Ben 10 Porn Story: bens girls 3

Laying on his back on his bed Ben looked up at the ceiling in apparent thought while his right hand was occupied by tossing a rubber ball against the wall and receiving it repeatedly. A lot has been on his mind lately since the ‘love making’ spell Charmcaster laid on him during their ‘frenzy’, the first being on how to undo the spell if there a way to actually do that, another would be whether or not to keep it.

‘I actually kind like this, but it’s wrong on sooo many levels. I mean it’s not enough that I cheated on my girlfriend with someone else but now this automated sex charm I have now turns nearly every girl I meet into crazed sexfreaks. Sigh, I have thought about this too much, I need someone to talk to about this.’ He thought then facepalmed thinking it a bad idea to reveal to anyone about this little escapade of his.

“It’s all Charmcaster’s fault, is that even her real name?” He said to himself in a bored tone as he threw the ball again. ‘You love Julie, don’t you?’ A little voice of his conscience said to him, he nodded and caught the ball. ‘After what I did she probably won’t anymore, I mean it’s not like I can control or turn off this weird spell. I’m royally screwed if they all snap out of it and look at me like a perverted monster.’

‘Now you’re being melodramatic, whether or not the spell will wear off or break doesn’t matter, just enjoy it while you can. I bet Julie is kinky enough to want you to keep it anyway, and if Charmcaster is right then so would Gwen.’

“Romance my own cousin? Now I know I’m going crazy.” He said to himself.

‘You know you love her, you’re just too scared to tell her that and hear her answer. Besides, you’ve already gone far beyond the limits so might as well have a little fun.’

Ben was quiet for a moment then slowly shrugged. “Well in for a penny, out for a pound I guess.” He sighed to himself once again letting the fact that the charm would do anything it wanted regardless of he wanted. He put his left to his chin in mischievous thought of how many girls he did know.

“Well there’s Julie, maybe CC anytime she reappears, Helen I think, Elena, and Gwen.” He said the last part sighing in blissful thought of how his escapade with his redheaded powerhouse of a cousin would go. He then shut his eyes for a quick daydream though unaware that his door opened and someone walked in.

“Ah Gwen, if I don’t tell her now then maybe never and what happens will happen.” He said to himself with his eyes closed until a familiar voice broke him out of his thoughts.

“Tell me what, Ben?”

Ben opened his eyes in alarm and looked to see Gwen herself standing in front of his bed with her arms behind her back and a curious yet innocent look on her face. She was wearing her usual attire of a red long sleeve shirt with tight fitting jeans and a black vest as well as having her hair tied in a long ponytail.

“G’ah Gwen! Hey! Uh didn’t see you there….soo.. how are things?” Ben said stuttering in stupor as panic was in his mind at the moment. He was pretty sure she heard him and now she’s going to want an answer, the bad thing is that she could never fall for any of Ben’s lies. Another would be since she’s this close then the charm would activate.

“Peachy, I just walked in and heard you talking to yourself, everything okay?” She said in a concerned tone as she sat down on the bed with him.

Ben could honestly say that he can’t look at her in the same light anymore, right now she was having an effect on him simply be being this close and the spell itself afflicts him as much as whoever he’s with.

“Yeah, just fine, nothing to worry about, Gwenny.” He said scratching the back of his head nervously.

Gwen simply cocked an eyebrow and got up from the bed. “Ookay, well come on or you’ll be late for the trip to the waterfalls. Grandma Verdona said she’d take us there, it’s the place we met her in, you know.”

“Oh uh right, Kevin coming too?” He said getting up as well whilst something very noticeable was shown on Ben.

“No, he said he’s going to go modify his car some more, so he’ll be out for…the…..day….uh..” She trailed off when her eyes looked down below Ben’s chest and awkward silence followed as she stared at it.

“Uh Gwen? What were you saying?” Ben looked questioningly at her and looked down to what she was staring at, Ben’s eyes went wide with embarrassed surprise.

He had a massive erection creating a tent from his boxers, it could never be unnoticed by Gwen.

Ben didn’t notice and he was too shocked to say anything, but Gwen had a light blush on her face as she looked at his tented boxers, then after a few seconds of more awkward silence she cleared her throat catching his attention to snap out of their little trance.

“Well I should go get dressed then, be outside in an hour. Grandpa and Grandma are coming by with the Rustbucket.” She instructed still a light red color to her cheeks as she turned around and walked to the door. Before she opened the door Gwen’s head turned to the side to cast a look at Ben.

“Ben? Do you think I should go with a black two-piece swimsuit or a white one?” She asked not knowing what brought out the question in the first place.

Ben then noticed a soft eerie pink glow in her pupils indicating the charm had already taken effect.

“Uh I would say the black one, it brings out your hair more.” He answered honestly, Gwen nodded and blushed a bit at the compliment and left the room.

Now looking down at his erection he sighed miserably. “That was embarrassing, bad timing for a hard on, but either way it looked like she’s under the effect now. Maybe it was her powers instead?” He said to himself then shook that off remembering that she asked which swimsuit option she should wear, it was a simple question, but he knew better.

‘If it can’t be helped then I should enjoy it I guess, I just hope this doesn’t crash and burn on me one day.’ He thought before going to his closet to rummage through his camping and swimming wear.

Little more than an hour later…

They arrived at the camp site about an hour after they left the house, Ben and Gwen didn’t say anything to each other the entire trip, probably out of awkwardness between after Gwen witnessed his arousal.

She may have been quiet, but the charm did indeed take effect on her and she is indeed planning a little something for her cousin later on today.

Ben came out of the Rustbucket clad in his swimming shorts and a towel draped over his left shoulder, he stood outside waiting for his Grandparents and Gwen to finish changing. Leaning against the wall of the RV in boredom he waited until he heard the door open and stepped out a version of Gwen he thought he would never see.

“What do you think?” She asked smiling as she came into view appearing to wear a barely visible black thong accompanied with a same color top piece that barely covered her breasts at all and it didn’t have any shoulder straps. Gwen’s hair was even done differently, it was styled like a ponytail to the left side leaving her a slender mane of hair draping down over her shoulder. Very graceful and gorgeous, she paralyzed Ben with her look.

Ben’s mouth was agape with awe as he struggled to say something without looking ridiculous.

“I take it from your frozen face that I look good. Try not to drool too much, Ben.” She said smirking and walking the lake nearby to start swimming.

“Wow.” He said to himself now thinking that letting the magic do its work is a good idea.

His grandparents came out of the RV lifting some of the camping equipment out in to the opening.

“Need any help? I could go Humongasaur and take the heavy stuff off you.” Ben suggested pointing to his watch.

“No, that’s okay, Ben. Just go swim and have some fun, I may be old but I’m still spry.” Max grunted lugging the barbeque grill to the right spot.

“Sure thing, Grandpa.” Ben turned around and was about to head down to the lake as well until Verdona placed a hand on his shoulder. “What’s up, Granny?”

“First off, don’t call me ‘Granny’, secondly keep an eye on her. I think something strange has affected Gwen.” She stated suspiciously.

Ben mentally gulped; he didn’t expect Verdona to be catching on to Gwen’s sudden change in attitude.

“Yeah, I will, but it might be nothing, you know, maybe hormones?” Ben suggested shrugging as he left the opening and headed down to the lake.

“Hormones don’t always make an innocent girl dress in a slutty swimsuit, but keep an eye out anyway. It could be because her mana has been tampered with by another supernatural force, it happens every now and then, you know. You just make sure she doesn’t go too crazy or anything.” Verdona said giving a stern yet motherly smile.

“Don’t worry I’ll keep a real close watch on her, Granny. See ya.” Ben said walking down to the lake where Gwen was.

‘He called me ‘Granny’ again, I hate when anyone does that. It makes me feel so old.‘ She mentally said pouting. Suddenly a light pink glow that wasn’t mana lit up in her eyes. A fuzzy warm feeling spread throughout her whole body making her knees feel weak and her sensitive parts more sensitive.

“Oh my, what am I…feeling? Oohh…” She said to himself as heat and elation overcame her body and suddenly her hands unknowingly went to the area between her legs and began stroking her clitoris through the fabric. ‘What am I doing? Ooohh why do I feel like this?‘

“Almost finished with preparations, Verdona, do you need to sit on one of the lounge chairs now?” Max asked setting one down near the shade.

She slowly turned her head and smiled shaking her head. “That’s quite all right, dear. I think I will just go for a walk in the woods and pick out some of the flowers that remind me of the old days.”

“Okay, I’ll be waiting here then, I know you’re not here for long until you go traveling again, but let’s make this day memorable for Ben and Gwen.” Max said smiling genuinely.

Verdona nodded and started walking to a certain area in the woods. ‘Memorable,hmmm.’

Where Ben and Gwen was at…

Deep in the neck of the woods where the waterfall lake is where Gwen is at, she went on ahead of him and Ben slowly came upon the clearing and saw her already getting in to the water.

She sat on the edge of one of the flat rocks and let her ankles get into the water, she didn’t notice Ben yet and maybe she did and decided to tease him at the moment.

Gwen scooped her hands into the lake to scoop up some water and let fall onto her chest which was sticking out while her back was arched.

“Holy…, I think I better watch this first.” Ben said to himself and picked a spot behind a tree nearing the lake; he got a good view and hid himself from her for now. ‘Does she know I’m here or is she teasing me?’

He got his answer when she turned her body so that Ben got a perfect view of her front body and then she unclasped her bra. The thin piece of clothing came off instantly and fell into the water, her long still dry hair hung to one side on her left shoulder revealing her supple teenage breasts in all their glory.

‘Gwen’s tits! Wow, I never thought I would see her of all people naked. This is so perverted to do, but I sure as Hell can’t help it. I just want to go up to her and-‘ Ben stopped in mid-thought when she did something else on her little show that shut him up.

She laid back on the grassy ground intentionally exposing her slender topless upper body, she placed one arm behind her head and used the other to grab a small bottle of skin lotion she brought with her.

Using her unoccupied hand she flipped open the cap and positioned the bottle over her abdomen and squirted some of the creamy skin lotion over her chest and dropped the bottle on the ground.

Taking her both her hands now and placed them over her lotion covered breasts to lightly grab each mound with her hands then rubbed her fingers to smear the cream all around.

Ben was getting aroused at seeing her fondle her lotion covered tits and already his swim shorts felt tighter. He looked down and noticed the erection formed tent of his shorts show up again, but then he looked back over at Gwen who was now doing something incredibly arousing.

Gwen picked her right breast mound and craned her neck so that her pink lips made contact with her nipple then she opened her mouth and flicked her tongue to lick the areola and nipple at the same time.

‘Holy crap!’ Ben thought unable to tear himself away from this.

The warm wet tongue of hers licked around the nipple in a smooth circle and she closed her lips on it as she was now making a suckling noise, she was suckling her own breast while her other hand was squeezing and rubbing her other breast.

“Mmmmm.” She moaned then released her mouth from it and looked into a spot of the woods to say something. “Well Ben? Are you going to join me or not? It’s getting lonely here.” She said in a sultry tone with bedroom eyes.

‘She did know I was here. Well screw watching!’ He thought with burning desire and walked quickly out of the hiding spot up to Gwen’s laid back form.

They both looked in to the eyes of other and felt something click, a connection, a bond, even a mutually desired lust for the other that has been dormant for awhile now.

Ben leaned down to her now red face and right then and there they both immediately knew what the other was thinking; ‘I love you. I always have.’

Ben captured her wet pink lips with his with an energetic lustrous hunger and Gwen reciprocated by wrapping her arms around his neck to become closer physically.

He could feel her lotion bathed tits against his chest increasing his arousal and lust for this woman, he had one hand behind her head pushing her deeper into the kiss to the point where he was literally sucking her tongue in. His other hand reached down to her other part of the swimsuit and slowly peeled away her black thong little by little till it reached the end of her ankles.

With a yank her thong was off and into the water of the lake behind them, Gwen’s own hands went from behind his back to the rear of his swim shorts and gradually peeled them off until they were off entirely thus revealing his erect member to her once more.

She broke the kiss reluctantly and looked directly at him with a hungry and dreamy expression on her face. “Ben, should we do this? It will change things, you know. Nothing can ever be the same and-“

“I want to, you want to, and we both know we wouldn’t have gone this far without meaning to go farther. I love you , Gwendolyn Tennyson, too much to let anything keep me from you.” Ben interrupted with his heartfelt confession and Gwen simply melted after hearing him say that. She knew he wouldn’t leave her, she just felt she had to ask that if he was unsure in anyway, but now she knows better.

Ben felt her left leg rub up against the side of his buttocks signaling she wanted him to do it now, Ben smirked and lifted himself up so that he could hold her legs apart and aim his hardened member at her moist opening.

He looked at her eyes and noticed her pupils were glowing bright pink like his pupils were currently doing and it was telling him the charm was working in overdrive for them. Probably because they were both so deeply in love with each other, Ben knew this was meant to be.

The tip of his cock reached her entrance and little by little he pushed in causing Gwen to whimper a little bit, she nodded, then with a great forceful push he penetrated her hymen and felt the soft flesh of her walls constrict his member tightly.

“Aaaahh….ooohhh It hurts….ooowww…” She whimpered as her virginity was taken by him, she would have screamed but restrained herself as much as she could in case her Grandparents would hear it and come searching.

Just like how it was with Julie and Charmcaster, Ben decided to silence her by kissing her and letting her moans go quiet while his tongue was playing with her own. Eventually the pain subsided and then waves of immeasurable pleasure replaced it and spread out through her whole body, her pupils glowed with an even brighter pink signaling the charm was multiplying the pleasure he was giving her tenfold.

Ben’s slick member was sliding in and out repeatedly with a feverish vigor, his hips were rising then dropping over and over again increasing the wet fleshy suction her pussy was giving him.

“Ah YES! MORE! MORE!” She hollered out as sexually hungry look displayed on her face.

Ben pounded more and more and wrapped his arms around her back while she grabbed the back of his head, wet slapping sounds were made and being loud as he kept banging teenage snatch of his cousin.

‘It’s so good! So good! I can’t believe it! The charm is making me and her more sensitive to all of it and it’s incredible!” Ben thought as he felt the balls of Gwen’s feet touch his thighs as her ankles crossed and interlocked along the surface of his lower back.

She wrapped her legs around him and it increased the suction drastically.

Out in the woods right in front of the lake area Verdona was watching the scene in complete and utter shock. Her eyes were wide with what she was seeing, but she didn’t want to interrupt or stop them for some reason, maybe it was because it was their moment or something else…

‘Oh dear lord…! Th-they’re having intercourse! My two grandchildren making love to each other..!’ She thought and stood hidden, but as much as she was appalled she couldn’t tear herself away from the scene. ‘Am I actually enjoying watching this..?’

She got her answer when her pupils lit up again with pink glow and suddenly elation and euphoria overcame her nerves. She leaned her back against the tree trunk she was hiding behind and slowly lifted up the hem of her cloak up to her abdomen revealing her slender legs and white underwear.

‘What in heaven’s name am I doing..?‘ She thought unable to resist sticking her right hand down into her underwear to her smooth and moist vulva. Verdona had begun the process of massaging her pussy to the sounds of Ben and Gwen fucking and the thought of Ben himself naked and pounding into increased her arousal even more.

Rubbing two fingers along her clit and using the other fingers to keep rubbing her folds Verdona increased her pace as she heard Gwen moaning even louder.

Wet slapping sounds got louder as Ben’s lower body was bouncing in and out of her wet pussy, the moistness of her folds made his member slick enough to increase his pace as he shoved his cock deep into Gwen’s snatch.

Each time he buried himself to the hilt inside her while his mouth kept her mouth occupied in a steamy make out session.

Ben could feel her climax coming, they had been at it for minutes now and she was at her limit since she her legs wrapped tighter around his back. Finally..

Her legs and arms locked themselves to the maximum of tightness around his back as Gwen hollered out Ben’s name.

“Oooohh BEN! I’m CUMMING!” She cried out in euphoria as Ben himself clenched his teeth and thrusted his member one final time into her Gwen’s wet passage.

“Ooohh GWEN! I’m CUMMING TOO!” He said as he shot out multiple ropes of his semen inside her and kept shooting off causing him to undulate his hips each time.

At the same time Verdona came to her climax as well when she kept thrusting her own fingers into her wet folds while hearing those two scream out their climax, juices kept coating her fingers and eventually her climax subsided.

Filling her womb up entirely Ben’s hips stopped jerking as the last of sperm drained out of him and into Gwendolyn. He collapsed onto her and left both of them panting and sweaty.

Verdona’s feeling of nirvana subsided for now and she got back up and looked at them again.

‘I don’t want to disturb them, they look so happy with each other and I don’t wish to take that away from those two. I have no idea what brought this out in them and me, but maybe I should make my stay a little longer, and maybe I should experience Ben’s youthful energy myself.’ Verdona thought to herself smirking.

Later on Ben and Gwen gathered their clothes and redressed themselves, as they headed out of the lake area and on the path into the camp site they walked hand-in-hand both with happy smiles on their faces.

Ben put a hand to his chin in thought. ‘Now, who’s next? I know, I wonder how my old friend Elena is doing? I wonder how flexible she is, we’ve been friends since we were little, but that doesn’t mean I wasn’t attracted to her.’ He thought smirking as the pink glow lit up in his pupils again.