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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-Five: Brothers in arms (Part four)
By Jehuty-Prime
'to truly measure a man is to give him power and see what he does with it.'
In the depths of the Abyssus castle there stood two battle ready teens each in their own super powered forms; Ben in DiamondHead form and Rex with two overly large metal versions of his hands clenched. The lone enemy; Skalamander looked back and forth between the two anxiously weighing his options of fighting or running.
"You think I'm afraid of you? Come on!" the large reptilian mutant growled before swinging its large organic rock arm to send a barrage of crystalline projectiles at the two.
Rex shielded himself with his large bulky metal hands in time to feel the cascading soundwaves of the shards pelting his guard. Diamondhead simply duck and rolled past the few bunch and swung a bladed arm to deflect the next batch before running straight for Skalamander.
"Get back or I'-" Skalamander didn't finish due to Diamondhead charged his shoulder straight into the said mutant and crashing him into the wall behind.
Rex decided to move now and assist his comrade but several miniature vortexes suddenly appeared spiraling around him in the air. "Oh great. Breach." Rex muttered sarcastically right before a kick to the side of his body from the one of portals, then a punch from a large arm came at him next, the pattern repeated and Rex guarded against the assault.
"We've been through this before, Breach!" He said receiving a kick to the gut and reflexively he stretched out his metal hands to the portals on his sides. Pow, he felt his gauntlets made strong contact against the portal caster, one of the portals above became big and out fell the four armed EVO girl unconscious. "Nothing you do can surprise me." Rex stated smugly before noticing the sad look written on the pale girl's features. He noticed a small tear dripping down the side of her cheek as she laid there out cold.
'Melodramatic much? All I did was win a fight, why is she..-' Rex cut off in thought when he heard the girl softly speak a name that is apparently spoken in sadness and longing.
"B-Ben…" Breach softly uttered and Rex felt his ego deflate, he didn't know what to think of this just yet, but he knew he had to get the other guy out of here with him.
"Heh, curious and curiouser, why did she say 'Ben'?" Rex thought to himself before he felt another shockwave caused by Ben's alien form in the fight with Skalamander.
"You have your own problems to worry about, boy." A snarling voice snapped him out of his thoughts and Rex turned to see Biowulf up and about with three other EVO henchmen of Van Kleiss standing at the ready.
"Ready for a spanking, big bad wolfie?" Rex mocked readying his metal gauntlets again until another shockwave caught his attention. Out of a crashed hole in the wall was an unconscious Skalamander being thrown, the one who tossed the lizard enemy was Diamondhead coming out of the hole and dusting off his hands.
Diamondhead(Ben) noticed an unconscious Breach laying on the ground next to Rex and felt a wave of empathy for the girl, he knew Amalia had 'changed' her heart into hating, but now it seemed like the effect either reversed or she remembers Ben.
"Ready for round two, wolfie?" Diamondhead said now looking towards Biowulf and the other EVO enemies.
"There won't be round three." Biowulf threatened and Diamondhead looked to Rex, both nodded in an unspoken agreement as they sprang into action.
"You take Biowulf, I'll handle the other guys." Rex said bringing his left metal fist about in a crunching impact against the cycloptic EVO minion on his right.
"Deal!" Ben called back as he entered the battle zone with the said mechanical wolf and began striking his adamant fists in a heated exchange of blows.
Where Agent Six was at…
After bombarding the castle with a small salvo of missile fire Six effectively made his distraction work, thus allowing enough time for Rex to fly in and infiltrate the castle ruins from above without drawing more attention of EVOs in the area. However VK had planned ahead and commanded some of the Bigger Behemoth Evos to attack and effectively damage the Providence two-man jet, fortunately Six was close enough and agile enough to land on one of the upper levels of the castle ruins.
Unfortunately though he was alone and expecting heavy resistance from either VK himself or another legion of EVO monsters.
'Seems too quiet in this area.' He mentally stated as he made his way down a flight of stone steps and found himself in what appeared to be one of Van Kleiss's laboratories. Here in this lab was everything expected of an evil mad scientist's lab except there was something in particular that caught the agent's attention. Deeper into the lab there was a metallic examination table with what looked like a corpse of an EVO set on it, but this EVO looked like nothing Six had ever seen before. It was large and it was very very 'different', at least to his eyes.
'It appears to be an amalgamation of different body parts that perhaps belonged to different EVOs, but there's something about it that seems very 'alien.' He thought as he observed some more and noticed it didn't have head, but obviously it used to have one except that it was blown off. One of its arms was impressively long and appeared as it would a molten surface of living flame, but since it was dead the flame died out.
Unbeknownst to Agent Six, this was the deceased body of Kevin Eleven thousand from Ben's universe.
"Just what is this thing?" Six asked himself when he heard a sinister chuckle from far behind him. His instincts kicked in and quickly he turned around and extracted his double katana from his sleeves.
"Quite remarkable, isn't it?" The voice belonged to Van Kleiss who stood in the distance looking at the agent with an arrogant smile. "That body, quite dead obviously, is unknown to every single known attribute of EVO physiology. Like the boy with the special watch, it doesn't possess a single nanite in its entire body, I suspect whatever type of radiation that boy's watch gives off is similar to what that body is coated with. That thing behind you may be of the same alien origin of that boy." VK stated with his hands behind his back like he was giving a physics lecture.
"So you've been studying it this entire time until you've heard about the boy in the green jacket that Providence discovered. You want a live test subject to perform your research on." Six deduced readying his dual blades.
"Now you're just associating me with your garden variety mad scientist, quite frankly I'm offended, but that's inaccurate. On the contrary I've already discovered some of that dead alien's secrets and everything I've learned about it has been incredible! Like a new revolutionary discovery in non-nanite genetics within every fiber of that dead alien body, the boy was just the icing on the cake. There's so much more to find out and…" VK then brought his arms out and readied his mechanical one to strike. "…I won't let you ruin this opportunity for me."
"Too bad, because that's what I intend to do right now." Six quickly pulled and whipped out several shuriken like objects form his inner jacket and threw them all around the laboratory, they stuck to the walls and scenery and before anything else Van Kleiss lashed his cybernetic arm at the green clad assassin.
Six quickly jumped into the air and nimbly evaded the strike, he was airborn and held his katanas out to slash at Van Kleiss, but the megalomaniac scientist quickly retracted his arm and dodged the assault. With a shining clang Six's katanas were in a deadlock with VK's metal arm, they continued their combat while the 'shuriken' attached to the area began beeping with red signals in their centers.
VK kept his focus on the man with the swords and steadily began using his enhanced strength to break through the deadlock and toss Six into a wall with a hard slam, his focus then shifted to grabbing those shuriken that were attached to the area before they detonated, but Six smirked and hled out something in his left hand.
"The detonator, I bet you'll want to grab this out of my hand before trying to pluck the detonators themselves." Six bluffed knowing full well the mini-bombs he planted were timed, but he needed to trick Van Kleiss so he wouldn't obstruct his goal to destroy the dead alien body. "Whatever secrets you haven't already uncovered from that alien corpse will stay buried along with the body, Van Kleiss."
"Give me that detonator!" VK lashed his cybernetic arm out at high speeds at Six's left arm, Six himself was caught off guard and felt his arm slam into the wall with the detonator being smashed within his hand. Needless to say it hurt like hell.
"The detonator's destroyed…and so are you…" VK said with his cybernetic arm firmly held against Six's arm, suddenly a faint yellow glow emitted from the contact point and Six knew what it was. "I think you'll become an excellent EVO to add to my army, a few more seconds and I w-"
"!" Out from the ground beneath Van Kleiss came a giant metal hand that could only belong to Rex, with a thundering smash it collided with VK's torso sending him across the room and away from Six. Out from the hole in the ground came Rex and seconds later DiamondHead Ben, far below them were the unconscious bodies of Biowulf, Skalamander, and the other EVO cyclopses that the duo fought. Oddly enough Breach was nowhere to be found among them.
Rex looked back to Sex with his ever usual cocky grin. "How's that for an entrance, Six? Do I look awesome right now or what?"
"I'd say you grandstand quite a bit." Diamondhead added causing a small glare from Rex.
"Agreed, it looks like you've recovered the prisoner, now all that's left is leave this place, however…" Six trailed off in his usual stoic demeanor. Rex looked deadpanned when he figured out what he was gonna say next.
"Van Kleiss destroyed it, didn't he?" Rex asked and Six nodded. "Crap."
"I could fly us out of here, just give me a second to….recharge…?" Diamondhead trailed off when he noticed the unmoving alien corpse of one of his fiercest enemies just a few feet away. 'That's…!'
"None of you are going anywhere."
Everyone except Ben turned to look where Van Kleiss stood up from the crashed debris of the ground, he dusted himself nonchalantly and glared directly at Six then Rex. "I'll admit I miss my powers of nanite soil manipulation, if I had them you would all have been done away with by now. However, I am feared for my resources and cunning, observe…" VK said placing his organic hand against a seeming normal panel on the wall behind him which activated some sort of sliding door to shift out of the wall next to him to reveal a handful of more EVO creatures under his control. They greatly varied from monstrosities Rex had faced already to more horrifically inhuman creatures bearing no humane shape yet bore multiple faces and very sharp talons.
"I have been busy gathering 'new recruits' into my ranks, and there's more where they came from." VK added
Diamondhead shook his head and snapped out of it in time to be fully focused and alert at their situation.
"You have one sick hobby, Van Kleiss." Rex commented changing his fists back to normal and morphing one of them into an overly large orange sword.
'Crap, we have no time for this! Time to go Jetray!' Diamondhead thought when he was about to adjust the dial on his chest, but instead a rather large crimson portal appeared between the heroes and the villain just in the nick of time.
"Oh come on!" Rex said frustratingly as the infamous four armed schoolgirl stepped through leaving her portal open, she made brief eye contact with Ben, who was still in alien form, before gesturing to the portal behind her.
"Hurry up and go through!" She called out with more humanity in her voice than either teen had heard from her before. Needless to say Rex and even Six looked perplexed, but neither figured it would be a trap since they were already knee deep in enemy territory.
"Breach…?" Diamondhead said before feeling the Ultimatrix fade out of power thus reverting him back to 'Ben' form, but Ben had a grin on his face when he noticed a light pink silhouette of energy appear behind Breach as she held the portal open for them.
"What is this meaning of this, Breach?" VK roared in frustration. "The first time you pulled off this unexpected rescue I looked past it because you brought me the boy, but now you're helping them?"
The green eyed girl turned around and brushed some hair out of her face so she could look him in straight in the eye before saying her words with finality. "I'm helping myself, I'm done with the pack and done serving you." She said with clear venom in her words which caused VK to glare hatefully at his now former hench girl.
Six took this as an opportunity when he saw Providence on the other side of the portal and knew full well that she was offering escape, he sure wasn't about to turn it down. "Move! This is our chance!" He called out causing Rex and the now human form Ben to dash straight into the vortex to their location, though reluctantly and unsure if they were walking into a trap they took the chance and disappeared into the portal, Breach looked around to VK with a look of resentment and content before disappearing herself into the portal.
Van Kleiss was certainly not pleased, even more so that now the shuriken mini-bombs set around the laboratory that he forgot about now beeped their final beep. "NOoo!" He attempted to get out of the lab but to little avail when each set bomb exploded simultaneously with a thunderous explosion wave that caved everything down within the area.
But is he really down for the count?
Elsewhere…
Landing with a hard thump Ben landed headfirst on to the Providence base's hard floor surface, he heard the faint landing steps of his other two teammates land as well, but before long Ben felt woozy and drifted to sleep. He hadn't had a full night of sleep in a while and in between all the fighting and 'encounters' with Amalia, Breach, and Circe he hadn't had much rest. So his body simply gave out right after receiving a concussion from landing on his head again.
"Oops, looks like he's gonna be out for a while, Breach really needs to work on those landing spots of hers." Rex commented standing up and observing the unconscious Ben. Meanwhile a handful of Providence troops including Six had surrounded Breach, who was surprisingly inside the base with no intention of attacking. Instead she reluctantly raised all four of her arms up in surrender, this caught everyone by surprise, but nonetheless Six ordered her to be detained for the time being. She begrudgingly accepted and cast one more look over at Ben before being escorted by Providence troops to one of the holding cells.
"That was…strange." Six commented after watching her disappear down the halls.
"That's an understatement for the year, but she herself is strange. I mean, helping us escape? She has never done anything remotely nice like that ever before." Rex added scratching the back of his while several Providence paramedics in the background lifted Ben onto a gurney to take him to the medical bay for rest. Rex noticed and looked back at Ben before thinking about the EVO girl and what she has to do with him.
"First time for everything." Six said before adjusting his tie. "We'll find out from her whether or not she's still on Van Kleiss's side or simply going off on her own tangent. We can't risk her doing anything dangerous for the time being and that's why she's in containment right now, I must admit I'm surprised she came willingly."
Rex simply nodded and somewhere in the ether of mana space was Amalia smiling genuinely at her work yet for some reason looking weak and famished, she then decided to pay Ben a visit inside his mind.
Inside Ben's subconscious…
"I'm here again? C'mon already, I mean yeah I was exhausted but too many times in a row…" Ben called out within the subspace. He was still clothed and still within conjured up bedroom that slightly resembled his own, but he knew what he was waiting for; Amalia. He knew she's wasn't a bad whatever-she-was but he needed why she brought him here yet again.
"Where are you, Amalia? I know you're probably feeling 'aroused' at the moment, but I'm in kind of a hurry to get back home." Ben called out to no one in particular, after a few more seconds 'she' appeared on the bedspread looking a little worse for wear herself.
"? Amalia!" Ben rushed over to the bedside to where she laid surprisingly enough clothed for the most part in a flowing angelic red robe, but she looked to be ill. He placed a hand underneath her head to lift her up and lightly shake her awake, slowly she opened her eyes and blinked them open like she was just waking up from a nap.
"Good morning, Ben." She said sweetly but Ben wasn't up for pleasantries at the moment.
"What's happening? You look like the life was drained out of you for a moment there." He said with clear concern.
She looked to her side in a bit of shame before sadly chuckling to herself. "I guess I should've told you sooner, Ben, I'm sorry I kept this from you."
"Kept what?" Ben asked sitting down on the side of the bed.
She sighed and spoke with seriousness. "Ben, the only other reason I engage in my 'activities' with you in the real world with real women is not only for my 'needs' to be filled, but also because the charm magic gives me my lifeforce."
"!" Ben was stunned but held his tongue to let her continue.
"The last 'real' time I felt 'fed' was on the rooftop with you and Breach, the hunger for mystic charm energy has only been miniscule until we entered this universe, now my hunger pains are far greater and I'm in dire need of sustenance more often now. Or else I'll…" Amalia finished with the last part trailing off, she didn't want to even think it, but this news certainly shifted the paradigm for Ben's perpesctive on this woman's motivations for everything she's done. Not only was she a horny gal that constantly craved love making with him whether in own her form or in someone else's body, but she needed to fed that charm energy lest she 'die'.
'All the more reason to get back to our universe.' He thought before pulling the redheaded woman into a loving hug. "I promise I won't let that happen to you, I'll find some way to fix this."
She sniffed into his shoulder and nestled there out of comfortablility of being in his arms, after a while they gently let go and made deep eye contact. Both sets of eyes green and Ben saw what would be an alternate older version of his Gwen in her face, a couple of seconds passed until he put his lips on hers in a smoldering steamy kiss.
He had a lot of misconceptions about her in the past and now it seems there was more than meets the eyes, he and Charmcaster inadvertently created a life form that existed within mana space, not only does she require certain 'attention' but she needed the charm magic to be active in order to keep her sustained. He was going to find a way to fix that if it was the last thing he was going to do.
Ben softly removed his lips from her luscious pink ones and kept his gaze upon while they sat down together on the bed.
"So….our activities in this place don't account for feeding you energy?" He asked and she nodded.
"Correct, because although it satisfies my needs for you personally, it doesn't give mana energy for me to absorb because it's strictly me using mana and charm and no one else. It has to be out in the real world for me to survive and in this universe I would almost require 'it' daily." She winked at the last part and rubbed her left hand along on his chest. Ben blushed and cleared his throat, before prying into the idea of asserting the charm effect in the real world of this universe again, he needed to know about Breach.
"By the way what did you do with Breach? It seems like she defected again and for good this time, I mean helping us escape and all."
"I reversed the reverse, I undid the negativity of the reverse charm I casted on her when I was angry at you before, all her memories of her steamy experiences with you came back in full force as did her love for Ben Ten, my dear. That's all I did and it paid off well, I don't think that battle was going to end well for any of your comrade's health or for your own for that matter." Amalia finished explaining leaving Ben a sigh of relief before giving his thanks to her.
They laid together on the bed looking up at the sky of the subspace realm they were in, it was peaceful and no sex was needed to enjoy each other's company. "So I have to 'you know' in the real world so you won't well…die?"
She slowly nodded feeling his hand squeeze hers. "But Breach is in a holding cell, I think, and I don't think they'll let her out yet. What am I going to do if we can't reach home just yet?" Ben asked feeling uneasy about once again engaging in a sexual entourage of multiple female partners, the only difference this time is that Amalia actually did need it.
She smirked and said; "Improvise, you're a real charmer, Ben. Just work your magic, if you don't want any more additions to your little 'family' then just make it like a dating program, only with sex."
Ben blushed even harder this time, but sucked it up and reluctantly agreed before feeling the alleviation of the subspace returning him to the real waking world.
Scrunching his eyes in agitation as he felt a flashlight hover over his eye lids Ben slowly opened them to see an unmasked providence trooper examining him on the medical bed. She was young to be a soldier, brown skin though appeared to be mixed between half latina and half African American with long dark brown hair tied back into a ponytail, she was quite attractive in spite of being dressed for success only, but even so she captivated him. (Wiki up Kenwyn Jones, this is that girl and she is quite a looker despite being a full on soldier.)
"Oh you're awake now? Kinda thought you were gonna be out longer." She commented with a small smile before turning her head to call out to her mentor. "Doctor Holiday, he woke up!"
'Holiday? Did she say Holiday?' Ben thought in hope as she sat straight up and looked at the girl directly before noticing the high heel footsteps of an older and very beautiful woman walk into the medical area near Ben.
"Thanks for notifying me, Kenwyn. White wanted to basically interrogate this kid for answers, he's getting even more impatient lately." The woman named Dr Holiday said as she stood next to her protégé examining Ben.
'IT is her! Does that mean I'm home then?' Ben thought in excitement as the raven haired physician put a hand on her hip and began observing while Kenwyn started jotting down notes. 'If it is her she certainly seems to be keeping that relationship of ours a secret, maybe I'm still in the Rex's universe?' Ben thought when he got off the med table and wrapped his arms around a now completely shocked Holiday.
"! What the …?" Holiday stammered as she felt Ben's affectionate hug spark alarm in her system.
"Man am I glad to see you, Cassandra! I know I've been out too long since our last date but I promise to make it up to you tenfold later on." Ben said snuggling his head like cat against her chest then her bust, all the while Holiday was beet red.
"B-but I don't know you! I think you're having me confused with someone else..! My name isn't Cassandra! It's Rebecca." Holiday blushed feeling his head nuzzle her breasts. Kenwyn though seeing all of this was quite stunned herself and proceeded to reach for an item within one of her belt compartments.
"?" Ben removed his head from her chest and looked embarrassingly at the flushed doctor. 'I'm still in the other universe aren't I?' He thought deadpanned as he detached himself from. "Well…talk about awkward. I am tru-Zzzzzttt!" Ben didn't finish his sentence when he felt the trickle of jolts course through his system courtesy of Kenwyn's light non-lethal Taser that was now shocking him.
"Kenwyn that's enough already, we don't want him unconscious again." Holiday adjusted her clothing while telling her, the young soldier removed her taser from the now twitching Ben as he continued staying on his feet.
'And I thought Gwen slapping me with a mana hand was bad.' He thought before looking into the stern face of Holiday again. "hehehe, sorry about that?"
Several minutes later after a small series of examinations conducted by the two women Ben found himself in one of the guest rooms with the brown girl named Kenwyn handing him a set of Providence uniform clothes to temporarily replace his tattered regular clothing. They were alone together and Ben felt Amalia weakening even more, he knew what he had to do but he sure didn't like it.
"Sorry I tased you earlier, but I kinda had to remove you from Doc Holiday." She said dropping another box of replacement clothing onto his temporary bed.
"I was already off, then you tased me. I hope it's not awkward around us later on, she honestly resembles someone I care about greatly back home. Literally the look entirely alike." Ben said when noticing several more providence troops stationed around his quarters. 'it seems they still think I'm something to watch out for.'
"Well it definitely will be, I'm Kenwyn by the way, Kenwyn Jones." She said with utmost formality as she held out her hand to which Ben took, but sighing, he instead didn't shake it and pulled it unexpectedly.
"!" Kenwyn was caught by surprise and ready to taser him again, but as soon as she felt her lips being occupied by Ben's a soothing feeling of peace and warmth flooded her senses. She forgot about the taser and reactively wrapped her arm around his shoulder as the charm effect went active once more. Amalia meanwhile was feeling rejuvenated within the subspace of Ben's inner being, but in hopes not to spark negativity within the girl later on she decided to broadcast the memories and images of Ben's catalyst love with various other girls to grant Kenwyn understanding.
Sure it was spontaneous and quite frankly premature, but Ben didn't want Amalia to fade into oblivion and Breach was off limits for the moment, so this girl right here would certainly be one to 'feel the love' right now. He wasn't by any means comfortable with forcing this upon this unsuspecting trooper girl, but he had no other choice at the moment, and perhaps with luck she'll understand why and hopefully agree to 'help' him out.
Ben's tongue slithered passed her light brown lips to the depths of her mouth, she felt the charm taking a foothold in her body's needs and decided to just flow with it. She placed her right arm below Ben's waistline to cup his now hardening bulge while using her mouth to suck his tongue in. they made out for a good few minutes before she slowly took him with her to lay on top of the bedspread. Fortunately the door was locked and closed shut so no one would see what action took place inside Ben's room.
They groped and made out like horny teenagers, though they actually are, for minutes on end until one thing led to another which led to Kenwyn's white panties and Ben's boxers now being tossed to the floor.
"Wow." Ben hummed in delight as she laid back while eying Kenwyn's fully nude form with her hair let down, she was slightly athletic in body tone yet still maintained very attractive femininity and a hint of curvy seductive hips.
Despite how toned she was or how much she trained being a trooper she was still a knockout girl, she approached the bed and began crawling on the surface like a sex hungry tiger stalking its prey until she reached her destination; Ben's fully erect manhood. Placing her lips and both hands at the erectile tower Kenwyn began going to work on it. First she kissed her way up and down the shaft that was twitching in excitement while her hands strongly rubbed the area around his pole to ease more comfort into the service.
Her tongue protruded from her lips and lightly slid itself up the shaft and continued in an up-down pattern for a couple of minutes before moving her mouth down to his balls. She lightly popped one testicle into her mouth and sucked at it with sloppy enthusiasm, Ben's head titled back in relaxation and euphoria as the sensation of her lips on his sensitive area increased his arousal further and further. Suddenly her light brown lips removed themselves from his shaft and moved to the tip of his member just before Ben felt the warm moist cavern of her mouth covering his cock entirely.
Ben lightly moaned and opened one eye to notice the ever familiar pink shadow faintly looming over the tan girl while she bobbed her head. He could faintly see Amalia winking at him before disappearing again, but his focus was now on Kenwyn suddenly gripping the sides of his hips and grinding her face further into his lap with his cock touching the back of her throat.
"Oooh wow! You are good alright." Ben moaned and felt his hips undulate slightly while Kenwyn now rotated her head around and around thus taking his meat for swirling blowjob ride. Her hair tossed around while slurping energetically on the fleshy pole, this did wonders to Ben as he was now breathing very hard. After a few more minutes of this Ben felt the dam burst and clenched the sheets tightly as he let loose splurge after splurge of white gooey substance into Kenwyn's accepting mouth and down her throat.
The brown skinned girl closed her eyes and readily swallowed every last drop of semen that spurted into her mouth, making audible gulping sounds she finished swallowing the last drop and removed Ben's softening member from her sticky mouth. She looked to him and smiled with cum covered lips and pink glowing irises right before Amalia felt a certain incantation was needed to spice up this evening that wasn't over yet.
"Staminas veritas, engorges fallicus!" She called out from within the subspace as the magic made its way to the real world and Ben was certainly feeling the effects much to his surprise.
"Whoah..! this is…!" Ben felt his member solidifying itself back to full mass and unexpectedly enough his length had extended and became thicker. 'Amalia made 'Ben Jr' bigger!'
Where his penis used to be about seven and a half inches long if not a bit more, it was now nearly nine inches long and ready for round two and perhaps three.
Even Kenwyn was surprised to see this, she didn't know what to peg this occurance as but for the moment she didn't care, her mind was too clouded with thoughts and imagery of Ben's story with his girls to care. Not to mention it was also full of lust and longing at the moment. She looked to Ben and smiled when she suggested an idea to which he would certainly agree to.
A minute and a half later Kenwyn place both hands against the wall of his bedroom in a standing position as Ben stood behind her with his rod in his right hand guiding it to the sacred opening between her inner thighs. He didn't know if she was a virgin or not, but that didn't matter to him right now, the only thing on his mind at the moment was the sensation of now feeling his length slide into her softy damp passage.
"Hoooaah!" She gasped as she felt penetration from the younger teen, Kenwyn had never felt like this before and would certainly get used to feeling it more often, it was intoxicating to her. Ben grunted and slowly withdrew his cock only to slide it elegantly back into her sheath, she bit her bottom lip as he continued.
Her legs were spread a bit apart and her rear stuck out in a very inviting way as he continued plowing his meat into her juicy snatch. Each thrust he delivered sent shivers up her spine as her hair tussled back and forth in sync with the frantic pounding he was giving to her pussy.
Seconds later they got back on the bed with Ben on top of her in a missionary position to which she eagerly wrapped her slender mocha legs around his waist as he dropped himself onto with his cock lined up to dive into her pussy. It did of course and now Ben was humping his hips into hers faster than before, each time he bounced back into her she breathed hard and moaned for more.
Vanilla on top of caramel in a swirl of sweaty vigorous sex, caramel's body swayed back and forth in rocking motion to match with vanilla's thrusting tempo. Kenwyn the tightly locked her arms around his neck and locked her legs even more tightly around his lower back as she felt Ben make one final thrust into her to which they both cried out.
Ben moaned loudly as he felt the contents of his nutsack drain and drain some more into Kenwyn's fertile youthful passage, her pussy muscles clamped down hard on his length as he was cumming inside her, both of them in orgasmic bliss that went on for what felt like forever. Ben finished gushing semen into her womb and laid down on top of her in satisfied post sex bliss in each other's arms.
In the midst of it all Amalia had felt more alive than earlier thanks to Ben and Kenwyn, during the sex transferred images and memories of knowledge up to recent events to Kenwyn's mind so that she wouldn't accuse Ben of anything bad. To her success it worked well.
Couple of hours later…
Ben awoke in the middle of the night with Kenwyn laying on his chest with a sexy smile written on her face.
"Morning, Benji." She whispered and Ben sweatdropped at the mention of his least favorite nickname.
"Why does everyone call me that? And morning to you too." He replied before leaning over to kiss her on the lips.
"Amalia mentioned it to me, said it was fun teasing you with that name, and I for one agree." She added looking at him.
"Amalia? So she…"
"Told me everything? Yes, I understand, kind of, I mean it's still kind of weird that all of this is because of magic when I never believed in such a thing until now. It's simple the way she put it; she dies unless you work your magic mojo of sex on women in the real world, I can certainly understand that. Better me than Holiday, she is already more freaked out about you already." She said chuckling.
"Hehe yeah, that's because I mistook her for my universe's Doc Holiday, she and I-"
"Did it? Yeah, your special girlfriend Amalia told me everything up to this point, I'm not mad by the way. Just wasn't expecting my first time to be so spontaneous inside the place where I work." Kenwyn added raising herself and Ben with her so that they kissed again.
"I'm sorry I suddenly thrust this on you, but her lifeforce was fading and I didn't want to lose her." Ben said sympathetically and Kenwyn shushed him with a finger to his lips.
"Told ya already; I understand you were saving somebody, even if she lives somewhere inside your soul or something. Not mad, but I'm also not sure about joining your lover's harem. Sorry, but-"
"It's ok, I get it, I wasn't going to ask that of you because that alone is a huge step. I figured you had too much of a busy life here to want to be in that, besides I think I have enough people in that group already. But I may need to 'heal' Amalia again anytime soon since this universe drains her of her power, so…."
"Fuck buddies, agreed then." Kenwyn said winking which caused Ben to blink in stupor several times.
"Just like that? Really? You're okay with that?" He asked when he felt her grab one of his hands to place on her left breast.
"Just like that, unless you want some more 'proof'…" She whispered sexily into his ear and Ben gulped nervously. "Okay I believe you, but right now I'm a bit spent. Amalia and a couple of my other girlfriends like to use magic for these 'occasions' and it leaves me worn out."
Kenwyn chuckled and placed her lips on his once again. After several minutes of talking and coming to the agreement she departed his room fully clothed, she left with a wink directed at him and a piece of paper with her number written on it for him to call whenever the 'need' arises.
Ben wasn't sleepy enough to drift into dream world again so he simply got clothed and got up to stroll around base in simple black and white pajamas Providence offered him. Simple clothing that resembled hospital ware for patients but they were a comfortable pair of pants and shirt regardless.
"Where do I find a fridge in this place?" Ben asked himself as he wondered around until he reached a hallway that held some dormitory rooms for the tenants here, that included the man known as Agent Six, Doctor Holiday of this universe and her sister, a talking monkey Ben just recently met earlier, and of course Rex himself. 'That was one strange talking monkey, I wondered why he offered me a cigar and a pat on the back? I think he found out about me and the whole 'other' Holiday thing in the lab earlier.'
He thought to himself as he strolled down the hall and came across a sight that halted him in advance, up ahead he saw two teenage girls talking with a teenage boy with medium length blonde hair wearing an old army jacket. Ben took a spot to the side to see and eavesdrop much to his curiosity and slight shame.
The two girls were mentioned by the blonde named as Noah were apparently taken here for a date, or at least one of them is while the other accompanied. One girl was a sophisticated looking redhead with her hair stylishly done in a long ponytail, she wore a light beige jacket and light red jeans. Her friend was short haired blonde that appeared very spunky and cute, she wore a short violet dress shirt with a pair of blue jeans donned on her legs along with tennis shoes. The redhead was named 'Claire Bowman' and the blonde girl was simply called 'Annie'. (Look em up or watch their episodes, they're also quite hot.)
"It figures Rex has to go out on a mission tonight, we were going to look at the new Providence jet technology they just got in." Noah complained and facepalmed only to have Claire pat his back reassuringly in humor.
'So they're here to show off tech to the girls as a date? Pft, I could do better than that…in fact…' Ben thought now eyeing his Ultimatrix as he got an idea. He decided to step out and meet them down in the hallway depths, Annie immediately spotted him and tensed up thinking they were in trouble for being inside the base at late hours.
"Maybe I can help. I'm new here and I can certainly show everyone something way cooler than some air jets." Ben offered though still clad in pajama clothing he felt no embarrassment by it since his regular clothes were trashed.
"Sounds interesting but who are you? Do you work at Providence as well?" The one named Claire asked politely yet held skepticism in her tone about Ben and his offer.
"Sorta, I'm kinda new here, Providence found me an-" Ben was cut off when Noah jumped in and interrupted him with a look of realization.
"Oh that's right, Rex mentioned something about you. You're the guy that turns into 'aliens' right?" Noah asked in an almost fanboy like demeanor. He had always been a fan of the science fiction genre even though he was a hard working student that focused mainly on his studies, but evidently when Rex told him of the 'Alien boy' Noah was interested in seeing real live aliens.
"Yep, Ben Tennyson at your service." Ben stated proudly brandishing his Ultimatrix to their eyes.
Annie perked up and had an eager look on her face yet her friend Claire still looked unsure of what to think of Ben.
"So since Rex kinda bailed out on us for another mission, think you can show us some Alien awesomeness? Our original plans kinda got shot to bits." Noah asked. To his joy Ben nodded in agreement.
"Sure thing, but we need to go somewhere a little less exposed for me to transform, my aliens vary in shape and size, yknow." Ben said unsure of where to go in this entirely different area he was confined to.
"I know one." Noah suggested smirking.
Later…
"So here we are in the training room, I've seen Rex do a lot of damage here, both to himself and to the scenery." Noah gestured all around to the spacious white room with panels built everywhere for brandishing out various exercises.
"Cool place!" Annie said with sparkling eyes and even her redhead friend look impressed.
Ben was nearby admiring the capacity this organization had for training their soldiers, it made him wish he could start Plumber duty already when he gets back home.
"Normally Providence doesn't usually allow civilians this far in, but Rex convinced them just to let us hang in this one time tonight. It's a shame he's out on mission duty with Six and now Circe. At least they're finally a couple now." Noah said sighing proudly for his best friend.
He turned to Ben with a ready look. "Now can you show off some alien transformations? For the ladies at least."
Ben turned his head and smirked, he also caught Annie's eyes on him in flirting manner, he winked back of course and readied his watch. He popped the dial and out came the hologram of the alien selection grid. 'Better go with an old favorite.' Ben thought to himself when the hologram of a certain alien appeared and with enthusiasm he slammed his palm down.
A bright green flash illuminated the area and when it died down all three spectators were looking in awe at the fiery alien; Heatblast. Ben's teenage version of Heatblast had some new additions such as the miniature crater holes on each of his shoulders that resembled tiny fire pits. Strictly speaking he looked badass. (FYI Heatblast is one of my favorite aliens)
"Super cool! Do another!" Annie cheered out and Claire looked eager as well. Noah felt the redhead's right hand clutch his own meaning the date was working wonders for the two like he wished it to.
"Just a minute, I can't change too fast or else the energy resevoirs build up too much and well…kaboom. Until a few minutes pass I'll just show off my skills. Watch and be amazed." Heatblast said as he created some fire between his palms and shot it upward like a firework with the intention of graffiti.
What came to be was the a large fiery mid-air version of the Omnitrix symbol. The girls wowed at the spectacle and Ben just came up with another idea now that he saw Annie gazing intently at him again.
"And this is for the ladies." Heatblast dissipated the Omnitrix flame signal and fired two streams from his palms into the air so that they curved into what appeared to be a giant heart.
The girls chuckled in appreciation and Annie felt herself melting, no pun intended, for Ben every moment since she first looked at him. That's when Amalia decided to make her move behind the scenes, a faint pink mana shadow materialized behind Annie and shed some violet energy on the blonde gal before disappearing, a pink glow now filled Annie's currently lusty eyes.
"Do one more, please! Change into some kind a fish alien or something." Claire cheered as she was now excited. Noah felt his plan working since the redhead was now placing a hand on his left thigh. In regards to the 'fish alien' idea Noah turned to Annie for answers.
"She's a Pisces and she has a thing for exotic marine animals." She explained and Noah nodded in comprehension.
'Fish alien, huh, I actually do have one in mind and it's not Ripjaws.' Heatblast when he adjusted the dial on his chest and with another green flash the Pyronite alien was replaced with Jetray.
The large red manta ray shaped alien appeared with its wing arms spread out proudly. Claire this time was now impressed beyond words, she loved aquatic animals and walked up to pet touch Jetray's scaly wings in awe.
"Cool alien, dude." Noah commented as he observed Jetray next to Claire who was in turn squeezing his hand gently. Annie got up as well and felt her hands around Jetray's scaly backside, when she got close enough she decided to whisper into one of its ears.
"Do you have a room here at Providence that we can go to?" She whispered seductively and coincidentally Jetray's tail spiked up.
Another green flash later and Ben returned to his human form with a small round of applause given. "I've got way more aliens to show off, but this thing does need some recharge time. Overuse it too much and it's big trouble for me." Ben explained.
"No problem, I'm sure there's something we can do in the meantime." Claire said mischievously and winked to the side at Noah who in turn blushed.
"Same here. C'mon, Ben." Annie said grabbing him by the right arm to drag away and out of the training room. Before Claire and Noah were out of sight Ben noticed a distinct pink aura around the redheaded girl, he grinned in appreciation. 'I guess you did that guy a favor, Amalia. Though I didn't think the charm can target guys other than me as the bait, then again there was that one time in the forest when I first came here. I owe you one, Amalia.' Ben thought before snapping out of his trance due to Annie's tugging on his sleeve.
"So where's your room, Ben?" She asked sweetly with the pink glow in her eyes. Ben took the initiative and pulled the cute blonde into a lovingly steamy lip lock to which she accepted gratefully. She closed her eyes and put her arms around his neck to stand on her tiptoes which deepened the kiss.
(FYI I know this is fast progression of charm induced romance, but I have a large quota to fill and plus I have schoolwork to work on later. Even so, it's hot)
Eventually Ben led her to his quarters where she gently tossed him onto the bedspread and stood so she could perform a strip show for him right then and there. She winked before unbuckling her jeans and tugging them down to her panty-less bottoms, right on cue Ben's erection began. The sight of her hairless snatch and her elegant smooth legs was certainly a sight to initiate great arousal.
She then placed her hands at the bottom of her dress shirt and began lifting it up over her head, as the shirt was fully removed from her braless chest Ben gazed upon her lithe nude form complete with perky B-cup teenage breasts.
"Like what you see?" She asked blushing and gazing at him.
"Loving what I see, come here." Ben said romantically as he held out a hand to her.
Hypnotically she walked over to him with swaying hips and got pulled into another steamy tongue invading kiss. Ben's lips curled and caressed her soft pink lips while his tongue was busy tasting the inside of her mouth to his heart's content.
Annie's hands grabbed Ben's hands and placed them on her breasts while they continued making out, she in turn placed her hands on the back of his head and hiked herself up so she could wrap her legs around his butt.
This went on for some time until they lay on the bed together with Annie on top hovering her virgin womanhood over his erectile meat. Ben could tell that she was indeed a virgin and shy about her first time, he placed a reassuring hand on her left cheek and nodded. With great willpower she slowly lowered her bare snatch down onto his cock where the tip began delving into the opening. Little by little Ben's meat slowly began being swallowed up by Annie's virgin pussy until it stopped at the unavoidable barrier of her hymen.
"You ready?" Ben asked softly and Annie nodded carefully before shoving her own body down to fully immerse his meat into her sheath.
"Ooaah!" She moaned in a mixture of pain and pleasure as her virginity was taken, a small trickle of blood came from the penetration but that didn't stop her from suddenly rocking her hips back and forth.
She placed her hands on his chest and continued her rhythm of swaying her hips with Ben's meat snugly inside her snatch, Ben felt the tightness of her passage becoming very difficult to endure and grabbed her hips with his hands to meet her rocking hips with his own thrusting ones.
The bed began rocking and creaking while the blonde widow continued riding the alien hero beneath her, her tits began jiggling slightly in sync with her undulations and gradually she rode Ben's cock even faster.
Eventually the shifted positions to where Annie was on her hands and knees on the bed in a doggy position with Ben behind her guiding his still erect length into her juicy passage once again. With a grunt he fully inserted himself to the brim into her snatch which caused her to moan quite loudly, after quieting down a bit Ben began pumping into her.
Again and again his dick slid into her slippery passage only to come out to the tip and fully shove itself back in, to Annie this is heavenly and she didn't want it to end, unfortunately her climax was coming close and she wanted to make sure he would let loose inside and still some left.
The bed creaked faster and faster and each time Ben shoved into her he felt his release coming sooner and sooner until-
"Kyaaa…! Ben…!" Annie hollered out as she clenched the sheets tightly while her pussy muscles contracted and convulsed with juices gushing out on Ben's cock.
"Ooohh Annie…!" Ben thrust one last time before feeling his member twitch wildly thus letting loose another generous deposit of sperm into the blonde girl's womb. Ben felt himself cum over and over until he felt spent nearly a minute or so later. He had a bit left and pulled out of Annie's pussy to bring it over to her breasts so his member can spurt out a few more shots of cum onto her tits like she wanted.
Now Ben felt fully spent and collapsed onto the sheets with the blond widow cuddling next to him. Before passing out he felt Amalia's presence materialize near the bedside and as he looked over to see her ghostly form she simply said; "Thank you, Ben."
With that she faded out leaving Ben to fall asleep with Annie in his arms.
Elsewhere…
Within the ruins of the destroyed laboratory in Van Kleiss's castle, a certain human shaped figure emerged from the debris of destroyed rock and science equipment. How he survived was nothing short of being lucky, but this man wasn't angry or threatening revenge, in fact he had a sinister smile on his features and held out one of his arms.
"Hehehe, if you thought I was a freak before, Rex, wait till you see what I've become now." The man laughed as his outstretched arm materialized blazing flames around before turning into a diamond like version of itself then changing into a black and green organic technological looking arm.
To be continued…
Next chapter: Brothers in arms part Five
- 24
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- 26
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Ben's Girls