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In the secret lair, Gwen's resolve weakens as Ben's Omnitrix glows, his body morphing into a creature unlike any other. Its massive, veined cock pulses, leaking pre-cum onto Gwen's trembling hands. She can't help but stroke it, feeling its power throb in her grip. Ben, lost in the alien's lust, grabs Gwen, pushing her against the wall, his cock pressing against her soaking panties. She gasps, 'Ben, we can't...' but her words are cut off as he tears off her clothes, ready to plunge into her forbidden depths.