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Raise your grade	By : Fanfictionfan360 Category: +1 through F > Ben 10 Views: 14561 -:- Recommendations : 0 -:- Currently Reading : 1
Disclaimer: I do not own Ben 10 or its characters, Man of Action studios owns that right, I am not making any profit for writing this

Chapter List
- 1-Raise your grade
- 1
Raise your grade
Gwen sighed in frustration as Ben stared in equal frustration at the sheets of math equations on the table between them
As Ben’s grades had been steadily falling throughout the school term to the point that he was being threatened with ‘make up classes’ during school break he had caved and asked Gwen for help in studying as she normally did much better grade wise than him
“Come on Ben, this is simple algebra!” she snapped in exasperation as Ben stared at the problem for another solid minute
“How the hell is this simple?! Since when was X a number?!” Ben retorted with just as much exasperation “and what is this? Find the X? It’s right there!” he added pointing at the little ‘X’ shown on the problems diagram
Sighing loudly and pinching the bridge of her nose Gwen realised that they were getting nowhere fast, she knew Ben was able to grasp the concept of what was on the page in front of him but his problem was his ability to focus on anything that didn’t interest him for any length of time
It was then that she had a bright yet dirty idea “ok, how about this? Solve the equation and I’ll give you a treat” the redhead offer to which Ben glared at her
“I’m not a freaking dog, let me guess, is it a biscuit?” Ben retorted, his snark quickly melting away however as Gwen responded by pulling up her top to flash him her tits “ok, it’s not a biscuit”
“Damn right it’s not, now focus, every question you get right I’ll lose some clothing, deal?” the redhead smirked leaving her top pulled up with her tits exposed for extra enticement “I know you have a brain in that thick skull of yours, it just needs the right carrot dangling in front of it to get it moving” she tittered before tapping her finger against the page of homework to draw Ben’s attention back to it
Like she had expected the moment she had given him a reason to focus Ben’s hyperactive brain was able to quickly solve the problem “good boy” she praised teasingly before tapping the paper again “keep going”
As promised for every question that Ben answered Gwen removed an item of clothing and for extra incentive she made a show of it each time she stripped, shaking her perky tits as she removed her top and bending over and shaking her ass as she removed her pants and underwear, eventually ending up completely naked as Ben ended at his last question “answer that and you can do whatever you want to me” the redhead then purred as she reclined back in her seat to give Ben a full view of her body
His pants tightening at the sight Ben took a moment to stare before reaching down to undo his pants, releasing his now aching erection to relieve it before returning to his work to try to focus on it leaving Gwen staring hungrily at his cock
Biting her lip as she watched his cock twitch and pulse Gwen slid a hand down her body to start slowly rubbing her clit, letting out soft moans as her mouth watered at the sight of his dick “ok, maybe a little reward whilst you work” she then purred as she slinked off of her seat to slide under the table
Watching as Gwen slid under the table Ben nearly dropped his pen as he then felt her lips wrap around his cock, the redhead moaning sluttily around his shaft as she immediately got to work, her head bobbing fluidly along his length as her eyes rolled back in perverted pleasure from the taste of him, her breathing coming out in heated pants around his cock as she momentarily started to just press her tongue against the underside of his dick
“Tasshhhtes shhooo goood” she slurred around his cock, the redhead drooling heavily all over her cousins groin, her eyes fluttering up at him as he gripped his pen painfully tight as she made it obvious that she wasn’t going to continue fully until he finished
Gritting his teeth as her tongue danced around his cock head, Ben forced himself to focus on his work, the pen shaking in his grasp as he steadily worked out the equation until he finally finished, borderline slamming the pen down “there! Done!”
With that declaration Gwen slammed her head down his cock and started to happily suck his dick again, her mouths and wet sloppy sucks echoing throughout the Rust Bucket as Ben relaxed back in his seat to enjoy his reward, his cock already starting to throb as precum coated Gwen’s tongue and throat “fuck yeah, suck harder slut” he groaned to which Gwen complied, sealing her lips tighter around his shaft as she sucked even harder filling her mouth with more of his precum
Throating him all the way to the base Gwen pressed her tongue to his balls to which she was quickly rewarded with his full load, her pupils turning to hearts as she greedily gulped down his cum, the taste and warmth of it nearly making her orgasm as her pussy dripped with arousal
Continuing to suck until his cock stopped spewing cum the redhead then stood up and turned around, swaying her hips to make her ass shake for Ben before sliding down onto his cock to start riding it reverse cowgirl style, her eyes crossing as she began to orgasm the moment his cock head pressed against her cervix
As she fell back against him Ben took hold of her waist and started to thrust up into her, making Gwen bounce hard on his cock as her pants and moans of bliss echoed throughout the Rust Bucket
“Why didn’t I...think of using sex...before?” Gwen panted as she started to move her hips to match Ben’s thrusts “the more you can focus on your work the more you can focus on my ass afterwards!”
Tightening his grip in response Ben hammered up into her pussy harder, making her ass clap against his groin as she cried out in bliss, her body exploding in orgasm again as Ben came again moments later, flooding her insides with his hot load making Gwen fall forward onto the table in front of her as he filled her to the brim with his cum
After a few moments to get her breath back Gwen pushed herself up to look over Ben’s work, finding that whilst his workings out wouldn’t exactly get him an A+ score he was hardly braindead on the subject “not bad, now, for your chemistry assignment” she stated, smirking as she heard Ben groan with disapproval behind her “come now, the quicker you get it done the quicker you can fuck my ass”
Thank you for reading, hope you enjoyed it
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Raise your grade