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Ben 10 - Secrets and Cousins	By : P_Darkwater Category: +1 through F > Ben 10: Ultimate Alien Views: 31569 -:- Recommendations : 0 -:- Currently Reading : 1
Disclaimer: I don't own Ben 10 and I make no0 money from this story.

Chapter List
- 1-Ben 10 – Secrets and Cousins
- 1
Ben 10 – Secrets and Cousins
Ben sat behind a counter like a man on death row. Rook looked over at him a frowned.
“Every Plumber must take desk duty from time to time in order to remind familiar with current paperwork protocols. ”
Ben looked up as the cat alien.
“Dude I'd rather fight Vilgax.”
A pink mass of eyeballs waddled up to the desk. It blinked and moved left to right as Rook nodded.
“No Sir you need to go to level five for the janitorial opening asked to speak to Jerry from inhuman resources.”
A round man that smell vaguely of cheese walked up to the desk and handed Rook his paperwork.
“I am sorry Mister Wyatt but the import and export of dildo technology is restricted by the Casey-Kelly accords subsection on worthless crap, and stupid ideas.”
The man frowned passing gas as he did so unconcerned with the opinions of any around him. He drew from his sack an 18 inch black rubber dildo and smacked Rook across the face.
“IT IS FUNNY DO YOU NOT UNDERSTAND THAT MAKES ALL THE CRAP OK THE FUNNY THE FUNNY!”
Rook raised his hand to object.
“Now see here Sir your love of juvenile comedy is no reason to force on others rubber phallic symbols!”
Wyatt smacked him again.
“FUNNY MY ART IS FUNNY, AND YOU ARE RUDE IF YOU DO NOT LIKE MY FUNNY ART!”
Ben backed away slowly.
“Dude I'm going to take my lunch break.”
Ben ran blindly though the nearest elevator door, and smacked a button at random.
“Why do we even let that guy in the building?”
The door opened and Ben walked into a tropical jungle, or rather a bowel shaped metal room that was hotter then a sidewalk in summer. Ben slipped on the round smooth floor and went rolling like a log until he smacked into something soft. Ben was face first in a pair of pale breasts clad only a thin blue bra.
“Umm.”
“Ben GET OFF ME!”
Ben jumped at the sound of Gwen's voice, and rolled to his left, and came to a sitting position. He saw Gwen sitting there wearing her blue skirt, and bra only. She dripping in sweat.
“Let me guess your not here to rescue us?”
Ben smiled, and dialed the Omnitrix.
“I'm always here to rescue people!”
He smacked the control surface, and NOTHING.
“Umm.”
A high sounding giggle filled the room and Lucy Mann walked over in her mud alien form.
“Hehe sorry cousin, this isn't a room, it's the formation chamber for the ships hyper drive.”
Ben kept fiddling with the watch.
“I know that! Just give me a second to get one of my smart guys to get the door open and the smoothies are on me.”
The watch didn't make a sound, let alone transform him.
Gwen found her shirt on the floor folded it four times, set it down on her shoes, and lay back down on the curved floor facing the elevator door. Her voice was hard and touched with annoyance.
“Not going to work dweeb, hyper drives work by opening a dimension portal so the ship can moved to a universe were the speed of light isn't the fastest you can go! This chamber is phase shielded, made of material with a certain phase variance, AND covered in a magnetic field. We are not going anywhere unless someone opens that door. . . .AGAIN.”
Ben rolled his eyes.
“Blah Blah Blah, can't you just teleport out?”
Gwen closed her eyes, crossed her arms over her ample chest for something close to modesty in this situation.
“Sure Ben, as long as it's into hyperspace!”
Lucy chimed in, still somehow chipper in defiance of the heat.
“Nothing survives in hyper space silly not even a Slugpuppy! Too much energy everywhere.”
Ben frowned, and started to complain.
“So I am stuck in this hot box or hot bowl or whatever? Why are you two in here then? Why is that door even unlocked?!”
Lucy smiled again, and spoke like she was explaining a game they'd all lost.
“Those two pervy looking Galven's asked us to help find a maintenance bot that broke by dumping a smoothy on its brain. They unlocked all the doors, because maintenance bots can get in anywhere. I think they forgot to unlock the door both ways. Only reason anyone should even be in here is to check for cracked shielding.”
Ben pulled out his cellphone, and was angered by the fact that it didn't turn on.
“Can't even call out or play angry birds.”
Gwen spoke up.
“You phone's dead, you'll need a new one. Just relax they scan this room every oooh twelve hours as part of the shift change security sweep. Until then, we can just hangout with Lucy!”
Lucy rolled her body into a basketball sized mud ball and began rolling back and forth between Gwen and Ben.
“Weeee!”
Ben lay back on the curved floor in defeat bumping his head on the hard metal. It was at least cooler then the air. Ben pulled of his shirt and made a pillow like Gwen, and tried in vain to sleep. An eternity later he sat up swimming in his own sweat. The room was silent as a tomb. He looked across at Gwen's sleeping form. Her breasts stretched the fabric of her bra, her nipples visible even at the distance. The light in the room reflected off her pale flesh as she breathed. His eyes rolled down to her legs, and the curve of her hips. She'd filled out a bit since leaving for school, and it look good on her, VERY good.
Ben felt an erection start as Lucy spoke softly, and rolled on his side like he was dodging a bullet.
“She's really pretty, beautiful even, Gwen I mean.”
Ben tried to sound casual, and failed.
“Yea a total babe our Gwen, umm I mean I guess yea.”
Lucy lay back herself in her human form.
“Humans are so weird. When your a shape shifter you need to learn how a form works. The way they move, the way they talk. My parents gave me all these dolls, and pictures and crap. None of them where right somehow. I loved being around Gwen, she was a real girl you know.”
Ben turned his head just enough to see Lucy laying there. Her skin was pale a shade lighter then Gwen's since college where she'd seemingly been getting more sun. Her golden blond hair lay flat on the curved room, and her breasts where just a bit larger then Gwen's. To his surprise he could see the outline of her nipples through the shirt he knew was just formed from Lucy's mud body. He couldn't help but wonder how “detailed” she was. Ben couldn't help but talk while he looked down at her legs. The “fabric” on her dress moved separate from the faux flesh, and Ben wondered how it all felt. He rolled onto his other side to get a better look.
“Yea she's pretty special.”
Lucy herself rolled on her side to face him, but her eyes remained closed. This gave Ben a fantastic view down her shirt. He was pleased to see she'd payed attention to detail with a few interestingly placed freckles, and a very nice beauty mark.
Ben swallowed hard as she giggled her chest giggling nicely.
“You know I'm made of bio-organic mud right?”
Ben ignored her an enjoyed the view.
“Yea totally.”
“So you know the only reason my feet are down there and my head up here are because I put them there.”
It didn't sink in until she opened her violet eye's and Ben could tell she'd seen everything. Ben blushed, and turned away.
“You got me Lucy, I guess.”
Ben felt Lucy's surprisingly cool form curl up behind him, and pull him close. Her soft hand found his forehead, and Ben's cock started begging for relief.
“Don't turn away please. I don't have anyone I can really ask about this stuff, I wasn't making fun or. . . Ben your hot, really hot. You can regulate your body temperature at will right?”
Ben spoke through clinched teeth.
“Sure.”
Lucy began to ooze dark cool mud without ever really loosing her human form. It covered Ben from head to foot and the heat drained out of him. It spread over him in a silent wave, and drained down his brown cargo pants covering his erection. The entire wave of mud stopped and Lucy shuttered.
“You need to cool down badly. Umm B-ben D-did I do that to you?”
Ben finally snapped.
“Oh that's it, you little cock tease.”
Her rolled over on top of her, slid his hands up her legs pushing up her skirt. Her form though realistic didn't include panties, but it did include just what Ben was looking for. He pulled his pants down around his ankles, and freed his throbbing cock from its confines. Ben slid inside her and she stuttered her entire body changing texture and density for a heartbeat but returned when she locked eyes with Ben.
“I've been wanting to try this. I wanted to know if I got it right inside.”
Ben didn't respond he just began thrusting inside her grabbing her at the hips, a venting hours of frustration on his blond haired babe of a cousin. With a though her clothing melted into thing layer of mud and Ben looked down on her in all her glory. She whispered.
“Mmm, yea that's what I've been missing.”
Off to one side Gwen groaned grumpy and Ben covered Lucy's mouth with his hand.
“Shhh!”
Lucy bit her lip as Ben pulled out of her and placed his cock between her ample breasts. He took her hands in his, and placed them on either side of her breasts.
“Open your mouth.”
Ben began fucking her ample tits while she took the head of his cock in her mouth. Ben moaned as he filled her mouth with his seed. It spilled out onto her perfect tits, and Ben looked down at her.
“Oh man, that was amazing.”
Ben lay down beside her watching with a grin as she licked every drop from her tits.
“Mmm, what they say is right humans do have a taste.”
She blushed a little as she made eye contact with Ben.
“I swear I didn't mean any of this. No joke not this time.”
Ben ran his finders though hr long blond hair.
“I believe you. There are a few better places for this kind of thing I guess.”
She lay her head against his chest. Ben relieved in part from the heat, and other things genially moved his hand over her soft cool flesh unable to tell where it stopped and the cool mud started. She spoke in a soft whisper.
“Did I get it right? Am I one of the pretty girls like Gwen?”
Ben smiled a wicked little smile and looked down at her. When he did she could feel his member move against her leg.
“Want to find out?”
Lucy couldn't help but giggle at the insanity of it all.
“Hehe what? You can NOT be serious.”
Ben put his hand under her chin and brought her gaze up to his.
“We have to do this just right, or we are both dead. With me?”
She kissed him softy.
“Lets do it.”
Ben whispered and Lucy began stretching herself out filling the bowel of the room with cool mud. Ben now completely naked, crawled up beside Gwen and slowly unzipped her skirt and placed it aside. He then began rubbing hand fulls of mud along her legs. At the same time she moved himself into a spooning position with her, and mud puddle Lucy shuttered some more as Ben spread her thin on to Gwen washboard stomach. She began to wake.
“What? Ben what are you doing?”
“Shh its too hot, let me give you some relief.”
The pair slid lower into the mud pool that was Lucy giving her an intimate view of Gwen from her neck to her toes. When Ben began to slid one hand under her blue lace panties, Lucy almost panicked and turned solid. At the last instant Gwen let out a low moan as Ben's other had twisted on of her nipples just a bit.
“Mmmmm Bennnnn. What are you doing Ben? Mmmmm where did you get the cool bath?”
“Lucy.”
Ben's finger covered in Lucy's mud slid inside her, and Lucy got to taste Gwen to.
Gwen's eye's flashed with bright purple energy and Lucy's liquid form felt like it had kissed battery.
“Ben what have you done?”
“Hay now relax, I just. . .”
Ben trailed off into a whisper Lucy couldn't head that far above the mud line.
Gwen's warm energetic laughter filled the room, and Ben could see relax as the mana faded. Gwen hissed, as he continued to slid one finger in and out of her slowy.
“Hahah you Bastard, mmm Lucy you fucked this man slut didn't you? Come on out I'm not mad.”
The mud level dropped a bit as Lucy's humanoid from elevated from the pool. Her hands were behind her head and her chest was pushed out in a supermodel or porn star pose. She spoke her voice quivering just a bit as Ben began to message Gwen's brest with one hand.
“Hello Gwen.”
Gwen smiled an evil little smile of her own, as Lucy looked down on her as Ben slid one finger in and out of her slowly with one had. Lucy lay down with them, Ben on one side of Gwen, Lucy on the other.
“Hi yourself.”
Gwen kissed Lucy and giggled.
“Hehe wow I never thought you two had this in you.”
Ben quipped.
“Oh we are full of surprises.”
Gwen's mouth found it's way to Lucy's ear and she whispered.
“Want to get to know me better?”
Lucy purred.
“Mmmmm sure.”
The Blond girl took Gwens left nipple in her mouth. She run her tong over Gwen's mud covered nipple, and began sucking greedily. The red haired girl shuttered as she did so.
“Ohh Ben sorry I've got a new favorite cousin.”
Ben whispered evily into Gwen's ear and could feel her pulse continue to quicken as she went along with his plan for Lucy.

Gwen eased Lucy's head lower away from her breast down her trim stomach, until it replaced Ben's hand.
“Ben why don't you help me show Lucy something special.”
Ben slid away from Gwen and moved behind Lucy taking the alien by the hips from behind. Ben's voice sounded like a bratty child with a plan.
“Sure Gwendolyn.”
Lucy's violet eyes grew wide as she felt Ben's throbbing cock press to her unprotected ass.
“Aaaa what are you doing to me Ben?!”
Gwen's hand moved over Lucy's cheek.
“Now now, don't forget me.”
She guided the other girls head back between her legs, and Lucy's tongue slid inside her.
Gwen locked eyes with Ben as the blond girl went to work. The pair grinned evilly together for once, there blood hot with lust and bodies covered in cool mud. Ben nodded, and Gwen spoke.
“Ben, are you fucking Lucy's ass properly?”
With that he buried his shaft balls deep in his cousin unprepared ass. Lucy and all the mud in the room tensed as he did.
“MMMM!”
Gwen's hand held Lucy's head in place as she struggled. Gwen was close, so was Ben, and the trap was closed as they neared release. Gwen screamed, Ben plunged hilt deep into Lucy's virgin ass, and poor Lucy squirmed.
“Psyke bitch, only sluts take it in the ass!”
Ben's cock exploded inside her filling her with his seed, as Gwen leaned her head back and let out a primal moan of satisfaction, and in between Lucy's body convulsed at the mercy of her cousins.
“Mmmm That's it slut!”
Ben slumped over on top of Lucy, and he roll to one side his half erect cock still inside her. After a moment Gwen slid under Lucy on other side, and as the girls human for flickered back and forth between Slug-puppy and human Ben's hand found Gwen's. The three lay there in after glow for a long while Lucy held in her two lovers embrace, a smug look on Ben's face. He looked at Gwen running her fingers though Lucy's long blond hair.
“Didn't think we'd end up here again hu?”
Gwen spoke casually as if talking about the weather.
“No, but you're still dead if you did the thing with the door, or got those two Galvin idiots to help you get us in here.”
Ben squeezed her hand just a little as he spoke.
“I hit the wrong button in the elevator I swear.”
Lucy started to pull it together, as Gwen answered.
“I believe you.”
Lucy stirred, her form shifting textures for a moment and Ben tensed as Lucy shifted into her mud from his semi erect cock passing though a sea of cool mud. She reformed laying on her back still between Ben and Gwen.
“OK I have to admit it, you got me good. I wasn't expecting good girl Gwen here to be so umm hahah you know.”
Gwen kissed her on the cheek.
“Ben has a habit of dragging me into situations that teach me a new things about myself.”
Ben chimed in.
“I'm just awesome that way.”
They all laughed just a little, before Lucy spoke.
“You two have done this before? I never even guessed.”
Ben raised a flashing Omnitrix to his face as he answered.
“We learned to keep secrets at ten, and it was always just Gwen and me.”
Gwen stood and began gathering her clothing.
Magnetic fields shitting down, along with half the other things that run in here. They will be running the security scan soon pick up organic matter in here and hopefully send someone to check.
Ben likewise began dressing and both of them paused to look at Lucy her powers being what they are all the mud was gone and she looked flawless. She joked.
“Yea I've got super slut powers don't I?”
They laughed again, dressed and a moment later the doors opened to reveal the two Galvin techs that had started the mess.
“Hay you're not supposed to be in here.”
Gwen pushed past him into the elevator.
“Find that robot guys?”
The pair looked at each other in confusion as Ben entered and grabbed a smothie cup from one of them and downed half of it in a gulp.
“Aaaa grape and marmalade really?”
Ben handed offered the cup to lucy, and she nodded her head no.
“I'm good I drank enough.”
Gwen snorted and garbed the cup as they answered.
“You where not looking for a maintenance robot you where looking for toilet cubes missing from the Galvin bathroom, but its OK WE fixed the robot and it had them inside itself.”
The elevator door opened and Gwen dumped the now empty cup onto the pair of fools and they stepped out to find Rook with a fowl smelling fat man on his shoulders beating him in the face with a pair of red buzzing dildos.
“ DILDOS DILDOS DILDOS DILDOS FUNNY DILDOS! You rude man do you still deny the funniness of my DILDOS!?!?! ”
Rook after hours of this snapped screaming a sea con contractions and threating to have a personality.
Derrick J. Wyatt hopped down of Rooks shoulders knelt and cried.
“MY dildos the funny!”
Rook recovered.
“SIR Captain Tom left hours ago he would not have you on The Absolution. You must be an adult and accept that some people do not find your juvenile crap amusing!”
Ben looked down at the man.
“Yea we are all mature around here.”
Ben, Gwen and Lucy laughed.
The End
- 1
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Ben 10 - Secrets and Cousins