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Ben 10: Omniharem
By : Praetor
Category: +1 through F > Ben 10 Omniverse
Views: 112858 -:- Recommendations : 0 -:- Currently Reading : 5
Disclaimer: See Full Disclaimer Below
Chapter List
- 9
- 10
- 11
(Usual themes along with outdoors, public sex and a healthy amount of degreding language and actions)

The penthouse had finished construction and been redecorated. The house warming party was the next evening, a Saturday night. The new building was as new to him as it was to his guests as he primarily let Gwen take over the redecoration and reconstructions elements. She did all the leg work on his harem anyways, gathering contacts, setting up arrangements, growing his harem. All he did was fuck the bitches.
The new pent house suite was a double decker as the floor above had been damaged internally, so Ben just bought that one out too. Now the kitchen unit was a lot longer and away from the door, so when you entered it was into the more spacious living room. It had a very postmodern feel, with minimalist furniture and modern abstract art on the walls. The large windowed walls still dominated the side but now they had automatic and manual tinting.
His entertainment set was devised from the ground up as a gaming station and theatre room, with a wide array of couches facing the large wall mounted flat screen over a sealable shelf with his consoles in them. Surround sound speakers were all over the room to create the booming effect of an actual theatre. There was now a central space for activities and a kind of guest bedroom that was sealed off instead of a simple folding wall divider. The bathroom had been significantly enlarged to where it was now a roman style bath house. It had thick marble like lips around the tub that dug into the ground and filled to rib height while standing in the deepest part. Really it was a mini pool that also had jacuzzi like features and a significant opulence.
The second floor was where the real action was. His master bedroom was greatly enlarged compared to his old ‘room’. The super-sized bed was a custom build four poster set that had the corner posts with curtains and a ceiling. Fine satin and silk sheets and sheer curtains decorated it along with plush pillows. All around the bed were small bean bag type couches that were styled to look like large human sized doggy beds. The room had an open walled window as well and atmospheric things like a stereo, incense burners and a TV.
The bedroom was accessed by a large door to a hallway reached from the stairs or an elevator. There was also a long narrow secondary hallway that connected to small apartment like dorms, single unit bedrooms, for the privacy of his harem that was expected to grow exponentially if Gwen had her way. Opposite the master bedroom was an actual bathroom and a small 50 Shades style play room/sex dungeon he was afraid to go into. As well as an actual bathroom with a tub/shower unit.
He was enormously grateful for Rojo’s excursion at this point. Had she not tried to blow his harem out the windows, this wouldn’t have happened to him. Well, it would have eventually but not as soon as it did. Speaking of, the red headed biker just showed up, stepping through the door after it dinged. Despite Rojo entering through the window, they amped up security at the door.
It now had facial, voice and finger print recognition, as well as password protection, retinal scan and ID card readers, and a traditional metal key. You needed a combination of two to get in and three for instant access. The door also had a one-way camera, peep hole and was reinforced steel that was air sealed and magnetically locked, sliding apart into the walls like a spaceship, that were also reinforced composite metals.
Gwen was taking no chances where their safety and privacy was concerned. Especially privacy, as the walls were now sound proofed and the windows could be tinted to complete darkness. There was only one way through the door without any kind of fuss. The collars on the girls now had a micro transmitter and GPS tracker, so in case any were lost, they could signal for help and find their way back. It also resonated at the same frequency as the door reader, which was programmed to respond and instantly open the door to anyone with the collar.
Rojo walked past him with her bikers in tow. This was a semi-formal occasion and numerous plumbers were invited as well. His grand pa was in the kitchen with his parents and Gwen’s. He smirked when he saw Gwen’s mother, the massively titted ginger bombshell milf in a backless slit legged dress, playing with the necklace medallion that was on a stylized collar. The ribbon had purple accents to indicate she was Gwen’s mom and the carrier of an Anodite child. The golden medallion had ‘Lily’ imprinted on it.
As Rojo walked by in a tight red top that showed off her magnificent curves and a far too short crimson skirt to match. Her neck was adorned with a bike chain type collar and had the golden medallion reading ‘Rojo’. He lifted his hand for a high five. A smirk crossed her red lined lips and she clapped his hand, he pushed it through and swung down low as she passed to smack her ass. The cheeks kept on jiggling through the thin, fine fabric as she walked on.
The caramel skinned Azul blew him a kiss as she walked by, her tank ass lifting the hem of her sharp blue dress past the under cleft of her cheeks. The golden Amarillo was far bolder, reaching down to fondle his crotch through the pant suit, pulling a thick chunk of the meat slab in his trousers. Both had bike chain type chokers with ‘Azul’ and ‘Amarillo’ emblazoned in cursive and their respective colours accented on their collars.
Light rock, new pop and club rock were playing over the speakers with low lights. Though the ceiling tile lights were dim, the walls were accented with neon type multicolour lights and projectors for occasions like this.
There was light dancing amongst the younger people who were getting intoxicated. The expanded kitchen unit also featured a fully stocked mini bar. The older gents, namely their patents, sat in the couches and chatted about the 80s.
‘Hey Ben, this is a very nice place you got now.’ his grandpa said with a pat on his back
‘Thanks pops, it’ll serve as the home of the world’s greatest hero for now. I should get a mansion later though, maybe even a space mansion.’ he said
‘Yeah, keep dreaming big…’ he said when Molly Gunther walked past in pants that were far too tight for her muscular legs and thick ass
He probably didn’t even notice her fingering the ‘Molly’ medallion on her collar as she winked and waved at them. Ben had seen his granpa at these kinds of events and now suspected he was as much of a low key pervert as him, or at least was back in the day before he matured.
‘How’s your new apprentice?’ he asked
‘She’s coming along nicely, there was a lot of friction at first. But I think we’re both growing now.’ he said as he looked sideways at the woman in question
After a month of training, she was now allowed to wear clothing of her own choice rather than the generic blue and black body gloves new plumbers had to wear. So she was once again in the purple and pink robes. Her booted heels lifted her already impressive and willowy height. The tight jacket was double breasts but heavily ornamented with jewels, likely of a magical origin that also framed an impressive boob window that showed off her deep valley of white cleavage.
Her tits were huge, like all the women he knew, and her jacket framed them nicely while lifting and supporting them. The long sleeves bloomed outward into wide cones near the wrists from the elbows, lined with embroidery. Her jacket flared out at the hips, hugging the narrow waist before curving around her impressive backside and reaching near the floor with the back flap of the jacket. Her trousers were tight, with sashes and belts around the waists and also flared out at the knee down to the ankles.
Her long white hair reached to her knees and was hand brushed away from her face, those wide pink eyes looking around the room, her face stoic. She was still getting used to being in these people’s company. Her lips had the pink accent marks again and now her eyes were extended with wings and other symbols with eye liner. Her eyes finally settled on Gwen as the lovely ginger stepped down the spiral stairs, one of two, to the second story.
They locked eyes halfway down and Gwen leaped over the edge, dress billowing around her as she fell into a three-point stance.
‘Charmcaster!’ she declared
‘Gwendolyne.’ she said back
‘What are you doing here?’ she demanded, hands charging with energy
‘I’m not here to fight.’ said Charmcaster
‘Oh I very much doubt that.’ said Gwen as she charged
Caster threw up her hands but all Gwen did when she got there was pull her into a hug.
‘I’m so happy you’ve seen the light! Ben told me all about you.’
‘Uhm, thank you.’ she said simply, unsure if she should hug her back
‘Still in the transition phase.’ Ben said as Max nodded
His head turned as Xylene walked pass in some strange alien garb. With gramps distracted, Ben slipped out. He took two steps and heard ‘Hey Ben.’
He looked over and saw Kai. She was unmistakable, with a golden bronze type natural skin tone. Her long straight black hair was held behind her by a head band that also held flamboyant feathers. She wore a similar style dress to the ball, being long and low cut with frills along the top and bottom, a multitude of colours sewn into and emblazoned on the mostly tan fabric. He never really got over his school boy puppy love crush on her, and even if her mouth-watering tits weren’t on full display, he’d still have stopped breathing for a moment to admire her in stillness.
‘Hey Kai.’ he said back
She stepped over and said ‘Sweet suite.’
‘Cringeworthy.’ he said back
‘It was right there.’ he said
They looked around at the girls getting trashed and grinding on each other in the middle. Lucy in her human form, with Charmcaster, Molly, Julie were the primary perpetrators. Gwen was currently chatting with Emily on one of the sofas. She was still in recovery and physical therapy, regaining gradual use of her lower limbs. She could now walk very short distances un assisted, hobble really, and get up and move with the use of walkers, crutches and canes. It was a long, slow and sometimes painful recovery but promising for the future of disability repair.
Rojo and her gang were starting a congo line, with Max, Rook, his sister and the milfs getting on board, Kai leaned into him and said ‘It’s kind of crowded in here now, which is weird since it’s such a large pent house.’
‘Want to take a short walk?’ he suggested
‘Sure.’ she answered
The two made their leave in silence. It was a short elevator ride to the ground and they walked out the side door. The pent house was in a complex that was in the richer touristy areas. It was right next to the river walk and park, as well as numerous eateries, theatres, clubs and city centres. Being Saturday night in the summer, it was naturally a crowded and often rowdy area. The two stuck to well-lit areas and dodged the party sectors.
Once they were far enough away to look up and see the skyscrapers, Ben spotted his rooms up near the tippy top. The wide-open wall windows still displayed scenes of festivities like a tv screening of a party. It was too far away to make out individual details though.
‘So how’s the family business?’ he asked
‘Fine. There’s busy but not that demanding. A lot of looking at maps and such. Nothing compared to the excitement of super heroing.’ he said
‘Aren’t you a part time plumber?’ he asked
‘Weekend warrior.’ she said
They stopped at a small park by the river walk and leaned on the rails under a tree. The stars of the night sky were dampened by the city’s lights. He’d seen them for a whole summer many years ago but had forgotten how they could shine. The night on the mountain had reminded him. He had the fond memory of waking up under them nestled in Rojo’s tits, long dong warm between Azul’s ass cheeks and Amarillo’s tits on his chest.
It was quiet where they were, the biggest source of night aside from distant buildings and the moon and stars was the nearby street lamp. The only sound besides the distant rumble of the city and numerous parties was the steady flow of the river below. He looked sideways at Kai, the beautiful native American woman was a bombshell by anyone’s standards. Golden bronze skin, sharp features, plump lips, fine black hair.
‘Kai…’ he said before he really had the words
The stars that did shine reflected off the stream of water below them, the cityscape and nearby trees outlined by their silhouettes. With the noise of the parties fairly distant and the two alone, he felt he could get personal now.
‘Yes?’ she asked
‘Have you ever, you know…’ he mumbled
‘I’m afraid I don’t.’ she said, turning her head to look at him
‘Do you think that we… could be together?’ he asked
‘Together how? we’re together, now aren’t we?’ she asked
‘Well yeah, but I mean can we be an item.’ he asked
She turned and leaned on the rail, facing him fully. Both of them visibly in the distant lights and stars above.
‘Like, boyfriend girlfriend?’ she asked
He swallowed before saying yes. Why was this so hard? He had no problem confessing his love to his cousin, or his alien cousin, or his old girlfriend. He had no problems engaging in orgies with all the above. Why couldn’t he tell Kai straight up that he wanted to ride her into planes of bliss and pleasure like she was some kind of orgasmic roller coaster? Or that he wanted her to be a permanent part of his life, like the other girls in his harem.
‘Yes.’ he finally said
‘Well then…’ she said as she leaned in, arms forcing her bountiful tits forward ‘kiss me…’
Ben blushed. He didn’t know why, he had fucked so many woman, eaten pussy, put his dick in several women’s ass holes and had them suck it dry. Here he was afraid of a little kiss. He leaned in and turned his head, this is in fact what he wanted. Apparently, it was also what Kai wanted.
Their lips touched, warm membranes pushing against each other’s. Gentle at first, and they grew more comfortable and pulled closer. Kai grabbed his arm as he put a hand behind her back. His other hand drifted up her arm and rested behind her ear as she held him almost in an embrace. They lips parted as they lightly sucked each other’s lips, and then broke to allow their tongues to exchange. They’re open mouths fought for dominance, their tongues wrestling in the arena created by the two open orifices.
Even their romance was very much fight and fuck, as what started off as a tender kiss under the moon and stars alone in a park turned into a heated exchange. Desperate breaths escaped from between their moths each time a break in the seals allowed air to exchange. Kai was pulling into him so hard her tits half pushed out of the top and Ben began grinding his hips into her, the throbbing cock now swelling in his pants as he rubbed it against her. He finally opened his eyes, hers already open. The rich chocolate eyes glared impassioned into his.
The broke to breath, pulling apart and huffing. Ben saw the tits nearly flopping out of her top, she saw the bulge in his crotch running down his leg. Both were flushed in the face.
‘Do you want to-‘ he started
‘Yes!’ she spat
‘Right now?’ he asked, sense trying to break through the lust
‘Right here!’ she declared as she brought a hand to her top
She yanked on it hard, the tits tumbling out as the clothe was pulled away and then tearing as she continued to pull it off her chest. The huge tits fell short of the full water melons but still among the larger sized cups he was used to. The firm masses continued shaking in her top, having spilled from the half cups that supported them in the revealing dress. They were the same golden bronze as the rest of her and begged to be kneaded.
So he reached out with both hands and grabbed them, palms over the nipples. He quickly looked around to make sure they were still alone as she did the same on his end. Then he started fondling them. Kneading the breasts between his fingers like dough, she reached down and undid his pants, pulling them apart and unziping him. She then did the labour-intensive process of pulling the hardening dick hose from his pants. She got the whole mass out in four great pulls and said ‘Oh Ben, I didn’t know you were packing.’
He let go of the tits and reached around her, grabbing two fist fulls of ass meat. With one cheek in each hand, he shuck her bum and said ‘I didn’t think you were either.’
She kissed him fiercely, using some teeth on his lip in a baby bite, before breaking it as she fell to her knees. He couldn’t even protest before she started kissing his other head.
‘Hey, Kai… shouldn’t we at least… oh…’ he said
She took the big head in her mouth, sliding it over her tongue to the back of her throat. Plump lips wrapped tight around the organ as her cheeks drew in. She sucked him off like a champ, her eyes closed as her pretty face contorted around the cock her mouth was pleasuring. He had to kick his legs farther apart and grab the rail. His other hand went to hear head and settled in her hair. He played with the fine strands of long black hair as she began bobbing her head.
Soon her neck was distending as the head travelled down her throat, audible gags emitting from her mouth every time his dick stretched her mouth and neck in a way that allowed air to escape. She began drooling around the cock, saliva dripping from the corners of her stretched lips and falling onto her tits. She continued bobbing as she sucked, using her hands to stroke the muscled shaft in between them.
‘Oh god Kai, great spirit, guardian ancestor, by the Nine- whatever you pray to…’ he groaned as he began reflexively bucking his hips
That only drove her further as the Native American swallowed more and more of his cock. Soon she was halfway in and Ben made another check around the small vacant park by the river to make sure they were still alone. The night was young and most of the tourists were at the party spots, but someone was bound to walk through the area eventually, a bicyclist, drunken party goers, one of the river cruisers, or maybe even a young horny couple trying to find a spot to fuck just like they were doing. But he couldn’t leave with his cock half in her mouth and didn’t even want to until she finished her meal. Besides, his knees were so wobbly he didn’t think he could walk at that second.
She continued moaning and groaning around his cock and was more than halfway down, pulling back enough to breathe again before diving back down. He played with her hair so much now it was barely in the head band but he liked the look of the tribal band with the feathers in it too much to remove it.
‘Ugn, yeah… slobber on that dick. Swallow it, suck it, drink from the tap like a free fountain you bitch. You cock hungry hussie, you know you like it.’
He didn’t know what was prompting the vulgar language, he was sure it was just his reflex when around Kai. Ever since their first meeting they were prone to fighting and passion, similar to Gwen. If that was any indication, this was going to be a very fun session. Kai had no problem with the language and continued punishing herself with the omnicock. Soon she was sliding all the way down and with a triumphant gak, she bottomed out and hit her nose to his pubic bone.
Her face was red and sweaty, brown eyes looking up at him with an almost pride as he grabbed her hair with both hands and began pumping his hips with slow, long thrusts.
‘Ugn, fuck, yeah, you, go, slut, this, is, your, dick, swallow, it, whole, like, a, dog, to, a bone,’
He pulled all the way out so she could be free again and she hacked, spitting out the welled saliva and precum. Ben then shuck his hips so his huge fuck stick bounced back and forth in front of her, slapping her both ways across the face with the front. It left streaks of gunk that made her make up run and she looked up with an open mouth to try and catch it.
‘Aww, the bitch want more of the dick?’ he asked as she launched herself at it
She missed and with knees as shaky as hers, fell over. She caught her fall and landed on all fours, huge tits barely touching the stone floor below her. Ben looked past his red engorged cock monster that dripped with saliva and drooled precum from the open head to the Indian woman bent over on the floor, ass out tantalizingly.
He drew his hand back and stepped over low, swinging his hand across the plump rear. She yelped and then moaned, the smack resounding through the air and echoing in the silence as jerked, her dress flopped up over her ass. Her plump rump had a small pair of simple tan panties that had wedged themselves so far between the deep crevice of her thick cheeks they were almost invisible. His hand print left a slight red streak over both cheeks but mostly the left one.
He got on his knee besides her and grabbed some of her hair ‘You want this? You want this cock?’ he demanded
‘Oh yes, I never knew how much.’ she said
‘You want it here and now in the park, where people can see, in the full view of your ancestral spirits above.’ he asked
‘That is so crass, but yes!’ she said
He grabbed his cock and slapped it against her face one more time, the dick being long enough that he could do that from where he knelt. He got up and went back behind her as she started to stand. He pushed her back down again.
‘No, we’ll do it right here and now like this.’ he said
She looked over her shoulders and said ‘Oh you naughty boy.’ as he grabbed the waist of her panties
He pulled them out of her ass where they dug in and slid them around the grand curve of her thick cheeks, then down her thighs. Once at the knee, she had to alternate legs so he could get them down her calves and off her boots. She spread her legs then, her massive ass pushing together as her netherlips became exposed. He reached between her legs to sample her sex, fingers finding nothing but damp fur between her legs around the swollen lips.
‘Looks like the bitch is in heat.’ he said as she began visibly trembling from the cool air over her hot and damp crotch
He grabbed a hold of her waist with one hand and grabbed his cock with the other, the wet panties making a glove as he aimed at her snatch. Quickly looking around, he saw that they were still alone in the dark park by the river.
Once he saw the coast was still clear, he used his panty gloved hand to guide his cock into her. The head pushed against the lips of her cunt, for the briefest of seconds holding still against the squishy head of his rock hard vein lined cock. With the slightest push from his hips though, the lips spread around and swallowed his dick as easily as her face did. She grit her teeth and groaned loudly as his huge cock entered her, stretching her from with in every direction.
‘Oh fuck, Ben, Ben… you’re cock, is so… so… I can’t believe it…’ she moaned
He got a third of it in, she was so wet and ready. He let go of the shaft and reached over to her head with the panties in each hand.
‘Oh shut up, here I come.’ he declared
He pulled the panties over her face as he pushed in, sliding halfway into her ass he arched her back and squealed. Her cry of bliss was cut short though when the fabric soaked with her pussy juices slid into her mouth. Using it as a gag and as reigns, he pulled her further into his thrust. Her cunt greedily swallowed his cock, gripping with a vice like clench in every way as he slid into the smooth, moist cavern. The size and girth stretched her in a magnificent way, filling her in a manner she didn’t know she even needed stuffed.
She bucked against him, trying to break out as her head was pulled back. She tried to scream in pleasure as her pussy was wrecked by the massive, painfully hard cock of on and off friend. She could only slide more and more down his dick as he fucked her from behind, the swollen venous cock filling her up more and more as her furnace like pussy milked him for all its worth. The panties that once reeked of horny pussy now were saturated with her saliva as well as she bit the fabric and slobbered all over it, tasting her own juices with a frantic tongue as he fucked her into sensory overload. Once he was buried to the hilt in her, he pulled the cloth from her mouth.
‘Ah! Fuck! Ben! God! Ugn! Your cock, so hot! So big!’
He pulled the panties back into her mouth ‘Yeah, quiet down, we don’t want people to hear us.’
He used a one handed grip on his gag/reigns as he began fucking her with short, fast thrusts. His hips bounced the cheeks of her thick bronze rump up in the air as he rutted with her. She rocked around on her hands and knees, tits swaying under her as her ass clapped and jiggled. With the hand not holding her head back and back bent, he slapped the rump and reached around to fondle a massive tit.
‘Say, hussie, what do you say we go for a short walk?’ he asked and pulled the gag out
‘Oh, yes, this is too public, we need to go somewhere I can scream my head off.’ she said
‘Nah, I was thinking to just under that tree over there. Come on, short walk, I don’t even have to take my dick out.’ he said
He pulled the panties over her head, where they fell around her neck like a choker, and the got up in a squat to gave her a thrust. She fell forward and had to shift a hand forward not to face plant into the ground. Ben gave her another thrust and she fell forward again, having to adjust her other hand to keep on all fours. A third thrust and she had to move a leg, knees on top of the lengthy skirt that was now draped across the floor under her.
The moved like this, Ben fucking her every step of the way as she moved on all fours. He stayed behind her the whole time with a hand on her waist and the other on the choker he was using as a very short leash. Kai gasped and gaped, unable to form words as she was both utterly humiliated and driven past levels of pleasure she ever could conceive of.
The thrill of being fucked out doors at night in a party like atmosphere, an old crush finally getting his way, a friend being so domineering over her, the fact that he was packing a literal donkey dick. The massive manhood throbbed and pulsed inside her as her pussy leaked more juices around the stuck member, her vagina ached with pleasure that radiated throughout her body, the tits hanging like huge udders under her as she was walked over to the tree like a puppy, the scent and taste of her sex overpowering her nose and tongue. It all drove her mad.
Ben was loving it too, finally fucking his oldest crush and most endearing romance, as well as exerting total control over his bitch that he fucked into a near animalistic state of lust. The danger of a hero like him being caught engaging in such depravity. He walked her over to the tree and laid her sideways in the soft earth by the tree.
‘Now let me fuck you into the dirt.’ he said
Her eyes went wide, he hadn’t yet begun to fuck? He lifted a leg up into the crook of his elbow and went into double time. He was on his knees, each leg on either side of her well muscled leg, balls dragging along the smooth skin. Every time his cock withdrew, she could breathe again as the pressure inside her was relieved, then she’d be forced to shriek as he pushed back in, which also ejected the rapidly building reserve of pussy juices building between them from around his thrusting prick.
Her tits shuck violently as she tried to hold the bronzed orbs in her hands, excess flesh rippling around her fingers and smacking her in the face. Make up ran all around her beautiful features, eyes wide and mouth perpetually open as she gagged and screeched.
‘Ugn, fuck, fuck Ben, fuck. So hot, so thick, so hard.’ she babbled
She lost control of her tongue at that point and the long muscle just flopped around outside her mouth as she panted like a hot dog. Ben would feel his balls growing tighter in his sack, his release was rapidly approaching. The heat and tension in her cunt was also growing, he could tell she was getting closer too as her hot cunt muscles pulled his cock in every way.
‘Hey man, let’s go to the Riverwalk Plaza!’
Both stopped fucking and speaking, they looked around and saw a small group approaching on foot. They had party bands on that glowed in the dark and were using their cell phones for flash lights. They looked to be about collage age, two boys and three girls.
‘Man it’s dark out here, like… horror movie dark.’ said another
Ben quickly got up and with a slurp, his enormous throbbing fuck stick was pulled from her slit. Kai put a hand over her mouth to keep from squealing as Ben got on his feet besides her. He used his grip on her leg to pull her back onto all fours and started walking with his hand on the panties/collar and short leash.
‘Yip yip bitch, we gotta go.’ he said
He quickly walked along, hoping the shade from the tree would keep them in the dark long enough to get away into one of the alley ways. Had they still been by the illuminated river, they’d have been caught. Kai couldn’t get back on her feet in time with her well pounded pussy still tingling and the tits hanging out from her torn dress.
Ben hurriedly walked away as she was pulled along by the neck from the collar. She crawled on all fours, tits swaying under her and bare ass in the air. Her gapped pussy was leaking all kinds of pungent fluids as she pattered along behind Ben on her leash, leaving a warm sticky trail behind her as he walked her to the alley way. Her long black hair a tangle mane around her head and back, the band with the feathers somehow intact. Her face was still a made-up mess as she panted.
Once they were in the alley way, the ducked into a tight corner facing the river, Kai still on her hands and knees as Ben crouched behind her. They watched as a minute passed and the small group very slowly walked by.
Kai had her breath held as she watched intently, then almost shouted when she felt her love box breached from behind again.
‘Sorry,’ he whispered ‘I couldn’t wait.’
‘Fuck…’ she said through gritted teeth ‘You…’
‘I’m sorry…’ he mumbled as he sank into her
She was already ready, wet and well worn, so it was no effort at all to get back to where he was. There was a slight slurp sound as fluids were dispensed but soon he was laying on top of her again, her phat ass in the grooves of her hips as her arms and legs folded under her. Ben whimpered as he hugged her close from behind, wrapping his arms around her to sink the hands into the large lady love pillows under her chest between her arms.
She had her teeth clenched and ground them to keep from moaning. Her face got flushed as she stuffed in the most heavenly way, she could feel the pulse in her lover though his cock and how it resonated within her, matching her own accelerated rate. She could feel his tightening balls on her legs and heated breath on her back.
‘Hey man, did you hear something?’ asked one of the students
‘Probably an alley cat.’ said another as they stopped and looked over the river
‘Close,’ Ben said ‘it’s a bitch. Probably of Native American extraction.’
‘Fuck you…’ she spat
One of the beams from the phone light found the small puddle of pussy juice by the rails where they first started really doing it.
‘Oh man, looks like someone was getting very excited.’ said one of the girls
‘Ew!’ shrieked the other
‘Hey girl, be happy someone’s having fun.’ said another
The group began walking away, mercifully missing small trail leading straight to them, when Kai felt the dick retract.
‘Now!?’ she shrieked in a whisper ‘you’re doing this now?!’
‘It was your idea.’ he said as he pushed back in
‘That was before we hah aaah aaaha aaaaaah ad guests.’ she said
‘Well now I am hot and horny. So try to keep quiet.’ he said
He picked up the pace and began fucking at a fast but quiet pace until the students could no longer be seen or heard. Once Ben was sure they were safe from sound, he stood on his knees behind her again and went back to town. Kai was once again rocking on her hands and knees, her pussy stuffed with a pulsating rod of dick meat that a stallion could be proud of. The slapping of her sweaty skin against his mostly pant suit garbed hips filled the alleyway along with both their huffs and moans.
‘Oh, ah, ah ahh, Ben…’ moaned Kai
‘Yeah, I’ve wanted this since before I even knew that’s what this dick was for. I just forgot with all the time that past. But I’ve loved you since I first saw you years ago.’ he said in grunts as he pulled on a fistful of hair behind her head
Kai’s eyes rolled up as her tongue flopped out, desperate breaths exchanged through the wide open and drooling mouth. She looked like such a slut now, clothes torn apart on her hands and knees getting dicked from behind as her huge tits wobbled under her. Make up ran down her face as she teared up and drooled, her hair clinging in messy clumps to her head from perspiration as her clothes that were still on her became soaked in sweat. Then here Ben was confessing long supressed love for her. She didn’t even know what to say if she could speak between moans or even think as her attention was fixated on the orgasm welling up in her whole body, her womanhood begging for release as the hot rocket pounced through the quivering muscles.
‘Kai, you’re fucking great…’ he said as he doubled his pace, his own release imminent ‘be my little bitch please. My little fuck puppy, my cock hussie, my slut hound. Be mine…’ he practically whimpered
‘YEEEeeeeeeaaaaaassss!’ she screamed as she came
Her body went rigid as the pleasure washed over her, clogging her brain with bliss as she had a white out, her face turning into a mask of pleasure as she came. Her cunt clenched around the massive manhood lodged in her as Ben gave her a few more thrusts, but he was also babbling wordlessly as he came. The D train running through her seizing love tunnel was milked as it went numb, dumping its load deep within his newest bitch. His balls drew tight against his base as the hot, sticky splooge coursed through his cock, pushing through the bulging urethra under his cock despite the heavy pressure exerted by her tight cunt clamping down on him in orgasmic spasms.
The two on and off friends came together, Kai turning into a seizing slut again as her body went into the spaztic phase of orgasm, her tongue flapping around as her arms and legs turned to jelly. She fell onto her front, head on her arms and tits on the ground as her back arced upwards, ass shoved in the air as Ben continued easing in and out of her, not wanting to remove his twitching cock from her womb as he continued draining his balls into her despite the pleasure being more than he could bare with all the heat and pressure in her.
Soon though, he had to get out as the back log of cum in her began to cause distension. As he removed himself, he stood to create the needed distance and a slurp announced the withdrawal. Once his dick was two thirds out, it was limp enough to be forced from her cunt by the muscles pulling themselves back together and back pressure from all the spunk in her.
It was explosive, a spurt of white cummy globule shot out and a thick rope clung to the rod as it flopped up, hard enough to maintain its phallic shape. The dick continued shooting strings of cum onto her, Kai’s bronze back becoming a canvas. His enormous twitching cock was his paint brush and the strings of creamy white chunk was his paint. He splattered some all the way up her back where it coated her hair like cheesy pasta and then trailed down her back like a Rorschach painting. Then as his dick lost its shape and size, more oozed out and trickled onto her fantastically large ass cheeks that were now red from exertion and hip on hip action.
‘Wow Kai…’ he finally said as they both came down from their fervent fuck ‘That was great.’
She just laid on all fours, head in her hands, ass in the air, literally covered in cum as even more continued to ooze on her. Her pussy looked like it came too, a small, weak stream of cream from both their orgasms running from the twitching lips that tried to regain their natural tension. Her eyes were still wide open, pupils constricted and tongue lax, face flushed red under all the ruined make up.
‘Ugn, aha.’ she said
‘Just bark and whimper.’ he said
She yipped and growled as he rolled up his creamy cock and tucked it away in his pants as she drifted in and out of consciousness, brain struggling to catch up with her post orgasmic state. He reached down and scratched her head, then slapped her ass lightly.
‘Come on girl, yip yip. We have a party to return to. People might start to notice we are gone.’

Thank you for reading and please leave a review. Swing by the thread for any comments or suggestions, can be about anything really. Suggestions, other projects, ideas, favourite parts etc. http://www2.adult-fanfiction.org/forum/topic/60592-praetors-discussion-thread/
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Ben 10: Omniharem	By : Praetor Category: +1 through F > Ben 10 Omniverse Views: 112858 -:- Recommendations : 0 -:- Currently Reading : 5
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Ben 10: Omniharem