Ben 10: a feminine change
chapter 11
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"Ahhhh!" cried out Kevin as he went flying through the air and crashed into a rock while the metal on him dispersed. "Ow..."
"Kevin!" called Gwen who had to use her mana to try and hold up her shield. "Are you ok?"
"Never better."
"This is getting ridiculous." Gwen sighed, the group having been fighting the same ones for several weeks.
Which one? Simple, the one kidnapping aliens for some evil plot and who just happened to be the same species as Kevin.
And let me make that clear. SAME SPECIES. Not some moronic experiment, but both having the same powers and genes as their alien race. Because that retcon is stupid and this is our story so back off.
This villain was known as Aggregor. And while he was the SAME SPECIES as Kevin he was older and stronger.
He was smirking while swinging his staff at Ben's head with said mail narrowly dodging before getting kicked away in the ribs, hard.
"Ah!" Ben grunted as he crashed into a wall, the Omnitrix currently being timed out.
"Pathetic, all three of you can't come close to beating me, and I've barely even begun." he taunted while two of his men fired on Gwen's shield.
"We're not gonna let you get away with whatever it is you are planning you horned freak." Ben glared while he fiddled with the watch just as Kevin got up, absorbed some brick, and charged at some of the men before punching them out of his way.
"Such heroic nonsense." Aggregor rolled his eyes before casually walking towards Ben as the faceplate rose up and he slammed it down with a bright green flash covering him.
As the flash died down it revealed an orange dog like creature who was on all fours and had no eyes, but had larger forelegs than the hind legs with black claws, black lips, and sharp teeth with gills on the sides and a curved waistline.
The beast like alien snarled and jumped at Aggregor, sending them both back and down a rocky hill.
He frowned and tried pushing her off with his staff, but she grabbed it with her teeth and tried tugging on it while they rolled down the hill and ignoring any pointy rocks or sticks. "You stupid mutt!" He snarled, kicking her away before she hit him back with one of her claws as they reached the bottom and he started to pry his staff from her mouth.
Aggregor kept his arms extended as far as they could go, his staff holding her jaw open and acting almost like a pseudo-muzzle. "Get off me!" He ordered, using his staff to slam her against a wall.
She growled and snarled while on all fours and slowly circled him while he held his staff at the ready.
"If you think this form will be enough, then you've already lost."
'I just need an opening.' Ben thought inside the form known as Wildmutt while keeping calm, although she was starting to feel somewhat excited. She didn't know why being controlled like this was exciting her, but her nipples were already erect. God, today had not been good.
Aggregor spun his spear around which she took as the chance to charge with a growl.
She leapt at him, aiming to immobilise him from damage his shoulders.
He narrowed his eyes and quickly used the blunt end to knock her back onto the ground.
Wildmutt whimpered as she fell to the floor, bouncing lightly before feeling a foot on her stomach.
"Pathetic, completely pathetic." He frowned before he noticed the hard nipples poking through her chest fur. He raised an eyebrow and moved a hand down near them before flicking one of them.
Wildmutt 'gasped' and wiggled in surprise pleasure while letting out a low growl.
"What is this?" Aggregor grinned flicking it again making her growl again. "It would seem the mighty Ben Ten is sensitive and quick to feel pleasure from just a simple touch even if it's by your own enemy." He mocked as he used his staff to rub between her hind legs.
She let out a whimper and whine while flinching while feeling her body getting warmer. 'No! No! Damn it Ben, not now!' he thought.
Aggregor saw Wildmutt squirm more and grinned before putting his hand down against her belly before he started absorbing some of her DNA.
The alien girl/dog groaned in pain and slight pleasure.
Aggregor pulled his hand back since he just needed a minor bit for a sick idea in mind.
'What is he doing?' Wildmutt thought before seeing his groin seen to grow! 'What?!'
"Since you're so easy and eager, I'll show you who is superior and make you a real bitch." Aggregor grinned as he pulled off his pants and revealed a large red swollen dick which was like a dog's, but far bigger with a knot at the base.
'Holy...' Ben thought, Wildmutt's instincts taking full control. 'I WANT that!'
"Ah, this is new to me, but it seems like you like it." he remarked seeing Wildmutt's head looking directly at it while seeing more fluids dripping out.
Wildmutt panted, getting on all fours and raising her ass into the air.
He gave a sadistic smirk at how quick she was to lay down and moved his hand down to give a rub across her folds. "Already soaking wet? Why am I not surprised, you seem like a real slut." He mocked.
Wildmutt shuddered and panted from the fingers while gripping the ground and let out a yip when she felt a finger teasingly rub against them harder than the rest. She began to push her waist back against his fingers, panting.
Aggregor however gave her ass a slap. "Do not get ahead of your new master bitch."
Wildmutt whimpered and obeyed, she just... She was so wet! She needed this!
He pushed his finger in making her jump and began to slide it in and out.
'Yes! Yes! Come in, stick them in! Stick IT in!' Wildmutt thought as she panted in lust and pleasure 'I NEED it!'
"Here we go." Aggregor smirked as he pulled his finger out and started to push inside her waiting vagina.
She let out a loud growl/moan while squirming as he groaned.
"So this is what a Vulpimancer's phallus feels like inside another's vagina, just as snug and warm as I imagined."
'So good! Being spread so wide!' Wildmutt thought as she panted. 'I need the knot! The cum! Fuck me!'
Aggregor kept pushing in with a grunt at how tight she was gripping onto him. "Fuck! It is so wet and snug!" He grunted. "It feels so tight, I can't wait to fill you up!"
'Oh god yes! I wanna get flooded!' Wildmutt thought in excitement, pushing back against him while he gave her ass a slap at the same time again.
"You sit still, your purpose is to be fuckmeat for your master." The energy absorber snarled before he pulled back and slammed back inside. "Understood?" He snarled.
Wildmutt let out a growl while nodding. She stood as perfectly still as she could, her nipples hard and her pussy gushing
Aggregor grunted with each movement while finding this a little demeaning, but at the same time it meant putting this bitch in her place which made his new cock feel even harder. He felt his climax nearing, but he didn't want to cum inside her yet! So he pulled out, WildMutt whimpering as he walked around her and came on her face.
She gave a small disappointed whimper while Aggregor gave her a harsh glare.
"Quiet." He frowned, smacking her face with his dick .
That was when a familiar beeping was heard as the Ultimatrix tried to time out... Only for WildMutt to growl and the device to seemingly glitch out as the symbol turned pink.
'No! Not yet! I need his dick back in me again!'
Seeing that the beeping at stopped and Ben had not become human again, Aggregor smiled as he ran his fingers over her breasts "I see. Until your instincts have been fulfilled, until you are satisfied, you are locked in this form." He theorised.
She gave a huff and nodded while shivering when he squeezed one of her breasts hard.
Aggregor laughed and summoned his ship to pick him up, he had a prize.
(Later)
Gwen and Kevin were exhausted as their robotic enemies finally left, leaving the two alone.
"That...took...a lot...out of me." Gwen said as she fell to her knees. Her stockings were torn in several places, her sweater was torn and her shirt was half pulled off.
"Same." Kevin panted with no shirt and his pants having holes in them.
"We should find Ben." Gwen noted, staring at her boyfriends chest 'Wow, not as slim as Ben's, but damn.'
She knew what Ben was from their first time in that party. Ben was a sissy, she was helping to bring it out. She wanted to share him with Kevin. Licking her lips she saw her boyfriends hardness in his pants as he looked at her shirt which was showing her nipples from a few rips.
Kevin gulped seeing Gwen's barely contained nipples before coughing and looked away to not be a pervert. "We better get going."
"Yes we do." Gwen nodded, a hand running over her thigh "... But you know... I'm sure Ben can look after himself."
Kevin felt Gwen teasing him and tried to keep from staring, but damn were her legs looking better than ever.
"It's been a while since you fucked me senseless." She added casually, spreading her legs silently. "What say we take this time for a little...catching up?" She opened her mouth wide that that, staring into his eyes with lust.
He grinned while walking over and put his hands on her waist. "Yeah, Ben's probably kicking butt, he'll be fine."
Gwen's on her knees so she is waist height with Kevin. With her mouth open, that would be offering a blowjob.
He unzipped his pants and let his dick pop free before aiming the tip and pushed in with a grunt.
"Oh yes." Gwen shuddered in lust, smelling his musky sent as she held her mouth as wide as possible. "Go wild baby."
"Oh trust me, I'm not gonna hold anything back." Kevin smiled, rubbing his dick over her face before pushing it inside her mouth where he moaned at the wet warmth that surrounded his tool. "Fuck Gwen, who knew getting our butts whooped put you in the mood."
"Ish woh kwok." Gwen moaned around his cock, as she imagined how Ben would look with this cock down her throat as she got wetter and wetter. She slowly started to bob her head as Kevin groaned and held her head while moving his hips with her.
"Oh yeah Gwen, you give the best blowjobs! I love this!" Kevin moaned as held her head.
'I wonder if he'd say the same to Ben if he was choking on this rod.' Gwen thought, knowing Ben was even better than her at this and feeling a bit jealous of that fact. 'Oh I can't wait to pull Ben into this and see him moan like a slut as Kevin plows his ass! Maybe I'll let that skank Charmcaster join in to, I am sharing Ben with her already so I might as well.'
Kevin grunted while feeling Gwen's tongue start to trail around the tip and give his balls a squeeze at the same time. "On fuck, you're hungry!" He moaned.
'Damn straight I am.' she thought while feeling her panties slowly getting wet. She made sloppy gagging noises as his cock entered her throat, her lips kissing his crotch as she looked him dead in the eyes. For a second Kevin did not see Gwen there but a near identical brunette, and that pushed him over the edge as he came in his girlfriend's throat.
"FUCK! HERE IT COMES!"
Gwen moaned, swallowing all the cum eagerly before pulling off and closed her eyes when some of it spurted on her face. She moaned at the feeling, holding her mouth wide showing the cum that had filled up in it which she was moving around with her tongue.
Kevin panted seeing that before Gwen tilted her head back and swallow it all before opening her mouth to show it was all gone. "Damn is that hot."
"Thank you." Gwen smiled, wiping the cum from her eyes and licking it up before she laid down on her back and spread her legs. She reached between her legs, pulling her skirt up and ripping her leggings to give free access to her pantyless pussy. "Now... Onto the main course?" She smiled.
"Oh you know I will." he moved down and held his dick steady and started to rub the tip across her folds, but didn't go in just yet.
"Hmmm... Come on, no teasing." She moaned softly.
"Why not? We're in no rush." he whispered before reaching up and started giving her chest a squeeze.
"Because I want it!" She moaned deeply before crying out when she felt him push into her suddenly with a grunt. "Kevin!" She moaned, wrapping her legs around his waist. "Fuck me senseless!"
"Hell yeah I will!" He nodded in lust, thrusting hard and grunting since her insides were more snug then usually and Gwen moaned with each movement.
"Yes! Yes! Fuck my pussy!" She moaned deeply. "H... Hey, ever thought of...! Right there! That's it!... Fucking another girl?"
"What?" he groaned while squeezing her chest. "You mean, ah! Like a threesome?"
"Yes!" She moaned deeply. "But maybe... the ass of a certain brunette?" She teased.
"What?" he looked at her before an image of Ben went through his head and made him go wide eyed. "No way."
"Don't... Deny...! Oh god yes!... That Ben makes a...! Like that! Like that! So close!... A sexy... girl." Gwen said between moans. "And I'm...! Fucking shit!... Your cock could make... Him... A... Slut... CUMMING!" she cried out before feeling her juices gush all over his groin.
"Oh fuck!" Kevin moaned into her neck, cumming inside her from her tightness and the mental images she was putting into his head.
"AHHHHHH!"
The two held each other, to enjoy the afterglow.
"Holy...fuck...that sounds...hot..."
"Does it?" Gwen smiled, licking his ear. "Hmm... You're hard again."
"Wait...how are you gonna make that happen?"
"Leave it to me." Gwen promised, kissing him. "Now... Round 2?"
Meanwhile up in space, Wildmutt was begging as she had a ball gag and was shaking her rear as Aggregor kept teasing her slit with his spear.
He had been doing this for a while, teasing and tormenting his bitch. Teaching her to be a good girl for him.
"I could do this for days on end." The tyrant smirked before he held the flat point of the staff and started pushing it into the wet vag.
Wildmutt could only moan and claw at the floor, her needs not being met. 'No more teasing! I'm losing it!' Ben thought, his mind swimming in nothing but Wildmutt's lustful instincts.
"I think you are ready." Aggregor smirked as he removed his staff, his cock hard once again.
'Oh thank god! Put it in me!' Ben thought, WildMutt wet and ready.
Aggregor moved over and rubbed the tip up and down the opening before slowly pushing in. He groaned, feeling the wet walls squeezing him. "You're such a bitch you can't stop leaking all over the floor." He mocked. "When this is done, you are cleaning it up!"
'Yes! I'll lick this whole floor up! Just fuck me already!'
Aggregor held her ass, slamming in hard without hesitating and began to move in and out making her let out a loud lustful roar.
The ballgag mostly muffled her noises but she was clearly excited and loving it
"It's more moist and snug then before!" Aggregor mocked. "Looks like you are just a all trained up, perfectly!"
Wildmutt groaned each time the dick went in and out of her while the knot kept pressing against when it went near. 'Get! Get it in there! I need it!' Ben thought in lust
"I'll bet you'd bend over backwards just to feel me cum inside, wouldn't you?"
Wildmutt nodded quickly and moaned around her ball gag.
"Then I'll do it and see if you can knocked up too."
'Knocked up?' Ben thought, Wildmutt moaning deeply. 'Oh god! He's gonna cum inside me over and over!' She thought in joy while trying to move her hips against his dick.
"Take it! Take it all you whore!" He grunted, slamming his knot inside her and cumming.
She let out a loud roar through the gag feeling the hot sperm pump into her snatch.
"Hmm... Yes." Aggregor sighed, trying to pull out only for the knot to keep him inside. "Hmm, seems this will help ensure you sire my offspring until I can relax." He sat down, his penis still inside her but slowly shrinking.
Wildmutt panted while shuddering as her pussy was squeezing every drop it could out of him.
The ball gag was finally removed, the alien dog panting and grunting. 'So...warm...' She thought.
Aggregor's cock soon returned to normal, sliding out of Wildmutt's pussy as she glowed and reverted to her human form of Ben.
He panted while his pants were down and his ass twitched while feeling the sperm ooze out slightly.
"That looks well fucked." Aggregor smirked. "Remember, you need to clean up pet."
"Y.. yes." Ben panted and nodded, licking up both Aggregor's leftover cum and his own juices from being Wildmutt from the floor. 'It tastes bitter and salty, my ass feels so good~'
"You'll make a fine slut." Aggregor smirked as one of his robots flew in holding the last of the four aliens he needed.