[45] Odd Things in the Woods

Chapter 45: Odd Things in the Woods

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The moonlight filtered through the pine canopy above, casting dappled silver across the small clearing where we stood. The air was cool, tinged with the earthy scent of moss and the faint smokiness of the distant campfire.

"So," I said, "what was that smirk about earlier?"

Her spine stiffened. "I don't know what you're talking about. You're imagining things."

"Am I?" I stepped closer, not aggressive but not backing down either. "Because from where I was sitting, you looked pretty happy when I brushed off Jubilee."

"That's ridiculous."

"Is it? Just like it was ridiculous when you got upset about Kai in the desert? Or when you went cold shoulder after the Jessica situation?" I kept my voice calm, just laying out facts like evidence in a case. "I'm not blind, Gwen. I see the way you react when other girls—"

She let out a nervous laugh. “Are you crazy, Ben?! You? Who’d like you, you stupid dweeb,” she looked at me with what she thought was a mocking smirk, but it was shaky. I stared into her eyes, and thanks to my recent enhancements, I was looking down at her. Something that had never been the case before since I was quite short.

I remained quiet, unwilling to reply to her taunt. She swallowed her saliva, and then an angry look crossed over her face. “Look at you acting so cool,” she grumbled, eyes blazing in the moonlight. "You want to know why I acted like that?! Because of you! You're the one who started all this!"

I blinked, not expecting the accusation. "Me?"

"Yes, you!" She stepped closer, finger jabbing at my chest. "The way you tease me, the way you started looking at me like... like..." She made a frustrated gesture. "You act like you want me to be jealous! You can't just flip a switch and expect me to be fine with you flirting with every girl from here to New York!"

"I don't flirt with—"

"Kai kissed you and you didn't push her away!"

"She caught me off guard! And why would I push her away? She’s hot!"

"Are you hearing yourself?! And, and,” she continued, “After the Hulk right. You stay over at Jessica’s place and come back with hickeys!"

"That's not—wait, you noticed those? Isn’t that worse? Hello, Miss Gwendolyn??" I accused her back. “This is what I’m asking you about. Isn’t it crazy for you to… for you to be feeling and acting this way toward me?”

"Of course I noticed!" Her voice cracked slightly, slow to hear everything I said and only focusing on the first question. "I notice everything about you, you stupid, oblivious—"

She cut herself off, hand flying to her mouth as if she could stuff the words back in. The rest of my words registered in her head in real time and I saw the panic in her face.

We stared at each other, breathing heavily like we'd just fought another world-ending threat. The truth hung between us now, naked and terrifying in its simplicity.

"Gwen..." I started, not sure what I was going to say.

"Let’s not." Her voice was small now, vulnerable in a way I'd never heard.

"What do you mean let’s not? We have to talk about this. You can’t backpedal," I frowned at her.

"No, we don't. We can pretend this conversation never happened. We can go back to normal." But even as she said it, we both knew that was impossible. There was no normal to go back to. Maybe there never had been.

"Is that what you want?" I asked softly.

She laughed, but it sounded more like a sob. "What I want? What I want is to not be feeling this way about my cousin. What I want is to not get jealous when other girls look at you. What I want is..."

She trailed off, shoulders shaking slightly. I closed the distance between us, reaching out to touch her arm. She didn't pull away.

"What do you want, Gwen?"

She looked up at me, and in the moonlight, her eyes were liquid silver. "I want you to stop making me feel like this. I want you to stop being so... so..."

"So what?"

"So you!" The words burst out of her like a dam breaking. "So brave and stupid and heroic and infuriating and... and..."

"And?"

Her breathing was shaky, uneven. I could see her pulse fluttering at her throat, quick as a hummingbird's wings. My hand was still on her arm, thumb brushing the soft skin there. When had I started doing that?

"Oh my god," she whispered, the full weight of realization crashing down. "Grandpa will kill us."

"Well," I said, my voice rougher than I intended, "he doesn't have to find out. Even if he did, I won’t let anybody hurt you. Not even Grandpa."

The words hung in the air between us, both promise and dare. Something shifted in her expression, fear giving way to something else. Something that made my breath catch.

"Ben," she said, and my name on her lips sounded like a question and an answer all at once. The world shrank to just this clearing, just this moment. Her hand came up to rest on my chest, right over my heart. I wondered if she could feel how fast it was beating.

"This is crazy," she whispered.

"Yeah," I agreed.

"We shouldn't..."

"Probably not."

But neither of us moved away. If anything, we drifted closer, caught in each other's gravity. I could see the exact moment she made her decision. Her eyes flickered to my lips, then back up, and something fierce and determined blazed in her expression.

"Screw it," she muttered.

She grabbed the front of my shirt and pulled. I bent down, she stretched up, and our lips met in the middle.

The kiss was hesitant for exactly one heartbeat. Then it was everything.

It was every argument we'd ever had, every time we'd saved each other's lives. It was the frustration of weeks of denial and the relief of finally, finally giving in. Her lips were soft and demanding, tasting faintly of the chocolate she'd been sneaking earlier. My hands found her waist, pulling her closer as she made a small sound that shot straight through me.

This was Gwen. My cousin. My partner. My—

She bit my lower lip gently, and every rational thought evaporated. There was only this: her body pressed against mine, her fingers twisted in my shirt, the little gasps she made when I tilted my head to deepen the kiss.

We broke apart only when oxygen became necessary, both breathing like we'd run a marathon. Her lips were swollen, cheeks flushed, and she'd never looked more beautiful.

"Well," she said, voice unsteady, "t-that happened."

"Yeah," I agreed eloquently.

We stared at each other, the magnitude of what we'd just done slowly sinking in. Everything had changed. There was no going back from this.

"What do we do now?" she asked.

I went quiet for a long moment as I touched her cheek gently, thumb brushing over the soft skin. "I don't know. But for starters…"

****

"What do we do now?" she asked.

Her mind raced as she stood there, fingers twisting in the hem of her shirt. She could still feel the ghost of Ben’s lips on hers, the way they’d pressed with a hunger that matched her own, a forbidden fire that had been smoldering for weeks. Now, it threatened to consume her entirely.

This is wrong. So wrong. Grandpa would lose it. Society would lose it. But… God, why does it feel so rightfully perfect? Her cheeks burned as she recalled the intensity of that first kiss, the way Ben’s hands had gripped her waist like he’d never let go. She shouldn’t want this. She couldn’t want this. But every fiber of her being screamed for more.

Ben’s voice broke through her spiraling thoughts, low and rough, pulling her back to the present. "I don't know. But for starters…"

Before she could process what he meant, he stepped closer, his taller frame looming in the dim light. Those extra inches he’d gained from the Blitzwolfer incident made him seem almost otherworldly now, a tower of strength and unfamiliarity all at once. His hand slid up to cradle her jaw, thumb brushing her cheek, and then he kissed her again.

Gwen’s breath hitched as their lips crashed together, the hesitance of before gone in an instant. This kiss was raw, desperate, like they were both trying to pour every unspoken word into it.

Her hands fisted in his shirt, pulling him closer as his tongue brushed hers, sending a jolt straight down her spine. The world around them. The chirping crickets, the rustling leaves. They all faded into a distant hum.

All she could feel was him, the heat of his body, the way his fingers tightened on her waist like he was anchoring himself to her.

They stumbled slightly, her back brushing against the rough bark of a nearby tree, but neither of them cared. Her nails dug into his shoulders as she pressed herself against him, the need building like a storm inside her. This is crazy. I… I’m crazy. But I don’t want to stop. I can’t stop. Every touch, every gasp, felt like it was rewriting the rules they’d lived by their whole lives.

Finally, they broke apart, panting, foreheads pressed together. Gwen’s voice came out shaky, barely above a whisper. “Ben, we can’t go further… not here. Not in the middle of nowhere like this.”

His gorgeous green eyes glinted with a mix of mischief and frustration as he caught his breath. “When else? Think with that beautiful head of yours, my cute little nerd. We’re always with Grandpa. Sneaking around in the Rust Bucket ain’t exactly private either.”

Her face flared red at the nickname and at the implication of his words. She crossed her arms, trying to hide how flustered she was, her freckles practically glowing in the moonlight. “Still, it’s too embarrassing to look at your stupid face and do… that… so suddenly.”

Ben grinned, that cocky smirk that always got under her skin in the best and worst ways. “You want me to use one of my aliens then?”

Her eyes shot wide, her voice pitching up in disbelief. “M-my first time with an alien?! You’re crazy!”

“Well, it’s still me,” he shrugged, like it was the most obvious thing in the world. “The reason I gave those X-Men that whole speech about racism is that… I am every race, every alien. It’s still me, Gwen. Just with a few extra bells and whistles.”

She fidgeted, her gaze dropping to her sneakers, scuffing them against the dirt. Her heart was doing somersaults, and she could barely meet his eyes. “Umm… well, I guess you’re right, we won't get free time anytime soon, so… Sure?” she mumbled, barely audible, her fingers twisting nervously in her hair.

Ben’s grin widened, and before she could second-guess herself, he raised his wrist, the Omnitrix glowing with that familiar green light. A quick tap, a flash, and suddenly he wasn’t Ben anymore. He was something else entirely.

“FOUR ARMS!” The roar echoed through the clearing as his body transformed, towering over her at nine feet of crimson muscle and raw power.

“Why the hell are you screaming?!”

Four massive arms flexed as he rolled his broad shoulders, his alien form dominating the space around them. “It’s intentional. If people don’t come here hearing my scream, it means nobody will hear your incoming moans either.”

Gwen’s eyes shot wide in shock, her mouth dropping open. “Moans? Wha- Ben! You want me to— with F-Four Arms?! A-are you crazy?!”

He chuckled, a deep, rumbling sound that vibrated through the air, and gave a casual shrug with two of his arms while the other two crossed over his chest. “You fell for me starting with Four Arms, didn’t you? Back when I carried you through the forest that first time. And then you fell for me as me, over time. Admit it, Gwen.”

Her face burned hotter than the campfire they’d left behind as memories flooded back. Him leaping through the trees with her in his arms, the raw strength and protectiveness that had stirred something in her even then.

She couldn’t deny it, and the way her cheeks flamed up only confirmed his point. “S-shut up, you big dumb oaf!”

“Relax, I’ve got you.” His voice was a low growl, full of confidence as he stepped closer. With effortless strength, two of his hands gripped her waist while the others slid around to support her back.

He lifted her off the ground like she weighed nothing, her curves pressed against his hard, alien frame. Gwen squeaked, her hands instinctively grabbing onto his upper arms for balance, feeling the sheer power beneath her fingers.

“Ben, w-what are you—?!” Her protest died as his lower hands moved with surprising dexterity, tugging at her shirt and jacket.

In moments, her clothes were peeled away, scattered on the forest floor, leaving her bare under the moonlight. She felt like a toy in his massive grip, manhandled with an ease that made her head spin. The cool night air kissed her skin, and she shivered, both from the chill and the intensity of his gaze.

Four Arms twirled her around in his grasp, a playful spin that made her yelp, and let out a low whistle. “Damn. You’re a whole lotta gorgeous.”

Her blush deepened as she cursed under her breath, arms flying up to cover her chest. “You jerk… Stop staring like that.”

He laughed, a booming sound that shook her to her core, and pulled her closer with two hands while the others gently pried her arms away. “Can’t help it. You’re too pretty to look away from.”

Before she could snap back, he lifted her higher, settling her onto his broad shoulders like she was nothing more than a feather.

Her thighs pressed against the sides of his huge head, Gwen's brain shorted when he opened his mouth. A sharp gasp tore from her lips as pleasure exploded through her, her hands clutching at his head for dear life. “B-Ben! Oh my—!”

His tongue worked with a ferocity that made her vision blur, lapping and sucking at her most sensitive spot with an intensity that had her moaning uncontrollably. Her head tipped back, eyes fluttering shut as waves of heat crashed over her, her body trembling atop him. This is insane. This is… oh God, this is too much.

Her fingers dug into his tough red skin as her moans grew louder, echoing through the quiet forest, her mind spiraling as she came hard and fast, her body shuddering against him.

"Oh, Ben, ohng–" she choked out, hands grasping for anything to hold as he knew what to do. The roughness of his skin against her thighs was nothing compared to the way he ate her. She bucked, she writhed, and he just gripped tighter.

The more she moved, the more he took it. The more he pushed. And Gwen couldn't take it. She barely lasted a minute before she screamed into the night and her whole body stiffened and melted and she once again came so hard she saw stars.

“Damn, that was quick,” Four Arms rumbled, his voice thick with amusement as he lifted his head slightly, licking his lips. She slumped forward, hands trembling against his head. "You do last longer than this usually, right?"

She couldn't even answer. Her brain was gone. All logic dead.

When her senses returned, Gwen’s face burned with embarrassment as she tried to glare down at him, though her flushed cheeks and dazed expression ruined the effect. “Don’t… don’t say that, you idiot! It’s your fault for being so—ugh!”

He grinned, pulling her down gently with two hands while the other pair steadied her, bringing her face level with his. Up close, even in this alien form, she could see Ben in those eyes. Mischievous, caring, and completely hers. Well, maybe not completely… yet.

Her breath caught, words dying in her throat as he leaned in and kissed her slow and deep. She melted into it, kissing back with everything she had, tasting herself on him and not even caring.

“I think that’s enough… Put it in…” she whispered against his lips when they parted, her voice barely audible but dripping with need.

Four Arms set her down gently on the soft moss, the forest floor cool beneath her heated skin. He stepped back just enough to tug down the tattered remains of his pants, revealing not one, but two thick, alien cocks.

“WHAT?!” Gwen’s eyes widened, and she jumped back multiple steps, her voice shooting up in panic. “I-I change my mind! I can’t handle that!”

He laughed, a deep, rolling sound that made her stomach flip. “Oh, you can. You’re so wet already, you’re practically begging for it.”

Gwen’s heart thundered in her chest as she stared at the monstrous sight before her, her voice trembling with raw panic. “No, Ben, I’ll really die!” Her wide eyes darted between the two alien appendages, her bare skin prickling with a mix of fear and lingering heat.

“Um…” he rubbed the back of his head.

She shuffled back on the mossy ground, hands instinctively covering herself, her freckled cheeks burning under the moonlight. “I-I can’t do that. It’s too much!”

Four Arms let out a deep, rumbling chuckle that vibrated through the clearing, but his expression softened at her genuine terror. With a casual shrug of two massive shoulders, he tapped the Omnitrix symbol on his upper arm.

Green light flashed, and the towering alien form shrank down, muscles compacting, crimson skin fading to familiar skin. Ben stood there, human again, all 6’2” of him, with those newly defined muscles still stretching his torn shirt in ways that made her breath catch despite her fear.

“Whatever my princess wants,” he said, his voice low and soothing, but carrying that playful edge she knew so well. He stepped closer, pulling her into his arms with a firmness that made her gasp. His warmth enveloped her, strong hands gripping her bare waist as he held her tight against his chest. “I’ve got you, Gwen. Relax, I won’t hurt you.”

Her body trembled against his, the fear still buzzing in her veins, but his words and the familiar scent of him calmed the storm in her mind just enough. Well Four Arms also smelled just like this, but after seeing what she saw… she was too scared to think anything else.

She buried her face in his shoulder, feeling the rapid thrum of his heartbeat matching her own. “You’re such a jerk, that scared the shit out of me,” she mumbled, voice muffled against his skin, but there was no real venom in it.

“Am I?” Ben tilted her chin up, his green eyes glinting with a mix of tenderness and hunger.

“Yup,” she replied, then his lips crashed into hers, fierce and claiming, stealing the last of her hesitance. “You’re my jerk.”

The kiss was a wildfire, all teeth and tongue, igniting every nerve in her body as his hands roamed her back, groping her fat ass, pulling her impossibly closer. She melted into him, fingers clutching at his shirt, tasting the lingering salt of his sweat and the desperation in his touch.

He broke the kiss only to trail his lips down her jaw, nipping at her neck hard enough to make her gasp sharply. “You’re mine,” he said against her skin, the possessive tone sending a shiver down her spine. Before she could respond, he pushed her down onto the soft, mossy ground, the cool earth a stark contrast to the heat of his body as he hovered over her.

Gwen’s breath hitched as he tugged off the remnants of his shirt, revealing the hard planes of his chest, muscles rippling with every movement. Her eyes dropped lower as he shed the rest of his clothes, and a fresh wave of shock slammed into her.

“W-why are you still so big?!” Her voice cracked, high and flustered, as she stared at him, wide-eyed. Even in human form, he was… intimidating. Her thighs pressed together instinctively, doubt creeping in. “M-maybe we shouldn’t…”

His smirk was pure sin as he leaned down, caging her beneath him with strong arms on either side of her head. “Oh, we’re way past shouldn’t, silly goose.” His voice was a rough purr, dripping with dominance as he gripped her hips, pulling her flush against him. “You can take it. I know you can. Maybe in a different timeline, you took Four Arm and survived.”

Her protest died in a choked gasp as he kissed her again, hard and unyielding, swallowing any words she might’ve formed.

His hands were everywhere – gripping her thighs, sliding up her sides, tangling in her red-orange hair as he tilted her head back to deepen the kiss. Then, without warning, he flipped her onto her stomach, the sudden movement making her yelp. The moss scratched lightly at her skin, but she barely noticed as his weight pressed down on her, his breath hot against her ear.

“Relax, baby,” he murmured, one hand sliding down her spine before delivering a sharp smack to her backside. The sting made her cry out, a mix of shock and heat flooding her system as her body arched instinctively. “That’s it,” he praised, voice rough with want as he spanked her again, harder, making her whimper and squirm beneath him. “You look so damn good like this.”

“Ben!” Her voice cracked, a desperate huff escaping her lips as she panted into the ground, overwhelmed by the raw intensity of him. “You little bastard! K-keep hitting me and see what I do!

“You want me to keep hitting you? Damn, I knew you were into this,” he laughed, making her flustered, her face bright red. Her mind spun, torn between annoyance and the feeling of submission as an electric thrill spread through her from each spank. She was being destroyed, utterly taken apart, and she couldn’t stop the gasps spilling from her lips with every rough touch.

He gripped her hips with bruising strength, pulling her back against him as he positioned himself.

“I’m gonna make you mine tonight, Gwen,” he said, the promise in his tone making her shudder. “I’m going to break this wall of uncomfortableness between us forever.”

He meant it. Because he thrust forward, hard and deep, and her world shattered into a thousand burning pieces. A scream tore from her throat, raw and broken, as she clawed at the moss, her body trembling under the relentless pace he set.

The sound of skin against skin filled the quiet forest, obscene and primal, matching the rough panting and gasps spilling from them both.

“B-Ben! S-slow– ahh!” Her plea broke into a moan as he drove into her harder, one hand sliding around to grip her chin, tilting her head back so he could kiss her messily, hungrily, over her shoulder.

“No slowing down,” he grunted against her lips, his other hand smacking her again, drawing another sharp cry from her. “You feel so damn good. I’m gonna fill you up like some animal. Make sure you know who you belong to.” His words were a dark promise, each thrust punctuated by a growl, his dominance absolute as he claimed her completely.

Gwen’s expression was a mess of overwhelmed pleasure and shock, green eyes glassy with tears of intensity, mouth open in a constant stream of gasps and broken moans. “Oh– oh God, Ben!” Her voice cracked again, a desperate huff as her body rocked under his punishing rhythm, every nerve alight with sensation. She was utterly dominated, destroyed by the force of him, her mind blanking with each brutal thrust.

His lips found her neck again, kissing and biting as he growled low in her ear, affectionate even in his roughness. “You’re perfect. So damn perfect.”

His pace never faltered, driving her closer to the edge with every plap of their bodies colliding, his hands roaming to grip her tighter, to pull her back into every thrust like he couldn’t get enough.

Her gasps turned to ragged panting, her body trembling violently as heat coiled tight in her core. “Ben, I– love this! Keep going, keep driving into me like that. I’m–!”

The words barely formed before she shattered, a scream ripping from her throat as she came apart beneath him, waves of blinding pleasure crashing over her. Her vision blurred, her body shuddering uncontrollably as he kept going, chasing his own release with a ferocity that made her whimper.

“That’s it, princess,” he grunted, voice strained with effort as his thrusts grew erratic. “I’m gonna cum inside you and make you mine for good.”

“N-no?!” she protested even as her eyes rolled back, even as she bit her lips and cursed in her head. “Grandpa… grandpa will kill us if you get me pregnant!”

“I’ll take care of it.”

“D-don’t be stupid!” she shouted, even as her insides tightened around him like crazy. “Fukh… Fughhh! FINE! Do it! Do it inside, release your hot, sticky cum in me!! Bennnn!””

With a final, deep thrust, he let out a low groan and spilled into her with a heat that made her gasp again, her body quivering from the intensity. Gwen couldn’t hold back, she came off as well, eyes rolled back, a silly look on her face.

They collapsed together onto the moss, panting heavily, bodies slick with sweat and tangled in each other.

Ben rolled onto his side, pulling her close, his arms wrapping around her protectively as they caught their breath. His lips pressed soft kisses to her shoulder, a stark contrast to the roughness of moments before, his touch brimming with quiet affection.

Gwen’s chest heaved, her mind still reeling, expression dazed as she stared up at the canopy above. “T-that was so…” Her voice cracked, barely a whisper, as she struggled to find words through the haze of aftershock.

“Amazing?” Ben finished, his tone smug but warm as he nuzzled her neck, holding her tight against him. “Told you I’ve got you.”

“Rude, I wanted to say,” she let out a shaky laugh, turning her head to meet his gaze, her freckled face still flushed and glowing. “You dared spank me? You’ll pay for that…”

“Sure, after I spank you a ton more tonight. Get up, we’ve rested enough,” he replied, squeezing her waist.

“...You’re gonna be the death of me, Ben Tennyson.”

Instead of replying, he stole another kiss, softer this time but no less possessive. They spent hours in that forest, wrapped in each other, the weight of what they’d done settling over them like the moonlight filtering through the trees.

Perhaps drunk in the moment's pleasure, they went a little too far as well…

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Author Note: There are two versions of this chapter. Initially, Ben did not listen to Gwen and remained Four Arms, but in this final version, he switched after seeing her scared. :V