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Ben 10 - Falling	By : P_Darkwater Category: +1 through F > Ben 10: Alien Force Views: 17511 -:- Recommendations : 0 -:- Currently Reading : 1
Disclaimer: I don't own or have any relationship with the Ben 10 franchise other then a fan, and I make no profit what so ever from this writing.

Chapter List
- 1
- 2
- 3
Ben10: Falling Redux
Chapter Two: "Answers & Lies."
The sun crept over the lake and Ben rolled onto his back trying to fight his way back to sleep but hsi face found Gwen's discarded swimsuit top. Ben opened his eyes, and stood up looking around confused as he recalled the night before.
"Yea not the day to sleep in."
Ben looked around not seeing his cousin nowhere in the area. A moment of panic filled the boy, and he walked to a toppled picnic basket, and removed the Omnitrix.
"It is nowhere even close to being hero time, but I have problems so."
He snapped the greatest artifact the mighty Galvin race had created back onto his wrist for the first time in a long time, then taped a button raising the control core. Ben moved the dial three clicks to the right, and smacked the dial down.
"XLR-8, please XLR-8."
Nothing happened.
"Great, just great."
He looked down, and the watch had an unfamiliar blue glow about it.
"That's new but, Gwen now, watch later."
Ben began walked the area around the park looking for Gwen. He smacked himself on the forehead when he noticed none of Gwen's things had moved, including her spell-book. She had to still be in the area. Ben walked to the outhouse that served as the public toilet for this side of the lake. The door was closed, and the handle had a red knob above it turned to the left with a small arrow pointing to the word "OCCUPIED".
Ben considered knocking, but froze for a second, and walked back to the camp site. He looked down at the Omnitrix and it had changed. It was not smaller sleeker more watch like, and when he checked the dial for available transformations he found ten unfamiliar faces.
"Great this is totally not my day."
Ben looked down at Gwen's spell-book and saw that it was still turned to the page from last night. The writing was a mix of Nordic runes, and alien script Ben couldn't read if he had a lifetime. Looking left and right and still seeing no one in the area Ben picked up the book careful not to lose the page. Walking to a area of thick trees and bushes, Ben set the book down, and turned his attention to the Omnitrix. One of the aliens had an abnormally large head in relation to its body. Ben held his breath, and smacked the watch.
The sensation of alien sense filled the boys mind, and he tried to look down at the book but the aliens head couldn't bend at the angel required. As if with a reflex action waves of energy came from the creatures oversized head, and the book lifted off the ground to a level Ben could now see it.
"Now this if fortuitous! "
The writing was still unreadable to him, but some of the markings now appeared to be equations, and math Ben felt was well within this forms ability to understand.
"Interesting, most interesting."
Ten or fifteen minutes later Ben turned back into Ben, and he walked back to the campsite finding Gwen kneeling on the ground packing things left scattered from the night before neatly into her backpack. She was wearing a different bikini this one black. Ben couldn't help but think she looked amazing.
He walked over.
"Hay."
Gwen avoided eye contact, smiled a little.
"Hay."
Ben sat down next to her, and handed over the book.
"I um had a friend look at your book."
Gwen looked up at him, her hair messy, but it looked like it had been combed at least. Gwen's high cheek-boned face was clean, so either the outhouse has something that passed for running water, or more likely Gwen had brought something to clean herself with . "Heck" thought Ben. "She might have just taken a swim in the lake."
"What friend?"
Gwen asked.
"New guy, BrainStorm or Head-Crab think I'll call him."
Ben said holding the watch out in one hand, and the spell-book in the other.
"He's kind of good at math, but he couldn't read the book. He THINKS err I think anyway that your putting too much into your “spells” over all. Part of them is an energy equation. The spells I've seen you screw up in the old days, back up the kind of things tht would happen if your math was off. Not that any of that matters about well last night. That spell calls for you to use buckets of whatever your powers run on."
"Magic."
Gwen answered.
"Huh?"
Ben Responded.
Gwen spoke in an even tone, not betraying any emotion.
"My powers run on Magic, that's why they are called spells. I never thought of pouring too much power into things, nice idea. I've got some other books at home with basic training exercises I keep failing at. I'll look into that when I get home."
Gwen took Ben's wrist in her hand, and looked down at the watch.
"This is new. You put it back on for me?"
"I thought you ran or left or something Gwen I didn't even think to check the outhouse till after. Last night, Gwen last night. . . ."
Gwen cut him off.
"Was me, last night, I mean. Everything that happened was my fault. I should never have tried that spell that fast without . . .well there are things I can do to work out how a spell works before casting them, and I didn't even think to use them. "
Ben looked her in the eye.
"You didn't bring the brownies, I did."
Gwen replied.
"Power is power, and I misused mine last night. I could . . . .feel things going too far, and I didn't shut the spell down. I've been wondering what goes though that head of your for FIVE years, and I finally got a look. You just muddle on through your day and you don't need constant reminders how good or how smart you are. You don't care if people look at you or how. I'm just a glorified Mommies girl, and you don't need anyone's approval to feel good about yourself, and I wanted . . . I wanted you to want me. Like that made it set me free somehow."
Gwen was still holding Ben's wrist as he answered. Something was in his voice that reminded Gwen how far he was from that snotty kid she used to know. It made her shutter some how, and Ben picked up on it if just a bit.
"Don't talk like that. My cousins a dweeb, but no one talks down to her but me, understand? She's a busy body, she annoying, and smarty, the kind of girl most guys wish they had. Last night was amazing, and you are amazing. Don't get me wrong, I'm sacred as hell that I hurt you last night. If you never want to have anything to do with me after right now, I'm fine with that, but don't beat yourself up I could have opted out too, and I didn't. "
Gwen let his hand go and looked away.
"You don't cast spells."
Ben step toward her, and wrapped his arms around her wast.
"No, but I adapt pretty quick. After a pile of alien powers, it's wasn't hard to figure out."
After a moment of silence Gwen places her arms around Ben and in return she did the same. He could feel her shutter just a bit, he could tell she'd been terrified somehow.
"I'm OK Gwen, and so are you. I'm not going anywhere. "
Gwen's phone rang just then. It was her mother, she was in the parking lot to give them both rides home. There was a storm coming, and everyone's plans for the weekend where being cut short.
**
Gwen road home in silence, looking out the window after Ben left the car. Their goodbyes had been brief, and her mother seemed to look to back seat of the car with a scowl on her face. Did she know something? Last night hadn't been a lot of things, but silent hadn't been one of them. Not even remotely. Had someone seen and told her?
"How was your time at the lake sweetheart?"
Gwen snapped her head toward the front of the car like, well a guilty child.
"Fine, nothing really happened."
Natalie Tennyson's voice took on a weight of knowing authority. The hair on the back of Gwen's neck stood up.
"Gwendolyn Anne-marie Tennyson you look like you've been up half the night, and Cash Murry's mother called me this morning."
Gwen felt her heart jump into her neck, as the car came to a stop at a red light. Her mother turned in her seat to look back at her with narrowed eyes. Gwen looked at the car door, and was tempted to bolt.
" She told me someone on the far side of the lake put on an enormous light-show with lots of fireworks. That cousin of yours didn't have anything to do with that did he?"
Gwen felt a wave of relief come over her like diving into a pool of cold water, after an afternoon of walking in Death valley.
"No Mom we didn't light off any fireworks. It must have been something else."
The car behind them beeped as the light turned red, and Gwen's mother went back to driving. After a moment she spoke.
"That boy can do what he likes, god knows his parents don't care! They let him call them by their first names until he was 11 years old. That hippie bullshit may work in that house. They are free to raise whatever burden to society they want. It is after all, a free country. However MY DAUGHTER has a future! MY Daughter doesn't need to spend any night in jail for putting on any illegal fireworks shows! Do you understand me young lady?"
Gwen managed to not smile from the sense of relief. She faked a defeated look by looking at the floor of the car, and spoke in a defeated tone of voice.
"Yes Mother."
She smiled on the inside, Ben always made Gwen feel like her mother didn't matter.
**
Ben stood in the shower for almost half an hour before heading to his room, plopping himself down on his bed. He noticed his cell phone had a blinking green light on one side indicating a text. Grabbing the phone she smiled as he noticed the text was from Gwen. He read it, and barked out a laugh.
"Hahaha fireworks. Oh man Aunt Nat is going to be bitching about this for weeks. Poor Gwen!"
Then after a moment Ben frowned. Gwen wouldn't think it was funny. She would remind him how close a call they just had, and what was at stake. If anyone knew what happened last night, both their lives could turn upside down.
"You might have really screwed up this time Tennyson."
Realizing their wasn't a thing to be done at the moment Ben turned to the Omnitrix. Ten new faces, nine unfamiliar and one giant lobster man with a BIG brain, and a bigger head. Ben for the first time he could remember, wasn't captivated by the watch or anything in it. He was thinking about Gwen.
Ben's eyes closed dispite the early hour and he fell into dreams. He was laying on a beach, the ocean surf washing over his feet. He heard echoing laughter in the distance, and he stood up and looked around.
"Hehehehe Bennnnn!"
The area was covered in green grass with scattered palm trees and a beach that seemed to go on forever. Ben stood, and realized he was naked. Out of the corner of his eye he saw a blur of motion, and a wisp of red hair. Ben walked to the tree line, as from behind he felt the barest touch on his shoulder, and he spun to find more trees. The beach was gone replaced with an endless forest of palm trees but the sound of surf was still on the air. Paradise was close he could feel it.
"Hehehe Bennnn commmme and find meeee!"
Ben took off running barefoot though the trees chasing echo's that shouldn't be there. At last Ben broke though the tree line, and tackled a naked Gwen to the sand. Impossibly they were far from the tree line at the edge of the island where the sand gave way to the sea. The surf washed over Gwen's naked form as Ben held her down by the shoulders. She laughed as Ben snapped in anger.
"Hehehe caught me. Want to play a new game?"
Ben barked in frustration.
"Why are you doing this Gwen?!
She wrapped her legs around him, and pulled him down into her embrace the salt water slashing over them both. Gwen's voice purred somehow louder than the sound of the sea.
"Why, because I like playing Ben. We both know I only ever get to REALLY play with YOU."
Ben sat up in his bed covered in sweat.
"Yea."
Ben looked down, as he felt his blankets sticking to his crotch, and whispered to himself in a dry matter of fact voice.
"I'm totally going to have to change my sheets."
As he moved to get out of bed he noticed his phone was blinking again. Retrieving it again he found a message from Gwen. Ben opened it, typed out a frantic reply, and turned to the Omnitrix.
"Someone in here has to be a flyer, please please please, be a flyer!"
Ben turned into a blue and black winged alien he'd not had the spare brain power to name, and he passed though the wall of his bedroom, and took flight on the night wind. As he did the phone fell to the floor a picture of Gwen naked in dust covered mirror. The text read simply "Need U."
**
Elena Validus had moved away a year and a half before. The man that had bought her old house had intended to renovate it for rental, but a divorce and child support payments had delayed funding. It has sat empty of residents, or workmen for nearly a year.
Ben glided in on leathery wings, and passed intangible though the walls of the home leaving a quickly melting film of frost as he did. Moving unseen into the basement his eyes caught sight of faded green and white hand prints on the walls. Years ago this basement had been Elena's bedroom, and she'd thrown a party get a few friends over to help her paint. The hand prints were the result of a moment of inspiration, letting everyone that helped sign their work as well as adding decoration.
A sound of a gentle moan drew Ben's attention.
"Mmmmm Ben Mmmm please hurry ."
Off to the left hand side of the room was an old sofa that had been here when Elena had moved in, and apparently it had likewise been left behind when she moved out. Sitting on the old sofa legs spread, was Gwen. She was naked, her clothing neatly folded and placed on the floor to the left of the sofa. One glistening finger was moving slowly in and out of her as she continued to moan his name.
"Bennnn pleeeeease don't keep me waiting."
Ben swallowed the alien taste of alien saliva doing nothing to relax him. Last night had been stupid, and crazy, and and and he dreamed about getting his hands on Gwen again not long after.
Bens alien eyes rolled slowly over her naked form. Her breasts where topped with perfect red nipples hard with excitement, and Gwen's free hand was pinching her left nipple while she continued to touch herself to the thought of him.
Coming here was stupid, and he knew it. What had happened at the lake was insane, and it still might cost him a huge part of his life. Then Gwen made another noise, and his alien compound eyes focused on her again.
"Mmmm Ben don't leave me like this please."
Gwen's beautiful green eyes looked right though him, as she scanned the room wanting him to arrive, and for the first time it dawned on him he must be invisible.
"A big blue stalker alien". Ben thought, great just great.
As if on cue, the Omnitrix flashed red and beeped and Ben was Ben again in a flash of light. Gwen looked up at him like a starving wolf eying a deer. Gwen's voice sounded like velvet as she saw him.
"Mmmm finally. "
She stood wrapped her arms around him the dampness of one hand evident on his skin. They kissed long and deep, and Ben's hands where clammy with excitement. They shouldn't be doing this, and they both knew it.
Ben spoke.
"Gwen we can't. Last night was all drugs, and bad magic."
She brought her lips to his ear, and whispered. It sounded like her voice in his dream
"You'reeee lyyyeeeiiinngg Bennnn. Mmmm How long where you watching while I was suffering? "
Her damp hand found its way between Ben's legs, and she oh so slightly started stroking his semi-erect penis. Ben felt his will wavering as his cousin continued to purr.
"I've seen you, really SEEN you. I know you'd hate watching me beg. You'd rather have a fight, or a game or a chase. So why make this so difficult? I know you like what you see Ben."
The boys will started to cave, as Gwen slowly fell to her knees. Ben's knees buckled and he shifted to one side sitting on the old sofa, with Gwen positioning herself between his legs and on her knees. Wordlessly Gwen took Ben's rock hard member in her mouth, and began giving her cousin his first blow job.
Gwen was always a quick study, and tonight was no exception. She licked her lips totally for show, and then touched her flawless pink lips to the head of his cock before taking it slowly into her mouth. Her tongue swirled and caressed and prodded the head of his dick before taking in more and more of the shaft .
Ben looked down, as Gwen looked up and their eyes met. Ben was hooked, and they both knew it. Ben blew his load filling her mouth with his hot seed. Ben groaned in satisfaction.
"Awwwww."
For a second there was silence in the the air filled with a faint slurping sound. Ben looked down at his red haired lover, and saw her diligently trying to drink every drop. She was failing, Ben's cum drooling out from the corners of her pink lips. She released his still hard member, and swallowed with an inviting gulping noise.
"Mmm gaaaa! There we go, now you that you're Mmmmm paying attention. I'm dying for a hero to save me. "
Ben looked up from Gwen, saw the dust covered mirror Gwen must have used to take the picture she'd sent him. Something inside the boy snapped like a straw man trying to lift the earth. Ben smiled reached down, and took Gwen by her upper arms lifting her gently. He turned her to face the mirror. He then walked her nearer to it making her lean forward just a bit placing once of her hands on either side. Ben then whispered into her ear.
"Watch the girl in the mirror. "
Ben took his cock in hand, and guided it into Gwen's tight dripping slit from behind. As he did she let out a pleases little sound.
"Yesss, I was waiting so lonnnngg for this. Mmmmm don't be gentle."
Ben slid his shaft in and out of her while she stared at her own cum smeared face in the mirror. Gwen's voice filled the empty basement with increasing amounts of savage glee until Ben heard just want he wanted to hear.
"Aaaallmost almost there, harder just a little more!"
Ben smiled like an evil ten year old, pulled his throbbing member out of her, and plunged it cruelly into Gwen's unprepared ass. The force and the shock conspired to slam the red head into mirror she'd spent the last few minutes admiring. Gwen Tennyson screamed into the night.
"AAAA you bastard! AAAAAAA my asssssssss Fuuuuuccck myyyy ASS ! "
Ben thruster hilt deep into her, and leaned in close whisper in her ear like a school bully with a water balloon.
"Do you want me to stop?"
Gwen whimpered an angry defeated little sound.
"Nooo, d da do don't stop, please."
At the sound of the work "please" Ben knew he'd won, and in a few more angry motions he fired his hot load into her for the second time tonight. The pair sunk to the floor, and Ben wrapped his arms around cradling her. For a long while he rocked her back and forth occasionally brushing his fingers through her long beautiful red hair.
After a while Gwen stirred, and looked up at the mirror. Ben followed suit seeing outlined in the grim on its surface was the faint outline of the side of Gwen's face complete with smeared semen. Her breasts from when she was pressed onto its surface completed the monument tonight's incest . Gwen spoke.
"That was amazing. I'm going to make you pay for it, but still it was amazing."
Ben helped her up off the dirty floor into a sitting position his legs wrapped around her waist before speaking. He sounded gentle, and caring.
"This is really how it is. We are doing this."
She half laughed.
"Hehe We looked inside each other Ben, I know you liked what you saw. I know I did."
Ben couldn't help but smile, and hold her close. He couldn't help but feel something deep inside like a chill no amount of heat would warm. The boy didn't, couldn't understand, not really. The idea that Gwen would need saving was stupid, and details where lost in the rush of memories and emotions shared.
"Yea that was . . . intense. I've never done this before Gwen, but I promise I'm not going to screw it up. "
The voice of reason inside Gwen so used to advising Ben when he needed it, was drowned out under a wave of hormones and a balm for very old pain. She spoke.
"We'll be good for each other I think."
End
Next: "Nothing sacred"
Notes: OK this ones a bit better now, with a few more hints as to whats really going on.
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Ben 10 - Falling