I do not own Ben 10

"So, what do you want to do when we get out of here?"

Gwen sticks her finger in her mouth and pops it out and pokes Ben's forehead and says "You."

Now on Ben 10:

Ben looks at Gwen who has a naughty look on her face and can't help but smile as she trails her finger down Ben's face, neck, chest, stomach and then into 'dangerous' territory…

"Why wait til we get out of here?" she says is a seductive manner

Ben is speechless and cannot believe what he just heard…

"Someone's getting excited, aren't they?" she giggles as she wraps a hand around Ben's penis through his hospital gown…

"Gwen?"

"Just shut up and enjoy." Gwen says as she brings her lips to his. They lock lips for all they are worth in a battle of tongues…

Ben's goes wild as this is the first time he has had a chance to explore his girlfriend's body with his hands and he loves every second of it. His hand wanders from her back around to her breasts and Gwen gasps as he takes one of her mounds gently in his hand…

Gwen lets out a low moan and this only turns Ben on more and he works his other hand down her stomach and into the waistband of her jeans…

Gwen moans louder as he rubs her pussy through her panties. Not to be outdone, Gwen reaches into Ben's hospital gown to stroke his penis which is standing erect like a flagpole at the moment. Now it's Ben's turn to moan…. "Oh Gwen…." Ben moans and then.

"Knock, Knock, Knock"

"Oh shit." They say in unison as they try to get back to "sleep" or at least make it look like they are as not to make Grandpa suspicious.

Max opens the door to ask Ben and Gwen something but when he sees they are "asleep" he just closes the door and heads out to the RV to get some sleep for himself.

"Phew, that was close." Ben mutters…

"I'll say." Gwen says.

Ben's hand wanders down to the waistband of Gwen's jeans again but this time Gwen slaps his hand away.

"Ben! We almost got caught."

"So." Ben states and goes back to what he was doing.

"So…if we get caught, we won't be able to see each other anymore!"

"Gwen Tennyson, there absolutely nothing that can keep me from you." He says while nuzzling his face into her neck…

"I'd rather not test that." She responds…

"I would." Ben says into her ear while running his hand up and down the inside of her thigh…

"Ben…if you want me, I'm yours. The only thing is that you have to wait til we get out of the hospital and you can have me, anywhere, anytime." She says the last part in a seductive voice which turns Ben on even more but he listens to her and fights the urge to rip her clothes off right there and now.

"Anywhere, anytime?"

"You heard me; you just have to be patient." Gwen responds.

"You know how hard that's going to be for me don't you?"

"You don't think it's hard for me, Ben?" she responds…

"I didn't say that sweetie; I just know how hard it is for me every time I look at your cute face and gorgeous body." Ben says…

"Awww, Ben that's so sweet." She replies as she crawls on top of Ben and kisses him so hard she catches him off guard.

"Wow." Is all Ben has to say.

"Goodnight Ben." Gwen says… she intentionally did this making Ben want more…

"Goodnight Gwen." He replies as Gwen doses off and doesn't move off of him. He wants her to because it will be kind of hard to explain when Grandpa comes in the morning. But he also doesn't want to wake her, so he decides he'll deal with it in the morning…Ben falls asleep to the most beautiful sight in the world.

The next morning:

Ben open's his eyes and looks around. All he can see is orange and it takes a second for his eyes to adjust and realize it's Gwen's hair. It's still dark outside so Ben knows Grandpa hasn't been in the room yet.

Ben run's his hand through Gwen's hair and she begins to stir…

"Good morning sleepyhead." Ben chuckles…

"Hmmm…Good morning Ben." she replies…

Ben wraps his arms around her waist as they kiss passionately…

They don't hear the door open…

I updated within a week and a half…

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Ben & Gwen Forever