Ben 10 Porn Story: Ben 10 and the New Alien Chapter 6

Chapter 6

Gwen threaded her way through the occupied tables in the cafeteria until she reached one of the smaller empty tables. She sat down and looked at the dingy paint on the wall just a few feet away and wondered how long it had been since the school was painted. Grandpa Max had told her and Ben about when the school was first built when their fathers attended it back when it was a high school and she wondered if her father had stared at the same wall back when it had a fresh coat of paint.

“Hi Gwen,” a girl said as she stepped up to the other side of the table and set her tray down on the table. “Mind if I join you?”

“Mind it?” Gwen said with a smile as her best friend sat down across from her, “I’ve been looking forward to seeing you after being away all summer, Jane. What was your summer like?”

“Same old same old,” Jane said with a sigh as she looked at her lunch tray. Unlike Gwen Jane wasn’t trying to hide her tits with bulky clothes, in fact she barely passed the school’s lose dress code the way that it hugged her oversize breasts and left her belly bare to her waist. “How about you? How was that road trip you took with your cousin and grandpa?”

“It was great,” Gwen said with a broad smile as she slipped a hand down to her own belly to pat the bulge under her sweater. “Even better than I ever expected.”

“Really?” Jane asked as she reached for the salt and almost put her 36C tits in her potatoes and gravy. “What made it so great?”

“Seeing the country,” Gwen said hesitantly without taking her eyes off her friend’s cleavage, “meeting relatives I didn’t know I had, getting to know my cousin and grandpa.”

“Come on Gwen, give me more details,” Jane said as she looked dejectedly at her food. “What made your summer so great. Come on Gwen, you know you can trust me.”

“You make it sound like I have something to hide,” Gwen said as she brushed a few crumbs off her bulky sweater.

“I didn’t say that,” Jane said with a chuckle, “but now that you mention it – You were never one to emphasize your attributes, but you never went out of your way to hide them either. So, what’s with the bulky sweater?”

Gwen took a quick nervous look around to make sure that no one was near enough to hear her before she leaned forward to whisper to her friend. “Keep this under your hat for now, but I’m pregnant.”

“You’re kidding,” Jane said as her eyes tracked down her friend’s body until they seemed to burn a hole through the material hiding her belly bulge.

“No I’m not,” Gwen hissed, gesturing for Jane to keep her voice down as she looked around to see if anyone had noticed her friend’s outburst.

“Sorry Gwen,” Jane said in a softer voice once she was sure no one had noticed her earlier outburst. “Damn, I was sure I’d get pregnant before you, especially since I’ve been having periods for three years already. But my parents know that along with my early development I gained a sex drive that makes me super horny so they’ve always made sure I don’t have a chance to actually do anything.”

“Come on, Jane,” Gwen said, “your parents can’t keep their eyes on you all the time.”

“No they can’t,” Jane sighed, “but even the guys who seem interested when I first come on to them lose interest as soon as they realize how young I really am.”

“Really?” Gwen said, “in that case I may know someone who would be interested.”

“Great,” Jane said, almost jumping around in her chair with enough energy to make her shoulder length brown hair bounce around wildly. “Who is it? When can I meet him? Is it the guy who knocked you up?”

“Shh,” Gwen hissed as she looked around the room again, this time she could see a couple heads turned their way and she looked away before they realized that she’d noticed. “Keep it down Jane. Look, why don’t we finish our lunches and then go for a walk, somewhere where we can talk without attracting attention.”

“Sounds good to me,” Jane said happily as she rushed to finish her food as quickly as she could. “Hurry up, Gwen. I have a lot of questions to ask you as soon as you finish your lunch.”

“Right,” Gwen said as she rushed to catch up with her friend. The truth was she was looking forward to telling someone about her and Ben and she was sure she could trust Jane with the truth. Besides, she’d told Ben about Jane earlier in the summer and she was pretty sure her cousin would enjoy fucking the brunet as much as the other girl would enjoy the chance to finally lose her virginity. In fact – unless she was totally missing the point – it sounded like her friend might even want Ben to knock her up too.

Once they finished their meals and bused their trays the two girls left the cafeteria and headed outside. Gwen couldn’t help but notice that several of the boys watched Jane with a dreamy look on their faces while just as many girls watched her with undisguised hatred on their faces. Without saying anything the two of them headed toward the football field where they found a couple seats in the bleachers where no one could overhear them and they could see anyone before they came close enough to overhear their conversation.

“Ok Gwen,” Jane said even as they were sitting down on the bleachers, “give it up, who knocked you up? And don’t tell me you were raped, I know you’re too good at karate to let someone get the drop on you, at least not long enough that they can have their way with you before you recover from your original surprise.”

“I told Grandpa Max no one would believe that story,” Gwen sighed. “I’m still trying to figure out how my parents bought it.”

“Stop beating around the bush, Gwen,” Jane said impatiently. “Who’s the daddy?”

“My cousin Ben,” Gwen admitted after a quick glance around to make sure no one was close enough to hear them. “The first time we fucked was an accident, but we enjoyed it so much that we started fucking a least once a day after that.”

“Gwen,” Jane said with a frown, “how do you end up fucking someone by accident?”

Gwen hesitated before answering this time, she couldn’t tell her friend about Ben and his aliens – that wasn’t her secret to give out to just anyone – but she did trust Jane enough to tell her about her magic. “Here’s how,” Gwen said as she pulled her spell book out of it’s hiding place in her sweater sleeve. “I learned real magic over the summer and I flubbed a spell I was casting when Ben and I were the only ones in the RV.”

“Are you joking?” Jane asked as she gaped at her friend. “No, I can see that you’re telling me the truth. What kind of spell did you cast to get that kind of reaction?”

“I was trying to cast a love spell,” Gwen said as she stuffed her spell book back in her sleeve, “one that would make the person I cast it on so enthralled with me that they wouldn’t want to hurt me – at least not as long as the spell was in affect. But I made two mistakes with the spell when I cast it, instead of targeting the spell I made it an area of affect, and instead of a love spell I made it a lust spell. Both Ben and I were caught in the spell and by the time it wore off we were no longer virgins and we were both hooked on fucking.”

“I wish I had your kind of bad luck,” Jane sighed. “Do you think Ben will be interested in fucking me?”

“I think so,” Gwen said slowly. “I know I mentioned you to him at least once during the summer because you both have that early puberty thing, but I didn’t actually mention your name so you should probably give me a chance to bring it up again before we spring you on him. But I’m sure Ben will be happy to fuck you once I bring it up.”

“Just how far along are you anyway,” Jane asked. “I can’t tell how big you are under that bulky sweater you’re wearing.”

“About three months,” Gwen said as she raised her sweater and shirt up far enough so her friend could see the bulge of her stomach. “Ben knocked me up during my first fertile cycle so I never had a period and it’s hard to be sure of the timing, but I started having morning sickness about two weeks after our first fuck. Then I started getting the cravings – both sexual and food – and started noticing the sudden growth spurt in my tits. By the time I realized I really was pregnant our Grandpa Max had put the clues together too.”

“Does your grandfather know who knocked you up?” Jane asked as she stared at Gwen’s belly.

“He sure does,” Gwen said with a chuckle. “He knew something was up as soon as Ben and I started sneaking off to fuck. He put the clues together even faster than I did, but didn’t say anything about his suspicions until Ben and I admitted the truth. That’s when he joined in the fun and I spent the rest of the summer fucking two or more cocks a day. By the way, don’t tell Ben about the or more part, he doesn’t know about that yet.”

“Do you think that will be a problem?” Jane asked, still staring at Gwen’s bare belly.

“Not if he starts fucking you,” Gwen said as she watched her friend’s hands twitch as she held them at her side. “You can touch it if you want.”

“I can?” Jane asked moving her hands to Gwen’s exposed belly before her friend could change her mind.

“What I wouldn’t give to be in your place,” the brunet sighed as she stroked Gwen’s pregnant bulge.

“If things work out you will be,” Gwen said with a soft moan as her friend’s stroking fingers went straight to her tits and cunt so that her nipples popped erect in her bra and her slit turned her panties into s soggy mess.

“Good,” Jane said as she slid one of her hands down toward the waist band of Gwen’s white pants before the other girl grabbed her wrist to stop her.

“Jane, as much as I’d like to do it with you,” Gwen said with a slight blush, “we are a little exposed out here. If we do anything here we’ll be spotted for sure.”

“I guess you’re right,” Jane said with a sigh as she removed her hands and Gwen pulled her shirt and sweater back in place. “So when and where can we do something?”

“I’m suppose to meet Ben after school,” Gwen said after a slight hesitation. “From what he was saying this morning I got the impression that he found someplace for us to fuck. In that case I’m sure he’d be willing to share the secret with you and all three of us can use the secret room or whatever it is that he’s found. It would probably be best if we planned to meet before school tomorrow morning. Do you still have the same cell number? In that case I’ll give you a call after I meet with Ben and we can plan a time and place for our meeting.”

“In that case I’ll look forward to tomorrow morning,” Jane said with a broad smile, “because I can’t wait to lose my fuckin cherry.”

“I’ll do what I can,” Gwen promised, “but you do know that most of what you want depends on Ben and how far he’s willing to go with you. By the way Jane, I keep wondering, if your parents are so strict with you, how is it that you’re able to wear such revealing clothes to school?”

“I don’t,” Jane said with a self-conscious shrug. “When I leave home in the morning and get back in the afternoon I’m wearing the most conservative clothes I can find in my closet. But when I get to school I pull out the slutiest clothes I can hide in my backpack or locker a slip into the nearest restroom so I can slide into them for the rest of the school day. Of course if things work out I may be wearing something as bulky as your sweater before the end of the school year.”

“I hope you get your wish then,” Gwen said as she cocked her head to listen to the first bell. “We better hurry or we’ll be late for class. I’ll call you later and see you in the morning.”

* * * * * * * * * * *

“Ben, where are you,” Gwen hissed angrily as she back and forth in the area between the north wall of the gym and the bleachers. She could hear several other students playing basketball on the other side of the folded benches so she tried to keep her voice down even as she tried to find her cousin.

“Pst, up here Gwen,” Ben’s distorted voice came from above her and see looked up to see Greymatter’s yellow eyes peering down at her. “Hold on, I’ll be right down.”

Gwen watched as Ben’s miniature alien body crawled out from the slats of the folded bleachers and he used the suction cups on his small hands and feet to crawl down until he could look at her eye to eye. “What are you doing Ben?” Gwen asked as she put her hands on her hips and leaned forward to glare at her cousin.

“Just putting the final touches on the security system for our meeting place,” Ben said as he hopped onto Gwen’s shoulder and pulled the neck of her sweater and t-shirt out so he could slip into them. “Just follow my directions and we’ll have all the privacy we need to fuck in no time.”

“Ok then,” Gwen said slowly as Ben settled himself under her shirt so he stood on her belly and held onto her tits for balance, “where do I go?”

“Just walk straight ahead until you get to the narrow hall about the middle of the wall,” Ben said in his odd Greymatter voice.

“So how did you find this place anyway, Ben?” Gwen said as she followed the narrow gap between the wall and the folded bleachers. “And how do you know we’re going to have privacy?”

“I’m surprised, Gwen,” Ben said happily as he pushed his cousin’s bra up so he could reach her nipples. “You’re the geek of the family, you should have figured out about this room before I did.”

“Stop gloating and tell me about the room,” Gwen with a groan of pleasure as Ben squeezed her left nipple with one hand and sucked on the other one.

“You remember what Grandpa Max told us about this school?” Ben asked. “Especially what he told us about the gym and the bleachers?”

“He told us it was originally the high school for the district,” Gwen said thoughtfully as she spotted the narrow hall Ben had told her about just ahead. “It was suppose to be pretty high tech for its time. I think he said the bleachers for the gym were motorized so they could be extended and retracted automatically.”

“That’s right,” Ben said as he continued to play with Gwen’s tits at the same time that he massaged her swollen belly with his feet. “But the schools budget didn’t include any money for maintenance or upgrades on the equipment so after a few years the whole system just died and the school decided it would cost too much repair the equipment and just left it to rot away. While, it took me a while but I managed to find the old control room for the bleachers. When I found it it looked like no one had been there for several years so I cleaned it out and refurnished it so we’d have a nice place to fuck. After that I set up a security system so make sure that we’d be able to keep the place all to ourselves even if someone did remember the room was there.”

“What is this incredible security system you created,” Gwen asked as she slipped into the short tunnel and made her way down it as Ben continued to play with her tits while he massaged her swollen belly with his feet. “And where did you get the parts to make it?”

“The security system is just a magnetic lock hooked up to combination genetic scanner and key pad,” Ben said, taking his mouth off Gwen’s nipple so he could talk. “I salvaged all the parts from the control rooms old equipment – well, Greymatter salvaged and built the lock, scanner, and keypad.”

“Is this the keypad you’re referring to?” Gwen asked when she reached the door at the end of the short corridor.

“That’s it,” Ben said, turning his head to look.

“So what’s the code?” Gwen asked as her finger hovered over the numeric keypad.

“It’s our birth date,” Ben said. “Easy to remember, but with the genetic scanner only you and I can use it.”

“So what happens when you’re in alien form?” Gwen asked as she punched in the proper code so the door beeped and then popped open.

“The scanner is actually tied into the Omnitrix, so whatever form I’m in the scanner recognizes it,” Ben said as Gwen pulled the door open and stepped into the small room beyond it.
As much as she hated to admit it Gwen was impressed with what she found in the former control room. Even though the room was small there was more than enough room for the queen size mattress on the floor as well as a couple cushioned chairs.

“Looks nice Ben,” Gwen admitted with a rueful grin, “but do we really need a queen size mattress if it’s just the two of us fucking?”

“Well I did have a couple other people in mind,” Ben said as he gave Gwen’s left tit an extra hard squeeze to make her nipple pop out even further in his grasp.

“Really?” Gwen said with a smile as she looked down at the strange pupils of Greymatter’s yellow eyes. “And just who did you have in mind?”

Before Ben could answer the Omnitrix started giving off its countdown signal and Ben jumped off Gwen’s swollen belly to slide out the bottom of his cousin’s sweater and shirt (pausing just long enough to give her pregnant stomach a quick kiss). As soon as he hit the floor Ben stepped away from his Gwen’s feet and then changed back into his human form in the usual flash of red light. When Gwen could see again Ben was standing before her in his favorite t-shirt and brown slacks.

“So, who else did you have in mind Ben?” Gwen asked again as Ben looked down at his feet as he shifted them around nervously.

“Well, there’s grandpa of course,” Ben said. “After all, he’s been fucking you for most of the summer and it doesn’t seem fair to cut him off now – especially since he bought the mattress and helped me get it here.”

“That makes sense,” Gwen admitted with a grin as Ben continued to look down at his feet. “But I think you have someone else in mind too – don’t you?”

“Yeah I do,” Ben said finally looking up from his feet to see how Gwen was going to react as he continued. “I’ve been thinking about that friend you told me about earlier in the summer. The girl you said developed puberty early – like me.”

“I do remember mentioning something about Jane during the summer,” Gwen teased, grinning at the hopeful look on Ben’s face as she spoke.

“Jane?” Ben said in surprise, “Jane the slut?”

“You take that back Ben Tennyson,” Gwen snapped at her cousin.

“But that’s what everyone calls her,” Ben whined as he backed away from Gwen’s angry glare. “I mean the way she dresses and acts – and I’ve heard that she’s begged more than one guy to fuck her.”

“But no one has fucked her yet,” Gwen pointed out as her face shifted from a glare to a grin. “So she isn’t a slut – at least not yet. I talked to Jane at lunch today and I can tell you that she’s horny as hell and jealous of me because I’m already pregnant and she hasn’t even lost her cherry yet. Ben, I told her about you and me and she wants to fuck you as much as you want to fuck her.”

“Really,” Ben asked with a grin that almost swallowed his face. Gwen could see the bulge in his brown pants as he thought about fucking her friend. “Are you sure Jane wants me to fuck her?”

“I’m sure,” Gwen said with a nod, “in fact, she would have been here right now if I’d known how much you wanted to fuck her. “But I didn’t know. Besides, if she was here I’d have to share your cock with her, and after going a week without a single fuck I’m too horny to share you.”

“I was wondering when we’d get down to business,” Ben said with a big grin as he pulled his shirt off over his head. “If we’re going to fuck shouldn’t you be getting out of your clothes?”

“I will,” Gwen said with a mischievous smile, “I just wanted to wait until I had your attention before I took off my sweater.”

“Well you have my attention now geek,” Ben said with a broad grin of his own, “so why don’t you show me what’s under that sweater?”

“Just this,” Gwen said, lifting her sweater over her head while keeping her t-shirt in place where it clung to the bulge of her belly.

Gwen grinned at the glazed look on Ben’s face as he looked at her and his cock grew between his legs until it stuck straight out like an iron rod. “Is that,” Ben said as he reached out to touch his cousin’s stomach just under the hem where her bulge made a gap between her shirt and her pants.

“Your handy-work?” Gwen teased as she reached out to run her fingers along the length of Ben’s cock. “It sure is, dweeb.”

“I know that,” Ben said with a big grin as he ran his hands under her shirt to caress her stomach. “I was wondering about the shirt. Is that the same shirt you were wearing the day we . . .”

“Fucked for the first time,” Gwen finished as she knelt down to lick her cousin’s hard shaft. “It sure is. I won’t be able to wear it much longer the way my belly is growing with our baby, but I thought it would be safe enough to wear it under my bulky sweater, and I thought you’d like to see it one more time before I put it away until after the baby’s born.”

“I like it,” Ben said as he grabbed the hem and lifted the blue on blue shirt up over Gwen’s head as she raised her arms so he could do it. “But I like seeing you with it off even more.”

“Good,” Gwen said as she got to her feet removing her bra as she stood and then sliding her pants and panties down to the floor. She kicked her shoes off as she made her way to the mattress and dropped onto the queen size pad naked except for her socks. “Fuck me Ben,” the redhead begged as scooted back on the mattress and opened her legs and arms for her cousin as he followed her. “It’s been a week since we fucked Ben,” Gwen said as Ben stroked her slit with his fingers and tickled her erect clit. “I want your cock in me, and I want it now. I want to feel your cum shooting in my pussy and I want to dream about all the babies we’re going to make together.”

“I love the way you think Gwen,” Ben said as he crawled up his cousin’s body until the head of his cock rubbed against her sopping pussy lips. It’s been a week for me too, and I’m so fucking horny I can’t wait to get my cock into your geeky little body. Is it just me or is your pussy hair getting thicker?”

“I can’t really see it with my belly in the way,” Gwen said with a gasp as Ben sucked on her tits and rolled his tongue over her nipples, sending a jolt of sexual energy straight to her creaming cunt. “But I think I am getting hairier. I don’t know if it’s because I’m at the age when my pubic hair starts growing like this, or if it’s because of all the hormones running through my body with the pregnancy.”

“I don’t care why it’s growing,” Ben said as he ran his fingers through the stiff curly hairs between Gween’s thighs, “I like it.”

“Good,” Gwen groaned as Ben shifted his hips a little more and pushed the head of his cock between her pussy lips. “Oh God,” she muttered as Ben slid into her fuck tunnel, “I’ve missed this so much. I don’t want to go this long without fucking ever again.”

“Neither do I,” Ben grunted as his cock bottomed out against Gwen’s cervix and his cousin’s fingernails bit into his back as she held him tight and locked her legs behind his quivering ass. “I want to fuck you forever.”

“We can dream can’t we,” Gwen moaned as Ben slid in and out of her pussy, twisting his hips the way Grandpa Max had taught him to give her as much pleasure as he could. That was one thing she loved about her dweeby cousin, he always tried to give her as much pleasure as possible, of course the fact that he got as much pleasure out of fucking as she did didn’t hurt either. She could already feel the pressure building up in her belly, just behind where the baby was pushing her stomach out to meet Ben’s stomach as her cousin bounced up and down on her pregnant body.

“I’m going to cum Gwen,” Ben said through gritted teeth as he tried to hold back his orgasm until she had hers. “Your cunt feels so good I can’t hold it.”

“Just a little longer Ben,” Gwen begged as she felt her own orgasm building in her cunt, “I’m almost there.”

“I’m trying,” Ben grunted as he tried to slow his pace as his cum filled balls bounced off his cousin’s ass and her slit quivered around his shaft. “I can’t do it, Gwen, “I’m cumming.”

“So am I, Ben,” Gwen screamed as her cunt spasmed and held his spraying cock deep in her body exploded with pleasure.

“Oh God Ben,” Gwen said as the two cousin’s lay naked on the mattress, “I think that was the best fuck we had since . . .”

“Since the first time we fucked,” Ben finished with a blissful grin on his face as he reached over to tickle Gwen’s tits. “If I wasn’t too horny to do it I’d suggest waiting a week between fucks more often.”

“You’re right,” Gwen said, “I don’t think I could take going that long without a fuck again. It felt so good fucking again after going so long without your cock in my cunt, but I’d rather fuck every day than once a week.”

“You got that right,” Ben said with a chuckle.

“So Ben,” Gwen said with a groan as she got to her feet and started looking for her clothes, “do you think you can be here early tomorrow?”

“Sure,” Ben said with a shrug as he got up from the mattress and started hunting for his own clothes, he smiled to himself when he glanced at his cousin and saw his cum running down her thighs as she pulled her panties on. “But what’s so important about tomorrow morning?”

“I told Jane that if you were interested in fucking her than we’d meet here at school in the morning. “You are interested in popping her cherry and knocking her up like you did me, right?”

“Well yeah,” Ben said with another smile as he thought about slamming his six inch cock into the brunette as she begged him to knock her up. “The only thing I’d like better is if I fucked you too.”

“If you’re up to two fucks in a row than we’ll do it,” Gwen said with a shiver of pleasure. “In fact if you’re up to two fucks than why don’t we do it before and after school.”

“Sounds like a challenge,” Ben said with a pleased grin as his head popped up through the neck hole of his shirt. “And I never turn down a challenge.”

“Good,” Gwen said as she settled her sweater over her stomach to hide her bulge. “By the way, can you give me a ride home?”

“Sure thing,” Ben said as he glanced down at the green face of the Omnitrix, “the watch is all charged up and ready to go so here comes the XLR8 express.”