Ben 10 Porn Story: ben tennyson’s new power ch. 2

“Hey dweeb,” Gwen said as she carried her food to the table in the rustbucket and set her bowls down, “take your feet off the table. Do you have any idea how gross that is?”

“How can you say I’m gross when you eat something like that?” Ben asked as he took his stockinged feet off the table without taking his eyes off his handheld video game, he put his shoulder against the wall as grandpa Max took the off ramp just a little to fast. “I mean, who eats sauerkraut and strawberry ice cream?”

“It’s not like I had much choice,” Gwen said as she took a spoonful of sauerkraut and held it in front of her mouth as she spoke. “After you raided the fridge this morning this was all we had left.”

“At least I left something for you,” Ben said, “so why are you complaining?”

“Actually I’m not,” Gwen said, putting her spoon down and leaning close enough to Ben so he could hear what she was saying as she lowered her voice. “When I opened the fridge I realized that sauerkraut and strawberry ice cream was exactly what I was craving.”

“So you’re not complaining then,” Ben said. “That’s fine with me.”

“You’re such a doofus,” Gwen said as she glared at Ben, but the wink she gave her cousin said something much different, especially when curled her fingers and moved her hand back and forth in front of her open mouth to show how much she was looking forward to giving him a blow job.

“And you’re such a geek,” Ben responded, sticking his tongue out at Gwen and moving it up and moving it up and down like he was licking her bald pussy.

“Keep it down you two,” Grandpa Max said from the driver’s seat. “I know it’s early but after the way we all took out those bank robbers earlier I think we could use a little extra rest tonight. I know a great camp site just a few miles off the highway so we’ll make an early night of it. And in spite of the way you kids have been raiding the fridge I know we have enough food for tonight and tomorrow, but we’ll have to stop at the store before we get very far in the morning.”

“Sounds good to me, grandpa,” covering his mouth so his grandfather wouldn’t see the way he licked his lips as he gave Gwen a suggestive wink. “Those bank robbers tired me out more than I realized so I wouldn’t mind getting to bed early tonight.”

“Sounds good to me too,” Gwen said as she finished her food and took her dishes to the sink and washed them before she put them away. When she turned back to the table she looked to make sure grandpa wasn’t looking before she patted her crotch so Ben could see what she was doing as she walked back to the same bench where the two of them had fucked for the first time a month earlier. After glancing at the driver’s seat again Gwen took a note from her pants pocket and slid it across the table so Ben could read it.

“You don’t want me to change before we meet tonight?” Ben asked in a whisper, “why?”

“I’ll explain later,” Gwen hissed as she made sure Grandpa Max wasn’t looking at them in the rearview mirror, “just do it, ok doofus?”

“Whatever you say, geek,” Ben responded, giving Gwen a quick wink to show he didn’t really mean anything by the word. He noticed that his cousin was looking past him and turned to see that they were passing an abandoned cabin.

“He grandpa, how long before we get to the campsite?” Ben asked as he and Gwen watched the cabin disappear behind them.

“We’re there now,” Grandpa Max said as he slowed to turn onto a short two track road.

“I’ll leave first and meet you at the cabin as soon as we get camp set up,” Ben whispered to Gwen.”

“Ok,” Gwen whispered back, “I’ll meet you at that abandoned cabin we just passed, but until then we keep away from each other.”

“Just like every other day,” Ben said with a soft chuckle, “you don’t know me, I don’t know you, we sneak off separately and then meet up and fuck like crazy until it’s time to come back for dinner. The highlight of every day for me.”

“Me too,” Gwen said as she gave Ben a quick grin and wink. “So I’ll see you at the cabin.”

“Bye grandpa,” Ben called, heading off as soon as they had the camp set up.

“Where are you going Ben?” Grandpa Max asked as he placed the tools back in the storage cabinet of the rustbucket.

“I’m just gonna look around, grandpa,” Ben said with a shrug, walking backward as he talked to his grandfather and tried to keep a straight face when he saw Gwen moving her fist back and forth from her mouth like she was giving him a blowjob already.

“Ok,” Grandpa Max said, “just make sure you’re back in two hours for dinner. I’m making rattlesnake chili.”

“Ok, grandpa,” Ben said, stretching the words out uncertainly. “I’ll be back for dinner, I promise.”

“You know he’s going to do his best to avoid your rattlesnake chili,” Gwen said as she and her grandfather watched Ben disappear down the dirt road.

“I’m sure he’ll try,” Grandpa Max said with a grin, “but he doesn’t know how long rattlesnake chili can simmer without going bad. As long as he comes back to go to bed dinner will still be ready.”

“Sounds good,” Gwen said, trying to hide a cringe at the thought of her grandfather’s chili. “But if you don’t mind I think I’ll take a walk until dinners ready too.”

“Go ahead Gwen,” Grandpa Max said with a quick wave of his hand as he turned back to the rustbucket. As soon as Gwen headed up the two track Max turned away from the RV to watch his granddaughter as her hips swayed incisively with every step. He wondered if Gwen realized how much her walk had changed in the past month since she and Ben started fucking. With one hand Max dug into his pants pocket and fingered the blue barrette he’d found in the cushion of the bench after he’d noticed that it was missing from Gwen’s hair that day when he got back with the parts to fix the rustbucket. That missing barrette was the first clue he had that something had happened that afternoon, another was the way Ben and Gwen started acting toward each other. On the surface nothing had changed but he’d noticed the way the two of them started looking at each other and the gestures they’d exchange when they thought he couldn’t see. It wasn’t long before he noticed other things too, like the way their clothes would be rumpled wen they got back from their walks, or the cum stains on Gwen’s panties. And of course there was the surveillance video from the rustbucket showing the whole scene of Ben and Gwen’s first fuck in living color and sound.

Thinking about the video made Max think of the fact that he’d have more than enough time to watch it through twice if he got the chili started right away. He turned to watch the sway of Gwen’s hips again and felt his cock start to rise along with the smile on his face and he tried to shift his thoughts away from what Gwen and Ben were about to do in case his granddaughter turned around and noticed the way he was watching that wonderful ass of hers. His mind wandered back to Gwen’s snack earlier and he grimaced as he thought about it. “Cold sauerkraut and strawberry ice cream,” he muttered to himself. “I haven’t heard of a combination like that since . . . since. Oh my,” Max said as his eyes opened wide in comprehension. “It looks like this summer has turned out even more productive than I thought it would be.”

“In fact,” Max thought as he turned to get one more look at Gwen’s bouncing ass and he adjusted his Hawaien shirt, “if things work out it won’t be too long before my cock joins Ben’s in that tight little cunt of hers.”

When Gwen arrived at the abandoned cabin she could tell that Ben had used his time to try and make things more comfortable for the two of them. Dust still coated the floor and every other surface in the cabin’s only room, but Ben had somehow managed to pull the mattress off the dilapidated bed and turned it over on the floor so the worst of the stains were hidden. The mattress still smelled of mold, but at least the smell was dim enough that Gwen could ignore the smell as she sat down on the lumpy pad.

“So Gwen,” Ben said as he sat down next to her and gave her a lopsided smile, “why did you want me to come here without changing into one of my alien forms? Normally I would have changed into one of my aliens and searched the area to make sure we had some privacy, but tonight we can’t be sure because you told me not to change.”

“I can take care of the surveillance,” Gwen said, pulling out her spell book and leafing through the pages until she reached the one she wanted. Her voice took on the reverb it always did when she was casting a spell but Ben didn’t notice anything out of the ordinary except that his redheaded cousin closed her eyes as she turned her head from side to side several times before she nodded in satisfaction and opened her green eyes again. “We’re fine Ben, the closest person to us right now is Grandpa Max, and he’s back at the rustbucket. The closest person after him is over five miles away so we have all the privacy we want.”

“Good,” Ben said with a nod. “But I still want to know why you didn’t want me to change. I hope it wasn’t because you wanted to try out a new spell.”

“Ben, I’ve used this spell before,” Gwen pointed out. “The reason I wanted you to come here without changing is because I want you to turn into a particular alien form.”

“Oh,” Ben said with a crooked grin and a quick wink, “it’s going to be one of those nights. So, who do you want to try this time? Four Arms? Upgrade? XLR8? Wild Mutt? Wait, I know, Ditto, I remember how much you liked having both of your nipples sucked at the same time you were fucked and sucking cock.”

“No Ben,” Gwen said as Ben started dialing the watch, “it’s not going to be one of those nights. While maybe it will later, but first there’s something I need to know and I think one of your aliens can tell me what I want to know. Besides, even though your aliens make for an interesting change every once in a while I still prefer you and your normal cock when it comes to fucking.”

“Ok,” Ben said slowly, “in that case who do you want me to change into?”

“I want you to change into Horn Dog,” Gwen said.

“Horn Dog?” Ben practically yelled, “are you crazy? The one and only time I changed into Horn Dog we ended up fucking each other crazy before we realized what we were doing.”

“I remember, Ben,” Gwen said, giving her cousin a broad smile. “But you have to remember that while you were changing into Horn Dog I was casting a lust spell at the same time. From what you told me about your powers as Horn Dog I suspect that his senses are hypersensitive and he was overwhelmed by my lust as well as his own. As Horn Dog your senses went into overdrive from all the lust in the rustbucket and you were feeding it back to me at the same time with your pheromones and ultrasonics and that’s why we ended up fucking like crazy. Without the spell I think you’ll be able to stay in control as Horn Dog, and with your heightened senses you should be able to tell me what I want to know. And if I’m wrong and we end up fucking like bunnies I won’t regret it any more than I did the first time we fucked – or all the times we’ve fucked over the past month.”

“If that’s what you want, Gwen,” Ben said as he adjusted the watch until the plunger popped up, ready for activation. He hesitated for a second with his hand held over the plunger but when he looked at Gwen she nodded at her and he slapped it down. Ben felt the power of the omnitrix run through his body as he shifted from his ten year old human form to the adult form of Horn Dog.

When the change was done Ben took a deep breath and held it before releasing it in relief. “You were right Gwen,” Ben told his cousin, he saw the redhead sigh but he wasn’t sure if it was in relief or frustration. “I can smell how horny you are and I still want to fuck you, but without your lust spell I’m able to control my own desires and instincts. So, what do you want to know?”

“First,” Gwen said, tapping her fingertips together in front of her chest, “you mentioned that there was a smell you noticed just before our mutual lust overwhelmed you. After you changed back you said that you couldn’t remember what the smell was or what it meant. Now I want you to try thinking back and see what you can remember about it.”

“Ok,” Ben said, suppressing the purr that threatened to emerge from his chest as he tried to think back to a month earlier. “I remember.”

“What was it Ben?” Gwen asked impatiently when her brown haired cousin didn’t say anything more.

“The scent,” Ben said slowly, “now I know why I wanted to warn you. You were fertile, but how is that possible? You told me yourself that you haven’t even had your first period yet.”

“And I still haven’t,” Gwen said with a sigh, “but a girl’s first fertile period is two weeks before her first period. Ben, what do you smell now?”

Ben gave his cousin a puzzled look as he sniffed the air and slowly moved closer to her, sniffing even more intensely as he moved closer until he was just a few inches from her body before he backed off. “Well,” he said slowly in his rumbling baritone, “you don’t smell fertile. But the only word I get doesn’t make any sense, maybe it’s an alien term that doesn’t translate.”

“What is the term, Ben?” Gwen demanded.

“Gravid,” Ben said. “Does it mean anything to you?” he asked with a shrug of his well toned alien shoulders.

“Yes,” Gwen said with a sigh as she plopped back on the mattress they were both sitting on. “It’s not an alien term, Ben, it’s English. It’s another way of saying I’m pregnant.”

“Pregnant?” Ben said slowly after what he hoped was only few seconds of silence when he realized he’d been staring at a spot on the ceiling after Gwen gave him the news. “Are you sure?”

“I am now,” Gwen said with a weak grin. “I’ve suspected the truth for a few days now, ever since I woke up sick to my stomach four days ago. Then I noticed that my breasts were feeling real sensitive and even ached a little bit. And finally there was the craving I had this afternoon. Thinking back on it now I can’t believe that I actually wanted sauerkraut and strawberry ice-cream, but even now I find myself craving it all over again.”

“I’m sorry Gwen,” Ben said, sliding closer to his cousin’s prone body and starting to purr in an effort to comfort her as he reached out to stroke her body. “I didn’t mean to knock you up.”

“I know that you dimwit,” Gwen said, “but it’s not really your fault, or at least not just your fault. Don’t forget, I wanted you to cum inside me, and I certainly didn’t stop you from fucking me over the past month. If anything I encouraged you to fuck me because I enjoyed it just as much as you did.”

“So, what are we going to do now?” Ben asked as he ran his hands over Gwen’s stomach as he sent ultrasonic pulses through the pads on his palms and fingertips. “I mean, we can’t just walk into a clinic and ask for an abortion can we?”

“Not without permission,” Gwen said, “but then I don’t want to get an abortion anyway.”

“What do you mean you don’t want an abortion?” Ben asked. “What else are we going to do?”

“I’m not sure if you’ll understand this,” Gwen said slowly, “but even though I didn’t want or expect this pregnancy, now that I know your baby – our baby – is growing in my belly I don’t want to lose it.”

“I think I might actually understand what you’re saying,” Ben said as he slid his hands along Gwen’s belly, “especially since I can see the baby right now.”

“How is that possible?” Gwen asked as she watched Ben’s roaming hands.

“The ultrasonic pulses from my hands are working like an ultrasound,” Ben said. “Somehow my mind is able to interpret what the pulses tell me and I can actually see the baby growing in your womb. There’s not much to see right now, not much more than a pulsing lump of flesh, but it’s the most beautiful thing I’ve ever seen.”

“I wish I could see it,” Gwen sighed. “You know we’ll have to tell Grandpa Max the truth. I think if we tell him the truth he’ll find a way to help us.”

“Maybe,” Ben admitted. “The way he’s been looking at us lately I can’t help but wonder if he suspects the truth already.”

“I don’t see how he could,” Gwen said thoughtfully, “but somehow I think you’re right.”

“That’s something to deal with later,” Ben said, “right now I can’t help thinking how much I want to fuck that pregnant pussy of yours.”

“And I want to be fucked,” Gwen said, giving Ben an encouraging smile. “Do you have any idea how horny a girl gets when she’s pregnant? All those hormones running through my body are driving me crazy with fuck lust and I can hardly wait to get your cock slamming in and out of my wet hungry cunt.”

“Why wait?” Ben said as he got to his feet and started searching for the fastenings on his suit. As Gwen got up from the mattress to remove her own clothes as quickly as she could. Before Ben could figure out how to remove his clothes he heard a familiar beeping sound and looked down to see the omnitrix flashing red just before he felt his body shift back into it’s human form.

“That change didn’t last long,” Ben said as he started stripping out of his clothes and crawled onto the mattress next to Gwen.

“Not that short,” Gwen said with a gasp as Ben reached for her closest tit. Now that he was actually looking at them he realized that his cousin’s tits were larger than they were a month earlier. “After I told you I was pregnant you were so shocked you stared off into space more than five minutes before you recovered enough to say or do anything. So, are you still in shock? Or are you ready to fuck me as hard as I want you to?”

“Oh, I’m ready,” Ben said indicating his erect penis. “But I wouldn’t mind a little extra help to make sure I’m ready for your pregnant cunt.”

“And back at the rustbucket you promised to eat my pussy,” Gwen reminded her cousin, “so let’s do both at the same time.”

“Sure thing,” Ben said, he started to shift around so he could straddle Gwen and reach her slit but she stopped him and straddled his body first.

“Sorry Ben,” Gwen said as she lowered her pussy to his mouth while she gripped his cock in her hand, “but I want to try something different this time. I’ve heard of girls being on top and I thought I’d give it a try.”

“Whatever you want,” Ben said with a grin before he stuck his tongue out to lick the juices dripping out of Gwen’s nearly bald slit before he tickled her erect clit with the tip.

Gwen’s body shuddered with pleasure as Ben’s tongue teased her clit before diving into her cunt for more juice. “Ben,” she said as she slid her hand up and down his hard six inch prick, “I’ve been meaning to ask you something. How is it that you have a six inch cock when you’re only ten years old?”

“I was hoping you wouldn’t think to ask that question,” Ben said as he took his mouth away from his cousin’s pussy and replaced it with his fingers so he could speak. “Several months ago I noticed that my cock was starting to grow larger and faster than anyone else in my gym class. When I asked my father about it he told me he didn’t think I really had anything to worry about but he set up a doctors appointment for me just to be sure.”

“And what did the doctor say?” Gwen asked as her cunt clamped tight around the fingers Ben had shoved all the way into her fuck tunnel. She could feel her stomach starting to cramp at her approaching orgasm.

“He told me that I was going through early puberty,” Ben said, “the doctor used some kind of medical term but it comes down to early puberty. He said that he could reverse the process, but since I was only developing a couple years early he didn’t think it was that big a problem if I wanted to let things go the way they were. He said most people wouldn’t even realize I was going through early puberty since the biggest change was the way my penis was developing.”

“I’ve heard of early puberty,” Gwen said thoughtfully as she continued to stroke Ben’s cock, “in fact a friend of mine has the same problem – if you want to call it that – but in her case her breasts developed to the point that they’re 36C’s.”

“I’d like to see that,” Ben said with a groan as Gwen’s body shook and quivered through its first orgasm.

“I think that can be arranged,” Gwen said with a gasp as her body relaxed and her pussy released Ben’s fingers so he could start moving them in and out of her juicy slit again. “In fact, if you’re interested she may even be willing to let you fuck her too.”

“That sounds like fun,” Ben sighed, “but right now it’s you’re pussy I want to fuck. Do you still want to try being on top?”

“I sure do,” Gwen said as she pulled her cunt off Ben’s invading fingers and swung around so she was sitting on her cousin’s stomach so his erect cock bounced against her ass as she looked down at his face. “Are you ready?”

“Go for it, Gwen,” Ben said as he raised his arms to pinch her erect nipples. “So, how long before milk starts dripping out of your tits?”

“Several months,” Gwen moaned as she raised her ass up until Ben’s cock bobbed under her slit. “My belly will probably stick out this far before you can squeeze the first drop of milk out of my breasts. In fact my tits will have to grow a lot before you can do it.”

“I know,” Ben said with a silly grin on his face as Gwen eased the head of his cock into her pussy and slowly sat down until the whole shaft was swallowed by her tight juicy pussy as her clit rubbed against Ben’s sparse pubic hair.

“Fuck me, Gwen, fuck me,” Ben screamed as his redheaded cousin slid her cunt up and down his prick, rubbing her clit against his pubic hair at the bottom of every stroke. “Oh God, Gwen, your pussy feels so good when it’s wrapped around my cock like this.”

“And your prick feels so good as it fucks in and out of my cunt like this,” Gwen gasped as her stomach started to flutter with the sexual energy that flowed up from her cunt as it gripped Ben’s cock as he lifted his ass off the mattress to meet her slit every time she slammed her ass down like she was trying to shove it through Ben and the mattress. Gwen could feel Ben’s balls dancing against her ass and felt her cousin’s prick growing larger in her pussy and knew Ben was ready to cum even before he announced it.

“I’m going to cum,” Ben screamed as he grabbed Gwen by the hips and held her tight as he shot his load deep in her cunt. Even as his cum hit the back of Gwen’s fuck tunnel Ben felt his cousin’s body go stiff as she screamed that she was cumming right along with him.

“You are such a great fuck, Gwen,” Ben said as he kissed her, sticking his tongue down her throat. “How did you know about fucking like that? I mean with the girl on top like that.”

“Just something I read about,” Gwen said as she moved down to Ben’s crotch and sucked it into her mouth to clean it off. “I’ve read about a few other things I’d like to try too, and I think you’d like as much as I will.”

“What sort of things?” Ben asked, he could feel his penis starting to harden as Gwen licked him clean but he tried to ignore it because he knew they wouldn’t have time for another fuck before they returned to the campsite.

“There’s something called doggie style, and there’s the spoon, and side by side,” Gwen said thoughtfully after she spit Ben’s clean prick out of her mouth. “The one I’d really like to try is something we can’t do on our own.”

“And what is that?” Ben asked, obviously curious as he started to pull his clothes on.

“It’s called double penetration or DP,” Gwen said, “I’m especially interested in something called a fuck sandwich where one guy fucks you in the cunt while another one fucks you in the ass.”

“Actually Gwen, we can do a DP on our own,” Ben pointed out. “All I have to do is change into Ditto and then two of us can fuck you at the same time.”

“Yeah, I guess that would work,” Gwen admitted reluctantly as she pulled on her own clothes, pulling her blue t-shirt with the cat head image she adjusted the it so that her erect nipples stuck out on either side of the cat head. “But I’d rather fuck you in your human form which means we’ll need another guy to supply the other cock. So I guess it’s just a dream.”

“For now,” Ben said as he held the cabin door open for Gwen, giving her ass a quick pat as she walked past him.