A/N: Disclaimer Doesn't Own Ben 10 Series, Godzilla Monsterverse, Toho And HTTYD, ROTG, FROZEN, BH6, TANGLE, BRAVE, DC Arrowverse, Marvel MCU, Attack On Titan and Transformers, Saban's power rangers. And other fandoms.

These are all credited by DreamWorks, Toho, Legendary, Man Of Action, Walt Disney, Pixar and Dreamworks and industrial entertainment company. Saban and Bandai.

I don't own any of The Scripts of Series and Movies, Mangas or Animes, the casting or Characters but this story crossovers.

WARNING: This Story and any other Sequels may contain Violence to younger readers and possible Nudity and smut.

'Thoughts.'

~DARK/LIGHT creatures/Monster Transformation/Spirits/Demons~

"Speech, Humans, Alien allies, Villains, Omnitrix Transformation normal form, Normal Exclamation Speech!"

"Aliens/Supervillains."

{Telepathic.}

"Yelling, Shouting, Gasp, Exclamation!"

"-Whispering, Silent Yelling!-"

🎶Singing🎶 🎵Music🎵

~<Text/HoloMessage/Letters/HOWLERS>~

( Flashback and Dreamscape Pov )

"Split Personalities and Possession"

[Movie and Script.]

[-Television and Radio-]

{§-SIGN LANGUAGE-§}

-§Parseltongue§-

[A.I. and Holo]

"§~SPELLS~§"

~{COMMLINK/RADIOTALKIE/HOLOMESSAGE}~

{Announcer/Narrator}

"~<Ultimatrix/Transformation>~"

~Sounds/Sonics/Echoes/Ghost~

"-( Foreign Language )-"

CHAPTER 22. CHARMING BOTH THE FEARSOME GENERAL AND ASSASSIN.

"Esdeath..." Ben said, as he pulled the bemused woman in for a tight hug. "Listen to your heart...fight back against the minister...prove to him that the revolutionary army is stronger than his forces. If you do, I'll be by your side the entire way...and once the fighting is over we'll go on a journey together...we'll explore new places all over the world."

"Ben...this all sounds too good to be true." Esdeath said, resting her head in the crook of Ben's neck. "I...I'm still hesitant to leave the empire...As much as I hate the minister, I can't help but feel that you'd be safer with me back at the palace."

"Please Esdeath..." Ben said, as he gently pushed Esdeath away to look her in the eyes. "I don't want to force Akame to kill you if I fail to convince you. Is there any other way I can convince you, before she finds us?"

"There might be one way I'd consider going..." Esdeath muttered as a hidden smirk spread across her face, causing Ben's eyes to light up. "As you know Ben I value strength over anything else...well back in my home village we would often challenge each other to various contests...the loser would have to do something for the winner, whatever it may be." Standing onto her feet, Esdeath loomed over Ben. "So what do you say Benjamin? I'll let you pick the contest...and heck! I'll even let you turn into the Golden Warrior once more and beat me with it the second time and if you do beat me, I'll go with you to join the revolutionary army...but if you lose you'll come back with me to the empire." Ben gulped when he saw a devious glint in Esdeath's eyes. "However Ben, you can't simply beat me, you must completely dominate me in whatever challenge you choose or what forms you turn into the second time. I won't accept your offer unless you can prove that you can best me with all your strength without holding. Well...what do you say, Ben?"

'Shit...what do I do?' Ben thought, as he quickly racked his brain. 'If I want Esdeath to join our side, I'll have to defeat her in some sort of contest...I have to think of something I know I can beat her in...not just beat her, dominate her...' Soon, Ben's eyes landed on his watch on his wrist. 'I could challenge her to a fighting contest...but then again she might already know a couple of my aliens and how to counter them thanks to Seryu and seeing her body right, she's still half healing from my fight with her as NRG and Akame.... And I don't have a gun so I have to rely on some of my forms to challenge her in a shooting range but seeing how good she is with her Teigu I don't know if I could match her in a shooting range challenge but I can't take that risk! And Besides I can't use brute force on her current state as a Super Saiyan as well. I might kill her for good and I don't want that! Come on Ben, think of something! Your friend's lives are on the line here!' As thoughts raced through Ben's mind, he began to remember how Esdeath would act whenever they were alone together, as if she were a little girl spending time with her crush. 'There's one thing I know Esdeath has absolutely no experience in...' Standing onto his feet, Ben gazed at Esdeath. The blue-haired general had undone her button-up shirt, revealing a pale blue bikini underneath, one that barely covered her impressive bust. Esdeath had also taken off her cap, her flowing blue hair seeming to glow in the pale moonlight.

'There's one thing I know I have more experience in.' Ben thought, as he took a deep breath to calm his nerves. 'Alright, this is something I have to do...but I have a feeling that I'll enjoy it.' Locking eyes with Esdeath, Tatsumi began to advance towards her.

"Oh, have you-" Esdeath was cut off when Ben suddenly cupped her cheeks and passionately kissed her. The general's eyes widened considerably when she felt Ben's tongue snake into her mouth along with her blue orbs glowing pink with magic. 'B-Ben is kissing me! This is the first time he's initiated a kiss! Not even Tatsumi done it with me when I kissed him that night back at he palace when he was still with us!'

'Okay Esdeath...' Ben thought, as he slowly allowed his hands to roam Esdeath's body, causing her to moan softly into their kiss. 'You asked for it, so I'm going to dominate you!'

~~~~~~~~~~~

Meanwhile the same location as the two A certain red eyed girl with raven long black hair was looking around the island and soon enough she found them and as she was about to charge them she have a weird but familiar sensation between her legs as she started biting her lips as she look through the bushes ready to pounce on Esdeath and pull Ben away from her but when she saw them kissing?!!

'WHAT THE HELL BEN WHY ARE YOU KISSING THAT BITCH! WAIT WHY DO I FEEL WET ALL OF THE SUDDEN OH MY GODS THIS IS LIKE BEFORE AND AFTER THE INCIDENT WITH ZANKU!!' She thought as she struggled to restrain herself from charging in as she dropped her sword and sat on her butt and used her right hand and went through her skirt and started touching herself as she used her left hand to shut herself up by biting it and moaning. 'Hmmm, oh gods I don't I can't hold myself anymore!'

~~~~~~~~~

'Okay Esdeath...' Ben thought, as he slowly allowed his hands to roam Esdeath's body, causing her to moan softly into their kiss. "You asked for it, so I'm going to dominate you!" Deciding to be a bit more forceful, Ben stripped off Esdeath's unbuttoned shirt and tossed it onto the sand. After getting Esdeath's shirt off, Ben wasted no time reaching up and groping Esdeath's breasts as Ben gently squeezed and massaged the bikini-clad mounds of flesh, earning a low moan from the blue-haired general. Esdeath broke her intense liplock with Ben to let out a loud moan, when the young hero's hands snaked underneath her bikini and pinched her nipples. The blue-haired general bit her bottom lip in pleasure when Ben rolled the erect tits between his index finger and thumb. "So Esdeath's breasts are really sensitive...that's good to know."

"B-Ben...w-what's gotten into you!?" Esdeath half-moaned, panting slightly with her eyes that were once blue turned wild pink due to the affect of the lust charm half-lidded. "You're a-acting like some w-wild beast!"

"You wanted me to challenge you and this is the challenge I chose." Ben said, as he reached around and untied Esdeath's bikini, dropping it somewhere on the ground. The young assassin took a moment to marvel at Esdeath's bountiful bosom. Like the rest of her skin, Esdeath's breasts were pale in color with two pink, erect nipples. With every breath Esdeath took, her ample mounds of flesh would bounce and jiggle ever so slightly. "Whoever can pleasure the other the most wins." Reaching up, Ben cupped Esdeath's bare breasts in his hands, earning a soft moan from the general. "You said you wanted me to dominate you Esdeath, so I'm going to make you submit to me. Besides, even if we fight, I don't think you'll survive due to your current state!"

'What's going on with me?! I have never felt aroused like this even with me snuggling with Tatsumi nor that when I kissed him but with Ben it's completely different!' Esdeath thought, her mind starting to cloud with pleasure. "I've never felt anything like this before...my entire body feels so hot...I'm supposed to be the strongest person in the empire, he's supposed to submit to me...but I can't think clearly right now...the only thing I can focus on is Ben's hands...and how amazing they feel roaming my body...every touch sets my body on fire!" Esdeath let out a low moan when Ben took one of her nipples into his mouth, his tongue swirling around the erect nub. 'How is Ben so good at this...it's like he knows all my sweet spots...'

'I need to get things moving.' Ben thought, as he slowly snaked one of his hands down Esdeath's body, gently raking his fingertips across her pale skin. Esdeath let another soft moan, Ben's fingers causing goosebumps to spread wherever they touched. Ben briefly stopped suckling on Esdeath's breast to glance down and undo her belt. With a swift tug, Ben yanked down Esdeath's skirt, the bunch of cloth polling around her feet. Taking a moment to calm his racing heart as he slowly slid his free hand into Esdeath's pale, blue panties. 'Okay, remember what Hope and future Gwendolyn taught me.'

'What is he doing?' Esdeath's thought, noticing that one of Ben's hands had snaked its way into her underwear. 'Why is his hand-' Esdeath's thoughts were cut off when she felt two slender objects slip inside her womanhood, sending a wave of ecstasy shooting through her body. Gasping in pleasure, Esdeath hunched forward, wrapping her arms around Ben's neck and pressing her breasts against his chest. Esdeath was panting lightly, as she tightly clutched the back of Ben's shirt. 'A-Are his fingers in-' Once again her thoughts were cut short when whatever was in her womanhood began to slowly move, first deeper inside before pulling back out. 'W-What is this feeling...the pit of my stomach feels like it's burning...and there's a strange pressure building up...'

'Wow, Esdeath is really enjoying this. Though I have to Guess that it's because it's her first time, this reaction is lead to be expected.' Ben thought, as he continued to slide his fingers in and out of Esdeath's soaking womanhood, watching as her face twisted in pleasure. 'Time to go in for the kill.' A smirk spread across Ben's face, as he used a special move Future Gwen had taught him and Gwen during the time mishap. Using his thumb, Ben began to stimulate Esdeath's clitoris, and at the same time he began to curl his fingers inside her. Her reaction was almost instantaneous. Pink eyes shooting open in shock, Esdeath's entire body began to shake in pleasure, as she experienced her first ever orgasm. Esdeath's knees began to feel weak, as she collapsed onto the sand, Ben kneeling down next to her. When Ben pulled his hand out of Esdeath's panties, he was surprised to see it covered in her juices. 'She came already? Man, she really is inexperienced when it comes to this type of stuff...'

'W-What the hell was that sensation...' Esdeath thought, panting heavily as she leaned against Ben, her face flush beet red. 'I...I've never experienced such an incredible feeling before...my whole body is still shaking and I feel like I'm on fire right now...'

"How do you feel Esdeath?" Ben asked, as he helped the wobbly-legged general back onto her feet. "Can you stand on your own?"

"I...I'm fine Ben..." Esdeath replied, leaning against Ben for support. "What...on Earth did you do to me? When I asked you to challenge me, I was expecting a contest of speed or strength...not this."

"Well...did you like it?" Ben asked with a sly smirk, as he locked eyes with Esdeath which are now both pink.

"I...I would be lying if I said I didn't enjoy it..." Esdeath answered, her face burning and an even deeper shade of red, as she avoided Ben's once green gaze turning pink like hers which confuses her on why the sudden change of color of his eyes. "I just...haven't felt anything like that before..."

"-If that's the case...I can make you feel even better.-" Ben whispered hotly into Esdeath's ear, which sent a pleasurable chill down her spine. "-All you have to do is submit to me and admit that you lost this challenge.-"

'What do I do?' Esdeath thought, biting her bottom lip. 'I don't want to admit defeat...but Ben was making me feel truly incredible earlier, and I want to experience that pleasure again...'

"If you submit to me and do everything I tell you, I'll show you the most intimate way two people can express their feelings for each other." Ben said, as he gently caressed Esdeath's cheek. That seemed to push Esdeath over the edge, as she released a light sigh.

"Alright Ben, you win." Esdeath said with a small smile, resting her forehead against Ben's. "It may not have been the type of contest I was expecting, but I will admit that you completely defeated me and made me feel amazing in the process. However, before I even think about joining the revolutionary army, I believe you promised to make me feel even better...something about showing me the most intimate way two people can express their feelings."

"I think I can do that." Ben said with a smirk, as he picked Esdeath up bridal style, surprising the blue-haired general. The young hero carried Esdeath over to the small camp they had set up, gently setting her down on their makeshift bedding. Kicking off his shoes, Ben seemed to loom over Esdeath. "Now, take off your boots." His voice was strong, yet soft at same time, and left room for argument, which caught Esdeath slightly off guard. Normally she wouldn't take too kindly to someone ordering her around so casually, but she had agreed to submit to Ben and she wasn't a woman who went back on her word. Usually the one giving the orders, Esdeath couldn't deny that she found this more aggressive and controlling side of Ben quite alluring. Esdeath did as she was told, untying her white boots and sliding them off her slender legs. Setting her boots off to the side, Esdeath eagerly awaited what Ben would do next. "Okay, now help me undress." Esdeath's face turned slightly red at this order, but she didn't refuse the request, the opportunity to see Ben's bare skin and feel his muscles once again was far too tempting.

"As you wish." Esdeath said with a sly smile, leaning forward and pulling off Ben's beige sweater vest. Next, Esdeath grabbed the bottom of his black t-shirt and yanked it off. After getting Ben's shirt off, Esdeath took a few moments to admire his toned chest muscles and six-pack abs. Esdeath licked her lips as she reached out and slowly traced her finger along Ben's chest. Once again, Esdeath marveled at the power she sensed hidden away in Ben's body. After Esdeath finished admiring Ben's physique, she moved onto the clothing covering his lower body. First she untied the white coat tied around his waist, before unbuckling his belt. Once Ben's belt was off, Esdeath pulled off his pants with one swift yank. This left both Esdeath and Ben dressed in only their underwear. However, because of his prior experiences, Ben wasn't too embarrassed by this. Esdeath on the other hand was avoiding Ben's gaze, her previous confidence fading away. Normally Esdeath wouldn't particularly care if someone saw her naked, but something about Tatsumi staring at her naked body so intensely caused her face to burn. Maybe it was because she held such strong feelings for him, or it could be because Ben was the first person in a long time that actually seemed to care about her well being. "W-What next?"

"Next?" Ben said with a smirk, as he wrapped an arm around Esdeath's waist and pulled her closer. The blue-haired general let out a soft moan when he began to knead one of her breasts. "-Next, we get to the fun part.-" Leaning closer, Ben whispered into Esdeath's ear. "-Now...take off your panties.-" Nodding her head, Esdeath stood up and pulled her panties down her pale legs. Tossing her final garment onto the pile of clothes, Esdeath stood completely naked before him. Taking a brief moment, Ben admired how stunning Esdeath looked. "Alright Esdeath, lay down on the bedding." Doing as she was told, Esdeath laid down on her back. Before Ben made his way over to Esdeath, he slipped off his boxers and dropped them next to the other clothes. "Now spread your legs." Esdeath hesitated for a brief moment, before she opened her legs, exposing her dripping womanhood. As Ben positioned himself between Esdeath's thighs, she couldn't help but stare at his erect manhood. "Okay Esdeath, I'm going to put it in now." He briefly teased Esdeath by rubbing the head of his shaft against her slit, before slowly sliding inside her wet folds. Esdeath bit her bottom lip, as Ben pushed even deeper inside her. After a few moments, which felt like an eternity for Esdeath, Ben was fully sheathed inside her. Because of his prior experience, Ben knew that he had to give Esdeath time to adjust before he could start moving. He knew that he said he would dominate Esdeath, but since this was her first time he didn't want to rush things and possibly hurt her, he also wanted to make sure she enjoyed this as well. So he decided to take things slow at first and gradually dial up the intensity. "Let me know when it's okay for me to start moving, Esdeath."

"Alright..." Esdeath said, resting her head on the makeshift bedding. The blue-haired general had expected her first time to be quite painful, but instead of pain she felt a slight discomfort that quickly faded away. Sure, Esdeath understood the mechanics of sex, she had read several books on the subject. But until now she had never seen it as anything other than a means to an end, a simple way to conceive children. However, her time spent with Ben was making her look a sex differently. The way Ben held her close, how he was so gentle and caring, showed Esdeath how passionate his feelings for her were. This only made Esdeath's love for Ben grow even stronger even without the help of the Lust Charm. Eventually the discomfort Esdeath had been feeling vanished completely, so she experimentally rolled her hips. The blue-haired general let out a sharp moan, as a wave of pleasure washed over her body. Wrapping her arms around Ben's neck, Esdeath pulled him closer. "You can start moving now, Benny."

"Okay..." Ben said, as he began to slowly pull off Esdeath, leaving only the tip in. Then in one thrust, He fully pushed back into Esdeath. Both of them let out low moans, before they locked lips in a passionate kiss. Esdeath ran her fingers through his hair, as he continued to thrust into her, gradually picking up his pace. As Ben built up a steady rhythm, he allowed his hands to explore Esdeath's body. His hands ran up and down her sides, before they eventually made their way back to her bouncing breasts. Cupping a boob in each hand, He kneaded and massaged the beautiful mounds of flesh, causing Esdeath to moan into their kiss. Ben and Esdeath soon broke their heated kiss, both of them panting slightly. Deciding to be a little more aggressive as he grabbed ahold of Esdeath's waist and began to rapidly pound into her. Screaming out in pleasure, Esdeath dug her fingers into Tatsumi's back. The young assassin hissed in pain, but didn't slow down at all.

"This feels amazing Benjamin!" Esdeath yelled out, beginning to meet Ben's thrusts with her own. "I've never felt anything like this before!"

'Let's switch things up a little.' Ben thought with a smirk, as he suddenly pulled out of Esdeath completely, much to the blue-haired general's displeasure.

"What's going on, Ben?" Esdeath asked, a frown forming on her face. "Why'd you stop?"

"Get on all fours." Ben ordered, as he gestured for Esdeath to turn around.

"W-What?" Esdeath asked, raising an eyebrow in confusion.

"Turn around and get on all fours." Ben repeated, as he grinned at Esdeath. "We're changing our position."

"Okay I guess..." Esdeath said, not entirely sure of what Ben was getting at, but obediently did as she was told. Rising off the bedding, Esdeath turned away from him and got onto her hands and knees. Once she was ready, Esdeath turned her head to look back at him, a slight blush dusting across her cheeks. "L-Like this?"

"Perfect." Ben replied, as he ran his hand along Esdeath's firm, yet soft, ass. Grabbing a hold of Esdeath's hips, Ben positioned himself at Esdeath's entrance. With one powerful thrust as he was once again inside Esdeath. The blue-haired general released a sharp moan at the sudden penetration, the new position offering a completely different sensation. With every thrust he seemed to reach even deeper inside her, causing her pleasure to drastically increase. The only thing Esdeath could focus on right now was the pleasure coursing through her body, as she rocked her hips back to meet Ben's thrusts. 'Time to really start dominating her.' Esdeath yelped in a mixture of pain and pleasure when he suddenly grabbed a fistful of her pale, blue hair and pulled her head back. Ben continued to rapidly pound into Esdeath, as he leaned forward to whisper into her ear. "-Look at you, panting and moaning like a dog in heat.-" Reaching forward, Ben grabbed a handful of Esdeath's bouncing breasts with his free hand. "-These big tits...-" He took his hand off Esdeath's breasts and gave her butt a rough slap. "This tight ass...your whole slutty body." He planted several kisses along Esdeath's neck, as he continued to slam into her soaked womanhood. "They all belong to me now, and I will kill any man who dares to lay a hand on you. You're my woman now."

"Yes!" Esdeath exclaimed, feeling a familiar pressure building in her core. "You're the only man I have eyes for! Only you can satisfy me! I don't want any of those other weak, pathetic men!"

"Good, because we're going to be by each other's side for a long time. We're going to destroy this corrupt empire and bring upon a new era in this country and world." Ben said, as he nibbled on Esdeath's ear, sending chills through her body.

"Of course! I will crush anyone who stands in our way!" Esdeath yelled, letting out small moans as she spoke. "As long as I'm by your side, I'll be happy!"

"Esdeath...I'm getting close..." Ben said, as he pulled Esdeath upright, pressing her back against his chest. Placing both hands on Esdeath's bountiful breasts, Ben continued to rapidly thrust into her. "I'm about to..."

"Me too!" Esdeath moaned, turning her head to lock eyes with Ben. "I want you to cum inside me, Ben. I want to feel everything."

"Okay!" Ben exclaimed, as captured Esdeath's lips in a passionate kiss. Feeling his orgasm rapidly approaching, Ben wrapped his arms around Esdeath's waist and pulled her close. With one final thrust, Ben orgasmed inside Esdeath, causing both of them to moan into their fiery kiss. The feeling of his seed flowing inside her, sent Esdeath over the edge into her own orgasm, her entire body shaking slightly. Once both their orgasms subsided, both Esdeath and He continued their liplock for several more moments, before they collapsed onto the makeshift bedding. Both him and Esdeath were panting slightly, as they laid beside each other. As Ben stared up at the night sky overhead, he felt something land on top of his hand. Glancing down, Ben saw that Esdeath's hand was grasping his. He turned to look at the blue-haired general and saw a content smile on her face, as she stared up at the sky as well.

"That was amazing, Ben." Esdeath said, intertwining her fingers with Ben's. "I never knew something could feel so amazing...and you were so...aggressive towards the end...I loved it."

"Despite the wrong foot we started upon our first meeting two times. It was great for me too." Ben added, as a small smile spread across his face. "So...does this mean you'll join the revolutionary army?"

"Haha, you sure are persistent." Esdeath chuckled, turning her head to look at Ben. "Well I am a woman who keeps her word. You defeated me wholeheartedly and made me submit to you. It may not have been what I had envisioned, but you won...so yes...once we get off this island I'll meet with the leaders of the revolutionary army to discuss my terms." Esdeath rested her head on Ben's chest, a soft smile on her face. 'This way I'll be able to stay by Ben's side and keep him safe.'

"That's great!" Ben exclaimed, as a bright smile spread across his face. Esdeath's eyes widened when Ben suddenly pulled her in for a hug. "I'm so happy!" Burying his head into the crook of Esdeath's neck, Ben's smile widened. 'I did it! Even though we started off on the wrong foot in our two encounters with each other, I convinced Esdeath to switch sides! I might have just saved countless lives!'

"Yes, I'm quite thrilled as well." Esdeath muttered with a warm smile, hugging Ben back. "Today starts a new chapter in my life...a chapter I hope is full of joyous memories."

"That means we just have to find a way out of here." Ben said, as he released Esdeath from the hug.

"I think I may know of a way for us to get out of here." Esdeath said with a lustful smirk, pushing Ben back onto the bedding and straddling his waist. "But before that..." Ben let out a groan of pleasure, as Esdeath reached back and slowly began to stroke his shaft. "Hmm, I would like a taste of your dominant side once again but from the looks of things someone has been peeking and wants a taste as well isn't that right Akame of Night Raid."

This causes Ben's eyes to widen in alert as he feels a familiar KI with killing intent and looks through the bushes to their left.

And soon enough out of the a familiar raven hair girl with red eyes who has her eyes glow in pink the whole time they were doing made Ben gulp as he saw her gripped on the hilt of her MURASAME.

"A-Akame this isn't what it looks like!" Gulp Ben nervously.

"SAVE IT BEN! I SHOULD FEEL JEALOUS OR BETRAYED BUT.... *Sighed as a moan escaped her mouth.* UPON WATCHING YOU TWO DOING IT I CAN'T HOLD MYSELF ANYMORE AND I DON'T KNOW WHY BUT I FEEL ATTRACTED TOWARDS NOT JUST YOU BEN ALSO TO THIS ICE BITCH!" Esdeath looked at her curiously and grinned.

"My, my, aren't you a needy bitch?" Taunt Esdeath which causes Ben to widen his eyes in shock as he hears Akame growl in frustration.

"I SAID, SAVE IT! I DON'T CARE IF HE MANAGES TO CONVINCE YOU TO JOIN OUR SIDE BEN IS MINE I SAW HIM FIRST!" Esdeath grinned in the girl's proclamation and kept on mocking her.

"Then. Prove. It." She emphasizes the words slowly to Akame as a taunt.

Sighing in defeat she dropped her sword and slowly undressed herself. "Fine then, Y-you ask for it." This shocked both Ben and Esdeath as the Deadliest Assassin of Night Raid started stripping slowly as she is now in her bras and panties.

As Akame stripped down she began crawling towards the already pinned down and naked Ben. "Now then Ben, you said this contest is about who pleasures you the most, right?" Her red eyes glow pink and pushed Esdeath off on top of him as she replaced the Sadist General and started kissing Ben with his hands roaming her slender waist.

"Hmm, Oh Ben!" She said between the make out session, as Ben found his hands on her breasts. "I love you so much!"

Akame moaned into the kiss as she straddled his hips, leaning further down on Ben as her breasts were pressed up against his chest, her erect nipples poking against his skin.

Ben slid his hands below her waist, one of his hands holding onto her thigh as the other grabbed her ass, his fingers sinking into the soft flesh of her rear. Akame moaned as Ben squeezed her ass, before pulling away from the kiss as she sat straight on top of Ben, staring down at him with a lustful expression.

She then raised herself up on her knees as she reached down and grabbed his member, causing Ben to gasp due to her touch. Akame aligned his length with her entrance before looking back at Ben, staring into his eyes with a lustful look on her face, as she impaled herself on his member.

Akame gasped and squirmed as she did so, and moaned as she finally sunk down Ben's entire length, thoroughly enjoying the feeling of Ben's length stretching her insides. Akame peeked at Ben, and seeing the expression on his face, it was clear he was enjoying it too. They remained like that for a moment, letting Akame adjust before she started to slowly buck her hips.

Ben groaned and moaned at the pleasurable sensations, his hands holding her firmly as she bucked her hips. On top of him, Akame was moaning in a low voice as she enjoyed the experience. Her pace increased as time went by, and soon she was riding him properly.

Akame threw her head back in pleasure, as she moaned freely, while beneath her, Ben had a similar expression as he trusted his hips upwards everytime Akame brought herself down on him, driving his dick deeper inside her, much to the pleasure of both of them.

Beside them, Esdeath watched the entire encounter with glee and arousal. Her right hand was between her legs, as she pumped her fingers in and out of her dripping wet cunt, while her other hand was on her left breast as she pleasured herself. She had been sitting on one side, watching the whole ordeal, as she patiently waited for her own turn.

"Ooh, Ohhh, Akame..." Ben groaned, as he reached up with one hand, sliding it across her toned abdomen before eventually grasping one of her breasts, squeezing it.

Akame squirmed and moaned as he did so, placing her hand over Ben's as her lover pinched her nipple between his fingers. "I like the way you moan, babe." Ben grinned as he continued on with his actions in an effort to further pleasure Akame. "Much different from before."

The girl in question redoubled her efforts too, riding Ben faster as her walls clamped down on his member, providing a rather pleasurable sensation to him. "O-only for.... ahh, you.." Akame moaned out as her body shook with pleasure.

The raven haired girl moaned out in pleasure as she rode her boyfriend. Ben kept a hold of her hips and trusted upwards, each time she brought herself down on him, making the encounter even more pleasurable for both of them. Akame held onto his shoulders as she had her first orgasm, causing her to moan out loudly.

"That's.... The spirit, girl." Ben grinned, hearing her moan.

Akame's moans got louder as she came again. Her pussy walls tightly clenched around Ben's dick, almost sending him over the edge. He gritted his teeth as he thrusted harder inside Akame l, trying to pleasure his girlfriend as much as possible, causing her to orgasm again soon, her body quivering with pleasure as she rode out her orgasm.

Akame looked down and stared into Ben's forest green eyes. She leaned down and took a hold of his face as she kissed him on the lips. They moaned in delight as the kiss deepened, as one of Ben's hands moved down to her ass and gave it a gentle squeeze.

"Ooaah!" Moans between the kiss as Akame is pushed back and forth through Ben's thrust and slowly pulls away from the kiss. "KYAAA!! OH YES RIGHT THERE BEN! RIGHT THERE!" Cried out Akame in pure pleasure as her tits bounced into his chest.

"Oh Akame, I'm cumming!" Moans Ben as he keeps on thrusting and squeezing her ass and causes the Raven haired girl to wrap her hands around his neck and nod in agreement.

"Me too Ben me too!" Proclaimed Akame As Ben leaned closer to her and whispered. "-Then let's cum together.-"

Hearing this, Ben eagerly nodded as he thrust into her one last time reaching his climax.

"BEN!" Moans Akame as she hits her orgasm.

Ben followed soon after as he couldn't hold back anymore and erupted inside her after that one final thrust.

The lovers moaned out and panted as they climaxed together. Ben grunted in pleasure and slowly laid her down on the Sandy beach which was covered in a makeshift carpet and laid his head on her breasts as Akame also pants heavily catching her breath but then....

"I hope you enjoy yourself and I mean really enjoyed yourselves, because I am now ready for my turn. Again." The familiar voice startled them and they turned to see a moaning and flustered Esdeath, laying naked next to them, having just finished pleasuring herself.

She glanced at them while laying on her side like a model, her head propped up on her right elbow and her other arm resting against her body, just below her breasts, propping her breasts forward a bit. Her left leg was folded, with the knee touching the ground.

Akame glared at the general, as her fingers curled into a fist. Ben glanced at both girls, as he felt the tension brewing between them.

"Girls,.... Can we just rest for a moment? I need to recover my stamina..." Ben said, glancing between both women.

"Hmph, okay. Besides, I think I should get a bath." Esdeath replied and then smirked seductively. "Don't want to be dirty and sticky during our round."

Akame cooly glared at the general. "I want to clean myself too." She said, as she separated from Ben.

Both girls then left to wash themselves in the sea. Ben meanwhile let out a sigh in relief as he rested on the ground. A few minutes later after both girls cleaned themselves up and had dried off, they returned back to Ben's side and laid on either side of him.

Ben then flipped her over, so that now he was over Akame, as they continued to make out. Beside them, Esdeath watched it all happen. She felt jealous as she watched Ben make out with Akame, and decided to have her own turn with him.

He was suddenly flipped off Akame by Esdeath, and she started crawling towards them. She then hopped on top of The Ultimatrix bearer and leaned down to make out with him, while grinding her hips against his as Ben began roaming his hands on her naked hips and also reached for her breasts, caressing them gently and soon his hands made it towards her face as they kept on kissing.

Akame watched in jealousy as she pushed Esdeath off him, causing them to glare at one another, but suddenly, the glare of the Sadist General was replaced by an amused smirk.

"You think you can pleasure him more assassin?" Mocked Esdeath and Akame glared at her challengingly.

"Jokes on you Esdeath I'm his first!" Hissed Akame. "I know all his sweet spots!"

Ben looked up to them with amusement. 'You're not really my first though Akame, but don't worry. I'll make sure to tell you what's really going on right now.' He thought but then he cleared his throat. "Girls, girls no need to fight, there's room for everyone!" He tried to calm them down but got glared at instead, causing him to shut up.

"No Ben, As much as I hate doing this to you, especially with this sadist around, I would be the one to dominate you Ben!" Akame purred seductively, shocking Ben. But then he noticed that this must be the effect of the Lust Charm as he saw her red eyes now glowing Pink, so he didn't say anything.

Just then Esdeath butted in and scoffed. "Ha I'd like to see you try to outdo me!" Mocked The Sadist General as her blue eyes also turned pink.

"How about I dominate you instead while on top of him!" Proclaimed Akame.

Just then she noticed Esdeath smirking, and she stared wide-eyed as she realized what she just blurted out of the blue and blushed. She glanced down on Ben, and found him also staring wide-eyed and blushing in shock.

"Oooooh, I see a girl on girl action huh." Esdeath purred. "Didn't know you're into that stuff Assassin. But fine I'll play along."

Now, hearing this Akame smirked too as a silent understanding passed between them, while Ben gulped feeling nervous and unsure of his fate.

Suddenly, without a warning, Akame backed away, straddling Ben's hips before impaling herself on his dick once more, as Esdeath found a room on top of Ben's face and sat on it, causing both to moan in pleasure. Ben found himself eating up her elegant flower, but the sensation didn't stop there as Esdeath faced Akame and grabbed her hands and pull her closer to her and soon the two started making out, as Ben began thrusting in her pussy, which was penetrated by his Excalibur, causing Akame moaned into the kiss to moan in pleasure as Ben continued thrusting.

He keeps on eating Esdeath out, driving his tongue deeper in her folds as his hands instinctively hold onto her thighs for support as he eats her out, while thrusting into Akame's pussy, causing her to moan. Ben flicks his tongue inside Esdeath, hitting her sensitive spots, which he had learnt over the course of his time with her, causing her to moan louder as she shudders in delight, while Akame rocks her hips as her pussy clamps and quivers around Ben's dick, causing them to shudder and moan out in bliss.

"That's the spirit, Ben." Esdeath moaned out as she finally separated from Akame.

The red eyed girl on the other hand redoubled her efforts to ride her boyfriend, moaning loudly as she rocked her hips back and forth, pleasuring the large dick of her boyfriend, as she rode him. She put her hands on his torso, as she continued with her actions.

Ben continues on with his actions, as he sucks on her folds and slowly pushes his tongue deeper inside her, while one of his hands moved away from Esdeath and wanders Akame's body, caressing her toned stomach, groping her wide hips, as well as her plump ass and squeezing and fondling them, earning moans from the raven haired girl.

'Man, this feels awesome.' Ben thought, as he eats out Esdeath while rhythmically thrusting inside Akame, enjoying their wet folds.

Akame shudders and moans as her pussy clamps and quivers around Ben's member, indicating she was close. The same stood true for Esdeath, as Ben flicked his tongue inside her, causing bolts of pleasure down her spine.

Ben could feel his own climax build up too, and start thrusting faster inside Akame, while she rides him in rhythm with his thrusts. And soon, the girls moaned out loudly, and held onto each as they all orgasm. Ben couldn't hold himself back anymore and shoves himself as deep inside Akame as he can and shoots another load in her pussy, filling her up once more, while he laps up Esdeath's juices.

~~~~~~~~~~~~~

After both girls get to pleasure Ben both at the same time by switching different positions Ben took a time off to catch their breaths.

"Oh wow, that's something!" Laugh Ben as he panted heavily.

"Indeed I never expected you to be a great kisser assassin of Night Raid." Snickers Esdeath.

"*Panted heavily.* Well you're not bad as yourself I gotta say you really do have a lot of stamina to burn Esdeath." Complimenting Akame.

Ben sat up and glanced at them as he lay between them after that third session. "So, girls I can tell that we still have a few hours left and that we can still burn a little stamina." The girls shudder realizing what their lover is suggesting.

"Indeed I'm still not tired. I can go a few more rounds or two." Mused Esdeath as she spun around to face both Ben and Akame as she used her left fist to lay her cheek on it and have her elbow as a clutch to show off her sweaty body. "Unless our little assassin over here is tired and can't keep up we can go right ahead then you can upright dominate me." She seductively teases Ben who shudders in pure Bliss as the charm takes effect again as their eyes all glow pink.

Ben chuckled at this which got their attention.

"What's so funny Ben?" Pout Akame as she sat up followed up by Esdeath.

"Indeed what got you amused?" Esdeath asked her.

"Nothing even after all that you two are still bickering at each other like some sort of rivals." Snorted Ben as both girls folded their arms.

"What do you mean by that Ben?!" Scoffed the girls at him causing Ben to raise his arms in surrender.

"Relaxed, I don't mean anything by it." Ben tries to reassure them but seeing that the stares he was given doesn't change he coughs as he then gets an idea and he smirks. "Say girls, what do you say we take this up to notch?" He asked them to pay attention to him as they forgot the comment he made.

"In what way?" Esdeath asked him curiously.

"I wanna know too." Akame added and Ben nodded as he showed his left arm which has the Ultimatrix.

"Well, I have been wanting to try something up and I wanna do it right away with you." Ben told them which got their curiosity more to even know what his up too.

"Hmm, I'm rather confused and curious about what you are up to but if it's gonna help us both go ahead." Esdeath told him and Akame said nothing but nodded.

"Okay then here goes." Ben then selected a playlist in his Ultimatrix and then slammed the core down as he got what he wanted and with the green light died down which momentarily blinded the girls as it dispelled the light and in Ben's place was a familiar White Alien with an MP3 headset on it.

"~Echo, Echo!~" The Echo Echo then soon glanced at each and divided into two clones.

"~Ready, other me?~" Echo Echo 1 asked and the Second one nodded.

"~Yes I'm ready~" Nodded Echo Echo 2.

"~Okay on Ten~" Started the first one.

"~One Two-.~" The second one followed suit as they twitched the emblem of the Ultimatrix to the right and then.....

"~TEN!~" Both yelled as they slammed the core down on their chess they were engulfed in green light again and to the girls joy and shock what surprised them was that there weren't just one but two Ben Tennyson.

Both glance at each first then at the girls before glancing at each other again and nodding and smirking before facing both girls.

"So girls surprised?" Original Ben asked and he got a nodded stunned answer at that.

"Well then if you don't mind us." Clone Ben added as they both moved slightly closer to both girls and pull them up and then held them close with the original attending to Esdeath, flipping her over, as he positions her in a doggy pose, and shoves his hard dick in her pussy, as he fucks her from behind while one of his hands sneak underneath her and kneads her breasts.

Meanwhile the second Ben takes Akame, as he shoves his dick in her wet folds, thrusting in and out of her in a slow pace, making her moan loudly while she holds onto him for dear life.

Ben held the small of her back, pulling her body upwards, causing her to arch her back, while he thrusted into her and leaned down to lick and suck on her breasts. The raven haired girl moaned and squirmed, as Ben continued on with his actions. He lightly bit on her nipple, earning a sharp gasp from Akame, and the gasp soon turned into a moan as Ben followed up with a deep thrust.

"I-it's so, so gooood." Esdeath moaned out, with her tongue hanging out of her mouth as each of Ben's thrusts caused a surge of pleasure through her body. Her mind gets overwhelmed with pleasure as she moans and shudders, arching her back, as Ben jackhammered into her holes, making her shudder and quiver with pleasure.

Both of them speed up their thrusts. Duplicate Ben props Akame on her side, putting her left leg over his shoulder, as he gropes her breasts and fucks her harder. He moves his hand over to her mouth, and pushes his thumb in her mouth as Akame eagerly sucks on it. And moves his other hand over to her plump ass, as he puts a finger in her ass hole and begins rimming her.

Original Ben meanwhile, positions Esdeath in a submissive doggy pose, thrusting herder inside her tight pussy as her entire body rocks back and forth under his powerful thrusts. One of his hands is on her hips, securing her in one place, while the other hand grabs a fistful of her hair and yanks it, causing her to moan loudly and throw her head back.

The blue haired General was left breathlessly moaning as Ben fucked her hard and fast, her body rocked back and forth, causing her breasts to jiggle and push into the ground whenever he slammed into her. Her eyes rolled back into her skull as she threw her head back.

"YESSSSSSSSS!" Both girls cried out in pleasure as they were reaching their limits.

"Yes! P-please keep.... Ngh, .... Going. I'm gonna cum!" Akame moaned out as she felt the clone rammed into her hard and rougher than ever.

"YES YES POUND MY SLUTTY PUSSY!! BELOVED!!" Esdeath screamed out in pleasure.

"Don't worry, Akame. I don't intend to stop anytime soon." The Duplicate Ben said.

"And Esdeath, ohhhh, I'm gonna destroy you." The original Ben said.

Both he and his clone thrusted harder and faster inside their respective woman, causing them to quiver under their grasp as they themselves felt their climax approaching. Ben fucks Akame harder, driving his dick deeper insider her, causing her to moan louder as her eyes roll back into her skull. Beside him, his clone does the same to Esdeath, while pressing her head down on the ground.

"YES YES DO IT FINISHED/DESTROY ME/US!!!!" Both girls screamed out in unison as they felt themselves getting closer and closer to their orgasm.

Both Ben grin as they do as they requested. Their thrusts slow down, pulling out of them almost agonizingly slowly, before shoving themself back inside with one hard thrust, reaching deeper with each thrust as the girls quiver in pleasure.

Esdeath moans as Ben fucks her hard, and smacks her ass, earning a sharp gasp from her, amidst her moans. He smacks her ass a few more times, causing the general to squirm and moan, as her pussy quivered and clenched around his dick.

Akame meanwhile moans out with each thrust as Ben continues with his actions, thrusting harder and faster inside her pussy, causing her body to rock back and forth with each thrust.

Both Ben grunted as their thrusts became much more rhythmless as they felt their own climax approaching. They closed their eyes, thrusting away more wildly inside their respective girls, as they focused on their own pleasure.

Esdeath and Akame moan and gasp as they feel another orgasm approaching fast. Shuddering against their lover, both of them grind their hips against his as they try to finish. And as Ben notices this he thrusts inside them harder, chasing his own release. After a few dozen more thrusts, Ben finally reaches his own high, and thrusts himself as deep inside their respective girls, before cumming inside them, causing both girls to orgasm again.

Both Ben held their respective girls close as they finished inside them, the girls also riding out their orgasm as time went by.

"Wow..." Akame gasped out as they finally let go of eachother. "That was intense."

"You said it you damn slut!" Esdeath chuckled as took deep breaths due to exhaustion.

"Hmphm, You're one to talk Esdeath. You were also moaning and screaming like a whore!" Akame retorted.

And as they all lay there on the ground panting in exhaustion as they tried to regain their stamina.

~~~~~~~

Ben who was still in his Echo Echo form reformed as one again with his clone and then deactivated the Ultimatrix as he reverted back as Human.

"Damn, Who knew that trick would work." Chuckles Ben between panting, confusing the two women besides him.

"What do you mean Ben-Kun?" Both girls asked him.

"Well, for starters Echo Echos has the same duplication capabilities as Ditto but their Sonorosian DNA completely based off on sounds from what I have learn from Kevin and I while they don't have the same physical weakness as a Splixson or Ditto's species which they can feel what the original clone can feel and wouldn't able to re-emerge into one being unless the original is present or if something bad happened to it. I was doubtful that reverting as myself back as human while still have my clone active would work out but as it turns out it did It was just a little Theory on what would happen if I twisted my Ultimatrix Dial of to the right and then slam it down with my clone to change back as Human and surprisingly...." Ben explained and the girls widened their eyes in stunned.

"You manage to manifest a perfect clone of yourself without any complications to your clones?" Guessed a very flummoxed Esdeath.

"Yup." Ben nodded, popping the "P" word. "Though questions girls, what do you two know sounds or sonic waves?" He asked.

The two young women glance at each other with confused looks in their eyes.

"Not much, but from what I know from the Imperial researchers and scientists that work for the Empire, Sounds is what it is "A SOUND" It helps any living thing to make different kinds of tones and noises like our own vocal cords that help us generate speech." Esdeath answered and Akame who didn't have much experience studying in the field just nodded as she only can grasp what she was taught during the training as an assassin in the Imperial Capital.

"Not a bad guess though while sounds and Sonic waves are two identical sources they function differently; sonic means related to audible sound or to the speed of sound waves. If something goes faster than the speed of sound, it creates a sonic boom, a shock wave that sounds like an explosion however and sound is practically what you said it was in layman's terms that is. And if we're talking "GWEN LANGUAGE" well, more like physics actually according to what she taught me; sound is a vibration that propagates as an acoustic wave through a transmission medium such as a gas, liquid or solid. In human physiology and psychology, sound is the reception of such waves and their perception by the brain. And it is only acoustic waves that have frequencies lying between about 20 Hz and 20 kHz, the audio frequency range, elicit an auditory perception in humans. Though In air at atmospheric pressure; these represent sound waves with wavelengths of 17 meters (56 ft) to 1.7 centimeters (0.67 in). Sound waves above 20 kHz are known as ultrasound and are not audible to humans. Sound waves below 20 Hz are known as infrasound. Different animal species have varying hearing ranges." Ben nerdly explained which stunned the girls on how smart he sounded.

"Okay, how was this information able to explain how you managed to clone yourself as a human after reverting back from your Echo Echo form babe?" Akame asked, still trying to catch her breath.

"Glad you asked babe, Sound or Sonic waves don't just produce sounds for us humans to use or hear, they actually had a purpose of their own. They can also reproduce in terms of how much volume their own frequency made and if memory serves right what I just did was that; I just used the Ultimatrix to vibrate the same frequency I made as the original clone for my clone to copy which in turns allowed us both to change back into humans without any problems." Ben theorized along with explaining the physics of what he just did.

"So theoretically you use your watch to manipulate the frequency into your Sonorian form very own physical soundwaves to help your clone to copy yours and base the sound waves of your DNA into his own?" Guessed Esdeath blinking in disbelief as they watch Ben grinned and wink at them.

"Again yes I did just that." Ben told them proudly.

( Note: Again this explanation is just some stuff I come up with about how the physiology of Sonorians work but don't take everything I wrote as the real stuff but I did some research regarding sound frequency and Sonic waves to understand them and make something up regarding Sonorians DNA though from a another fic writer's perspective regarding Sonorian DNA and physiology on how they reproduce is based on their fics from Ben 10: Earth Mightiest Heroes and Ben 10: Justice Incarnate by Firestorm808 go check his works out. )

This again surprises them on how much creative Ben was, having to used a single form of any of his aliens just to clone himself added with the fact that he can also changed into multiple different aliens with different abilities would certainly be a powerful for against the empire this just complicated things I'd Ben wanted to invaded the Empire or rather their world they've been under his feet by then but due to his kind hearted personality and his good will to help others he doesn't have the guts.

'I must protect Ben at all cost!' Both girls thought as Esdeath shook her head at the notion of Ben going rogue same with Akame as for the latter just the thought of Ben doing just as they thought sent shivers down her spines which caused her to get turned on again.

"Okay, then, enough chit chat!" Exclaimed Esdeath. "I'm feeling turned on just now so please let's go another round!"

The exclamation and challenging command of Esdeath to continue their love battle making also turns on the competitive side of Akame and also agreed as well.

"Indeed Ben, please do it. Make us your slut!" Akame encouraged Ben.

"Oooh don't worry girls I will." Smirked Ben as he pushed Esdeath back on the ground.

The blue haired General smirked and giggled as she flipped over, getting on all fours as she enticingly shook her ass. Ben grinned seeing this and quickly took position behind her and slid his dick inside her pussy once more.

Esdeath moaned at the sensation, as Ben slowly started to thrust in and out of her.

Ben pulled back his hand and brought it down upon her ass, causing it to jiggle as she yelped in pleasure and slight stinging pain, while he caressed her wide hips as his hips slam against her, driving his large throbbing dick deep into her womb.

Esdeath moaned as Ben fucked her hard and fast. She was on her hands and knees, while he rammed into her from behind, holding onto her wide hips for both leverage and keeping her in place. His grunts and her moans filled the air as they continued with their intimacy.

"Ah, ah, ah! Fuck me! Fuck me! Oh, Ben, keep fucking me....!" Esdeath moaned out as she threw her head. "Fuck, that feels so good!"

Her words encouraged the bearer of Ultimatrix even more as he increased his pace, hammering deep into her, causing the woman in question to scream in pleasure as he continues to fuck her. Slamming into her with each thrust, much to Esdeath's pleasure.

"You're so fucking sexy, Esdeath!"Ben groaned as he threw his head back.

Her eyes open widely as Ben starts thrusting wildly inside her. The girl moaned and squirmed underneath her lover as he fucked her harder and faster with each thrust. One of his hands held onto her bare hips, keeping her in one place while he plowed her into the ground, while the other roamed her body before settling on her ass, kneading and playing with her soft and voluptuous rear. Ben looked back down at her as his eyes burned with lust, as he raised one of his hands and brought it down on her voluptuous rear, causing Esdeath to cry out as her ass jiggled from the impact.

"Damn, I really love this ass!" Ben exclaimed in excitement.

Esdeath doesn't respond as she closes her eyes and throws her head back, moaning and squirming and yelping in pleasure, as she moves her hips in rhythm with Ben, bucking her hips against his thrusts as she tries to take him deeper, while he continued smacking her firm, round, soft ass, causing it to ripple from each of the impacts of his hand.

"Ahhhh! Yes!" Esdeath moaned out. "Yes, Yes, smack my ass again!"

Ben grinned hearing her words. "You're one kinky woman, Esdeath." He comments.

"Only for you, love." Esdeath grins, looking over her shoulder at Ben, giving him a seductive look.

Akame meanwhile was watching the entire thing eagerly as she fingered herself. But desire overtook her as she moved to Esdeath and Ben's side and started making out with him. They separated for a few moments to catch their breath and stared lust fully into each other's eyes.

Ben's eyes darken and he swiftly moved, and the next moment Akame felt something pressed against her fold, and she looked down just in time to see Ben push two of his fingers in her pussy, causing her to moan out. "Heh. Akame, You're quite a tease." Ben comments before kissing her as he fingers her pussy.

"Y-you sure really know how to.... Ng-Ngh,.... Please a woman...." Akame moans between the kisses.

Ben pulls away and smirks as he adds another finger inside her pussy as he continues to finger her mercilessly. Esdeath followed the rhythm of his thrust as she was being deeply pleasured by this while Ben was eagerly fingering Akame.

"Indeed it's l...like it's not your first time!" Moans Esdeath out breath as she got pulverized by Ben's magnificent Excalibur.

Ben Keeps on making out with Akame, as he thrusts harder and faster inside Esdeath, rocking the older woman's body back and forth as She moans loudly. Be also keeps on fingering Akame's pussy, stretching her folds with his fingers and thrusting them in and out of her to stimulate the younger girl.

Hearing that word from Esdeath makes Ben smirked through the make out session with Akame. 'You two have no idea you but this isn't my first rodeo when it comes to sex or something like threesome!' He thought as he obliges as he straightens his back and starts fucking her faster and harder, while his hands work on Akame's pussy, pleasuring both girls, as Esdeath's entire body rocked back and forth under his thrusts.

"Oh yes, right there keep going!" Cried out Esdeath as she closes her eyes and as she orgasms hard, her pussy clenching and quivering around Ben's dick, as Akame herself cums on his fingers. Akame too moans into the kiss as she herself orgasms too, squirting her juices over Ben's fingers.

Ben himself slams into Esdeath, driving his dick deep into her womb as he errupts inside her, flooding her womb with his cum once more. Their hips remained fused together as Ben continued to fill her up for the next minute, causing the blue haired General to moan softly.

"BEN!" Cried out Esdeath as soon as she felt he was done, Ben pulled out of her as she slumped down in exhaustion, a stream of Ben's cum leaking out of her overstuffed pussy.

"Now it's your turn again again M'lady." Ben smirked as he turned his attention to Akame and pushed the raven haired girl down, making her lay onto the ground with him hovering over her as they locked their eyes.

"Do it! Finish me off!" Akame held his gaze before leaning forward and kissing him on the lips. They make out for a bit, before separating, and he situated himself on top of her as they look into each other's eyes and Akame places a hand on his broad chest. They both open their mouths a bit, letting out a gasping moan as the tip of his dick enters her once more.

Ben lets out a shaky lustful groan as he sinks all the way into her extremely tight pussy, as Akame lets out a long musical moan as she feels him stretching herself once more.

"Fuck me Ben...." She moaned to him, her voice sounding almost like a plea to him.

Ben's lips twist into a smirk as he pulls back slightly. "With pleasure, you sexy little assassin." He replies, his eyes shining with lust.

Akame herself grins at his proclamation. "Fuck me hard until I'm senseless. Fuck me and make me your bitch, you fucking stud of a man!"

Ben's smirk widened, as he slowly withdrew, resulting in Akame squirming lightly, until only his tip remained inside her. "Who am I to deny the request of such a sexy girl?" Ben said in a husky tone.

And with that, he slammed into her all the way to the base. Akame screamed loudly and threw her head back as he slams deep into her. "YES!" She screams in pleasure as he starts to thrust in and out of her.

His slow, but deep thrusts were doing wonders for her over sensitive pussy, as Akame moaned in delight,as her body was rocked back and forth with each thrust. She felt the familiar sensation building up as her pussy once again quivered around Ben's dick. His hands slide underneath her as she wraps her long slender legs around his waist, as he grabs her ass and raises her hips off of the ground, holding them up by her ass.

He grunts, squeezing her ass possessively and thrusts deep and hard into her, as Akame holds onto his shoulders like her life depended on it. Ben, meanwhile, continues hitting deep within her, causing incredible sensations for them both, causing them both to moan and grunt and squeal and groan and yelp and cry out loudly in love, lust, desire, and pleasure.

Akame's body arched as he thrusted into her as she moaned his name loudly in pure lust and desire. Ben also groaned her name loudly in equal lust and desire as they both threw their heads back as he squeezed her ass possessively, causing her pussy to clamp down around him.

"Fuck! You're so incredibly tight Akame! Even if this is not your first time!" Ben comments through gritted teeth as her pussy squeezes his dick in a vice like grip as her velvety walls cling to him.

"Ahhh, and you're just so big, Ben! Your huge dick is hitting all the way into the back of my womb! Ah, fuck!" Akame moaned back.

He jerked deep inside her with their hips still fused making them both moan loudly in unrelenting lust at the sensation. She looked up at him and their eyes met, as both of them were breathing heavily with white hot lust, as their eyes blaze with it. Ben leaned down, slamming his lips against hers as they engaged in another heated kiss while Ben continued to thrust inside her.

"Take me!" Akame gasps when they finally separate. "Take me and make me your woman like you did with me the first time, Ben! Fuck me with that huge dick of yours as hard as you can unlike before!!!"

Ben squeezes her ass possessively once again, making Akame gasp as she bites her lower lip and her eyes widen in excitement and lust. "With pleasure." He replies, as he withdraws until his tip is inside her and tells her. "Get ready for the fuck of you life, sweetheart." And with that, he slams back deep into her again.

Akame arches and screams out loudly. "Yes!" as Ben begins slamming hard and deep into her, pressing her hips down onto the ground and holding them as he begins thrusting in deep

He leans over her and they stare into each other's eyes, moaning in lust and pleasure before he leans down and they start kissing heatedly as they moan. Their tongues wrestle for a bit, but soon Ben dominates her mouth making her moan wantonly and buck against him before they separate.

"Ben!" She moans his name loudly in pure lustful desire, and want as he fucked her deep and hard. "I'm...oh that feels so good...I'm going to...nghh... I'm going to c....oh fuck, yes...cum!" She exclaimed. "Ah, I'm so close!"

"Then cum for me, sweetheart." Ben huskily whispered into her ear.

The way he spoke those words, combined with his deep thrusts sent a spark down Akame's spine as she orgasmed hard around his dick.

"I'm cumming! Oh gods I'm cumming so fucking hard! Ahhhhh!" Akame yelled out.

"Do you feel that Akame!?" Ben said in a husky tone as he continued to fuck her through her orgasm. "Do you feel my dick deep inside your tight sexy body!?" He grunted and groaned as her pussy squeezed around his Shaft. "Fuck! You feel so fucking good!" He yelled out in amazement.

"YES! YES I DO PLEASE MAKE ME FEEL YOUR ONE HIT KILL SWORD DEVOUR MY VAGINA FOR THE SECOND TIME!" Cried out Akame in pure blissful moans.

Ben continues up with his actions, causing Akame to moan louder as Ben makes her orgasm hard a few more times as he's slamming against her womb. He keeps thrusting, his pace becoming more wild and uncoordinated as feels himself getting close to finishing. After a few dozen more thrusts and making her orgasm a few more times, Ben delivers one last thrust, driving his dick in her womb as he lets out a grunt and cums inside her once more.

A/N: And done, Woooo anyways that's for today's chapter anyways sorry for the very late update for this book not only I have been busy but my friend CommanderALFA who had worked hard for this smut chapter actually took him a month to finish this anyways gave him credit for this smut.

Shout out for Firestorm808 and to JTZ29 writer of Killing The Dark Future the one who inspired this smut and chapter.

As for some part of this smut go thanked

God bless and take care out there and stay safe out there.

Shout out for
JacobVoronkov, minero586, Dynasty0612, issy5316, Hiccstrid-Smp2 To lazyman01, Bonnerscar, INFERN0BOLT SamLattuceAstrid1 , Dekiru_Midoriya MaturelyBad HybridMaker070 PeacefulNights HonestTruth_Dragon Vala411 and AlondraJazminSimuta along with harrypanther Snapmite1998 and PixieWho Cloudie13 and Lois128 and lastly Lycanwing, LittleComet15 HeraValla_Haddock16LeikoHoffersonElizaJae46 tylerjg04

That's for now if you keep voting from every chapters on every book I write you will be mention

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