“Where’s Ben?” Jane asked as she watched Gwen’s red furred slit chew on the vibrator she slid in and out of her friend’s drooling pussy. She shifted her body slightly so her swollen belly wasn’t on top of Gwen’s as the other girl slid another dildo in and out of her wet cunt at the same time.
“I don’t know,” Gwen said with a sigh of pleasure as her stretched belly rippled against Jane’s swollen belly. “I saw him at lunch and he seemed real nervous about something, but it’s not like he’d miss one of our fuck sessions – especially today since it’s the last day before Thanksgiving break.”
“You’ve got that right,” Jane said with a quick chuckle that ended in a gasp as her pussy clenched around the vibrator in her fuck tunnel so she could feel every curve and bulge of the fake prick as the mini orgasm shot through her spine. “After today it’ll be a week before he can fuck either of us – he’d better be here, I don’t think I can face a week without his cum coating my pussy.”
“Me either,” Gwen said with a shudder as her back arched with a mini orgasm of its own. “At least I’ll see him on Thursday, if we time things right we’ll probably be able to sneak off somewhere for a quick fuck. Maybe Grandpa Max will be able to sneak off with us – I haven’t had two real cocks in me since this summer.”
“Yes you have,” Jane said as she caught her breath and then started sliding the plastic vibrator in and out of her friend’s cunt with renewed vigor as Gwen did the same to her. “Every time Ben turns into Ditto we get fucked by two or more cocks at once.”
“It’s just not the same,” Gwen said in frustration as she twisted the dildo in Jane’s slit with every thrust. “You’ll know what I mean when you have two different cocks in you at the same time.”
“Like that will ever happen to me,” Jane said with a snort that turned into a groan of pleasure as Gwen twisted the dildo in her friend’s cunt so that it rubbed across her clit as it slid into her pussy.
“It could happen,” Gwen said with a sigh as Jane tried the same trick with the dildo she was sliding in and out of her red furred slit. “Are your parents still trying to get your grandmother to take you in for the rest of your pregnancy?”
“They are,” Jane said with a sigh of exasperation instead of pleasure. “They’ve finally given up the idea of forcing me to get an abortion, but now their trying to find a way to hide me away until the babies are born. I have no idea what they plan to do after the babies are born, they probably think they can talk me into giving them up for adoption – but I can tell you now there’s no way they’re ever going to talk me into giving up my babies.”
“Good for you,” Gwen told her friend.
“But what does that have to do with when or how soon I’ll have two cocks in me at the same time?” Jane asked.
“Well,” Gwen said slowly, carefully thinking through every word before she spoke. “I didn’t mention any names but I told my parents about a friend who was pregnant and how her parents were so hard on her about it. Mom and dad didn’t think I was looking but I noticed the way they exchanged this look and then they asked if my friend might want to stay with us.”
“I think I might like that,” Jane said thoughtfully. “How soon do you think it would happen if my parents agreed?”
“Thanksgiving is too early,” Gwen said as she stuck the vibrator all the way in Jane’s slit and then stuck her tongue out tickle the brunette’s erect clit before she continued. “We could probably do it by Christmas.”
“That sounds good,” Jane said as her body quivered with the approach of another orgasm. She could feel Gwen’s body quivering with her own approaching orgasm. “And you think I’ll have a chance to get two cock’s in me while I’m staying at your place?”
“I can’t guarantee it,” Gwen said as her breath started coming in gasps, “but Ben and Grandpa Max will both be visiting during Christmas. If you want I’m sure we can talk them into fucking you at the same time.”
“I think I’d like that too,” Jane said as her hips met every thrust of the dildo in Gwen’s hand as she felt her new orgasm spreading from her cunt to roll over her swollen belly and through the rest of her body.
“Good,” Gwen said as her own body shuddered through an orgasm when she felt Jane’s body arch against hers. “I’ll talk to my parents tonight, you have no idea how good they are at talking other people into doing things there way. If I know my parents you’ll be living in my room by the time we get back to school.”
“That would be great,” Jane said with a groan as her body shivered after her newest orgasm. In spite of the fact that she and Gwen had just had their second orgasms of the afternoon she continued to slide the dildo in and out of her red-haired friend with just as much enthusiasm as her friend put into the vibrator she was sliding in and out of her pussy.
Both girls turned to look at the door when they heard it open and both of them gasped in surprise when they saw a strange girl walking into their private fuck room. Without even thinking about it Gwen uttered a spell and a wind caught up their clothes and sent them through the air to drop on the mattress where they could grab them and pull them across their naked bodies. But even as she draped her clothes over her exposed tits and pussy Gwen realized that the girl standing in the doorway with her mouth agape had already seen more than enough.
“It’s true,” the girl said as she looked from Gwen to Jane and then back again, her fine black hair forming a wavering aura behind her brown skin and beautiful features.
“Hi Gwen, Hi Jane,” Ben said as he ducked under the girls arm and squeezed his way through the door.
“Benjamin Tennyson,” Gwen said angrily as she tossed her clothes aside and got to her feet to face her brown haired cousin. “What is going on here?”
“That’s what I want to know,” Jane said as she got to her feet next to Gwen.
“Sorry about this,” Ben said in obvious embarrassment as he scratched the back of his neck. “This is Keesha Summers, my Biology lab partner.”
“You’re taking Biology?” Gwen asked.
“Yeah,” Keesha said defensively. “I’m not really that big on math and science so I put it off until now. That’s why Ben and I ended up as lab partners because most of the students are in seventh grade and knew each other well enough to choose their lab partners ahead of time. Ben and I were the odd ones out so we ended up together.”
“That explains why you’re taking Biology, Keesha, but I was wondering about Ben,” Gwen explained.
“Funny story,” Ben said, “back at the beginning of the semester I couldn’t decide what classes I wanted to take so I opened the course book, closed my eyes, and signed up for the class my finger hit.”
“That sounds like you, Ben,” Jane said with a quick laugh, “but now I want to know why you brought your lab partner here to our little hidey-hole.”
“That was kinda my idea,” Keesha said sheepishly. “You see, all semester Ben’s been drifting through the class work – just barely getting by. But that changed a couple weeks ago when we got to the human reproductive system. Suddenly he was doing all the homework and getting perfect marks on everything. When I asked him how he knew so much about human reproduction he did his best to avoid the question but I kept pushing until earlier today he said he’d tell me, but only if I agreed to let him fuck me – and do it without protection.”
“Ben you didn’t,” Gwen said, trying to decide if she should glare at her cousin or laugh.
“I never thought she’d agree,” Ben said with a shrug. “And once she did I couldn’t back out on the deal. So I told her about the two of you and about the room.”
“And I didn’t believe him,” Keesha said, “so I told him I wouldn’t let him fuck me until he proved everything by bringing me here so I could see for myself.”
“Really?” Jane asked as she looked the older girl over thoughtfully.
“What do you mean?” Keesha asked nervously.
“If you thought Ben was lying,” Jane said with a mischievous smile, “then why did you take your bra off before you came here.”
“You’re right Jane,” Gwen said as she stepped back to look the new girl over, “I can see her nipples through her blouse and I couldn’t do that if she was wearing a bra. Not only that I don’t see any panty lines under her pants. Can you?”
“Not a one,” Jane said with a chuckle, “in fact I can see her slit through her pants.”
“You’re right,” Ben said as he slipped behind Keesha and slid one hand under the girl’s blouse to fondle her bare tit while the other hand slipped into the front of her pants to rub along her wet cunt. Gwen and Jane noticed that in spite of her surprise Keesha didn’t even try to get away from Ben’s invading hands – in fact she let out a sigh of pleasure as he pinched her dark nipples into full erection as he slipped a finger into her drooling slit.
“I bet you had this planed all along,” Gwen said as she grabbed Keesha’s shirt and pulled it up over her head so they could all see her naked tits as Ben played with her nipples.
“What do you mean?”Keesha asked with a nervous laugh.
“Don’t play innocent with me Keesha,” Gwen said as she reached out to play with the older girl’s other tit. “You came her planing to fuck Ben if he was telling the truth or not.”
“I think you’re right Gwen,” Jane said as she shoved Keesha’s pants down to expose the girl’s dripping slit. “Either you knew Ben was telling the truth, or you were planing to fuck him even if he was lying about us.”
“Is that true Keesha?” Ben asked as he wiggled a finger in Keesha’s tight virgin cunt.
“Yes,” Keesha said with a sigh of pleasure as she stepped out of the pants bunched around her ankles. “I’m sick and tired of being a virgin, and Ben’s the only boy I know who even talks about fucking me. I figured that it was worth taking a chance with him, I decided it was worth taking a chance, and if Ben started to chicken out I’d just take off my shirt and pants to show him how serious I was about fucking him.”
“Keesha,” Ben said as he guided the dark skinned girl to the mattress without taking his left hand off her tit or his right hand away from her moist trembling twat. “All you had to do was tell me how much you wanted to fuck and I’d be more than happy to pop your cherry. Especially if you’re actually willing to let me knock you up.”
“I think I can deal with that,” Keesha said with a smile as she let her hand wander down to trace the bulge of Gwen’s swollen belly. “Did Ben knock both of you up at the same time?”
“Not even close,” Jane said as Keesha let her other hand wander over to her bulging stomach. “Ben knocked Gwen up back at the beginning of the summer when they were traveling around the country with their grandfather. Ben didn’t knock me up until the first week of the semester. The reason I’m so big is because I’m carrying twins.”
“So Ben knocked Gwen up first and she’s carrying one baby,” Keesha said slowly as the other three helped her to lay back on the waiting mattress, “and he knocked you up second and you’re carrying two babies. Since I’m the third girl he’s going to fuck and knock up do you think I’ll end up with three babies?”
“It doesn’t work that way Keesha,” Gwen pointed out with a soft chuckle as she continued to play with the black girl’s tits.
“I know that,” Keesha said with a nervous laugh as Jane moved to the other side to play with her other tit as Ben slid between her legs so he could reach her pink juicy slit with his mouth. “I was just trying to break the ice with my little joke.”
“I don’t know what would be funnier,” Jane said, “if your little joke actually happened, or if it didn’t happen.”
“Now you’ve got me nervous,” Keesha said with a nervous chuckle as Ben ate her cunt and the two girls sucked on her tits. “But the three of you are making me feel so good I don’t care.”
Ben grinned and forced Keesha’s thighs wider as he licked at the juices drooling out of girl’s hairy black pussy. He shifted the tip of his tongue from the older girl’s slit to her erect clit and teased the nubbin until she started to squirm with the pressure of her approaching orgasm.
“Oh God,” Keesha screamed as the pleasure from her tits and her slit joined together and sent an orgasm smashing through her body with enough force to make her gasp as her body jumped up from the mattress.
“I think she liked that,” Gwen told Jane as she gave her friend a smile and a wink before she went back to sucking on Keesha’s nipple.
“I sure did,” Keesha gasped, catching her breath even as her body started building toward a new orgasm.
“Ready to have that cherry popped, Keesha?” Ben asked as he got to his knees and wriggled his way between her thighs until he could rest his six inch cock on the milk chocolate skin of her belly.
“Fuck yes,” Keesha said with a broad grin as she tried to look past where Gwen and Jane were sucking on her tits. She’d always been proud of the size of her breasts until she’d stepped into the room and realized that Jane’s tits were even larger than hers. At least she was still bigger than Gwen, but she wondered how long before the younger girl’s tits enlarged with her pregnancy and filled with milk.
“If you’re sure you’re ready,” Ben said as he took hold of his cock and backed away from the older girl until he could place the tip of his prick against her drooling slit. “This will hurt for a minute or so,” he warned her, “but after that . . .”
“After that you won’t be able to get enough of Ben’s cock,” Gwen said, taking her mouth off Keesha’s tit just long enough to speak before she sucked the dark chocolate nipple.
“I’ll believe that when it happens,” Keesha muttered as Ben slid the head of his cock up and down her pussy lips until her clit was quivering with pleasure.
When Ben saw Keesha’s stomach start to jump he changed the angle of his prick and aimed it straight for the girl’s slit. With a quick thrust Ben managed to slip the head of his cock into Keesha’s tight fuck hole before the she realized what he was doing.
“Ouch,” Keesha managed to say between her gasps of pleasure as Gwen and Jane continued to suck her nipples enthusiastically. “Was that it? Is my cherry gone now?”
“Not yet,” Ben grunted between clenched teeth as Keesha’s sucking cunt tried to milk the baby juice out of his balls before he even managed to get his cock all the way in her belly. “You’ll know when it happens.”
Ben let the head of his cock rest in Keesha’s cunt for a few seconds and enjoyed the feel of her slit as it pulsed around his prick. He looked past where Gwen and Jane were playing with the older girl’s dark breasts and watched as her features contorted with pleasure. He was sure it wouldn’t be much longer before Keesha had another orgasm and he watched her face to see when it started so he could pop her cherry just as her body went over the edge. He eased his cock further into Keesha’s slit until the head of his cock came up against her hymen. He saw her head jerk slightly when he reached the barrier protecting her virginity and pulled back a little in preparation.
Keesha’s head jerked back and her body arched up from the mattress as she screamed in pleasure. “Say goodbye to your virginity Keesha,” Ben said through gritted teeth as he slammed his hips forward with enough force to break through the older girl’s cherry and on into her fuck tunnel until he cock was buried deep in her pussy and he felt his balls bounced off her tight ass.
“Oh my God,” Keesha screamed as Ben smashed through her hymen. Ben watched the mixture of pain and pleasure that crossed her face. This, Ben realized, was what he loved more than anything else about fucking, the look that crossed a girl’s face only once in her life, when she lost her virginity. The only pleasure that came close for Ben was when he knew he was impregnating a girl. Ben hadn’t mentioned it to anyone but Keesha wasn’t the only girl who’d indicated a desire to loose her virginity. The main reason he’d chosen Keesha to be first was because there was something he sensed in her that told him this was the right time to fuck her. He’d noticed the same feeling when he knocked up Gwen but at the time he didn’t know what it meant. When he’d popped Jane’s cherry he’d noticed the same feeling of pleasure at the back of his mind and began to suspect there was something to it. And now he felt the same sense of pleasure again and he was sure it meant that he was about to knock Keesha up as well. Maybe the other two girls he was interested in would be ready by the time they got back from Thanksgiving break.
Ben watched as the look of pain faded from Keesha’s face and gave her an encouraging smile, “Ready to fuck for real?” he asked.
Keesha swallowed and gave Ben a quick nod, “Do it Ben, fuck me. Fuck me now.”
“Oh yeah,” Ben groaned as he slid his cock almost all the way out of Keeshas grasping cunt and then back in until he felt the girl’s cervix tickling the tip of his prick. He saw the look of pleasure return to Keesha’s beautiful dark features as he slid in and out of her drooling pussy and he glanced down to look at the pink mixture of pussy juice and virgin’s blood that coated his shaft. As Keesha gurgled in pleasure Ben picked up the pace and shifted his hands from the girl’s hips to her belly and he smiled at the thought that his baby would soon be growing in that flat stomach.
“Fuck me Ben,” Keesha groaned in pleasure as she lifted her hips off the mattress to meet every thrust as he drove his cock deep into her willing body. “I want you to cum inside me Ben,” the girl moaned as her body started quivering with the sexual energy that was building up from everything that was being done to her body, “I want to feel your baby growing inside me. Fuck me Ben, fuck me.”
“I am, I will, and you will,” Ben said through gritted teeth, determined to give Keesha one more orgasm before he filled her womb with his potent sperm. He could already feel Keesha’s Belly cramping under his hands as the sexual energy pulsed through her body and he knew it wouldn’t be much longer before her fuck tunnel clamped tight around his invading prick and pushed him over the edge along with her.
“Oh God,” Keesha screamed as her body went rigid and her pussy clamped down so hard on Ben’s cock that he couldn’t move it, “I love fucking.”
“So do I Keesha,” Ben screamed as his balls clenched tight to shoot wad after wad of cum deep into the girl’s belly. “Here you are Keesha, take my cum, take all my cum so our baby can grow in your belly.”
Ben saw Keesha’s eyes roll back in her sockets until all he could see were the whites. For a second Ben thought they’d pushed Keesha too far too fast but then she uttered a sigh of pleasure and Ben watched her eyes roll back into place and saw her grin at him. “I think you can pull out of me now Ben,” she pointed out.
“Right,” Ben said with a crooked grin as he pulled his wilted prick out of Keesha’s slimy pussy and rolled over to plop back on the mattress with a groan.
Without a word Gwen shifted her attention from Keesha’s jiggling tit to her messy crotch. As the red-head shoved her face into the older girl’s hairy pussy Jane abandoned her other tit to crawl over to Ben’s crotch where she stared licking his soft cock clean.
“So Ben,” Keesha said with a sigh, “how long before we can fuck again?”
“It’ll be a while,” Ben moaned as Jane’s mouth started bringing life back to his prick. “I may be ready to fuck again in a few minutes, but it wouldn’t be fair for me to fuck you again without giving them a turn.”
“I guess you’re right,” Keesha said with obvious disappointment. “By the way Gwen, how did you make your clothes fly through the air like that when I first entered the room? If I didn’t know better I’d say it was magic.”
Gwen took her face out of Keesha’s juicy crotch and looked up at the knowing smile on the older girl’s face and realized that she’d already put things together. “You’re lucky girl aren’t you?” she asked.
“What if I am?” Gwen asked with a weak grin as she licked the mixture of Keesha’s pussy juice and Ben’s cum from her lips.
“Then that would mean that Ben is all those alien heroes I’ve been seeing in the news,” Keesha said with another smile as she stretched and put her hands behind her head.
“What if I am?” Ben asked with a nervous laugh.
“Then I’d like to see you change into one of your heroes,” Keesha said.
“She already knows about us, Ben,” Gwen said with a sigh. “I don’t think it will hurt to give her a demonstration.”
“I have to agree with Gwen on this one Ben,” Jane said as she pulled her mouth off his cock and licked her lips clean.
“I guess you’re right,” Ben sighed as he started dialing through the alien silhouettes on the green face of the omnitrix until he reached Four Arms and slapped his hand down on the plunger. He felt the energy of the omnitrix rushing through his body and he felt his body shift into it’s alien form.
“Stupid watch,” Ben said when he realized the omnitrix had changed him into Grey Matter instead of Four Arms.
“What happened?” Keesha asked as she looked down at the grey skinned alien.
“Sometimes the omnitrix has a mind of its own,” Ben said as he got to his feet and paced around on the mattress. “Instead of changing me into the alien I want it changes me into a different one. And this is one of those times. Oh well, may as well put my big brain to work. Hand me one of those dildos you guys were using earlier Gwen.”
“What are you going to do with that?”Keesha said as Gwen handed Grey Matter one of the vibrators.
“I’m going to modify it,” Ben said as he started taking the dildo apart with his nimble fingers.
“You’re going to love what he does with it,” Gwen told her new friend. “Not only is it almost as good as fucking a real cock, the battery never runs out.”
“Sounds like it could be fun,” Keesha said with wistful smile. “I wish I could have one.”
“I think this one is for you,” Gwen said. “Jane and I already have one so I’d have to say this one is for you.”
“That’s right,” Ben said as he finished reassembling the vibrator and held it up for Keesha’s inspection. “As a safety precaution the vibrator shuts down for ten minutes after it senses an orgasm. That way you don’t lose yourself in the pleasure of one orgasm after another and lose touch with reality. Even with the safety precautions you have to be careful because too much pleasure can become addictive.”
“I’ll be careful,” Keesha said with an appreciative smile as she accepted Ben’s gift.
“Good,” Ben said as the omnitrix started beeping down the end of his alien transformation. “Now, whose turn is it to get fucked?”