Ben grinned as he reclined back on Julie's living room couch, the teen clad in just a pair of boxer shorts as he enjoyed the show going on in front of him, Gwen and Julie kneeling naked on the floor in passionate embrace, her moans and giggles music to Ben's ears as they lustfully made out for him, their breasts pressing firmly together as their hands explored each other's bodies
Feeling his underwear tighten Ben quickly rid himself of them as he stood up, his erection springing free as he made his way towards the two girls, cupping the back of their heads to encourage their heated make out session as he then slid his cock between their mouths letting out a sigh of sheer ecstasy as they didn't skip a beat, continuing to kiss around his cock adding tongues as they did so
"Damn yeah that's nice" he groaned as he started thrusting between their mouths, the moans and simpers the girls let out adding perfect vibrations around his shaft as they each moved a hand to caress his thighs
Breaking the kiss Julie moved her mouth to Ben's cock head taking the first half passed her soft skilled lips whilst Gwen moved lower, her tongue playing with Ben's balls making him shudder and groan as she then sucked both balls into her hot wet mouth, both of their tongues working overtime on him in a silent contest to see who could make him cum first from their actions
Pursing her lips tight around Ben's cock Julie then started to bob her head as fast and deep as she could, moaning and humming around her lover's shaft as she adored the heady taste of him, her tits pressing against Gwen's face every time she moved in making the redhead titter around her cousin's balls adding further stimulation
With a shiver Ben was soon cumming, flooding Julie's mouth completely making her moan and simper before Gwen pushed her away, the redhead clamping her lips around Ben's cock head to take her share of his seed greedily gulping down what he gave her, both girls letting soft moans and coos as they relished the taste of his seed before swallowing hungrily
Licking their lips lustfully Julie and Gwen then went back to kissing, feverishly licking at each other's tongues and lips to lap up every drop of cum before turning their attention back to Ben, the look in their eyes making it obvious that they needed, no wanted more as they gave him a devious grin whilst looking back to each other
"Four Arms?"
"Four Arms"
With that they cast their eyes back on Ben and he knew what he had to do, activating the Omnitrix he set it to one of his original Aliens before slamming the button down bathing his body in green as his form began to change, growing much larger, far more muscular and under his arms a second set burst out as his skin turned a deep red and his eyes turned yellow, a second set opening above the first
The most important change for the girls however came in his groin, instead of one fat, heavy, meaty fifteen incher he now sported two, the sight making the girls eyes dilate with wonder and lust as they stared in sheer worship of them, their cunts visibly dripping as they both scrambled to get into their favourite position to be taken by the Alien
Lying on her back Gwen spread her arms inviting Julie to lie down on top of her, their breasts pressing back together as they tightly embraced, pressing their groins as close as they could together as they looked back at Ben in obvious invitation "well, what're you waiting for?" they cooed in near perfect unison, their bodies cast in shadow as Ben towered over them
Reaching down all four arms Ben picked both sluts up making her giggle and coo as he then lifted them to groin height, his cock heads bigger than their fists making them bite their lips in anticipation before he roughly brought them both down on a cock each, sinking half of each length into them before hitting their stopping point as Gwen and Julie cried out in bliss, their groins and stomachs bulging from Ben's sheer girths
"Oh yes Ben!!!" Gwen cried out, letting her head hang back as she squeezed her arms around Julie tighter, the dark haired down sharing the shame expression of ecstasy on her face as she let her head fall forward panting with pleasure against Gwen's throat as Ben moved them along his cocks like fuck dolls, their bodies so light and delicate in his strong grasp but he showed them no mercy, they would give him no end of hell if he dared take it easy on them
Within minutes both Gwen and Julie were sharing powerful orgasms, their moans and pants becoming muffled as they began to lustfully kiss, screaming into each other's mouths as Ben moved then faster and harder, their bodies bucking and jerking in the air like limp dolls as his cocks throbbed deep inside filling them with his precum as his load built up
Between then lustful kisses and moans Gwen and Julie begged for his cum, for him to fill them with his hot thick jizz and with a few more thrusts they got their wish, their eyes rolling back in their heads with sheer pleasure as Ben came hard inside both of them, flooding their insides completely making their stomachs bulge even more before he then dropped them, letting them fall to the floor as he finished all over them leaving next to no part of them uncovered with his seed
Moaning and simpering as they practically bathed in Ben's cum Gwen and Julie playfully licked each other's faces "god that was hot" Julie breathed loving the feeling of Ben's cum filling her cunt and womb to the brim
"Damn right, so what're you thinking for next time?" Gwen replied licking the cum from around her lips "I'm thinking Wildmutt"
Thank you for reading, hope you enjoyed it