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The first class of the day was always the hardest. Joey was never able to get up and charged. It took too long to figure out where the hell he was and then to get his stuff together to even make the long trek to History 110. Rolling over in bed, Joey threw the blanket off and struggled to sit up. His roommate, Chris, was still asleep, the pillow over his head. What had he been thinking when he scheduled his classes? Going from high school to college was tougher than he thought. He stayed up too late partying with Chris, and never got up with the dawn the way he used to at home. But then again, he didn't stay up till 2:00 in the morning drinking beers when he was at home. Being only eighteen, that would have been a problem.

Joey grabbed his shorts and slid his feet into them. Standing, he pulled them up and just barely missed snagging an important part of his anatomy as he zipped them. Pulling on a polo shirt, Joey finally felt his head start to clear. Grabbing a pepsi out of the small fridge near his bed, Joey slugged that down, waiting for the caffeine to hit his system. Pushing everything into his backpack, Joey slipped shoes on his bare feet and headed out the door, slamming it so everyone else could feel his pain.

At 7:30 in the morning, there aren't that many other people alive on campus. Only the stupidest of freshmen who would definitely know better next semester. Joey climbed the stairs to campus and checked his watch. He had ten minutes to get across campus to his history class. He'd been late once before and Professor Dewey had threatened to cut him if he was late again. Joey broke out into a run.

Joey looked at his watch just as he opened the lecture hall door. Shit! He was five minutes late. Trying to sneak in, Joey slipped through the door and grabbed the first seat he found in the last row. Looking up at the podium, Joey's mouth dropped. That was definitely not Professor Dewey. A beautiful brunette, a goddess, stood at the podium. When she looked up at the class, she smiled. Her eyes looked around the room and settled on Joey.

"Excuse me, but you were late. For that, you get the worst torture. Come sit up in the front row, right here."

When she had singled Joey out he thought he was done for. Instead, she was making him sit down in front, closer to her. That's not torture. At least, not bad torture, he thought.

Settling into the assigned seat, Joey grabbed his note pad and pen. He tried to concentrate on the lecture but he was too in awe of this woman. She explained to the class that Professor Dewey had been called away on family business and she'd be taking over this class for the rest of the semester. There weren't too many objections to that. Her name was Professor Ailene Marks. As she wrote the name on the board behind her, Joey's eyes looked her over. What an ass! Her skirt hugged her round bottom just right. Joey's eyes wandered further. Her legs were sculptured and tan.

As she turned around, Joey's eyes surveyed the front of her again, this time with a better view. Her white blouse was opened just enough to give a good view of her neck and chest. Joey wished at that moment that he was Superman and had x-ray vision. Her chest was round and large. The only breasts Joey had ever seen were in movies or in Playboy.

Professor Marks lectured for twenty minutes from the podium before making her way to the desk and sitting down. She turned in the chair just enough so Joey could see her crossed legs. Pulling the note pad over his lap, Joey tried to cover the bulge that was forming in his shorts. He'd forgotten to put any boxers on and his shorts weren't doing much to help the situation. After class, he'd have to skip his next class so he could find someplace to jack off and get rid of the huge erection forming in his lap at this moment.

Shifting his gaze again, Joey looked down at Professor Marks' legs just as she uncrossed her legs and switched the crossing angle. Joey thought he must be seeing things. When she uncrossed her legs, Joey could have sworn he'd seen that she wasn't wearing any panties. Joey watched again as she recrossed her legs. Damn! She wasn't wearing any panties! Joey had never seen a pussy close up but he damn well knew what one looked like.

His erection was getting harder. Joey was finding it hard to concentrate on anything Professor Marks was saying. He could only focus on what she was doing. His fantasy played in his head as he watched her cross and uncross her legs, revealing her pleasure pot each time. As the lecture came to a close, Joey sat still and waited. He couldn't just up and run out. His hard on was too big for that.

"Excuse me, but I need to talk to you for a moment."

Joey couldn't breath. Professor Marks needed to speak with him. How the hell was he going to explain the bulge in his shorts! He waited until everyone had left and then followed Professor Marks into the next room. The lecture hall would begin filling with the next class, so they were going to the side room, a small make shift office for Professor's to meet with students after class. Professor Marks closed the door behind Joey and then sat on the edge of the desk facing him. Joey stood still, his backpack hanging closely in front of him, covering his hard on.

"Your name is?"

"Joey. Joey Anderson."

"Joey, Professor Dewey warned me that you had a problem getting to class on time. What happened this morning? Too much drinking last night? A hot date keep you up?"

Joey almost laughed. A hot date! He wished. Right now, all he wanted was to find a hot date.

"Um, well no and yes. Too many beers, and well, I just have a hard time getting up in the morning."

Professor Marks smiled.

"Well, it doesn't look like all of you has a hard time getting up in the morning, Joey."

Joey looked down. He hadn't noticed that his backpack had slipped out of his hand. The bulge in his shorts was enormous. Joey could feel his face getting red from embarrassment.

"Um, oh shit! I'm sorry, Professor, I um... oh fuck!"

Professor Marks laughed.

"It's alright, Joey, it's really quite a compliment. I'm sure you and your girlfriend can take care of the situation, figure out some way to, shall we say, release the pressure."

"I wish! If I had a girlfriend, this wouldn't be so bad."

Did he really say that? Oh shit!

"No girlfriend, Joey? That's too bad. So it wasn't a late night with a hot date then that kept you up. Joey, you know you really shouldn't take early morning classes if you can't get out of bed in the morning, and especially if you're going to be horny first thing in the morning. Could cause problems."

Joey couldn't believe what she had just said, and she was crossing her legs again. Her skirt had hiked up and her thigh was exposed. Oh god! What creamy skin she had!

"I'm sorry but I really didn't mean to be late. And as for being horny, well, I wouldn't be so horny if I wasn't a god damn virgin and you wore some damn panties. Everytime you cross your legs, I get a hell of a view."

Did that really come out of his mouth? Oh fuck!

Professor Marks smiled.

"Well, Joey. You must be, what, eighteen? And still a virgin? Mmm, well. And no panties? Well, they just get in my way. You see, I hate clothes. Never wear them at home."

The visual image that jumped into Joey's head was unbearable. All he could imagine was Professor Marks naked, in the kitchen, the living room, the bedroom. His cock hardened again and he felt a twitch in his pants.

"What are you thinking about, Joey? What's causing all that action in your pants right now?"

Joey shook his head and looked at Professor Marks. She was smiling at him. His face flushed again.

"I bet I have an idea of what you were thinking about. Yep, I can tell from your expression that I'm right. Well, now I can't let you have false ideas in your head, can I? And I can't let you suffer this way, can I?"

Before he knew what was happening, Professor Marks was slipping off of the desk and standing in front of him.

"Joey, are you truly a virgin?"

Joey nodded his head. No words would come.

"Have you ever had a woman touch you? Suck you?"

Gulp! Joey shook his head.

Professor Marks slipped down onto her knees in front of Joey. Looking down, Joey watched as Professor Marks, gently slid her hand up inside the leg of his shorts. He gasped a quick breath as he felt her fingers touch is swollen cock. He'd never felt anyone else's hand on his cock but his. Oh shit!

Slowly, Professor Marks unzipped his shorts and pushed them down around his ankles. Joey's cock sprang up and surged with new excitement. Joey watched, his breathing quick, as Professor Marks opened her lips and her tongue flicked across the tip of his virgin cock. Joey looked straight ahead and closed his eyes as her mouth closed around the head of his cock and she slowly sucked. Never in his life had he experienced pure pleasure like this!

Joey listened as the room filled with the sounds of Professor Marks slurping up and down on his hard member. The only other sounds were the muffled sounds of the lecture in the hall. Joey looked down again. Professor Marks had wrapped her hands around the base of his cock and was licking up and down his shaft. Her tongue swirled around the tip and then down again. Beating it against her lips, she kissed the head and then wrapped her red lips around him again and sucked him down to her throat.

Up and down, faster and harder, she sucked. Joey tried to stiffle his moans with his hand. He felt his cock filling and ready to explode. Professor Marks sucked faster, then slipped him out of her mouth and pumped his cock with her hands.

"Come for me, Joey. Come hard for me."

Oh shit! Joey needed no encouragement. Closing his eyes and gasping for breath, Joey felt his cock explode. Looking back down, he watched as Professor Marks sucked every last drop of cum from his cock, her mouth red and swollen. Her hands wrapped around his limp cock and rubbed gently as she stood.

"You taste good, Joey. Do you want to know how I taste? You don't want to leave here a virgin, do you, Joey?"

Her lips covered his before he could make a sound. He tasted his own cum and instead of being repulsed was excited. Her tongue pushed into his mouth, her hand still gripping his cock. Finally, she pulled away from him.

"Come here, Joey."

Professor Marks backed away from him and sat up on the desk again. Slowly, she unbuttoned her blouse, opening it to reveal a white lace bra. Pushing the bra down, Professor Marks ran her finger tip over her nipple. Joey watched as her finger nail traced her nipple and then her fingers squeezed it. Joey was mesmerized as she lifted her finger to her lips and sucked her finger and then ran the wet finger over her nipple. The nipple sprang to life, hard and pink.

"Come here, Joey. Come taste it."

Slowly, without ever taking his eyes of the hard nipple, Joey kicked off his shorts and walked towards her. Professor Marks took his hand and brought it to her nipple, rubbing her. She smiled and moaned.

"Suck it, Joey. Take my nipple in your mouth and suck it."

Leaning forward, Joey gently closed his lips around the hard nipple and sucked. Oh god! She tasted like strawberries. He sucked harder as she moaned and pushed his head against her more.

"That's it, Joey. That's good. Oh suck it!"

Joey felt her grab his other hand and bring it to her other breast as he sucked her nipple. Squeezing, he massaged her breast and rubbed her nipple with his fingers. Joey switched nipples, moving to suck the other bud. Professor Marks moaned. Reaching for his hand again, she moved it down to her thigh. Joey looked down as he felt her creamy smooth skin under his hand. She was pushing his hand up her thigh. Joey stopped sucking her breasts and watched as Professor Marks pushed her skirt up higher.

"Now that you know how to suck a tit, you get to learn to suck something even better. Are you ready for this, Joey?"

Joey was sweating as he watched her pull her skirt up around her waist. Her pussy was bare and naked, the first he'd ever seen up close and personal. Professor Marks opened her legs slightly, spreading her wider for him. She smiled as she watched his eyes fix on her pussy. She was so wet already.

"Can you see how much I want you, Joey? Can you tell how wet I am? This is what you want, isn't it?"

Joey watched as she slipped her finger down over her own pussy lips, rubbing gently. Up and down her finger slid, sometimes slipping inside.

"This is what I want you to do with your tongue, Joey. Come here and taste me."

Joey felt her pushing his head down into her lap. He looked at her wet pink lips and couldn't believe this was happening. He'd never tasted pussy before. He always thought it would be nasty. Now, it was all he wanted. He watched her fingers slide over her lips. Reaching up with his own hand, he stroked her lips gently with his fingers. Professor Marks moaned.

"That's it, Joey. Touch me."

Joey was encouraged. He traced her lips with his fingers, rubbing gently. Curious, he slowly slid his finger tip inside her lips. She felt tight and warm. She was so wet. He pulled his finger out and then slipped it in again. He'd seen enough pornos to know that he could slip his finger deep inside her so he tried it. Pushing his finger deeper between her lips, he felt her close around his finger and squeeze.

"Oh that's it! Oh that's good Joey! Now lick me! Lick my pussy!"

Professor Marks pushed his head deeper between her legs. His lips were close to her pussy. Tentatively, he flicked his tongue out and touched her lips. She tasted good, sweet and salty at the same time. She moaned and he licked again. Using long slow licks, Joey tasted her pussy. Professor Marks slipped her hand down between her legs and opened her pussy with her fingers. Joey slipped his tongue inside and she moaned louder.

Covering her mound with his mouth, Joey pushed his tongue deep inside her. In and out, he slid his tongue and then he slid his finger inside too. Professor Marks was moaning and pushing her hips against him. Pushing his head into her mound, Professor Marks fucked his face. Joey sucked and licked and kissed every part of her incredible pussy.

"Oh Joey! Oh god that's good! Suck it! Suck my clit!"

Joey found her clit and sucked. Closing his mouth over it, he pulled hard on it, sucking with his mouth and his tongue. Professor Marks moaned and he felt incredible moisture on his face. Her orgasm was hard and Joey sucked harder. Professor Marks pushed his face further into her pussy and then bucked her hips. Finally, letting go of him, she let Joey lift his head from her lap.

Pulling him to her, Professor Marks kissed his mouth, licking her own juices from him.

"Are you ready for the big thrill, Joey? Are you ready to fuck me?"

Professor Marks had closed her hand around his cock, which had sprung to life again. He hadn't realized how hard he was. Professor Marks pulled him gently forward as she scooted to the edge of the desk. Opening her legs, Professor Marks guided Joey's hard cock to her pussy lips and pushed him inside her. Joey was amazed at how tight she felt around his cock. He'd never felt anything like it before. Professor Marks wrapped her legs around his waist and guided him into a slow thrust.

Joey grabbed her ass and pushed her against him more. His cock was buried deep inside her and he rammed his cock into her. This was what he had been waiting for all his life. He fucked her hard, in and out, harder and hard. Professor Marks moaned and wrapped her legs tighter around him. She moaned and kissed his lips as he fucked her. Another intense orgasm broke through her. Joey couldn't believe how her pussy squeezed his cock when she came. It was incredible.

Professor Marks released her legs and pushed him away from her. Joey couldn't believe it. What was wrong? Slipping off the desk, Professor Marks leaned over the desk, her ass in the air.

"Fuck me, Joey. Fuck me hard!"

Joey grabbed his cock in his hand and guided it into her hot hole. Slipping his cock inside her, he grabbed her ass. This was what he had always heard about. Fucking doggy style. Oh baby! He slammed his cock into her tight pussy, his balls bouncing against her ass.

"Harder, Joey! Fuck me harder! Pound my pussy with that hard cock!"

Joey rammed harder and harder into her pussy. His cock was in as far as he could get it. Suddenly, he felt his cock surge and explode inside her. Professor Marks moaned and he felt her pussy tighten around his cock.

"Oh fuck! Oh shit!"

Her orgasm was hard. He pushed his cock into her a few more times and then pulled out. Professor Marks dropped to her knees and took his spent cock in her mouth. Sucking him clean, she sucked every last drop from him.

Joey stood there, his knees ready to collapse. Professor Marks stood and straightened her skirt. Pushing her breasts back into her bra and buttoning her blouse, Professor Marks looked at Joey and licked her lips.

"I think, Joey, that we should meet once a week after class. You're not a virgin any more, but there's so much more I can teach you."

Grabbing her briefcase, Professor Marks left through the other door into the hallway. Joey stood there, his spent cock between his legs. Holy shit! Grabbing his shorts and pulling them on, he couldn't wait to get back to his room and tell Chris all about it. He'd finally lost his virginity and to a beautiful Professor no less.

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