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It’s not Gwen’s very first time with alien shape… but looks like it’s her very first time in the butt!

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Hentai Picture: It’s not Gwen’s very first time with alien shape… but looks like it’s her very first time in the butt!
It strains credulity, but these daffy supereminent doodled Ben 10 protagonists are down with worlds about dissolute Saturnalias, they are not as lily white as you speculated when you watch them over TV… Lusty bitch from Ben 10 is too willing to participate in this hardest pussy pumping action in her entire lifetime… Undoubtedly, wine, candies and a big cock in her mouth and cunt is all Gwen craves!

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Ben 10 Porn Story: Small Problem

Ben 10 Porn Story: Small Problem


This was quite the treat for them, to be staying in a motel instead of the back of the Winnebago. Ben and Gwen sat at the table of the vehicle waiting for Grandpa Max to return. “A night without your snoring.” Gwen said with a dreamy smile on her face. “Bliss.”  “Me snore? You’re the one that goes off like a chainsaw every night.” Ben snapped right back. Gwen glared and frowned at him.  “As if doofus. Why do you think I like camping outside? It’s the only quiet I get.”  “Why do you think I like you camping outside? It’s the only peace that I get.”

“That’s enough you two.” Max’s voice interrupted the two of them. He stepped into the Winnebago and tossed a room key onto the table. Gwen snatched it up before Ben could even blink. “You’re in room 7.”  “Uh, grandpa, where’s my key?” Ben asked. He didn’t like the way that the events were playing out. Max looked at the two of them.  “We have a tight budget, you two are sharing a room.”  “GRANDPA!!!” Both kids yelled in unison with twin tones of shock and disapointment.  “For goodness sake you two, you’ve been sleeping in the same room for weeks. Surely you can survive another night.”  “Don’t bet on it.” Ben muttered under his breath. He had been looking forward to a comfortable hotel room all of his own. Now he had to share one with his geeky cousin. If he went Heatblast during the night and cooked his cousin then he wouldn’t be to blame.

Things went from bad to worse for them when they arrived at room 7. Gwen was the who opened to door and was the first to discover the problem first. “Grandpa.” She yelled angrily. Max, in the room next door, poked his head out and looked at the two of them. “There’s only one bed.” She demanded. Ben poked his head into the room and saw, with dismay, that she was right. There was only one double bed.  “The best I could do.” Max muttered. “There weren’t any rooms with single beds in them. It won’t kill you to share something for once.” “Don’t bet on it.” Gwen muttered. She stomped her way into the room. Ben sighed and shook his head. This was going to be a long night.

*********

Some time later.

“Check and mate. Again.” Gwen muttered as she shifted her bishop into place and snatched Ben’s rook. Ben pouted and turned away from her.  “This stupid game is boring anyway.” He shuffled to the end of the bed and clicked on the small TV that sat on top of a cabinet. There wasn’t much on but it was much better than playing chess with his smart-aleck cousin. “It’s not stupid. Chess has been played for centuries, from kings to commoners. It teaches logic and strategic thinking. The best thing considering what you like to do as a hobby.” She indicated the Omnitrix on is wrist. “Perhaps a little strategy instead of rushing in, waving your fists all the time, would help things a little. Less bruises and smashed buildings.”  “You just have to go and geek everything up don’t you? Even going hero and kicking alien butt.” He switched the channel on the TV, there was some black and white movie on, boring, but better than the talk shows on the other side.

Gwen shook her head. He was just hopeless. She wrinkled her nose. “I’m going to get a shower. Just because you like the wallow in your own stink doesn’t mean I do.” She marched of to the bathroom and Ben heard the lock click half a second later.

Ben looked at the door for a minute, a sly smile spreading across his face. He’d show her for talking down to him. She might have a big head but she didn’t need to rub his face in it. He never could resist a practical joke.

Ben activated the omnitrix. It’s small panel lit up with the alien green light he knew so well. “Time to Ghostfreak you out.” He said with a little giggle. He slammed his palm down on the watch and was blinded for half a second by the green light. He felt his body shifting and changing. The light faded and he instantly knew something was wrong. He didn’t have that weird disembodied feeling he usually had with Ghostfreak and everything in the room had grown a hundred times larger. He looked down at himself and sighed. “Grey matter.” He said with disapointment. “I wanted scary, not scarcely seen.” He chuckled at his own joke. “Still, when life gives you lemons and all…” he rushed to a small air vent on the floor, it led through to the bathroom. He could hear the sounds of the shower running. “Someone of my size could cause a little chaos to the plumbing I suppose.” He slid himself into the vent and ran through to the other side. The vent was an obstacle course of dust balls and even a live cockroach. “So much for cleanliness and hygiene laws.” He muttered in annoyance. He squeezed through to the other side of the vent and into the bathroom before the roach decided to work on it’s instincts or discovering if he was a food, threat, or a mate. He didn’t feel like fighting, getting eaten by, or humped by, a roach half his size.

The bathroom was hot and steamy, full to the brim with thick humid air. His alien form had never felt more comfortable. Made sense, him being a frog-like species warm and moist environments would naturally agree with him. “Time for a little fun.” He muttered and laughed to himself. He rushed up to the edge of the shower. It was a stand alone cubicle with a curtain to allow privacy. All the plumbing would be under the small plastic square that a person would stand on while cleaning themselves. He would have to get under stand to cause Gwen a little trouble.

Crawling under the shower curtain he stayed in the corner, where he could stay relatively dry from the shower rain. Ben glanced left and right, looking for a way down and under the shower so he could play with the plumbing. A blob of soapy foam crashed down right next to him and he looked up angrily. His already large eyes widened as he stared at his naked cousin.

Gwen was rubbing her body with thick lather over her developing breasts. Small, like a couple of apples, but present and noticeable. She had some sexy curves beginning to develop around her hips. She had a very nice body under those boyish clothes she always wore. From his tiny position the best view he had was between her legs. Her pussy looked so tight and young. There was a fine layer of hair covering it, she was turning into quite the young woman now.

Gwen’s hands cleaned the soap from her body. Her hands rubbed over her breasts and she bit her lip gently as she pinched her nipples.  I do believe she’s sexually arousing herself. Ben thought, the intelligence of Grey matter provided the words that he barely understood.  Gwen worked a hand lower to between her legs, keeping the other massaging her breast and pinching her rapidly hardening nipple between her fingers. Her eyes were closed and her breathing deep with soft moans. Her fingers strayed over her pussy lips, rubbing them gently, teasing her clit between two fingers. Slowly she slid her middle digit into her tight hole. She had to lean a hand against the wall to hold herself up. She sped up, pumping her digit in and out of herself slowly building up speed.

Ben was mesmerized by the sight in front of him, he couldn’t take his eyes of the giant masturbating Gwen. His tiny alien body was reacting, he could feel a bulge begin to press against the cloth of his black and white suit. He glanced down quickly and took in the sight of a raging hard-on, begging to be freed from it’s cloth prison. The bulge was barely half an inch n size but on a six inch tall alien that would probably be a decent size.

Gwen’s head flopped forward. She looked ready to fall to her knees any second. For half a second her eyes opened just a fraction. She caught sight of Grey Matter and they snapped open wide. “BBEEEEEEEEEEEEEEEEENNNNNNNNNNN!!!” She screamed with ultimate rage. Ben tried to run but she was too quick. She grabbed him in her fist and lifted him right up to her face. “WHAT THE HELL DO YOU THINK YOU’RE DOING YOU PERVERTED FREAK.”

Ben had to grab the sides of is head to protect himself from her screams. “Easy Gwen, please. You’re going to deafen me.”  “I’ll do more than that.” She growled. She tightened her fist. Ben yelled and wriggled as the crushing pressure built up over is whole body.  “I was just going to mess with the plumbing a little. It was just a joke.” He yelled out very quickly while he still had breath in his body. “but it’s your fault, you distracted me.”  Gwen froze, her grip loosened and Ben could breath again. “How much did you see?”

Ben’s expressions turned very sly, Gwen didn’t like it. “I wandered in while you were lathering up those lovely breasts.”  Despite her shock and anger, Gwen did notice that her cousin had actually given her a compliment on her looks. Maybe it was because she had the ability to crush him like a bug at that moment, but she took the compliment all the same. “You…you really think they’re lovely?” She had always been slightly embarrassed with her body, that was the reason she kept it hidden under tomboy clothing.


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Ben and Gwen love some home banging

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