It was three weeks into the school year and the abnormal heat
wave was continuing. Heather was taking art again as the last
subject of the day, long after her other classes were over. It
became clear from the first day of the semester that Traci, her
professor, the was trying to get her attention. Heather had made
it a point to sit in the first row.
Traci was starting to wear very sexy clothes to class.
Low cut blouses and short skirts to show off her very long,
tapered legs and nice ankles. Her chest was full and was
the billowy type that shimmered as she walked, each boob
taking on a life of its own as she moved. Heather noticed
that from time to time Traci would walk around with a
bounce in her step that was a little more than absolutely
necessary, particularly right in front of her seat. She
would cast sideways glances at Heather to see if she was
looking, which of course she was.
Heather did in fact find Traci very attractive and a
turn on, but was unsure how to proceed, given this was her
professor. Finally, she decided that if Traci was going to
tease her with a tits and ass show each day, she could play
the game as well. She’d see just how hot she could get
Traci and try to force her to make the first move.
The next day, having planned her approach, she wore a
very short black leather skirt and a very shear pullover
top that just barely covered her uplifted boobs. Over
that, she pulled a blouse. In art class, she unbuttoned
the front of the blouse, but kept it closed. Traci arrived
in her hottest outfit yet. It was a shear white silk
blouse that bordered on being transparent except for two
strategic pockets that were mostly failing in their attempt
to cover her ample chest. Her dark nipples were still
faintly visible. She had on jeans that were skin tight,
sat low on her hips and were creased deeply into her
crotch. The boys in the class were whispering amongst
themselves even more than usual.
Heather, as usual, found Traci’s bouncing breasts
turning her on as Traci walked around getting ready to
lecture. Finally, she came up to the podium in front of
Heather, gave her a warm smile and started class. About
ten minutes into the class, Heather casually pulled her
blouse back to reveal to Traci her own wonderful, firm
tits, swelling against the straining fabric, separated and
surging out, offering themselves to Traci. Moments later,
looking up from her notes, Traci caught sight of the
straining tits only four feet from her. Her heart skipped
a beat and she lost her place in the lecture and fumbled
around for her notes. Memories of how that wonderful tit had
felt in her hand a few weeks ago during that chance encounter
came flooding back. Heather leaned forward to block the class’s
view and began to trace her finger round and round her nipples.
Soon, they were swelling and sticking up. Traci, trying to keep
her composure, began to talk a little faster and her voice went
up slightly in pitch.
Soon, Heather had both tits standing up like miniature
mountains and she leaned back and took a slow deep breath.
They seemed to open up and reach out to Traci, who was in
deeper trouble now, constantly loosing her place and having to
repeat herself. Heather continued to pretend she was
taking notes and hanging on every word. Traci had a line
of sweat standing on her lip and her hand was shaking
slightly as she continued to lecture. Try as she might,
her eyes kept coming back to Heather’s chest like a magnet.
She suddenly realized that her own nipples were very
tight, and glancing down, saw that they were sticking
out like thumbs, dark and now very visibly tenting through the
sheer blouse. Her pussy was also swelling in response to her
growing arousal and even the slightest movement in her
jeans was now rubbing her turgid clit, sending waves of heat
through her belly and electric shocks up her spine. She
was shifting from one foot to the other, her clit
responding with waves of pleasure. Boys in the back of the
class were staring now at her chest, their own cocks
beginning to strain in their jeans. Concentration on
book art in the class was going down rapidly, that was for
sure. The other girls in the class could sense something
was going on, but didn’t know what. It was clear that the
teacher was really putting on a real show up front.
Heather continued to casually tease her nipples when no one
was looking, arousing herself mightily in the process. The
minutes ticked away and the class stumbled from one artist to
another with Traci starting and stopping.
About one minute from the end of the class, Heather
leaned back in the chair, slid down slowly to the end of the
seat, and, with Traci now staring, slowly opened her legs. Her
skirt had slid all the way up to the top of her thighs. As her
legs separated, the fact that she wasn’t wearing underwear
became instantly visible. Her own swollen twat separated
and the lips opened out like the petals of a flower,
offering her juicy wet pussy to Traci. Her clit, swollen
magnificently to over two inches, lifted into full view like a
young boys cock and stood proudly, twitching as sensual shocks
traveled back and forth up Heather’s spine.
Traci looked down at Heather’s cunt, opened to her and began
to stammer and babble, her concentration finally totally blown.
Her notes were a blur to her and she just stopped talking and
stood trying to shuffle her notes and regain control of her
swimming senses. The bell sounded and the students packed up and
left, looking wonderingly at each other and shaking their heads.
Heather quickly pulled her blouse together blouse and stood up,
books held strategically in front of her. As she walked by
Traci, she gave her a warm smile, a wink, and bounced out of the
room. Traci stood rooted as though transfixed. Moments after
Heather left, and still planted at the lectern in the now empty
classroom, she continued shifting from one leg to another with
her clit on fire. Her belly tightened and her breath caught in a
grunt and she came, head down, nostrils flared, hands gripping
the edges of the lectern, eyes closed. Hips jerking
spasmodically to the waves of lust pulsing through her, she came
twice more in rapid succession, her crotch turning dark with come
as it poured from her, as it always did. It was another ten
minutes before she gathered herself together well enough to pick
up the scattered papers and walk back to her office.
Heather headed for the nearest girls’ room and let
herself into a stall. She got herself off twice in
seconds. Yes, two could play this game. The only question
was, who was winning?
Heather only teased Traci once or twice after that.
Heather was always able to get the upper hand and once
Traci had to end the class early to hide her arousal. The
effect was that Traci rarely wore super revealing clothes
to class anymore and things settled down to a uneasy truce.
But Traci never made the move Heather hoped for.
In the Fall, Heather came into the upstairs art studio
late one Saturday to work on a painting. Traci wandered in
and, spotting Heather working, came over. There was
tension between them, but Traci did nothing overt. Heather
ran out of paint and Traci volunteered that she had some
more in the center drawer of her desk and Heather should
help herself. The other students had packed and left by
now as Heather went up and reached over and opened the
drawer. Spotting a tube of paint, she stretched over to
get it, but it slipped out of her grip and bounced under
the desk too far for her to reach. She went around and
found the paint had gone all the way to the very front of
the desk, which was an old wooden one and was solid to the floor
on the front and sides. Heather got on her hands and knees
and went under the desk to get the paint.
At the precise moment Heather ducked under the desk,
Traci had come over and went around to see what was going
on. Just then, the head professor of the art department
came in with a tall stack of folders under his arm. A
crotchety man, not very attractive, Traci was terrified of
him. He twice had suggested she was entirely too casual in
her relationships with her students, wore suggestive
clothing, but had stopped short of actually suggesting she
had affairs with them. She didn’t know if her actually had any
evidence about the affairs, but she HAD been dressing very
erotically all semester. As he had great power within
the faculty, she didn’t dare do anything overt to antagonize
him and force the question into the open.
In a split instant, Traci feared that if Heather
came out from under the desk, the professor would have what
he thought were the goods on her. Traci pulled up her
chair and slid up to the desk, trapping Heather underneath.
In the suddenly dim light, Heather could hear the professor’s
voice and sized up the situation quickly.
He was saying they were going to have to go over all these
folders and no, they couldn’t do it later. It had been put off
too many times. Heather, realizing they might be hours,
noiselessly twisted herself into an Indian squat, facing Traci,
head down slightly.
There, she was facing directly into Traci’s twat, totally
exposed to her because Traci had slid in with her legs open to
allow room for Heather, and now, couldn’t possibly close them
again. In addition, Traci had pulled herself up tight to the
desk to block any possible view the old man might have
underneath. She could feel Heather’s breath on her thighs and,
in spite of her instinctive fear of exposure, found her pussy
It was almost ten minutes before Heather finally
succumbed to temptation and the warm smell of a hot pussy
and began to slowly stoke Traci’s legs with her fingers.
Traci began to panic at the thought of this young girl
playing with her lower parts while the professor was at the
desk, but could think of no way to stop it without exposing
herself to his wrath. She steeled herself and tried to
concentrate on what he was saying.
Heather could smell the rising punk of Traci’s hot, wet pussy
and realized that Traci had no underwear on and she could see
right up her short skirt. A wet, swollen pussy with a mass of
dark hair was hiding up there, waiting for her tongue. Heather
set about inching up Traci’s skirt so she could have access.
Traci tried every way she could to stop Heather, but slowly
the skirt was moved up and her pussy more and more exposed.
Traci was beginning to feel more aroused and could feel herself
beginning to lubricate copiously from the feel of Heather’s hands
and her cool breath on her cunt. She slid up to the desk even
tighter to be sure the professor couldn’t see, which made
Heather’s task even easier. This had the additional effect of
placing her full billowy breasts out and on top of the desk and
gapping her blouse further open to reveal a startling amount of
cleavage. The top button strained to contain the weight. In her
hopes to attract Heather, Traci had unbuttoned even more of her
top buttons than usual to expose her chest in a peekaboo style.
Now, her chest was pushing the cloth to one side. Only the
merest sliver of fabric now covered her nipples.
The professor, never having approved of her dress
style, never-the-less had to admit the woman had a very
sexy shape, far better than any woman he had been with. As
he put down a folder they just finished with, his eye
caught sight of her boobs, straining out to him, just
inches away from his finger tips and his pulse quickened.
What could this woman be thinking? Surely, she knew he had
tried to have her censured for her inappropriate dress.
But, he said nothing and picked up another folder. He
would ignore this breech of decent standards and
demonstrate appropriate behavior.
Traci was unaware of her now exposed boobs, being totally
distracted to events below the desk. Heather inched
forward slightly and began licking and biting on Traci’s
inner thighs. She slowly worked her way up each leg,
alternating, until she was just a fraction of an inch from
this wonderful, swollen pussy, now very wet, just waiting
to be eaten. Traci braced herself for the next step, a hot
tongue on her clit, but instead, Heather worked her way
downward again. Soon she started back up and Traci found
her arousal beginning to grow in leaps and bounds. In
response, her boobs were swelling and the nipples hardening
and extending. This was putting even more strain on the
flimsy fabric and a button gave way gently, one nipple partially
The professor was now all too aware that the woman sitting
opposite was in an increasingly aroused state, her
breathing becoming shallow and irregular. Her chest was
flushed and her nostrils were flaring, eyes half closed and
a dreamy look kept crossing her face. Then, he spotted the
exposed nipple and his semi-erection became even harder,
pulsing as it slid down his pant leg, past the end of his
boxer shorts. It was oozing drops of thin lubrication down
his leg, but he didn’t notice.
Traci gradually realized through her growing lust that
the professor had stopped speaking and was staring at her.
“Is…some..thing…wrong?” She found she had trouble
putting the words together. Heather was within a half inch
of her cunt and her breath was hot on her wet pussy lips
again. If that girl didn’t stick her tongue up her
soon….. A shiver went up her spine and her breasts
rippled and jiggled.
The professor found it hard to tear his eyes away from
her. Finally, making a mighty effort to rise above it all, he
said, “No. Let us continue. Are you feeling all right?”
“I’ve never…felt….more aware…of.. how…nnn..
I…feeeel..in…a…very…long…time.” She ended in a
gasp and her eyes half closed again. A look of shear lust
crossed her face.
Heather was slowly licking the cunt lips, up and down,
licking up the copious fluid flowing now from Traci’s well.
Traci’s lower half was developing a life of it’s own,
twitching and pumping in reaction to the nerves being set
on fire between her legs. Tremors were racing up and down
her spine. She was leaning forward even harder against the
desk, trying to control her body movements. The only real
effect was that both of her breasts were now completely
exposed, nipples swollen and erect, pulsing erratically in
rhythm to the pulses flying up and down her backbone.
The professor was now fully aroused from all the
action. The smell of this woman in heat filled the room
and the heat in his groins swelled to the point almost of
pain. In spite of his attempt to stay detached, a hand
strayed down to rub his erection. This had to end, but he
didn’t know how. The woman was clearly very hot and
getting hotter, but had made no sign to him that he was in
any way to be involved. She apparently was having some
sort of sexual spell and was completely aroused. His own lust
was answering her’s.
Traci was being whip-sawed as Heather’s tongue
continued to trace the swollen fullness of her pussy.
Heather was hot herself and soon began probing with her
tongue deep into Traci’s hole while a hand down her jeans
found her own swollen clit..
“Unnnnnnnnn…..”, Traci tried to make sense.
“What did you say?”
“I. I… said ….Nnnnnnnnn. NMMMMMMM…”, she felt
herself ooze into the tunnel of sensations that meant she would
pop out the other side in orgasm. Unlike a man, there was no way
to pinch off the flow and block it.
The professor’s hand stayed in place and picked up
Traci could feel her back beginning to stiffen. Her
breasts were shimmering and shaking as the muscles in her
body trembled and shook. Her breasts lifted clear of the desk
and separated, offering themselves out to him, waves of jiggles
bouncing them around as her body shook and trembled.
Heather had no where to move, but her pussy was soaked
and on fire. She could feel the orgasm building in her
cunt as her clit shot sparks to her brain each time she
stroked it. She got two fingers inside and began to pump
her twat. Her own body wanted to release, but she fought
Traci knew she was going to come and Traci gave up the fight
as Heather’s tongue hit every nerve that counted and Traci
stiffened as the moment arrived in a rush. Her flat stomach
rippled as she went out of control..
Her eyes were shut, mouth open, head now back, hands
gripping the edge of the desk. His eyes moving between the
bouncing tits and the lustful look on her face, the
professor’s hand moved faster and faster, his cock feeling
like it would explode from the tension.
Her lower half was now rigid and then it hit her,
rolling from deep inside, pumping wetness out onto
Heather’s waiting tongue, rolls of passion flowing up her
belly and bouncing her tits in a wild pattern.
“Ughnnnnnnn. Gunnnnn. Gggnnnnn.” She grunted and
moaned softly, completely unaware she was making noises.
Under the table, the cunt spasm that grabbed Heather’s
tongue set off her own orgasm and she shook and moaned very
quietly into Traci’s cunt, which blocked the noise.
His rock hard, straining cock could take no more and
it exploded down his leg, again and again. The professor was
shaking and trembling, his hand still stroking the pumping
cock, eyes fully on this totally sensual, exposed woman.
He himself had never been so hot in all his life.
Heather’s tongue worked even harder and before Traci
could come down from the first orgasm, she was thrown into
another, even stronger than the first.
“Goooooddddddd. Ung. Ung. MMMMNNNNNNn…”, she was
sweating and shaking, her ass bouncing on the seat,
thrusting into Heather’s mouth.
The professor calmed down and was shocked to find he
had just jerked off in front of this still climaxing woman and
was now in an unseemly state, with his pants stained dark with
running come. The woman was still in an eyes-closed trance of
lust, shaking and moaning, apparently having one orgasm
after another. Seeing his chance, he quickly picked up his
papers, held them in front of his now limp cock and large
wet stain, and departed as quickly as he could.
Traci was unaware he left, being deep into a third orgasm
that hit her, moving up her spine and exploding deep in the base
of her brain. She groaned loudly, stopped breathing, and then,
passed out. Hearing the professor depart, Heather finally
stopped and managed to push the chair back slightly on the tile
floor and crawl out. The professor was no where to be seen and
Traci was sprawled in her chair, her chest out and hanging down
below the desk, blouse open, unconscious. Heather straightened
Traci up, sucking hard on each nipple, then buttoning her blouse
and pulling her skirt down. The bottom of the skirt was a pool
of pussy juice. She lowered Traci gently onto the desk on folded
arms, picked up her things and left the classroom.
Traci awoke shortly and tried to figure out what had
happened. Heather was gone and there was no sign of the
professor. She could only fear the worst. How could she
have let this happen? She departed knowing she must have
lost her job, but in the next few days, the professor’s
attitude toward her had apparently totally changed and she
found she now had a strong ally in the department, exactly
the opposite reaction she expected from him based on her
And she still hadn’t found a safe way to seduce and bed
Heather. The hot little bitch had now made her come in her class
and then taken advantage of the situation to eat her out right at
her desk right under the eyes of the department chairman. More
than ever, she was determined to fuck her before the end of the
semester. Every time she day dreamed about Heather, her nipples
hardened and she heavily lubricated. Now a hot, wanton woman,
she went from day to day conspiring to fuck her. Her turn had to