Blue Insect with a Hood

Staring back at Ben was a blue insect like creature with large green eyes. It had a blue hood over it's head. Ben started to panicking, then the hood and cloak the alien wore tuned into four wings. Ben soon realized he was hovering over lake. He looked down into the water and saw a slender blue human sized alien insect. It had a metal thing on it's chest that had that hourglass symbol on it. Ben was confused but after a few moments he realized he was that alien. He was shocked at first but soon was overjoyed. That watch turned him into an alien, he flew around tbe lake.

He soon learned he could be come invisible, intangible and breeze out freezing winds to create ice. After ten minutes the symbol on his chest started to flash red. He quickly landed and soon turned back into a human.

So there a time limit, Ben thought. He had to remember that. Then he checked the watch and found out he could transformed into nine other aliens. He would try them out later, he returned to the RV with a big smile. When he entered the RV, he saw his grandpa was gone and heard the shower going. He saw a pile of Gwen's clothes on the ground. Then he couldn't help but blushed as he imagined his cousin in the shower. He felt himself getting hard, as images of a naked, wet and soapy Gwen flooded his mind. He gulped, as he looked at the watch. He thought about turning that alien and taking a peek on his cousin.

He knew it was wrong but she was so hot, would it be that bad he thought. He was about to, when the shower door opened and Gwen walked out. Ben blushed, as he saw his sexy cousin wearing only a small towel warped around her. It barely held together do to her giant breasts. He also got a perfect view of her long smooth legs. Ben was mesmerized by the sight and couldn't help but drool a little.

Then Gwen suddenly noticed him, she blushed herself. Their was a few moments of awkward silence, then Gwen let out a squeal. She quickly tried to cover herself but didn't really do a good job.

" Ben, Turn around !" Shouted Gwen, he gulped as did so.

" Ever heard of knocking doofus." Said Gwen, as she got dressed.

" S..S.Sorry, I was out and just came in." Said Ben, as he couldn't get the image of Gwen walking out of the shower out of his mind.

" Well be more careful next time." Said Gwen.

Ben noticed she didn't sound to angry with him, which was strange but he just glad she didn't kick his ass. Ben knew how to defend himself, he did take kick boxing. He also had to deal with two bullies named Crash and T.J. for years. It was just didn't like hitting girls, especially hot girls.

" I'm dress now Ben." Said Gwen, Ben turned around and gulped.

Gwen was dress but in very little, which Ben could help but love. Gwen was dressed in a short and form fitting blue lace negligee. He could tell she wasn't wearing a bra but wondered was she wearing a pair of panties.

Ben was fantasizing about Gwen, when he was snapped out of it by loud noised and screams. He rushed out of the RV and saw three giant metal robots roaming the camp site. So far they didn't look hostile but that could change at any moment. Luckily the Rustbucket was at the end of the camp. So when the giant robots turned to him he took off running.

Good thing, as they started chasing him. Soon they started firing laser blasts at him. He held up the watch and quickly turned into an alien. In flash of light Ben was now an alien made out of green crystal, we was wearing a green and black suit of armor. This time when the robots fired their lasers at Ben, the beams of energy reflected back at one of them. It destroyed it, with a large explosion. Ben was smiling, but it soon went away as the two remaining robots launched a wave of missiles at him. Ben raised his arms and suddenly a wall of crystal formed in front of him and protected him.

Ben grinned, he wished that he could use this power offensively. Then suddenly instinctual knowledge flooded his mind. He grinned, as he fired crystal shares front the wall. They impaled both robots causing both to explode. He was ecstatic, as he turned back human. Unbeknownst to him, Gwen had follow him. She stayed a good distance away but saw everything. She couldn't help but get turned on.

Unbeknownst to Ben, Gwen was in love with him. It was why she was so cold to him, she didn't want to give in to those feelings. She feared Ben rejecting her, but she couldn't help but rubbed her thighs together. She knew what she would be doing tonight.

Gwen returned to RV first, she tried to act like noting happened. Ben returned some time after that, he was still to busy going over what just happened to notice Gwen taking quickly glances at him. Their grandfather returned and asked if they where OK. They both said they just stayed in the RV during the attack.

Ben was wearing just a pair of green boxers, as he had a hard time going to sleep. He was just to excited to sleep, he wondered what crazy thing would happened next. He was snapped out of his thoughts, but the sounds of soft moans. Both him and Gwen where using the bunk beds in the back of the RV, he was on top and Gwen was below him. He gulped, as he slowly peeked. He blushed, as he noticed Gwen was squirming under her covers.

She was moaning, Ben knew she was masturbating. He should turned away but for some reason he couldn't. Then he heard Gwen calling out his name.

" Ben, dominate me please. I'm just a slut and need you to fuck me like a bitch in heat." Moaned Gwen, Ben was blushing bright red. As he quickly pulled his head away. His sexy cousin was fantasizing about him, which only made his manhood throb harder.

His mouth went dry, as he didn't know what to do. This made nearly impossible for him to fall asleep now.