1 comments/ 313206 views/ 59 favorites Extra Credit By: TheStinger This story takes place about six years ago when I was in high school. I was a senior and very much ready to get the hell out of school. But one thing I did regret was that I would not be able to see Mrs. Shannon again. She was my physical science teacher and one of the most beautiful women I've ever seen. I'll describe her to you the way she looked the very first time I saw her. On the first day of my senior year word was going around campus that there was a new teacher and that she was fine as hell. Luck being on my side my first class was with this new teacher. I walked in the room and nearly passed out. There was Mrs. Shannon sitting on her desk, legs crossed, and leaning back on her hands. She was a tall for a teacher, about 5'10, and wearing a black knee length dress with two really thin straps to hold it up. She looked very young, probably no more than 28 with a killer body. Her ass was nice and round with great long dark legs. Her tits were definitely D cups but not those nasty sagging water balloon tits, they were tight and round and barely being held back by her dress. Too top things off, her face was beautiful, framed by long slightly curly brown hair. Anyway back to the present. I had about a month left in school and was enjoying everyday watching Mrs. Shannon bending over to pick up chalk or a paper she would occasionally drop. Since it was getting close to summer I was dreading my usual summer job of pool cleaning. The endless wars with horse flies, and watching fat ass old people sun bathing while telling me how to do my job. My mind quickly snapped back with the sound of the bell ringing. On my way out Mrs. Shannon grabbed my hand and said, "James, please stay for a minute I need to talk to you." "Sure Mrs. Shannon" I said. After everyone left she walked over to me and said that she had just gotten a new pool put in and that she would need me to fill it up and add the chemicals. While she was talking I was inhaling her scent, she was driving me crazy. I began to feel my dick getting hard and with her looking right at me I was sure she was going to notice. Luckily she turned around to write down her address and I quickly arranged myself. "Can you be there at 5pm?" she said. "Sure I'll be over at 5pm sharp today." With that I turned and walked out the door clicking my heels at the thought of maybe seeing Mrs. Shannon in a bathing suit before summers end. After school I gathered up my gear and headed over to Mrs. Shannon's house. I had never been to any teacher's house before and it was a little weird. I made my way to the front door and knocked. The door opened and so did my eyes. There in the doorway was Mrs. Shannon in a bathing suit top and low cut blue jean shorts. "Glad you could make it." she said. "Just doing my job." I said grinning. "Well come on in, the pools out back. You can start whenever you're ready." I made my way to her back yard and started the water filling the pool. I was sitting with my feet hanging over the side of the pool when I heard the back door open. I turned around to look and there was Mrs. Shannon carrying a lawn chair and a bag of something. She sat the chair down and unfolded it and said, "No need in wasting all this sunshine." "Yeah, it is a beautiful day." I said. I grabbed my net and started getting all the leaves and crap out of the pool. I looked up for a second and nearly shot my load. Mrs. Shannon was facing away from me pulling down her shorts. She shook her ass from side to side sliding her shorts down those long smooth legs of hers. The site of my hot teacher in a black two-piece nearly gave me a heart attack, especially her round ass in a thong! Before she turned back around I slid my shades on and turned away but just enough where I could still see her without her knowing. I continued watching her out of the corner of my eye while she put sun tan lotion on her shoulders and legs. She laid back and pulled out one of those tanning mirrors and put it under her chin. Once I was sure she couldn't see me I took the time to soak her up. I traced her long legs with my eyes all the way to her ass. Then her tight stomach, up to her gorgeous tits. I watched in awe of them going up and down with her breathing. After rubbing myself for a moment I went back to my work. A few minutes later I saw her turn over. "James, can you do me a favor?' she said. "Sure, what do you need." I said. "Could you please rub some lotion on my back and legs? I can't reach them and I don't want to get burned" "Sure thing Mrs. Shannon." I said. But I was thinking, " You bet your sweet fucking ass I will" I kneeled beside her and put some lotion on my hands. But before I could do anything she said, " Just do my whole backside, I want to get a really good tan this year." And just when I thought it couldn't get any better she reached up and untied her top. "I hate tan lines. "she said. She was on her stomach so I couldn't see her tits but I could see the sides of them and they were spectacular. I started with her shoulders rubbing in the lotion real good and even throwing in what little I knew of massaging. "Ummm... that feels great." she said . "Got too get the lotion on good, don't want you to burn." I said. Down over her entire back and sides. As I was going I was massaging her skin to the best of my abilities. My fingers grazed the sides of her tits more than once but she said nothing so I continued. Once I got to her ass I didn't know if I should stop or just rub lotion all over that fine piece of meat. But my conservative side kicked in and I just went straight for her legs, not wanting to push my luck. I'm a leg and ass man and my god these were some great legs. Not a trace of stubble. On the legs I stated doing circular motions with my hands squeezing her entire leg. On her feet I gave her tender caresses with my thumbs. I paid good attention to her arches and in between her toes. "My god, I've always heard about foot massages but I didn't know they felt this good' she said. "Just remember this when your writing out your check for my bill." I said laughing. "Well that just about does it." I said when I finished her feet. By this time my cock was bulging my pants into a huge tent and I knew I couldn't take much more. It's a good thing she had a towel over her eyes or she would've gotten a big surprise. "Not so fast." She said. "Don't forget about my rear." "Oh yeah, can't forget that can we." I said. As I put more lotion on my hands I tried to think of sports and other things to calm down my cock because I was about to explode. I started at the top of her ass and as I made my way down I thought what the hell and grabbed a cheek in each hand and pushed up spreading her ass with my thumbs. I could've sworn I heard a gasp from her lips but she said nothing. I repeated two more times but I had gone to far. Not with her but with me because I was now soaking my pants with a huge load of cum. I sat there a minute convulsing before she said, "Are you all done?" "All done I said standing up. I went back to cleaning around the pool for about a half hour. Mrs. Shannon turned back over on her back being careful not to let her tits escape. Damn, I thought to myself. She put her mirror back under her chin. By this time I was getting uncomfortable with all that cum in my pants. "Mind if I use your water hose to cool down, it's hot as fire out here." I said. "Go right ahead" she said. I went over to the hose and turned it one and started to wet my self down. I made sure her she was looking away from me and I pulled down my shorts a little and my cum-covered cock sprang out. I quickly washed it off and put it back in my shorts. About this time Mrs. Shannon got up and said, "Well that's about enough sun for one day, I'm gonna go shower. Make your self at home while the pool fills up and I'll make us some snacks when I get out." "Sounds great" I said. On the way in I took the opportunity to admire her body. Her ass when she walked was enough to get me rock hard again. "I'll be done in a minute," she said as she disappeared up the steps into her room. I was horny as hell and thought I deserved a peek at Mrs. Shannon. Once I heard the water start I waited a few minutes then tip toed up stairs and into her room. Her bathing suit was on the floor in a wad. I was kind of shaking buy now but I picked up the thong bottom and I'll be damned, there was a wet spot. I smelled the spot and walked over to the door to her bathroom. The smell of her pussy excited me almost to the point of losing it again, gut I contained myself. The door was cracked a little but I couldn't make out shit on the steamy mirror across from her shower. Disappointed I took one last sniff of her bikini bottom and went down stairs. In the shower Mrs. Shannon soaped herself up, rubbing her tits together and soaping her ass. She couldn't help but be a little turned on after her foot massage and her hand slowly found its way to her pussy lips. She stuck one finger in her hot pussy and rubbed her clit with the palm of her hand. "Damn, that boy's got me rubbing myself" she said to herself. "You're a married woman Shannon, snap out of it." After drying off Mrs. Shannon took moment to admire herself in the mirror. "Can't blame the boy I guess, he's so young and with him rubbing oil all over me I'm lucky he didn't blow his load all over my back," Mrs. Shannon giggled to herself. "I wish John wasn't gone all the damn time because I would fuck his brains out. Oh well, between my vibrator and James' massages I guess I can make it until my hubby comes home tomorrow." When Mrs. Shannon came downstairs I told her that it would take a about a day for her pool to fill completely and that I would just come back tomorrow and add the chemicals. "Do you think it will be ready for swimming by this weekend, my husband is coming home tomorrow and he's the one who loves to swim," she said. "Most definitely, probably by Friday at the latest," I said. As I headed out the door Mrs. Shannon said "See you tomorrow in class." "I wouldn't miss it for the world," I said. That night I must have jacked off about 5 times thinking of Mrs. Shannon. Finally drained I drifted off. The next day at school my friends and me were walking into class when Mrs. Shannon put her hand on my shoulder and said "Hey James," with a smile. One of my friends whispered to me "Damn man I been here all year too and she ain't said hi to me." "I got a way with the ladies," I said with a laugh. "Sure you do buddy," my friend said. After class Mrs. Shannon grabbed me again, "Are you coming over today as planned James?" "Sure am, same time as yesterday," I said. "Great, you can meet my husband John," she said. "Sounds good," I said while thinking "Oh joy, I get to meet the lucky fucker that gets to pound Mrs. Shannon's ass." Later that day once I got to Mrs. Shannon's house I started adding the chemicals to her pool. I kept looking up hoping to see her coming out to sun again. After a while I thought "Damn, no show today." After a couple hours I walked into the kitchen and poured myself a glass of water. The next thing I saw made me choke on my water. Mrs. Shannon coming down the stairs in a strapless, tight as hell, black dress with high heels to match "Think my husband will like it," she said. "Like what," I said trying to catch my breath. "My new dress silly," she said. "I don't see how he wouldn't like it with you in it. You look gorgeous," I said with water still dripping off my chin. "Thank you very much for the compliment James, coming from a handsome young man like you makes me feel all sexy," she said. "It's the truth," I said. "What's the special occasion," I asked? "My husband John is coming home today, he works three weeks out of the month so I only get to see him for one week each month." "That's got to be hard," I said. "Yeah it is, but anyway with my new dress you like so much and the new pool I plan on making the most of this week," she said. "Tonight I have a special dinner planned that I worked all afternoon on. Then maybe some dancing and a romantic night snuggling on the couch with a good movie." "Sounds like tonight will be fun, well I'm gonna grab me a seat in the living room while the chemicals sit," I said. "Help yourself, I'm just gonna put the finishing touches on the dinner." After about an hour I heard the phone ring. I heard Mrs. Shannon pick up. "Hello?" Normally I'm not that nosey of a person but curiosity got the better of me so I quietly picked up the phone in the living room and did a little eavesdropping. "Shannon, this is John, what cha doin?" "John... where are you?" I always thought her last name was Shannon, oh well noted for future use. "Baby I was gonna call you this morning but I got sidetracked. I'm still in Detroit, something came up and I'll be a few days late coming home." "Detroit... but you said you'd be home today... I had a whole evening planned and even a surprise for you." "I'm sorry baby but I can't help it, it's only a few days." "Only a few days? You haven't been home in a month. I miss you and I'm getting real lonely." "Sorry baby, but we've been through this before... ..well I gotta go. See you in a few days. Love you bye." I quietly put the phone back on the hook and sat back down. Damn this guy must be stupid to leave such a fine girl sitting at home while he works. I felt kinda bad for Mrs. Shannon but I didn't know what to do. I got up and walked into the kitchen. Mrs. Shannon was sitting at the table with her head in one hand and the other hand tightly clinched in a fist. The table was all set and the food smelled wonderful. I walked up beside her and asked her if she was ok. "Yeah, I'm fine James. Thanks for asking," she said. I played dumb. "When's your husband getting here," I said. "Hell if I know, he just called and said in a few days, but who knows with him. I don't know why I put up with him? After all the trouble I went through... all for nothing." I did feel bad for her on one hand, but on the other I was glad it was just the two of us. I looked around a minute then I decided to take matters into my own hands. I walked up behind her and put my hands on her shoulders and started giving her a massage. "Your so nice James, thank you very much," she said. "No problem," I said. I continued massaging her shoulders for a while then I glanced down and noticed I had the perfect view of her tits. Immediately my dick started to stir. I then noticed that my hands where inches from the top part of her tits. The dress she had on was pushing her tits upward just enough to where I could almost reach them. I thought maybe I could just touch the tops of her tits and she would think it was just part of the massage. I made my move ever so easily. Inch by inch I started making the movements of my hands go lower. "James, you give the best massages... god they feel good," she said. I took that as so far so good and went back to trying to cop a feel. Finally my fingers made contact. I didn't here any objections so I went down a little further. Her tits were rising and falling with the movement of my hands. I dared not go any further. The parts of her tits I was touching were so warm and smooth. Even without knowing it she was giving me one hell of a hard on. "Oh my god, he's trying to feel me up." Mrs. Shannon thought. "I wonder if I should say something?" "God this boy's got magic hands... ummmm..it feels so good" "I deserve to feel good after today. My useless husbands never home, and even when he is he never treats me this good." "James is such a nice boy anyway, and so handsome too. If I was a little younger I could see myself being attracted to him." "Ummm... .shit this feels so good... " What I didn't know was that my massage was turning Mrs. Shannon on even more than she knew. "Oh my god... my pussy's getting wet," Mrs. Shannon thought. "Just a little longer and I'll have to stop him... but... god he's treating me so good." "But if I let him keep going I might get arrested for rape" In the meantime I was floating in dream world with my hands all over my teachers shoulders and chest. But I was snapped back to reality... "James, do you like steak?" she said. "Uh, sure," I said. "Well there's no need to waste all this food. Have a seat." "Are you sure," I said. "You fixed all this for you and your husband." "The way I feel right now James, I would much rather eat dinner with you than my husband." I couldn't believe my ears. She would rather spend time with me that that loser of a husband. I sat down at the table and started to eat. I noticed a bottle of wine. Man if she likes me now I wonder how much she would loosen up with a few glasses of wine in her. "Why don't you have a glass of wine," I said. "I guess it wouldn't hurt," she said. Throughout the course of dinner I counted three glasses of wine she drank. I figured she should be feeling the effects by now. I noticed she was staring at me from across the table but I tried to act like I didn't notice. "It must be the wine talking but James is hot," Mrs. Shannon thought to herself. "After that massage maybe I should return the favor and give the boy a little excitement of his own." Just as I was about to finish up with dinner I felt Mrs. Shannon's leg brush up against mine. I acted as if nothing had happened. Then I noticed her foot rubbing my leg. The sensation was overwhelming and I fought the urge to say something. "I wonder what he's thinking now?" "Maybe I should turn up the heat a little? Not too much but enough to make the night fun for him," Mrs. Shannon thought. The next thing I noticed was that her foot was getting higher. Before long she was rubbing her foot against my inner thigh. I wondered what she was trying to do and if I should say or do anything myself. Her foot was inches away from my cock and I was about to soak myself again, but I wasn't going to stop her until the last minute. "I bet he's about to blow his load," Mrs. Shannon giggled to herself. "Well I'd better stop my fun, I am his teacher after all." By this time I was ready to blow and she was still rubbing my leg with her foot. I had to do something... "Would you like to dance?" I said. "I would love to," she said. It's a good thing too because her foot was driving me crazy. I stood up and pulled her chair out for her. "I'm not a good dancer, all I can do is slow dance," I said. "Don't worry about it, that's my favorite way to dance," she said. She walked up to me and put my right hand on her hip and grabbed my other hand and off we went. She put her head on my shoulder as we danced. She seemed so comfortable but I on the other hand was almost shaking trying to keep from cumming all over myself. She was so close that I was worried she would feel my cock pressing against her stomach. "Holy shit, he's got one hell of a hard on," Mrs. Shannon thought. "God it feels so good to have a man treat me like James does. This is wrong but if he doesn't have a problem with it then neither do I. Besides I won't let it get out of control. And what high school boy doesn't have a hard on." "She's got to feel my cock pressing into her," I thought. "But she's not saying anything." With her tits pressing against my chest and my cock in between us I knew I couldn't take much more. "I bet he's about had enough for tonight," Mrs. Shannon thought. "Thank you for the dance James, but my feet are tired from all the walking and dancing I need to sit down." Thank god I thought to myself. After she sat down on the couch she lied back and I couldn't help but notice how beautiful she was. Extra Credit "I don't suppose you have another one of those foot massages in you?" she said. "Just so happens I do." I said. I sat down at the end of the couch and started taking off her heels. God this is great I thought to myself. I'm here alone with this fine woman and she wants me to rub her feet. I grabbed one leg and put it in my lap and lifted the other one up and started to work my magic. I just so happened to glace down and notice that I could see her panties while I had her leg up in the air. I didn't think much about it at first until I noticed that I could see a wet spot forming. Could I be causing my teacher to get turned on enough that her pussy is soaking her panties. "Oh no... my pussy's getting wet again." "I know he's got to notice. What are you doing Shannon, this is your student and you're a married woman." "It's just the wine and the loneliness, get a grip on yourself. "That's about all I can take James, thank you," she said. "Your welcome," I said. Little did she know but that was about all I could take as well. "I guess I'll be heading home. The chemicals should be just about right after they sit over night." "Let me see you out," she said. When we got to the door she opened it and leaned over and gave me a kiss on the cheek. All I could say was "See you tomorrow in class." You can still come by to finish the pool,' she said. And with that she closed the door. I just stood there for a moment to relish my day. I had felt her tits, well the top anyways. She rubbed my leg with her foot and to top it all off my massages were turning her on. After a minute or two I went home and jacked off till the sun came up. After I had left Mrs. Shannon did some reflecting of her own. What a day she thought. My husband neglects me once again and the day looked ruined but James makes it turn out all right after all. Just a little harmless flirting between student and teacher. But when he gives me those massages I have to admit I do get excited. I wanted to just grab him and tear his clothes off more than once tonight. But I'm married and he's so much younger than me. Oh well as long as I keep it under control I don't see the harm in us helping each other feel good. When we were dancing I could feel his cock pressing against my stomach... I wonder what what it... oh never mind there's always tomorrow. The next day at school in Mrs. Shannon's class I noticed her staring at me. She wore this little sundress and had her hair up in a pony tail. Her legs were driving me crazy, she kept crossing them and uncrossing them as if she was teasing me. "I think James likes my dress, either that or my legs," Mrs. Shannon giggled to herself. "He's so good to me the least I can do is give him a little show." When the bell rang Mrs. Shannon asked me to stay for a minute. "James why don't I just give you a ride to my house?" she said. "Sure, it would save me a trip," I said. In the parking lot I kept starring at Mrs. Shannon's ass as she walked, she's so graceful. By this time I decided that I had a certain relationship with her. I was going to try my luck. "You look hot today Mrs. Shannon," I said. "Thank you James, I take it you like my dress?" she said. "Well its not the dress, it's the woman in it." I said with a smile. "James please... your going to make me blush." "So you like my body do you, well let me give you a little peek." She thought to herself. After my attempt at a pick up line Mrs. Shannon dropped her keys on the ground. Before I could pick them up she bent over in front of me. She didn't bend her knees so her dress came up over her ass a little, I saw a lot. White thong panties that were barely there and her ass in all its glory. She stood back up and got into her car. "I bet you liked that little show." Mrs. Shannon said under her breath. I got in and off we went. In the car I kept seeing her dress going up her legs like she was trying to show off. If she was I was all for it. "Have a look at these." Mrs. Shannon thought. "By the bulge in his pants I'd have to say he likes them, god how big is that thing? Bigger than John's that's for sure." "I bet he could last forever... I'd better get a hold of myself but he's making me so horny." "God she's driving me crazy... if she doesn't stop I'm gonna rape her right here in this car." Finally we pulled up to her house. I walked out back to look at the pool. It was perfect and ready for swimming. "Pool's ready." I hollered into the house. "Great news, I've been wanting to try my new bikini out, you go ahead and get in." She said. New bikini I thought, hell yeah. I took off my shirt and jumped in the pool. The water was just right. After a few minutes Mrs. Shannon came out wearing a towel. When she got to the pool she undid the towel and raised her arms in the air. "Well what do you think," she said. I was speechless. It had to be the smallest bikini I had ever seen. The top barely held her tits back and the bottom came down so low that I now knew she shaved her pubic hair. "My god," I said. "My god it's hideous or my god you like it?" she said. "My god I love it," I said. With that she jumped into the pool. When she came up she swam over to me. She was so close that her tits where touching my chest and she was just staring at me. "You know this is wrong, putting ideas into the boys head. Its just that you haven't seen your husband in weeks and you have needs." Mrs. Shannon thought to herself. "The waters wonderful James, you did a very good job," she said. "Thanks, all in a days work." I said. "I love swimming, the water makes me feel all frisky," she said. "Frisky huh?" I said. I grabbed her by the waist and tossed her. "Hey no fair, I wasn't ready." She said. She came at me and pushed me. When she tried again I got behind her and held her by her waist. In this position her ass was right up against my crotch. I know she had to feel my cock but she didn't seem to notice. "Whoa there tiger," Mrs. Shannon thought to herself. "All this wrestling seems to be getting to James, he's not the only one either. I have to admit that I haven't had this much fun with a man in ages." Mrs. Shannon kept squirming but I held on tight, it was almost dry humping. "Give up?" I said. "I surrender," she said. I loosened my grip enough where she could turn around. When she did it was heaven. Her tits were pressed tightly between us and my cock was poking at her belly. I didn't know what to do so I just stayed still for a minute relishing the moment. "I know I shouldn't but a little kiss wouldn't hurt," Mrs. Shannon thought to herself. "God he's so hard... " What happened next I'd remember until the day I die. Without saying a word she leaned forward and kissed me right on the lips. They were soft, smooth, and tasted wonderful. She pulled back for a second I guess to see if I reacted. Staying still got me this far so I continued. She leaned in and kissed me again. This time I felt her tongue trying to penetrate my mouth so I let her in. Our tongues coiled together like snakes. I let my hand slip down to her ass and I grabbed hold. "Oh no... what should I do, I've let this go to far," Mrs. Shannon thought to herself. "But I want this... .but I'm married... .but god I want this soooooooo bad." "James, I'm sorry but we have to stop. I shouldn't have done that." She said. "No no Mrs. Shannon don't be sorry I liked it very much. I think your beautiful." "That's so sweet James but I'm your teacher and I'm married." "So what if you're my teacher and as far as being married, I see you more than your husband does." I said. " I know James but it just isn't right." She said. "Well if you don't want to I'm not going to force you. Just remember that I'm here for you." I said. "Thank you so much James." She said. She reached out and hugged me for about a minute. I was let down that it had stopped but I knew that I was the man she wanted, not that stupid ass husband. "Well I've had enough swimming for one day," she said. "Yeah, me too but it was fun." I said. "Yeah from that tent you got there I'd say so," she giggled. I didn't know what to say, for the first time she had acknowledged our situation. There was no sense in playing dumb anymore so I decided to talk more openly to her. "Well wrestling with a beautiful woman does it every time." I said. "Well wrestling with a fine young man gets me all hot as well." She said getting out of the pool. I was excited to here that she thought I was hot. This day couldn't get any better. "I'm going to rinse off James, you're welcome to stay for a while. I've got some movies we could watch or something." She said. Normally I don't like to sit around and watch T.V. but anything to be with Mrs. Shannon for a while longer. "Sure sounds great." I said. While I made myself comfortable in the living room on the couch Mrs. Shannon was having a moment of soul searching. After her shower she was deciding what to wear. "Should I be naughty and have a little more fun or should I just play it safe?" she thought. "This is getting out of hand, I'm very attracted to James and I know he likes me but if I let it go on it'll end up with us having sex." "I'm his teacher but I'm also a woman and he's a man." She was doing a good job of talking herself into taking her relationship with James to the next level but it just seemed so wrong to her. "Well this t-shirt and these black panties should make the night more interesting," she thought. "If anything does happen I'm just going to let it." Finally Mrs. Shannon had come to the realization that on this night she would fuck me. Downstairs I was watching T.V. thinking about how all I could think of lately was Mrs. Shannon. "I may be in love with her," I thought to myself. My thought was interrupted when I looked up to see Mrs. Shannon coming down the steps in a t-shirt and black panties. "Not the usual teacher student attire," I said with a grin. She sat down beside me and looked directly into my eyes. "James I don't know how to tell you this but I think I'm in love with you." I tried to say something but she wouldn't let me. "I think about you all the time, and you treat me so good. Better than that no good husband of mine. He doesn't love me, he's never here. Every time I look at you I get turned on and up until now I've been hiding my feelings. When you give me massages I get all wet. If you don't feel the same way I'll understand, you can get up and leave and I'll never say another thing about it. But if you do feel the same way... " "Mrs. Shannon I do feel the same, I think about you all the time. Every time I see you I get a hard on. I'm not going anywhere until you say so." I interrupted. She crawled over to me on the couch and leaned her head over in front of mine. "I think you'll be staying over tonight." She started to kiss me deeply. Her tongue found its way inside my mouth again but this time there was no holding back. She kissed me like no woman had ever kissed me. "James I want you so bad. Make love to me," she said. "I'm going to make you forget you ever had a husband." I said. I grabbed the back of her head and again we kissed. Her hands were feeling the outline of my cock and I was exploring her body as well. I took off my shirt and did the same for her. To my delight she wasn't wearing a bra. "God I love your tits," I said grabbing one in each hand. I began circling the nipple with my tongue and biting slightly. "That's it, suck my tits," she said. After a few minutes she got off the couch and bent down in front of me. She unzipped my pants and pulled them down freeing my cock. "James I've been wanting to do this for a long time." She said. She started licking my balls and stroking my cock with one hand. Then she started to kiss up the shaft. When she reached the top a shiny drop of precum was oozing out of the tip. She stuck her tongue out and lapped it up. Then she engulfed my cock. She took about half in her mouth and sucked back up the shaft. The next time though she went all the way. My cock was completely inside her throat and it felt wonderful. "God you suck dick like a pro," I said. She came up for air and smiled and went back to sucking my cock. She would deepthroat my cock then on the way up stop when just the head of my dick was in her mouth and circle it with her tongue. "I love your cock James. It tastes so good." After about fifteen minutes I was about to loose it. "Mrs. Shannon I'm gonna cum, if you don't want to swallow you'd better stop." I said. She didn't say a word she just looked in my eyes and opened her mouth and started sucking up and down on my cock really fast. "Oh god... Mrs. Shannon... fuck... I'm gonna cummmmmm!!!" With that my cock exploded. The first blast of cum gagged her a little but she didn't miss a drop. Shot by shot my cock emptied what seemed like a gallon of cum down her throat. After I had deposited the full load in her mouth she held my cock in her mouth gently circling the head with her tongue. I broke the silence. "I don't know where you learned to that but god you suck dick like no other,' I said. She finally let my limp cock plop from her lips with a wet smacking sound. "God I've never sucked a dick before. Your cum tastes great, I could drink gallons of it," she said. "You never given a blowjob before?" I asked. "No never, John didn't like taboo things in bed. He was a strait up guy on top for fifteen minutes then its over kinda guy." "I've always wanted to try it, I'm glad I waited though." She came up in front of my face and starred me in the eyes. "Your cock's bigger anyway." Then she kissed me. I could still taste the salty residue of cum on her lips. As we kissed I started to rub her pussy through her panties. "Ummmmmmm... ..rub my pussy... .god that feels good," she said. Her panties were soaking wet. I stood up and pulled her panties down with one motion. Then it hit me fully. There I was standing with my dick hanging out over my now naked teacher. "It's your turn now," I grinned. I began kissing down her stomach. Then I made little kisses on her inner thighs. "Ummmm... goooooodddddd... ..eat me James," she said biting her bottom lip. With one hand I spread her pussy lips and began licking in circles. "Oh... .Jesus Christ!!!" she said grabbing the back of my head and smothering me in her snatch. I start teasing her clit with my tongue. Then I eased one finger inside her pussy. God it was tight as hell. Her dumbass husband must not fuck her at all. "Yeah, finger my pussy, god it feels so good James, your more of a man than my husband ever was... don't stop lick that pussy," she screamed. "Your pussy tastes so good." I said in between licks. "James I want you inside of me... now please... fuck me." I stood up and slid her down the couch and got between her legs. I bent over and kissed her so she could taste the pussy juice on my lips. She must have liked it because she sucked every bit off my lips. "Your so dirty James, I had no idea," she said. "Your so fucking hot I'm turned on like I've never been before." I said. "Enough talking, fuck me pleeeaaassseeeeee," she begged. I grabbed my cock and started to ease it into her pussy inch by inch. "Goddamn your pussy's tight," I said. "That and your cock is so much bigger than John's. My pussy's not use to it yet." She said. Inch by inch until I was all the way in. I leaned in and kissed her passionately then started to fuck her brains out. "Shit... .oh god..yes yes... fuck me good James," she hissed. I kept up the pace for about ten minutes then I started slow deep thrusts. "God your so tight, your fucking unbelievable," I said. "I'm not going to last much longer, your pussy is so tight... god it feels good," I said. "I'm not gonna last much longer either baby, god your fucking my brains out... I love your cock." After five more minutes I felt my balls surging. "I'm gonna cum... can I cum on your tits," I begged. "Not on your life," she said. She wrapped her legs around me so tightly I couldn't pull back if I wanted to. She whispered in my ear,"I want to feel you cum inside me, don't worry I'm on the pill. Now fuck me." She said. I started fucking her hard and fast I knew it wouldn't be long now. I felt her pussy grab my cock and she started to shake. "Oh fuck... god..James... fuck me... .yes... ohhhhhh god I'M CUMMIIIIIIINNNNGGG!!!!" Hearing her scream my name in pleasure pushed me over the top. "Here it comes... fuckkkkkkkk yeeeeeaaaaahhhhhh!!!!!" I yelled. I felt jet after jet of cum being deposited in her womb. I kept pumping and I kept cumming. I never came that much before in my life. After it was over I collapsed on top of her. We both lied there breathing hard for a while. Finally she leaned over and kissed me deeply. "James that was... that was the best I've ever been fucked." "You were unbelievable." "I felt you cumming inside me. I loved the way it felt to have all that cum inside me. Cum from a man that I know now I'm in love with." "Mrs. Shannon, or should I say Shannon now, you were great. You're the most beautiful woman I've ever seen and I love you too." After that she fell asleep in my arms. I didn't know what the next day would hold and I didn't care. But one things for sure... it can only get better. Extra Credit My life was pretty boring. I was 22, in college, but was experiencing the "muted" version of life. I didn't drink, i didn't party, didn't have sex, didn't stay out late. And to be honest, i liked this life. I still do. It's very good for me. But my life got interesting about the time I started my fourth year of college. I was starting all my new classes and had been to all of them except my Friday evening class, Psychology 1A. I had English, math, etc. And all of my teachers were pretty boring. I had about 3 balding guys in their late 50s, one lady who looked about 30 and wouldn't have been so bad except that she had a totally unbearable voice. Anyway, I went to psychology, and as soon as I walk in, I sit down in an empty seat, and there's another leaning against the desk next to mine, He was an absolutely gorgeous guy. About 26, 27, long black hair and a winning smile. "Rough day?" He asked. "How'd You Guess?" "It's in your eyes. You look tired. And that's a bad sign in the first week of class." He said compassionately. "Oh, just a bunch of unbearable teachers. And knowing my luck this guy won't be much better." "I understand that. My Name's Jason." "Hi, I'm Amy." He was flirting with me, I could feel it. "Anyway Amy, class is about to start. Good Luck." And he started to walk away. "Thanks! You too!" And then he proceeded to walk to his desk. Not one of the desks beside or next behind mine, but in the front of the room, facing the students. He wrote his name on the board. Jason Stillman. I was shocked. Had my Psych teacher been flirting with me? I was totally taken aback. As a matter of fact, I pondered this so long that I missed half of his opening lecture! And this was not a one time issue. Over the course of the semester, he would give me coy looks, shooting me a somewhat inviting glance, or dropping a small hint in my direction verbally that he was attracted to me. I couldn't understand it! And it sure wasn't helping me pass Psych class. Anyway, I ended up testing my theory that my Teacher did, in fact, have interest in me. I wore my most revealing shirt to class one day. I sat in the front, and didn't take off my jacket until he was standing at the head of the class. This way, only he would be able to see my little peep show. I was wearing a black lace bra, and a fairly transparent, very low cut shirt over it. Because of the angle, i don't think anyone could see what i saw then, but there was a bulge in Jason's pants the size of a baseball. It was official, This man wanted me. And just my luck, He wasn't so bad himself. What i failed to remember was that today was the final! I failed miserably, having not studied. I was totally freaked. Then i had an idea. I had heard that some teachers would exchange sexual favors for higher grades. Normally i wouldn't have even CONSIDERED this, except that i expected it to work because of Jason's obvious attraction to me. Obviously this was highly illegal, but it was his fault I wasn't paying attention, So I didn't really feel bad about using unique methods to raise my academic standing, since I had already raised Mr. Stillman. So after class, i took a long time packing up until i was the last one in the room. As i was leaving, instead of walking out the door, I Slammed it, and in surprise, Mr. Stillman turned around. What he saw was me. Transparent Shirt, Black lace bra, long brunette hair, black leather skirt, staring him down. "Mr. Stillman, I have to admit, I'm doing fairly poor in your class. I just get so distracted." After getting over the initial shock, he loosened up. "Distracted by what, Amy?" "Well, that bulge in your pants for one." It totally shocked him, and he tryed to cover it casually. "Amy, I..." "Jason, I need a little extra credit. I.. um... i've heard about teachers that offer extra credit for... extra curricular activities..." i said nervously. "Amy, I'm sorry, but I don't think I can do what you're asking me to do..." It was now or never. "You don't have to do anything. That's my job." And I dropped my shirt. I felt a slight tingle run down my spine as the fabric of my shirt ran across the surface of my hard breasts The bulge in Mr. Stillman's pants was larger than it had ever been before. It seemed like it was about to burst his zipper. He started to say something, but I kissed him quickly and pushed him against his desk, sitting down on his lap. I detached my lips. "Jason, just let me plead my case for a while." And i kissed him again before he could say anything. I was afraid to stop kissing him, because it would allow him to protest. But i couldn't do very much with my mouth attached to his. I was so nervous. My hands were shaking on his back, and my lips were trembling against his. But at the same time, there was a distinctive wet spot between my legs, growing, flowing from me. I decided to get risky. I slowly detached my lips in hope that he wouldn't say anything. He didn't. I started to unbutton his shirt, very slowly, never moving my eyes away from his. I stared deeply into his soul. He was aroused, I could tell from his crotch, but he was also afraid. When I Finished unbuttoning his shirt, I took his trembling hands in mine and lead them around to my back. I slowly led his hands until he had unclasped my bra. It fell silently to the ground. My full breasts were now open and available to him, but i could see in his eyes a struggle between looking my in the eyes and checking out my tits. I slowly moved his hands to my front and put his hands on my so that they were cupping my breasts. A shiver went up my spine again as the wet spot on my legs began to grow. I kissed him again, and pressed my bare chest against his. He moved his hands instinctually to my back and then, for the first time so far, kissed me back. I Smiled and let out a small laugh, then slowly lowered to my knees, once again never taking my eyes off of his. For the first time i looked away, as I focused my attention on that monster in his pants begging to get out. I slowly unzipped his pants, and as soon as i was done, the button on his boxers came immediately undone and a giant ten inch cock came flying at me and smacked me in the face. I laughed again and started to lick the head, teasing him a little. He started to make small noises as he took sharp intakes of breath. I stuck his whole head in my mouth and started sliding my tongue all over his hard cock. He was so hard, and i was having so much fun I almost forgot i was dreading this. I pushed off everything on his desk and laid him down. He started to talk again, so, not knowing what else to do, I slapped him hard across the face. He seemed shocked as I laid down on him, and stuck his cock back in my mouth, this time getting as much of the behemoth in my mouth as I could. I could feel his chest heaving under me. Suddenly i felt a poke from behind. And then another. Finally I realized what it was. Jason had apparently discovered that i was not wearing any underwear. He was poking his tongue all along my clit. I started breathing sharply, as I sucked him harder. His tongue was licking all up and down my wet pussy, periodically sliding in and out of my vagina. I grabbed his solid cock with my hand and started jacking him off, still with my mouth around his head. He placed what felt like two fingers inside of my wet hole, and started moving them around in circles as he continued to lick up the juice flowing from my throbbing cunt. We stayed like that for at least 20 minutes. Me jacking his shaft firmly with my hand while teasing his pulsating head with my tongue and lips. He, fingering me relentlessly while exploring every part of my pussy with his mouth. Eventually I couldn't take it anymore and I started rubbing my cunt in his face, he just kept licking and licking until eventually i came all over him. My juices must have been all over his face and chin. As soon as i came, he shoved his massive cock, all of it, into my mouth. At first i thought i was going to vomit or choke. Maybe both, but after a few seconds, i realized just how much of this stud i had inside my mouth. Pulled off of his cock and then went back down on him a few times, each time running my tongue along his throbbing shaft. But this wasn't enough. I stopped, and got off of him, much to his disappointment. I started to walk away, and i could here him trying to muster up the words to get me to stay. I walked over to the door, but instead of leaving, i slid the bolt over, locking it. I started to walk back, swaying my hips, and, on the way, dropping my skirt. His cock got even perkier than it had been! I grabbed him by the pants and stood him up, then quickly pulled them down to his ankles. I pushed myself against him, his cock was now rubbing gently against my pussy. I had juices flowing all down both of my legs! Then i pushed off and bent myself over his desk. "I want you to put that monster inside of my cunt right now. I want you to put it ALL in there, and i want you to fuck me until you cum. Maybe then that little guy will settle down." And he did. He slid the entire thing in immediately. I grabbed onto the desk, clenching my teeth. He wasn't going to tease me at all. I had all ten inches of Jason Stillman inside of my wet, 22 year old pussy. He started to thrust. My Breasts hurt from being pressed against the desk so hard. But i wouldn't let him stop he just kept slamming his cock again and again into me. I lost count of him many times he fucked me, or how many times i came. I was practically starting to lose consciousness, when he abruptly stopped. I turned around. "Why did you?" And then he pushed me down. I was now sitting against the desk, my bare ass on the cold linoleum floor, my throbbing cunt flowing even more of my juices onto the floor, as i was staring at Jason' massive cock. He was jacking himself off. I was totally confused. He just kept pumping that cock of his, his eyes closed and head back. "Finger.. for me.." He moaned. I did. I started to rub my own pussy, then stick my fingers inside of myself. I couldn't believe how wet my hand was getting. Suddenly, as Jason was watching me pleasure myself on the floor his classroom, I was drenched in warm, sticky, cum. He came all over my face. I was dripping. There was cum in my eyes, dripping from my nose and chin. I tried to lick it up, but he pushed his cock into my mouth and i swallowed the remaining cream. I licked his cock clean and he pulled out. He Pulled up his pants and instructed me to do the same. I put on my skirt and started to follow him, but he threw me my bra and shirt. I got the idea. As I got dressed, he started grading papers at his desk, his shirt still unbuttoned. I couldn't believe this guy! Maybe this was his plan all along. Oh, this ass-hole really had a lot of nerve. As i started walking out of the room, i passed him on the way to the door, and he kissed me. Just a peck on the cheek, but enough to let me know he understood. "Thank you" he whispered into my ear. And I left. I went to class the next week, dressing particularly conservative, but Jason was no where to be seen. It was the last day, and the class was just supposed to relax and mingle as the substitute called us up to get our grades. "Amy O'Neil?" I headed up to the front of the class to get my grade. "Ms. O'Neil, I'm afraid to say you received an 'F' this term on your academic work." I has struck. Maybe he didn't understand. I Just couldn't fathom why he would have let me... "But... that grade balances out with your other ones to give you a 'B' for the semester." Other ones? "What do you mean other ones?" I was totally confused. "Mr. Stillman gave you an 'F' academically, but you received A's in both Participation and... technique..." The End Extra Credit Third period, my own private heaven and hell. Its not that the kids are rowdy, or that I hate my work, its. She sits there, an innocent angel. Even her name fits, Angelica. Eighteen years old, and already turning heads. Today she is wearing what must have been her idea of a schoolgirl’s uniform. White shirt that left a small band of skin showing at the bottom. Green plaid short skirt (mid-thigh) & boots. Damn this girl/woman is beautiful! Her hair shines in the light, a chestnut color, and her eyes are a beautiful shade of brown with gold in them. Her skin is pale, not baked by the sun but a natural color, and damnit; she has just enough buttons undone to show her cleavage, enhancing already perfect breasts. Must be a little chilly, I can see her nipples poking out today. Well, I better get back to work. Good thing I don’t have to stand up, she’s had her usual effect on me & in these pants I’d be very noticeable. About twenty minutes pass before I notice something strange. I see Angel look up at me (my heads down, but I can still see her), then she quickly looks at a piece of paper in her hand & covers it back up. The little minx is cheating! I covertly watch her until I call time, then she puts the paper in her purse. As the students file out, I make my move. “Angelica, could I see you for a moment?” She hesitates then comes over as the last student leaves. “Yes Mr. Bowen? What is it?” “Empty your purse please.” She hesitated, but then sighed and dumped her purse out, where I quickly found the cheat sheet she had made. “Young lady, you do realize that this test was 50% of your grade, and that if I fail you, as I should, you will fail this class.” She started to speak then but I stopped her. “NO, don’t try & defend yourself, you cheated, and were caught. I can’t let you get away with this, but I also don’t want to ruin your chances for a good school after you leave here. I’ll tell you what, you come back here after school, and I will let you know how you can resolve your lapse of judgment.” She made the appropriate responses, and left in a hurry. Now I had to think of some suitable punishment, and I had just the idea. The next 4 hours crawled by, but finally the last bell rang, and shortly thereafter a very subdued Angelica came into my class. “Sit down Angelica. Now, I am going to do something most teachers in here would not agree with, I am going to give you a second chance.” I placed a test down in front of her. “You have 45 minutes to take this test. It’s 100 questions long, and neither easier nor harder than the one you cheated on.” She winced as I said that. Good, it meant that she new she messed up pretty good. I handed her the test, closed the door, & let her work. In 40 minutes she was done, & I took her test and started grading. I could see her squirming as I graded, obviously nervous about her score. It was obvious she had not studied because she usually did much better than this. In a few minutes I was done, & sat up. Immediately she was riveted on me, awaiting her fate. “You scored a 73 on this test, much better than a zero, but it is still enough to dramatically lower your average. Now, I did say you would be punished for cheating. Now is the time for that punishment. You can accept this punishment, and what happens here never leaves this room, and I’ll replace your zero with this grade, or you can walk out that door and take the zero. It will be your call. For every question you got wrong, I will spank you bottom once. You will be lying across my lap, and your skirt will be raised exposing your buttocks. This is your punishment, so now you have a choice, a spanking, or a zero.” She paused and thought about it for a few seconds, then stood up and walked up to me. I could see her nipples again, but this time I don’t think she was cold. “I will take my punishment Mr. Bowen, since I have been a bad girl and cheated.” She then lay down across my lap, & raised her skirt up, showing me her white cotton panties. I had seen her ass a hundred times before, encased in tight denim or some other material, but never this close or encased this tight. I could see the lips of her sex outlined in the tight panties, and it may have been my imagination but I swear I could see where they were getting moist. She shifted on my lap a bit, & she had to feel the hard-on I was getting. Oh well, let her know what she had been doing to me for the whole damn year! I raised my hand up, and brought it down with some force, but not as hard as I could. She jumped & cried out, then jumped again as I followed quickly with another slap just as hard. Five more strikes followed, and by the seventh she was squirming in my lap, and breathing heavy. My eighth slap was not gentle, but a resounding smack that made her howl & jump. I put my free hand on the small of her back & held her down, then finished her spanking, alternating on each cheek, and mixing the slaps up, where some were hard, & some soft. By 27 swats, she was moaning almost constantly, and I could now definitely tell she was wet. I kept my hand on her ass, lightly stroking it as she breathed heavily. Then I helped her stand up on shaky legs. She gingerly reached around to massage her rear, but stopped quickly when she touched it. What she didn’t know was I wasn’t finished with her. “Now that you have paid for cheating, I am going to let you have a chance to get your grade back up, so your average doesn’t fall. AS with the first time, you can refuse, and the 73 will go down as your test score. But, if you choose to accept this, I will let you raise your grade to a 99. What you will have to do is the same thing you just did, only this time, no panties.” She looked at me with a strange look in her eyes, then slowly bent over and removed her panties. I got a fleeting glimpse of her black bush as the pulled them off, them she stood and placed them on my desk. I could smell her arousal in the air as she walked over to me, and crawled across my lap again, brushing my hard-on with her breasts as she got into position. Then she raised her skirt up, exposing to me her sweet rear, reddened by the spanking it had just taken. I just stared in awe, and slowly, lightly ran my fingers over her perfect globes, causing her to gasp and whimper. “Ready?” I asked, and she nodded in agreement, her buttocks tensed for the first slap. When the first blow landed, the skin on skin sound echoed across the room and she moaned. I let my hand lay there a few seconds, lightly touching her skin, and then the next blow landed on her other cheek. Another gasp and moan followed the blow, and again I let my hand explore her beautiful flesh. The rest of the spanking was a blur to me. My hand came down on her ass, and with each blow she cried out in pain/pleasure. By 26 blows, she was moaning continuously, and I could definitely smell the scent of sex in the air. “Since you did so well, I think you should be rewarded for being so brave.” My hand moved down the crack of her ass, lightly touching her until I had moved beyond her buttocks and was lightly stroking the lips of her sex. She started to moan again, and I slowly caressed her sex. I never penetrated her, but my fingers moved between her lips, causing her to gasp. Her legs moved apart a bit more and her hands now had a death grip on my leg, but I didn’t mind that. I had found what I was looking for, and started slowly rubbing her clit. She arched her back & moaned louder, but I pushed her down with my free hand, and then moved that hand to her buttocks, very lightly slapping them as my finger massaged her clit. It didn’t take long after that for her moans to turn into screams of pleasure as her orgasm washed over her like a lightning strike. I kept stimulating her clit until finally she was twitching, trying to craw away from my hand. I stopped and let her catch her breath, then gently covered her rear with her skirt, then helped her stand. “That will be all I require of you in this matter Angelica.” She looked at me with pure passion in her eyes, barely able to stand. I knew now that I had to see her again, had to explore the mysteries of her body, but I also knew that the choice must be hers. I reached into my pocket and brought out a business card, and wrote down my address and phone number on it. Then I handed it to the young woman in front of me. “Tomorrow is your last day of school, and shortly thereafter I won’t be your teacher anymore, but if you still desire to learn certain things from me, then call me, and we can see what goes from there.” She gave me another look, then picked up her things and waked out the door, leaving her panties on my desk. Who knows, maybe this weekend I’ll be able to return them. Extra Credit "Alison, I'll need to see you after class." Dr. Edwards glanced disapprovingly down at me as he handed back my test paper. At the top, a D- was written in scrawling red ink. I could barely believe my eyes...a D! There was no way I could have gotten a D on that paper. After class, I waited until the room had emptied out and then made my way up toward his desk. Mr. Edwards was a handsome man in his mid-thirties, with light brown hair and killer blue eyes. He was tall, around 6'2'', and very well-built, with a tapered waist and huge, powerful-looking thighs. He also looked to be rather well-endowed, judging from the slight bulge always evident between his legs. I was thankful I'd dressed up that day, in lieu of the jeans and hoodie which were my customary class "uniform". The short jean skirt, tight white t-shirt, and snug peach sweater I wore, along with the strappy peach sandals, made me feel sexy and somewhat more confident than I normally did. After the last student had exited the room, I walked up to his desk and stood before him. He looked up almost distractedly and said, "Oh yes, Alison. Will you accompany me to my office, please? I believe we need to discuss the decline in your work performance lately in my class." He stood and glanced up and down my body, his eyes lingering on my rather substantial chest. As I noticed him looking, my nipples hardened. He looked up at me and, with the ghost of a smile on his face, said, "Follow me." I walked slightly behind him down the hallway. The school was deserted, most of the students having left for the day almost 20 minutes before. He stopped at one of the doors on the left side of the corridor and opened it with a key. Turning the door handle, he motioned me in. I could feel his eyes on my ass as I walked into the room. Sitting in one of the chairs in front of the desk, I heard him pull the door shut and a click, as though he'd locked the door. He crossed the room to sit on the desk, directly in front of me. "Alison, I must say that I've been very disappointed with your performance in this class over the past few months. At the beginning of the year, you were one of my best students. What happened since then that has made you neglect your studies?" He looked expectantly at me, waiting for an answer. I shrugged and said, "Well, Mr. Edwards, I've just been so busy working on fulfilling my graduation requirements, combined with newspaper, yearbook, and volleyball games and practices, that I just haven't been able to devote as much time as I'd like to my classes." He looked grave as he said, "Well, I'm sorry to hear that, Alison. You've put me in a rather undesirable position." I looked at him questioningly, and he continued. "You see, right now you are averaging a low "D'' in this class. You need at least a B+ in order to graduate. There is no way that you will be able to raise your grade that much in time for graduation." "Are you telling me that I can't graduate?" "I'm very sorry, Alison." My eyes began to fill with tears as I said, "But surely there's a way around this. I mean, I can't not graduate. Everyone's counting on me." He cleared his throat and said, "Well, there is a way. I can give you the option of doing some extra credit work. However, I must warn you, the work I give you will be somewhat difficult and very time-consuming, and you will have to do a lot in order to graduate on time." I looked at him gratefully and said, "Oh Mr. Edwards, thank you so much. I'll do anything." His face reddened as he cleared his throat again and he asked, "Alison, are you a virgin?" I turned as red as a beet. He looked at me expectantly. "Well...yes, Mr. Edwards. But why...?" Suddenly, I understood what the "extra credit" work was. Glancing downward, I could see that slight bulge in his khakis had grown. Quietly, he asked, "Alison, please remove your sweater." I did as I was instructed, slowly unbuttoning the sweater and slipping it off my shoulders. It dropped to the floor, revealing my tight white shirt. My nipples were hard and poked through the thin material. He said, "now, pull your skirt up." I pulled my skirt up my thighs, revealing the lacy red underwear I'd chosen that morning. My panties were slightly damp; I was aroused by being ordered around in such a fashion, especially by a man I'd so long thought attractive. His gaze centered between my legs, and I parted them slightly, the damp spot now visible on my panties. I could see his bulge grow even more when he saw. He looked back up at my face, and I slowly ran my tongue over my lips, looking downward at his evident arousal. Slowly rising out of the chair, I unzipped my skirt and let it fall to the floor, and pulled my t-shirt up over my head and off of my body. I moved toward him and stood directly in front of him, my nipples erect and hard. I reached down and rubbed my hand over his hardened cock, feeling it jump beneath the material. "Oh my god..." Those were the first words he'd spoken in some minutes, and his voice sounded strained. "Yes, Alison, you're doing very well. Don't stop." I continued to rub on his cock for some minutes, then unzipped his khakis and reached inside to pull out his cock. He wasn't wearing any underwear beneath, and his cock, when free, was a full eight and a half inches long. I could see the pre-cum already on the head. I ran my finger over it and lifted it to my lips, licking it clean. Sitting on the chair again, I slid my hand down over my body and rubbed it between my thighs, my panties now soaked. Then, I slipped a finger around the material and inside on my bare skin. I played with my pussy while Mr. Edwards watched, making him more and more excited. Stopping after a few minutes, I stood and slid my panties down over my ankles, fully exposing myself to his gaze, and knelt in front of him. I stuck my tongue out, touching it ever so lightly to the head of his cock, and then took all of him inside of my mouth in one fluid motion. He groaned, and started thrusting into my mouth almost immediately. He came after only a few short minutes. When he'd finished, I moved to get my clothes. His voice stopped me. "What are you doing?" "I thought we were done." "Well, we're not done, unless you want to fail." "But..." He stood, his cock already having gone from limpness to a semi-erect state. He told me, "Bend over." "What?" "You heard me. Bend over. Now." I protested, and he smacked me hard across the ass. "Bitch, I told you to bend over. Now do it." Doing as instructed, I could feel his eyes examining my pussy, and then I felt his finger playing around the outside edge. He rubbed it lightly over my clit a few times, and then I felt him enter me. Suddenly, he withdrew and told me to stand up again. "You weren't lying, about being a virgin." He pushed me down into the chair and then knelt in front of me, moving to kneel in front of me. He moved his face into my thighs, and I felt his tongue on my clit. He was masterful, and very shortly had me on the brink of my first orgasm. I came hard, screaming his name. When I had finished, he pulled me up, out of the chair, and told me to lay down. I did so, and he moved on top of me. "I said, oh please, Mr. Edwards, don't do this. I've never done this before." He told me, "Quiet, bitch. I'm going to fuck you, and you're going to enjoy it." He slipped his hand down my body and in no time had me ready to cum again. Stopping, I felt his position the head of his cock at my entrance. He drove forward slowly, stopping when he felt the barrier of my virginity. Suddenly, he pushed through it and was fully imbeded inside me. I cried out, "Oh, god, it hurts...please stop." I was crying, and my tears ran down my cheeks. After a few minutes, it stopped hurting so much. I felt good, full, and I liked the feel of his cock inside me. I moved slightly, and when I did, I felt myself wanting to move again. I breathed in sharply. Looking down at me, he began to move, slowly at first, then faster. All of a sudden, I felt my body tightening up into powerful orgasm. At the same instant, he let go and shot his hot cum inside my body. We lay there for a minute or two, then he withdrew and helped me stand up. I winced at the tenderness between my thighs. He cleared his throat and said, "Alison, you're a very special young lady. I'm glad that I could be the first man who experienced you. Due to your performance here today, I'm willing to raise your grade to an A-. However, I'm asking you to consider sharing more of what we did today, together. In return, I'll make sure that you graduate in May, regardless of what grades you make in other classes." I said, shyly, "Well, okay...I...yes." For the rest of the year, I made love to Mr. Edwards as often as I could. After graduation, I attended my local community college and graduated 4 years later with my degree in History. Currently, I'm pursuing my Master's Degree in Political Science. Mr. Edwards and I were married last summer, and after I complete my Master's degree, we will be welcoming into our family a set of twins. Extra Credit Melissa adjusted her skirt and touched up her lip stick. She then looked at herself in the full length mirror in her bed room. Damn I look hot, if this doesn't get me a passing grade nothing will, well except for actually showing up for class and learning the material she laughed to herself. Melissa was 5' 7" and a perfect size six; she had medium length brown hair with natural blond highlights. She was a knock out and she knew it. She had chosen the perfect outfit for the occasion. Tight jean mini skirt to show off her perfectly tanned legs and a tank top which exposed her C sized tits nicely. The door to his office was closed as it generally was. Melissa knocked lightly 3 times before she heard his gruff voice say come in. "Hi, Professor Henley I was wondering if I could discuss my grade with you?" said Melissa in a timid yet flirtatious voice. "What did you want to know," he asked coldly "Well I know I haven't been doing so well this semester and I was wondering if there was any kind of extra credit that is available to me to bring my grade up." "The syllabus clearly states no extra credit, Melissa, I am afraid you are stuck in your position." This is when her plan went into effect. She slowly stood up adjusting her skirt, and sauntered to the other side of the desk. As she reached the other side the professor was already looking at her with an almost knowing look in his eye. "Now are you sure you could make an exception for me?" Melissa said with a bat of her eyes at she started to sit on his desk facing him. "Ehhh, hmmm well," stammered the professor as he looked at Melissa. "I am sure we could work some thing out." Melissa took her cue and moved to sitting completely on his desk facing him with her feet on either side of his chair. The professor had to have a perfect view of her completely shaved pussy. "So far so good?" asked Melissa coyly "Mmm, hmm" was all the professor could manage to get out and she could clearly see the bulge growing in his pants. His hands slowly traveled up her legs till they were resting just below her skirt. "You know I see you every day in lecture and it makes me so hot." Melissa laughed to herself as she saw him just eat up the attention. If she had actually showed up to class she wouldn't be in this position. Slowly her hands moved down her body until they reached her skirt and she began to pull it up. "I can see you must shave," said the professor becoming bolder. "Mmm, yes I do" "You're quite the little slut aren't you Melissa teasing guys with that perfect body and perfect pussy" said the professor as his hands moved up and he began to rub her clit between his index finger and thumb. Melissa couldn't help it this man knew what he was doing and she started to moan under his attention. "You don't need to learn about history you need to learn some manners" With this he pushed her down to the desk and pulled her skirt completely up. "You need a good fucking from someone who knows what they are doing not those frat boys who give it to you now!" Melissa was completely taken off guard. This was supposed to be a simple seduction and now she was finding herself actually turned on by her dominating professor. He roughly pulled up her shirt and bra exposing her tits. His right hand fell to one while the other he was concentrating on with his mouth. Melissa couldn't help herself this man knew what he was doing and her moans of ecstasy were getting louder. "Mmm you like that don't you" he said almost menacingly His one hand removed itself from her tit and undid his pants he was already completely hard and ready. Melissa looked down and gasped at the size not so much the length that was average but at the girth she had never seen a guy that thick before. He didn't even wait to see if she was ready just pounded the entire thing in one thrust. Melissa gasped "Oh my God that's fabulous" she said as she grabbed his butt and pulled him closer. "Mmm, God oh yes," she moaned with every thrust "Oh God I am close," screamed the professor as he quickened his pace and all at once in one hard thrust he cam. Melissa was just about to pull her clothes down and get out, when the professor pushed her down. "Oh no you aren't ready to leave yet I don't think you have learned you manners." And with that he ripped off her skirt and sat her up telling her to go bend over a desk. As Melissa did this she found herself strangely turned on more then she had ever been before. The Professor had grabbed some tape out of his desk and proceeded to tape her arms and legs till she was bent over and completely exposed. "Perfect, you know," the professor said as he walked around her examining her every curve "I knew this day would come. I have seen you girls in all my years of teaching they think they can show off a little, suck some cock, and maybe even fuck me, and run out with a four point. But now, now I make them earn it." And with that he slapped her ass hard leaving a mark. The position was already getting uncomfortable for Melissa and the tape was ripping at her skin. "Please I have learned manners. It was naïve of me to come here and think I could sleep my way to a better grade," whimpered Melissa desperate to get out of a situation that was no longer in her control. "Oh no, you are not getting out that easy," and with one finger he slid it slowly in her ass. "Ahh ouch," Melissa cried. "Mmm, you like it there don't you slut?" "Please, no, professor." Her pleas went unheard as a second finger slowly slipped in. "Uhh, you're so tight it's gonna feel so good on my cock." Melissa was now getting scared but some how turned on at the same time and almost couldn't wait to feel his cock in her ass. "Mmm, baby this is gonna be tight," he said as he slowly slid himself in inch by inch. Melissa was trying her best to relax for the tight fit but he was so thick and so could only relax so much. Finally after agonizing minutes he was in, and Melissa was relaxed and ready for action. "Mmm, you like it don't you; tell me how much you like my cock filling your tight ass." "Oh it feels so good, oh it's so tight." "What do you want me to do now?" "Fuck me," Melissa said quietly "What was that my little slut I couldn't hear you?" "Fuck me, fuck me with that cock, I want to feel it till I'm sore," moaned Melissa "As you wish." And with that he went at it in and out faster and harder then he had ever fucked before the whole time Melissa moaning in pleasure and pain. "Oh, God girl I'm about to cum." "Oh God," Melissa whimpered "Cum, cum inside me let me feel you fill my ass." "Oh hell yeah girl," he grunted and with one last thrust pushed in all the way and started unloading. Slowly he withdrew and pulled his pants up and untapped Melissa. "Well do I get the extra credit now?" "It's defiantly taken care of," replied the professor. Extra Credit Ashley braced herself as she headed up to Professor Stevens' desk. His note, "See me after class" under the D- she had managed to acquire on her European Literature midterm left her panicking. She had known that she needed to get a good grade on this exam, especially since she hadn't managed to get anything over a C on the other two tests she had already taken. She had driven herself crazy studying for the midterm and thought she had done really well. But as it turns out, she had messed up horribly on two of the essays (both worth twenty points each), and the solemn red D- was a painful reminder of that. Hesitantly, she inched her way towards his desk, which was at the front of the huge lecture hall that accomodated 120 students at once. She silently cursed herself for blowing this exam as the other students were filing out of the classroom. She knew she would have to try to arrange for extra credit or something, because she was at the university on a full scholarship, which was the only way her parents could possibly afford to pay for such a prestigious university. "Hi, Professor Stevens." she said nervously as she approached his desk. He was putting away his lecture notes, and looked up at her. "Hello, Miss Winters," he began. "Glad you could meet with me." Her heart began to beat loudly in her chest, afraid that he would not be able to offer a solution that would allow her to raise her grade. "I realize that my grades in this class have not been ideal, Professor, but I know that --" He held his hand up to stop her, and she stopped obediently and looked down, afraid to meet his eyes. "I have my office hours now," he explained, beginning to start putting his things in his shoulder bag. "And there will be another class coming in now that will need to use this room. Do you have a class now, or are you free to discuss your grade at my office? We can work together to think of a way to improve your grade." Ashley breathed a sigh of relief. "Yes, I'm free." she said, "This is my last class of the day." So together they walked across the campus to the building where all the professors' offices were located. Outside, it was a cold winter day, and even though it was only 4:30, it was already beginning to get dark. They reached his office, which was a fairly decent sized room, with bookshelves filled with books and a huge oak desk which was covered by papers and lecture notes. He sat down in his leather desk chair and motioned that she take the other chair in front of the desk, which she did. She removed her heavy winter jacket to reveal the red low-cut v-neck shirt and moderately lengthed black skirt that she had on underneath. He grinned to himself. He had played this scene out so many times with other female students over the years that he could almost do it in his sleep. "Well," he began his familiar speech, "Your midterm is worth 30% of your final grade, and you already have two C's." She began to feel nervous again. In order to keep her scholarship and therefore stay at the university, she would need to maintain a 3.0 GPA - and with this literature grade, she would need an A or an A- in her four other classes. That, she realized, was very doubtful. "Is there some kind of extra credit I can do? Like a paper?" He shook his head. "I'm sorry, Ashley, but I don't give extra credit." he said, pretending to be sad about it. Ashley stared at him in disbelief. "But, I thought you said we could work out a way to bring up my grade!" she protested. "Well, there is one way." he said, winking at her. All at once, she realized what he meant. "Oh my god, that's gross!" she said. "I can't do that." "Do you want to fail this course?" he asked. "According to my records, you are here on a scholarship. There is no way you will get the mandatory 3.0 unless you get at least a B in this class." Her mind was racing. Although she was a good-looking girl, with long brown hair and green eyes, great legs, and a C-cup chest, she was way too shy to go farther than kissing with any guy. She looked up at him. He was a very good-looking man in his late thirties. "No, I don't want to fail. I really need this grade." she said, resigning herself to her fate. "Very well." he said, standing up. He walked over to the one window in his office and pulled his blinds shut. Then he walked to the door and locked it shut. His secretary had already left for the day and none of the other professors in his division were still there. "Stand up." he ordered, and she obliged. He put his hands on her waist, and moved her until she was leaning on his desk. "Sit." She hoisted herself up on the desk and waited. "Take your shirt off. Slowly. Let me see those pretty tits of yours." She slowly pulled her shirt off, revealing the red lace bra that was underneath. He whistled softly, admiring her breasts. He walked over to the desk, standing between her legs. He brought his hands up to her breasts and felt them through her bra, running his index fingers around her nipples. She held her breath in, a little nervous due to her inexperience. "Okay. Now your skirt." he said. She stood up for a moment and slid her skirt down to the floor, then stepped out of them. She began to take her heels off, but he resisted. "Keep them on. Get back on the desk and spread your legs." She got back on the desk and spread her legs slightly. He pushed them apart even further and admired the view. She was a stunningly beautiful girl. He used his hands to caress her inner thighs, rubbing his way to her panty-covered pussy. She moaned in spite of herself as he explored her over her panties. Professor Stevens pulled her panties to the side and pushed one finger inside her, meeting resistance. He looked at her in surprise. "You're a virgin, Ashley?" She nodded shyly. "Wow. I never would have expected it. You're so beautiful. I'm sure you have to fight boys off with a stick." he said. He continued to finger her with one hand, and massaging a breast with the other hand. Ashley shook her head shyly. "I've never done any of this before." she confessed. "I never let a guy get this close to me before." He continued to finger her, then added another finger. She began to move her hips in time with his fingers. He pulled his fingers out of her and brought them up to his mouth, enjoying the taste of her young juices. "Bring your legs up onto the desk, keeping them open wide." She brought her legs up and he admired the sight. Beautiful eighteen year old girl with nothing but a red lace bra, skimpy red panties and heels on, spread open on his desk for him to do whatever he pleased with her. He knelt, bringing himself face level with her pussy. He inhaled slowly, then exhaled; blowing air across her panties. She began to moan slightly as the new sensations began to take over her. Next he tugged on her panties, leaving them around her ankles. He got in between her legs and began to explore her with his tongue. She began to quiver as he expertly ate her pussy. He started to tease her by pleasuring her clit until she was right on the edge, then taking off the pressure on her clit by licking her entire slit. He lapped at her juices eagerly, his erection becoming very visible. "You want to cum, don't you?" he growled, taking his face away from her, but rubbing her clit with his finger. By this time she was very into it and wanted to cum desperately. "Yes," she exclaimed, "Please finish." Satisfied that this girl was now his, he went to work on her clit, bringing her to an explosive climax all over his face. He pulled away from her again and stood up. With his hands, he cupped her face and brought her lips to his, allowing her to taste her own juices. She resisted at first, then slowly began to kiss him back. She allowed him to slip his tongue in her mouth, teasing his tongue with hers. He broke the kiss and pulled her to her feet. In one swift motion, he pushed everything off his desk and led her over to his chair. He pulled his pants down, leaving his boxers on as to not scare her too quickly, then sat down. "Come over here, Ashley." he said. She got in front of him and he positioned her down so she was kneeling in between his legs, slightly under his desk. His cock was painfully hard now. "Pull my dick out." he ordered, and she tentatively pulled his erection out through the opening. "Now put your mouth on it." "I've never done this before." she said softly. "It's okay, I'll show you what to do, baby." he said, pushing her head down until her mouth was on his dick. She began to slowly lick around the top, getting a taste of it. She licked the pre-cum that was on his tip and he moaned. "That's it, baby." he said approvingly. "Keep going. Put it in your mouth like a good girl." She opened her mouth and began to give him a blowjob. For a first timer, she was amazingly good and was hitting all of his hot spots with her tongue. He pushed her head down until she had about half of his cock in her mouth, about four inches. He kept pushing her head down until she gagged, getting her used to his eight inch cock deep in her throat. Her throat felt amazing and he felt like cumming right then and there. Finally, he stopped her. He had other things in mind. "Lie down on the desk, sweetheart." She hopped onto the now cleared desk and spread her legs wide open, preparing herself for the fact that he was now going to be taking her precious virginity. He brought his boxers to the floor and stepped out of them. He also took Ashley's panties, which were still around her ankles, off and got on top of her. "This is going to hurt a bit, but I promise that you'll get used to it." he told her. She nodded nervously and flinched as she felt him bring his penis over to her pussy, positioning it at her entrance. He began to run his cock up and down her slit, teasing her a bit. When he finally pushed inside her, she gasped, with both pain and pleasure. He groaned. "You're so tight around my dick," he moaned, "This feels amazing." He kept up a steady rhythm, going slow until she got used to it, then increasing his speed. Ashley started to moan. He could feel the pressure in his balls as he got ready to cum. Quickly he pulled out of her and pulled her whole body up. He jerked himself off to his finish and brought her head down so she could swallow. He began to cum in her mouth, and she started to gag, but didn't let any get out of her mouth. Satisfied, he pulled out of her mouth and she swallowed. "That was amazing." he said, as they both began to get dressed. He kissed softly on the mouth, and she responded by kissing him back. She finished getting dressed and started to make her way to the door. "I'll see you in class tomorrow." she said, and left. to be continued.. Extra Credit I am a college student who usually pulls good grades. I am 5 feet even and weigh 100 pounds. I have 34C tits and am told I have a great body and an even better ass. This quarter I had a class that was giving me a lot of trouble. I went to class hoping I would be able to talk to my professor, Ryan, after class to see if there was something I could do to get my grade up. There was no way I could fail. After class I went up to my professor who is actually quite hot. He's about 33 with an amazing body. He's about 6 feet and very fit with a great butt. He's got dark hair and eyes and tan skin. I sat in the front row of class and sat next to the very sexy T.A., Andy. Andy's about 5'4 and also has a very hot butt and fit body. He's got dark hair and killer green eyes. He's about 27. I was wearing a short skirt and tiny tee shirt. I didn't have on any underwear or bra. I didn't know how I was going to get my extra credit but I did know what I was willing to do. After class Ryan was talking to Andy. I waited for the room to pretty much clear out as I gathered my things. I went up to Ryan and told him I was concerned about my grade and asked if there was ANYTHING I could do for extra credit, running my hand through my light brown hair and down to my lip, biting down on my lip and giving a flirty look. Ryan looked turned on but told me that I also needed to be kissing up to Andy since he did the grading. Andy looked at Ryan and then at me and decided the three of us should go to Ryan's office. Since class ended at 10 at night, the building was pretty much deserted. We went in the office and Ryan locked the door behind him. He told me to have a seat on his desk and the two of them sat next to each other facing me. Ryan asked Andy how badly I was failing and Andy told him that I would need to do a lot to get my grade to where I wanted it. Andy told me that a good start would be to strip. I stood up on the desk and peeled my almost see through top off to reveal my tits. I ran my hands across the top half of my body and then down to my skirt. I could see both guys' cocks growing harder. I ran my hands under my skirt and dropped it to my ankles and kicked it off along with my flip-flops. I stood there completely naked and completely turned on by the thought of what these two hot guys had planned for me. Ryan told me that I was slowly working my way up, but we were nowhere near done. Andy told me to come over and give him a lap dance. I walked over to Andy and bent over in front of him so my ass was in his face giving him a peak at my already wet pussy. I slowly stood back up and turned around. I stuffed my tits in his face as I started to undress him. Ryan took his cock out and started stroking it. I had Andy completely naked and took his wide 6-inch cock into my mouth. I started sucking him hard taking him all the way in. Ryan started stroking himself faster and faster. I walked over to Ryan and gave him the same peak at my pussy as I did Andy. I stripped him down and sucked his cock as a tease while Andy stroked his cock. Andy stood up and cleared the desk and told me to lie down. Both guys told me that my mini blowjobs helped my grade. Ryan said that since I got to watch both guys play with themselves that I had to play with my self too. I ran one hand down to my slit and started slowly rubbing my clit. I ran my other had across by tits and teased my nipples. I started rubbing my clit faster and stuck two fingers in my pussy. I fucked myself hard, almost cumming. Both guys' cocks were throbbing now as they stroked themselves. They couldn't hold out much longer. Ryan told me to get on my hands and knees and face the two of them. Andy came in front of me first and fucked my face. Once it was nice and slippery from my mouth he came behind me and stuck it into my ass as I let out a loud moan of both pleasure and pain. He fucked my ass hard as I let out loud moans. Ryan started to fuck my mouth. I took all of him into me sucking him as fast and hard as Andy was fucking my ass. Andy grabbed my hips and forced himself in deeper and faster into my virgin asshole. Ryan was teasing my nipples as I sucked him off. Andy slid three fingers in my cunt and I lost control. I came so hard that it set Andy off. He came in my ass shooting load after load of his warm cum in my ass. Ryan came shortly after as I swallowed all I could. Andy told me that my grade was definitely rising but we still had work to do. Ryan flipped me over and stuck his 7-inch cock hard in my pussy. Andy came over me and stuck his cock back in my mouth and faced Ryan. Andy ran his tongue down my body and started flicking my clit with his tongue as Ryan fucked me harder. He called me a little slut and told me to suck Andy harder. I sucked Andy hard and fast and he licked my clit faster. Ryan kept talking dirty to me and it made me want to be fucked even more. He kept saying "Yeah slut you like being fucked hard, suck that cock you dirty bitch you know you love cock. Andy came and I swallowed his cum. He got off me and started sucking my tits hard and rubbing my clit. Ryan fucked me so hard and I lost control. I came on Ryan's cock and he didn't slow down. He told me to tell him to fuck me harder and I did. I couldn't take how hard he was fucking me and I came again. This time so did Ryan. They told me I was at a B- and that I could get my grade to an A if I wanted to. Of course I did so Andy told me to straddle him. He lowered me onto his cock and Ryan came behind me and stuck his cock in my ass. The two of them fucked me, on hard cock in my ass and one hard cock in my pussy. One thrust up and one thrust down. The pleasure was so intense I came on Andy's cock my pussy dripping juices all over. I ran my hands all over Andy's body and he started rubbing my clit again. Ryan fucked me so hard in my ass and Andy fucked me just as hard in my pussy. I lost control and came again as Ryan shot his cum in my ass. My intense orgasm caused Andy to shoot his cum inside my pussy. This put me at a B+. Andy told me to get on my hands and knees and entered my pussy from behind. Ryan came over and stuck his cock in my pussy too. As one thrust in, the other went out and I screamed out in ecstasy. I slammed my pussy back on both of their cocks as they thrust inside me. Ryan came over and told me to ride him. I straddled him and rode his cock causing me to cum again. Andy was playing with my tits from behind and smacking my ass. I took Ryan deep inside me and rode him as hard as I could. He came again and told me to do the same thing to Andy. I rode Andy hard and fast as Ryan slapped my ass and told me to be the slut I am and fuck Andy harder. I came all over Andy's cock as he shot his load into my pussy. Ryan and Andy decided that they would give me an A as long as I met them after class once a week and I let them have their way with me like I did today. Every week I kept my end of the barging and let them fuck me like the slut they wanted me to be. Extra Credit It's been a long year, classes have been hard, but you're almost done with another semester, and then summer. There's only one class that worries you, and unfortunately, you need to pass this class badly, not only because you need it to eventually graduate, but more importantly, you need to pass it to keep your financial aid, and without that aid, there is no more school and no hope of graduating, EVER. Not only was the course nearly impossible, but the professor definitely has it in for you. You're constantly being called on during class, far more than any of the other girls, and then when you don't know the answer, he belittles you, telling you need to be better prepared, that you will never pass his course with this sort of performance, that you can't get by in life just on your good looks. Bastard, is it your fault that you've got an incredible body and have no problem showing it off, wearing belly shirts or transparent blouses with you way too short skirts. Why won't he just cut you some slack so you can pass and get ready for a summer of fun? No such luck as you're recalled from your thoughts by the Him calling your name, with that deep bellowing voice of his. "My dear, if can't concentrate during my lectures, how do you ever think you'll be able keep that aid of yours?" You are stunned, caught off guard, embarrassed, you try to stammer a response, but he cuts you off rudely, as usual. "Enough of your excuses young lady, I expect to see you this evening in my office at 8pm sharp, and you will be there if you want any chance of graduating." "Yes, sir," you meekly reply. God you can't stand him and that arrogant attitude of his, always being right, always pointing it you when you make a mistake, why can't he treat you like everyone else. As you're walking through campus to His office, you think how much fun it's going to be to give him a taste of his own medicine. You decided to really ramp things up a notch. You picked out your shortest, sexiest skirt, plaid and pleated. As an extra bonus, you have forgone your panties. You don't realize how dark and empty campus is as you arrive at His office as you are so relishing the thought of putting him on the spot like he always does to you, make him feel embarrassed and tongue tied. You strut into His office without even knocking, you are so confident, He will not get the best of you this time, this time you will put him in his place. "Good evening young lady, at least you're on time, take a seat and open your book to Chapter 9 so we can finally get through this information and stop wasting our valuable class time." He is stern and unyielding. You just smirk and begin lazily thumbing through your book. "Young lady, we don't have all night," you glance up to make sure his gaze is fixed on you and then you slowly, deliberately uncross your long sexy toned legs, making sure he gets full view of your hot, tight glorious sex, this will put him in his place, this will show him once and for all that he can't treat you like dirt, you deserve respect and you're better than how he treats you. You slowly glance up, you want to get a glimpse of him looking down at his desk, see him nervously shuffling through the papers on his desk, see him blush like he's made you blush a hundred times, God, this is going to be great, you've finally won. As your eyes slowly reach the top of his desk, to his chest, now comes your reward. Your eyes reach his face, expecting him to look away. Oh shit, he's not looking away at all, oh no, he's staring straight into your eyes, he's not nervous and he is certainly not smiling. "My dear, It is exactly this type of behavior that is constantly disrupting my class. This is why you are failing my course and are in grave danger of failure. This is the attitude that has you on the brink of losing your one and only chance at a valuable education." You aren't confident now, your head is looking at the floor, your shoulders are drooping, you are wilting under the intensity of his gaze and directness of his speech, you can't sit still, you need to get out of here, nothing has gone as you planned, your mind is swirling, you want to stand up and run. "Young lady, are you hearing a word I'm saying, you are about to be expelled from this school and yet you don't seem to care. Do you want to continue your education, you need to make a final decision right now, at this very moment, YES or NO." He's done it again, he's gotten the best of you, you're tongue tied, you try to mumble an answer, and a faint "yes" lightly leaves your lips. "I can't hear you; I want to hear conviction from you - DO YOU WANT TO CONTINUE YOUR EDUCATION?" The severity of his voice makes you tremble. With all of your might, you force out "Yes sir," and your voice trails off. You are so embarrassed, you've shown your sex to the one person who holds your future in his hands and your scheme blew up in your face. How are you ever going to pass his class now? "Very well, now that you've made your decision, before we begin your education, you need an attitude adjustment to make sure you waste no more of my valuable time. Come at once and stand in front of my desk." You slowly rise from your chair, you do not look up from the floor, you're blushing and nervous. You come to the front of the desk and stand staring at your shoe tops. He just sits there, staring holes through you, he doesn't move, how long must you stand here. After what seems like an eternity, He deliberately stands and walks around the front of His desk. He paces back and forth behind you, pacing, pacing, not saying a word. The sound of his footsteps on the hardwood floor comes nearer and then fades as he walks back and forth behind you. Finally the pacing stops behind you, you hear the sound of pages turning, the pacing resumes. The waiting is agony. What does he have in mind to adjust your attitude? God please just let this be over with. He must sense your desperation as he orders sternly, "Lean forward and place your hands face down on my desk." You hesitate, you know because you wore your shortest skirt with no panties, you will be exposed to Him a second time. Just having this brief thought elicits an immediate response, "I gave you an instruction, you have indicated that you wish to continue your education - I will not remind you of this another time, I expect my instructions to be followed to the letter and without hesitation. You have chosen your path and I will do anything and everything that I deem necessary to keep you to your chosen path. There is NO turning back. If you ever hesitate to follow my instructions, you will be punished to remind you of this decision. Do you understand?" You are mortified, terrified, you know you must answer "Yes sir." He responds quickly "Then do as you were told, NOW!" You lean forward, as you do so, you feel your pleated skirt slowly slide up the curve of your incredible ass, your hands flatten against the cool, smooth polished wood. Before you can contemplate your fate further, you feel the full force of your heavy text book smacking you square on the ass, the book is big enough that it stings both of your soft ass cheeks, you scream, "SILENCE!" he warns. Your book squarely connects on your left cheek, before you can steady yourself from the force of this blow, the book lands upon your right cheek. The force is so hard that your weight shifts from your legs to your arms in order for you to maintain your balance. As you gather yourself over your legs again, you feel His hand rapidly rushing through your hair, to the top of your head, and with a very sharp tug, he yanks you after Him "Come with me young lady." He strides purposely as you scramble to keep up with the handful of hair He's dragging behind Him. You are led out of His office, down the corridor to His lecture hall. He flings you to the ground and you land on your ass, your arms behind you bracing you up and your long sexy legs spread wide. Looking at our spread legs and your hot pussy he growls, "This is the sort of behavior that gives you so much trouble in my class." He reaches down and grabs you by your shirt and drags you to your feet. His free hand, gropes your ass as He pulls you tight to His chest, He stares into your confused eyes, "Remember, you made this decision - you chose this education." His fingers linger and play with your tender asshole, not entering, but tickling the opening. It is at this moment that you begin to realize how your body is reacting to His wandering fingers; your nipples are rock hard and straining against fabric taught from His grip. Your cunt is very, very moist and dripping onto your thighs. His fingers trace around your ass and make their way to your pussy. Gaze still fixed directly into your eyes, He begins to outline your lower lips. His fingers enter you, you gasp, your eyes close to concentrate on first one, then two, then three fingers sliding in and out of your juicy, juicy, hot pussy. Your breathing is ever quickening to a pant, His thumb in rubbing your throbbing, burning clit. Your juices are streaming down your supple thighs, you begin to buck against His busy fingers, a deep moan rises from your depths, you're about to explode. Your shaken from your ecstasy are fly crashing into the first level of the circular conference table of the auditorium. You are stunned and bewildered. He is again thumping you hard with your oversized text book. Five whacks on the right side, five smacks on the left. You are getting week in the knees, you are trembling, you lift your right hand from the table and begin to pull, pinch and twist your nipples. He knows you're ready for your next page of lessons. His hand is directly between your shoulder blades, he drives onto the smooth surface. The coolness sends shivers down your spine; He secures your wrists to the far end of the table. You feel His tongue trace down your spine, He deeply kisses and nibbles on your ass. The backs of His hands trace down your thighs, smearing your juices, they stop just above your knees, simultaneously He pushes your thighs wider, you lurch forwards. Your ankles are secured to the desk support beams. He works His way slowly up your long legs, licking, massaging, and sucking. Your juices are flowing and you're really moaning and panting. His fingers have reinvaded your hot tight pussy, you begin to shake as your think you're about to cum. All of a sudden, His fingers leave you, you don't think and cry "No, please don't stop!" you're pleading. Immediately, His hand lands squarely on your left cheek and then again on the right. "Little miss, DO NOT speak unless spoken to - this is why you can't concentrate during my class." You hear jingling and then a sharp pinch on your nipples as the clamps are tightened onto your aching nipples. You bite your lip to keep your scream to yourself. After a few tugs on the clamps, His fingers are back at your pussy, pulling and tugging on your lips, they make their way back to the oh so sensitive area between your pussy and ass, but they don't stop there, they continue back to your hot little ass. This time they don't tease, they enter, and not timidly, but they ram right in all the way to the knuckle. Two fingers slick from your pussy are ramming in and out of your ass, harder, deeper and faster. Your knees buckling, you are grinding against His hammering fingers, you're pushing back with all your strength, wanting those fingers in you, your pussy is convulsing, He's finally letting you cum, thank god, He's finally letting you cum and you're cumming hard. Your juices rush forth from your trembling pussy and your legs give out as you hang limp, supported only by your wrist restraints. He licks and sucks the juices from your thighs, His hands trail up your collapsed thighs to your hips and lifts you to your feet. He kneels down and unties your ankles, with a jerk He pulls the clamps from your sore nipples, you groan as the feeling rushes back to your aching tits. He lowers His body onto your back as he releases your writs and pulls you to your feet, you lean against His chest as His strong hands squeeze your tits. As he lowers to kiss your shoulders and neck, He whispers into your ear, "Young lady, I think you now understand why you must value and treasure your education. If you work as hard and concentrate on my lessons as you've done tonight, you may just pass my course. - are you prepared to give your education that level of commitment miss." "Yes sir," you lustily purr, "Yes sir - thank you for investing your valuable time in me sir." Extra Credit It was the begging of a new semester at school and things were going good. I had gotten all of the classes I needed for this semester and was really excited about them. One class I was really excited about was my Psych. Class. This was not just a regular Psych. 101 course, but it the focus was human sexuality. Little did I know that I would learn a lot about sex not from the teacher or the class itself but from a fellow student. It all started the third class meeting. We were broken up into 6 groups, given a topic, and assigned to present the topic. The group I had been in, was assigned the inner female sexual organs. It seemed pretty easy. One person decided to work on the drawing, another person volunteered to proof read our presentation, and I along with a fellow student decided to write it and present it. The fellow students name was Vanessa and she had volunteered to do the research, mainly because she said, "I know a lot about the vagina". I wasn't about to argue, after all she was a girl and had a vagina. Me on the other hand had a penis and only had, around, 3 partners. So we started to talk about the vagina, the clitoris, labia, all of that good stuff. We finished and the person who proofread it said, "It looks good." We decided to wait for the professor to call our group. While waiting Vanessa and I got into a discussion about sex. She had told me of the different positions she had tried and was very curious to know what I knew about sex. I gulped, I hadn't really intended for me to tell her what positions I had tried or how many times I have had sex. She seemed more experienced than me and was very sure about her own sexuality, while I on the other hand have had sex but didn't really learn anything from it. I said, "I know which hole to put it in." Her face turned beet red, I don't think she expected that kind of response. She wrote a note on a piece of paper which read, "Meet me outside of the lecture hall after class." I nodded and it was our turn to give our presentation. The whole time we were giving it, we went into detail about the different functions and what parts stimulate a female to have an orgasm, I was having fantasies about having my cock inside of Vanessa. My eyes kept looking at her firm ass and her medium sized but firm breasts that were squeezed into her bra. When we were done everyone clapped and the professor excused us. We meet outside of the lecture, as she had requested. Immediately she asked me an odd question, "Are you a virgin?" I might of well have said yes. I responded, "No I am not a virgin but I don't have that much experience." Her eyes got big and she asked, this time, "Would you like to learn?" I gulped again. Here I was having dirty thoughts about fucking her and she is asking me to fuck her. I replied, "Um.......ok." Vanessa got a look on her face like she was having second thoughts. She now asked me, "Don't you think I am sexy? Wouldn't you like to do some of the things I told you I liked doing?" I was taken back, my damn shyness came back to bite me in the ass. I said, "Oh yes. I would love to find out what you feel like down there." She perked up this time and said, "Great! Meet me in my dorm tonight at 6." It was Friday and the thought of having mind blowing sex for the first time in my life seemed good. But I was scared as hell. My biggest fear was that I would blow my load real quick and wouldn't get to hear her soft sweet voice moan in ecstasy. It was now 5:56 and I was seriously reconsidering the whole thing. Something told me to go through with it though, after all it had been a healthy year of masturbating and the thought of giving my hand a break seemed like a good idea. I headed for her dorm, which she had written the location on the same note where she told me to meet her after class. I got to her room at 6:05. I knocked and she opened the door. She smiled and immediately noticed candles had been lit, incense had been burning and the bed had been neatly made. After walking in she gave me a hug and pressed her breasts into my chest. My hands were eager to just grab them but I was trying to practice some self control here. We sat on the bed and looked at each other. I gulped for the third time that day and kissed her on the lips. She got a huge smile on her face and kissed me back. This time it was me who was going to ask the questions. I asked her, "Does it make you nervous, that I don't have that much experience?" She said, "No. I am glad you are honest about it. The fact is I have been sexually frustrated for a few weeks now and was looking for someone that I could teach how to fuck me. You seemed like a good choice because you know which hole to put it in." I went speechless after that. My hand raised and touched her breasts. She didn't move them away, but she did put her hand on my crotch and started to rub my penis. We knew what we had to do. I pulled away from our lips dancing with each others. Our hands knew what to do after that. The clothes we were wearing were scattered on top of the bed or laying on the floor in a matter of 1 minute. The blankets were not folded neatly but were now clung to our bodies as we started to kiss each other. Her soft firm breasts were resting in my hands and my cock was being stroked softly. Obviously she knew what she was doing. She grabbed one of my hands and put it in between her legs. I didn't need to be told anything. Instantly my fingers were inside of her warm pussy going in and out. She started gasping for breath but I wasn't going to let up. I felt her juices flowing out of her pussy after a couple minutes. She immediately went limp and started moaning in her soft sweet voice. My cock was now throbbing and if not careful would blow up from the pressure. I felt her hands rub my dick up and down. She asked me, "Have you ever had a blow job?" I had and it wasn't really good because it was the first time for the girl to give one. But I trusted Vanessa and her experience so I replied, "Yes but I would really like to see how you do it." I closed my eyes as she hovered her body over mine, waiting for those soft lips to start sucking my cock. I felt her soft lips go down on my shaft. It felt so good and my body started twitching. She knew exactly what she was doing. Her right hand and mouth seemed to be unison as they both went up and down. My body started tensing and the pressure kept building. I put one hand on her head and the other on her breasts. The hand, that was on her head, started caressing her hair and moving it out of the way. This was starting to be too much. My back arched, my body tensed up, and sweat was dripping all over me. I moaned, "Vanessa I am going to cum". She didn't budge. Instead she gripped harder and started sucking harder. I couldn't take anymore and gave her another warning. She ignored me. I wasn't about to be rude so I let go and shot my whole load into her mouth. She moaned and didn't seem bothered by having my sperm in her mouth. Vanessa's grip loosened, but her mouth was still going up and down milking everything out of my dick. I laid there exhausted while she climbed over and lay on top of me. We didn't speak a word to each other, but just lay there. She was listening to my heart beat, I was lightly scratching her back caressing her. She broke the silence by asking me, "Did you like it?" I held her closer to me and said, "Yes. You knew exactly what to do." She chuckled in excitement, "I told you I know a lot about sex and how to make guys go crazy." I just kept lightly scratching her back and then a thought hit me. We hadn't really had sex, we had just fooled around. I told her, "You know we didn't have sex. We just fooled around." To my surprise she turned over and looked me in the eyes, "Are you saying I don't know what I am talking about?" Damn, that wasn't the reaction I wanted. I said, "No I am saying we just fooled around." She looked at me with eyes that dared me to question her knowledge of sex. I wasn't about to go there and I didn't know how to defuse the situation so I told her, "Well do you think you could show me some more?" Vanessa loosened up some more and said, "Yes, but I want to experience you in control so I can teach you some more. Get on top of me." In my head I was groaning, missionary position was one of my least favorites except on certain occasions. I rolled her over and got on top of her. She opened her legs and slowly I put my cock inside of her. My ass was going up and down. I was kissing her non-stop. I was trying to give her a hickey. Things were just a mess. I came in about 5 minutes, she was nowhere interested in the sex we just had, and she now looked at me like I was an idiot. I lay down next her and she sighed, "That was terrible. You showed no interest in making me feel good. Try looking into my eyes, softly touching me, try to make some kind of effort to show interest or appreciation for how I am making you feel." I now felt like an idiot. These things never occurred to me about sex. I always thought that a girl had an orgasm if the guy lasted long enough. I said, "I am sorry. Do you want me to leave? She sighed again, "No, I want you to stay. We are going to try this again. I told you I would teach you." Laying there stunned I felt like a jack-ass. Vanessa got on top of me and said, "Watch what I do." My dick was having a hard time getting up again considering how worthless I began to feel. But there she went touching me in the right places again and it soon puckered up again. It felt great as she lifted her body and slid my cock in between her pussy once again. Her hips were going back and forth, while her firm breasts began to bounce up and down. I was noticing all of the little things she was doing rubbing my chest, massaging her tits, squeezing my wrists, caressing my face, and looking into my eyes. I didn't want her to stop and was trying very hard not to cum. I started caressing her legs, massaging her breasts lightly, caressing her face and neck. She moaned loudly and said, "That's it! Make me feel good." I looked deep into her eyes and watched her as she started going faster and faster, riding me back and forth. Her hands went on the headboard and her beautiful breasts rested right in front of my face. I tickled her nipples with my tongue, sucking them like they were an extension of us fucking. She began to scream now, "Oh God! Do it like you mean it! Oh yes, I am going to cum and I want you to cum inside of me whenever you are ready!" Vanessa moaned, loudly, in ecstasy as she had an intense orgasm. Immediately she collapsed on top of me, to tired to keep going. I knew exactly what to do. I rolled her on her back and spread her legs. I put my dick back inside of her. This time I was going slow, allowing her to enjoy the size of cock, looking into her eyes, and caressing her face. She started moaning and she wrapped her legs around me. I let her lick and play with my nipples while I was pumping in and out of her. After what seemed like a long time, I started to climax and tensed up. My dick was tensing up and needed to release this pressure. I thrusted one last time and let my cock shoot out, all of my, cum inside of her. She moaned as if she had just released all of her energy. I collapsed on top of her. She held me close and lay my head on those beautiful breasts of hers. We were both out of breath. Vanessa's heart was beating quickly and it hearing the purr of her heart calmed me down. She kissed me on the top of my head. She said, "Did you like it?" I responded, out of breath, "You knew exactly what you were talking about. I never knew it could feel that good." She giggled and said, "I told you. Do you want to be my boyfriend?" How could I say no? After all of that fucking, I would have to be nuts to say no. I gave her breasts a good squeeze and a kiss on the nipples to signal my "yes" response. She laughed. Then she said, "Good, because today is Friday and we have the whole weekend to learn from each other. Now get some sleep, you are going to have a busy day ahead of you tomorrow." I didn't know what she meant by that, but it sounded exciting. Just wait until you hear about it. to be continued............