Ben 10 Porn Story: ben tennyson’s new power ch. 5

Gwen opened her eyes and glanced at the glowing digits on her alarm clock. A half-hour before her alarm was suppose to wake her up to get ready for her first day of school. Waking up ahead of her alarm was nothing new for Gwen, she was always excited to start the first school day every year, but this time it was different. After two months of sleeping in the same bed with Ben and Grandpa Max she was use to waking up to a good hard fuck session. Even better were the nights when she’d sleep with one of their cocks buried in her pregnant pussy.

With a frustrated sigh Gwen reached over to switch off the alarm on her clock, she knew better than to think she’d get back to sleep now. After being home from the road trip with Grandpa and Ben Gwen had her mornings down to a routine. She snapped her covers off with a quick twist of her wrist and looked down at her changing body. At three months the bulge in her belly was getting noticeable – especially if she was naked or wearing something tight – and her breasts had grown almost two sizes since Ben knocked her up.

Gwen sighed with pleasure as she massaged her swollen tits and belly and remembered back to her parents response when she got home and told them that she was pregnant. She still had trouble believing that her parents had actually bought the rape story she and Grandpa Max had concocted during the last two months of the road trip. Even as she and Grandpa told her parents the story it was all she could do to keep a straight face because she knew it was a bald faced lie. To her surprise her parents accepted the story and even hugged and kissed her afterward, telling her that if she wanted to keep the baby when it was born than they’d give her all the help she needed to raise her son or daughter.

As her hand inched down her swollen body to her wet cunt Gwen couldn’t help but think of Ben and how much she missed him and his hard cock. After running her fingers through her dripping pussy Gwen raised them to her mouth and slurped the juice from her digits. Once her fingers were clean Gwen rolled on to her side and opened the drawer of her bedside table far enough to reach in and grabbed her favorite vibrator from her secret cache.

From the light filtering in through her window Gwen was able to find the dildo that Ben had modified for her as a birthday present. She’d tried to ask Ben how he made the modifications but as Ben he couldn’t remember how he did it, and as Greymatter the explanation got so technical she couldn’t understand what he was saying. Still, even if she couldn’t understand how Ben had modified her vibrator she could still enjoy the modifications, and she intended to do that right now. Gwen rolled onto her back and reached down to push the waistband of her pajamas down so she could reach her hungry pussy with her vibrator. The redheaded eleven year old held her slit open with the fingers of her left hand as she slipped her dildo into her dripping tunnel. When Gwen felt had the main shaft as deep as it would go in her hole and knob at the base tight against her engorged clit she turned it on and purred in pleasure as dildo started to expand and contract in her slit.

Gwen let go of the dildo to let it run on automatic as she moved her hands up her belly where she rubbed the bulge where her baby was growing. With a sigh of pleasure as her vibrator shot jolts of pleasure through her body Gwen shifted her hands from her rounding stomach to her growing breasts and massaged the tender mounds until her nipples popped erect against her fingers.

“Oh yeah,” Gwen groaned as she pinched her nipples and bounced her ass up and down on her mattress. Gwen was glad Greymatter’s modifications on her dildo had included an everlasting power source because in the past week she’d put the blue dildo through it’s paces so often that she would have gone through a fortune in batteries by now.

Gwen could feel her orgasm approaching as the blue dildo buzzed and lurched inside her cunt, sending jolts of sexual energy up to her swelling belly where they clashed with the waves of sexual energy from her tits to pool and grow at a spot just behind her growing baby. “Fuck me Ben, fuck me,” the redhead cried through clenched teeth as her back arched as her first orgasm of the day crashed through her body. The vibrator in her pussy went dead as Gwen panted for breath and her muscles relaxed in a pleasant lethargy.

Ben had told her that the dildo stopped after every orgasm as a safety precaution because he didn’t want her to get so caught up in the pleasure of multiple orgasms that she forgot things like eating, sleeping, or even breathing, and even though Gwen understood what he meant she sometimes wondered what it would be like to just turn the dildo on and get lost in the sheer joy of a never ending orgasm. With a sigh Gwen pulled the beautiful blue toy from her twat and licked it clean before she returned it to the drawer.

As she rolled onto her back Gwen thought she felt a little twitch in her belly and she smiled down at the bulge that hid the red fur around her slit. She realized that it was probably just a muscle spasm left over from her orgasm but she decided to pretend it was something else as she placed her hands on her swollen abdomen and stroked her bare skin. “Did you like that baby? Did you like it as much as mommy did? If mommy is this horny every morning than by the time you’re born you will already love fucking as much as she does.

Gwen closed her eyes and grinned as she imagined Ben lying next to her and stroking her belly as he cooed at the baby in her belly. She could just see his cock standing up straight, anxious to slide into her cunny so he could fuck her to another orgasm and shoot another load of cum deep into her fuck tunnel. Even though she’d fucked Grandpa Max and her great Uncle Gary over the summer it was always Ben she thought of when she closed her eyes and Gwen wondered if that meant she was falling in love with her cousin – or maybe it was just his cock she was in love with.

Gwen glanced at her clock again and realized it was time to get up and get ready for school so she slid out of bed and grabbed the clean clothes waiting on the chair next to her bed before she headed for her bathroom. “I wonder if I have time for another orgasm while I take my shower,” Gwen mused after a large yawn, “I hope so because I’m too horny to stop myself.”

After her shower and two more shuddering orgasms Gwen looked at herself in her mirror as she finished getting dressed. In the mirror she could see how her tits and belly had grown over the last three months. Her tits pushed the cartoon cat image of her favorite shirt out well away from her chest, and in spite of the bra she wore her erect nipples made poked out on either side of the cat face on the front of her shirt. And when her eyes moved down her body she noticed that the bulge of her belly pushed the hem of her light blue shirt up far enough to show her belly button before she pulled her shirt down around her baby bulge and then added a light but bulky sweater to hide summer growth.

“Looks pretty silly to me,” Gwen thought as she looked at her image, “but even if people notice my new fashion statement at least it hides the fact that I’m pregnant – at least for a while.”

“Gwen, breakfast is ready,” Gwen’s mother called from the kitchen. “Hurry up or you’ll be late for school.”

“I’m coming mom,” Gwen answered as she added her trademark blue barrette and grabbed her backpack before heading out the door.

“Here you go,” Gwen’s mother said as her redheaded daughter slid into her chair at the breakfast table and she placed her eggs on the table in front of her. “Are you ready for your first day?”

“I’m always ready mom,” Gwen said as took a sip of her orange juice before dipping her toast in her egg yoke and taking a bite.

“I know you are,” Gwen’s mother said, pushing her own red hair back from her face as she spoke, “but things are different this year. Your father and I spoke to the principle at the middle school and told him about your condition.”

“Mom,” Gwen said, dropping her fork with a clatter as her head snapped around to look at her mother as she took a sip of coffee from her favorite mug. “I thought the idea was to keep my pregnancy a secret as long as possible.”

“It is,” the older woman said with a sigh as she set her coffee mug down and crossed her arms under her breasts. “But we had to tell the principle the truth or he wouldn’t let you make other arrangements for your phys ed credit this semester. Your father and I decided it would be better to let one person know the truth in confidence if it meant that you wouldn’t have to take a gym class where the other girls would see you naked with your bulging belly and swelling tits.”

“I guess you’re right,” Gwen sighed as she turned back to her food. “So what am I doing instead of gym class?”

“Principle Olson agreed to give you phys ed credit for your karate lessons,” Gwen’s mother said as she picked up her coffee again. “We also had to tell your karate instructor about your pregnancy and he said that testing for your belt might put too much strain on your pregnancy, but if you’re willing to continue a specialized training program then he’s willing to sign off on school credit for your lessons.”

“Sounds good,” Gwen said between bites. “Is there anything else I should know about?”

“No, that should be it,” her mother said. “But just remember that we will be pulling you out of regular school at the end of the first semester when your belly get too big to deny your pregnancy and we’ll home school you for the rest of the year at that point.”

“I remember,” Gwen said, suppressing the frustrated sigh that threatened to escape her lips, she’d lost count of the times her parents had already mentioned their plans over the past week. “And I promise to be careful so no one notices how my belly is expanding for as long as I can. But you do realize that some people will notice – right?”

“Yes, we know some people will notice,” Gwen’s mother said with a sigh, “and your father and I realize that there are some people you’ll want to tell your secret to, just promise that you won’t tell too many people, ok?”

“I promise,” Gwen said as she finished her breakfast and set her silverware down on her empty plate.

“I’ll take care of your dishes,” Gwen’s mother said as her daughter got up from the table and reached for her dirty things, “you better hurry or you’ll be late.”

“Thanks mom,” Gwen said as she grabbed her backpack and headed for the front door.

Gwen had made about a block down the street when she heard a familiar sound and turned to look behind her to see a blur headed her way just before a blast of compressed air hit her body as XLR8 braked to a stop just a few inches in front of her. “Hi Gwen,” Ben said as the face plate of his helmet rose up with a soft whine to reveal his green reptilian features. “I thought I’d offer you a lift, that way we’ll have a few minutes to talk in private before anyone else gets to school.”

“Sounds good to me,” Gwen said, giving Ben a wide smile before she climbed up on Ben’s back so her belly and tits were flat against her cousin’s body as she wrapped her arms and legs securely around his chest and waist.

“Hang on tight Gwen,” Ben said, giving his cousin’s ass an affectionate pat before he turned to head for school. Even though it was only a few blocks to school Gwen had to close her eyes and mouth against the rush of wind that hit her face. Even sooner than she expected Ben came to a stop and gave her ass another pat to indicate that she should get off his back. Even as Gwen released her arms and legs and dropped to the ground she heard the alarm as the Omnitrex timed out and covered her eyes against the sudden flash of red light as Ben changed back into his human form.

“Perfect timing,” Ben said proudly as he turned to look at his red-haired cousin. “What’s with the new fashion statement?”

“The idea is to hide my pregnancy for a while,” Gwen said. “That’s why I’m wearing the bulky sweater, but just for you I’m wearing something special under the sweater. Here, see for yourself.”

Ben grinned as Gwen raised her sweater so he could see where her belly bulged through the gap between her white stretch top pants and her light blue shirt. “Is that,” Ben said hesitantly, “is that the same shirt?”

“The same shirt I was wearing the first time we fucked and you knocked me up,” Gwen confirmed smiling at the look on Ben’s face before she dropped the hem of her sweater back down. “Enjoying your handywork?”

“I sure am,” Ben said as he stepped closer and put his hand on Gwen’s belly so he could feel the slight bulge through her loose clothing. “Oh God Gwen, I’ve missed you so much.”

“What did you miss most? Me or my tight little pussy?” Gwen asked as she put one arm around her cousin’s shoulders and put the other hand between his legs to feel the bulge of Ben’s erect cock through his pants.

“Both,” Ben said as he slid his hand from Gwen’s belly to her crotch to rub her cunt through her clothes. “Did you miss me or my cock?”

“You bet your fucken ass I missed you and that beautiful prick of yours,” Gwen said as she licked her lips. “Do you have any idea how many times I day I used my dildo during the past week?”

“And do you have any idea how many times I jacked off in the same time?” Ben asked. “But I’ve been working on something that should give us a place to fuck every day after school.”

“That sounds great Ben,” Gwen said, “but where are we going to get the privacy to fuck as much as we want to?”

“It’ll be easier to show you than tell you,” Ben said as he slid his hand under Gwen’s sweater to rub the bare skin of her swollen belly. “Meet me behind the bleachers on the north side of the Gym after school and I’ll show you where we’ll be fucking from now on.”

“Sure, I’ll meet you there,” Gwen said as she slid her hand into Ben’s pants to grasp his hard cock, “but I think we could both use a little release right now. If we hurry I think I’ll have just enough time to give you a blow-job before anyone else gets here and sees us.”

“I love the way you think Gwen,” Ben said, grabbing her chin and turning her face so he could give her a quick kiss.

“Oh no,” Ben said, grabbing Gwen’s wrist as she reached for his belt.

“What’s wrong?” Gwen asked as she and Ben pulled their hands back and she turned to see what Ben was staring at.

“Well well, if it isn’t Ben Ten-ass-son,” the taller of the two boys said as they got close enough for Gwen to recognize the black haired Cash and his plump tag-along partner JT. “Whose your girlfriend Benny boy?”

“Good one Cash,” JT said with a snicker as he pushed his glassed up on his nose.

“Shut up JT,” Ben, Gwen, and Cash all said together.

“Why are you hanging out with a loser like this when you can have a winner like the Cash-meister?” Cash asked as he turned to Gwen and flexed his muscles. “I’m sure you heard about how I saved the president at the Little League world series this summer.

“Not only did I hear about, I was there,” Gwen said as she stepped between Ben and Cash so the bully couldn’t see Ben as he fussed with the still charging Omnitrex, she knew her cousin wouldn’t be able to do anything until his watch recharged – but she knew he’d be trying to do something with it anyway. “Or don’t you remember?”

“I remember,” Cash said, his face turning red as he looked at Gwen.

“Good, than you know that I know the truth about what happened that day,” Gwen said as Cash’s face grew even redder. “And just so you know, Ben isn’t my boyfriend, he’s my cousin. And no one talks about Ben like that but me.”

Cash glanced at JT and seemed to come to a decision as he turned to glare at Gwen. “I’ll do whatever I want,” he snarled, “and there’s no way a girl is going to stop me.”

“This girl is,” Gwen said, taking a defensive stance as Cash closed the gap between them. As Cash approached Ben tried to push Gwen aside to face the bully but Gwen pushed him back. “I can handle this Ben,” Gwen whispered as she forced him back.

When he was close enough Cash balled his fist and threw a punch at Gwen’s face. Gwen dodged the blow and caught the taller boys wrist. Before Cash realized what had happened Gwen yanked on his arm and pulled the boy forward from his already off balance position. As Cash stumbled forward Gwen brought her knee up and planted it firmly in his stomach so his breath escaped from his gaping mouth with a whoosh. Gwen let go of Cash’s arm and watched as he slumped to the ground gasping for breath.

“How dare you do that to Cash,” JT muttered as he glared at Gwen. “I’m not going to let you get away with it.” As JT rushed forward, blind to everything except getting his hands on Gwen to make her pay for embarrassing his friend she stepped back from Cash’s groaning body and pulled her spell book out from the sleeve of her sweater and flipped to a spell she’d marked earlier. Just as JT skirted around Cash’s prone body Gwen uttered the words of her spell in the odd echoing tones her voice always had when she was using her magic. As she finished the spell Gwen gestured toward JT’s legs and there was a sudden rush of wind and the plump boy tripped like he’d hit a wall and fell flat on his face next to his friend.

“Nice one Gwen,” Ben said as he stood next to his cousin and looked down at Cash and JT’s prone bodies.

“I thought so,” Gwen said, giving Ben a quick grin.

“What is going on here?” a new voice asked as a stern faced woman appeared from around the corner of the school building. The woman adjusted her sever suit jacket as she approached the four of them and stopped next to Cash and JT as the two of them scrambled to their feet. “I hope I don’t have to call any of you to my office, there’s nothing I hate more than disciplining students on the first day of school.”

“Nothing like that Principle Olson,” Gwen said innocently as she shifted her position so Ben was behind her as she spoke. “Cash here was just rushing over to see us when he tripped and fell. JT was so close behind him that he couldn’t stop before he tripped over Cash’s body and fell right next to him.”

“Is this true?” Principle Olson asked as she turned to glare at the two boys brushing themselves off.

“No way,” JT started to say before Cash hit him in the stomach with his elbow before he could get any further.

“Everything happened just the way she described it, ma’am,” Cash said with a constant nod of his head.

“Really?” Principal Olson said with a suspicious tone to her voice. “I was warned about the two of you so you can be sure that I’m keeping an eye on you boys. Is that clear Cash? JT?”

“Yes ma’am,” both boys muttered as they gave her a quick nod.

“Well since Gwen spoke up for you I’ll let it go this time, but don’t let it happen again,” Principle Olson said with a dismissive wave of her hand.

“Are you sure you’re alright Miss Tennyson?” Principal Olson asked Gwen after Cash and JT were gone.

“Yes ma’am, I’m fine,” Gwen said quickly.

“If you say so,” Principal Olson said with a frown, “but I want to know if anything happens to you. Is that clear?”

“Yes ma’am,” Gwen sighed. “I promise to let you know if anything happens.”

“Ok,” Principal Olson sighed. “Don’t be late for class you two.”

“No ma’am,” Gwen said as the principal turned to leave.

“Why did you let them off like that Gwen?” Ben asked after the principal was gone.

“I didn’t want to,” Gwen said with a sigh, “but Principal Olson knows about the baby. If she told my parents what happened they’d could get worried about me and decide to pull me out of school early. Then what would happen to our after-school fuck sessions?”

“Good point,” Ben said. “But how did you know Cash would go along with your story?”

“It was that, or let the whole school find out that he and JT were beat up by a girl,” Gwen said with a quick laugh. “Can you think of anything more embarrassing for Cash?”

“Hell no,” Ben said with a quick chuckle. “Too bad we don’t have time for that blow-job now. But at least we still have our after-school fuck session. Just remember to meet me behind the bleachers on the north wall of the gym.”

“I’ll remember,” Gwen promised. “Nothings going to keep me away from your cock after waiting a week to get it back in my pussy.”