He must have noticed me staring at him, because all of a sudden he lifted his blue eyes from the page he was on and stared straight at me. I turned slightly red and continued with my paper. Just thinking about him made my crotch heat up and quietly I snuck a hand downstairs to rub my clit while I kept writing with the other hand. I felt my nipples harden under my top, wanting to be played with, and I started rubbing them against the edge of my desk to temporarily satisfy them.

"Need some help?"

I knew I had been caught. Calmly I continued rubbing my clit while I

looked up at my teacher, who had left his desk and was now standing over me. "What can you offer?" I smiled. "Well, for one...." he said and kneeled down next to my desk, "I think these want some attention."

I felt his strong fingers tweaking my rock hard nipples. A groan escaped my throat as he took a nipple in his mouth and sucked on it while his hand continued stroking the other.

He was breathing heavier and pressed his soft lips against mine. Willingly I opened my mouth and let his tongue invade. I felt it stroking my teeth, the insides of my lips and gently probing the rooftop of my mouth and I moaned against his lips as I felt his soft tongue rubbing against mine.

He moved a hand down to my crotch and started sliding his strong fingers along my wet crack. He kept stroking my throbbing clit in long, strong movements and I felt a finger slip inside my pussy. My hips started grinding against his arm, and he added three more fingers and slid his hand in and out of my tight slick cunt.

"Cum for me," he grunted. His fingers plunged deep inside me and I let myself go. He kissed me and muffled my screams while I arched my back and continued to ride his fingers to get them as deep inside me as they could possibly reach.

"Oh god," I gasped. He grinned and my dripping wet pussy released his fingers from its tight grasp. I stared deeply into his blue eyes and took his wet fingers into my mouth, sucking them clean one by one, drinking my own sweet juices from his hand.

My hand wandered to his crotch where I could feel the contours of his huge erect penis pushing against his soft jeans, eager to come out and play. I got down on my knees in front of him. Teasingly I slid my long red nails up and down along his stiff erection, before I impatiently tore his pants open. He wasn't wearing any underwear and his big beautiful cock sprung out from his pants and was standing straight out, hard and ready, just inches from my face.

I moved in and started licking his nuts. I wrapped my lips around them, rolling them around in my mouth. The wet tip of my tongue ran up his long hard shaft until I reached the slick round head of his dick and I eagerly whipped my tongue across it before I made the entire length of his cock vanish into my mouth. I felt his hands grabbing my head and his hips started moving back and forth as he slowly pumped his throbbing cock in and out between my lips. Gently I squeezed his balls with my fingers while my mouth slid faster up and down, sucking on his massive erect manhood. I felt his dick twitching, a few drops of cum squirted out and I knew he was ready to shoot his load. I upped the tempo and my tongue was eagerly playing with the tip of his rod when he started screaming while his pulsating cock pumped load after load of cum into my mouth. I kept sucking him, drinking every drop of his warm milky white cum as it kept spewing out.

His loud groaning and heavy breathing made me horny and I wanted to ride his staff.

I got up from my knees and penetrated his warm wet mouth with my tongue while stroking his cock with my hand, and immediately he grew hard again between my fingers. I lifted my skirt up and rubbed my clean-shaven pussy against his rock hard erection, whimpering as his strong hands grabbed my ass and pushed me against his body so I could really feel his warm throbbing rod against my naked skin.

I lied down on the desk behind me.

"Fuck me," I panted before I pulled his head down towards mine, engaging his soft lips in another kiss while I grabbed his firm ass, pulling his crotch down towards mine, eager to greet his dick with my warm, wet snatch. His breathing picked up the pace as he rubbed the head of his penis up and down my juicy clit, and finally I felt his thick cock penetrating my tight cunt. He slowly pulled back out, only to plummet straight back into my horny muff. I screamed into his mouth and wrapped my legs around his back, causing him to plunge in even deeper and harder.

He started pumping in and out of me and I felt his thick cock sliding against the walls of my pussy, penetrating me as deep as he could go then pulling back out while constantly moaning loader.

"Oh fuck you're so soft and tight around my hard cock, it feels so good," he gasped as he kept sliding his throbbing dick in and out between my legs.

I felt my orgasm approaching and started moving my own hips faster until his dick dived into my tight pussy one last time and I exploded and tightened around his stiff cock, which was still eagerly pumping in and out of my cunt while I was squirming and whimpering underneath him.

"Fuck," he moaned as his cock started jerking. He pulled it out of my pussy, grunting and groaning while his big wet rod squirted long white streams of cum out on to my naked stomach.

Afterwards I watched him as he stuffed his big cock back into his jeans then I pulled my top and skirt down, covering myself up again. I turned back to my exam paper which was drenched in his cum and most of my writing was unreadable. I crumbled up the wet paper and threw it in the trashcan.

"That'll be an A for you," he smiled and walked back to his desk, where he sat down, picked his book back up and continued reading as if nothing had happened.

After that day, I've had an unusual amount of requests to stay behind after class.