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Going Down the List

By: Candlejack
folder +1 through F › Ben 10: Alien Force
Rating: Adult +
Chapters: 1
Views: 7,271
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Disclaimer: Standard disclaimers apply. Ben 10: Alien Force and it's characters are not mine, no profit, just borrowing from Men of Action

Going Down the List

Title: Going Down the List
Author: BRB_rope
Summary: In 'Silence, Continued', Kevin asks Gwen she wants him to go down the list of fantasies he has of Ben and his Alien forms. He's got plenty.
Word Count: 3,348
Rating: Teen/Mature
Pairing: Ben/Kevin, Kevin/ALL 10 of Ben's Alien Force Omintrix forms
Warnings: Alien Sex. Crack?
Disclaimer: Standard disclaimers apply. Not mine, no profit, just borrowing from Men of Action
Authors Note: This is not the sequel to 'Silence, Continued', but a side fic to that universe. Comedy is something my better half is more suited for, but it seemed appropriate after this past week. Some smut, some random comedy.
Would anyone be interested being a beta reader for a wandering phantom? My tenses are slipping and it is highly embarrassing.




Ugol's Law: If you ever ask "am I the only one who has this kink?" the answer is invariably "No".





Big Chill landed next to Kevin, large moth-like wings fluttering restlessly, although the Necrofriggian did not take to the air again.

"Nice job." Kevin commented, letting the iron fade from his body, leaving him flesh again. More DNAliens defeated, the day saved once again.

"Thanks." Big Chill whispered in his slightly hissing voice, stepping up close to Kevin. Kevin didn't move, watching with slight nervousness as Big Chill's breath frosted the air between them as the moth-like alien draped his... its arms over Kevin's shoulders. The large flexible wings and antennae folded around both of them, wrapping them both up up in the cool embrace.

Kevin stared into the multi-faceted green eyes, as a long fingered hand reached up and delicately traced his features. "You okay?" He inquired, resting his own hands on Big Chill's hips.

"It... is strange." Big Chill commented, head tilting to the side. "While in this form, your appearance is not unattractive, but it is not entirely desirable either."

"Thanks." Kevin said dryly, just a touch of sarcasm colouring his tone.

Kevin's lips froze slightly as Big Chill's lipless mouth was briefly pressed against his, freezing any further complaints he might have had. A flash of green and he was holding a warm, human Ben in his arms. "Much better." Ben grinned up at him, eyes sparkling mischievously before he leaned up to defrost Kevin's lips with his own.

Kevin could live with that.




"I can masturbate you with my mind!" Brainstorm boasted, an energy beam shooting from his over-sized brain and enveloping Kevin.

Kevin would have asked if brainy aliens were geeks for Earth's Science Fiction, but he was too busy trying not to come in his pants to vocalize the idea.




"I'm never transforming into Alien X. Ever." Ben said with a shudder. With his luck, he'd transform into the powerful Alien, and then be stuck debating for eternity which part of Kevin to ravish first.

"That's fine with me." Kevin shrugged, apparently not concerned.

Ben paused. "Oh?" He asked, crossing his arms. "And here I'd thought you'd want to make out with an all powerful alien."

"Nah." Kevin grimaced and waved it off. "One, Alien X is damn heavy. Two, Makin' out with him be like necrophilia. Dude doesn't move. At all."

"Ah." Ben grinned.

Kevin smirked back. "I prefer my partners to be active particpants. How about you?" He asked with a leer.

Ben grabbed Kevin's hand, tugging him away from the car. "How about I show you how much of an active particpant I can be?"

"I'd say I look forward ta it."




Kevin leered up at Chromastone. "So is this what they mean by a 'Hard man is good ta find'?"

Chromastone gave him a perplexed stony expression back. "I thought it was 'A good man is hard to find."

"Sometimes, Ben..." Kevin sighed. "Y'can be extremely dense."

"... Huh?"




Kissing Echo-Echo was like kissing a Muppet. All wide lips, no teeth or tongue.

That wasn't to say that it couldn't be done, merely that it took a little bit of creativity on both of their parts.

Especially when he had eight Echo-Echo climbing all over him, their little bodies vibrating like happy cats as they explored. One poked at his toes, making him do a full body twitch and the others laughed from their perches all over his body.

There was something to be said for being used as a playground by Echo-Echo Especially with two of them deciding that is erection deserved highly tense scrutiny. With their mouths.

Their vibrating mouths.

That little thing about kissing an Echo-Echo being like kissing a Muppet? Kevin was having -no- problems with that.




"M'not saying I mind a nice quickie once in a while..." Kevin panted from his lazy sprawl on the mattress, his long limbs sprawled out, looking extremely satisfied and windblown, his hair sticking up every which way. "But sometimes Jetray is just a bit too fast, y'know?"

Ben laughed nervously, a blush staining his cheeks a bright red. "Yeah."




Kevin was covered in Goop. The small alien controller was whirring around his head, the vicious body of the green alien seeping in under his clothes, curling around him in long groping tendrils. He glanced down at his clothing, watching it ripple and move as he was explored in the most intimate of ways, covered and surrounded by the wielder of the Omnitrix.

Goop's voice made a thoughtful buzz from the controller above him. "This ooOOokay?"

"Just fine." Kevin assured him, relaxing into the full body embrace and closing his eyes as Goop seemed to be intent in giving him an all over massage. He could get used to this. "Anything I can do in return?"

A warbly laugh answered him. "Just relaxXXx." Goop assured him, tickling sensitive parts of Kevin's anatomy. There was a slight pressure against Kevin's back entrance, then Goop slid inside of him. Kevin let out a small groan as his hips jerked, then settled into a rocking rhythm, following what seemed to be the natural ebb and flow of Goop's liquid body.


Surrounded in Goop, in Ben, filling him him up and covering him both inside and out. He wasn't going to last long like this, he was-

Going to freeze in utter mortification as Gwen opened the door and stared at them.

"This isn't what it looks like." He blurted, staring back at her. Goop rippled over his shoulder, pale green eyes staring at Gwen as well.

Gwen opened her mouth.

"OoOkay." Goop said succinctly. "MAaby it iSSss..."

Gwen shut her mouth. She paused a moment before pursing her lips, turning around and shutting the door behind her. "I didn't see anything!" She shouted back, her voice a strange mixture of determination and mortification.


Kevin exchanged a look with Goop. Goop shrugged, causing his whole body to shift and Kevin promptly forgot all about his embarrassment for the moment.




"So..." Kevin looked Swampfire up and down. Or more specifically, looked the numerous waving strands of plant matter that seemed to have erupted from the Methanosian's body. "You're a tentacle monster."

Swampfire paused, an almost confused expression on his face. "Huh." He finally said, looking down at the wiggling parts of himself. "Hadn't thought of it that way."

There was a pause as they stared at the writhing green tentacles. Swampfire tilted his head, looking at Ben inquiringly.

"Sorry." Kevin crossed his arms. "But I ain't kissin' ya when y'stink like that."

Swampfire burped, the methane gas promptly bursting into flame. "Point taken."




"Ten Seconds before Times Out!" Spidermonkey cheered, all four arms waving, his tail lashing as he jumped Kevin. Kevin barely stayed on his feet, staggering under the sudden random assault as all of his clothing came flying off.

There was a flash of green light, and he found himself falling and landing on his butt, a very smug looking fully clothed Ben sitting on his naked lap. "Hi." Ben smirked.

"Cute trick." Kevin smirked back. "Now how fast can ya do it with your clothes too?"




The hard part with making out with a giant dinosaur-looking alien was finding the space to do it. Especially before timing out. It was difficult, but not impossible, especially not for two equally determined hormone driven teenage guys.

A canyon after a battle proved the perfect opportunity, especially with Gwen taking care of the authorities. She was a lot more diplomatic than either Kevin or Ben were.

Which was why Humongousaur was currently sprawled out against a canyon wall, gripping the boulders with his giant hands in an effort not to grab Kevin. Kevin, who was naked and had his legs wrapped around the Vaxasaurian's erection, grinding against it as he tried to shimmy up to the top, like one would climb a slippery tree. Which he kind of sort of was trying to do, when he wasn't sliding down backwards, due to the thick fluid leaking from the tip of the spiked penis. But it was fun, getting himself and Ben off at the same time.

Humongousaur simply groaned in response, gripping the boulders hard enough that they cracked and crumbled under his grasp. "Kev-" He got out, gasping out a warning, limbs twitching just before he came, spurting ropes of white fluid. Kevin laughed as he slipped, the yelped as the transformation timed out, a flash of green light momentarily blinding him before he was falling.

"Oooh." Ben groaned from where Humongousaur had been leaning against the cliff side, sprawled across a patch of broken and polished rocks. "Kevin? You alright?"

Kevin snickered from where he lay on the sandy ground. "M'fine." He waved.

Ben gave him a glare, staggering to his feet and wandering over, making a face as his now sticky underwear stuck to him. "I toldja it was a bad idea." He grumbled.

"Y'know me." Kevin sat up, giving him a roguish grin. "Gotta try everythin' once."

"Depending on what it is." Ben snarked back.

Kevin shrugged. "As long as you're not tryin' ta feed me it in a smoothie. Y'alright?"

"I'm not the one who took a sudden fall when their support disappeared." Ben pointed out, stepping next to Kevin, checking him over for injuries. "Any injuries?"

"Nothin' y'can't kiss an' make better." Kevin leered reaching his hand up. Ben rolled his eyes, taking Kevin's hand and allowing himself to be pulled down to the sand to finish what they started before Gwen came to find them.




He was bent over the engine of his Camaro when he heard the door open. Kevin tensed for a minute, then relaxed as he recognised the footfalls. The identity of the other person was confirmed as they draped themselves over his bent form, arms wrapping around Kevin's chest. There was only one person in the universe who felt like that. "I want-" Ben's voice whispered softly in his ear, sending goosebumps down Kevin's skin. "To fuck you."

"Like this?" He questioned, gesturing to his black grease stained hands. Ben nodded, his cheek rubbing against the side of Kevin's face. Kevin chuckled quietly, grinning to himself. This from the guy who used to blush tomato red and stammer just at the hint of anything risque. "Y'know where the lube is."

Ben made a pleased rumbling sound, spreading his fingers wide as he trailed his hands down Kevin's chest, down to his hips and started unfastening Kevin's belt. "Anythin' I can do?" Kevin drawled, glancing over his shoulder at Ben. Ben whose green eyes were almost black, his attention solely focused on Kevin. It was a good look for Ben. It'd be better if his lips were pink from a long bout of kissing.

"Let me." Ben said, finally sliding the leather through the metal buckle and undoing the button. Kevin shivered a bit as the zipper on his jeans was pulled down, Ben's warm hands sliding down under the band of his underwear and pushing them down.

Kevin braced his hands against the cool dark metal of the engine as Ben pushed his pants down his thighs, spreading his legs as far apart as the fabric would allow. He'd never say it out loud or admit it to Ben, but he liked it when Ben took charge. Not all the time of course, couldn't let Ben think that he could just boss Kevin around whenever he liked, but sometimes it was nice just to relax and let it all go.

Ben retrieved the lube from Kevin's back pocket, opening the top with a snap. "How fast do you want it?"

"Fast." Kevin grinned, more of a baring of teeth. "And hard." Ben preferred to go slow, take his time and linger, stretching things out whenever he could, but sometimes Kevin could convince him to speed things up. It wasn't like he was easily broken or anything.

He gets a small laugh for that. "If I was a crueler man, I'd prolong this as long as possible." Ben informed him primly, his tone completely at odds to the slick finger pressing against Kevin's entrance.

Kevin pushed back against him, pressing Ben into him. "But you're not."

"No." Ben admitted, twisting his finger in deeper. "I'm not."

"Good." Kevin ducked his head to hide his grin. Ben never failed to surprise and amuse Kevin. He hoped it stayed that way for a long, long time.

He lost the train of thought as Ben stretched him, apply the lube generously as his other hand explored Kevin's ribs and belly, teasing him by never quite touching where Kevin wanted him to. He could feel the hum of the Omnitrix on Ben's wrist, but ignored it in favour of the teen behind him.

"Another." Kevin grunted, Ben pulling the finger out of him to add more lube and replacing it with two fingers. Two fingers stretched him a bit better, a comfortable burn. He rumbled, arching into Ben's grasp, rocking his hips slightly, starting up a rhythm.

"Alright?" Ben inquired, resting his head against Kevin's shoulders, his breath warming a patch of Kevin's skin, even through the thermal shirt.

"Yeah." He nodded. Better than alright. "You got a-"

"-Yes." Ben said and he could just hear the slight embarrassment in Ben's tone. Kevin chuckled in response. Even with this, Ben maintained some of his innocence. Kevin was glad.

"Then do it." Kevin ordered. "I'm ready."

Ben made an inquiring noise, raising his head up. "You sure?"

"Yeah." Kevin grinned. "Do it." He didn't need as much stretching as he had when they first started.

Ben nodded, pulling out his fingers. The sound of a zipper and the rustle of fabric followed, and the crinkle of a foil packet being opened. There was a pause as Ben put the condom on himself before grabbing ahold of Kevin again, one warm hand against Kevin's hip. "Ready?"

"Yes." Kevin growled impatiently. "Do it Ben." He could feel Ben's erection pressing against his entrance.

"I could always-" Kevin cut off Ben's taunt of going slow by thrusting backwards, pushing Ben into him. Ben gasped, losing both his train of thought and words, much to Kevin's smugness. Ben groaned, grabbing his hands around Kevin's hips, driving himself forward until he was completely plastered against Kevin's spine. "Bastard." He grumbled.

Kevin laughed. "Pretty sure they were married." He quipped, adjusting to having Ben inside of him, waiting for the initial sting to pass. It was a heady mix of pain and pleasure, going from 'normal' to 'full'. Ben trembled against his back, his breath coming in shaky bursts between Kevin's shoulder blades.

"Kev-?" Ben made a questioning sound, more noise than words.

"Yeah." He agreed, shifting his hips and gaining more noises from Ben. "Do it."

Ben made a helpless noise, drawing back, then thrusting forward again. Kevin shifted his grip on the engine, getting himself better braced, absorbing the impact of Ben's body rather than move with it. The unstoppable force meeting the immovable object.

"Y'can go harder than that." He prompted, not bothering to hide his grin. Ben was a considerate lover. Sometimes a little bit too much so. Kevin wanted to be fucked, and he wanted to be fucked now. "I'm not gonna break."

This earned him a scoffing sound from Ben. Kevin growled, a sound of annoyance from deep in his throat. The feeling, the friction was good, but it wasn't enough. "Fine." He extended his ability into the engine block, the cool cast iron of the metal and absorbed it, his appearance taking on the dark grey-blue of the metal.

Ben's breath hitched, body freezing and tensing and Kevin wondered if he'd made a wrong move. "Ben?"

"Don't move." Ben whispered, sounding strangled. "Just... Stay just like that." He gave a breathless, almost embarrassed sounding laugh. "You move and I'm going to do something embarrassing."

He realised he could feel Ben shaking all around him, Ben's hands pressing against him almost hard enough to bruise if he'd been flesh. "I'm not gonna break." Kevin repeated, quieter this time.

"I know." Ben said quietly, sounding almost broken. "Just... You feel..."

Kevin waited. Felt good, felt bad? Did he scare Ben off? Then Ben took a deep breath, sliding out of Kevin, then rocking back in. Kevin gripped the engine block harder as Ben did it again, this time slamming into him.

"You..." Ben gasped, hands gripping Kevin's hips as he did it again. "Can't break."

"Nope." Kevin agreed. "And I'm damn stubborn too."

Ben made a breathless little laugh, losing his grasp on coherent speech. Which was just fine for Kevin as he arched into Ben's grasp, rocking away from Ben, then into his thrusts, meeting them with a hunger of his own. It was like a tease, he couldn't feel things quite as strongly with the cast iron skin, but he practically vibrates with the impact of Ben against him. He wasn't exactly hollow like this, but he wasn't solid either and the feeling is strange and new, in a good way.

The fact that Ben can't hurt him like this seems to unleash something in Ben as well, the Wielder of the Omnitrix letting himself go.

Kevin likes that. He likes that he can bring that aspect of Ben out, turn that focus, that power on him. It's a heady rush to know that he's the only who can make Ben crazy like this. He trusts Ben not to hurt himself against Kevin either. His skin is solid, but it's still flexible and giving, otherwise he couldn't move either.

Ben made a wild keening noise, his grasp becoming even harder as he pushed himself as deep as he can inside of Kevin, body shuddering as he comes. Kevin grinned, wolf-like, ignoring his own erection for the moment, the tight pressure in his gut, from wanting to come already. Ben wrapped his arms around Kevin's waist, pressing his weight against the curve of Kevin's back again.

"Y'allright?" Kevin asked as he felt Ben's breathing even out behind him. Ben nodded, his cheek rubbing against Kevin's shoulder blades and Kevin sighed. It's not quite contentment, but it's close. They stay like that for a moment before Ben shifts, sliding out of Kevin and Kevin hisses. It's the opposite feeling now, from 'too full' to 'too empty'. It's not nearly as much fun as the other way around.

"I'm good." Ben's voice is quiet again, but there's an edge of satisfaction now that had been missing earlier. Ben's hands were gentle as he helped Kevin straighten up and turn around, the back of his legs hitting against the camaro's bumper. Ben pulls him down until he's sitting on the edge of the open hood, hot mouth finding Kevin's and kissing him like he's starving for something. Kevin opened his mouth and eagerly responded, Ben's flesh unusual feeling against his metal tongue.

Ben's hands slid down, one cupping Kevin's erection and he groaned in relief. "Change back?" Ben pulled his mouth away long enough to ask before going back to kissing the breath out of Kevin. He let go of the transformation, wrapping his arms around Ben, sliding his hands under Ben's jacket and shirt, the feel of bare skin absolutely thrilling.

It doesn't take long before he spilt his release into Ben's hand, Ben looking smug and pleased at the same time. He rests more of his weight against the car, ignoring the way the metal pressed uncomfortably into his skin. "Next time..." Ben's voice is hesitant, cheeks staining slightly pink as he ducks his head slightly, as if embarrassed to meet Kevin's gaze. "Maybe you can fuck me on top of the car?"

Kevin can see it, Ben wearing only the green jacket, legs spread open as he sat on the camaro's hood, looking ready to be ravished. "I think we can manage that." Kevin grants, as if the idea wasn't appealing at all. He's got to maintain some of his cool after all. Wouldn't do for Ben to know that he's got Kevin pretty much wrapped around his fingers.

Ben grinned, ducking his head again. "And maybe... you can do that again?"

This time Kevin can't stop the grin on his face. So Ben liked it when he used his power. Cool. "If you want to." He could live with the idea.

Kevin got a shy smile and a nod before Ben distracted him with more kisses.

Seriously, Ben had some of the strangest kinks....

-fin-