Ben 10: a feminine change
chapter 4
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We find ourselves at Bellwood High's soccer field where a game was currently in progress.
A slim and strong, if slightly feminine built, brown haired teen male raced across the field, giving a mighty kick and scoring a goal just as the time bit zero.
"And there you have it folks! Ben Tennyson has just kicked the winning goal for Bellwood!" called the announcer.
The now 16 Ben Tennyson grinned as the crowed cheered, glad he could relax after everything that happened this month. "Now that's what I'm talking about." He grinned, looking down at the green watch on his wrist and sighing as he walked off the pitch.
It had been a normal few years since he removed the Omnitrix. No aliens or mercenaries attacked. Nothing exiting, nothing spectacular.
Normal.
What he wanted.
Sometimes he missed the adventures, saving people, but he filled his time with stuff like soccer and TV. He continued to watch the videos he had been seeing since his first encounter with Vilgax all those years ago but he tried to keep to strictly man on woman vanilla stuff, wanting to be normal. Reminding himself to be normal.
He even had a thing going with a nice and attractive Japanese girl called Julie.
But then, one day, when he went to visit Grandpa Max...
The old man was gone and some weird squid headed like being was there instead. His grandpa had gone missing, an invasion was starting, and he had to put the watch back on.
But it had changed from the thick bulky thing into a sleek and stylish green watch and replaced all his aliens with a new set of 10 aliens... And they were all still women.
And considering he had some time for himself, he decided to head to Mr Smoothy, best place in town and his personal favorite place to hang out.
'Well... After getting showered and changed of course.' he thought, flinching as he smelt himself. He turned and headed to the locker rooms to use their showers. Dropping his bag into the locker and stripping naked before going into the showers.
He turned the faucet onto hot and grabbed the bar of soap before the water came out over him and he started lathering his hands up. He sighed happily as the warm water washed over his body. 'Man, I really needed this.' He thought as some other members of the team walked in.
"Good game out there Ben." One greeted, patting his back.
"Yeah you really saved our asses." spoke another with a thumbs up.
"... Thanks guys." He smiled lightly, trying not to look down. 'Just get yourself cleaned up and look at the wall, that's it.' He told himself, turning to the wall while trying not to look at his teammates penises.
Another thing which happened was his eyes glancing all around his team when he got onto the team and they'd use the showers together. He felt so tempted to do that, and even sleep with them, from his time being beaten by the bad guys but he has held himself back because 'that wasn't normal'. But that temptation became even greater after he put the Omnitrix back on.
'If I turned into one of the girls, would they all start gangbanging me?'
That was what he thought every time since he put the watch back on. But he refused to give into temptation. Especially since if he thought about it too much he'd pop a boner in the middle of the shower and it might weird the others out. Heck who knows what they'd say!
Plus he had a normal girlfriend!
'Just rinse off and get out.' He told himself.
"Are you seriously wearing that watch in the shower again, Tennyson?" A random team member asked.
"Oh, this? Yeah it's waterproof and I figured since I'm wearing it, why bother taking it off?" Ben chuckled nervously, not turning around to look at the source of the voice .
"Hey, did you guys hear the Cheerleaders tonight? They were going wild!" Another team mate laughed.
"Man, what I would do to get with one of them." Another smirked.
"The stuff I would DO to one of them!"
"I know, right?" At that the group laughed, Ben laughing with them awkwardly .
"You know, Tennyson looks like HE'D make a good cheerleader." The first team mate teased/joked.
"Yea, he does have a girly body shape." Another agreed.
"W-What?!" he gasped with wide eyes. "That's crazy."
"Come on Tennyson, we're just teasing." The guy next to him laughed. "But you gotta admit, you do seem kinda...lanky."
"Yea, you COULD pass as a girl if you dressed up."
"T-That's just silly. I'm nothing like one." he tried waving off while trying to remain calm.
But something about that sounded appealing.
'Huh, me in a cheerleader's outfit...' Ben thought as he looked down at his body, his imagination wandering. 'Well, they do look slimming, and do hug the girls a lot, but would it fit on me? Would it be a little loose or tight?'
He imagined himself in a super short green and white skirt, white knee high socks with green trim at the end, green shoes with white soles and trim, a super tight and small green shirt with black accents and a white '10' with the shirt being short sleeved and the actual top stopping before his stomach and his fingers in white fingerless gloves. He also imagined his hair done in a girly style...And he was standing in the locker room with his team.
He shook his head and quickly turned the water to cold and jumped while trying to let the water cool him down quickly. 'GET OUT! GET OUT! GET OUT!' he yelled at his mind quickly.
"Hey Ben, you alright?" asked one guy noticing Ben suddenly using cold water.
"I... Yea." He nodded nervously. And he made the mistake of instinctively turning around to face the guy. "I'm just fine." But he froze as he looked at the guy, his eyes focused in the guy's crotch. 'Holy shit.' Ben thought, his mind going wild. The guy's dick seemed more thicker than long, but it still caught Ben's attention. It was big and Ben swallowed, a part of him wishing he could fall to his knees and start sucking it.
But he managed to look away and finished his shower up before turning it off and rushed to get his clothes. He dried and got changed as quickly as he could, taking off running.
'Forget about it! Forget about it! FORGET ABOUT IT!' He thought, arriving at his favorite hang out spot: Mr Smoothie... And going straight into the public toilet.
'Just gotta make this quick.' He thought as he entered a stall and locked it, pulling down his pants. His cock was hard and stood up against his underwear, which he pulled down, before grabbing it and started jerking it.
He moaned, imagining being with his team very intimately. From feeling up their cocks to bending over and letting them play with his body to finally having them fill up his ass, mouth, and hands with their cocks. Even the idea of being in that cheerleader outfit he imagined sounded so hot with that situation!
"Come on, get out already!" Ben grunted, cumming into the public toilet with several shots from his cock. The loads hit the wall and dripped down while he panted and wiped his head.
"That... Felt good." He admitted, panting. It was the first time in a while he had masturbated to those sort of fantasies but... Should he be? He had a girlfriend... He shouldn't be thinking like this.
'Alright, just clean up, think about Julie next time, and never tell anyone this.' He thought, putting his pants on and walking out.
"Yo tennyson! Over here." A male voice yelled, Ben jumping.
He turned and spotted his cousin Gwen and Kevin sitting at a table. "Er... Hey!" He waved awkwardly as the two ran up to them.
"Sorry we missed the game, Gwen had to drop her book off at the library." spoke Kevin.
"Really?" Ben deadpanned a bit.
"Yeah, we tried getting there fast enough, but it was real busy there." Gwen said nervously.
'Wow they're terrible at lying.' Ben thought, seeing the way the two stood close together.
After they had started this mission seeing Gwen and Kevin getting close was as easy to see as a nude woman in the street. It was virtually impossible to bit see these two were into each other.
And they had clearly been fucking.
Honestly Ben felt a little jealous. Of both of them, that part confusing him a bit.
'No! Just forget about that, you've got Julie, you don't need to act like a spoiled brat who doesn't get what he wants.' He thought, shaking his head lightly.
"Here you go Ben, your favorite." Gwen smiled, passing him a smoothie.
"Thanks Gwen, I really needed this." he smiled while taking it and started sipping from it. He sighed happily at the taste, laying back as he, Gwen and Kevin just talked for an hour or so.
All the while Ben would glance over Kevin and Gwen's bodies without them noticing. He noticed the swell of Gwen's breasts, the size and curve of them combined with the teasing tightness of her jumper that showed them proudly without looking slutty. He looked at her curves of her body, her hourglass styled body and her beautiful legs. Very feminine looking, very sexy and beautiful. Her body looked like the epitome of femininity and beauty.
And Kevin was the complete opposite with his larger frame, his muscular body and very masculine body language.
They were like Yin and Yang... And Ben wished he could worship both bodies.
He drank his smoothie faster and harder while reeling back and felt a brain freeze as a result. "Ah!"
"Seriously Ben? You need to pace yourself." She frowned.
"Otherwise your brain might fall out." joked Kevin.
"Oh haha." He grumbled. 'Man, I need to get ahold of myself! This is getting nuts!' Ben thought in annoyance.
"So Ben, how have you and Julie been?" asked Gwen.
"Er... Great." He gulped.
"Well don't leave us hanging, give us some details." spoke Kevin.
"I'm not telling you anything Levin." he frowned. "The day I talk is the day you two start telling me what happens between you two."
That made them blush and shut up.
"That's what I thought."
"You two ready to take down that DNAlien base?" Kevin asked after a few moments.
"Yeah." he nodded, although not that enthusiastic since that meant he'd be losing his junk once again. Oh well, it might be the place where Grandpa Max might be there.
After finishing his smoothie the three of them got in Kevin's car before driving off.
Ben sat at the back, looking out of the window as the car drove off. 'I hope this place is the right one. Going after leads with no grandpa are getting annoying.
*time skip*
The three of them reached an old abandoned house which was a front for a secret base underground, which they managed to reach via an old bookcase and were walking down some stairs.
"Well we need to split up." Gwen pointed out as the three snuck inside.
"Good call. We see if we can find anything and then meet back upstairs after some time, but if we're gone too long that means something's going on." spoke Ben.
The three nodded, splitting up.
'Good, this way I won't get teased by going girl in front of Kevin, and maybe now I can keep my focus on what's really important.' Ben thought as Kevin liked to make jokes when he transformed.
But bringing up the male made Ben start to wonder what he'd look like without any clothes on. He groaned, shaking his head quickly.
'Maybe I should get a shock collar for myself, maybe then I wouldn't seem like a damn pervert!' He thought in anger, walking slowly as he looked for any problems. He saw the walls slowly turn from old and decay to more recent and new and saw the hall seem much more from what you'd expect of a secret base.
'Looks like I'm close.' he thought.
Soon he heard footsteps and stuck close behind a pillar as several DNAliens walked by. He quickly hid, staying in the shadows. 'Alright, if I follow them I should find something.' He nodded, following them.
The aliens didn't notice as they went down the hall with Ben making sure he stuck close to the shadows while keeping them in his sights. He made sure nothing turned on the Omnitrix, as was his instinct, as that would catch the attention of the aliens.
He had to keep following for a few minutes before they reached a door and entered and he heard the door lock behind them. Luckily Ben was able to slip inside with them. He crouched down and saw he was in a vast room with numerous others and with a large computer in the middle.
'Well... Looks like it's time to get to work.' Ben thought before he heard a loud cry and turned to see a DNAlien had spotted him and let out a warning cry which made the rest in the room turn and notice him. "Crap!" He yelled, activating the Omnitrix.
They ran at him while he dialed in an alien at random and slammed down and became covered in green light. The light made the DNAliens stumble, missing him and tripping up as the light died down to reveal who Ben had transformed.
Ben changed into an alien vivid red skin and wings. She had two green eyes with black outlines and black lipstick, yellow horns and two small spikes coming out of the top of her head. She had three fingers and a long tail. She had a tuft of brown hair while wearing nothing, exposing her bare breasts and snatch. "JETRAY!" she called, taking to the sky and flying.
The aliens cried out before they started hacking up the goo from their bodies at her.
"GAH!" she yelled, dodging as best she could as she sighed zagged through the air. Her eyes lit up before firing lasers out which hit a few back while she fired another from her tail at a couple more. 'Gotta get out of here!' she thought in panic. She flew over them while nearly getting hit by the globs. 'Crap! Need to be more careful!' she flinched.
"Capture the intruder!" cried what she assumed was the leader as others started grabbing the blasters.
'Crapcrapcrapcrapcrap!' she changed in her mind as she dodged. She fired lasers all around and cleared more away before flying through the door she came in from.
Only for the door to close at the last second.
She stopped and turned before seeing even more of the aliens enter the room with literally all of them holding laser rifles. 'I am going to die!' she thought in fear... Before she had an idea. These people were originally humans, right!
'I can use the watch and turn them all back to normal! But with a bigger charge like that I might go back to my human form and who knows how many are still in this place.' She thought. 'But... If they're human under all that... Maybe I can do something... To... 'distract' them...'
"Kill the intruder!"
"I... Wait!" Jetray called, holding her arms up quickly. "Hold your fire for a sec!"
They all froze at that, confused and hesitant while keeping their lasers on the alien who slowly lowered down and stood in front of them.
"M... Maybe we can work something out?" Jetray asked, rubbing her stomach lightly.
"You dare try to negotiate with us? After you were the one who sneak into our base?" spoke the leader who sounded angry and held his laser up. "No deal."
"Now... Now hold on... Big boy." Jetray purred, walking towards him slowly. "I... Am sure... We can... Do something?" She said, putting a hand at his crotch. 'I need to distract them so I can at least get away... I need an opening... They still have to have human hormones and I do have a woman's body.' Ben thought, justifying himself in his mind as Jetray rubbed the DNAlien's crotch seductively.
Said alien jumped and lowered the laser in response while letting out a low sound that seemed not angry or excited, but surprised.
"So how about it?" Jetray asked.
"Y...You shall...not impede...our mission." he groaned out while dropping the laser and letting out more sounds to show he seemed to be enjoying this.
"I'm sure... I can make you all feel good. And then you let me go... Okay?" Jetray asked, getting to her knees. She kept rubbing the spot while slowly seeing the alien's cock emerge. "What do you say?" She asked, licking her lips.
"A-Ah...fine." he relented as he gestured the others to lower their weapons.
They all did cautiously, yet exited.
She saw his dick was human shaped, but it was yellow around the base and shaft with the tip purple. She reached down and licked the tip slowly, humming gently.
The DNAlien jumped while others watching stared and felt their more human parts react to scene.
"Tasty." Jetray purred. "Do we have a deal?"
"...perhaps, but ONLY if you can satisfy every one of us." he relented.
'I just need an opening... But then again this would be a good way to work out the 'stress' from today.' Ben thought, Jetray nodding. "Alright, then I just need all of them to get in close so I can keep them from waiting."
The DNAlien's all quickly gathered round, Jetray unable to accurately count them all from her position on her knees. She reached out and grasped two others around the cocks while she resumed licking the one in front of her.
They moaned, their heads falling back.
This somehow felt... Different to Jetray. She wasn't being forced to feel this pleasure and become lost in lust. This was her choice! And there where so many cocks hard for her, for her to do with as she wished as long as they came! She could have fun and enjoy herself! She... She felt in control!
And while she was out of practice, she was still giving a great blowjob and caressed the dick's in her hands with skill she was personally use to.
The ones getting their dicks rubbed groaned while the one she was sucking hissed at how much her tongue lapped around the tip.
"Her hands are soft!" The one of the left groaned happily.
"This sensation is unreal!"
The other DNAliens began to get jealous and bored, so they decided to do this their way. They all crowded close to Jetray and began to rub over her body, anywhere they could reach they rubbed just to feel her soft flesh against their own while they all rubbed their own cocks.
"AH!" she let out a moan in surprise and enjoyment feeling her whole body get grabbed and rubbed. 'It... It feels good!' she thought happily, enjoying herself.
'Now I wish I did this in the locker room earlier.' She thought happily, gasping as two different hands grasped her breasts.
"So firm." spoke the alien grabbing them before squeezing them with his cock rubbing against her thigh.
"Yet they are still very bouncy." Another added, his cock rubbing against her back.
"Rub them harder." she moaned out before sliding her mouth over the cock with more of it buried in her throat.
"Wow she's a slut!" One gasped as he rubbed her ass, his cock rubbing her tail.
"Suck harder!"
"Don't order me around." She purred. "I'll make you feel better than ever before, but I need to pace myself."
The aliens made sounds of disagreement, but complied and just kept rubbing her all around while grinding their dicks against her skin.
She soon wrapped her tail around a cock, using her feet like they were arms to grasp two other cocks to show off.
The others groaned while the ones not getting that much treatment felt even more eager at the sight.
Soon Jetray pulled her face back, cum splattering into her mouth and onto her face. "Wow, so nice and warm." she smiled while licking some from around her lips. She then took another cock into her mouth, letting the DNAlien she just finished recover. She didn't wait before licking around it and moved her head back and forth on it. She moaned gently, bobbing her head as she enjoyed the feeling. She made sure to move her limbs at the same time while the alien at her chest kneaded the breasts. She felt a few cocks cum on her body, some having been the one she was pleasuring while others had been ones who pleasured themselves as they rubbed her body.
'I hope they aren't gonna tire out too quickly, I want this to go on for a while.' Jetray thought, deciding to spice things up and pulling back.
"Hey! What are you doing?" One snapped.
"One of you get on your back, it's time for some new fun." She grinned, licking her lips happily.
Several obliged a little more eagerly than expected.
'... Wow, they really need this.' she thought in shock yet happiness as she crawled atop one of the DNAliens, lining it's cock with her pussy. She started to slowly lower herself down before gasping since it's been so long and with the DNAlien letting out a groan feeling the warm feeling of its cock being engulfed. "You're a big boy!" She moaned gently, her hips soon touching his.
"So tight!" it groaned out while reaching up and pinching her nipples.
"Ah!" She gasped and moaned. "C... Come on boys, I can handle more than one of you!"
The others cheered and started rubbing their cocks around her with more cocks in her face.
She moaned and smiled, licking across as many cocks as she could as she reached out and rubbed cocks. Her tail rubbed against some too while she moved her hips up and slammed them back down onto the cock. Soon another cock slid into her ass, another cock being pushed between her breasts.
'Oh god yes!' She she thought, moaning happily. 'My ass, pussy, hands, tail, and mouth are all busy!'
"Wow! She's good!" One moaned happily. "Her ass is tightening all around me!"
Jetray moaned, cumming suddenly while her ass and pussy tightened around the two cocks and she rubbed the cocks near her faster. She felt cum fill her holes quickly, overflowing lightly as she just shuddered and moaned.
*time skip*
Ben panted in exhaustion as he returned to his human form, looking around the room to see the DNAliens all unconscious. 'I did it...I literally...just satisfied...all of them.' He thought in shock while feeling the cum they let out drip out from his ass.
Luckily his cloths hid that from view, Ben trying to calm down.
'Alright, get the story straight. I ran into a lot of DNAliens and beat them all, but they still locked the door. As long as they don't notice the smell of sex in the air I should be good.' He thought desperately before he went to the door, opening it.
"Ben!" called Gwen as she and Kevin were a few feet away. "Are you alright?"
"Yea, I'm fine." He chuckled nervously, noting that their cloths were slightly ripped. "How about you guys?"
"We had a bunch of fights." Gwen sighed.
"We tried banging on the wall but that thing is thick. We couldn't hear you on the other side." spoke up Kevin.
"Oh well." He shrugged. "I managed to take them on, but it was pretty tough."
"I'm glad you're okay." Gwen smiled, hugging him before noticing something. "Ben? Did you remember to shower after your game?"
"Er... No." He lied quickly. "I guess I was in such a rush it slipped my mind, silly me."
Gwen rolled her eyes, the group getting out of the hideout. "Then go home and scrub yourself until you shine." Gwen said, the three arriving at Kevin's car.
"Trust me, after that scuffle, I might need two." Ben said, looking out of the window as he felt some cum slip out of his ass.
*time skip*
Ben dried his hair while just finishing his shower and walked out onto his bed.
The romp with the DNAliens was catching up to him and his muscles hurt. But while the shower helped a little, he was thinking back on how he acted like that with all of them.
How we was eager.
Yes he started it by using his female form to his advantage but once they were gathered around him, and dropped their weapons, he should have used his lasers to blast them away and get out of there... So why didn't he?
He basically gave into his lust and offered his body up without much hesitation. Heck, ZERO hesitation.
He probably looked like a loose slut and even acted the part considering how many he was doing it with at once!
But... Why?
'I'm just thankful Kevin and Gwen didn't see me do that. Who knows what they'd do!'
...
'Would they have joined in?'