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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.

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Ben's girls
Chapter Twenty three: Brothers in arms (Part two)
By Jehuty-Prime
"So Doc, what's shaking?" Rex said awkwardly as he sat while a raven haired and very attractive woman analyzed the boy with a flashlight.
She was a tall woman in her mid-late twenties, she wore a white lab coat and tight black hoop skirt, her eyes were an emerald green and she carefully observed her patient the same way any doctor would. Her name was doctor Holiday.
"You must be shaken alright, usually you burst out with a joke or shameless flirtation, but pleasantries is one thing you don't do." The older woman said as she removed the flashlight from the latino teen's line of sight and walked over to her terminal.
"You and that boy are very 'unique', you know. I just wish White hadn't had his troops shove him into one of our holding cells. The sooner we get him out of there the better." She said keying in a few commands and brought up a holographic display of the green jacket wearing superhero in his human form walking impatiently back and forth inside one of Providence's holding cells.
Rex looked on with a bit of sympathy, he knew him to be a friend, not an enemy, but after that bizarre experience he shared with Circe just a short while ago he wasn't sure. She had been brought in and almost tossed into a holding cell like Ben, but due to Rex's constant protests White let her stay inside one of the guest rooms under heavy surveillance. At least until they sort everything out and that began with the good doctor studying Rex first before moving on to their 'new' guest.
"This stinks, they shouldn't have to be in there, Doc." Rex protested for Circe's and Ben's captivity. He remembered clearly that he shared a steamy and romantic love making with Circe right after meeting Ben. 'I…I remember it all…sort of..' Rex thought as he recalled having sex with the pale evo girl twice, but the second time was a bit 'different'. He didn't remember it all since he fell under some kind of aphrodisiac during that time with Circe, he chalked it up to one of the nanite infested plants in that forest of Abyssus, but that was a long shot. 'Breach was also there, but what did the new guy do when me and Circe were..well… doing the do?' Rex thought right before he felt a prick in his arm thus bringing his attention back to the real world Holiday just stuck a needle in him.
"Hey now, easy on the merchandise." He retorted.
"Oh don't be a baby, I'm just taking a blood sample to make sure you weren't infected with any strange plants or other things of Abyssus. You described to me yourself that you felt very lightheaded during your encounter with that boy and the Van Kleiss's hench girls." Holiday explained then withdrew the needle.
"Yeah, I'm totally positive Circe or Breach slipped me a roofie, now can I go see her? It's not right to keep her under watch like this."
"Six will accompany you, as far as we all know she may still work for Van Kleiss, Rex. Don't let your emotions get the better of you, at least not when it comes to her." She said sympathetically as Rex got up and put his jacket back on.
"She deserves better, Doc. I'm on my way to see her." Rex said with an uncharacteristically stern tone. With that he exited the lab through sliding doors and left with Holiday looking on with sympathy.
"I hope you know what you're doing, Rex." She said to no one in particular then turned back to her work.
Where Ben was at…
"First thing that happens to me when coming to this place; I get tossed into a holding cell. Maybe it was my fault for being Fourarms when I did, they probably thought I was one of those 'evos' they keep mentioning. Whatever those are, they're bad news in this world." Ben said to himself as he paced to the front of the glass shielded cell and back. He could've easily used his Ultimatrix to get out, but that wouldn't prove his innocence to these people. 'This place looks a lot like the 'Providence' sector of the Plumbers back home, only this place is huge in comparison.' He thought when an image of his universe's Holiday popped up in his head followed up by a daydream of her in a see through white teddy.
'Snap out of it!' Ben thought shaking his head of lecherous thoughts. Another worry plagued his mind; he was newly aware that the charm effect was linked to whatever the mysterious entity is that's fluctuating the charm's magic around him. With or without his acknowledgement the charm effect randomly activates on its own now, including meeting someone with abilities similar to Ben's.
"This is just getting out of control now..." He said to himself wishing ever more to return to his home where he could find answers and hopefully solutions to his situation. CC and Gwen were foremost in his mind at the moment before he then thought of the other girls he's missing out on time with. Sighing he leaned back to the wall with his arms crossed in wait until he heard faint footsteps sounding nearby.
Ben's attention was caught when the sound of the footsteps stopped and he looked to see the source standing right in front of his cell's protective screen. A tall and slightly lean man stood almost like a statue in front of Ben's cell, he wore sunglass shades and a dark green business suit. His hair was very short and had the face of a battle hardened warrior yet he showed no emotion what so ever.
"Uh…howdy." Ben said waving off his onlooker.
"What do you know about Nanites?" The man asked in a direct and even voice.
"I… don't know what they are if that's what you're asking." Ben answered.
"Hmm, I figured as much." The man said under his breath. Ben arched an eyebrow in curiosity as to the man's objective. "I ask because you don't have a trace on nor inside your body, even more so that you seem to be able to repel them. Why is that?"
Ben shrugged. "If I knew I'd tell ya. Honest."
The man looked too stoic for Ben to gauge any emotion or reaction from him, but surprise dawned on Ben's face when he pressed a panel button on the side of the door which unlocked Ben's cell for him.
"Not that I'm complaining, but why are you letting me go? Aren't I supposed to be a bad guy or something?" Ben asked perplexed by his actions.
"You came directly into Providence HQ with our special agent and an acquaintance of his on your shoulders, not sure how you can transform at will without using nanites though, but it was obvious from the start you didn't come here to attack." The man stated and Ben came closer to the entrance of his cell.
"Finally someone gets it, but if it was obvious then why'd I get tossed in there in the first place?" Ben asked pouting.
"Needless formality in case you were a hostile, besides our commander ordered it. If I may ask, what are you here for?" He asked with a bit more edge in his voice during the last part.
"I just want to go back home." Ben answered honestly and the man nodded.
"I see, well then, we'll do what we can to help you, but you are a discovery of utmost significance. Our chief scientist is going to want to take a look at you." The man said turning to walk out the way he came, but not before Ben asked one more thing.
"By the way what's your name? Do I call you agent Smith or something? My name's Ben in case you were wondering."
The man turned his head sideways and simply adjusted his tie. "Just call me 'Six'."
Where Rex was at…
"Take a load off, boys. I'll keep an eye on her." Rex said waving the guards off, there were half a dozen of them and they each reluctantly shuffled out of sight as he stood in front of the door leading to a guest room. Opening it he viewed Circe laying on the cushy black couch apparently resting her eyes, to Rex she looked like a sleeping angel.
"Maybe I should come back…" Rex whispered to himself until he heard her speak.
"Or maybe you can sit lay down with me." Circe suggested softly with half open eyes directed at him.
"I'm not going to complain." Rex answered with a grin and approached the couch to lay down beside Circe's resting form.
"Soo.. how do you like it here so far?" Rex asked trying to break the ice, but Circe simply curled up next to him in comfort.
"Hard to say since I've only been here for a couple of hours napping while armed guards were standing outside my door." She added tilting her head up a bit.
"Yeah, sorry about that, White is a bit of a control freak around here, so most of us tend to ignore his commands from time to time." Rex said nonchalantly yet he was a bit concerned that White's reception of the girl may lead to her leaving.
Things were quiet between them for a while until Circe spoke up in an innocently soft tone, she rose herself up a bit to look Rex in the face. "Rex about what happened the other night…I.." She was cut off when the blaring noise of the building's alert sirens sounded.
(Warning! Warning! Massive Evo detected on collision course with Base! I repeat: Massive Evo detected on collision course with Base!)
Immediately both teens were on alert and jolted up from the couch.
"Van Kleiss. It has to be!" Circe said in slight panic. Rex turned and placed his hands on her shoulders reassuringly to calm her down.
"He won't get his hands on you, I promise." He said fully determined and Circe nodded right before quickly grabbing his head and pulling his face on top of hers for a full blown kiss. Rex was only momentarily surprised at this and gently received Circe into the embrace.
Several seconds later they parted their lips and looked into each other's eyes. "We're going to have a lot to talk about, but right now it's-" Circe said before Rex cut her off.
"-Butt kicking time." Rex said full of spirit as he led the girl out by the right hand through the door into the battle that was awaiting them.
Where Ben was at…
"Man that's noisy, what's going on?" Ben said stifling his ears with his hands.
The man named 'Six' simply held out his arms letting two fold up katanas slide out ready for use. "Trouble, follow me. If you want to prove you're not a threat then help us stop this one." Six said back to Ben before quickly making his way down the hallway to the source of the intrusion.
"Might as well." Ben said agreeing before running off after him.
The building shook violently as the said 'massive Evo' slammed into one of the base's walls, it was in the shape of a whale yet it looked mutated enough to be classified as an Evo, the beast's mouth had breached the interior structure of the base which let it open wide to deploy numbers of smaller other Evos.
"Master, what is the plan of attack here?" One evo said that was walking beside a long haired man in a brown trench coat. It appeared almost cybernetic if not for the unusually long forearms brandishing very sharp claws, it's head was small and appeared like a wolf's head except robotic.
"A rather blunt one, I'm afraid. This kind of strategy usually goes against my style, but since Breach's sudden disappearance and Circe's defection I feel we must do this head on, Biowulf. We are to capture this anomaly that Providence is so very interested in, evidently whatever happened during it's encounter with Breach and Circe is of great importance. I must find and study whatever it is." The man said walking calmly.
"What about Rex? Do we capture him too?" Biowulf asked in its cybernetic feral voice.
"We both know that's impossible in this situation, i however have a plan that requires him being alive, but that'll be saved for later. As for now simply keep him busy while I seek Providence's discovery." The man said flexing his cybernetic left arm.
Ben was running down the hallway after Agent Six and right now he began scrolling through different aliens to determine which would be best for the situation. "Gotcha. Here goes Hero time!" Ben shouted raising his hand up before slamming it back down on the dial and triggering the green flash.
Six looked back briefly to where Ben stood right before the flash died down to reveal-
"Spider-monkey? I wanted Bigchill!" Ben said in his Spider-monkey form. "Stupid watch, I thought we were past this part, it isn't even funny anymore." He sighed and simply went along with it to join in the battle.
Spider-monkey shot out a webline to one of the Evo monsters before yanking it like a fishing rod to deliver a hard punch to the Evo's chest and with his super strength he sent the monster flying into a wall.
"Not bad." Six commented before dodging he swipes of a pair of other Evos with razor sharp claws that had only eye each on their shoulders along with drooling mouths.
Using his skillful fighting expertise he easily delivered a counter attack using his dual blades to slice off their long claws and slamming the hilts into their 'faces' before performing a leg sweep which knocked them out.
Spider-monkey Ben whispered in amazement. "Holy crap you're good, you're like Neo mixed with Jet li." He said impressed.
Suddenly a barrage of diamond like projectiles shot out of nowhere and nearly hit Six and Ben, but they were both agile enough to evade the deadly assault. The shards landed into the wall thus piercing the thick metal with ease.
"Skalamander." Six stated with cool calmness when the said Evo, which appeared as a tubby lizard humanoid with a very large jagged rock arm, approached them. It's head seemed at an angle to how it was positioned on its torso, but that didn't make it look less threatening.
"You Providence blowhards are going to get yours soon, but right now this is just for fun." The tubby lizard spoke in a gargled voice right before swinging it's rock arm again to launch another barrage of diamond projectiles.
This time Six rushed forward almost completely on course with meeting the sharp shards of stone, but in a quick blur of shiny metal his swords swung with inhuman speed and deflected each shard out of the way. He leaped into the air before the monster named 'Skalamander' and expertly planted his left foot against the lizard's face twice before ending it with a swing kick from his right foot. The Evo stumbled back and attempted to swing again at the warrior, but was meant with the sight of Spider-monkey web swinging towards him.
With a rough impact the alien monkey with fourarms cannonballed straight into the lizard's lopsided face thus knocking him out cold.
Spider-monkey rolled on the floor and uncurled himself before Six. "Was that better than 'not bad'?"
"No, not really. It just ranks a bit above actually." Six answered thus deflating Spider-monkey's ego a bit.
Little known to each of them Spider-monkey was being watched by the eyes Van Kleiss.
Rex and Circe were down a level below dealing with another handful of Evo enemies until the Evo named Biowulf appeared before them with his claws out ready to slice.
"So this is where you've been. Van Kleiss isn't pleased with your betrayal, Circe." It said in its usually dark tone.
The goth girl stood ready to fight and with a face of fierce determination. "I'm not going back to him or the pack."
"You heard her; she's staying. Van Kleiss isn't going anywhere near her, not while I'm here." Rex said taking a stance beside her and materialized his hands into the usual giant metal fists.
Biowulf raised his right claw up threateningly and both teens could swear they saw a glimmer shine on one of them. "Oh she will, but it'll be in pieces." Biowulf stated acidly before charging headfirst towards them.
Both were ready to fight but something unexpected came their way instead. A jet of sticky gray material shot out of nowhere and landed directly on Biowulf's 'eyes' thus blinding him temporarily.
"Aaarghgh! I can't see!" The vicious Evo halted its charge and attempted to claw and rip the strange yet tough material off his eyes. He didn't get much time since a sudden webline shot out and stuck to his chest right before he was swung by it into a wall.
"Now that's I call a 'web swinging butt kicking'." Spider-monkey Ben said landing down from the ceiling.
Rex blinked in stupor several times before it registered to him that it was Ben in yet another form. "Ben? Is that you?"
Spider-monkey turned around with a gleeful smile of his mammalian features. "In the flesh, this form is what I call 'Spider-monkey', which I admit isn't a very creative name now that I think about it."
Even Circe was taken back, truthfully when she and Breach had been sent to retrieve this 'anomaly' they never expected it to be a shape shifting teenage boy.
"That's another one of your forms, how many do you have?" Circe asked in curiosity.
"As many as I can have, but it's a bit of a hassle to control them." Spider-monkey answered back.
Six walked into the area where they were and noticed something amiss. "Why is there only Skalamander and Biowulf here? What happened to Van Kleiss and the others?"
Rex looked a bit perplexed and simply smirked arrogantly. "We take care of his flunkies and I bet Bobo along with the troops are dealing with the small fry downstairs. As for Van Kleiss, I bet he's long gone since his whole invasion of Providence just backfired."
"You'd think so, but no." A sudden voice spoke out catching them off guard until an outstretched mechanical arm lashed out unexpectedly and grabbed Circe to drag her away from them.
"Circe!" Rex ran after her only to find Van Kleiss there retracting his arm and holding the girl by the neck.
Six readied his katana again and Rex manifested his giant metal fists, spider-monkey glared at the man and prepared himself to fight, but Van Kleiss simply stood there unfazed. Holding her by the neck she couldn't use her sonic powers on him to get away, but also to enrage Rex all the more.
"Let her go!" Rex roared readying his fists for pummeling.
"Now why I want to do that, Rex?" Van Kleiss asked smirking.
"Let her go now or I'll-!"
"You'll what? Go blind with rage and charge at me like a mad beast, I think not, if you get reckless her neck snaps or I could drain her of her nanites thus leaving her to turn to stone. You wouldn't want that on your conscious now, will you?"
Even Six was grating his teeth in frustration on how to handle this situation without hurting Circe, Rex however was having trouble restraining himself to going at Van Kleiss. Ben just now noticed the blinking red glare of his chest icon thus leading to him being transformed back into his human self.
VK looked on in amusement and it didn't escape his notice that Ben changed forms. "I'll let her go and run back into your arms providing you do one thing for me; let take the boy over there." VK pointed over to Ben with his normal arm and Rex narrowed his eyes struggling to find words to say. If he said no then Van Kleiss would kill Circe, but he wasn't about to sell out someone either.
"I'll go." Ben said getting up from the rubble. VK smirked but Six and Rex didn't look the least bit pleased.
"What? You can't just surrender yourself to Van Kleiss!" Six shouted readying to hurl his katana at VK's head.
"You swear you won't try any tricks now, will you? If you pull something then she dies, simple as that." Vk said in a sinister yet serious way. Ben reluctantly nodded and slowly approached the mad man.
"Just let her go now." Ben said fiercely and surprisingly VK abided and tossed Circe over to Rex and Six, Rex hurried and caught her before she hit the ground. Now Ben stood before the psychopathic murderer readily waiting what was coming to him now that he surrendered himself, but it seemed fate had other plans.
"I wonder what keeps those pesky nanomachines out of your body, let's find out." Van Kleiss said expanding the needles of his mechanical fingertips, Six was about to hurl one of his blades while his back was turned, but out of the blue a swirling red vortex appeared just before Ben. Out came the four armed pale girl Ben made love to yesterday, she latched her larger arms onto the boy's shoulders to pull him inside thus disappearing from the scenery as well as Van Kleiss's grasp.
"Breach! What's is the meaning of this?" VK roared in annoyance at feeling betrayed.
She turned to look at him without hair in front of her eyes for a change, her olive green pupils stared fiercely back at her former master in defiance. "You're not taking him, no no never no…"with that she receded into the vortex to vanish with Ben entirely.
Six saw this as an opportunity and Rex thought the same as well, one readied bladed shuriken and the other materialized 'the slam cannon'.
"Now!" Six shouted as he hurled a handful of bladed shuriken at Van Kleiss during his moment of distraction. At the same time Rex used his cannon to gather a clump of 'ammo' from the ground beneath and fired a dense bullet ball of junk at the same target.
"!" Van Kleiss shielded himself with his mechanical arm in time for at least three shuriken to penetrate it but everything else was blocked by an instantaneous wall of green rock, courtesy of Skalamander who just shown up in the nick of time.
"Not so fast." Skalamander growled and Biowulf then stood in front of VK as well.
"Yes, we're still here and ready to fight." He said readying his claws while Van Kleiss dug out the shuriken from his arm.
Just then reinforcements of nearly two dozen providence soldiers arrived with guns readily aimed at VK's group.
"There'll be no more fighting today, we must quickly make haste. Our goal lies elsewhere now. Skalamander provide us cover!" Van Kleiss ordered and the reptilian henchman concentrated hard to make an even larger wall of teal rock as to mask their escape.
"Oh no you don't!" Rex charged head on and slammed his large metal fists into the rock wall, but he was only gradually shattering it. Even his fists weren't as effective against this reinforced rock wall, the troops along with everybody in the building felt it shake thus making it obvious that the giant whale Evo withdrew to slowly float away.
"Hurry and take to the skyjets! We can still pursue them!" Six commanded the troops behind them and nodding they were hustled out of the area to head to the docking bay. Six looked at Rex one last time and noticed he was cradling Circe's weakened form in his arms, nodding to himself he dashed off with the troopers.
"Circe…" Rex said checking her heartbeat and noticing her flushed face before she opened her eyes, she smiled sweetly at him before saying one more thing; "You're such a softie, Rex. Hehehe."
Rex smiled and though he was oblivious to any onlookers as well as the damaged scenery he craned his head downward to place himself on her lips once more.
Where Ben was at…
Appearing suddenly in the skies over Hong Kong, a regular sized crimson portal opened up and Ben was the one dropping out of it.
"Whhwooooaaahhh!" Ben was falling head first into the street from a twenty foot fall but thankfully another portal opened up just in front of him thus landing him safely on a rooftop nearby. "Oompffh!"
"Oooohhh, my pride…" Ben muttered before shakily standing back up, nursing his back a bit he took the time to observe his surroundings and noticed where he was. "Hong Kong? If I keep getting tossed from one place to another I'm never going to find a way back home." He looked to his right to see a bizarre looking water tower that was apparently customized into a living quarters, but that's not what got his attention.
Another portal opened up and out walked the mutant girl named Breach, her hair was brushed out of her eyes and her face held one of concern. She didn't say anything for a while now which caused Ben to be a little on edge, but just then she walked right up to him and placed her larger arms around his back.
'Could the charm effect be controlling her actions? It would explain a lot, but…' Ben thought when he just now noticed he was a breath's away from her face. "Why would did you save me? Not that I'm complaining or anything."
Her eyes fluttered oddly and she slowly responded in a way that made Ben think this girl hasn't had much social contact outside of her old gang. "Because I wanted to… Van Kleiss isn't always in control of everything I do, sometimes I do what I want and get what I want; you." With that she leaned in to place her lips eagerly on Ben's, he couldn't resist or maybe he didn't want to since he figured she was a good person more or less.
The pale schoolgirl's lips nibbled lightly on the boy's lips before slithering her tongue around on them before lightly probing it into his mouth, Ben felt his insides heat up and wondered if the charm was acting up again, but he saw no pink glow in her eyes.
"Hmmm, tasty." She said retracting her moist lips from his mouth and looked at him with a seductive gaze. Before Ben could get lost into the intoxicating effects of the charm's magic again he had to speak his mind.
"Look I'm flattered and all, but I can't be 'yours only', I have a girlfriend,… or more actually." Ben stammered at the last part since he wasn't used to saying it yet. Be it juvenile fantasy made real or not he had an obligation to all of them back home and Ben couldn't afford to waste time here.
Breach couldn't say anything but kept her hauntingly entranced gaze on him before speaking; "So? I wouldn't mind sharing a toy I like a lot, I'm a rather selfish person most of the time but this time you're one exception I would like to keep. So…" Breach trailed off when she pushed herself off him and used her smaller set of arms to reach up and unbutton her uniform shirt to reveal her braless bust to him.
Ben almost had a nosebleed when once again viewed her perky B-cup breasts in all their glory, she was serious and although he felt his 'love train' was perhaps already full to capacity he felt he owed her a lot already. She was a lovely girl whether or not you can ignore the strange pairs of arms, but overall it was obvious she fancied him without having the induction of the charm.
"…care to play with me today?" She finished and Ben almost hypnotically pressed forward and cupped one of her tits with his right hand, she bit her lip as it began but Ben surprised her by leaning down and capturing her other breast in his mouth. His lips sucked in her nipple and his tongue worked its way around the tip of that boob which led to her breathing hard.
Though they were doing this in broad daylight on a rooftop of Hong Kong where basically no one was around, one pair of eyes seemed to be catching all the action from within the 'water tower' home nearby. Lovely olive green eyes that belonged to another Evo girl watched the scene in fascination and was unable to tear herself away, her body was humanoid in nature yet possessed various bug like traits such as her semi-hind legs with feelers on them. Her skin was a light olive green and her hair was magenta and short, she was pretty whether or not she admitted it, but the young girl named 'Cricket' eyed the sexual display before her in awe.
Thankful that her two friends that lived with her were out on other errands, she felt herself getting excited and absentmindedly fell to her knees with her left hand sliding down beneath her skirt. She wore spats underneath it of course and her hand slid into them from above to feel her moistening vulva, her fingers began rubbing the sensitive flesh with gradually increasing speed as she felt herself getting wetter and wetter.
Meanwhile back with Ben and Breach, Ben had just now removed his mouth from the girls' left breast and impatiently removed his jacket before her. Her giant hands grabbed his back to push him down on top of her as she laid down, he was firmly on top of naked chest kissing her passionately, tongues wrestling for dominance and both truly in euphoria. Even though her skirt and underwear was still on she wrapped her legs around his buttocks while the continued making out on the rooftop.
This time Ben's tongue was inside her mouth worming around in leisure, her face was blushing since she has never intimate with anyone before him, she didn't want it to end either. Ben retracted his tongue from her own mouth with a small string of saliva trailing from it, he proceeded further down along her lithe body to grab the hem of her red skirt and hike it down. Her back arched a bit as he continued undressing her, first the skirt was kicked off her legs then Ben wasted no time in peeling her soft white panties off her hips as well.
Her thighs shyly clenched a bit thus preventing full sight of her juicy hairless snatch, Ben smirked then gently pried apart her thighs to once again view her teenage womanhood presented to him. Suddenly made a lustful smile and unexpectedly rose up above his sitting form, she turned around and placed herself at Ben's face and her own at his crotch area.
"Oh a sixty-nine position, why didn't you just say so?" Ben said feeling the warmth of her pussy just centimeters above his face while she was using her hands to massage the bulge in his pants. His lips stretched to flick and lick Breach's clit until he fully pressed his lips against her folds kissing and lapping at it, these actions caused her face to strain and fluster, truly he was experienced in this sort of thing.
He pressed his face further into the area between her inner thighs and continued licking and sucking at her cunt generously while she massaged his bulge faster and faster with her normal sized hands, the larger hands simply pressed against the ground to stabilize her position. She shrieked a bit when Ben fully drove his tongue deep into her pussy while his left hand spread her lips farther apart, his right hand kept occupied by grabbing and squeezing one of her buttcheeks.
Wasting no more time she nearly ripped open Ben's zipper when opening it, out sprung his erection ready for action and she didn't hesitate when she plopped her lips along the tip. She lightly sucked the tip with her lips before letting her tongue roll out and lather around it like licking ice cream, Ben moaned from within her thigh space. Soon she fully slide her head down into his rod and slowly yet strongly lick it up from within her mouth, Ben's shaft was fully inside and she was making an effort in her suctions to bring him off soon.
'Damn she's good!' He thought before grabbing her buttcheeks firmly with both hands and pulling her hips fully into his face so he can ravage her pussy with his tongue with even more strength and energy.
"Hoah!" She moaned with his meat in her mouth and started bobbing herself up and down on it frantically. The slick length plopped back and forth into her mouth sloppily and fiercely with each bounce of her head, Ben felt his hips tighten a bit signaling he was close but Breach kept on sucking strongly on him. Ben then let go her of snatch and craned his head back as his hips undulated wildly with Breach's mouth still covering his dick, he moaned loudly and received gushing squirts of pussy juice from her climaxing womanhood just above his face while his rod shot upward into her mouth with deposits of more creamy substance down her throat.
She loudly gulped and gulped it all down her throat, Ben could hear all of it which turned him on more, but nearby the Evo girl named Cricket wasn't brought off just yet. Her skirt and spat shorts were down around her knee sock covered ankles with her right hand rapidly diving two fingers into her hot snatch. After a couple of more minutes her legs twitched and her back arched as her cunt squeezed down on her fingers in repeat orgasm spasms. After succumbing to her urges, some of which she never had until now, she attempted to pull her lower clothing back on and forget what she saw, but a sudden violet glare of energy materialized before her. She didn't know what was going on or what to do, but the glare died down revealing an older yet very beautiful woman with medium length red hair in an emerald green transparent robe. (Picture young Verdona seen in the episode; Moonstruck)
"W-who are you? And what are you doing here?" Cricket asked warily and unaware she was still nude from the waist down. The woman smiled and held out a hand in introduction; "Oh my name isn't important, what's important is that I fulfill your wishes." She said with an odd sense of friendliness.
"S-sorry but I don't believe in strangers randomly helping someone else. My experience with Quarry taught me that." Cricket said before yanking up her skirt with spat shorts, she was prepared to fight if need be, but wasn't sure what was to happen next. Though her response was expected this mystery woman smiled regardless when a sudden elation welled up in the bug girl humanoid. 'What the..?'
Her lovely slightly slitted eyes emitted a soft pink aura and the urge from before was back tenfold. "What did you do to me? I feel weird…!" she said struggling to keep herself from losing inhibitions.
"Granting your wish, you enjoyed what you saw didn,t you? Well I imagine you picture it to be you and that boy named Rex, I gather. Hmm?"
Cricket blinked in surprise. "How did you know that?"
"I have my ways, if you wish to be that intimate and loving with Rex, then it all starts with that boy down there who is now continuing his little love session with that other Evo girl." False Amalia said getting behind the bug humanoid girl in a coaching stance where she placed her hands on her shoulders. "Sometimes you must follow your heart, but right now I need yours to follow that boy's heart and pursue your desires. Or you could simply choose him over the one that didn't reciprocate your feelings before." She whispered to the teen trying to egg her on. Cricket however felt the influence of False Amalia's magic overwhelm her senses and suddenly she was visualizing herself at the boy down there in various sexual situations, feeling flushed she gave in and absentmindedly nodded back to the magical specter.
Down over where Breach and Ben were, they had now gotten into a position where the pale girl sat in his lip with her breasts smothering his face, his member had gotten hard once more after some more foreplay and without wait she slid herself down on his pole which caused her to shudder and gasp excitedly. Ben's length slid wetly into her juicy vaginal passage inch by inch and being coated by the moistness of Breach's womanly depths. She held onto him tightly with both sets of arms and with her bust pressed firmly against his chest as she began shifting her hips back and forth. Her knee high socks were still on and her legs curled around his lower back as they started slowly humping into each other like they first time they met.
Cricket was stealthily making her way off the water tower base and down towards to the two teens screwing like rabbits. Breach's head craned back in mixed pleasure and Ben took that chance to cover her mouth with his once again; they eagerly swapped saliva with tongues dancing in each other's mouths. The rate at which she was bouncing herself upward and downward was slowly increasing and both bodies were sweaty with the smell of sex. Ben held on to her with a strong grip on her butt while she repeatedly raised her hips to slam them down again, this pattern had been going on for several minutes until she started humping into him faster. Cricket slowly approached in an entranced state where she began discarding her clothes little by little, first her small vest landed on the floor followed by her teal shirt, she wore no bra and her breasts were only a bit larger than breach's, but soon her skirt along with her spat shorts fell to the floor thus leaving her in nothing but her knee high socks. Her breasts were of course the same color as her olive green skin but her nipples remained pink and her hairless snatch was moist with anticipation.
"Haahaah!" Breach hollered loudly with her raven colored hair tossed back as her body shuddered in orgasm for the second time with Ben still firmly inside her. Ben grunted and held onto to her tightly before feeling his cock twitch wildly inside her passage, he pulled her head down into another searing lip lock while his member spurted a multitude of cum into her depths once again. They were still kissing passionately while she was riding out her climax on his still spurting manhood, it went on for another minute and a half with her womb being filled up with his cum and collapsing down in his arms. Both laid down spent, but Ben just now noticed the second Evo girl fully nude and kneeling down in front of him with the clear sign of the charm magic active inside her.
'Where did she come from? Is she under charm control as well?' Ben thought raising himself up but the delicate touch of the green girl's left hand on his chest halted him. Cricket gave an eerie smile with bedroom eyes when she spoke in a voice not her own.
"Come on now, Ben. Round two." Cricket said in False Amalia's voice.
"You? You can control people now! How is it you're everywhere including my head?" Ben said clearly stunned and appalled that his 'ghost' of the supposed Tennyson ancestor possesses this other Evo girl. Ben couldn't lie; she was very attractive and the whole green skin factor just added to the sexiness, but this entity had no justification for taking control of someone.
"You mean you still haven't figured it out yet? I am not Amalia Tennyson, plus you created me after all."
Where Rex and Circe were…
In the medical bay Rex stood by Circe who was sitting down on an examination table where Holiday was analyzing her neck for any puncture points made by Van Kleiss.
"She checks out, nothing there that could harm her health, Rex. Van Kleiss did have the advantage in his grip on her though, she got lucky." The raven haired scientist said removing an examination tool from Circe's neck.
"It wasn't luck, that guy jumped and surrendered himself so I could go free." Circe said feeling a twinge of guilt build up. She mentally thought despite her fighting skills and sonic powers she could've avoided being Van Kleiss's bargaining chip, but she was wrong. Thankfully Breach teleported him out of there and out of harm's way, the only problem is since she defected from VK and the pack, where did she go?
"Yeah, lucky psycho girl showed up and warped Ben out of Van Kleiss's creepy hand, but how do we find him? I mean the guy did save Circe and we can't just let him go." Rex added pulling Circe off the table.
"Six is working on it, we're all putting energy into tracking him. We don't know what Breach's angle is, but there's no guarantee that it's a good one. That boy will be recovered; Six says he's like you in a way, Rex, just a bit different if not cockier. Don't worry, we'll find him and Breach. Get some rest." Holiday said in her usually motherly tone, Rex and Circe nodded and left the lab to head for Rex's room.
Rex opened the door and led her inside, Circe smiled to herself, thankful the monkey sidekick wasn't here and after the door shut behind her she wrapped her arms around Rex's neck.
"Well, it's a good thing Bobo's not here, huh?" Rex said looking into her crimson eyes.
"Yeah, let me show you why." She whispered back and pulled herself up a bit to meet his lips in a loving kiss. Her soft dark red lips curled along his and lightly sucked on them before carefully sliding her tongue past them, Rex moaned and gratefully accepted her tongue into his mouth, both teens still couldn't recall how this happened so suddenly or how it felt so right. The memory of Ben and Rex double teaming her was out of mind and probably wouldn't be remembered unless Ben himself brought it out, but as for now Rex was savoring the taste of the Goth girl on his lips.
The door was on lock mode and the two carried this on towards the bed, Circe gently shoved Rex onto it and reached her arms around herself to slowly pull up her shirt. Rex watched in anticipation as her sweater shirt draped over her arms and head to reveal her breasts, he then leaned up to capture her lips in another steamy kiss right after shirt was off. She accepted and shut her eyes in bliss as they made out once again and with her breasts pushing up against his chest, after a few minutes she pulled herself away so she could grab the bottom hem of his shirt and hike it up enough to see his broad masculine chest, Circe leaned down and lightly kissed a trail along his chest lovingly until she met his neck. Both were feeling very frisky indeed and neither were patient enough with clothing this time, Rex shucked his jacket and shirt to the floor and Circe stripped her skirt and stockings down in front of him thus revealing her fully nude beautiful form.
"You're so beautiful." Rex said unable to help himself. Circe smiled and bent down enough to let his mouth capture her left nipple and guided his hand to her other breast, she bit her bottom lip when he became more bold and energetic at sucking her tit.
"Flattery will get you nowhere, except here in this situation with me only." She said reaching back with her right hand to grip his erection through his boxers.
She soon felt the flesh slide out the cloth and continued stroking it sensually with her hand, Rex moaned his approval at her attention to his rod and squeezed her breast with his hand. Her face was blushing now and moaned lightly when he did that, she decided to pay him back with stroking his length strongly in an up and down pattern before moving over so she could swallow in his length with her mouth. This caused him to toss his head back in response, since she shifted position he couldn't return the favor from this angle and instead reached his right hand over to her exposed rear to grab/ squeeze her curvy butt cheeks.
She mewed at the contact and kept plunging her mouth onto his dick with extra suction and pull force, this kept him on edge and he decided to get clever and use his hand that was on her butt ot probe her expose snatch. His hand made down to her pussy lips and pressed a thumb against the opening before massaging it in rotating circles.
"Mmm!" Circe moaned with Rex's flesh still in her mouth as he began masturbating her pussy vigorously. His thumb kept rubbing in circles until he decided to slide his first two fingers past the folds in penetration, the pattern was to pull his fingers out to the tip before plunging them back in, he did this slowly at first then drastically increased speed which caused her to buck against his hand wildly.
"Mmm aaah! Rex!" Circe let go of his cock in her mouth and hollered out in orgasm as her pussy muscles clenched and spasmed wildly on his fingers. Juices spilled out onto his hand and he kept diving his fingers in thus causing her to scream and undulate her body on the body.
After a couple of minutes her orgasm subsided and she looked back to Rex with a look of extreme lust and love before pulling him up top to be above her in a dominating missionary position.
"Come on in, Rex. The water's nice." She said as a euphemism referencing the past, Rex was all too happy oblige when he grabbed his length and guided it to her opening. With a shove he inserted himself to the brim inside Circe once more, her head tossed back in pleasure and Rex closed the distance with pressing his body closer to hers where he felt her breasts caress his chest.
His member pounded fervently into her wet snatch and whenever pulled out it would be coated in her slick juices right before diving back in, Rex kept thrusting into her at an even pace and just now Circe wrapped her legs around his lower back to keep him there for when he comes. The two didn't care for what consequences would come, they simply cared for this moment.
Tan flesh continued pounding into pale flesh as the bed creaked underneath them, Circe was sweaty and had both her arms and legs wrapped and locked around Rex as he kept shoving his meat into her. In and out again and again he continued and each time he pulled out enough to drive it back in it caused Circe to moan.
"R-Rex..! Hold me… close!" Circe breathed and the tan hero abided by pressing himself against her to the point he could feel her breath on his neck, his hips now began thrusting faster and faster, but Circe's moans indicated that she was close.
His meat plunged into her pussy several more times before the hold of her legs tightened like a vice as she hollered out loud, Rex felt it; the convulsion of her snatch clamping down on his cock thus causing his orgasm to come out like a tidal wave.
"OOohh Circe…!"
"Rrrrexx! I love you!" Circe cried out happily as she felt Rex's member twitch wildly inside her thus feeling the torrent of semen flood into her teenage womb. Rex felt himself thrust and cum inside several more times before feeling his energy leave him, he laid back down on the bed spent with Circe cuddled up next to him comfortably.
"Hey…"
"Hm?"
"I love you too." Rex answered which caused the girl to smile and kiss him before falling deep into slumber for the night.
To be continued…
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Ben's Girls