Ben 10: a feminine change
chapter 8
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Ben sat in the transport heading for home while looking outside with a guilty expression.
He felt sick, disgusted with himself. He let himself get horny and let Reiny fuck him without a thought about Hope or Gwen. Hell the Hope/Gwen situation had been a bit worrying in itself.
'I was nothing more than just some loose whore.' Ben thought. 'I got horny and just threw myself at my friend. What has happened to me?'
He hooked his hands together while biting his lip and feeling like just curling up and hiding away forever. "I have to tell her." he whispered. "I just pray she doesn't turn me inside out, or castrate me." He sighed. "But even then, I would deserve it."
*Time skip*
"You... you're not angry?" Ben blinked looking at Hope as they were in his house and in his room. "Not even a little?"
"No." she smiled as she sat in front of him, holding his hand. "I could tell that your aliens make you more... sensual. Add to that how 'into' sex you are and I knew this sort of stuff would happen. Heck, hearing your sexcapades is... actually very hot."
"Wait, so you're not gonna tie me up, put something on my dick for a week, or even make me do something humiliating?"
"No, unless you're feeling horny for all that." she winked while putting her hand on his lap. "Because THAT sounds hot and Mistress Charmcaster is ready to help her girly little pet." She teased.
Ben blushed realizing he walked into that and fell back while Hope moved on top of him while making herself comfy on his chest.
She smiled, just snuggling against him. "But then again, maybe seeing you in a little maid's outfit would make it all better."
"M... Maid outfit?!" Ben gasped in shock.
"Or maybe a string bikini with an extra small thong to help show off that tight ass of yours."
"N... No way!" Ben gasped. "I... Why are you asking that?!"
"What? I haven't gotten a chance to see you get all dressed up yet, I wanna see what you look like in a dress at least." Hope smiled happily. "Come on! Please!"
"No." he huffed shaking his head.
"Awww! Come on! Please!" She pouted again.
"No, I'm not gonna do it."
"Come on Ben, baby! Please! For me?" she pouted while trying to make her lower lip tremble and make her eyes seem big.
"I... Gah! Okay, fine. JUST a dress though." he relented while she smiled and got off him.
"Yes!" She grinned happily before her hands glowed and she made several clothes racks appear in the room.
"... What?" he blinked lightly.
"Alright, now let's see which one looks perfect on you." Hope grinned as she pulled Ben up and began to look around the clothing racks in excitement.
'I think I just dug myself a grave.'
"Here you go!" Hope smile, pushing a dress into his hands. "Try it on, right now."
Ben grumbled and stripped naked, putting the dress on.
Hope conjured up a mirror and held it up in front of him. "What do you think?"
Ben blinked, looking at himself. Standing there was a very pretty looking, seemingly, girl wearing an innocent and simple white knee length dress. "Wow, it...actually fits just right. And the color's not too bad either."
"Add some green kneesocks, some black mary janes and a nice little necklace and you'll be the prettiest bell in the ball." She smiled. "Hell, I don't want you as my boyfriend anymore Benny. I want you to be my girlfriend." She grinned.
He blushed hearing that which didn't help when she walked over and pulled him closer while feeling her hands begin to roam across his ass.
"Hmm... It looks so tempting under your innocent looking skirt." She licked he lips.
"H-Hey!" Ben gasped, slapping her hand lightly but not pulling away.
"Oh fine, ruin my fun." Hope huffed before she whispered in his ear. "And I was going to make you cum so hard then you would have covered your own face."
Ben blushed at the image before Hope's hand glowed and he saw the dresses disappear while his regular clothes came back on his body.
"You spoil my fun." She mumbled gently with a pretend pout. "I might start crying myself to sleep later on."
"... What can I do to make it up to you?" Ben sighed.
"Simple, take me out on a date."
"That's all? Okay." He blinked.
"However..."
'Should have seen it coming.'
"You have to hold something in your ass while we're on it." she smirked.
"... What?" He blinked.
"A dildo." Hope grinned gently "I want to push a nice, big one inside you. Right to the prostate. And the entire time we are out on our date it stays in there."
"You are cruel." Ben mumbled .
"You displeased Mistress Charmcaster, so you must be punished!" She said slightly dramatically.
"Alright alright, but I'm dressing up like a guy, meaning a suit, not a dress." Ben frowned.
"No!" Charmcaster said, turning her nose up. "That spoils the fun!"
"Then no date, how's that?"
"Then you don't get me to forgive you." She countered.
He frowned at her before groaning. "Fine, but next time a suit."
"And I'll have the dildo next time." She promised.
"But if we're going out on a date, I'm gonna need to make sure no one can recognize me."
Hope smiled and pulled out a makeup bag. "Leave that to me."
'... Oh crap.' Ben thought.
*Time skip*
'I think she might have gone overboard.' Ben thought in slight annoyance as he looked himself in the mirror. He was wearing black shoes with slight heels on them, giving him a small height boost. Under his dress he was wearing some black lacy panties with green trim and some black pantyhose. Speaking of the dress, it was a black sleeveless and backless number that went to his knees and accented his natural curves. She had given him a small a-cup bra to wear under his dress, the bra matching his panties, and making it more convincing he had breasts. Using magic Hope had made his hair grow to his chin, leaving it down all straight and neat with a purple headband keeping his bangs out of his face and keeping it all looking smooth. Finally... Was the make up. Using blush and foundation she had made his skin look two or three shades more tanned, he had fake long eyelashes and she gave him a lot of purple eye-shadow to 'bring out his eyes' and the last piece of her 'masterpiece'? His lips. She used a combination of cherry red lipstick and bubblegum pink lip gloss to paint his lips this slightly weird shade of pink but it also made his lips look shinier and slightly plumper, the type of lips you'd want giving you a big wet and sloppy blowjob.
"Perfect!" Hope smiled. "You look beautiful! But... There IS one final touch. Bend your sexy ass over on the bed."
"Hope this isn't the time to cop a feel." Ben frowned.
"Did you forget about the dildo?" She reminded.
"Oh...right." he remarked, silently wishing she had forgotten. He grumbled and bent over the bed, Hope grinning as she knelt behind him. She flipped his skirt up, her hands rubbing his ass through his panties and pantyhose .
"Oh I fucking love this ass." She purred, giving it a hard spank before she began to pull both of his lower garments to his knees, freeing his semi-hard cock and ass to the purple eyes of the white haired sorceress.
"Just put it in." Ben grumbled with a blush
"Ah ah, that would hurt." Hope smiled, casting a spell to make sure his ass was clean and cleaning it if it wasn't. "I need to prep you." She said, spreading his ass and licking his rosebud.
Ben groaned while hanging onto the bed feeling her tongue trail all over the hole with his dick slowly getting hard.
Hope grinned at the moan, slapping his ass again as she pushed her tongue into his hole as far as it could.
"AH!" Ben gasped, pushing his hips back to try and get more of her tongue inside him.
Hope began to swirl and flick her tongue around inside Ben, trying to cover every possible inch she could as she tongue fucked his asshole. When she was finished she pulled back, a small strand of saliva connecting her panting mouth to his puckered hole "Done." She nodded, slapping his other asscheek this time as he moaned and panted with his cock throbbing hard. Her hand glowed before a black dildo appeared and began rubbing the tip against the hole. "I think this is a good size." She smiled, pushing the eight inch long and four inch thick dildo into Ben's ass teasingly.
Ben gritted his teeth with wide eyes feeling it push in and had to keep from moaning out loud.
Hope pushed more of the dildo in, before pulling it out just as slowly only to push it in again. She was slowly fucking his ass, pushing more in each time.
"A-are you almost done?" Ben whimpered, his cock throbbing as the dildo rubbed his prostate.
"Nearly." Hope nodded, focusing on that spot. "Don't get too excited now."
Ben whimpered, his hands clenching the bedding as his cock shook before he suddenly came onto the bedding
"What did I just say?" Hope teased, pushing the entire dildo into him and leaving it there. "There, a perfect fit."
Ben nodded weakly, pulling up his panties and the nylon pantyhose back up his legs into place.
"So, ready to get going babe?" Hope smiled, patting Ben's ass as he stood up.
"Yeah." 'As ever.'
"Okay." Hope kissed him gently, teleporting them away. They reappeared outside a medium fancy looking restaurant. "Don't worry honey, I'll pay." She promised while wrapping her arm around 'Jen's' and started walking to the place. "Seat for 2." She said to the matradee.
"And your name miss?"
"Hope." She said, revealing she had been planning this since he left.
'Cheeky witch.' Ben thought playfully.
"Ah yes, right this way." The matradee nodded, leading them away through the restaurant while they idly noticed some of the other customers giving them glances.
"Those look like lesbians, hot ones too." One guy commented to his girlfriend.
"Don't go staring." His girlfriend chastised lightly .
Ben blushed as he sat down, feeling the chair bump the dildo on the edge making it twist inside his ass.
"Your menus ladies." spoke the waiter coming by over.
"Thank you." They both smiled as he walked away and they took a look at some of the specials.
Time passed as the two enjoyed their meal. It was a good date with good food.
Although the dildo in his ass was making it awkward for Ben's the wrong move making him harden a bit.
'Don't focus on it, I just gotta ignore it and I won't get excited.' Ben thought, waiting for their desert.
"I gotta say, this place isn't so bad."
"No it isn't." Ben shook his head with a smile. "But don't you think a lot of people are...staring?"
"Well we ARE two hot 'girls' on a date." Hope smiled. "But I can GIVE them a reason to stare." She said, cupping the back of Ben's face and pulling him into a kiss.
His eyes widened while hearing some of them wolf whistle.
The kiss broke gently, Hope smiling lovingly at him. "How was that?"
"It... You were really into it." Ben blushed.
"Care to try again?"
"... Sure." He replied before pulling her into the kiss this time.
The two kissed gently, cupping each other kisses gently as they kissed happily. This got more of the people to cheer louder and some of them for slapped by their dates.
Soon Hope and Ben broke the kiss, smiling gently.
"Ahem."
The two blinked and turned to the voice to see the waiter holding a tray with their dessert on it and with a blush.
"Oh, hi." Ben laughed lightly.
"Um, your desserts miss."
"Thank you." They nodded, taking their food as he walked away and noticed one boy walking over with a collared shirt and the top part of it opened to show his chest while his hair was gelled.
"Hello?" Ben asked.
"Hey there little ladies. Couldn't help but notice you two and your little show. Gotta say, it's hard to see a pair of hot girls like you around this kinda town. What say you let me cover the bill and the three of us can find a better place with some good wine and have our own fun?"
Hope was silent, glaring at the guy.
"Uh, thanks, but me and my girlfriend are busy." Ben said, reasoning as he laughed nervously.
"That's why I'm offering it to both you lovely ladies." he smirked while draping an arm over both their shoulders.
Hope frowned and punched him in the stomach.
"Gah!" he staggered back and held the spot. "Why you-"
"Look here pal, neither of us are interested, so make like a weasel and scram." Hope glared before she splashed her wine into his face.
"You cow!" The man glared before someone tapped him on the shoulder.
"Huh?" He blinked, turning around to see the waiter who didn't look happy.
"Please leave, sir." The waiter growled. "You're disturbing the customers."
The man growled and stormed off.
"Thanks." smiled Ben before he smiled and held his hand. "When do you get off work so we can help you?"
The waiter and Hope looked at him in surprise.
"What?" Ben asked them. "We should thank him for saving us like that."
"Uh...I get off at five." The waited explained, blinking.
"What time is it?" Ben asked Hope.
"Four forty-five."
"Okay then, see you soon!" Ben smiled.
He nodded and walked off while Hope looked at Ben in surprise.
"What?" He asked with a shrug. "What's wrong?" He asked Hope. "What did I do?"
"No, nothing. Honestly hearing you suggest that was pretty hot, I just didn't expect you to try it on your own." she smirked.. "Wait, is someone feeling a little...antsy?"
"Antsy?" he blinked.
"Horny, duh." she rolled her eyes with a chuckle. "Getting a bit HARD underneath the table with that little present in your butt?"
"N... No!" Ben gasped and looked away, blushing. "It just...came out."
"Well someone's really kinky if they're wanting to jump our waiter. Good thing you included me, or else I might have been jealous."
"Hope!" Ben whined, blushing
"Hey, you said it, not me." she held her hands up with a chuckle. She continued to eat her dessert, smiling.
Ben blushed and looked at his own. 'Why did I say all that!?' He thought. 'I just... Got all warm and needy when he protected us like that.'
Hope smiled, but also was still off guard in her mind. 'Ben seems...off. First he's flirty, now he's back to himself. Is he just being shy or was it just a spur of the moment thing?' She thought. 'Plus he seems... Hungrier or something today.'
After finishing their meal the waiter stopped by and took the dishes to the kitchen while Hope made sure Ben didn't try to hurry out. She was holding Ben carefully, out back where the workers leave
"Hope, can't we just leave? I didn't mean to say all that."
"Now come on Ben, we can't let the poor guy get blue balls after what you said can we?" Hope winked as the door opened and their waiter came out in more casual wear.
"H... Hi." Ben waved shyly.
"Wow, I didn't think you two would really be around. I figured this was some prank." The waited admitted, looking sheepish.
"Oh trust me, my girlfriend here is far from the lying type." spoke Hope while nudging Ben forward. "In fact, she wanted to go first."
"Hope." Ben hissed gently.
"Don't wait on me, go for it." Hope winked. "So come on, let's go to your place." She told the waiter. "Or you want to do it in a public bathroom? Sounds nasty but I hear some people do that so..." She shrugged at the end, she couldn't wait for this.
"Well actually, since no one else is here and we're all alone, what if we did it here?"
"In the restaurant? Sure." Hope smiled, dragging Ben inside gently.
Said male groaned while the waiter lead them near one of the tables.
The Waiter sat down as Hope and Ben knelt in front of him, undoing his pants and revealing his hard dick without any underwear.
"Wow, someone liked going commando." teased Hope sliding one finger up the side of it.
"It's big." Ben whispered, wrapping his fingers around it gently and kissing the head softly.
He let out a groan while Ben found himself kissing the tip and Hope lightly ran her tongue against the balls.
Soon Ben took more of the cock into his mouth, bobbing slightly as he sucked it and used his tongue to hit all the sensitive spots.
"Oh fuck! This is a dream come true!" The waiter moaned. "I'm guessing you girls are bi?"
"Yes we're bi." Hope chuckled, not technically lying as she saw Ben swallowing the cock to the base.
"Holy shit!" he jumped. "N-No girl's ever taken all of that before!"
"Well you could say I helped her practice on how to use her mouth." Hope winked before she knelt near Ben's ear. "You like that cock in your mouth, my slutty sissy girlfriend?" She dirty talked, unable to help herself.
Ben gave a moan while feeling his cock get hard under the panties the more his tongue moved around the sides.
Soon the waiter grunted and came into his mouth.
He relaxed his throat and eagerly swallowed each load with a moan.
Soon he removed his cock from Ben's mouth, the hero panting and swallowing all the cum.
"Looks like someone was thirsty." teased Hope while giving Ben's ass a rub. "Want to fuck her?" Hope asked the waiter.
"Fuck...yeah." he panted with a nod.
Hope smiled, reaching down and pulling Ben's pantyhose and thong down. She grabbed the dildo and began to wiggle it around inside to tease Ben.
"H... Hope!" Ben gasped and whimpered, his lover laughing and removing the toy. "That's not funny."
"Just turn around and get ready for a big meaty ass to pound your needy hole." Hope purred
He blushed and stood up before turning around and bent over to show his ass to the male.
The man didn't even pay attention to the fact Ben had a dick, he grabbed his ass and slammed into the heroes asshole with a lustful moan
"Oh god!" Ben cried in surprise and pleasure.
"So tight!" The waiter moaned. Ben was sitting on his lap, ass to lap, with the man's cock deep inside the brunette's ass
"Hmm... That's hot." Hope moaned, dripping naked and rubbing her pussy to the sight. She spotted Ben's stiff dick and moved over before flicking her tongue against the tip. "Like that baby?" She smiled, lightly licking the tip as she fingered herself. "Go on hot stuff, fuck my slutty girlfriend, don't just sit there."
The waiter groaned and held Ben's hips before slamming up into his tight ass. "You... Your ass feels like heaven!" He praised, thrusting away.
"T...Thank you!" Ben moaned happily, wrapping an arm behind him and around the man's head so he could pull him into a lust filled kiss
The waiter kissed back with their tongues wrestling as Hope started sliding her mouth over Ben's dick.
'My pretty, slutty little girlfriend. I love you.' Hope thought happily as she moaned, fingering herself as she gently sucked off Ben.
"Hope! This feels amazing!" Ben moaned, bouncing himself against the guys cock "He's so deep!"
"Come on, is that all you got? Go nuts and turn her ass inside out." Hope smirked as she pulled away from Ben's dick, rubbing it.
"I'm trying!" The waiter grunted
"M... Maybe if we changed positions?" Ben suggested. "It is tricky to move like this. Maybe Doggy style?"
"Sounds like she's really eager, I'd do it." Hope suggested, her fingers slowing to a light tease over her clit.
"O... Okay." The waiter nodded, letting Ben get off his lap.
Said hero bent over the table while feeling the male's hands on his sides and moaned feeling him bury his dick back in the ass in one thrust. 'I can feel... Everything!' Ben thought as he moaned. 'Every bump... Every vein... It's so good!'
"Fuck! I think you just got even tighter!"
"You wanna cum?" Hope asked Ben with a smile and a small kiss.
"Yes!" Ben moaned and kissed Hope, panting.
"Then cum." she whispered huskily before she rubbed her hands against Ben's cock dribbling precum.
Ben moaned deeply and girly, cumming as his sperm shot onto Hope's face just as his ass tightened around the dick.
The waiter moaned, cumming deep inside Ben's ass.
"Oh god! I can feel it all!" Ben moaned happily as his eyes rolled up in his head.
"Take it all bitch!" The waiter grunted with a smile, falling back happily. He and Ben panted with the former looking close to passing out in a daze.
"So hot!" Hope smiled, moaning as she came with her juices trickling onto the floor and her hand. She smiled and kissed Ben, glad he looks so happy.
"Now...it's your...turn."
"Sure." Hope smiled.
Ben got off the man's dick with a moan while Hope laid on her back while pulling her panties off..
"Come on handsome." She winked. "I'm all nice and moist, so go ahead and jam it in me."
Ben sat next to her, watching as the man pushed into his girlfriend's vagina.
"Oh fuck yeah!" That man moaned. "Man I'm gonna plow you till I fill you to the brim!"
"Do it! I want you to act like a beast!" Hope moaned happily, blushing in pleasure.
He reached down and grabbed her chest as he began moving in and out.
Ben moaned, jerking himself off lightly as he looked at his girlfriend being fucked by another man. 'This is so hot!' Ben thought, kissing Hope lightly.
She was surprised but kissed back while their tongues wrestled. 'Oh fuck, he IS perfect!' Hope thought happily
"More!" Hope moaned happily, wrapping her legs around his waist .
"Make her cum." Ben said, kissing their friend.
He kissed back while the situation made him hornier and slam into Hope harder. 'G... Gonna cum!' he thought while his hips moved faster. He grunted and came deep inside her
"YES!" Hope moaned, enjoying the feeling of a creampie
The waiter panted and fell back with his dick slipping out of her. "That was great." He whispered, lightly falling asleep.
"Mhm, I wouldn't mind getting some of you in here." Hope whispered to Ben seeing his dick.
Ben nodded, walking over as he continued to masturbate.
"Come on, I want you to have some fun with my hole this time." Hope urged, spreading her pussy which also revealed the waiters cum which slowly pooled out of her .
Ben licked his lips, putting her legs on his shoulders and pushing inside her with one thrust.
"Oh fuck yeah Ben!" Hope moaned happily, a goofy grin on her face. "Even with his cum your hole is right!"
The two were thrusting happily, moaning deeply while Ben's dick felt harder and harder inside her. The two kissed, grunting and moaning as they made love with the sound of the table creaking them filling the empty restaurant.
The two soon moaned and came together with Ben's sperm pooling in her and her juices drenching more of the table.
"Amazing." She whispered with a glazed expression as they both panted.
"It was." Ben admittedly. "I didn't think watching someone else fuck you would be so hot."
"Same here, you took his dick like a champ."
Ben blushed at that. It felt so... Right to be dressed like this and getting fucked by another man, seeing his lover moan in pleasure from him and the other man.
'Should... should I accept this?' Ben thought. 'Make this the norm?'
Hope yawned and sat up. "As much as I like this, let's head on home, unless you want people to come in and see us like this."
"Well, you can magic us home." Ben nodded/reminded.
"Aw." she mock pouted before they glowed and vanished. They soon reappeared in Ben's bedroom, the two hugging and getting into bed not caring to get changed As they slept, neither noticed the Omnitrix activated showing the holographic form of a moth like humanoid alien...