Ben 10 Porn Story: A Much Bigger Problem

Ben 10 Porn Story: A Much Bigger Problem

This is the first story I’ve written, so I’d love some feedback.

It is my own continuation of “A Small Problem” (I did not write that story)

Depending on it’s reviews I may write a follow up.

               Ben closed the bathroom door behind him. He wandered into the motel’s kitchenette and turned on the sink. He removed his shirt and with a wet cloth he washed off as much of Gwen’s cum that he could, in his human form it wasn’t nearly as much as he thought when he was Grey Matter. He turned off the water and dried himself off, changing into a new shirt.

                Inside the bathroom Gwen was still on the shower floor panting. Catching her breath she grabbed the guard rail and pulled herself back onto her feet. Never before had she experienced such explosive sexual arousal. She turned the shower back on and cleaned off the mixture of sweat and cum from her body. When she finished and started drying off her mind began to wander, she reimagined Ben, fully nude on top of her, caressing and stroking her body, sucking on her little nipples, squeezing her tits and ass and sliding his cock deep into her welcoming pussy and fucking her senseless. Gwen suddenly noticed she had dropped the towel and her fingers were sliding over her aching pussy, she quickly stopped herself, she didn’t need to clean herself up again. There had to be a way for her dream to become a reality, but would Ben ever let her? Gwen was trying to think of how to convince Ben as she reached for her clothes, then she stopped and retracted her arm with a devilish grin.

                Back in the main room Ben was lying on the bed and had turned on the crumby movie again. He was only watching TV to distract himself, because when he heard the shower running he started picturing Gwen’s soapy naked body, her hairless cunt and dripping breasts. Just then the bathroom door creaked open, steam escaped into the rest of the motel room and in the door way stood Gwen with nothing but a white cotton towel wrapped around her chest. Ben’s eyes were immediately glued to Gwen. He studied her young, slim and glistening legs following them to the bottom of the towel which just barely covered the shaved pussy that he knew was underneath. Ben could feel his dick starting to rise. His eyes traveled higher to her breasts which he knew so well he could see perfectly as if the towel wasn’t even there, since only minutes ago he was pressed between them. Then he looked a little higher to see a smirk on Gwen’s face; Ben quickly returned his focus onto the television.

                “It’s working”, Gwen thought to herself, “I’m still wearing the robe and he’s already drooling all over me. Time for step two.” Gwen walked over to the dresser beside the bed so that she was still in sight of Ben; she opened her suit case that was located on top of it and thought for a moment as she looked at its contents. Out of the corner of her eye she saw Ben look at her and quickly turn away. Then with one swift movement she took off the towel and threw it away. Ben’s head snapped towards Gwen drawing in her beautiful body, her developing breasts and her sculpted, tight ass. “Gwen! You do realize I’m in the room!” Ben moved across the bed pretending to be in disgust, but actually grabbing a handful of blanket to try to cover up his erection; this did not go unnoticed by Gwen. “Oh relax Ben. I think after what we just did this shouldn’t be a problem.” Gwen dropped the shirt she had grabbed from her suitcase and bent over to pick it up. Ben’s semi quickly became a full raging hard on as Gwen’s ass stuck out towards his face and her glistening pussy became visible. Automatically dirty ideas starting racing through his mind, he thought of reaching out and touching her ass, rubbing his hands across the cheeks squeezing them, stroking her pussy with his fingers and even sticking in his raging cock and fucking her right there. But then Gwen stood back up and put on her shirt, which clung to her figure as if it wasn’t there, perfectly matching her curves and only just hiding her pussy from sight.

                Gwen stretched yawning so her shirt was raised just enough for Ben to see the start of her wet pussy. “Wow it’s getting late,” Gwen said, “I guess we should be getting to bed, Grandpa Max did say we might have an early start.” So she turned off the lights so only her bedside table lamp was on and got under the covers with Ben. For a while they just lied in bed pretending to watch the movie while really both of them were thinking dirty thoughts, both wondering how to proceed. Gwen was the one to break the silence, “aren’t you going to take off your pants before you fall asleep?” “No, I think it’s better if I sleep with them on.” Ben quickly replied. “Oh, when will you grow up?” Gwen turned towards Ben shimmied towards the foot of the bed, under the covers and placed her hands onto Ben’s pants, who stayed completely still not knowing what to do. Gwen slowly removed the belt buckle, pushed the pants together undoing the top button. She pulled down the zipper and then grabbed onto each pant leg and pulled his pants completely off. As soon as it was free from it felt prison Ben’s erect, six inch cock sprang forward poking out of his boxers. “Well, well. What do we have here?” Gwen suddenly removed his boxers and grabbed his hot prick with her hands. She started stroking it, took her tongue and licked it from base to tip and then engulfed the entire thing. Sealing her lips around his cock she bobbed her head up and down, applying extra pressure at the tip. “Gwen…” she stopped and replied “yes?” “That feels amazing… keep going.” Satisfied she went back to work swirling her tongue around the tip, fondling his balls with her hands and shoving his cock into the back of her throat. She continued giving Ben a blowjob, alternating pressure and pausing to kiss and lick his dick and sucking on his balls, Ben moaning with pleasure the whole time. Gwen noticed in her mouth, that Ben’s cock was even longer than Grey Matter and much thicker, she couldn’t wait to have in inside her, she felt a little bit of cum seeping out of her soaking pussy. It didn’t take very long for Ben’s blue balls to want to empty. Gwen was sucking the full length again when she heard Ben say “Gwen… I think I’m gonna cum.” She shoved all of his cock in her mouth as it swelled and exploded inside her. Ben shot load after load of cum down Gwen’s throat until he was done. Gwen sucked up and swallowed every drop she could and then remerged from the covers.

                “Gwen that was amazing,” Ben panted. “Well we could do more…” “Like what?” Gwen sighed with annoyance “didn’t you learn anything in sex-ed dweeb?” “Really?” he asked finally catching on, “Are you sure?” Gwen bit her lip in though, “Yes, definitely. I want that inside me.” “But, it’s no longer hard” “There’s more we can do well we wait for that.”

                Gwen threw the sheet of the bed, and pulled her top off, once again revealing her small, yet perky breasts. She then lied back down and spread her legs, “well don’t just sit there doofus, eat me out.” Ben didn’t need to be told twice, he leaned over and stated kissing Gwen, his tongue twisting around hers. With his left hand he groped her left tit, squeezing and rubbing it. He broke away from her mouth and started sucking on her left bud causing Gwen to let out a quite moan, he pinched her left nipple between his thumb and index finger and then slid his hand down her stomach to her dripping pussy and starting rubbing her slit and clitoris, until he slipped his finger inside. Ben slowly fingered Gwen as he sucked on her left breast. “Mmm… Ben that feels so good.” Ben released Gwen’s tit and slid down to the foot of the bed. With his hand he separated her lips and proceeded to lap up as much of her juices as he possibly could. Then he allowed his tongue to penetrate and explore around Gwen’s pussy as she started to moan louder and more frequently, as Ben’s tongue sent sudden waves of pleasure through her body. Next he cupped his mouth around her pussy lips and started sucking applying pressure as his tongue continued flick within Gwen. Gwen started to moan even louder occasionally letting out a high pitched squeak; Ben’s had started to rise again. He doubled his tongue’s pace and moved his mouth around. “Ohhh… Ben!” Gwen yelled out “oh my god! Fucking eat my pussy” she placed her hand on Ben’s head pushing it closer to her cunt and she started moving her hips making her crotch grind against his face. “Ben! Ben! I’m going to c-… I’m going to cu- cum!” Gwen’s warm juices started pouring out of her pussy, running down Ben’s mouth and gin as she held it in place. With nowhere else to go he started sucking and licking up her cum. Gwen’s grip finally loosened and Ben was able to pull away and sit up.

                “Oh… Ben” Gwen said panting “that was amazing. But I still want more. And it looks like you’re finally ready to give it to me,” she said nodding towards his fully erect and throbbing pole. “You fucking bet I’m ready,” Ben replied, removing his shirt and then grabbed her legs, spreading them apart giving him clear access to her aching pussy. “I hope you’re ready to have your brains fucked out,” he said with excitement lining he cock up with her snatch. “Oh I am” “Good” With that he thrusted inside her causing her to scream out in a mix of pain and joy. Ben continued to pump in and out of Gwen watching her little boobs bounce back and forth in unison to his movements and listening to Gwen’s cry of pleasure every time he thrust back inside her. Gwen felt wave after wave of pleasure pulse through her body as Ben’s huge cock pounded her pussy. “Oooh fuck me harder! Harder Ben!” Ben obliged increasing his pace and the depth of his penetration, allowing her snacth to engulf his entire cock. Gwen’s screams got even higher. “How do you like that? Is that hard enough for you?” “Yes! Oh God yes!” “Do you like taking my fat dick in you tight little cunt? “Yes” “Are you a little whore?” “Yes! Yes! I’m a dirty little slut! Just keep fucking me Ben!” Ben loved the dirty talk, he loved the power he had over Gwen and Gwen didn’t mind the abuse, she even liked it a little, just as long as Ben just kept fucking her. Gwen wrapped her legs around Ben’s back to pull his cock even farther in; she also started to move her hips in the same rhythm as Ben to increase the force of his thrusts.  “Oh God! I think I’m gonna cum again!” “Then cum bitch, don’t hold back” For a the third time that night Gwen’s cum spewed all over Ben, this time pouring around his dick as it pumped in and out of her, and dripping down onto his balls. When she had finished climaxing Ben pulled out.

                “What are you doing? Don’t stop you’re still hard. Come on, keep fucking me!” “Oh, I will,” Ben said standing up “but first you’ve gotta clean this off.” Gwen jumped up and swung her legs around so her face was right in front of Ben’s cock which was dripping with her cum. She opened wide and Ben thrust his prick in her mouth and she started sucking and swallowing her own cum, she reached the base and sealed her lips around his dick to get off every drop, then she lowered her head and started sucking on his balls to clean them off. “Good. Now get on all fours,” Ben demanded.  Gwen scrambled onto her hands and knees; Ben climbed onto the bed and sat on his knees behind Gwen. Once again he lined his dick up with her pussy, and then he grabbed her by the waist and pushed his dick inside her.

                Ben began to pound Gwen’s pussy, this time with a much better access and was able to penetrate even further. Gwen was moaning even louder still, trying to keep her balance as Ben fucked her cunt from behind. Beads of sweat were starting to roll down Ben’s forehead and back, as he increased his speed. He looked down and watched how Gwen’s ass jiggled every time he slammed back into her. “Come on Ben… talk dirty to me again,” Gwen begged between heavy breaths. Ben decided to up the ante. He slowed down for a bit as he readjusted his hands so that his left one was grasping Gwen’s shoulder. He raised his right hand and without warning slapped Gwen’s ass. Gwen’s head snapped backwards as she screamed out in pleasure. “Do you like that?” Ben slapped her ass again. “Yes!” He slapped it a third time. “Do you deserve this? Do you need to be punished?” He slapped it a fourth time, his hand was starting to leave a red mark. “Yes! I’m a dirty little slut who needs to be punished” For the fifth time Ben’s hand came down on her ass but this time it didn’t leave, instead he grabbed her plump ass check and gave it a squeeze. He returned his hands to their original position and picked his pace back up slamming into Gwen. Gwen was still maintaining her loud screams, but her voice was becoming noticeably hoarser. Ben was extremely turned on by the fact he had made Gwen scream that much. But he himself wanted to cum, and soon.

                “Come on Gwen! I can’t do this all by myself!” he yelled thrusting even harder. Gwen thought for a second, which was considerably hard with Ben’s giant cock ramming into her, but then finally moving her legs closer together making her pussy cling tighter to Ben’s dick. “God,” Ben grunted, “that’s so much fucking tighter! Good fucking thinking!” “Just… keep… fucking me” Gwen said, her voice now hoarse from screaming. Ben leaned over her back and started fondling one of her bouncing boobs; it didn’t take Gwen much to reach her fourth climax of the night. As her cum dripped around his cock again he returned to just fucking her.  Ben started to feel his dick throb and his body tense up. “Gwen, I’m about to cum!” “Pull out then! We don’t have any condoms on!” Ben pulled out just in time as his body erupted and a shot of cum flew out of his member spraying all over Gwen’s back and ass, but then he grabbed the base of his cock to stop the flow.

                “Get on your knees, on the floor” Gwen obeyed. Then Ben walked in front of her and started stroking his throbbing pole. Knowing what was coming Gwen opened her mouth as Ben’s giant load spewed out of his cock. A load hit her in the face, some got in her hair and the rest splattered all of her tits. Gwen swallowed the load in her mouth and then used her tongue to clean up whatever she could reach. Next she leaned forward and slurped out all remaining drops of Ben’s hot jizz that remained in his cock and all of hers that was still around it. Ben pulled her up by the arm and started sucking off his own jizz from her tits, then the two of them starting kiss swapping each other’s cum in their mouths.

                Together the two of them collapsed on the bed, panting and sweating. “Holy shit that was amazing” Ben said out of breath. “I know, I almost wonder why we haven’t thought of this before.” “Even if you did I wouldn’t have fucked you until four months ago,” Ben replied shifting over to make room for Gwen, “when you started to develop those nice tits.” Gwen was too exhausted to snap back even though she knew better than anybody that her breasts started growing six months ago. Instead she grabbed the blanket from the floor, laid down next to Ben, threw the blanket over them and said, “We’ll have to do this more often.” “Defiantly,” Ben replied rolling over so his dick was right up against Gwen’s ass. Then with a sigh, the two of them drifted off to sleep.

 

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