.

Gwen stopped crawling once her hands were in the water. Her butt was high in the air and she wiggled it about. She could feel the hot juices of her opening sliding down her body and she hissed quietly as her core clenched and throbbed, obviously not too happy about being vacant.

Ben smirked back at her and turned over onto his back, showing off his aquatic manhood as he floated over to her, his hands tucked neatly behind his back. “Come on in Gwen, the water’s fine.”

She smiled and slid into the water head first, submerging her hot body completely before coming bobbing to the surface. She winced and wriggled against the water, trying not to shiver. “Uhhh, cold cold cold.”

Ben just kept on smiling as he slid across the water, floating over to her after flipping back vertical. “So, where do you wanna do it Gwen?”

She shivered a little but paddled on out to him. Once she got to him she wrapped her arms around his shoulders and let his buoyancy hold her up. “Oh however we can really… I don’t mind it like this…” She smirked a little. “Or I could go back a bit and lean against the rock.” She tilted her head and crinkled her nose a little, looking truly adorable as she held onto the large carnivorous horn dog-fish-man.

“Hey it’s my element, so I figure you should pick the position.” Ben smirked a little, leaning himself into her and with a slight flick of his tail, sliding himself inside of her again.

Gwen moaned and closed her eyes, tilting her head back a bit. “O-ok… I don’t mind this one…”

Ben smiled and wrapped his webbed hands around his cousin’s flat rear before starting to kick and flick his tail, bobbing himself up and down in the water as he held her still, pushing in and sliding out of her in a rough uneasy pace. Gwen just kept groaning, rocking her hips down against his as best she could as she bit her bottom lip and tried to keep from making too much noise, her hot tight folds squeezing and tugging and just generally molesting the thick intrusion being pushed in and out of her.

Her cousin kept flicking and kicking his tail, bobbing up and down in the water as he thrashed about, though he did lean forward a little, as upright he had no real control over where they floated to, and he had a sneaking suspicion that Gwen didn’t want to be seen having sex with a lake monster.

She moaned at him, as she started chirping. Her body kept clamping down around him, and she wriggled and bucked against him as he went along, managing to gasp out a single broken sentence. “A-against… the rock Ben… b-better… aga-against th… rock.” Before devolving back into moans and chirps.

A simple nod was Ben’s only response, well that and aiming their aquatic sex-fest toward the rock in question, in the process he managed to push himself deeper than ever before, leaving only one webbed hand on her rear as he used the other to brace himself against the flatter edge of the rock. Now he could flick his tail and pull himself almost entirely out before kicking it and slamming himself back up into Gwen with the full force of his tail’s kick.

Gwen was breathing hard, her eyes squeezed shut as she clung to him, her pink insides sucking and milking him roughly as she kept squirming and chirping out what might’ve been his name, though frankly it was a little hard to tell at this point.

Ben panted a little, though you couldn’t really tell, as this just meant he pressed his head down against his cousin a little more so as he kicked and flicked, water would splash across his gills. He didn’t really have much of a pace anymore, and he was really making quite a lot of noise as his tail slapped against the water’s surface as he used it to pump in and out of her.

Gwen’s eyes rolled into the back of her head as she rode his rough broken thrusting. She’d buck down against him as her body throbbed frantically around him, panting and chirping out encouragements. Ben just kept on going, the cold of the lake wasn’t much of a nuisance to him, but being cold blooded he did love the feeling of her warm flesh pressed against him, and wrapped around him. He kept flicking and kicking his tail to pump himself in and out of her as the hand he held against the rock slid down to the water level.

Gwen bucked and panted harder and faster. She bit her lip hard and crinkled her nose as her body clenched harder then she was used to, pent up make up sex was good in her book as of that very moment.

Ben’s nostrils flared a little as he panted roughly. He could feel himself building up, but he didn’t want to release until Gwen had first. Call it sibling rivalry, call it being macho, call it whatever you would, but the fish man was not going to release his seed until he felt his cousin climax first, and she was really starting to make some noise, groaning and chirping and growling on occasion, as she bucked into him more and more. It was getting to be a little overwhelming as the friction started to build up in her throbbing sensitive nub.

Ben let his tongue lag out across his jaws as he pumped her, smirking a little as the two of them made so much noise, it would be surprising if someone didn’t hear them. Not that he cared much, Ben just kept kicking his tail and thrusting in and out of Gwen.

The young red head yipped sharply as her body suddenly squeezed down around him. IT was like she was trying to pull him apart as the grooves and ridges inside her vacuum sealed down on top of him. She kept trying to buck down against him but she was tensed and shook as she had her second mind blowing orgasm of the day.

And all the attention did not go unappreciated, Ben smiled as he felt her seal down around him and moaned out, almost growling as he joined her in ecstasy, pumping out hot thick loads of Ripjaw’s seed deep into her belly, slowing his almost violent thrusts to a halt as he did so.

Gwen struggled to keep herself from simply attaching to him. Twice in one day after three weeks of not even touching herself, and then the hot swelling of being pumped full of goo, it was all a bit too much for the little red haired girl, and she still ground her hips against Ben’s even after he’d stopped moving, still wanting to feel him stir her core about.

He smirked down at her. “Heh, wanna keep going Gwen?” He grinned a little more and flicked his tail lightly, rocking himself against her, though honestly he wasn’t sure if he could’ve gone another round.

And luckily for him, neither could Gwen. “N-no… B-Ben… it’s getting dark… an-and I’m… re-really tired…” She smiled up and him and panted softly against his scaled chest as she hugged him to her.

He smiled and nodded back at her. “Right, I’ll go get your swimsuit, you stay here.” A careful moment to back out of his cousin, and then the fish man dove into the lake, looking about for her suit. He found it after a short while, and none too soon as the Omnitrix started to emit that ominous beeping the moment he grabbed it.

Gwen leaned herself back against the rock, shivering slightly at the loss of something to fill her up and at the slowly rolling lake water. She sighed and slid back up the rock, laying down against it as she just sort of enjoyed the warm feeling of seed slipping out of her and onto the cold skin of her thighs.

It took Ben a little longer, but he swam back to her, suit in one hand, and climbed up onto the rock beside her. He did take a moment to admire the image of her laying there naked, thighs slick and her smiling back up at him before announcing himself. “Hey, got your suit.”

She giggled a little and nodded. “I see.” Gwen smirked and took her time getting up, stretching her naked self out, arching her back as she did so, mostly just to get the feeling of having just been slammed by someone out, but maybe a little to tease her once again human cousin.

Not that he minded of course. “Come on, Grandpa’s probably worrying by now.”

“Alright, I’ll get dressed quick.” She nodded and crawled over to him, taking her suit slowly as the two continued to smile at each other.

“Not too quick I hope.” Ben smirked and chuckled lightly before diving back into the lake. “We’ll have to play again soon.”

Gwen giggled and stood up, slipping into her suit with relative ease. “Yeah, we sure will.” She smirked a little and dove in next to her cousin, letting the cool water wash her sex covered body off during the swim back.

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A very magnificent picture of 2 scorching redheads (known as Gwen) getting spilled with jizz from 6 tentacles!

Ben 10 Omniverse Hentai

Hentai Picture: A very magnificent picture of 2 scorching redheads (known as Gwen) getting spilled with jizz from 6 tentacles!
We’ve got a lot of dirty cock-to-pussy and dick-to-mouth action featuring Ben 10 heroes who wish their pretty fresh cunts being mercilessly fucked and slobbered! Curvy hooker from Ben 10 is wreathing with a massive vaginal invasion here inside of the entry… Pretty full-bosomed Gwen undressing, massaging on her plump tits, stretching her cunt and giving her pussy a fuck with a monstrous rubber dick…

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Ben 10 Porn Story: Breeding Season Chapter 5

Ben 10 Porn Story: Breeding Season Chapter 5

Breeding Season : Chapter 5

As the warm water cascaded down her trim body, Gwen thought about what to do next. She was different thanks to Ben’s damn alien machine, now she had an extra body part that she wasn’t sure she wanted. Guys didn’t seem to mind having one but she was apprehensive. So much so that she really hadn’t even pulled it out. She knew it was there but it was like something out of horror film.

Hers was not like a guys, it hid inside her body in a slit just above her vagina. She sighed, she wondered if it actually worked though. She had peed all ready and it didn’t seem to affect it, she never felt a twinge in that area. Curiosity got the best of her and she pushed her fingers into the slit. It parted easily and she managed to pull her new appendage free of its hiding place. It hung there like a limp piece of flesh and at that moment she felt disgusted. Then she felt a tingling between her legs, it was almost like a switch being turned on. She stared in disbelief as her penis began to stiffen before her very eyes and what amounted to a few moments; she had a raging hard on.

It went from a limp piece of flesh to hard and sticking almost straight up. To her amazement she noted that she was much larger than Ben…a lot bigger. She almost didn’t want to touch it but something in the back of her mind told her to. She could feel every touch, it was very sensitive, much like her clit except this was different.

The head was the most responsive to her light caress, it sent shivers through her spine. She now understood completely the male perspective to things and it was good. As she stroked her new member her crotch began to seek attention as well. She inserted a finger into her quivering pussy adding to her pleasure but it wasn’t enough, she added another and another. She couldn’t believe how fast this had come on her.

She was so horny now, she could barely think straight. Her member throbbed and to her astonishment grew a little more, not much but it almost as hard as rock reaching toward the sky. Something also grew within her a pressure, a want of release; she needed to cum. She stroked harder in rhythm with jamming her pussy with her drenched fingers. Faster and faster she tried to reach that plateau but she was at an impasse and couldn’t get herself off.

She pushed deeper into herself but nothing seemed to quench the pressure growing ever more between her legs. Then she had it, she quickly withdrew her fingers from her pussy and immediately pushed three of them up her ass. She screamed, she was almost there, she rammed her fingers deep into her ass trying to get to the point of release; closer…closer. She moaned out loud and she was sure they could hear her outside. Then she felt it, she spread her legs and arched her back as her cock let loose.

Streams of cum flew from her member like a fire hose, she had never seen anything like it in her life. The white milky fluid arched across the shower stall splattering onto the wall in a spider web like pattern. Gwen gasped she thrust her fingers deeper into her ass trying to make the euphoric feeling last longer. Her cock jerked and Gwen screamed again as another wave of cum flew out of her penis in another fantastic arc.

“FUCK!!!” She screamed, her ass clamped down hard on her fingers and she had to with draw them fast. She couldn’t believe how powerful this orgasm was, her legs almost gave way. Her mind raced could she do it again, her member was still hard and dripping. Yes she was sure she could, she jammed her fingers again deep into her ass and pussy this time. Leaving her member free to let loose once again. She pushed her fingers inside feeling her way to her sweet spots, she had to make her cock cum one more time. It didn’t take long, she was so ripe, her fingers had pushed all the right buttons. Again she arched her back, her fingers still deep within her orifices pushing for release then her cock erupted again with a stream larger than before. Gwen fell to her knees she couldn’t stand the strain anymore she scream out in pure ecstasy it was glorious. Her cock sprayed forth a plume of white liquid across the shower stall then Gwen lost consciousness.

Gwen awoke to find one of her sisters staring at her, her face quickly disappeared and she heard her say; “She’s awake.” She found it hard to move, really stiff, then it came back to her she was jerking off in the shower! But that wasn’t where she was now. She saw her sisters face return to her vision.

“Well about time you woke up.” Gwen one said with a smile.

She rubbed her head and found a big bump, “What happened?” Gwen said.

“Well it seems you were having fun in the shower, so to speak…so much so that you blacked out and fell unconscious, banging your head in the process. We found you and that mess you made not soon after it happened.” Gwen’s sister pulled the blanket away from her to see if she could get a look at it again. “Hey!!! Where did it go?” All she could see was her sisters vagina.

Gwen put her hand down between her legs quickly covering up. “What are you doing?”

“I wanted to see it again…where did it go? It was huge!! No wonder you coated the walls and made so much noise that Grandpa turned up the radio.” Gwen one snickered.

“Was I that loud?”

“Oh yeah.” Gwen one grinned.

She tried to push Gwen one’s hand away, “Come on sis, there’s nothing there I haven’t seen before.” She managed to get her hand away and got a good look this time, there she saw the slit. “Ah…its tucked inside…awesome!!! Pull it out.”

Gwen grabbed her hand, “Noooooooooooooo.”

“Aw come on! I wanna see it.” Gwen’s sister said with a pout.

“No, there’s a catch with pulling it out.” Gwen said with some apprehension in her voice.

“Oh?” Gwen one said tilting her head to the side in wonder.

Gwen sat up and took a deep breath, it still was strange talking sorta with herself. She had grown accustom to the clones now but still sometimes it was just weird. “Well it seems it triggers a countdown of sorts to orgasm.”


“Well I pulled it out and for a moment nothing happened, it was kinda gross…then it was like a switch had been turned on and I had to have an orgasm.”

Gwen’s sisters mouth dropped open, “Really…you had to have one?”

“Oh yeah I was compelled to stroke and get myself off in anyway possible.”

“Wow…uhmmm I saw the mess…wow.”

Gwen rubbed her neck, “Yeah…it was pretty powerful. I came three times.

There was a silence for a moment then Gwen’s sister spoke, “Three times….holy! Are you ok?”

“Yeah…a bit stiff.” Gwen said then realized what she had just told her as her sister giggled. “Not that type.”

Gwen’s sister laughed, “Well it was funny.”

Gwen sighed, “How is everyone else?”

“They’re ok, Ben’s been joking about your little escapade.”

“Oh really.” Gwen said. Then a totally evil thought came to her, a really evil one. “Well we will see about that.”

Gwen one saw the wicked grin appear on her sisters face and she wondered what she was thinking.

Gwen moved up to front of the RV and politely asked Gwen four to vacate the seat for a few minutes. She shrugged and moved. Gwen sat then addressed her Grandpa. “We have to make a stop in a few minutes.”

“Oh?” He was a little surprised by that.

“Yeah take exit 76 and then turn right, there is a mall there we have to visit.”

“And why are we visiting this mall?” He said smiling at her.

“I’ve bought something there and we have to pick it up.”

“Oh, ok. Actually its almost lunch time I guess we can pick up some food. Is everyone hungry?” Grandpa Max called back to the rest. There was a lot of shouting of the word ‘yes’, he laughed.

The RV parked and gang all got out and stretched. A few people stared, seeing five of the same person pile out of a big camper would be a bit strange. Gwen took Gwen One with her while the others took off with Max and Ben.

“What did you buy?” Gwen One said.

“Oh you’ll see.” Gwen said with a grin.

Gwen One could see that Gwen knew where she was going and when she saw the sporting goods store at the end of the mall; she wondered if that’s where they were headed. It wasn’t long before she had the answer to her question as they entered into the store.

Gwen walked up to the register to the gentleman there, “Hi I put an order in online, I spoke to Sam about it.”

“Ah…Ok one moment she is in the back, I’ll get her.” He motioned for another employee to take the register then headed to the back room. In a moment he returned with a young woman.

She smiled at the two, “Hi which one of you is Gwen?”

“I am.” Gwen said putting out her hand. “Nice to meet you in person.”

“Yeah, so this one of your twin sisters you talked about.”

“Yup one of the four.”

“When you said that you had four identical sisters, I really found it hard to believe. However seeing your sister here standing beside you, I think you were telling the truth.”

“Oh its true, I can bring them all by for you to see.”

“I’d like that.” The sales woman smiled. “Now for your order I have it put them aside. Did you want to try one of them on?”

“Sure my sister can do that.”

Gwen one looked had her, “What am I trying on?”

“Gwen smiled, “You’ll see.”

They followed the woman back to the changing room where Gwen One was handed a bag. She entered into the change room wondering what it was the Gwen had bought. When she opened the bag, she smiled, now she knew why she had grinned.

Gwen one stepped out of the change booth and Gwen smiled, she liked what she saw. “Now that rocks.” Gwen said. Gwen One was covered with a sleek high cut red one piece high neck swimsuit. It left nothing much to the imagination although Gwen one still had her underwear on; which sorta spoiled the effect.

“Now I see why you were grinning.” She turned around, “This fits just right.” Gwen one said walking up and down the short corridor.

“Yeah I thought it might.”

“This will blow Ben away.” Gwen one said as she stroked the suit up and down with her hands. It was like a second skin, she loved its feel.

“Yeah he likes red, this should have him so hard.”

Gwen one smiled, “Oh yeah sis, I like the way you think.”

Gwen and Gwen one easily found the others. Lunch was fun as most of the people around them stared. In time they also drew a crowd. The Gwen’s thought it was funny, they never had been popular now this was overkill. Some of the people asked if they had been on TV.

Ben loved this attention, although he wished he could have gone hero and showed the crowd who was the real draw. He wished he knew what Gwen had wanted here at the mall, it was huge so he couldn’t guess which store she had gone in.

Gwen two sat beside Gwen and whispered to her, “What did you buy?”

Gwen smiled, “You’ll see soon, I hope.” She managed to get Grandpa Max alone, she had asked for him to take a walk with her. He got that she wanted to talk.

“So what is it you want to talk with me about?”

She smiled, her Grandpa was a quick study. “Well, the girls and I want to have some fun with… ah… Ben. Sooner the better it seems.”

“Fun…ah.” Then it hit him, as he realized what type of fun she was talking about. “Oh…that type of fun.”

“Yeah, is there anyway we could possibly make it happen.”

“Well if I could find a motel close by I could sleep there while you took over the rust bucket.”

“That would be great!” Gwen smiled, “I can look it up on my computer, I’m sure there is one around that’s reasonable.”

“If there is one, you’ll find it I’m sure.” He looked at his grand daughter, although he was a still a bit nervous that she was sexually active. He was sure she would take precautions. “So if I may ask, what brought us here?”

“A red swimsuit.”

“A what?”

“A very tight red swimsuit. Seems Ben is partial to red.” She grinned.

“Oh…ok.” He didn’t know that, perhaps it would have been better if hadn’t.

They had to make one more stop, the girls could resist the chance to in terms freak out the sales lady. It worked they accomplished their task, seeing them all in one place was a bit freaky.

In the RV Gwen found a couple of places that he could stay; one she was really happy about. She spoke to her Grandpa and it was decided. It took a little while to find the place but Max was happy with the accommodations. In fact he thought they might stay a couple of days instead, to really get a good rest in.

Gwen thought there wasn’t going to be a lot of rest going on.

Ben kinda figured that he was going to get some, he was hoping he was up to it. To satisfy Gwen was hard enough but to do five? It was a fantasy come true but could he fuck all of new cousins. He wanted to do all of them but he wasn’t sure if he had enough stamina. Perhaps one the aliens could do it, he thought about it but was interrupted by Gwen.

“So, since Grandpa will be …ahem…out of town so to speak, want to have an orgy?”

“You mean fuck like rabbits?”

“Yeah, fuck like rabbits.” Gwen grinned.

“Man you are one horny slut.”

“Oh yeah my ass is ready and willing.”

“Fuck I love it when you talk like that.”

“Oh and me and girls have a surprise for you.”

Ben’s eyebrows raised, “Oh…is this from the mall today.”

“Yup.” Gwen smiled.

“Ok lets get to it.” Ben said getting up from his chair.

“Well first I want to blind fold you, we’d like this to be a surprise for you.”

“Ah…ok.” Ben was a bit unsure of this but if it Gwen’s idea he was sure he was going to like it. He couldn’t see anything but he sure heard a lot. All the girls were talking about getting fucked and how they wanted their asses pounded hard. Just this had him erect, ready and willing. In a few moments he heard Gwen whisper in his ear, “Ready?”

“Oh yeah?”

“Now keep your eyes shut till I tell you to open them ok.”

“Ok.” He kept his eyes shut tightly, he knew if he opened them prematurely that Gwen would kill him and this evening of fun would never happen. The blindfold was gone, he wanted so much to open his eyes. Then he heard the words. “Ok open them.” His mouth went agape as his eyes focused upon the beautiful sight in front of him. All four Gwen’s were dressed in tight …red…swimsuits!”

“Like?” He heard Gwen say beside him.

He looked and she had one on as well. “Holy…fmmmmm” Ben felt Gwen’s hand over his mouth. Ok no need to swear. He felt himself come to complete attention below the waist, this was a fantasy come true. “Wow you girls look awesome!!!!”

They all smiled, this was fun they all thought. They could also see that Ben thought it was fun as well. They all had the memories of the event that brought them into creation but they never experienced it. Now they were all going to; they hoped.

“So this is what you bought at the mall, awesome Gwen, thanks.” He said looking at her almost with his tongue hanging out. The suit hugged her in all the right places, her erect nipples protruded from inside the suit to expose her readiness. He scanned her body down to her wet crotch, she was ready. “Boy do you want it.” He smiled.

“Oh yeah I want it. Just one more piece to add to this little puzzle though.”

“Oh?” Ben said.

“Yup.” Gwen pulled her hand from behind her back and held out another red suit. “Here you go.”

Ben looked at the red suit with surprise. “What?”

“It’s yours.”

“What?” You want me to turn into you? I thought….” Ben didn’t get to finish for Gwen interrupted him.

“No I want to see you in this as Ben, with your bulging cock straining the fabric of this tight suit.”

“But…but that’s a girls suit?” Ben stuttered.

“So, it will look great on you.” Gwen said.

“But…but…” Ben protested Gwen’s request.

Gwen asserted herself, “Ben get naked and put this suit on, or else nothing is going to happen tonight what so ever.” She handed the suit to him with a definite push.

Ben took the suit and put it on the table. He didn’t like this at all, his mega erection disappeared quickly as he began to strip.

All the Gwen’s just stared as Ben stripped down to his underwear. They so wanted his cock inside them, all of them were literally swimming inside their suits. Gwen four pushed two of her fingers between her legs and moaned. “Unnnoh.”

Gwen two smiled, “Me too, I’m so wet its dripping down the inside of my legs.”

They all watched in great anticipation as Ben began to slip the tight red suit on.

“I can’t believe Gwen wants me to wear this.” Ben thought as he slipped his foot through one of the leg holes in the suit. He sighed, Gwen and her sisters looked awesome in them but why was she doing this. He pulled the suit up and tucked his cock into the silky material. He pulled the speedo suit up around his chest; to which he was finding out this suit was extremely tight. He finally slipped his arms through the shoulder straps, then found out he had a slight problem. The suit had a zipper in the back and he was not use to pulling something like that up.

Gwen saw his problem and helped him out, “Hold on, to do that takes a bit of skill.”

As the zipper climbed he felt the suit adjust itself to his body; clinging to him in places he had never felt before. As he took a deep breath the suit applied pressure trying to compress his chest.

Gwen smiled Ben looked totally hot in the suit, his semi erect cock strained against the tight material; this was a great fucking idea she thought. “Ben you look totally awesome.” Gwen said as she ran her hand down his chest. Seeing his nipples protruding out she gently caressed one them through the smooth material.

“Gwen I feel ridiculous and this thing is super tight; I can hardly breathe.” He gestured at the suit with his hands and running them down its sides. “You’ve seen me in it now, let me take it off.”

“No!” Came a boisterous reply from all the Gwen’s.

Gwen smile, “Motion not approved.” Gwen felt herself getting extremely turned on by Ben in the tight red suit. She put her hand on Ben’s cock and began to massage it lightly through the suit. “Ben it seem your body likes this tight suit.” As she felt his cock begin to harden beneath her touch.

He pushed her hand away, “No it doesn’t Gwen! I’m taking this thing off.” He put his hands up to the straps.

“Sisters grab him.”

Ben saw the four sister leap at him at lightning speed grabbing each his arms and legs basically pinning him in place. “What? Gwen tell them to let me go.” He struggled hard against them but they had a really good hold on him.

“Oh no you are not getting away. Ladies bend him over.” Gwen grinned.

In front of her now was Ben’s tight butt surrounded and encased by a nice taut speedo swimsuit. Perfect she thought, she took the camera off of the table and began to take a whole lot of pictures of Bens ass.

Ben heard the sounds of the camera, “Gwen!!!! Stop taking pictures.”

“Stand him up girls and turn him my way, its time for a photo shoot.”

Ben tried to resist even more but it was futile, they had him turned around quicker than you could almost blink. Photo’s…tons more like it; were taken with the Gwen’s feeling, licking, laughing with Ben. Who in most of the photos was beet red. Although one thing showed through, he was secretly enjoying it; his penis was harder than it ever was.

The Gwen’s saw this and played upon his embarrassment, Gwen 2 was horny enough to begin sucking on the tip of Ben’s penis through the taut material. “Mmmm pre cum.” Gwen 2 said licking her lips, “He is so ready.”

“Then turn him over quick before he cums.”

Ben eyes went wide, “What!!!” Again Ben felt himself being maneuvered into a bending over position with his ass aimed right at Gwen.

Gwen put her hand on Ben’s back and spoke one word. “Expelioustous!”

Ben suddenly felt strange, then it was over as quickly as it came but he knew that word. He began to struggle even more, “Gwen…Gwen…no you can’t do this!! Gwennnnnnn!”

“Ben you are about to experience Anal sex!” Gwen said with lust in her voice.

To be continued.

Thanks for reading, I appreciate all the comments and votes. Not sure but I think the next chapter might be the last for this series, will have to see where the last chapter ends up. I have some of it written but I’m not sure how it will end.

Take care and I hope you enjoyed this chapter.

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Gwen would appreciate Ben to cum in her mouth already!

Ben 10 Hentai Porn GIF

GIF Animation: Gwen would appreciate Ben to cum in her mouth already!
A couple of lustful males poke their rods into a hot Gwen’s mouth and DP her giving her no quarter. This pack of hottest porn action will give you the opportunity to drool over among those crackpot Ben 10 freaks having a good time. Aching Ben 10 alley cat craves for a huge ebony boner squeezed into her firm anus, and then suck it till it unloads giving her a messy facial cumshot to savor on.

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Ben 10 Porn Story: GTAE Chapter 9

Ben 10 Porn Story: GTAE Chapter 9

Benjamin Tennyson panted, trying to catch his breath after chasing after Gwen and Grandpa. He had just gotten a new alien, and christened it Ditto earlier that day, but he’d sort of overdone it just a little during the fight with Animo. So maybe taking it easy one the aliens wasn’t such a bad idea. Plus what with all the extracurricular activities he and Gwen had been doing with their free time, he figured maybe spending a little time human might do him some good.

Gwen just laughed as she raced across the sandy beach, grinning back at her cousin and Grandfather. It was a beautiful sunny day, and she’d be lying if she said she hadn’t been waiting all summer for the chance to go out to a nice sunny beach and play in the ocean. She even had a blue transparent float-tube around her waist bought special for the occasion.

Her cousin smirked a little as he spied her scurrying down toward the sea line. “Careful Gwen! Ya’know we never found that big sea squid thing!” He laughed a little and put his hands on his hips. He did like harassing Gwen, it was just one of those little things in life that made him smile. That and his super powers, those were nice too.

The young red head frowned and slumped back, her bottom lip jutting out as she rolled her eyes and glared over at her annoying cousin. “Ya know Ben, I’d be more worried about tan lines than Animo coming after me. It’s you he wants.” She made a kissing face at him before pulling her floaty off over her head and tucking it under her arm to march back to where their Grandpa was setting up the beach chairs. Ok she was a little freaked by what Ben had said, but it wasn’t like she was going to tell him that.

“Yeah, him and every other DNA freak in the universe.” He laughed it off, and after fetching his wakeboard from the Rustbucket, ran out past her toward the water. It was just like hover boarding, only with more water and less hovering, so he wasn’t actually half bad. “Don’t know why you’re worried about tan lines anyway Gwen. You’re wearing a one piece.” Still you couldn’t wakeboard very far, and it got boring lots faster than hover boarding.

His cousin huffed at him. She hated it when he got all energetic and snarky. Gwen sighed and flopped down on the towel Grandpa had set up under their umbrella. She sighed a little and reached into the small pack she’d brought along. She’d kinda wanted to swim, but Ben had busted her swimming mood, so she got out of her small spell book and started leafing through it.

Ben swerved about on the edge of the tide, just boarding back and forth; he didn’t want to get too out of sight, getting kidnapped wasn’t fun. “Awh come on, you know that if that big squid thing shows up again I’d totally kick its ugly fish rear as Ripjaws.” He smirked, hopping off his board and striking up his ‘I’m a hero’ pose. It worked better as an alien.

Gwen just sighed and went back to her book. “Yeah yeah, you’re my knight in shining armor.” She blew a stray red hair from her face and turned a page.

He chuckled a little, “hey what can I say? I’m awesome and you know it.” He grinned a little more and speared his board into the sand beneath her beach towel, just so he could pose on it.

His cousin hung her head, setting her book down as she chewed on the inside of her cheek. He just wasn’t going to let her be until he got what he wanted. Gwen sat up and looked at him. “You’re right Ben, you are awesome. I’d be absolutely lost without you and you’re amazing watch.” Her sarcasm could’ve feed the hungry. “I am merely the damsel in distress.” Now it was her turn to pose, faking a whimper and laying the back of hand on her forehead.

“Well at least you admit it.” Ben smirked, he totally knew she was making fun of him, he wasn’t that dense, but he was enjoying himself anyway. “So what cha reading about?”

She sighed and picked her book back up. “Just studying up on some spells.” She didn’t want to make it look like she was doing something interesting, if she did than Ben would stick around and bug her some more. Though the water was looking Really nice at the moment.

Her cousin pouted down at her. “Well that sounds unbearably interesting, but if you think you could peel yourself away from that spell book for like ten seconds.” He enjoyed his own sarcasm. “You wanna go swimming?”

Gwen bit at her bottom lip and slowly closed her book. She dusted herself off a little and looked out at the water. It did look really nice. The young red head sighed and stood up, punching Ben in the shoulder. “Tag! You’re it!” She laughed a little and raced out toward the ocean.

Her cousin perked up and eyebrow and smirked. “Oh you are so on.” Ben grinned and snatched up his wakeboard, run after her at top speed. She kept right on running as she made a mad dash for the water. She’d look behind her every once in a while to see how close he was getting. Nice thing about being a girl is that you developed faster, which meant longer legs, and that meant being able to stay ahead of your dorky cousin was that much easier.

Ben chuckled a little. He didn’t much mind her out running him. He was sort of figuring that he could catch up to her once they got to the water. After all, he had a wakeboard, and all she had was legs, admittedly nice and long legs…

Gwen laughed once the waves splashed against her feet. She spun on her heel and stuck her tongue out at Ben before turning and running down the beach. She wasn’t going to get into the water just yet, it was pretty cold with just her feet in the water, so she needed to gather courage to jump in.

Her cousin smirked a little, her little spin gave him the chance to catch up to her. He smacked her on the back lightly and dashed out into the water. Ben threw his board under him and hopped on, brushing out over the top of the water, twisting left and right to get away from his cousin.

She gasped when he tagged her. She was sure she’d been far enough away. Gwen sighed and turned on her heel again, leaping out into the water, and griming as the cold salt water splashed over her. She tried her best to catch up to him. “No fair Ben! You can’t use the board!”

Ben just laughed back, sort of twisting about to try and stay shallow enough to have wakes to board on. “Just try an’ take it from me Gwen!” He laughed a little more, popping off a small swell. He didn’t even notice that he was getting further from their beach site, or whatever you’d call where Grandpa was fiddling with his jetpack.

Gwen growled a bit and kept paddling after him. “Darn it Ben!” She grit her teeth as the cold salty water started to get into her eyes. She stopped for a moment, treading water, as she reached up to rub the burning salt form her eyes.
Her cousin kept laughing, until he noticed her pausing, but didn’t think too much of it as he skiffed between sea rocks. He also didn’t notice that sea rocks meant he was getting well out of his Grandfather’s sight, not that he minded, he could turn into an alien superhero with the flick of a switch, and he was having fun dodging sea rocks.

The young red head huffed as she finally got the salt out of her eyes. She started racing after her cousin the moment she could see him, determination renewed by her annoyance with his cheating. Gwen growled to herself as she fantasized about what she would do with him when she caught him, maybe a wedgie, or better yet, spanking him repeatedly with that stupid board of his.

Ben was almost out of sight, twisting about between the sea-smoothed outcropping of the nearby coastline. He was having fun dodging between the rocks, and aside from just dodging them, the breaks made for decent jumps. He’d even managed to do some tricks while jumping some of the shorter flatter, less harmful looking rocks. Gwen was working harder to catch up, she’d lost sight of him a while back, but was doing her best to get to the rocks. Her lungs were screaming at her to stop, but unlike Ben, she didn’t have anything to hold her up if she stopped.

He was just laughing and brought his board up onto the nearest sandy coastline looking thing he could find. Ben was actually pretty tired himself, the whole boarding over rocks thing was a lot more work than originally though, and if he was honest with himself he’d been mostly just trying to not crash into things, and ended up doing cool stuff on accident.

Gwen stopped for a moment, looking out over the water at the rocks and trying to spy her cousin. She couldn’t really make anything out too well, water was dripping down her face making it difficult to keep her eyes open. The young red head groaned, half annoyed half just fed up, and started back for the rocks. She was close enough now that she wasn’t worried about getting exhausted, and she made it to one after a small burst of energy, climbing up on top of it. “Ben you are SO dead once I catch you!”

“Yeah right Gwen! You probably can’t even see me!” He couldn’t really see her either, but that’d never stopped him from making fun of her before, so why let a little thing like vision interfere.

His cousin growled a little, pulling herself up onto the top of the rock, working to catch her breath and rubbing at her eyes to clear them. He was digging his own grave by this point. Not that he knew that of course. He was walking around the shore he’d pulled up on, leaving his board on the shore. He’d found something more interesting do to, he’d found himself a sea cave. It was a lot like the sea caves you heard about, only, less colorful and more uncomfortable.

Ben pouted a little as he looked around. “Awh man…” He muttered to himself. “Not even a crab or something to pick on.” He kicked a stray rock, it bounced off the edge of the cave, and then a rather large and angry looking pelican flew out, gunning for the pre-teen hero’s head.

Gwen lifted herself up with a huff, and started leaping from rock to rock. She was fairly nimble and she knew where Ben’s voice had come from so it didn’t take much. Of course if he ditched her on some strange rocky cove she was totally telling Grandpa and would then probably still go up side his head with his board. “Beeen? Where are you?”

“Wha! Wha wha! Get away! Stupid bird!” The brunette boy was doing his best to beat the large sea bird off. Eventually it had made its point and flew off. “Yeah that’s right! You’d better run!” He kicked the sand in the bird’s general direction. “You’re lucky I didn’t go Heatblast on you and turn into roasted…” He paused. “Roasted whatever you are…”

Gwen perked up when she heard him scraping with the bird, and grinned maliciously to herself. She started slowly sneaking toward his voice, resisting the increasing urge to giggle as the plotted jumping out and scaring the daylights out of her cousin. She kept creeping along the edge of the sand until she saw a nice big opening in the rocks. She took a moment and then stood up grinning to herself. “Cool.” She’d read about caves along the sea line, but she’d always sort of figured they were all tourists traps.

Her cousin kicked a little more sand and plopped down on his butt. “Stupid bird.” He laid back on again a rock, just sort of laying out on the edge of the cave, feet in the sand.

His cousin slowly crept up to the entrance of the cave, looking around a little before she caught sight of Ben. She smiled to herself and got down onto her hands and knees, slowly crawling toward him. She bit her bottom lip to try and stifle herself, she was really going to enjoy scaring Ben for a change. And he was just laying there, even Ben got tired sooner or later, and though he would never admit it upon pain of… something really painful, the bird had sort of startled him. Just a little.

Gwen smiled bigly, finally close enough to touch the unaware brunette boy. She wriggled her rear a little and started slowly sliding up the rocks, her hands already twitching as she aimed to tickle him.

“Man this is kinda lame…” He muttered to himself, sitting up a little. He had no idea she was there, truth be told he was actually pretty dense when he wasn’t a hero. That was kind of why he loved being an alien so much. Sometimes he actually preferred alien him to human him. “I mean, I find a deserted sea cave, and all it’s got in it is a lame bird beast.”

“I dunno, you got me too!” Gwen grinned, pouncing down on top of him. She started tickling him the moment she had landed on him, trying her best to pin him down so she could torture him into submission.

He spun the moment he’d heard her. Of course this was about thirty seconds too late to do anything useful. She fell down on top of him like a sack of red headed potatoes. “Wha! Gwen!” He was knocked onto his back, down into the sand, and fell off the rock he’d been leaning on. His damp shorts sort of caught on the rock and got pulled up a bit. He growled and thrashed about under her. “Gr, Gwen!” Grunting and bucking as he tried to wiggle out from under his cousin. “Get off! You got sand up my shorts!”

She just cackled evilly, something she really didn’t get to do as often as she felt she should. “Oho I’m sorry, is my knight in shining armor afraid of a little sand between his buns?!” She laughed and smacked him on the forehead, having a little bit of a hard time keeping him pinned while he wriggled.

And he kept right on wriggling, shaking his shoulders from one side to the other as he tried to get her off. “G-get off!” He bit his lip and tried not to laugh as she tickled him, positively pouting at her when she smacked his head.

Gwen was enjoying every minute of it, laughing a little more before sitting back and staring down at him. “Awh poor little Benny.” She leaned down and kissed him on the forehead before hopping off and racing toward the cave. She’d get him better later, she couldn’t possibly beat the daylights out of him when he pouted at her.

Ben sat up, brushing off his rear and righting his shorts before chasing after her. “Gwen! You get back her and lemme get you back for that!” He howled after her, fist in the air. He wasn’t really entirely certain how to pay her back yet, but he sort of figured by the time he caught up he’d have a few ideas.

She just laughed and smacked herself on the rear. “You’ll never be able to regain your pride after that, oh lame one!” She hopped over a few sharper looking rocks and ran deeper into the cave.

“Oh you just wait! I’ll put more than sand up your butt!” Ben had very little idea of just what exactly he’d implied, but it sounded like a good retort to him, and the ominous echo that came from the cave only improved it.

Gwen paused for a moment, actually stopping running and looking back at him. She gave him this look. “Ben… did you seriously just say that?” She smiled and started cracking up, sometimes she just loved how dumb her cousin could be.

He just ran right up on her, sort of half jumping half pouncing on her as he grabbed her around the waist to pull her down so he could pin her. She was too busy laughing to try and stay upright with any efficiency. Gwen was pulled down, tired and giggling as she twisted about and tried to pull herself from her cousin’s grip.

He pinned her down under him, sitting on her stomach like she had done to him earlier. “Y-yeah I did, so what?” He pouted at her a little more, still sort of trying to figure out how to pay her back now that he had her, while also trying to figure out what was so funny about his insult.

She pushed at him and arched her back, trying to knock him off her while she kept laughing at him. Honestly you’d think after all they’d done together he could figure this one out on his own. She shook under him, slowly calming down as she lost her breath and resolved to just panting underneath him.

“Alright Gwen, I’ve got you. Now tell me what’s so funny?” He pouted down at her a little more, sort of half glaring, his hands down on her shoulders to keep her pinned. It dawned on him that he had the Omnitrix and it was just chalk full of good payback monsters. Maybe a face full of Stinkfly loogie…

Gwen giggled a bit more as she looked up at him. “Really Ben? After all we’ve done you haven’t figured that threatening to put something other than sand up my butt could be dirty?” Her smile looked a little perverted as she looked up at him, winking a little as she sort of hoped that the shock factor could get him off her.

He blinked a little as he thought about it. “Oh…” The gears were starting to move. “Oooh.” He smirked a little as it started falling into place. “Ohohoh…” His smirked turned a little vicious as he finally got an idea of how to pay Gwen back. “Well, then maybe I’ll just do that.” He pulled the watch up in front of him and started dialing. “With a little help from our new friend Ditto!”

Gwen paled a little before she actually started to wriggle. “Ben if you even think about it… Don’t you even try… Damnit Ben!” She squeaked a little trying to get his hands off the Omnitrix. She had actually just been trying to make a point, not give him ideas… horrible, horrible, appealing ideas.

Ben was sent rolling onto his back laughing as he pulled his arm away from her and smacked the plunger down. A short green flash later Ditto laid on his back staring over at her. “Oh I won’t really try.” He duplicated himself.

“But I will.” The new Ditto grinned and the two jumped at her.

She gasped and flipped onto her stomach, trying to scramble away before the mean little aliens that were her cousin got a hold her. She wasn’t actually trying, too, hard to get away. She was too intrigued by the thought of fooling around with a bunch of alien midgets, but then again she wasn’t really that desperate for carnal pleasures at the moment. So she made a show of trying to get away from the two.

The first Ditto snagged her left leg, while the second grabbed her right. The two of them split into another two, and these went for her arms. Together the four aliens sat on her various limbs and smirked as they held her down.

“Oh there’s no getting away from this one Gwen.” The first said, a slight smirk on his face as he pulled on the crotch of her swimsuit and let it smack back into place. Gwen yipped a little as the tight fabric of her suit smacked against her sensitive nethers.

The second Ditto laughed a little. “Yeah, after all, this was kinda your idea.”

She grit her teeth and tugged at her limbs. “Y-yeah, whatever!” She couldn’t really think of anything to say, her brain was too busy mulling over whether or not this was a good thing, or a very bad thing.

“Now let’s see what this alien’s wingwar looks like.” The third Ditto rummaged about between his legs. The others blinking lightly before doing the same. At this point they were more curious than anything else.

Gwen blushed a little and started struggling as the group looked about their collective crotches. “Bens! Come on let go!” She pleaded just a bit, still not sure that her situation was a bad one to be in.

“Not gonna happen Gwen.” The first Ditto said with a chuckle, pausing in his search for his penis to smirk at her. It didn’t really matter, once the third Ditto found his, the mental link told all the others where to find their own.

“Aha!” The third exclaimed with a smile, pulling his gentiles from a small slit between his legs. “Woah, trippy.” Ditto’s manhood was covered by a thin clear and sticky goo, something that felt an awful lot like what a jelly fish’s insides looked like. But it wasn’t just that, just under a thin layer of translucent skin was a layer of neon green, glowing fluid.

“Yeah definitely.” The second Ditto added, blinking down at his own glowing manhood. It was flat on the end, unlike a human penis, and a lot smaller, but that was probably just to scale.

“Yeah, but like, what’s he gonna do? Lose it?” The fourth Ditto laughed a little, waving his around, just sort of playing with himself to get hard. The interesting thing was that his actions got everyone hard, after all, their minds were linked, pain, and other things.

Gwen stopped wriggling once she caught sight of the glowing penises. She stared at it as the wheels of her mind clicked and whirred behind her eyes. She bit her lip a little and tilted her head, trying to sit up to see. “H-hey lemme see.”

“Ohh, now you’re interested.” The first Ditto said while the others laughed. Then he, and the fourth split off to the side.

“Well here ya go. Kinda freaky huh?” The fifth sat smirking and cross-legged in front of her, while the sixth positioned himself over her. The first Ditto pulled her suit to one side, and the sixth spread her rear open.

“Yeah, but what I wanna know is, will her rear glow after I’ve finished?” The sixth laughed a little pressing his hardening shaft against his cousin’s soft butt.

She blushed hard and growled back at them. One thing was for sure, she definitely didn’t like how smarmy the lot of them were. Gwen tilted her head a bit before sighing and smiling up at the Ditto in front of her, licking her lips lightly. Maybe if she could entice the one into action she could shut the rest of them up.

The Ditto raised an eyebrow. “Ohh? Looks a little tasty too huh Gwen?” The others laughed.

“Hey guys, help me sit her in my lap. It’ll make this easier on all of us.” The Ditto at her back grabbed her around the waist and tried to pick her up.

“Yeah hey that’s a good idea.” The first and second Dittos got off her legs, while the third and forth freed her hands, though they kept a hand on her shoulders just to make sure she wasn’t going anywhere.

“Plus this way we can keep her hands ‘busy.’” The third smirked over toward the fourth.

He smiled. “Oh good idea.”

Gwen grumped a little and batted at them. “Leggo, you think I’m gonna run away from this?” She said it like the very thought of running was the stupidest thing she’d ever heard, and arched her back a little bit. She was just trying to make it so they’d let go, it’d be easier on all of them if they’d let her help out.

The two Ditto let her go. “Woah.” The fourth smirked a little. “Sounds like someone has a new favorite alien.” He chuckled a little, as did the others.

The sixth still had a hand around her waist, he sort of sat back and let her sit up. His shaft was still pressed up against her behind from behind. “Well let’s see if we can’t make a few new favorites with this adventure.” He smirked to the others.

“Well it’s a definite thing that Ditto’s going to be a bit of a, ‘handful’, for you, isn’t it Gwen?” The third Ditto smirked a little, just sort of putting his hands on his hips, showing of his, and the other Dittos’ full four inch erections.

“Yeah, and a mouthful too.” The fifth smirked down at her, stretching his shoulders out.
She just pouted a bit and reached up to her mouth, sucking two fingers into her mouth and swirling them about her tongue before pulling them out. He fingers dripped with her spit, and she reached back to rub her saliva coated fingers over her back entrance, tensing a bit and leaning forward. She looked back at the Ditto behind her, and smiled lightly, wiggling her rear at him. She wanted to everyone situated before they went ahead and screwed the hell out of her.

“Ew Gwen, you spit on your butt?” The first Ditto didn’t actually sound that grossed out, Ben’s apparent mind set was that, when it came to sex, just about anything went.

“Well anything to get this going.” The Ditto behind her smirked, and put both of his hands on her hips to guide her down onto his shaft.

“Hey wait a second.” The second Ditto looked toward the first. “What about her front?” The two blinked at each other for a second, before practically scrambling over each other to get down on top of her.

“Hey I get it I’m the original!” The first Ditto kicked the second in the jaw and sent him rolling off their cousin.

“Ow!” All of them, glared at him, and even the first rubbed at his jaw.

“Watch it!” The third Ditto smacked the first on the back of his head, lightly.

“Awh relax guys. We’re about to experience having sex, getting it in her mouth, and up her butt, while getting jacked off, twice, at the same time!” The first smirked up at his ‘brothers’ still rubbing his jaw.

“Dudes… this is gonna be awesome!” The third said grinning over at the fourth.

“Heck yes it will be.” The forth replied with a similar grin, well technically it was the exact same grin.

Gwen huffed. She just wanted to get them all to shut up, so, with a grin, she suddenly pressed her backside down onto the Ditto behind her, his shaft pushing up into her while she brought her hips down onto him. She gasped and arched at the odd feeling, biting her lip lightly as she kept pressing down, not stopping until all of him was sheathed inside her.

“Owhah…” All the Dittos moaned out simultaneously as she pushed herself down on top of the sixth’s shaft. He arched his hips lightly and pushed himself deep up inside her.

“Woah… dude, she’s like, way tighter there than anywhere else…” The first Ditto brushed aside the front of her swimsuit. “Then again…” He grinned a little and positioned himself at her entrance.

The forth sort of stared out into the distance, he looked like he was having an out of body experience. “And boy is she warm…” Which technically he was.

“Dudes stop it…” The Ditto beneath her was squirming a little. “You’re gonna make me finish up…”

Gwen smiled and leaned back a little, reaching down and tugging on the front of her suit. “C-come on now, I’m getting antsy.” She winked at the lot of them, rocking her hips once as her backside squeezed at the shaft inside her, just to get her point across.
All of them jumped a little when she rocked and squeezed. The first Ditto smirked and quickly wrapped his arms around his cousin, shoving himself all the way deep inside of her core, earning another moan from the various Bens gathered there.

“Ya’know… she might be hotter up front…” The third said with a bit of barrowed breath.

“Yeah… H-hard to tell…” The fourth added, his neon green shaft drizzling a little neon green goo.

Gwen smirked a little more and arched her back. “How about someone finds out?” She was in fact getting rather antsy, her body throbbed as it squeezed down around the shafts that were pressed deep inside her warm body.

“I’m on it.” The first Ditto smirked as he leaned back, and stretched his legs out under her. He propped himself up on his arms, and held himself just a little off the ground to allow for the right, leverage.

The one behind her was on his knees, sort of holding his hips up flat against her rear. “Come on, hurry up guys… Now I’m getting antsy.” He wiggled his hips a little and all the Ditto got the message.

The third and forth smirked as they each reached out and took one of her hands. “You heard ‘em Gwen.” The forth laid her hand right over his glowing hard shaft.

“Yeah, let’s hurry up this positioning part and get to the pistoning part.” The third smirked a bit more and took her left hand across his own green shaft, adding a little pelvic thrusting. The fifth grinned a little and took a step forward, almost standing over the first, though a bit to his brother’s left as he offered his own penis to the red headed girl beneath them all.

“Hey what about me?” The last Ditto pouted as he appeared to be the odd man out.

“Well come on over here.” The fifth smirked a little, getting his last brother to stand at his first’s side. “She can alternate, Right Gwen?” He smiled down at her.

Gwen wrapped her hands around the two green shafts offered to her, pressing her palms into them, and starting to work them before long. “I think I could manage two at once.” She tilted he head back, winking at the two aliens in front of her and sporting a come hither expression as she rocked down against the two beneath her slowly.

The first Ditto moaned, starting to pump his hips up into her the moment she started down on him and the sixth. He wasn’t wasting anytime either. The Ditto behind her had himself pushed so far up her rear, he would’ve sworn he could feel her stomach. The third and forth moaned in unison, leaning their heads back and just letting her work their shafts. The second and fifth each took a step up, smirking at one another as they held their dicks no an inch from her lips.

The lithe young red head smiled before darting forward and wrapping her lips around the tip an alien shaft. She’d started with the fifth, he had been the one she’d been flirting with after all, but then again, it could’ve been the second, she couldn’t really tell who was who, but she did like how she was basically surrounded by soft, almost pillow like aliens. Gwen gasped a little, rocking her hips down into the two Ditto beneath her. Her hands were working a mile a minute, rubbing the bad of her thumbs over the underside of the two dicks in her hands.

There was a soft moan echoing around the cave. You couldn’t quiet tell where it had originated, but it was a sure thing that each of the Ditto had added their own verse. The first was pumping his hips up into Gwen as quickly and as solidly as he could get from his awkward position under her, while the one behind her pounded away on her rear, hands tightly clenched around her hips as he banged in and out of her back door.

The third and forth were sort of trying to find something to do with their hands while she worked their shafts. The third settled for just laying his hands over hers while she jacked him off, while the forth tried putting his hands on his hips, but that made him feel kinda femmy, so he just laid his hands over hers like his duplicate, or was he the duplicate?

The fifth moaned and rolled his head back as Gwen practically swallowed his shaft. So did the second but only because he could feel not only the warm depths of her mouth, but also each and every action the young girl plied to any of his brothers, they all could, and if they were perfectly honest with themselves, it was probably only because one of them had nothing happening to him that they hadn’t already finished. He was their rock, and he was fine waiting for his turn.

Gwen moaned softly bobbing her head back and forth as she sucked off the Ditto in front of her as gently as possible. Her hands working their way quickly over the hard glowing shafts they held, she sort of felt like she was raver getting fucked by a drug trip, one neon green penis in either hand. She gasped, and pulled off the Ditto as one of the other pumped into her rear harshly.

The young red head bit at her lips and shivered as her body was stimulated with no pause. She grinned slowly, and moved her head back forward, enveloping the last Ditto’s shaft within the damp confines of her tight mouth. She kept pushing forward until all of him was crammed into her, wriggling her tongue against the underside of his shaft as her throat clenched down around his tip, and her moans vibrated into him.

He reared up onto his toes as she swallowed his shaft. He moaned and tossed his head back, the Ditto beside him joining him as he moaned, and climaxed. Hot glowing green goo shot out into, and onto her face, and when one climaxed, so in turn did each of them, all at the same moment. The one behind her shoved himself as deep into her rear as he could, biting his lip to stifle the moan and pouring his glowing load into her from behind. The Ditto beneath her leaned back and arched his hips up, pressing himself deep into her core as he released, coating her insides with his contribution of green goo. The two in her hands each moaned, lightly gripping down on the hand which worked them, stopping their movements as they coated her forearms and hands with goo.

Gwen gasped in shock and pulled her mouth back as it was pumped full of the neon green. She coughed and shivered a bit, scrambling to get from the Ditto sandwich. She hadn’t gotten anywhere, and that was fine, though her insides throbbed from the hot goo seeping out of her opens.

“G-geez guys…” She sort of wanted to just collapse, even though it hadn’t last as long as their over encounters, she was exhausted. She’d never thought doing it with so many would take up so much energy.

The two beneath her just sort of laid there, leaving themselves inside her. The first lay out under her, the other lay across her back. The two in front of her were just sort of standing there, their shafts dripping from either her saliva, or their own jizz. Those at her sides were in the same boat, just sort of standing there, their hands still somewhat covering their shafts as they tried to catch their breath. All of them wore a deep look of pleasure and self satisfaction.

The young, alien semen covered red head struggled to catch her breath as she leaned back into the Ditto behind her, shivering a little as she arched her back. “Y-you guys suck… you c-could’ve warned me.” She pouted a little, but licked up the neon glowing goo that coated her chin, some was even dripping off the tip of her nose.

“Hehe… Sorry Gwen.”

“Yeah. You’re just too much hotness for six Ditto to handle.” All of them chuckled weakly.

“Now nine Ditto on the other hand.” One of the aliens at her side stood straight, looking a might more lively that the rest of the bunch.

“Oh yeah, now there’s an idea.” Another stood up and smirked.

“Why stop there?” The Ditto beneath her slowly removed himself from, an act that caused all those present to tense just a little. “With a dozen of us, we could practically paint Gwen green!” He chuckled a little.

“Now you’re talking.” The one behind her sort of bumped his hips against her backside. He was still inside of her, and bumping him stimulated him, which stimulated them. “Let’s have another go. Only this time, with even more of us! What’d you say Gwen?”

The young girl blushed when she was bumped from behind, and ruffled as she ran a hand through her green covered hair. “I-I dunno guys, I’m not too interested in becoming a glowing goo monster.” She grinned a bit and wobbled, trying to stand up.” There was barely enough room for six of you, a dozen… Why there’d have to end up being boy on boy.” She giggled a little. “I’m not too interested in seeing that you know.” She waggled a finger before sort of collapsing back into the one Ditto’s lap. Her body was practically buzzing from the lack of something inside her.

The group of them tensed a little as she dismounted, but then the first Ditto was smirking and sitting up. “Yeah, but what stimulates one of us stimulates the others too.”

“Hey yeah that’s right!” The second perked up smirking down at his cousin. “The rest of us could just stand around and concentrate on not gooping you too early.”

“That ought to make us all last longer.” Another Ditto added with a devious smirk.

“Which is cool with us, cause, as long as this took is just kinda…” The forth Ditto paused to try and find the word he was looking for.

“Disgraceful.” The alien behind her found it for him.

“Yeah… oh and plus.” One perked up for a moment, leaning in toward her before all six of them divided in half.
“You haven’t gotten to finish yet.” All dozen Ditto spoke at once, crossing their arms and smirking at her as the new half pulled out their glowing sex rods.

Gwen rubbed at the back of her head and managed to get onto her hands and knees, still out of breath as she licked the goo that dripped over her mouth. “I dunno… I don’t think it’s That important that I finish…” She said it like she was on the verge of agreeing, but wasn’t ready to decide just yet. She was really just being a tease, lapping at the glowing green that trickled down from the bridge of her nose to her mouth.

“Well.” The Alpha Ditto, or at least just the first, took a step forward as the others circled around her. “We do.” He crossed his arms over his chest while his other selves echoed back. The whole thing was really just Ben wanting to make sure she had a good time playing with his aliens, he had fun, and if she didn’t than she wouldn’t want to keep playing. “So, how about you get out of that swimsuit and we have some more fun?” The Ditto smirked, his shaft getting hard again, while all those around her worked themselves, more or less in her direction.

Gwen sighed a bit, staying where she was, out on her hands and knees as she absentmindedly licked at the goo on her mouth. After taking a look at the large group, working themselves in her general direction, she really couldn’t help herself. He body gave a quick throb as she pushed herself up so she could stand, and reached up for the straps of her suit, removing it for their second round.

A single grin slowly spread its way across the faces of all the Ditto present. It started on the Alpha Ditto and then slowly worked its way across the entire mass until it reached the end. The mass stopped working themselves once they were back to ‘attention,’ it hadn’t taken that long, even the sensation of masturbation times eleven was pretty potent.

Gwen slowly peeled the sticky suit off, shivering as her naked flesh was exposed to the cold air of the cave, and the prying eyes of a dozen Ditto. “Stop leering at me. It’s creepy.” She stuck her tongue out at the lot of them before blushing and collapsing, a large gush of green goo had burst free from her lower openings, and she shivered as the hot liquid seeped out to coat the inside of her thighs.

“Well…” The first Ditto rolled his head to one side, sort of rolling his shoulder up and down. “If you insist.” He took a step toward her, as did all the others, slowly all twelve of them closed in around the one little red headed girl.

She tensed a little, huffing and wriggling as the goo sort of made it uncomfortable to move from where she’d dropped. “H-hey now… j-just take it easy. I may have agreed to this, but you still gotta be gentle with me.” She winced and covered her crotch with her hands.

The primary Ditto leaned down, face to face with her. “Awh, sorry… was little Ditto too much for big bad Gwen?” He snickered a little and put a hand on his brother’s shoulder.

“Don’t worry Gwen, we’ll be gentle, after all you’re only dealing with…”

“Five of us.” Five Ditto, the Alpha included, put their fists on their hips and posed, smirking at her.

Their cousin pouted, staring back at one of them, then the other, then another, and so on, until she game to staring face to face with the Alpha Ditto himself. Gwen jumped him, leaping up onto him and practically straddling him, some of the goop even leaked into him. “I’ll show you who’s big and bad!”

“Oh… is that so?” The Ditto smirked back at her, apparently not caring too much that his, or one of his incarnation’s semen dripped from her onto him. “Well bring it on.” The Alpha grinned and flipped the two of them over, and opened the flood gates. The other four piled down on top of them. One Ditto came up from behind and pushed himself up her rear, not pausing for but a moment to aim. Two more grabbed her hands and placed their shafts in the palms, while a third strode up in front of her, his glowing sex shaft staring her in the face.

Gwen let out a light yelp as she was penetrated, arching her back and bucking her hips lightly. She groaned low as her aching core was pushed against again. She didn’t really have time to hold herself up, her hands taken away from her. The fiery red head glared up at the Ditto in front of her, arching her back as the Alpha beneath her pushed his own way in, and summoned another groan from her.

It took her a moment, but soon she adjusted herself and started jerking off the two in her hands. She leaned forward slightly, smirking just a little, and opened her mouth and took the alien before her in her mouth, closing her eyes and sucking on the glowing rod, just a little harshly, privately wondering if her cheeks were glowing.

The five aliens, and the other seven present, groaned a single soft moan of pleasure. The creature beneath her began to buck up into the lithe young girl, laying out on his back he was much better positioned for the action, and soon he had a nice face, moderately turbulent pace pumping in and out of her. The Ditto at her back took a page from the first’s book, although his thrusting was a little rougher, and not nearly as rapid. He was less opportunely positioned though, sort of having to loom over her as he pounded himself in and out of her rear.

One of those in her hand simply laid his over hers and closed his eyes, rolling his head back and smiling while she worked him, and he could also feel each of the other dozen’s bodies. The other alien in the young girl’s hand licked his lips lightly, and simply leaned back to enjoy the experience as a whole. Those who were actively involved with their cousin slowly closed in around her, aiming to give her a good grean painting when the time came. Some held themselves in their hands; others were actively working their shafts, while still others were, as they all were, simply enjoying themselves.

She was well surrounded, but Gwen simply looked up at the Ditto in her mouth and moaned. She rubbed her tongue along the underside of his shaft, and smiled up at him while she worked his brothers with her hands, and slowly rocked down into the two creatures pumping up into her core.

The version of her cousin in her mouth began to lightly pant. He rolled his head back and started at the roof of the cave as his hands found their way atop her head. Had it been just the five of them, they probably would’ve finished already, but luckily for them, there were seven incarnations that sole purpose there was to keep that from happening. And still, three of them couldn’t keep their own hands off themselves given the sight of their nude cousin being filled from all angles, the feeling of doing it all to her coursing through their mental link, the slight shimmering of the glowing green cum along her thighs, and finally the simple hint of a glowing cock shining through her cheeks.

Gwen bucked her hips down, and groaned a little louder as she arched her back trying to push the creature before her even deeper into her hot damp mouth. Her body squeezed around them, throbbing and tugging as the friction began to grow within her. The whole situation wasn’t helping her hold back anymore than it was them. It was probably one of the hottest things they’d ever done, and she knew it. A low moan escaped her as her hands squeezed around the shafts they held, her wrists flicking back and forth as she jerked them off, rubbing from base to tip with enthusiastic vigor.

Those outside her gave a bit of a yip as she squeezed their brothers. It hadn’t hurt, quite the opposite in fact. The two shafts in her hands began to drip slightly, as did all the Ditto present in fact it was simply that these two were the most noticeable, though even the glowing manhood contained within her mouth dripped a little glimmering goop.

The incarnations of her cousin beneath her and behind her choose to take things up a notch. The one beneath, the Alpha, grabbed her hips tightly in his hands and began to pound up into her as hard and fast as his small little alien body could manage. His brother at her rear did the same, though his position granted itself more to force than speed, and his thrusts shook the young girl with each surge forward.

Those around her were all enjoying themselves in one manner or another, some continued to work themselves, smiling down at her and licking at their lips while they looked on. While others had their heads tossed back and a contented smile splashed across their faces, enjoying the feelings the others wrought.

The young red head yelped and yipped around the shaft in her mouth, bucking her hips faster as the two around her sped themselves. She was really getting into it as the feeling of two hard shafts shoving into her small squeezing body started to push the friction into an unbearable throbbing. Her body heated as her hands sped, spurred on the swelling feeling in her core.

She twitched a little in anticipation, she hadn’t an idea as to why, but she was really looking forward to the next wave of hot glowing cream. The need for it spurred her on even more than the damp throbbing beneath her, and she worked her hips, hands and mouth even faster than before.

The various Ditto gathered around the overly driven red head, all were panting in time with one another, perhaps it was because they were genetic clones, or perhaps it was because they were all experiencing having sex with her at the same time, or maybe it was just because they were the same boy, but none of them ever took a breath out of time with his brothers.

The Alpha continued to drive himself deep into his cousin, as did his duplication behind her. Both pumped themselves against her quivering body while those her hands were tending tensed. The unattended Ditto closed in around her, and those working themselves ceased. They were getting close.

Gwen suddenly went rigid, a loud moan shook across the Ditto in her mouth, and her hips smashed down into the one beneath her. The young girl’s body clamped down upon both intruding shafts like a vice grip, her mind went blank and her vision faded for a moment. Her climax was intense, it forced her to stop all her action in lieu of simply trying to keep from collapsing onto of her cousin’s primary self.

The intense feeling of having her lithe body seal down around both Ditto penetrating her rippled through the others, pushing them over the edge as all twelve came with her. The first pushed himself deep up into her ad hard as his small alien body could reach, and poured his green glowing goo deep within her. The second pushed himself up her rear, virtually pressing his entire shaft inside her as he released, coating her hot tight backside with his own contribution of goop.

Those in her hands grabbed them in an instant, removing her inattentive digits from them as they came hard, hot thick globs of goo jetting out from them and onto her arms, reached up to her shoulders as the Ditto whose shaft she held in her mouth rolled his head back. He moaned deeply as did they all and reared up onto his toes, pressing his hips against her mouth and pouring his hot globs of goo deep into her waiting mouth.

Those who hadn’t actually been engaged with her gathered close, most took their shafts within their hands, and pointing them down at her. Each let of his own jet of hot glowing goo, and between the twelve of them they practically covered her, illuminating her such that the light could likely be seen from beyond the confines of their cave.

Gwen let out a light sigh, feeling them coming on and in her she sucked down the goo provide her, and closed her eyes to moan out her approval. The young red head arched her hips, trying to wiggle free as her sensitive, stimulated nethers throbbed madly from being filled so absolutely. Finally she released the Ditto from her mouth with a pop, and sat back, upright on top of the Alpha Ditto beneath her. Gwen began to lap lightly at the goo covering her arms, and hands, and shoulders, and face. She licked at the edges of her mouth and tried her best to clean herself off some, or at least not dripped quiet as much.

The Ditto beneath her pouted up a little as he tried his best to keep from being as coated as his cousin, though even that was half hearted, twelve orgasms were quiet exhausting. “Whew…”

“You said it man…”

“Yeah… that was, tiring.”

Gwen laughed a little licking at the juices on her hand. “I dunno, I had fun.” She rocked her hips a little, and the Ditto moaned as she tried to get up. They were still rather sensitive.

“Woah… Don’t do that…” The one at her rear leaned around her a little, just to try and talk to her face, even if she was pretty seriously sticky.

“Yeah…” The Alpha Ditto added between hurried breaths.

She pouted down at him and rubbed at her face to try and clean the glowing cream off. “Awh, but it’s cute when you guys moan.” She rolled her hips again, rocking them down into the Alpha a little harder than before, and then bucking back into the Ditto behind her.

Again the creatures moaned in unison, although this time some of them bit their lips and tried to stifle themselves. The Alpha pouted up at her, but even this was cut short when she bucked back into his brother. He bit at his lip and swallowed the moan she would’ve caused.

And then, they got an idea. One of the Ditto which hadn’t gotten laid began to work himself, pushing his brother aside so he could stand at the designated, get a hand job spot. The feeling of being worked slowly rippled back through his brothers, and each of the Ditto got a lightly devious look, a few even duplicating more brothers to join, and soon they were beyond count. “Alright then Gwen.” All those present spoke at once. “Then it’s time for…” The smirked at each other. “Round Three!” Their howl echoed through the cave and soon there was even more Ditto standing there.

Gwen blinked, pausing as her hand held above her mouth, her head tilted back to let some of the slime drip down from her fingers. She had been to lap it off, but the sight of more duplicating spurred panic in her heart. The goo dripped from her fingers and missed her open mouth, falling into her nose instead. The young girl startled and snorted, bucking her hips and scrambling up off both the Ditto within her, coughing to clear the glowing goo from her nose.

The Ditto were descending upon her, and though they entirely intended to go for a round three. The Watch had other plans. Apparently the Omnitrix believed that a dozen Ditto climaxing at once was enough for one day, and with a few ominous beeps it began sucking the various aliens back together, until one, who had been mid leap was left. The force of it all knocked Ditto prime on his rear, and almost the instant the final Dittos were joined back together a red flash filled the cave, with Ben sitting there blinking up at his goo covered cousin.

She stared right back, before a smile crept onto her face, a chuckle slipped from her chest, and she went back to licking her glowing body clean.

Her cousin stared at her, raising an eyebrow and just sort of collected himself into a sitting position as he watched her. “So are you like, part cat or something? Or do you just really like the taste of Ditto cream?”

She smiled at him. “I dunno, I just like it.” She wriggled her rear a little and stood up, her body virtually secreting the glowing goo from her nethers, a large amount rolling down from her onto the sand.

“You’re leaking.” Ben said, he sounded almost bored as he looked back over at the watch, trying to make it turn green through sheer will.

Again Gwen smiled. “Only a bit.” She reached down between her legs and got a good handful of the goop, before going about cleaning off her hand yet again, giggling a little as she walked toward her swimsuit.

Her cousin raised his brow again and stared at her as she licked off the goo that had just leaked out of her. “Eatting stuff that drips out of you Gwen? Ya’know that’s kinda kinky, even for you.” He chuckled a little and stood up, his legs waved a bit, but he caught himself.

Gwen looked over at him, still licking at her hand before reaching down for her suit. “I like it, what can I say?” She walked over to him, suit in one hand still naked and dripping a little. “But as much as I like it I’ll be going to clean off now.” She blew her cousin a kiss and then headed off toward the cave’s enterance to wash off in the ocean.

Ben just blinked at her, tucking his hands behind his head and rolling his eyes before following. “Tsk… must be a girl thing.”

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