After Class Lessons

Professor Anders was one of those older women who just never lost the Ummmmphhh God gave em. She was maybe in her late 50’s, classically graying hair, classy dress that only hinted at the body underneath. Best of all though, were those legs; Long, Tina Turner, Ya-So-I’m-Older-But-I-Still-Look-Damn-Good legs. I would sit in class every day and imagine feeling those legs on my shoulders.

At first the fantasies were just in passing when she bent or crouched down to get something, mere momentary flights of fantasy. In time though, I found myself imagining it more and more until I found I was not paying attention to what she was saying when she lectured any more. Instead, I was imagining those full lips kissing me or sucking me. My grades showed my lack of attention unfortunately.

After 4 exams I had gone from a 94 average to a 84 and Professor Anders took notice. I had been setting the curve but now I was bottoming out. She caught my attention as I walked into class and motioned me over to her. I have to admit, my heart was beating a mile a minute as I approached, I was sure she had noticed me staring at her big breasts or smiling as she bent over.
Her face was the kind that was pretty and you could tell, in younger years she was really a cutie. Not model pretty really, just pretty in a natural way. Her eyes were very kind and her lips were so full and so soft looking like she could suck star a. . .

“Vince?” Professor Anders was obviously waiting for a reply. Oh shit, she had been talking to me the whole time. “Is there?”
OK, when in doubt look dumb and confused. It’s the classic college ploy for pity from the professors. That was a good plan, I went for it and looked stupid. It wasn’t hard, all I had to do was take a moment to notice her conservative shirt was situated just right that I could see a hint of the swell of her breast through a tiny gap. Soft creamy flesh that rose and fell with her breathing. God I wanted to. . .


“OK Vince, I have to get the class started.” She was mildly annoyed I could tell and it was then I realized she had probably repeated the question but I had once again not heard it. “If you have a minute would you hang around after class for a few, I’d like to talk to you.”

“Sure.” I replied and shifted my backpack to cover my erection. “No problem.” I turned and walked to my seat berating myself for being such a geek. But those lips, her breasts, I was obsessed with this woman old enough to be my mother.

Class seemed to fly by and I was dreading it ending. I figured she was going to question me why I was doing so badly and I couldn’t tell her the truth. She’d laugh her ass off and then tell all the other teachers and I would look like even more of a geek. I sat there trying to think of something I could say to maybe satisfy her. Then she bent over her desk and that sweet ass was just perfect to run up and. . .

Everyone else was getting up, I guess I missed the end of class. I put my note pad and book away and stood up. I held my backpack again over my erection and walked up to her sheepishly. I had no idea what I was going to say.

She looked up and smiled and gave me a motion to wait a second. The last students left the lecture hall and she stood and walked over to the door and closed and locked it. She turned and came back towards me, reaching up and letting her hair down. She always wore it back in a very conservative hair style. As she let it down I saw how long her hair really was, it was beautiful.

“Sorry, I had to let it down, it was driving me nuts, I pulled it back way too tight.” She said and laughed . . . no . . . giggled. She giggled. Not a school girl giggle. . .this sweet melodic giggle that was so. . .

“Vince!” She clicked her fingers in front of my face twice to get my attention. “Are you on drugs? Is that what is wrong?”

“On…what? No. No, I’m not on drugs.” I stammered back.

“Well, then, what the hell is the problem? You go from being my best student to barely being able to pay attention long enough. . .are you fading on me again?”

“No Ma’am.”

“Good. What the hell is the problem?” She said sitting down and looking up at me. I realized I was shaking. She looked so beautiful. “Vince?” She raised an eyebrow in question and I smiled without meaning to. She looked so cute. She leaned back in her chair.

“Vince. . .do me a favor and put your backpack down.” She asked looking me in the eye. I shook my head no immediately. “Please.” She asked again and I shook my head no again. “Mmmmhmmm.” She raised an eyebrow again and then looking me straight in the eye licked her lips.

I nearly blew my wad right then. She was looking me dead in the eye when she did that…oh my God . . . she must have seen my reaction…oh fuck!

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“Vince, calm down.” She said, stifling a smile as she stood. Oh Man….this was so embarrassing. It was like the dream when you go to class and remember you forgot your pants or something. I knew she was about to burst out laughing any second now and point at me and tell me what a jerk I was. This was my worst nightmare come tr. . ..

“Vince, relax, calm down.” She stood and came around the desk and put her hand on my shoulder to try and soothe my panic attack. Her touch, as trivial of a touch as it was, was still her making contact with me and even though I was panicking, having a nervous break down, and about to run screaming into the night never to be seen again, I also got so hard it ached.

My hand cramped from grabbing my backpack so hard. I hadn’t even realized how hard I was squeezing the handle until my hand started hurting like a son of a bitch. So, without thinking, I transferred hands and when I did, my full state of attention became very apparent for anyone to see. My cock was rock hard going down my left pants leg and was just about as obvious as wearing a neon sign that said “My Dick Is Hard!”.

The Professor didn’t miss it either but, her reaction caught me off guard. Her eyes widened slightly and her smile became a grin and her face flushed. She went to speak and had to turn away when no words came out. She took a deep breath and let out a little laugh that was almost like a giggle and walked back behind her desk. When she spoke her voice was noticeably different somehow, softer, breathier.

“Ahhh. . . .wow.” She laughed. “You are a big boy aren’t you?” She fumbled with papers on her desk to try and get her mind off what she had seen. The fact that she was as flustered as I was now made me feel so much better. I felt almost human again.

“Ahhhh. Ummmmm. Vince . . . it’s not unheard of for a young man to develop feelings for an older authority figure when away at college the first few years. It’s actually very normal for a man to get a crush on a female professor.” She was staring at her papers and now she was avoiding eye contact.

“While it might be a little embarrassing it’s normal. It’s not perverse or criminal. . .no one is going to think you are deranged or call the cocks.” Long pause when she realized her slip. “Cops . . . call the cops and report you as a psycho.” She stopped there. She slowly looked up at me trying to keep her composure to see if I had caught the slip. My grin told her I had. “It’s a normal thing.” Her voice was smaller now, not as authoritative and much sweeter.

“I.” That was all that came out…I was trying to tell her but my throat closed up and I nearly passed out as my heart exploded.




“Go on. . .you.”
“I can’t stop. . .” OK. . .I got a few more words out.
“Can’t stop what?”
“I can’t stop. . .” I took a deep breath, “Thinking about you.”
She smiled at me with that sweet matronly smile she gave to students. “Vince, it’s OK you. . .”
“No.”
“No?” he looked at me confused.

“I mean. . .I. . .I sit in class and I see your legs or your lips or. . . .” OK. . .too much confession is bad for the soul, best to let that list die there. “and. . .and. . .and. . .” Relax . . . deep breaths, “I see you and all of a sudden I am imagining. . ” OK. . .this line of confession might not have been the best to take. . .

“You imagine what Vince?” Her concern was real and her voice sounded so soothing and coaxing.
“You. . .” Fuck it…I am screwed and there is a certain freedom to being condemned. “. . .and I.”
“You have romantic daydreams?” She asked and I snorted as I almost burst out laughing. “OK then…what?”
“Ummmm. . . it’s more . . . sexual.”
“Sexual?” She was honestly surpised I think.
“Oh ya.”
“Me?”
“Ohhhhh ya.”

Professor Anders looked at me with unabashed shock on her face. She was expecting some boyhood crush. I don’t really think she was expecting a hot, torrid series of porno clip fantasies.

“Me?” She asked smiling and blushing. I nodded. “And that’s why you can’t focus on your class work?” I nodded again. “Me?” She giggled. I had never imagined her giggling before and it caught me off guard and made my diminishing hard on come back full force.

“Ohhhh. . . .ya,” I was so screwed.

She smiled at me and stood up. As she came around the desk and sat on the edge she never stopped looking me dead in the eye and smiling ear to ear. She tried to think of what to say but instead just grinned even bigger and looked down. When she looked back up her voice was much softer then before, back to the breathy sound and it was driving me nuts.

“Vince. . .are you. . .” She thought of how to put it, “Have you ever been with a woman before?”
“Oh ya lots of times back home ya know girls from school. . .”
“Vince?”
I looked at her with a sheepish grin. “No.”

She smiled and nodded. It was a really awkward couple of seconds of silence before she spoke again. “And this. . . ” She paused to think of what to call this and gave up, “This all is what is causing you to do so shitty in my class?”
I nodded.

“Then I think that maybe you need to look into afternoon tutoring to catch up and maintain a passing grade don’t you?” She asked me and as I was about to give her the student bullshit reply of how dedicated I was, she undid the top button to her blouse and slid her ass onto the desktop.

I was a rabbit in the headlights. I was frozen in place and unable to move as she undid another button. I was sure I had drifted into one of my fantasies and she was going to yell at me any second but, she didn’t. Instead she undid the third button and The blouse opened enough for me to see the glorious swell of her breasts.

“I. . .” I started to speak and she motion with a finger across her lips for me to be silent. Oh God, I thought I was going to cum in my jeans. She was smiling at me with a wicked grin as she undid the fourth and fifth buttons and pulled her blouse open. Here tits were amazing. She pulled her bra down and let them pop out and I was certain I was going to wake up very embarrassed any second.

She reached out a hand and took mine and placed it on her left tit. So hot, so soft, she was trembling. I squeezed and played with it and she tossed her hair over her shoulder, the gray like silver strands catching the light. I took a breast in either hand and played with them, they sagged some but were so beautiful…so natural . . . not like the ones in that magazine.

She pushed my face down to her nipple and I began to suck on it. She moaned and grabbed my ass with her legs and pulled me to her. She was stroking my hair and kissing my neck as I sucked on her glorious tit and played with the other. She reached down and undid my fly and I was thinking about anything but sex, so worried I would cum as soon as she touched me.

With her heels she pushed my pants and underwear down and my cock sprang to life. It was a good sized one I guess, about 8 inches and thick. She seemed impressed as she took it in her hands and began calling me “her big boy”. This was all too great.

She pulled my cock and played with it, I was barely able to breath as her fingers smeared the precum all over the head and made it slippery. I was moaning as her hands slid up and down the shaft, my balls ached, this was heaven.

She hiked up her skirt and I saw she wore garters and hose and a pair of black lace panties. She pulled them to the side to reveal the bare shaved pussy I had just dreamed of until now. The lips were soaking wet and it looked so perfect. She pushed me forward with her heels and guided my cock expertly into her waiting hole.

Sliding in I was unable to breathe. So hot and wet and so tight. I guess I expected older pussy to be loose but it wasn’t. It was nice and tight and it felt like a hand pulling me in to her. When my cock was all the way in she pulled my face up and kissed me, those soft lips parting and her tongue sliding into my mouth.

With her heels she pushed my ass and set the rhythm for the fucking, not to hard or fast. Nice and easy as I enjoyed the feeling of sliding out of her, her pussy grabbing me as I did. Then sliding back in balls deep. Our kiss didn’t end, we kept kissing. I was playing with one boob and bracing myself with the other hand, my whole body was trembling.

She broke the kiss and leaned back onto her elbows. Swinging one leg out she hooked it over my shoulders and then she raised the other up. I leaned into them and she was able to bend them all the way back till her knees almost touched her tits, it was amazing.

“Fuck me hard baby boy. Fuck me good.” She said in a nasty deep breathy voice that almost made me cum. I didn’t need any more urging. I fucked her as fast and hard as I could and she moaned and tossed her head back. I braced myself with both my hands and fucked her good and deep, our bodies slapping together each time like applause.




She reached up her hands and grabbed her tits to keep them from bouncing so hard and began to play with them for me. Squeezing and pulling on the nipple. It was all too much, I couldn’t hold back any more. I slammed into her as hard as I could, my breath a ragged gasping.

Then I came and slammed into her with each spurt of hot cum I filled her with. Going balls deep I filled that sweet pussy just like I had dreamed with load after load of cum. She was whispering all sorta nasty things to me about my cum. . . . how hot is was in her cunt…how she loved being filled up by me. I don’t remember the rest. . .I was shaking and barely able to breath.

I stayed in her until my cock was half soft and slid out. There was a pool of her cum and mine on the desk under her ass. She laughed and kissed me again, deep sweet soft kisses. Then she pushed me back and pulled her panties back over her pussy lips. Pulling her skirt down and she slid off the desk she straightened it out.

Grabbing Kleenex from her desk top she cleaned up the cummy pool and tossed them in the garbage. She pulled her bra back up and arranged her tits and began to button up her blouse again and turned to me. I was still standing there grinning.
“Vince…pants. . .pull em up baby.”

Oh Jesus…I am such a geek. I pulled up my underwear and pants and zipped up. Looking back at her she was once more the conservative Professor Anders, prim and proper. I smiled because it all seemed so much like a dream to me. I could barely believe it was real.

“OK Vince, heres the deal.” She said gathering her books up and leading me to the door. “You are paying attention in class from now on and if you do and you stop daydreaming. . .” She clicked off the lights as she swung the door open and we walked out. She closed and locked the door behind us. “If you do. . .” She stepped in close to me and looked me eye to eye.

“If you do Vince . . . we’ll keep our tutoring sessions up.” She raised an eyebrow and smiled. “Deal?” I grinned and nodded. “Good. See you tomorrow.” She smiled and turned and walked away. I stood there grinning for a few days before I finally turned and walked to the student lot and went home thinking, Damn. . .what a devoted teacher she was.

Needless to say I aced that class.