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Ben's Girls	By : Jehuty-Prime Category: +1 through F > Ben 10: Ultimate Alien Views: 108675 -:- Recommendations : 7 -:- Currently Reading : 5
Disclaimer: I DO NOT OWN THE BENTEN FRANCHISE NOR DO I MAKE ANY MONEY OFF OF IT.

Chapter List
- 15
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Ben's Girls
Chapter Sixteen: Return of evil
By Jehuty-Prime
Somewhere in the outskirts of Bellwood stood the infamous Rustbucket, Grandpa Max's own personal travel home and HQ, inside was Max himself flipping the frying pan to toss a scrambled egg.
"No better breakfast supplement other than good old fashioned scrambled eggs." Max said to himself as the egg landed back on the pan. It had been only a few weeks after his grandchildren took a trip to the past to stop Vilgax from tampering with time. He looked to his far left and noticed the egg shaped Null Void containment unit prototype held in place by a hoister. A frown crossed his face, he secretly wondered what ramifications could occur since that fateful trip into the past. A few things did change such as those three women coming into the plumber ranks and easily being among the greats as well as being three more additions to Ben's growing 'family'. "Kid's got mojo, must've gotten it from his Grandmother, hehe." Max said flipping the pan again before ceasing his cooking and serving the scrambled egg onto his plate.
The veteran plumber was all alone out here in the natural landscape of the forest, he planned to continue work on Null Void grenade projects after breakfast. Max felt that one couldn't be too safe when taking precautions against Vilgax, but he was unaware of a suspicious yet veiled assailant in the woods waiting for the right for the moment to make his move.
Elsewhere…
"So refresh my memory, why are we in a hot tub?" Ben asked mildly curious as he sat in the warm soothing water. In the water with him was Elena in a clad red two-piece along with Kai and Jennifer. Recently Jenni had been added to the 'group' as it were, but even Ben thought that was pushing, fortunately she had reached an agreement with the girls that her placement would only be temporary. Jennifer told them her celebrity life was always busy and she would have little time for a relationship, she also admitted that it wouldn't be fair to the other girls if they were all seen in public and had the public eye only on her with Ben. It shouldn't be public knowledge yet of this polygamy Ben has with them. Jennifer would only get six weeks of her 'harem gal' status and she was determined to get as much out of it as she could.
"Because everyone else had other priorities, either way this is pretty nice." Kai stated sinking her body into the relaxing hot tub waters. She was wearing an indigo one piece swimsuit and let her fall free of her braid tail, her glasses were still on and they actually added to her sexiness.
Jennifer had recently invited all of them to her penthouse somewhere in the general area of Beverly Hills, but most of them had other matters to tend to. Gwen had martial arts practice and had plans with Ben alone later tonight, Julie had a tennis session at the youth center, CC and the Plumber gals had mission time, so they weren't available either. Holiday had work to do, but promised to text him later tonight like last time, Helen had shown a slight dislike towards Jenny, so it was obvious she wouldn't show up either, and Kevin had more time to spend with Joanna. Thankfully things have been quiet lately, it always meant peace and a quiet for at least a few days, but it also meant something big was coming, Ben had his suspicions but shrugged them off when his train of thought was broken just now by two pairs of feminine hands.
"Hmm? Wha-?" Ben snapped out his daze when he opened his eyes to see Elena gliding her left hand along Ben's black swim trunks. He looked to his side and saw a sultry smile on her lips and to his other side he noticed Kai's face closing in and locking his lips into a deep kiss. Ben closed his eyes and let it continue. "What bought this out? Not that I'm complaining or anything." Ben said between kisses she was giving him.
"First answer; why not? Second answer; because me or Elena over there barely get to spend enough time with you as it is. That also goes for Helen too." Kai stated cuddling her face alongside his.
Ben's body twitched when he felt Elena's soft left hand stroke him from underneath his swimming trunks. "What she said, especially since Jenny is on board." She said placing her face next to his neck in a smooth romantic manner, she was downright beautiful especially with her hair wet. Kai had a similar appearance after she splashed her head, they both felt that Ben could be distracted by them more than Nocturne if they tried a swimsuit model tactic.
"You two are as special to me as everyone in this 'relationship' we're all sharing, you don't need to go out of your way to impress me, you know." Ben said suddenly receiving a kiss on each cheek from both girls in unison. Jennifer glance over from the outside of the hot tub with a cute pout of jealousy.
"Hey now, don't make the guest host jealous now." Jennifer said as she approached them slowly with her hips swaying to the side in a sassy way. She was still wearing a white bathrobe and placed her hands at the center so she can open it up slowly for Ben to admire.
Meanwhile Elena was continuing her massage downstairs and then pulled off his trunks underwater, letting his now erect manhood float underwater Kai winked at Elena then took of the initiative by sinking her head into the water. The native american teen girl held her breath and moved towards Ben's manhood then little by little she enveloped his appendage into her suctioning mouth causing Ben to tense up slightly.
As soon as Ben moaned with his mouth open Elena took the chance and covered his mouth with hers thus shoving her tongue down. Ben himself just relaxed and let them have all of him to themselves, Elena continued swirling her tongue around inside while Kai progressed with shoving her face further down on his meat. If sounds could be heard there would be a lot of wet flesh sloshing sounds as Kai increased her suction on his cock.
Jennifer bit her lip in anticipation as the lovemaking moment between the three teens in the hot tub intensified when Kai rose her head above water for air and engaged Ben and Elena in a threeway make out. Kai's lips glided along Elena's and her tongue was sucked into the other girl's mouth at the same time, Ben was in between and enjoying it very much as the two female tongues shared in on him. It could be inferred that Jenny was watching an adult film in the works, but she definitely wanted in on the action before the girls wore him out.
"Oh Beeennnnn." she cooed with an alluring tone before reaching into her robe to pull it open.
Ben broke the group kiss to look as well as Kai and Elena, Jennifer pulled apart her robe to reveal an amazingly thin transparent two piece bathing suit with spaghetti straps to keep it all on. Feeling his jaw drop Ben fought the urge to rush out of the tub and pin her down so he can ravish her, but once again he feared the charm effect would overload again. Jenny noticed the blood rushing to his head and smiled to herself as she seductively walked over and entered the tub with them.
Ben felt his body urges killing his self-restraint, but thankfully the girls noticed and sprang into action.
Jennifer went first and placed herself between his arms with a lovingly warm smile on her face, she pulled him into a deep lusting embrace to which he eagerly returned. The blonde celebrity felt such a warm feeling course through her body which she would have categorized as love if she wasn't still confused about what she wanted. Elena then removed her red top part of her swimsuit to display her breasts for Ben to see, Kai mimicked her by peeling down the top half of her own swimsuit as well. Both girls were now partially clothed in the steamy water with their shared boyfriend, Jennifer wasn't letting as she kept devouring of Ben's mouth.
Several minutes later Ben was behind Kai as she gripped the railing of the tub and had her rear out for him, Elena was sitting nearby still in the tub with them with her hands down the bottom portion of her bathing suit. She was soothingly massaging her slit while watching them and Jennifer was outside of the tub setting up a camcorder to record this moment for later.
She turned her head when she heard Kai moan loudly after Ben entered her snatch from behind and began thrusting.
"Oh Ben! Harder!" Kai gripped the rail tightly as the teen hero continued sliding his dick into the Navajo girl's fresh snatch, Elena continued to watch much to her pleasure as she inserted one left hand finger into her pussy. Jennifer watched and melting away her patience she went over to where Ben and Kai were making love so she could sit on the railing of the tub where Kai was gripping.
"Come now, I don't want to wait for my turn for too long." Jennifer said spreading her legs before Kai and sliding her white thong open so that her pussy could be shown. The message was obvious and Kai felt complied to engage as she placed her mouth along Jennifer's clit to begin lapping up and around the fleshy nub. So here it was that Ben was pounding the native American girl from behind while she ate out the blonde celebrity/vampire as the girl in red was masturbating to the sight of them.
In and out Ben's slick manhood repeatedly penetrated the brown girl, his member was moist and he constantly felt the immense pleasure of her depths sucking in his meat. Kai was voluptuous indeed and seeing her tonguing along with fingering the blonde's snatch was getting Ben closer to climax. Elena then surprised him by swimming toward him to engage him in another deep tongue wrapping lip lock and she was putting a lot of energy into it.
"Hhhmm." Ben moaned inwardly while Kai actually moaned audibly and loudly she came to climax, her vaginal muscles contracted repeatedly on Ben's cock thus causing him to climax as well.
"Hhaaaa Kai!" Ben yelled out when his hips jerked repeatedly in motion as his manhood began filling Kai's youthful womb with sperm. He moaned her name again and again as white creamy spunk continued to spill into the Navajo teen, Ben then slowly retracted his softening organ from her and let the large amount of cum drip out of her.
Kai was breathing hard with her wet hair covering her face in a sexy, she looked back with a smile and nodded to Elena while Jennifer finished undulating her hips in orgasm.
"Ben, I think you know what comes next." Elena said looking at him with bedroom eyes and all three girls got the idea of what to do now. Kai peeled down the remaining portion of her one piece swimsuit while Elena kicked off her swimsuit bottoms, Jennifer slowly slid her upper portion of her thin bathing suit up to reveal more flesh along with the rest of the girls.
'Wow, sometimes I have to wonder if everything is just a long running dream or not.' Ben thought as the three voluptuous vixens stood together with Jennifer in the center, all looking sexily at him like they were posing for a centerfold in an pinup magazine.
"Well are you going to stand there all day with your jaw dropped or come over here to make good on your relationship with all of us?" Jennifer said giving a beckoning finger.
A couple minutes later they got into a position where Ben was lying on the polished wooden floor of the balcony with Jennifer curled up next to him in a position where she can place her right breast in his mouth to suckle. Elena hovered her wet and ready pussy over Ben's re-erected rod and lowered herself onto it causing her to moan loudly, Kai stood over Ben's torso to where she position her cum filled pussy in front of Elena's face, then they all instantly sprang into action.
"Mmmmm, you've had practice, Tennyson. Oooohhaaa.." Jennifer gasped loudly as Ben continued lavishing to blonde's right nipple while squeezing her other breast with his free hands. It seemed obvious to Ben that her sexual weakness was her tantalizing breasts, jogging a mental note of that for later, he continued sucking and licking while Elena's mouth was occupied with sucking in semen out of Kai's womanhood. Dribbling amounts of white cream dripped onto the brunette's tongue and each time she had some she would close her mouth and swallow it all, Ben noticed the sight out of the corner of his eye while he continued sucking on Jennifer's breast and it was a great turn on.
Elena continued shifting and swirling her hips around on Ben's dick and with each passing second she was coming closer to letting loose. 'Ben…!Ben!' Elena's mind was filled with bliss and pure love for the young man underneath her, she was reminded of all the times she shared with him when they were little kids playing soccer together and she felt deep down in her heart that they would be together forever even if it meant sharing him with the others. Nothing could deter her from him.
Jennifer removed her breasts from his mouth and moved to position her anticipating wet cunt over his face and lowered herself to Ben's immediate tonguing.
Ben wasted no time in sucking and licking on the clit then diving his tongue into her depths right after, meanwhile Kai grabbed Elena's head and began face humping her in orgasm with Elena's tongue deep in her cream filled depths.
Much to Ben's euphoria Elena's hips started undulating wildly in unison with Ben's thus signaling climax, all at once all three gals came. Elena orgasmed causing Ben to spurt numerous amounts of sperm into her being, Kai grabbed her face and thrusted her pelvis one last time as her gushing juices left her pussy, and Jennifer tightened her thighs around Ben's head before cumming as well.
A collective of gasps and hard breathing signaled the exhaustion of the group before all three girls collapsed in cuddling positions with Ben. Though tired he may be, Jennifer licked his left earlobe and said one more thing; "I hope you're ready for round two, hero boy."
Elsewhere…
Sitting on a park bench Max Tennyson had various mechanical pieces and scraps laid out on the table surface, he was keeping himself occupied with calibrating a new type of hand weapon when he heard some rustling in the bushes behind him.
"Hmm." He glanced suspiciously behind him briefly only to notice nothing happening, but his years of experience in the field of covert operations and battles gave him a heightened sense of danger. 'You don't get the jump on me.' Max mentally stated as his right hand slowly reached for one of his energy pistols laid on the table, until-
Something came quickly out of a treetop and screeched like a wild animal.
"!" Max reflexively reached for his pistol but a string of web made contact with his gun and snagged it away before he get grab it. Max looked mildly surprised at what he saw, but glared noticeably at the alien creature perching on the ground before him.
It was 'Spider-monkey' or at least thats what it appeared to be. It bore the Omnitrix symbol on it's chest, but it's eyes were red instead of green. "Looking for this?" It said teasingly as it held Max's pistol with it's tail.
"Ever heard of copyright infringement? I take it you must be Albedo; A rogue Galvan that imitated my grandson's Omnitrix." Max said keeping his game face on.
"Ooohh I'm flattered the great Max Tennyson heard about me, but let's see how good you really are, old man." Spider-monkey Albedo said before tossing the pistol away and leaping into the air at him.
Spider-monkey dove and delivered two backfists at the old plumber, Max evaded the punches and sent a leg sweep in return. Albedo dodged and aimed his tail tip to shoot a web line at Max, but the grizzled veteran leaped out of the way in time.
"What do you want from me?" Max said staring him down and reaching for a….frying pan. It just happened to be lying next to his collection of machine scraps on the table.
"Something round, egg shaped, and very dangerous on the inside." He said placing one of his pawed hands on his omnitrix dial signaling he was going to transform.
Max now had an alarmed look on his face and briefly glanced to this far left to where the null void prototype egg containing Vilgax stood. 'That's what he's after…why on Earth would anyone want to free 'him'?' Max thought raising his alertness level and glaring down at Albedo who was now transforming in a bright flash of green light.
'This is going to be trouble.' Max thought seeing a very familiar yet very dangerous alien form Albedo was planning to use on him; Rath.
The man sized Appoplaxian snarled with red eyes blaring and with his arm hooks extending ready for battle. "Let me tell you something, Max Tennyson! Old people turn to dust with time, but I'm going to grind you into dust even faster!" Rath-Albedo said before charging into battle. Max held his position steady ready for one helluva fight.
Where Ben was at…
Jennifer was wriggling her cute butt seductively at Ben while she was on her hands and knees in doggy position on the surface outside the tub. Elena and Kai were at each of his sides alternating between frenching him and stroking his manhood back to full hardness. Jennifer was looking back at them with anticipation and mentally wishing for them to pay more attention to her posing herself ready for him. Ben opened an eye and noticed the flustered look on her face and he gently broke away from swallowing the length of Kai's tongue and nodded to her as well as the girls by his side. Slowly moving himself so that he was directly behind the round supple buttocks of the blonde teen celebrity, Ben grabbed his rod and guided it eagerly into the moist opening that lay ready for him.
With a wet shlicking sound and a shove Ben drove his cock to the hilt into Jennifer. "Hooah! Faster, Ben! I want it rough."
Heeding her words he began gently shoving his length into her depths and retracting it just as Quickly, he continued this and accelerated his pace to the point where it caused her to moan louder and louder with each thrust. Her body was toned and shaped to perfection for someone so young, but being in the entertainment industry usually meant she occasionally had to make physical changes every now and then, but today it paid off for her personally.
Feeling the wet and rock hard feel of the teen hero's shaft sliding in and out of her, Jennifer was feeling extremely intoxicated, all the while Jennifer and Kai kept taking turns with frenching Ben and each other. Every time Elena opened her mouth for a kiss either Ben or Kai would take it and slide their tongue down her throat while Ben continued pounding Jennifer's snatch from behind. Kai felt around Ben's bare chest and Elena grabbed his buttocks while kissing the base of his neck, it was a group shared euphoria of all four teens and it went on for a few more minutes until Ben felt the urge coming.
Suddenly a different urge erupted inside his very being, his eyes were glowing the usual violet color that always showed itself when the charm is active. All three of the girls shared the same glowing eyed look signaling that the charm effect just became active and it was enhancing their sensitivity to the extreme pleasure they were all sharing.
The sound of Jennifer screaming his name filled the air as the blonde's vaginal muscles clamped began squeezing and gushing out her climax juices thus causing Ben to erupt.
"Jennifer! Ooohh!" Ben thrust his hips forward one last time before his member jerked violently thus delivering a deluge of sperm into her cervix. After injecting more spurts of his man juice Ben slumped his shoulders feeling exhausted and before he could collapse, the girls caught him and laid him down gently onto the ground.
"Okay, now I'm spent." Ben said breathing hard before Elena raised her head to meet his in a kiss, she smirked and Ben frowned a bit before getting the idea.
"It's my turn with you next, you know. Got another one in you?" Elena said chuckling mischievously.
"Hoo boy." Ben said dreading the erectile pain that was soon to come later.
Back to where Grandpa Max was at…
Laying against the side of a nearly destroyed tree, Max laid recuperating with bruises and small wounds all over his body, even his favorite hawaiin shirt was ruined. It was an intense battle, but he managed to escape the blast that was meant to kill, but that also meant he lost the battle as well.
"I'm too far from my camp site, that little psychopath has probably already taken my Null Void containment unit. An imitation Omnitrix and the re-release of Vilgax can only mean trouble for the whole world, if not galaxy." Max said to himself before wrapping a bandage around his left forearm. "I guess I need to make a few phone calls. It's go time."
Elsewhere…
"Oooohh my parts, I think I'm going to be out of it for at least a day or two." Ben groaned to himself while he was laying down on his bed and placing a pillow on his crotch. He had a time with Elena before turning in for the day and having a barbecue night at Jennifer's place. He had driven Elena and Kai home before driving back to his, the goodbye kisses he received from the two made his night all the more pleasant.
'I wonder when Helen and Gwen are coming over?' Ben thought smiling to himself before mouthing ouch when he felt his member twitch in pain.
He felt his mind drift to sleep after several minutes of checking of his cell phone for messages, he received messages from all his girls. Most of them arranging times and dates for well 'special dates' with Ben, some saying they wished to spend the night, and the usual goodbye kisses in their texts. Ben grinned to himself, part of him did indeed felt guilty about having so many girls loving one person, but he knew it would all work out and he was infinitely devoted to them as well as his hero work.
Ben's mind slowly entered dream world much due in part to his exhaustion from earlier, now he was entering another possible sexual encounter in the dream world with a dreamt up version of his own mother. Deep down he was actually very disturbed when he thought about it.
(Entering Dream mode)
"Ooohh where am I this time?" Ben groggily asked himself as he opened his eyes to see himself inside an extremely familiar setting. "A-am I in the Rustbucket this time!"
He found himself sitting by the window just like in old times and he got up and looked around, much to his amazement it looked exactly like it did five years ago. Feeling around himself to see if was still himself and not his kid version, Ben quickly became relieved and began walking around until a certain voice from behind caught his attention.
"Ben? What are you doing up this late? Shouldn't you be asleep?"
Ben's eyes went wide and he slowly turned around to see a ten year old Gwen standing in front of the bunk beds in what appeared to be Ben's signature shirt and only a black pair of panties. It almost gave him a nosebleed just to look at her, but in his eyes she resembled the same ten year old sassy spell caster that always reasoned and put up with him.
"Gwen? I'm dreaming of you now!" Ben said out loud completely shocked and speechless.
Her right eyebrow twitched in annoyance when she heard his tone. "Is a dream about me a bad thing, jerk? I thought we were into something new with this relationship of ours?" She pouted and crossed her arms.
'What is the deal with these dreams? First my own mother and now the bite size version of Gwen? I'd better wake up and ask Char- uh?' He stopped in mid thought when he noticed the hurt expression on her face growing.
"I guess dreaming about me is a nightmare to you, isn't it? Don't you lo-" Gwen was cut off by Ben pulling her into a deep affectionate hug thus catching her by surprise and making her speechless. It hurt him to see her look like that, he didn't mean to trample on dream-Gwen's feelings, this was all just too much to figure out. 'I never thought dream girls were actually interactive, or maybe it's the charm's magic doing weird things again. This is all too real and a tad freaky, but I might as well go with it. Even in this place I never want to see Gwen look heartbroken like that ever again.' Ben thought slowly pulling out of the hug until young-Gwen placed her lips on his for a loving kiss.
Her eyes were closed and he could tell she smiling on the inside as she placed her small arms around his neck to deepen the kiss.
'As strangely arousing as this is, I have to wonder how did it come to having sex dreams about my mom to having one about young Gwen?' He thought with curiosity as he felt the charm effect going active, his eyes shone with bright pink energy as well as young Gwen's.
Gently breaking the kiss Gwen looked at him dreamily and smirked. "Well what are you waiting for?" She said taking his right hand and placing it on her chest on one of her developing breasts. The charm effect was clearly active they were both looking into each other's eyes and Ben noticed the pink glow, he learned by now that it was going to happen regardless of what he did. May as well swim with the flow.
"For this to come off." Ben answered as he grabbed and squeezed her breast and slid his other hand up her shirt so he could grab the other one. "No training bra, Gwen? Kinky." Ben said giving her breast another squeeze thus causing her to moan inwardly while he pinched the nipple of her other breast.
Ben grinned and lifted up the shirt she was wearing over her head and placed his mouth on hers as soon as the collar was just over her forehead.
"Mmmmmm." young Gwen hummed her pleasure as Ben deepened the kiss by probing his tongue into her mouth. She was deeply blushing and while they were making out she snuck her hands down to his pants to feel up his bulge. Her dainty hands grabbed and fumbled with the zipper before she could sneak one of them into his boxers.
The shirt she was wearing was off and tossed to the side thus revealing her preteen breasts to Ben, she felt his hands continue groping her tits while she began stroking him off.
Ben's erectile member was out in the open and young Gwen was making sure it was having a good time with her hands. One hand cupped his balls and rotated it's palm in circles in a sensual massage as her other hand continued stroking the shaft, Ben was feeling incredible from Young Gwen's ministrations.
He gently broke away from the kiss again and Young Gwen mouthed a wow with a dazed look on her face, placing a hand on the side of his face lovingly, she winked and slowly laid herself on her back onto the ground of the RV. Spreading her legs apart and giving a beckoning a gesture with her left hand's index finger, Gwen wordlessly said 'I'm ready' to him.
Her panties were black and oddly enough bore the ever so familiar Omnitrix symbol on the cloth. 'Bizarre.' He thought before the charm's lusty effect kicked in again thus urging him to place his hands at the hem of her panties. With a gentle tug he pulled down the black undergarment to reveal Young Gwen's hairless snatch, the panties were at her ankles until she kicked them off and Ben felt the urges get stronger with each passing second.
The fact that he was having a sex dream involving a ten year old version of his love interest did bother him to a certain extent, but Ben kept repeating to himself that it was only a dream.
Feeling a tad impatient Gwen placed two fingers at her entrance and pried her pussy lips apart to further tantalize Ben, it worked well too.
"Here I come, Gwen." He said grabbing his hardened manhood and gently lowering his body closer to her as he guided his rod to her nubile womanhood. Young Gwen strained her face as she felt the fleshy intruder penetrate her depths further and further, her hips bucked as Ben buried himself to the hilt inside her youthful pussy.
"Oh yes! I'm loving this! Go faster!" Young Gwen hollered out as Ben steadily increased the speed at which his cock drove into the ten year old version of his cousin. The vice like feel and smoothness of her snatch was almost too much and nearly too tight for him, but he made it work and it was sheer bliss. More than that, it was true love that hadn't been ignited those years ago.
Again and again Ben's manhood drove into the young woman and each time it came out moist and ready for more, he then grabbed her ankles and raised her legs to place them on his shoulders. Over and over he pounded into her and each time felt the great tightness envelope his dick, the moistness of her entrance lubricated it well enough for him to go in smoother.
"Harder, please, harder!" She hollered out with a flustered face to him. Ben nodded and grabbed her slender hips with his hands and drove in with much more force. Her back arched as Ben's rod pounded into her vigorously, she even gripped the floor fabric.
"Oooohhh aaahhH! I love you! I love you, Ben!" Young Gwen cried out as her hips were bouncing off the floor wildly signaling her oncoming climax.
'She's unbelievable tight! I'm gonna lose it!' Ben thought before his hips slammed into hers one last time. "Gwen!" He shouted before emptying nearly all the contents of his testicles into the preteen cervix of his true love. Gwen's womb was filling up with Ben's semen while her own climax was causing her to constantly release orgasm juices on Ben's shaft. After a few more seconds of Ben cumming into her he finally exhausted himself and collapsed onto the young girl. Both were breathing hard and slightly sweaty, but before the dream could fade back to reality Ben cupped young Gwen's face and looked deeply into her eyes before giving her a heartfelt final kiss.
(End dream sequence)
"Whoah!" Ben woke up in a sweat in his bed. He looked around and noticed he was in his room again, of course he remembered the dream to perfect detail and made a mental note to log these dreams down later. They were getting more real each time, but what perplexed him was why did he dream of his mother twice and now suddenly dream of Young Gwen? It didn't add up, but he figured he would ask CC later. "Hmm? What time is it?" He looked to his side and noticed his clock read 5:30 in the afternoon.
"Maybe I should call her and ask if she's free." He said to himself before he heard the doorbell ring, he remembered his parents weren't home and walked out his room to answer. Flipping his phone shut he walked down the stairs and approached the front door. Opening the door Ben saw that most unexpected face at his doorstep.
"Good morning, I would like to ask if you would be interested in a magazine subscri- Ben?"
"Carlie?" Ben looked surprised to see the same cute glasses wearing girl he chatted with at the movie theater, she was once again wearing her school uniform, which to Ben added a lot of ideas of fetish fuel. She was holding a clipboard and a few magazines to her side and looked proper with her hair up in a bun as well as a short skirt.
"Oh my gosh I can't believe it's you!" She said astonished and smiling and dropped her clipboard to give him a friendly hug to which Ben blushed about since he felt her endowment touching his chest. Ben hugged back and after a few seconds she gently let go and looked at him with a beaming smile.
"Small world, huh? How'd that date with the famous Jennifer Nocturne go?" Carlie asked.
"It was definitely something, I can tell ya that. A bit crazy too, but how have you been? Was that movie any good?" Ben asked recalling that they were in line to see 'Darkfall' when they met.
"I've been peachy, and as for that movie;" She made a gagging gesture indicating she didn't like it one bit. Ben chuckled and Carlie bent down to pick up her dropped clipboard with the magazines, but Ben bent down as well to help her pick it all up.
After scooping the magazines into one spot Ben's right hand gently made contact with Carlie's left one and the two looked up into each other's eyes with a faint blush on each of their cheeks. It was awkwardly silent for a moment until Carlie giggled and brought herself out of the moment and finished picking up her mess. Ben snapped out of it too and went back to idle conversation.
"So it was that bad, huh?" He said chuckling a bit.
"Totally, I can't believe that's the movie my friends wouldn't stop talking about. So awful, hehehe. So this where the famous Ben Tennyson lives, huh? Never would've guessed I would randomly run into you while I'm selling magazine subscriptions. Carlie stated smiling.
Ben scratched the back of his head and grinned. "Yeah, it's definitely a surprise, a good one though. So why are you selling magazine subscriptions anyway?"
"School program I regret signing up for, but it's mostly for charity and if I sell enough then I get to go on a field trip to France. It's very tedious, dude." She sighed smiling.
"I can tell, want to come inside for a drink of lemonade or soda or something? You look pretty parched." He offered which she gratefully accepted and came inside.
After tossing a can to her which she caught, Ben and Carlie sat down in the living room on the couch popping open their drinks. They sat and chatted for awhile about various things from schoolwork to Sumo Slammers and the two felt a growing bond begin to develop between the two of them, Ben however was glad his charm wasn't acting up around her. The last thing he wanted was to upset the girls more by adding another member, he still felt they were sore about having Jennifer onboard despite the fact that her stay temporary.
Carlie then bit her lip and looked to the side a bit before asking Ben this; "So do you have a girlfriend?"
Ben didn't know whether to laugh his ass off at the irony or shrug that question off and change the subject. "It's kinda complicated, but yeah I kinda do." Ben answered honestly, he just left out the part about having a handful of girlfriends.
Carlie looked deflated when she heard his answer, but she had kind of expected it. "Oh? What's she like?"
And this where Ben drops the ball.
"Well they all have great personalities, but they're all really nice and outright gorgeous. Sometimes I wonder how lu- oh crap." Ben stopped in mid-sentence when he realized what he just said. Carlie however looked like stone when she heard him mention more than one girl.
"Uuuhhh what?" Carlie looked a bit stumped but she was sure she heard him say 'they', did that mean he had more than one girlfriend? "You have more than one girlfriend?"
Ben felt like a deer caught in the headlights as she stared at him sternly waiting for an answer.
"You do, don't you?" She got up and looked straight at him hoping for an answer that would make sense.
"It's hard to explain, but uhhh how do I explain this?" Ben sighed to himself.
"You're not two-timing women, are you? Is this some kind of sick game you're playing with them or something? Was I your next target?" Carlie got upset and her eyes got teary. Just when she thought she had found a decent person she felt like herself around, this comes out into the open.
"It's not like that at all, let me explain." Ben tried to calm her down, but when he couldn't find the right words she stormed out of the living room and headed towards the door in tears.
"Carlie wait!" Ben ran after hoping to keep his friendship with her and make sense of all of this to her. He grabbed her right wrist before she reached the door and she turned her head to look at him with disgust. "You sick womanizing jerk! Let me go!"
"Carlie it's not like th-" Ben stopped in mid-sentence when a familiar sensation flooded his core, much to his dread it was the charm effect. 'No, no, NO!' Ben thought when he saw the pink glow fill Carlie Cooper's beautiful eyes as well as his own. The lust magic filled his and Carlie's body and mind thus causing him to pull her by the arm into a deep embrace where he quickly placed his lips on top of hers.
'Why in the world is the thing still going off like this? I thought it was under control, I didn't want this to happen to anyone else! Dammit…' Ben thought as his mind became filled with thoughts of ravaging her and how to go about it.
'W-what's going on? Why am I feeling this and…why is it happening?' Carlie thought as her bodily needs won over common sense and thoughts, but while she was kissing Ben the magic of the charm crafted images of his experiences with the all the other women into her mind.
She saw Gwen, Doctor Holiday, Helen, Elena, Julie, Kai, Tracey, CC, and Frightwig in her mind as well as their feelings and thoughts involving Ben. Through the magic of the charm effect it was all explained to her and now she understood it, she understood the shared love for this hero, and she wanted to share that with him as well.
Both individuals gave in to the temptation magic that was being made by the two of them and Ben began by placing his hands on her shoulders and deepening the kiss. Carlie tasted like tangerine and he couldn't get enough of her as his tongue swirled around inside her mouth.
Carlie felt like melting in his arms as her heartfelt desires were coming full circle afterall. Ben then moved his hands to her sweater vest and gradually lifted up and up over her head then moved to unbutton her undershirt while keeping with the kiss. The cute blonde schoolgirl hummed in joy as her hands felt around his chest and shoulders sensually while she was tugging his signature jacket from his body. At the same time Ben had finished unbuttoning her white shirt and things progressed from there.
Several seconds later clothes were scattered all over the floor and Carlie was sitting up in Ben's lap impaled on his cock with arms around his back. Her ankles locked themselves around his lower back and her lips crushed against his in an eager loving French kiss. Both were fully nude and in each other's arms, Carlie savored the taste of Ben's tongue down her throat and the sensational feeling of his manhood deep inside her snatch. Truthfully she had been a virgin before this and the process of being deflowered was thankfully less painful than she thought, but despite the pain he was there ease it and comfort her.
Instead of Ben doing the plowing Carlie was the one to be the aggressor by swaying her hips in a backwards and forwards motion while in his lap, to her it was the greatest feeling she ever had and she wasn't about to let him go. Her breasts were well developed to a C-cup size and to Ben she felt physically similar to Jennifer Nocturne, but Carlie was a simple hometown girl with a sweet heart and a sweater spot for Ben.
Over and over again Ben felt the blonde bounce her hips on his flesh and savoring every moment, her tight passage constantly re-enveloping his rod was getting him closer with each bounce she made. The pink glow shone faintly in her eyes as several more minutes of humping lead to their unified orgasm.
Carlie locked her arms tightly around his neck as Ben called out her name loudly while he came inside her, many shots of sperm entered her womb and nearly filled to the point where cum was leaking out a bit. As the two collapsed on the floor on the living room Ben dragged his jacket over her shivering body and kissed her on the lips, she smiled back warmly and Ben went on to explain everything to her.
'I know it now, the girls are either gonna kill me or place a blue balls spell on me when I come to them with Carlie.' Ben thought in slight dismay dreading the moment where he would introduce Carlie to the group.
(AN: I know it's one too many, but trust me I know what I'm doing. Besides things always work out in the end.)
Where Albedo was at…
"Max Tennyson indeed lives up to his reputation alright, he's retired and very old yet he still fought quite a battle." Albedo said to himself as held the Null void container that held Vilgax up high. "But I walked away with the prize."
On his left wrist there was a bizarre looking gauntlet resembling the Omnitrix to a certain extent, but it was vastly different and Albedo knew why. He built it and stole the Null Void container for one purpose only; revenge.
'For human technology this is quite impressive, nothing compared to Galvan tech of course, but still quite remarkable. Now to unleash one of the Galaxy's greatest terrors onto the galaxy once more. My former master, Tennyson, the Plumbers, and everyone else who had stood in my way will now face the most feared force in the universe.' Albedo thought to himself as he set the egg down and activated the release function causing a pale yellow glow to project an opening into the air. Something large and menacing stepped out of the portal once again free from his would be entrapment.
"Welcome back to this dimension, Vilgax." Albedo said as the large Chimeran warlord stood up and looked as angry as ever.
"I suppose it was you who freed me, don't expect any gratitude or service from me however. Just who are you and why do you resemble Tennyson?" Vilgax snarled yet Albedo kept his resolve. He brandished his 'omnitrix' to him and smirked.
"We have a common goal as well as common enemies, I do believe we can help each other achieve those goals and punish those enemies, and this device on my arm can help us do both. Interested?"
Vilgax eyed the omnitrix look-a-alike and figured this doppelganger may be useful to him afterall. "You've peaked my interests, little one. What do you have in mind?"
"Not just yet, first we need to gather our third member of this little team. Look over there." Albedo pointed to the far right corner of the warehouse he based in and Vilgax looked in mild shock at what appeared to be another stone time gate like the one back in Navajo Valley.
"Is this that same time gate I had used a while back or is this a different one?" Vilgax questioned.
"It is a different one, one of the only other ones in existence. I had modified it and worked myself to the bones calibrating it with similar technology based on the Null Void and I had just discovered a very powerful ally that will complete our triad." Albedo explained as he input some commands on a high tech terminal that was connected to the time gate. After inputing all the information it activated and revealed a dark yellow light that was similar to the Null Void projection tech, out came one foot then an entire person dressed head to toe in black tight leather with long black hair.
"Vilgax I would like you to meet one of the worst villains from the future; say hello to….
Kevin Eleven thousand."
The said man looked up with a demonic grin on his face and a twisted look in his eye. "I think I'm going to like it here." He said darkly.
End of chapter Sixteen
AN: This chapter is a prelude to a new arc that will begin next chapter then after several more chapters of that arc it will lead to the much anticipated crossover with Generator Rex. Of course the G-Rex girls will also be on the sexy menu, lol, I thank you all for your input and reviews as well as adding me as fav author. I'm deeply humbled and will continue to write this story until the very end, personally I'm hoping to make it longer than fifty chapters. Anyway, please leave any thoughts, comments, reviews, suggestions if ya have any. Laterz.
Next chapter: Ultimania part one
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