Two week later in Bellwood:

Gwen kissed Ben passionately and smack of their connecting lips ringing through the quiet bedroom in the rv, Ben hands slowly coming to rest on her hips as he stroked her sides, earning a soft moan from her as their lips slowly came together. Gwen claiming his lips in a passionate kiss. The young redhead was only 10 with a hot boyfriend that is Ben Tennyson: the girl is very beautiful with nice skin that has nice breast and big butt who has pretty green eyes with red short hair: She is only in Elementary School school who on top in her school and very popular that she rule the school because her cousin is a hero/ that's save the world from aliens.

Now the two been dating for five months happy in love in secret without grandpa Max and her family not noticing a thing.

''Mmmm yes dweeb...'' She deep kiss the brunette cutie with hand grasped the back of his head, tugging on his brown hair as Ben look over at his girlfriend kissing him as a groan came from Gwen, her thick curves frame touch his legs when Ben hands sliding it up Gwen naked body and up to her right breast, touching. ''A-Ah dweeb yeah.'' Gwen moaned softly into his mouth with their lips drifted apart and she kissed his cheek, tempting him to look at his cousin who hold her' breasts, his fingers moving around the little breast.

Gwen wanted another round of sex and grandpa Max we're out shopping for the whole day, as her hands beginning to slide over his frame.

The young girl smiles at her boyfriend before she grasped his shoulders and pushed him onto his back with the hero move on the sheets. Gwen wasted no time in sliding down to his crotch giggle, running a finger up his big cock, that was at least 14 inches big: at first the young girl we're too shock seeing her boyfriend cock so huge when they did it for the first time. 'Oh my Ben cock is super huge like when he turn into fourarms!' She gasp in his bedroom that day in the Rv, it was just her and Ben on summer break, she saw her boyfriend big thick cock is out moving up as she wore her bra and panties which she's had give him a show.

'Can you take it doofus?' Ben says holding her butt.

'It's no problem Ben! I take your huge cock.' She gasp when it slid in her wet pussy. 'Holy Ben!' She hold a breath feeling the cock when in her.

Gwen giggle at her memory and she can't get enough of Ben big cock, they been still having sex a lot, in the living room Rv, bathroom, in the closet where Max been driving.

"Kids what are you doing in the closet?" Max said.

"Nothing Grandpa, we cleaning." Ben responded trusting inside of Gwen with her legs up as she cover her mouth.

"We'll you two been in their for a long time, join me." Max yell still driving down the road.

"Oh God!" Gwen scream.

"What Gwen shouting at?" Max shouted.

"Nothing grandpa Gwen saw a rat, I got it with my alien form." Ben answered glaring at his cousin as he turn her on all four.

Than the next day they did it in the lake with Ben being Fourarms.

'Honey, some alien is having sex in the lake again with some red head girl' A camper guy said from two blocks down outside as he yell.

'Baby it's Fourarms... an I can see. Leave him alone.'

'But honey... the big guy is having sex in the lake, that's against the law!' He screamed.

'Hush baby! leave him be.' The lady camper, said making dinner outside: she had on a white robe, 'oh my, they going at it again, I know Ben is Fourarms and he is going in on hard with some girl that I can't see her face, she is very lucky to be with him...!' She thought and can't help to touch her breast with a moan gazing at a naked girl screaming with the lake water had splashed out on the green grass.

'OH GOD YES FOURARMS, BABY MMMMM, LIKE THAT YES!' Gwen moan riding on cousin boyfriend dick up and down in the lake.

'Arrrrrr, I'm calling the Police.' The man shouted.

'Don't you dare, leave my them alone.' She said walking by her hot man, hearing moan of pleasure in the lake, A girl riding the muscle alien in the lake with Gwen naked arms went around Fourarms neck kissing him passionately as Ben host her up with his two arms and the other two arms on her butt where you can see his red two big dicks in her pussy and butt.

'Ok but I don't like this honey.' He reply.

'I know honey, but leave them be!'

'Oh I will just for you,' He began and saw his girl rube her big breast, and started too take off her robe with her breast pulled out with a bounce.

'Dear I'm so horny, just by looking at Fourarms having sex.' She reply with a grin as she kiss her boyfriend and pushed her man shirt off. More of their own clothes continue fall on the gress, she change their positions, as they were on the grass; where she got on top of her boyfriend kissing him while the man grab his lady big naked butt by giving it a slap.

Gwen got out of her memory doing Ben in the lake and waste no time crawled up top of Ben, she grabbed her white and blue shirt by pushed it off. It fell down to her knees, allowing her to lift her knees out of her blue pants, we're her lacy wet panties exposed to him as she went on his cock, she started licking circles around the tip of his dick, stroking the tip, her tongue with saliva and she worked. She curling her fingers around his dick jerking him off, with her lips wrapping around the tip.

''N-Nn...'' Ben shuddered. ''Gwen...''

His voice was low feeling Gwen suck him.

In response Gwen continued moaning softly with her tongue around Ben cock. Her cousin tasted so sweet as her tongue exploring more with a lustful pleasures.

Gwen took him deeper into her mouth, the wetness of her mouth came in his cock; and she sucked hard. ''Mm... gulp~'' she moaned blowing around his dick, bobbing her head up and down, when she ran her fingers around the cock as she bobbed her head down with her lips by her own saliva came out over Ben cock, letting the tip thrust down her throat. She deep-throat him, while groaning around his cock and slurped his dick – the sucking sounds echoing through Ben bedroom.

"Oh doofus don't stop."

"I won't Dweeb." Gwen buckled up down as she move on his stomach that her little breast touch his legs and her pussy was in his face.

''Dweeb eat me while I suck you off!'' She moaned out.

"Ok baby." He grin, moving his lips to her pussy.

''Yes!''

A noise escaped Gwen and Ben raised one hand up, spanking her ass. The impact made her butt jiggle. He smacked it again, as a groan came from Gwen, her pussy quivering around his tongue while his cock was in her mouth when she kept sucking him off.

In the end it was only a matter of time until one of them lost – the result soon showing itself. The Tennyson girl cried out again with an orgasmed coming.

Meanwhile Ben blew his load in Gwen' mouth with a white cum erupting into her mouth and down her throat. Gwen smirked with a swallow.

''Hah... hah...'' Ben twitched feelings Gwen lifted herself off his face, easing herself down on the bed next to him leaving him with wet lips and Gwen lips came off his 14 inch big dick, leaning up smirking at him, she crawled up onto his lap straddled his big dick.

''Oh my you're still hard...'' Gwen gasped. ''How you do it, baby.''

''It's hard to keep it down sometimes, that's why I wear baggy pants by me not showing my huge dick at in public.'' Ben murmured looking at his big dick.

''Oh I see Doofus." Gwen giggled with her hand touch the huge penis. "Ben I want in it me." Gwen demanded, pressing her wet pussy inside Ben dick.

Ben groan with his hands landing on Gwen waist pulling her deeper down when he filled her pussy up with his dick.

Gwen slid back up to the tip, and then plunged herself back down. She moved carefully at first, but within a matter of bounces she speed up to the point her breasts began to bounce as Ben transformed into Jetray. "Oh yes." She moaned when Jetray grabbed her breasts, squishing them between his fingers. ''S-So good~''

Ben bucking his hips up, thrusting up into Gwen wet pussy faster, with her arms wrapped around Jetray red form as he flying in the Rv with Gwen on top of him and she becoming lost in the kiss who she moan feeling good with her cousin fucking so fast and so good–she immediately speed up too, riding his big cock and she could feel Ben lips to her neck, she had spent the last few minutes kissing her cousin, when Ben suck and even lick her little breast in a way which made her melt as Gwen crying out with Jetray mouth latched onto her right nipple.

That cry of pleasure. 'This is so hot and feel good.' Gwen thought with her sweet moans filling the RV and she took ride Ben into her wet sex over and over again, with slapping sound while they fly in the Rv.

''Ah~! Yes, oh ~'' Gwen mewled, both her hands fumbling for his red form– when she felt her cousin began sucking on her nipple. Then he moved to the left, and then back again. Back and forth, back and forth. Ben lips sliding all over the soft flesh of her tits, driving her crazy. "Oh, oooooooooh yes! Lick them. Lick my tits just like that, oh my gosh!"

Ben look at his lady smirking as he eat her breast. 'This is too hot, let's see how she like it when I'm in the air.' He thought as he fly out of the Rv and went up the sky couldn't stop staring at Gwen naked boobs as he hold Gwen tight.

"Doofus you better not drop me." She said in panic and finally realized she were in the air naked.

"I got you Gwen just hold on me tight." Ben grin feeling Gwen hands went around his neck as he went faster, her wet tight insides milking his shaft.

''I-I'm nearly cumming...'' Gwen tightened and tightened, strangling his dick as she moans in the air reaching a higher pitch- ''Ahhhhh~!''

With a cute cry Gwen hit her climax, and Ben ran his hands all over those breast, feeling Gwen move around his cock.

Ben hips buckled upwards with a gasp and thick of cum spurted up into her pussy, each thick cream hitting her body making her melt with an orgasmic moan. She kept rolling her hips feeling her boyfriend hands to cup and massage her breast, with her cousin fingers to play with either both nipples.

''Hah, yes...!'' Gwen gasp in the air, of pleasure racing through her. ''Mm... so good...''

Ben smile, stopping eating Gwen breast and he saw her leaning down and kissing him. Gwen held his cheeks and he grabbed her ass flying in the air.

Soon they came back in the Rv and Gwen lifted her hips up and let his still-hard cock spring out of her pussy on the couch. She cupped her pussy with a smile and shifted onto the couch next to him as Ben transforms back to normal and her hand squeezed his big dick repeatedly.

For nearly a minute Ben was able to catch his breath, simply watching Gwen moan out from tiredness, one hand stroking her wet pussy and his cock. ''You don't think I'm done yet, do you?''

''No.'' Ben held his cousin naked arms. ''I just needed a quick breather that's all, I was flying while doing you: I'm tired."

Gwen grin and she wasted no time to kiss Ben passionate.


Meanwhile with Charmcaster:

Charmcaster relaxed, finally having some time to herself, she wanted to wait here for a bit. She laid on the couch, pulling her purple outfit shirt over her head, and dropping it on the floor beside her than she unbuttoning her skirt, where she slipped her left hand underneath her panties. Charmcaster had it bad for Gwen as they two would always fight and Gwen had stole her spell book once.

'Arrrr I can't believe I'm falling for Gwen." She told herself growing with her pussy was already soaking wet thanking about Gwen body.

Charmcaster grabbed her left breast with her free hand rubbing it through her bra. God, she has it bad for Gwen, she like her red head and body every time they fight and it had been forever since they last fought, she'd forgotten how amazing it felt to touch herself.

"Ohhh Gwen!" she moaned as she started playing with her clit. It was incredible. "Gwen you will be mine darling, we will not be enemies anymore." She said grabbing the waistband of her skirt, pulling them past her ankles, throwing them on the floor, joining her shirt beside the floor, plunging both hands under her panties and began rubbing her soaking wet cunt with her fingers.

"Gwen," Charmcaster almost screamed, biting her bottom lip with gritted her teeth, she began to worked at her cunt by pushing three fingers inside her entrance. "Oh yes Gwen, your mine only!" She yelled so loud and she was so sure the outside people could almost hear her. Charmcaster removed a hand from her panties, using it to undo her bra, it joined her skirt and shirt on the floor.

She started to touch her cute breasts and spread her legs wider, began to dampen with her pussy juice.

"That's it, starting tomorrow, I will take Gwen and she will be mine... an all to myself," Charmcaster said out loud between moans, and she grabbed her nipple twisting it hard. "Aaaahhh fuck Gwen!" She moaned as her pussy tightened around her three fingers and her cum came out her pussy that went up on the wall.

What do you think of the story so far?

I don't own Ben 10 and please review. Your reviews help out and I will continue more as I only have 3 reviews but a lot of followers.

Also Do you what Charmcaster in the story? Or have her be with Gwen and Ben the same time? Will it ruin Ben and Gwen relationship?