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Ben broke the kiss and looked down at the girl of his dreams. She laid down on the floor, sweaty, hair splayed out, privates exposed, panting from post-orgasm. She was a mess, and he still thought she was gorgeous.

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Gwen was still horny and began to rub her cunt. In need you inside me. Please, fuck me Ben. Ben looked at her in shock.

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He knew ben 10 x gwen were going fast, but he hadn't expected this. He figured after her first orgasm she'd come to her senses and their fun would stop, instead she had even less sense then before. I'm sorry for yelling.

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I just need it so bad. Please, I'm begging you, please fuck me.

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Gwen looked down in shock. He wasn't huge to her knowledge, but it was big enough to make her worry. She looked at her own slit and panicked a little.

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Can he even fit? Ben leaned forward and guided himself between her waiting virgin cunt.

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He pushed in up to the head and touched her wall. So tight, he thought.

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He looked into her sparkling and lust filled eyes. She nodded for him to finish it. He braced himself and then thrust in. She hadn't expected the pain to be so bad.

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Tears streamed down her face. Ben leaned down and held her lovingly as she adapted to his intrusion. He kissed her cheeks and held her close.

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Ben nodded and began to pull out. Then he thrust in again.

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He repeated the motion again and again. Gwen's whimpers of pain soon became moans of pleasure.

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He kissed her neck as he pumped her sex. He began to increase his pace.

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