"You guys said Helen was what now?" Ben asked as he slurped a smoothie. Rook looked at Ben confused, but did not question the conversation.

"She's in heat, Ben! You're the only one who can go fast enough, whether as Xlr8 or fastrack, to help her out. Come on, men.. she wont sleep, eat, she just keeps running around and rubbing on stuff. She almost burned through my pants earlier, she was going so fast.." Manny, on the other end of the line, said as he watched the Kinecelarian hybrid sprinting around the room that they had currently resided in.

"Helen is like a dog. Who knew." Ben said to himself. Rook looked up, having not heard about the incident with his sisters, he was still friendly with Ben.

"It is quite common for many species of alien to go in to heat. Your alien forms female counterparts, such as humungosaur and wildmutt, go in to heat and require to breed and reproduce." Rook said as he ate a meatball sub. Ben slammed his head down on the table, groaning.

"Ugh.. Gonna have to do this again?" Rook looked up questioningly at Ben's comment.

"What does that mean? I would have been led to believe by many that you have met to still have your virginity.." Rook said confused. Ben looked around wildly before slamming down the omnitrix.

"Nevermind it, I have a girl that needs to breed! Wow, I can smell her from here!" Ben yelled in his XLR8 form, sprinting away from Rook and towards Helen's scent.

He slammed past Manny, tackling a nearly nude Helen to the floor. Immediately, his armor was removed and Ben had Helen pinned against the wall.

"Ew ew ew, let me just leave guys!" Manny ran out of the room with a hand on his mouth.

"Don't worry about him, He's fine! Just fuck me, Tennyson!" She basically screamed as she rubbed herself against his groin. With no hesitation, his cock jumped out and straight to Helens pussy. He slammed in to her, her moand getting louder with each thrust.

"Yes! Fuck yes! Moreee!" She screamed as she felt her orgasm building up. Ben did as well, both of them moaning loudly as they pushed in to one another.

"Fuck! Cumming!"

"Inside! Cum inside me!"

Ben continued slamming in to her, blowing his load deep inside of her alien cunt. Both panting, they fell on the couch beside each other. The omnitrix timing out, Ben changed back to his human form to reveal nothing had changed about his own attire.

He picked up Helen, a finger sliding along her tail and making her shiver as he brought her in to her room of the building, laying her down and laying down behind her, wrapping her arms around her.

"Oh, come on, guys! You got cum all over the couch!" Manny yelled from the other room. Helen giggled, pushing in to Ben for his warmth as she drifted off.