Ben 10: a feminine change

chapter 7

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Ben sighed as he was naked in bed, holding an equally naked Charmcaster close to him. 'I could get use to this.' he thought when he heard the front door downstairs open.

"Ben? We're home!" called his dad.

"Crap!" Ben whispered, Charmcaster mumbling tiredly. "Charmcaster get up, we gotta get dressed."

"Don't wanna." She mumbled, holding him close.

"My parents are home and we're naked." he whispered frantically.

Huh?" Charmcaster mumbled, her head still fuzzy from sleep.

"Parents. Coming home. Get dressed. Now." he tried to clarify while breaking away from her and grabbed his shirt.

Charmcaster yawned, getting out of bed and getting dressed. "Fine fine." She mumbled, patting her clothes down as she made sure her clothes were fine.

Ben sighed and stood up before heading out. "Hey mom, hey dad."

Hey son." His mother smiled, hugging him. How was..." she trailed off seeing Charmcaster sitting on the bed. "Ben? Who is this?"

"I'm Ben's girlfriend." Charmcaster greeted lightly. "You can call me Hope."

"Ben's girlfriend?" Sandra Tennyson blinked. "When did this happen?"

"Last night or so." He chuckled awkwardly.

when Ben's dad Carl walked in and noticed Charmcaster. "Oh, we didn't know you were already dating someone."

"Hello." Charmcaster, or rather Hope, said flashing a charming smile at the two even with her pale pink lips, as she had yet to brush her hair or put makeup on. "It's a pleasure to meet the two of you."

"It is a pleasure to meet you to." Sandra smiled. "You look like such a lovely young lady."

"I wish I could have freshened up but it was late last night and I just got up." She blushed.

"Wait, did you two sleep together?" asked Carl with surprise.

"No. I stayed in another room." She quickly lied, not wanting the parents to get mad. "But it was too late for me to go home, so he let me stay the night! I didn't have a chance to do my makeup or hair, you woke me up as you arrived! I didn't want to make you jump to a conclusion!"

"Oh relax Carl, our little boy has a new girlfriend. Besides I doubt Ben would jump right into a new relationship like that."

"He is a real gentleman." Hope nodded, although she shot Ben a cheeky look.

He blushed and nodded to his folks.

"Well, we'll gladly cook you breakfast dear. And you can tell us about yourself." Sandra smiled. "Why don't you go freshen up? I'll have Ben bring up a change of cloths for you, if those are all you brought with you last night."

"Thank you Miss Tennyson, you're very kind."

"Call me Sandra." She smiled. "And this is my husband Carl."

Hope smiled and nodded, going upstairs.

"Ben, we'll talk about this after breakfast." spoke his dad in a serious whisper.

"Okay." Ben whispered while praying it wasn't anything bad.

*timeskip*

"This is very nice." Hope smiled. Her hair was flowing down freely, her crown and normal cloths gone and her skin and hair was a bit wet from her recent shower. She was, instead, dressed in a blue loose button up shirt that was a few sizes too big for her, tight blue jeans and she was currently barefoot. They were all sat at the table, eating.

"Thank you dear, these two make such a big deal about my cooking it's nice to hear someone compliment it." spoke Sandra while Carl and Ben tried to look innocent.

Ben chuckled lightly, feeling awkward with Hope there.

She noticed and got a sneaky idea before one of her hands moved under the table and glowed before a hand made of mana stretched towards Ben's leg and started rubbing up it.

Ben jumped slightly, looking around worriedly.

"What's wrong son?" asked Carl noticing his son looking worried.

"Nothing." Ben lied while the hand kept rubbing his leg. "I'm alright." He glared at Hope lightly, sighing.

"So Hope, where do you live? I don't think we've seen you around." asked Sandra curiously.

"Out of town. I met Ben when he was traveling with his grandfather when he was 10." She shrugged while lightly smirking as she could tell Ben was trying to keep from jumping. "I came by to visit after a fight with my family, Ben and I met back up, we chatted and... Well... Things went from there. After dinner we realised the time and I had no way of getting home tonight so he offered to let me stay and... Well we went over the rest earlier."

"Well that's our son, always doing what's right." smiled Carl with praise.

"It's no big deal." Ben blushed while trying to push the hand away under the table with his other foot.

"Thank you for the food Sandra, Carl, I should be off though." Hope smiled at the two as she finished her meal.

"Well we hope to see you around soon." smiled Sandra.

"Ben's My Man, of course you will." Hope chuckled, kissing Ben's cheek. "See ya around Ben."

"Yea." He smiled, walking her to the door.

As soon as they were out of his parent's sight she turned him to her and slammed their lips together.

Ben's eyes widened but kissed back with equal passion while wrapping his arms around her waist and giving her ass a quick squeeze.

Hope moaned, doing the same to him as they broke the kiss. "We can keep going later on, but I gotta go and get my own place set up."

"Okay." Ben nodded, his lips lightly stained by her purple lipstick making her giggle. "What?"

"Nothing." She lied, kissing his lips quickly. "Bye Ben." She said with a gentle smile before she walked out his front door and used magic to teleport away.

He smiled before heading back to the table and sat down while seeing his parents smile with his mom snickering. "What?"

"You have something." His father smiled while pointing to his lips.

Ben wiped it off and saw the purple stuff and groaned.

*time skip*

"You're kidding me." frowned Gwen while she, Ben, and Hope were at Mr. Smoothies.

"It's true." Ben nodded.

"Don't worry Gwenny, I'm leaving you alone now." Hope smiled.

"Don't call me that." she glared while sipping from her smoothie.

Hope shrugged, drinking the smoothie Ben had got her.

'Oh man, I should have seen this coming.' Ben thought sadly, looking out of the way.

'Huh, this actually tastes pretty good.' Hope thought, drinking her smoothie as she hugged Ben's arm.

"So, you'll be hanging with us from now on?" asked Gwen trying to be civil.

"No, with Ben." She smiled. "After all that's what a good girlfriend would do."

"Hope." Ben blushed, laughing nervously while Gwen glared at her.

"Yes?" She said, blinking cutely. "Do you have to say something?"

"No, I'm just peachy."

She nodded, kissing him lightly. Before it could get anymore awkward Kevin's car rolled up with said male stepping out.

"Hey guys." He called while noticing Hope and grew cautious as he walked over. "What's going on?"

"Meet Ben's girlfriend." Gwen grumbled. "Apparently they hooked up yesterday after all that stuff that happened."

"Yep." Charmcaster smiled. "No hard feelings, right?"

Kevin just frowned while sitting next to Gwen. "Sure, I just happen to LOVE being manipulated in a blind rage, who hasn't?"

"My uncle did the spell." She argued.

"But you were STILL an accomplice." spoke up Gwen.

"True." She shrugged. "Had no reason not to."

"You tried to kidnap me and drain my magic!" Gwen snapped.

"Yeah yeah, evil intentions and a one tracked mind. But honestly, giving up a life of crime and pain and loneliness to have a chance at being happy? I took it in a heartbeat." She shrugged.

"Hey, how's that car Kevin? I bet it's been hectic lately." spoke up Ben quickly to try and change the topic.

"Oh, she's running like a dream!" Kevin smiled while quickly moving on. "I managed to put in a new ignition booster that helps it run like it just got out of the shop."

"Sounds... Interesting." Hope mumbled. 'What did he just say?'

Ben sighed, when his phone rang. "Hello?" He asked.

"Ben? We need your help." said Grandpa Max said over the phone.

"What is it?"

"You need to go on negotiations."

"Negotiations? What's going on?"

"You need to go for the formal peace talks with the Atasians. Or Highbreed, as you remember them." Max explained.

"But I thought we were already at peace with them? Did something happen?"

"Nothing happened, we just need to make official treaties and such."

"Well where's it being held at?" he asked standing up.

"Their home planet."

"How should I get there?"

"We got a shuttle for you."

"Alright, I'll be there." he ended the call and looked at the others. "Sorry guys, I gotta go."

"Aww." Hope pouted. "Can't I come to?"

"Sorry Hope, it's a peace meeting and I don't wanna seem disrespectful if I bring an uninvited guest."

She frowned before pulling him into a gentle loving kiss.

He kissed back while Gwen made a small fist and glare at her. "Later." Ben smiled, leaving.

"Well I don't know about you two, but I'll be leaving too." spoke Hope with a smile standing up.

"Off to steal something?" Gwen hissed lightly.

"No, just decorate my place a little bit. I've got enough free time without having my time busy preparing for classes that won't lead to anything." she smirked before walking.

"Ooooh! That... That... BITCH!" Gwen snarled.

"Easy Gwen, I don't like it either, but if she's dating Ben that just means she slips up one time and we'll be on her in no time."

"Fine." She huffed.

*Time skip*

Ben relaxed on the plumber transport ship while trying to keep from getting too worked up because this was a big thing. He couldn't afford to mess this up.

Soon it slowly landed on the Highbreed home world and he slowly got out.

He got out of the ship, enjoying the fresh air. "Phew, looks the same last time I was here." He said, looking around the planet in amazement before getting an incoming call. "Yes?"

"Ben Ben Tennyson, welcome to Augstaka." A familiar voice said over the phone. "I take it your trip here was uneventful?"

"Yea Reiny, just boring." Ben smiled.

"If you follow the coordinates I'm sending I will meet you there."

"Sure man, catch ya soon." Ben nodded, hanging up. 'Hope he's been holding up well.' Ben thought as he followed the coordinates, remembering his friend.

As he did He noticed how much the Highbreeds seemed friendly as he passes by numerous ones each one differently colored. Like their DNA being freed made them happier.

'Maybe I was being nervous for nothing.' Ben thought waiting patiently as he waited at the spot and felt someone tap him on the shoulder. "Huh?" Ben blinked, turning around. "Reiny!" Ben cheered with a smile, looking up at the tall white alien.

"It is good to see you again Ben Ben Tennyson. The large alien smiled and hugged him lightly.

"It's great to see you too Reiny." Ben smiled happily. "How have things been?"

"I have been keeping the peace." He smiled. "Since your help the planet has become far less. ...stuck up I believe is the term."

"Wow, that's cool. I'm glad you've done so well." Ben smiled. "I knew you'd do great."

"I couldn't have done it without meeting you."

"You're just saying that." Ben smiled, being modest.

"No, I insist. You have done the most amazing thing that could ever happen to my race. We all owe you a debt of gratitude."

"What are friends for man." Ben smiled.

*time skip*

Ben looked around awkward, he and Reiny having went to a Highbreed party of some kind. It was filled with numerous high ranking ones while they mingled about. Being a human? He was lost as hell in this situation.

He and Reiny were near the side while he was holding a cup of some purple stuff that bubbled. "Is... This safe?" He asked nervously.

"I'm not quite sure. None have had it besides us."

Ben sighed and shrugged, drinking the odd liquid. Couldn't be as bad as his Grandpa Max's cooking, could it? He stiffened up as it felt warm and at the same time tasted sour. "Oh... That's weird." Ben blinked before he noticed he was a bit... Light-hearted? Was that it? 'Am... I drunk?' he thought in disbelief. 'I just took one sip!'

"Are you okay Ben Ben Tennyson?" The Hybrid Supreme asked.

"Y-yeah." he nodded while his face was looking slightly purple. "W... Wow... Have you always been handsome Reiny?" Ben blinked, flustered.

"Why do you ask?"

"Cause I gotta say you're lookin' pretty good."

"... I do not think I understand Ben Ben Tennyson." Reinrassic III blinked.

"I'm just saying you're lookin' pretty hot." Ben smiled, pushing against him lightly.

"My body temperature feels perfectly normal, but your face is showing a hue I am unfamiliar with."

"Why don't we go back to your room?" Ben asked with a drunken giggle.

"Perhaps that is best, you might need medical treatment somewhere safe."

I'm fine." Ben laughed, smiling. "But thanks for caring about me." He said in a flirty tone while trailing a hand across the Allen's chest.

The large alien looked at him in confusion and picked Ben up as he walked to his living area which was up several flight of stairs.

Ben smiled, pulling the two onto what he guessed was his bed.

"Stay here Ben Ben Tennyson, I will find a doctor."

"I don't need a doctor." Ben giggled while holding his arm. "Come on, loosen up a little." Ben began to kiss Reinrassic III's chest, looking at him with lust filled eyes.

"Ben Ben Tennyson, you must relax." he spoke trying to push the human off him. "You are not in sound mind."

"Hmmm. No. I want to have fun." Ben grinned, stripping.

Reiny's eyes widened as he started seeing Ben's bare skin and tried looking away. But for some reason he found it fascinating. Ben's body was slim and seemed appealing which seemed odd cause the only thing he had ever found himself attracted to were other females of his species, but perhaps his changed DNA was the cause of it. And while Ben's body was male, it was feminine enough and curvy enough to make him his species equivalent of horny.

'Was he always like this and I just never noticed?' He thought, tempted to touch as Ben removed his pants and boxers and threw them away

"Come on Reiny, let's really have some fun."

"B... Ben Ben Tennyson." He gasped lightly. "W-We shouldn't. It is frowned upon for two males to mate."

"So?" Ben pouted. "But if I have to, I can turn into an alien."

"Well...perhaps, that might solve this solution."

Ben nodded, activating the Omnitrix as he grew hard. He dialed around before grinning and slammed down on the faceplate. In a flash of light Ben was replaced with a large orange lizard-like woman. She was easily near Reiny's height with armored scales over her body with an exposed E-size chest and bigger hips with a tail.

"Hello handsome." The female alien, Humungousaur, smiled sexily at him. "Care to come closer and get a feel of these ladies?"

"You... Are beautiful." The large white alien whispered, reaching up and gently caressing her breasts. "And these...are so soft."

"Glad they aren't all scaly." She smiled while pulling him closer so his hands really pressed against her chest. "This feels so good!" She purred, arching her back lightly.

Reiny himself gave them a firm squeeze while finding himself get warm too. He began to nuzzle her neck and chest, unable to actually kiss her as his tendrils emerged.

"Ooh, what are you gonna do with those?" she hummed seeing them.

"It is... How my species mates." He panted, looking at her beautiful lips.

'Wow, those are used to drink AND fuck with?"

"We do not have genitals like you." he replied while seeing her nipples and gave them a slight tug.

"Oh fuck! Do that again!" Humungousaur moaned happily, rubbing her crotch against his.

He obliged while she jumped with a smile.

"Hmm... I wanna feel your tentacles deep inside me." She moaned, kissing his face where his lips should be.

He let out a small growl of pleasure and moved his tentacles across her thighs and close to her ass.

"Go on, put it in Reiny." She urged

"Be warned, once I begin I cannot stop."

"I don't want you to." She giggled, wiggling her ass lightly while rubbing her hands across his chest. "Now fuck me."

"Lay on your back." Reiny said, Humungousaur obeying. He moved over on top of her while getting an idea before his tentacles moved up and started moving around her breasts.

"Ooooh! Sneaky!" Humungousaur giggled. "I didn't know you were so hot and kinky!"

"I have rarely mated with a female, so I am going with past experience."

"Well I am going to enjoy this." She smiled as they moved around her mounds while brushing against her nipples.

"Oh yes!" She shuddered, pushing her chest out.

"You seem quite sensitive here."

"Breasts ARE very sensitive." She smiled. "But I have a better place for those yummy tendrils."

"Where?"

"Right here." Humungousaur smiled, grasping a tendral and sliding it between her legs.

He felt it brush against her slit which seemed to start getting wet.

"That hole. Right in." She grinned.

"Then brace yourself."

She nodded, taking a deep breath as he pushed the tendral inside her. She gasped feeling it was wet and slimy while Reiny resumed rubbing and squeezing her breasts. "Oh... It feels weird... But so deep." She giggled and moaned while her tail swished and felt the other one brush against her ass. "Hmmm... Someone's bold." She grinned, waiting for him to enter her asshole.

"I always am."

"Then push it right in! Fuck me!"

"Gladly!" the tentacle near her ass reared back before jamming right in.

"OH! FUCK! Reiny, that feels SO fucking good!" she moaned happily while feeling the second tentacle moving against her pussy faster. She began to moan and kiss him again. Well, kissing where his lips should be, as she moaned happily.

"Ben Ben Tennyson, your interior walls are already wet and warm."

"Bet they're tight to." she purred sexily, gasping and moaning as the tendrils rubbed her g-spot.

He gave what sounded like a growl as he felt her tight holes grip his tentacles as they moved back and forth.

"More!" Humungousaur moaned, her mind filling with pleasure. "Really move them in!"

"You are beautiful Ben Ben Tennyson, I am at my limit!" Reiny growled and grunted while tugging on her nipples.

"Cum in me! Make me cum!" Humungousaur moaned with a grin.

"I will do so!"

Humungousaur moaned, feeling her holes being filled with her partners cum. Each pump of sperm made her body shudder in pleasure. "Oh yes Reiny, so good!" She moaned happily

He seemed to be panting and laid down beside her while draping an arm over her.

"That was great." She smiled, holding him close and reverting to Ben. "I wouldn't mind doing that again."

"Same."

The two held each other close, falling asleep.

*Next day*

Ben groaned as he awoke again, his head hurting lightly. 'Oh man...what happened? And why does it feel like my skull's splitting open?'

He sat up slowly, rubbing his head in pain while noting an arm draped over him. He blinked in confusion, following the arm and going wide eyed as he saw Reiny there sleeping away without a care in the world. "Oh... Crap." He whispered.