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

Chapter List
- 27
- 28
- 29
Chapter 28: Chapter 28
AN: Update time! This is where it all ends, true believers! The arc I mean, not the story itself, but after this chapter Ben will be home again and in the arms of everyone's favorite redhead. Plenty of action, story, closure, and of course SEX in this conclusion of 'Brothers in arms' crossover arc. Enjoy the show. Btw, since Ben already has enough girlfriends back home I've decided, according to the suggestions of the readers, for him not to take any G-Rex girls with him. If this idea isn't acceptable to anyone then feel free to write suggestions and what not to me if you want it changed. Now enjoy.
Ben's girls
Chapter Twenty-eight: Brothers in arms (Conclusion)
By Jehuty-Prime
'Only in the arms of another can a human being truly feel safe.'
With a crushing impact that generated a loud shockwave Cannonbolt collided into an unsuspecting Van Kleiss head on!
"Ggggngh!" The mad scientist struggled against the round alien's rolling form as it continued pressing against the ground with VK underneath. After a few seconds Cannonbolt unrolled and dislodged himself from the crater he made that shown Van Kleiss crushed against the ground seemingly unconscious.
"How you holding up over there?" Cannonbolt turned and asked Rex who was nearby in a slightly battered state.
"Oh you know; peachy as can be, and yourself?" Rex responded with slight sarcasm as he staggered to stand on his left knee.
"Hang on, I'll hel- wwowaahha!" Cannonbolt was interrupted with a stream of blazing flames erupted from underneath him like a volcano. The heavy alien was tossed by the fire blast into another part of the wall near them thus crashing a large portion of it.
"Ben!" Rex was now fully alert and battle ready, his view darted over to the crater where he saw Van Kleiss himself stand up from the crater in the ground while dusting himself off.
He whipped his head lop side to crack his neck in stretch as if he just got up from a nap. "Is that all you two got?" He said arrogantly as Rex generated his fists into giant metal ones again.
Cannonbolt stirred from the wreckage in the wall and looked down at VK's standing form with an annoyed grimace.
"Let's see you stand up after I hit you some more!" Rex shouted out before dashing at him ready to attack, but VK was two steps ahead and tapped his gauntlet several times before his body was covered in green electricity.
'Green electricity? How many powers did he unlock!' Cannonbolt thought affronted that this maniac had tapped into the powers of some of his alien heroes.
In a speedy blur VK moved with speed similar to XLR8 and surprised by appearing in front of him so soon, a rock armored left hook came up and collided with Rex's stomach knocking the wind out of him!
"Oooffh!" Rex was halted in his attack by VK's strike and then was hit again in the face by the 'Diamondhead styled' right fist of the said scientist. With a large pop sound of fist punching face Rex was sent back until he landed against a nearby lamppost.
Van Kleiss was grinning at his handiwork while watching Rex weakly get back up but before he could make any moves a sudden burst of ice energy shot out and engulfed him!
Rex turned his head to see Ben's 'Bigchill' form floating near his side firing a strong ice blast from its mouth. Van Kleiss's body was being covered in ice like he was turning into an actual iceberg, when the attack ceased he was covered completely and apparently immobilized by ice.
"Took quite a beating there, you okay?" Bigchill said gliding over to Rex, who was slowly getting his second wind.
"Hey taking a pounding just another of my many talents, I'll be okay, just need a minute for Biometrics to get back up." Rex said standing with more balance in his stature.
A sizzling sound could be heard and both teens looked to see the ice prison VK was trapped in suddenly melt hastily.
"Oh come on already!" Rex shouted in frustration as the ice burst out from within with melting ice chunks spraying everywhere.
Bigchill was the first to act and flew hastily over to deliver an attack to the now irritated Van Kleiss, but at the last moment VK used XLR8's speed again to quickly grab Bigchill by his neck and blur right by Rex to grab him as well
"aaggh! Let go!" Rex struggled as well as Bigchill as he continued using speed to drag them along the pavement creating gradually destructing gravel right before tossing the two of them like garbage bags!
Rex quickly generated his 'metal boots' and landed safely on his feet while Bigchill simply flipped himself backward before touching the wall with his feet and bouncing back to quickly retaliate.
VK couldn't react in time to activate any alien powers and attempted to swing at Bigchill's now ghostly form, but not with the results he wanted. The alien's specter form phased through his cybernetic arm causing it to short circuit wildly out of control right before Bigchill's left fist smashed into VK's face.
The losing scientist was sent tumbling across the ground, he tried to get back up in a hurry but was too alarmed at the state of his 'arm'. "No no no! What have you done?" Van Kleiss roared in anger right before he saw Bigchill gesture over to Rex with a smile on his face.
"This! Slamcannon a go go!" Rex shouted with his armed cannon build firing a chunk of pavement at high speeds which slammed into VK devastatingly as it sent back skidding across the ground some more.
A green flash occurred nearby and soon a large shadow loomed over the staggering scientist who was now in full alarm as he witnessed Ben's unused alien form 'Waybig.
"He lines it up and….." Waybig said pulling his large right foot back and swinging it with full force at VK like he was a football!
With crushing impact Waybig's foot rammed into Van Kleiss and sent him into the skies. "…it's good!"
No point of destination was known by either of the boys but all they knew was VK was hurled far far away from the city, maybe into another country perhaps.
"Now that is a winning kick." Rex said smiling when VK was out of sight, but his frown returned when he felt that wasn't the end of the intrepid scientist. He knew it time and again that VK always had a trick up his sleeve and was never truly gone.
The biggest green flash yet illuminated the area as Waybig changed back to normal sized human Ben standing beside Rex.
"I probably sent him into space, but I get that look. You think he's not down for the count, right?" Ben asked seriously. Rex looked to him and nodded.
"Yeah he's one of those villains that's seemingly defeated for good, but then they make a comeback with a new evil plan and a thirst for revenge. "
"Preaching to the choir, dude. You wouldn't believe how many times I thought Vilgax was dead for good an-!" Ben was cut off when he noticed Rex was doubling over in pain. "Rex what's wrong?"
Rex was holding his stomach in pain when he looked up. "I guess old 'trench coat' did more damage to my insides than I thought. We need to get back to Providence so Doc can take a look."
"I agree, lemme just dial in some transport." Ben stood back up and adjusted his watch again. The hologram displayed Jetray, with a palm slam the green flash resulted leaving the skinny black clad speed alien it its place.
XLR8 carefully picked up Rex and zipped out sight and across town.
Later…
The glare of the small flashlight annoyed Rex a bit, but he made no complaint. On the medical examination table he lay in his usual shirt and pants while Doctor Holiday went back to her terminal for more analysis data.
She made no mention of the recent 'fling' she and her sister had shared with Ben, partially because she had no wish to make that public knowledge, but also because nobody needed to know. Amalia had convinced her to take part in it since it was the only way to purge her mind of her alternate universe counterpart's feelings regarding the boy, even so her heart did not belong to the boy like it did her 'other self'.
"You're biometrics are indeed low, but that's the least of it. Your body has a high endurance threshold but Van Kleiss did indeed damage some of your insides with those attacks you mentioned." She said now taking her concentration away from the monitor to look at Rex. "It's nothing fatal or serious, but I don't recommend you take in any extreme actions, Rex. You could jeopardize your recovery if you take risks right now." The medical professional finished, Rex nodded and thanked her before picking up his jacket and walking out.
Once he came out of the medical office he found Circe leaning against the wall with a smile on her face waiting for him. "Hey, Rex. I'm back from Providence recruitment camp, but I heard you were hurt. How are you feeling?" She asked with genuine concern as she placed her gentle hands on his torso.
Rex blushed a bit and grinned. "Much better now. Feel like going for a bite to eat?"
She nodded and went to his side to take his arm as they walked out. "Of course, but no Mexican food this time."
"Awww c'mon." Rex complained in amusement as they headed out together.
Meanwhile Ben was sitting on his guest bed of the guest room he stayed in, around him were all the girls he had 'been with' standing here and there ready to listen to him. The girls were; Annie, Kenwyn, Five, Briana, and lastly Beverly. Amalia was telepathically linked to all of them at the moment just so they could talk things out, no charm magic was being used since this was just a discussion.
"Well, we all know why we're here then, right?" Ben asked breaking the ice, a few of the girls had no idea but most simply nodded.
"This isn't easy, but you all know Amalia, she's at full power now and able to rip open the way back to my home."
A wave of mixed reactions went around the room but before anyone could protest Ben held his hand up to continue. "She says the only way to do that is to go back to the point of origin; in this case it's the same place I landed in when providence found me. There's a nexus point there where she can utilize its power with her own to connect our worlds temporarily and make a pathway home for me, but apparently the portal is also shrinking gradually day by day. So that's why this night is my last stay here at Providence, I wish I could have a better way of saying 'goodbye' or even take you all with me, but you all have homes and lives here in this universe. I don't want to take that away, I've 'shared' so much with each of you and I'll never forget a single one of you ladies, I'll always have a spot in my heart for each of you. I know this isn't exactly how any of us expected our 'multi-relationship' to end and if you want to hate me for leaving, I sure won't stop you. So therefore tonight is my last night here, if anyone has anything they want to say then by all means…" Ben finished with a breath of relief.
Beverly had a small forlorn look on her face along with several of the girls, but one by one they each raised their heads with different expressions and looked to each other before nodding in unison. Kenwyn, Annie, Five, Beverly, and Briana all knew what they had and wanted to do.
"Hm?" Ben pondered before they all got up and close to him, he saw Beverly got up close and was the first gal to cup his face and lower her own to his in a searing steamy kiss.
The other girls stood patiently for half a minute until she pulled herself off leaving a flushed look on his face, Beverly stood with her arms crossed confidently and smiled to him before signaling the girls.
"!" Ben's excitement meter kicked up several notches since as of now all five females began undressing; Annie was unbuckling her jeans, Kenwyn was stripping out of her uniform, Five removed her guitar and her pink top, Briana kicked her skirt off, and Beverly pulled up her blouse over her head.
"So are you ladies doing what I think you're doing or…?" Ben was cut off with Five smothering his face against his lush breasts, getting the idea he moved to have his mouth suck and nip on her right nipple. While he was occupied Annie and Kenwyn started trudging his jeans off little by little to release Ben's erected length from its confines.
His eyes went wide when he felt Annie's soft pink lips and Kenwyn's smooth dark lips succulently kissing either side of his member, he wouldn't voice his arousal since his mouth was busy sucking Five's breast.
"All good things had to come to an end sooner or later, we all knew that, Ben. So we decided along with your ghost pal Amalia that all five of us would just have one last fling with you before you returned home. This universe is our home and we all something binding us here. Just so you know; you'll always have a place in our hearts too." Beverly explained as she removed her capris along with white panties. She was fully naked as well as Briana, Five still had her bottoms on while she ground her hips against Ben's torso while the 'Fellatio' girls servicing Ben still had some clothing on.
Annie continued moving her tongue in circles along his shaft while Kenwyn simply the lower part of it softly to jerk him off. The brown girl's mouth also kept busy with lightly sucking the tip while the other two girls stood by his side as he continued fondling Five's breasts.
After a couple of minutes it all went into motion…
Currently it was Briana's turn and she was on her hands and knees feeling Ben's hard length sliding into her snatch, the girl's black hair was sweaty mess along her forehead and her tits jiggled with each strong yet gentle thrust. While he was banging Briana Five and Kenwyn took turns in taking his mouth for tongue swishing ride, Annie and Beverly were simply keeping busy with tonguing each other in a sixty nine position while patiently waiting their turns.
Ben hadn't known it yet but Amalia had them all currently linked in a 'charm resonance' chain to increase stamina all around and keep Ben hard even after climax. She didn't need to get involved since they were doing this entirely out of love and will, but that didn't stop her from kicking back within the subspace to watch the whole thing like a movie.
Annie's hips bucked a bit over Beverly's face when the brunette had begun sucking on her clitoris while diving two right hand fingers into her pussy. Beverly herself had her thighs clenched just a bit around Annie's pert blond head as she tongued her pussy out. If Ben weren't currently busy sucking on Five's tongue he would've seen them and come that much closer to losing it inside Briana.
Kenwyn stood up from her knees to give him a view of slightly haired snatch right before pressing it against his face, getting the idea he now began kissing her pussy lips before sliding his tongue inside in a swirl of joy and pleasure. Five pouted a bit when Kenwyn took her action from her, but she shook it off with a lecherous grin and stood up as well.
Taking Ben's free left hand she guided it to her inner thighs and manually inserted his index finger into her womanly folds. The older woman bit her bottom lip in a pleased smile as she continued shoving his finger into herself, he popped an eye open and looked to see what she was doing while continuing his service on Kenwyn's delicious brown womanhood.
Seeing Five control his hand made him decide to finger the pink haired assassin on his own and surprised her by suddenly shoving another finger deep into her pussy.
"Ooooohhh you cheeky bastard! Keep going!" She hollered out and let Ben continue his hand's work on her snatch.
Briana bounced her hips eagerly against Ben's hips while he multitasked, interestingly enough he was able to perform these three tasks while keeping his fast paced rhythm of shoving his meat into her.
Now he switched from tonguing out Kenwyn's pussy to Five's, in turn he used his right hand to finger and play with her womanhood as he did with Five. Briana's breasts jiggled more as she arched her back a bit before hollering a great loud cry of ecstasy, that's when Ben felt the ever so tight feeling of vaginal muscles squeezing to suck the cum out of his member.
He moaned within Five's lap while clenching his left hand on her butt when he came like a tidal wave inside Briana. Her body undulated and bounced against his body during her continued orgasm, glob after glob of milky spunk filled her up nearly completely.
Feeling her weight slump off of him Ben removed his face from Five's inner thighs to look in awe at his rod that was still surprisingly hard and full of 'ammo', Kenwyn looked down at it and bit her bottom lip anxious for the opportunity. Before she decided anything she looked to Five, who nodded her approval, and moved herself to Ben's erect meat.
"I think it's time for you to lie down now, luv. Just enjoy the ride from us now, we'll be taking over." Five said huskily before gently shoving him to lie down on the bed with Kenwyn getting on top.
"Uuuaaah!" Kenwyn breathed hard as she dropped her bottom onto his hips letting his fleshy tower burrow itself to the hilt inside her juicy pussy. Quickly undoing her ponytail to let her long dark brown hair fall freely she began grinding her hips back and forth with his cock snugly inside.
The bed creaked with Kenwyn now moving her hips faster with taking Ben's length inside; Briana was down on the soft floor with sperm oozing out of her pussy hole ready for more action. An action to which Five was eager to acknowledge since Annie and Beverly now came over to the bed to join the fun.
The British pink haired assassin arranged the former EVO girl into a position where she sat on her face to let the cum drip out onto Five's mouth and tongue. Briana steadily held her ground on the floor as Five ate her out, since her teenage snatch was full of Ben's cum if felt that much better when someone was sucking up the contents of her pussy. Five's tongue and mouth were being smother in white gooey substance during her continued service, a tongue would delve in and lick around inside tight pink flesh and scoop out more semen like it was ice cream.
'If only Claire were here, I think I would get even more excited if I made out with her right here with Ben, but it's a good thing she hooked with Noah. I bet those two are doing exactly this right now.' Annie thought as she placed each of her knees on either side of Ben's head before dipping her juicy cunt onto his face, she was in a reverse position so she could hold onto Kenwyn while Ben drove into his swirling tongue into her youthful snatch. Beverly simply watched and unknowing to the rest of them she had set her nearby camcorder to record all the action to watch later. Right now the camera was recording Kenwyn riding Ben like a stallion while Annie bounced her hips against his face.
Back and forth the mocha skinned girl moved her body in sync with Ben's upward thrusts, the pink glow was faintly lit in everyone's pupils including her own, with it the sensitivity was heightened during all the sex. Her body was glistening with sweat made from lovemaking which now led to her body suddenly shuddering in excitement as her orgasm washed over her.
She hollered out loudly in euphoria until Annie grabbed her head to smother her lips against her mouth letting her tongue worm around her own thus keeping her quiet, but really the teen blonde did it out of sexual excitement.
Kenwyn arched her back finally and let her climax do its work along with cause Ben to let loose another gush of cum inside. This time it was the brown Providence trooper that felt Ben's seed flood into her pussy, into her womb, granted she wasn't scared of getting pregnant it was still a rush of sexual ecstasy for her when he cums inside. After a few more twitches and undulations she ceased her orgasm and slumped to the side of the bed with a satisfied smile on her face as well as a trail of white goo seeping out of her cunt.
Ben's member deflated a bit but still retained it's hardness, even he had limits, but he wondered how was he supposed to satisfy the needs of the remaining three girls. What if they also wanted second and third rounds? 'I'm only one man, who has more than ten girlfriends back home, and who has to satisfy the needs of these five women.' Ben thought feeling a little drained, the sight of the ever so green Ultimatrix from his side gave him an idea. "Lightbulb."
Beverly walked over with swaying hips as though expecting her turn on the 'Ben ride' to be nigh, but Ben quickly removed himself from Annie's pussy and from the bed to stand up proudly.
"Ben?" Beverly asked in wonder.
"What'cha up to, Luv?" Five asked bringing herself out from under Briana's thighs with cum dripping down her chin.
"Just having an idea go to work for me, trust me on this, girls…you'll thank me." Ben smirked and adjusted the Ultimatrix to pop the hologram of short grey alien with a big head. With a palm slam he activated the watch resulting in a green flash, after it had died down 'Echo-Echo' stood in his spot.
'So cute!' Annie beamed at the sight of the short alien.
Echo-echo then suddenly replicated himself into five more of himself thus making it a total of six, each of them then adjusted their chest dials left to right several times before simultaneously slamming down on the chest dials to make a collective display of green flashes.
Each girl's eyes widened in complete and utter surprise when they saw six Bens naked before them, all looking exactly similar to the original; who was the only one still wearing a watch as opposed to the duplicates who simply had chest dials on.
"Bloody hell I like where this is going!" Five exclaimed when noticing the lecherous grins of each Ben that all had rock hard erections ready for action.
"I had no idea you could do that." Beverly said in surprise to Ben Prime in the middle, her arousal peaking up.
"I sort of thought of it on the spot, they each just extensions of myself, plus this way I can literally be in six places at once." Ben Prime said before issuing the mental command to his duplicates to go into action while he himself went for Beverly one-on-one. Kenwyn and Briana also noticed this and were ready for round two, they were alert and ready as they left their respective spots to join the party.
(FYI, I kinda took the idea from an episode of UA where he split himself into three, the use for sexual escapade using this idea kinda derived from collective Naruto fanfics. Enjoy.)
"Mmmph! Mmmm…" Annie moaned when she laid down on the soft floor as one Ben clone mounted her face and shoved his cock gently into her mouth while another held her legs over his shoulders while he currently slid his cock inside her virgin ass. She cringed a bit at the newfound sensation, her anus stretched according to his size but eventually she got used to it and enjoyed having her second hole stuffed by him. In and out he began his pattern of pounding her ample cute ass while the other Ben clone lightly humped her face.
Five was bent over on the bed as one Ben clone carefully guided his erectile meat into her pussy, feeling the surprising tightness of her more mature womanhood constrict his cock the clone Ben fully immersed himself to the hilt resulting in her grabbing the bed sheets tightly. "Ah yes…! That's it…! Ah!" Five moaned loudly as the Ben clone now humping her hips in a bouncing back and forth pattern, the older woman's pussy was tight and her light skin along with her punk rocker theme certainly excited Ben and his duplicates. The bed began creaking some more now.
A Ben Clone had Kenwyn pinned against the wall making out wildly, Ben himself was connected to each of them so in turn he experienced and felt whatever his physical extensions felt, and right now he was feeling really really good. Her tongue moved in and around the Ben clone's mouth wildly while her left leg hooked around his butt to pull him closer. Even though her face and her mind was distracted with tonguing out a Ben clone she felt her vaginal entrance being penetrated by the Ben clone's stealthily guided cock. She mewed as the appendage now burrowed its way fully into her causing sexual heat to flush throughout her body, Kenwyn now had both legs up and dangling around his backside as he now began thrusting upwards into her tight brown pussy.
Briana was busy having her mouth being stretched by swallowing in a Ben clone's length all the way to her throat. She was on her knees and he was sitting in one of the room's chairs with her head in his lap. She made some gagging noises every time she pressed herself to far down, but maintained a steady pattern of bobbing her head up and down on the Ben clone's dick. Her pussy was still a tad creamy from earlier but this time she just wanted to make love to any Ben and that included having his length down her mouth ready to burst. He held her head with both hands as she kept bobbing her own head and making loud slurping noises while she did. It wouldn't be long till he let it loose inside her mouth.
The original Ben was kissing Beverly romantically nearby on the soft floor, his right hand was busy playing with her pussy while his left fondled her breasts, his member twitched hard and ready for action. The two teens wanted to simply make love and not just let sex dominate this moment, the hormones spoke for themselves however, and Beverly was eagerly stroking Ben's hard on as they continued frenching. After a few more seconds they decided to proceed to the main course; Ben sat upright and guided the teen girl to sit in his lip frontward so they can keep making out with each other. Feeling his meat pushing into her tight fleshy passage until her hip pressed up against his Ben held onto her tightly as she wrapped her legs around his back.
"I am going to miss you, y'know." Beverly whispered adjusting herself to Ben's length inside her moist passage.
"I know, I'll miss you too, but for right now…" Ben whispered back and then grabbed her butt cheeks tightly with each hand. "…let's just live in this moment." He pressed his lips to hers again and let her tongue roll around inside his mouth along his while his body ground against hers in blissful intercourse.
Repeatedly sliding his member inside her tight passage Ben steadily gained momentum and increased pace of their lovemaking, she sat in his lap while his member drove itself repeatedly into her snatch. Their mouths were occupied with each other's tongues and their bodies though sweaty harmoniously clung together with Beverly's breasts pressing against his chest comfortably.
All around the room there was hardcore sex actively happening for perhaps the very last time with the same person, but all the girls would savor the memory for years to come. Meanwhile in another room of Providence Base a certain Latino nanite user was pressing against Circe within the confines of his own room. The two teens had retreated here shortly eating out, they didn't know it was the charm chain resonance that had just brought their frisky side. Rex was still mostly clothed with a completely naked Circe on top of him, riding him like a stallion.
"What the heck do you think that noise was?" Rex wondered with little consideration as he pinched Circe's nipples, the tight juicy confines of her pussy swallowing his meat still kept his focus though.
"Well I think I know, what with all the noises and the sheer volume, but who cares about that? This right here is way more important and worth paying attention to, don't you agree?" Circe said seductively licking her lips. Rex rapidly nodded and ignored the noises down the hall and continued shoving his hips upwards into Circe's tightness.
Back in Ben's room the Ben based orgy continued on with a couple of the girls coming close to their finish; Annie and Briana were going to be those two.
"Mmhpp! MMmmm!" Annie inwardly moaned out in orgasm as the Ben clone that was face humping her felt his end at the exact same time. Feeling her soft pink lips close down on his member so strongly and suddenly the Ben clone made one last shove of his meat into her mouth before letting loose globs of sperm down her throat. Her eyes shut in a gleeful smile as she swallowed down the white goo eagerly during her climax, her pussy convulsed and squirted out several times while the other Ben clone that was screwing her ass felt his release and decided not to pull out. Her toes curled and the floor beneath her became moist with her fluids as well as the semen seeping out of her anus after the Ben clone's orgasm. She was filled in both her anus and her stomach thus leaving her spent and tired, resting on the floor she was left with a satisfied smile while both Ben clones stood up and received mental command to join in on two other parties.
Briana's head was bobbing faster and faster on her Ben clone's saliva coated manhood, while she actively continued her fellatio on him she had also been fingering her cunt fervently for the past few minutes and now she was close. Making one final shove of her fingers into her own cunt she came right there with the Ben clone's meat in her mouth doing the same, spurts of cum spilled into mouth and down her throat while her pussy convulsed and squirted all over her right hand. The Ben clone moaned his appreciation as he kept filling her mouth up with his essence, after a few seconds he stopped and Briana laid back down on the ground spent and ready to rest. Her ben clone however wasn't done yet, he received a mental command like the other two and knew where to take part in more action. Getting up he went to where the pink haired woman was getting screwed doggy style, one of the other dupes that had finished with Annie came over with him to join Five in some hardcore group fun.
"!" The pink haired English woman noticed a Ben clone on the other side of the bed holding his erectile rod in front of her face, she noticed it was the one that had just finished up with Breach and now he wanted more. She looked over to see another unoccupied Ben clone, the one that had done anal with Annie, come over and place himself on her backside prodding her anal opening with his hardened tool.
'Oh bugger! That spot hasn't been touched in yeeaahaarr…!' Five was interrupted from her train of thoughts when she felt her tight rear hole being slowly filled up by that particular Ben clone. Her grip on the sheets clenched tightly along with her teeth as she adjusted to the feeling of having her anus filled up male appendage. The pain quickly subsided and she found herself smiling in sexual excitement since as of now she found rekindled her love of anal sex. She turned her head back to the two Ben clones that were plowing both her sensitive pleasure holes and encouraged them to go faster, but when she moved her head back she found her mouth suddenly being invaded by the other Ben clone's meat. The look of surprised that dawned on her face faded and was replaced by one of reciprocated bliss as she closed her eyes and let her head bob back and forth on this third Ben clone's penis. Her face was blushing pink and her body was heightened to a new level of sexual excitement due to having her mouth, her anus, and her pussy taken by Ben replicas all at once. In a matter of minutes the pleasure would be too much for her, but she was certainly enjoying it greatly. Grabbing the hips of the Ben clone face humping her she urged him to thrust into her throat faster, which he did with gusto.
Meanwhile Kenwyn was taken by surprise when the Ben clone that was holding her above the ground with his sword sheathed inside her signaled for the remaining Ben clone, the one that face humped Annie, to come up behind her and shove his tool in her anal tunnel.
"Hooarrgh!" She moaned loudly when feeling the Ben clone's length slid into her anal passage, the brown girl wasn't used to it and ended gripping her fingernails very hard into the Ben clone holding her up. He flinched a bit but eventually she softened up her grip and apologized after feeling the pain in her rear fade away almost instantly. The charm's magic may have had a hand in easing that pain since it did possess unique abilities that adhered to lovemaking, Kenwyn had the 'bedroom eyes' once more as the pain turned into pleasure when she the sensation of being double stuffed peaked her sexual activeness again. She was as if she were the chocolate filling of a sandwich and the cream soon to come would be inside both her sensitive fleshy tunnels. Both Ben clones were thrusting into her in pattern so as to not touch each other's genitals while banging her, the girl enjoyed it immensely and rubbed her body against both of them eagerly as they piston thrust in and out of her.
Ben himself was busy laying on top of Beverly romantically making out with her like there was no tomorrow, they were still 'joined' on the soft ground with her legs locked around his butt while he shoved his meat into her in a strong hit-n-go pattern. All around the room was fully of steamy sex and soon the unified charm chain would allow them all to synchronously climax at the same time, the Ben clones would only let loose when Ben prime let's go inside Beverly and that was soon. After nearly fifteen more minutes of nonstop sex Ben felt Beverly's hips tighten on his length and her legs hiked up before twitching several times as she cried out in orgasm.
Ben grit his teeth as the girl tightened her arm grip, her leg lock around his back, and most of all her pussy muscles on his meat. He made one mighty moan of climax before shoving his hips into hers one last time before feeling the milky contents of his nut sack drain into her teenage womb. At that very same time the charm resonance synchronized with all the other Ben clones and girls in absolute unified orgasm.
Kenwyn hollered out loud and felt both her pussy and ass fill up with cum, Five had felt her throat taste gushing amounts of sperm as all three Bens that were pounding her came inside her ass, pussy, and mouth all at once. Lastly Ben had pressed himself tightly against Beverly's lithe body as he finished depositing a generous amount of semen into her pussy before passing out along with her on the soft floored ground.
All the girls were left on the bed, though all five of them barely fit, while Ben prime adjusted the Ultimatrix dial to flash morph into Echo-echo again.
"Well boys that was fun and all, but we got a schedule to keep." Echo-echo prime said in his stereophonic voice.
The Ben clones slammed their hands down on their icon chest dials before flash morphing back into Echo-echo dupes, they each possessed a faint green aura around their bodies as they re-merged with Echo-echo prime thus making him complete again. With a green discharge Ben was human again, now he was clothed in his casuals with the exception of his favorite jacket, he walked up to the bed and placed a gentle kiss on each of the girls before walking out of the room for last time.
In an thirty minutes time Rex met Ben on the docking bay with a farewell present for him, Rex himself was a bit disheveled and unruly in appearance thanks to his fun with Circe earlier, but right now both boys had friendly yet serious faces on.
"Here, I had Doc whip this up for you since your old jacket was shredded beyond repair. I know that us heroes need these things to keep our signature awesome appearances." Rex said holding a brand new green jacket that in nearly every way was different and identical to Rex's.
Ben had stars in his eyes when he saw it, the green leather surface was the same as his old one, but the designs and trim were more trendy and identically the same as Rex's own red jacket. Where there was red there was instead green, the orange trim lines were black, and even number 10 patch was back on there in the same spot as before. Ben slowly took it into his arms and wordlessly whipped around to put himself in it.
"Wow…I …thanks! This jacket is way better looking than my old one, even the designs are different. Tell Holiday I said 'thanks' with 'mucho gusto'. Much appreciated, pal." Ben said holding out his left fist leaving Rex to smile and bumps his own fist with it.
"Don't mention it, but please get off the sap train already. And I thought Six was bad." Rex joked and both of them laughed for a little while before Rex generated his 'wings' build along with Ben morphing into 'Jetray' and took off into the skies away from Providence base. Destination: the point of origin where Ben was found.
It would've been a little more natural to say 'goodbye' to Holiday, Six, White, and Bobo, but they were busy people and Ben felt it'd be a little too awkward for his liking. Considering all his escapades at the base he wondered why White didn't boot him out sooner, but nevertheless he had to go home while the window of opportunity was still open and they understood that. He made his 'goodbye' very special to the girls and felt Holiday wouldn't have her own goodbye from him, sure he regretted dragging her into the array of sex and lust but it was necessary to power Amalia in order to reopen the gateway home. If she understood the feelings and memories of her universe counterpart then Ben knew she wasn't mad at him, the titillating thought of getting both Holidays from his universe and this one together for sexual congress was still in mind though.
The destination wasn't far and they reached within reasonable time and distance, Rex's build could only take him so far but they made it to the crater sight where Ben landed.
"So this is where they found you, huh. Were you in giant dinosaur form when you landed because that's a big dent in the ground right there." Rex commented.
Jetray changed back into Ben and walked around surveying the scenery. "Yeah, I think, otherwise I wouldn't have survived the impact. Never thought I'd lose my memory or that Kevin 11K's body would land in Abyssus."
"At least you have your memory back, I'm still kind of working on my amnesia at the moment, but It's not too much of a hassle, but about that alien corpse…" Rex went on as his face turned into a frown. Ben noticed and waited for him to ask.
"He was some psychotic alternate version of my friend that existed in a parallel future; he was strong and actually pretty frightening to fight. You don't think Van Kleiss is really gone, do you?" Ben asked quite weary.
Rex shook his head. "He's never gone when I want him to be, if anything I bet he's making a move right now. Those alien genetics he tapped into need to go or else he'll be even more trouble to the world."
Ben nodded in agreement. "Got it, I think I have an idea on how to clip those super powered 'fangs' of his, we ju-!"
!
The ground shook alarming both of them in battle ready positions; fissures in the ground appeared and out came jagged green rocks that aimed for Ben and Rex.
"Move!" Rex quickly generated his wing build and nimbly air rolled out of the way of the pyres attempting to skew them. Ben did the same with ease after transforming into Rath, soon the pyres stopped and nearby they saw the very same mutated scientist they were just talking about.
"Van Kleiss…should've figured as much." Rex muttered as he came near and noticed he was quite battle damaged as he came closer; rips in his suit here and there along with a limping walk, but what made Rex wonder was that his face was as blank as can be.
"Lemme tell you something, Van Kleiss! You come back for round two you'll get another Rath smackdown followed by a Rath throwdown! Wait was that the same thing? Ah now you got me confused, you jerk!" Rath ranted wildly. Rex slanted his eyes in disbelief when he heard his large tiger friend just confuse himself, but he noticed VK didn't say anything and maintained the same zombie like expression. His bionic arm was still there and it was glowing a strange yellow glow.
'Something's not right…' Rex thought before he felt Rath stampeding by in a mad rush towards VK ready to fight!
"Ben wait! I think he's-" Rex was interrupted when VK suddenly emitted a monstrous dark yellow light that blinded everyone briefly before hearing a loud punching sound.
"Aaarraggghh!" Rath tossed back past Rex and landed headfirst into the rocky ground.
"!" Rex looked back after the yellow flash faded and noticed Rath getting back up shakily, he appeared to be alright but the wind was knocked out of him, but when Rex looked back his face was mixed with shock.
Whatever humanity VK used to have was gone now, no one was sure what had happened, but now it seems the deranged villain had mutated into something that nearly completely resembled Kevin11K's monster form.
The head possessed some of his trademark long hair yet it was still flaming beast skull, his torso was the same as Kevin11K's except with a few changes that included 'Diamondhead' spikes on his back along with two large arms with two smaller arms. The larger arms were a mix of Heatblast and Diamondhead's powers; both were diamond armored with bio-organic flames covering the fists. The lower arms were one 'Fourarms' and one 'XLR8, both of them surging with green electricity belonging to 'Megawatt'. The hind legs were regular monstrous legs with no discernible augmentations visible, but Rex knew to stay wary of any of part of that monster's limbs.
Rath changed back into Ben so he could select a different monster for the occasion, needless to say he was frightfully shocked and ready to fight this new atrocity that stemmed from Kevin11K's cells.
"Ben break it down! You're the expert on all things alien, what happened and how do we stop it?" Rex called out when he generated his giant metal fists.
"If I had to guess I'd say the cells he supposedly 'mastered' have just taken control of his entire body, Kevin11K's DNA must;ve been very unstable and very powerful to begin with. If we could've seen where his robot arm went then we might depower him!" Ben called out right before the monster mutated VK aimed all four of his abnormal arms at him to fire a steam of green electricity!
With a green flash XLR8 quickly came to be and at the last minute he blurred out of sight! The green lightning struck the ground with devastating results that nearly imploded the land beneath.
In a zig zag line of pure speed the skinny blue alien outran VK's lightning blasts and quickly saw an opening to which he used to speed in front of the said monster. Raising his sharp talons and moving at high speed XLR8 slashed through the wind to cut down on VK's torso, but-
!
Streams of green electricity encircled VK's entire body and electrocuted XLR8 before repelling him with such force that sent him skidding across the ground.
"I guess hand to hand won't work, let's try shooting chunks of rock then!" Rex generated his slam cannon quickly. The canon loading device scooped up a large of chunk of ground and fired several times.
The monster VK noticed and reflexively deflected each projectile that came at him, he destroyed each one with fists and stampeded over to Rex who was still firing. With a mighty leap the beast jumped into the air and aimed its landing for Rex.
"Whoa whoah!" Rex quickly undid his slam canon and jumped out of the way of VK's landing, the impact shook the ground greatly as Rex rolled away from the target zone.
"If we can't get close to him then how are we supposed to beat him?" XLR8 said standing beside him.
"Well at least we don't have to worry about him outthinking us, there's no brains in that brawny form. We need to figure out how to take away the alien powers he controls, wait-what was the idea you were going to say earlier?" Rex asked looking to Ben for answers. XLR8 wanted to answer but looked hesitant, casting one look at the rampaging form of monster VK heading their way he decided to spill.
"I have an alien that could've wiped his system of the alien DNA he stole, I figured since he was made of nanites it would be an easy job to, but it required getting to that 'arm' of his. Since he's like that now there's no point in that plan anymore." XLR8 explained before him and Rex both dodged away from the thunderous hammer fist monster VK performed on the spot they stood just a second ago.
Rex's eyes widened as though a light bulb ignited over his head. "Ben distract him for a minute! I think I got this figured out!"
XLR8 looked at him like he was crazy and reluctantly abided before speeding around VK's slow moving monster form. "Going too fast for you? Want to stand still right here, ugly?" he continued to taunt the raging Kevin11K clone before stopping in one spot entirely with his leathery rear facing.
"Come on! Twenty points if you hit the speedy blue alien." XLR8 coaxed before waving his butt arrogantly, the thing is it worked too well.
"Ggggrarraggghh!" Monster VK roared clearly enraged and surged with green electricity that streamed out of his arms at XLR8.
"Uh oh!" With a quick dash of speed the blue and black alien moved out of sight before lightning struck the spot he stood on. Even lacking his unique speed VK was able to keep up with XLR8 like a lion hunting down a cheetah.
Meanwhile Rex slid his goggles on and turned one of its special functions, these were a special set of goggles that were equipped with thermal, nanite, and microscopic vision modes. Switching it on to Nanite vision he viewed Vk's large form infested with unstable nanites, he zoomed in and located the source of the mutation; the core unit that VK had implemented the alien DNA into. It was melded into the deeper part of his body, but given the right means Rex could shut him down.
XLR8 was busy running for his life as VK continued firing and swiping at the blue alien, the hulking monster then suddenly stopped entirely and roared as though something else was coming next.
"Huh? Why did he—oh crap!" XLR8 looked on with mouth agape in wonder and alarm when the diamond pyres on VK's bulky back emitted orange red energy that fired upwards like a shower of red laser blasts aiming down on XLR8.
!
XLR8 wasted no time in speeding out of sight as the shower of energy projectiles rained down on him like it was a meteor shower of death, zig zagging left to right he barely avoided the spread blasts. VK kept firing the barrage in continuation which will eventually tire XLR8 out if nothing is done.
Then out from the blue Rex leaped into the air down on VK's distracted form with his sword build swinging down! With a painful impact followed by a slashing sound the orange metal blade chopped through the stubborn diamond pyres on VK's back thus ending his attack.
The monster roared in pain and retaliated with furious swipes at Rex using all four of its mutated arms, but Rex made his next move first by jumping onto its chest and placing his hands on the chest in an attempt to 'cure' it using his nanites.
"Almost there!" Rex grit his teeth as he struggled to stay connected, his plan was to command VK's nanites and degrade him back to human form so he can remove his 'cybernetic arm', but the monster noticed what he was trying to do and began crushing him with the weight of all four arms!
"Aaarggg!" Rex struggled to break free, but the strength VK was putting out was too much.
"Rex!" XLR8 hurried over to his location and changed back into human form so he can select a certain other alien he figured he'd try out on Rex earlier. The hologram of a favored 'Galvanic mechamorph' popped up and wasting no time Ben slammed his palm down once more, a green flash erupted leaving 'Upgrade' in its wake.
Rex noticed the new alien as he tried breaking free, but Upgrade was quick on the initiative and moved its fluid form over to merge with Rex.
Like a rebirth of a dying phoenix Rex felt immense power flow through him, his body from the neck down was covered in a black/green power suit that felt like a second skin, he even felt his nanites reacting to this combination in a positive way. Suddenly monster VK wasn't so strong after all…
With a burst of enhanced strength Rex broke free of the crushing hold and generated a metal right fist, which enhanced by Upgrade, became bigger with spikes and green/black tech that smashed directly into VK's monstrous face. The force of the blow was strong enough to stagger him back several paces leaving Rex bewildered in a very good way.
"What just happened?" Rex asked until Upgrade's head bulged out from his right shoulder. "Ah don't do that you're freaking me out!"
"You've been upgraded, my friend. Build something." Upgrade suggested and Rex obeyed; generating another large metal fist build. The metal fist came out bigger with spikes added along with black/green techno style augmentation.
"Sweet! I have the plan, you have the power,…"
"Let's do this!" Both Rex and Ben said in unison before he donned his goggles and generated two turbo jet engine builds for wings. With a launch he rocketed from his spot and engaged in battle with monster VK.
Here there his enhanced builds cut through every attack VK threw at him, a larger laser augmented sword build devastated his flame covered diamond arms, an energy enforced quintuple-slamcannon fired missiles at his armored chest plate which left him vulnerable.
VK didn't sit well with that and returned fire with another wave of rock pyres sprouting out beneath them, only this time he added another lightning strike at them when they flew up to the sky.
'Too slow!' Rex/Ben thought when the green thunderbolts rained down upon them, they easily dodged each strike due to having those turbo boosters on their backs. 'Let's try something new then.' Rex/Ben thought before generating his two metal fists, with the enhancements they were still bigger and more powerful, but also capable of another feat thought by the duo. Like shooting missiles Rex/Ben launched his detached metal fist builds down with rocket thrusters attached, with an explosion they made contact leaving VK staggering to get back up.
VK opened his beastly jaw wide open to fire a large stream of 'hellfire', but instead of flying around it Rex/Ben decided fly straight ahead into it using the enhanced sword build again. Like splitting the flames themselves the heroes united sliced through and finally struck the beast in a part of the chest that Rex wanted to hit.
"Gotcha!" Rex/Ben yelled out as he felt the sword pierce the hard exterior, he struggled to push it in further until he hit- "There! Found you!"
With a final shove he breached the 'core' of the cybernetic augmentation that gave VK his alien genetics.
'We hit the sweet spot!' Ben said in Upgrade voice inside Rex's head, they both felt the core shatter thus triggering an almighty roar from the VK beast until the fused hero felt as if a bomb were going off.
'Run run run run run!' Ben said in alarm as they removed the blade and flew away from the semi-nuclear explosion that resulted.
When the dust settled only Ben, Rex, and an unconscious humane Van Kleiss remained in the somewhat battle damaged landscape. Both teens were human and separate again and noticed the cracked smoldering remains of Van Kleiss's augmented arm nearby.
"Well it looks his means of alien transformation is permanently kabut." Rex commented standing over him with Ben crossing his arms.
"Nobody likes a cheap knockoff, be sure to tell him that when he wakes up." Ben said grinning triumphantly.
"You betcha." Rex replied when a swirl of pink and green energy above caught their attention. It was a large mass that soon shaped itself into a tunnel like shape.
'There! The bridge is connected, but only we have a few minutes.' Amalia said from within Ben's head. He cast more look at Rex and nodded.
"Got to go now, huh?"
"Yeah, this is your world and your story. You are the hero here, Rex, i however am needed back home. there's an alien doomsday threat literally every other day. Plus I have over ten girlfriends that are probably worried sick about me." Ben spoke before holding out his right fist again.
Rex smirked. "You are a lucky man, but I sure don't envy you if you ever get dragged for clothes shopping or have kids with every one of them." He held out his right fist as well and they bumped knuckles one final time before Ben started slowly walking into the tunnel of green/pink light.
"We should do this again someday." Ben said waving goodbye and before Rex knew it the tunnel literally beamed him up out of visibility before dissipating into normal blue sky.
"Yeah, we will, Ben Ten." Rex said with a tone of hope.
(Ben's thoughts through his POV below)
'We didn't know if we'd ever cross paths again, I didn't understand alternate universes or the means to travel between them, I mean I get most of my facts from comic books after all. I've met some unforgettable people over there and I have a feeling the adventurous life of a superhero will have more 'surprises' in store for me in the near future, but regarding that universe and it's hero I know one thing is certain: it was a friendship that will last a lifetime.'
The End of Brothers in arms
AN: Whew! Finally finished it, well everyone that's it for the crossover arc. I know it had its ups and downs and attractive G-rex females that are so underappreciated, but I hope it was well worth everyone's reading time. Now it's back to Ben's universe, back to his many loves, and back to throwing down with alien adversaries, plus many other new and surprising things. Please leave any thoughts, comments, reviews, or suggestions if ya have any. Laterz.
Next chapter: the Welcome party
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