Art Class Modelling

"Or, maybe you do have a little stiffy, only it's so small there is nothing to peek out?" Julia continued to mock me, obviously enjoying this little bit of freedom she had found in which to make her feelings known. "Is that it big guy? Those big biceps and hard abs but downstairs there is nothing big or hard to write home about?"

I was about to retort to her teasing proddings despite the protestation that would inevitably arise from Lynn when the professor let out a disgruntled noise and the sharp sound of pencil snapping stopped me. "Damn it," She swore, and I could see her cast aside the broken implement in frustration. "I'll have to go and fetch another from a supply room. If I can even find another of the right size that is," She told us in a disappointed voice. "And when everything was turning out almost perfect." She sighed out, her voice edging on despair. "You two stay exactly like that, I'll be back eventually though it may take a little time, but please do not move too much, I do not want to lose this pose." She told us more sternly as she got up, hurrying away out the door. And despite myself I could not help but turn and watch her go, her plump ass on full view and the sight making my cock stir with renewed vigor.

"Well, with Miss Bitch out of the room maybe we should see what you are working with then," Julia said, her words snapping me out of the fantasy the sight of Lynn's jiggling rear had cast me into. I barely had time to look back down at her before she pulled aside the cloth hanging down in front of me, and with half my mind still dreaming about Lynn's butt I could only look in horror as my half erect cock sprang out in front of Julia's face. "My god, Ryan, where the fuck where you hiding this thing?" She asked, shock and perhaps a little awe clearly evident on her face. Though I was not at my full length my dick had already grown past six inches and was quite thick and that was very much more than Julia was expecting.

Though I was shocked at seeing it flop out in front of my sister's best friend, that quickly became only the second worst thing as she reached out to wrap her hand around it. "And damn, you are not even fully hard yet," She said, a sly smile starting to take the place of her surprise. I started to move my hand to slap hers away when she did the last thing I was guessing she would do and began to stroke me.

"Man, I bet if I get you fully hard there will be no way for you to hide this thing under that little cloth." She told me, looking up and biting her lower lip with a devious look in her eyes. "And then what do you think will happen when the professor comes back and you have a full on boner you are poking in the face of the poor little first year student?" She asked as I began to see the outline of her plan, though putting together the pieces was complicated some as she stroked me faster with a firm grip around my cock. "She will have to end the session, and since it will have been your fault she will no doubt still give me my credit." She said to me as I sighed out lightly in pleasure, my cock growing bigger by the second.

All the arguments I had about the craziness of her plan died before they reached my tongue as Julia lifted her other hand to begin to caress my balls. "Fuck you do have a nice cock though," She whispered much more softly, her eyes stayed fixed on my hardening dick. "Such a shame this monster is on a dork like you," she added, absent mindedly licking her lips as her quick stroking brought me to full stiffness in her soft hand.

And just as suddenly as she had started teasing me she withdrew, even leaning a little away. "So either you just stand there with that... giant dick of yours, or you leave and abandon this little farce of an art project. Either way, I win." She told me, pulling her eyes away from my cock with some effort to meet my eyes with a look of smug satisfaction.

That look gave me the sense of self enough to finally react with more than just arousal to her little scheme. "What the fuck do you think you are doing Julia?" I asked her as I tried to hide my boner under the cloth hanging from my waist. I spoke in a hushed but harsh whisper, not wanting to draw attention and pull Lynn back into the room while I still had my erection. "Never mind your stupid extra credit, you could get me kicked out!" I told her, and the idea gave me enough anger that my boner thankfully started to die down.

"Fuck, don't go soft on me now," Julia said with displeasure, struggling with my hands to pull my dick out again. "I need you hard for the professor to think you were being a perv," She said, gritting her teeth and looking up to me with a gleam of desperation in her eyes. "Fuck you, I did not want to have to do this," She swore at me, leaning in as she managed to get my half hard cock out and making me freeze again by wrapping her lips around me and beginning to suck my cock.

Though her stroking my cock had been a pleasure mixed with surprise and trepidation at the situation the feeling of her wrapping her warm soft lips around my dick made all the hesitation and fear go away so that I was stunned into just receiving the incredible delight of her bobbing her head up and down, slowly making her way along my growing cock. A low moan escaped my lips as I quickly got back to fully erect, and my dick hardened more than I had thought possible as her tongue started to swirl around me.

Looking down at Julia I used that hand I had first intended to use to swat away her attempts at teasing my cock to brush over her hair as she moved up and down my length. Pulling her lips off me with an audible 'pop' she smirked up to me with satisfaction in her eyes. "That shut you up quick you dweeb, what is it, your first blowjob?" She asked with a laugh that might have sounded cruel if she did not immediately follow it up by starting to lick up from the base of my cock to the head. "At least you got your stupid big cock hard again," She said before moving her tongue back to make another pass up my length. "Now just a little more of this and you should stay hard," she wished out loud before swirling her tongue around the head of my cock and starting to fondle my balls again.

I did not want to give Julia the satisfaction of letting her know it was indeed my first blowjob, or even the first time a girl had even seen my dick at all, but I was hard pressed not to let low moans start to fill the room as are obviously skilled mouth kept me rock hard. A few minutes passed of Julia alternating sucking my cock and licking up and down it, and the more time passed the more she seemed to forget I was there and just focused on the cock in front of her. Despite my intent focus on the pleasure of her blowjob skills I could almost swear I heard her say 'What a perfect penis' and 'God I could use one like this inside me,' under her breath here and there.

"Where the fuck is the professor, she better get here before you get too worked up on cum," Julia said with a scowl, taking a moment to just stroke me. Her hand slid up and down me easily as her spit now covered most of my cock. "But before that, it would be a shame to have this beast in front of me and not give it at least one shot of seeing if I could deepthroat it, I might never get the chance again," She said almost entirely to herself and seemed to regard the idea for a few moments before looking up at me. "You better not get any ideas about this, like that I'm enjoying it. I'm just trying to get out of this stupid thing," She told me as if she was trying to convince herself.

Looking back down at my cock she took a deep breath and smiled before launching down on it, taking me nearly three quarters of the way into her mouth. Passion lit up her eyes as she flicked them up to me for a moment before closing them. She started to bob back and forth slowly, each time taking me a little more. I groaned out deeply at the feeling of her nearly taking me into her throat, a low moan of pleasure louder than all of them before and I felt a strange vibration around me that made me moan out even more. 'Did she just moan?' I thought to myself with incredulity, but as I looked down at her I could see Julia clearly with her hand in between her legs rubbing herself.

My amazement at the idea of Julia playing with herself almost beat out at the sensation of her deepthroating me. "Holy fuck," I whispered out as Julia bobbed back and forth little by little till she had me down to the hilt inside me her. Flicking her eyes open she looked up into mine with triumphal delight at her victory. I scarcely had time to smile back at her before I heard the distinct sounds of clapping coming from the area where Lynn's easel was set up.

"How wonderfully done Julia, I was hoping you would be able to take that whole thing. It would make the perfect pose if you were able to hold it." Lynn's voice sounded out, breaking me out of the small world that had been just Julia and I ever since she had started blowing me. I had no idea when the art's professor had returned, I was so focused on the sensations of my first sexual experience that I had totally missed her walking back through the doors and returning to her drawing spot. And for how crazy a scene she was witnessing there was little evidence of shock on her face, only interest and a mild amusement as she sat back down in her seat.

Pulling her lips off me with another loud and wet pop Julia looked dumbstruck over to the art's professor, though she raised her hand and began to stroke me again somewhat absent mindedly. "Umm, Professor, well...." She stammered out, blinking her eyes rapidly as she tried to take stock of the situation. Clearly her plan having fallen apart so dramatically had shaken her enough to make her have to take a moment to collect her thoughts before she could respond. Despite this though as I looked down at her I saw her still with her hand under the cloth at her waist, the motion clearly giving away that she was still rubbing her pussy.

"Please, do continue Julia, you have taken on well the attitude of the fertility goddess you are dressed as." Lynn told her with a disarmingly calm voice. "Go ahead and continue to fellate Ryan there, I certainly do want to get this drawn." She told Julia with a wave to resume before beginning to draw. Julia though just sat with her mouth open in mute shock, her eyes darting between me, Lynn, and my cock as both her hands kept busy stroking my length and teasing her pussy. "Is there a problem Julia? We are all adults here right? And you had no problem sucking that big dick a moment ago it seems." Lynn said with a slightly more stern voice, looking intently at Julia as she leaned forward, giving Julia and I a fantastic view of her cleavage.

"Well I... Do you mean... I should..." Julia said in short half formed thoughts, looking up and down Lynn with a growing hunger in her eyes. Taking a moment as well for the first time without any hesitation to really enjoy the view of the professor barely clothed. I moaned out softly and if I could have gotten any harder than I was now it would be amazing. "Oh fuck it," Julia spat out in a voice more clear and considered, turing her eyes up to me. "You better appreciate this, okay?" She said to me just a moment before descending back onto my cock, sucking it like a pro with something to prove.

My only answer was to groan out in a loud voice, taking in the feeling of her expert tongue and plump lips teasing over every inch of my cock. Now that she had proven she could take me fully she made sure to let me know that was not a one off and would occasionally move her lips all the way to the base of my cock.

"God, why did a nerd like you have to have such a magnificent cock?" She asked with a smile more warm and honest than I had seen previously from her. She did not let me answer as she leaned her head down and began to suck on my balls, still stroking me as I let out deeper and rougher moans, shutting my eyes for a moment.

"Oh perfect, just beautiful," Lynn called out, a bright smile on her face as she somehow both watched us with almost unbreaking concentration and drew at the same time. "Now, I think I have gotten this pose down just enough. Ryan, why don't you sit down and see if our sweet Julia can ride that rod of yours?" She asked just the same way she had asked for a dozen other pose changes and that this the the most natural thing in the world to her.

"Oh god yes," Julia quickly after sliding her lips off my cock, much to my surprise. "I have been so horny after seeing that thing and rubbing myself has only gotten me wetter." She said as she bit her lower lip and looked up lustfully at me, already getting up and starting to untie the clothing at her waist.

"Well, umm," I said as it was my turn to stammer and be too shocked to properly speak or even move. Despite this whole turn of events being better than some cheesy porn film I dreamed up with me as the lucky lead I still felt nervous being asked to have sex with the beautiful girl who seemed very eager to climb on my cock.

"Just sit down here you loser, you won't have to do anything but keep that monster of your's hard." Julia told me playfully as she took me by the hand and pulled me in front of the low couch, her insults now coming across as almost pet names after she had caked my dick in her saliva. "Cowgirl or reverse?" She asked Lynn, looking over her shoulder as the small bits of cloth hanging from her waist fell down, revealing her perfectly shaved pussy. And true to her word a small glimmer of wetness shone from her moist lips.

"Face me, Julia, if you would please." Lynn instructed, spinning her pencil in a circle to demonstrate her turning around. "I want to have the goddess showing how it feels to be filled in my picture and so I must see your face." She added, her other hands drifting lightly over her inner thigh as her legs spread out wide.

"Works for me," Julia said happily as she shoved me back onto the chaise. She rubbed her pussy a little more and eyed my cock like someone starving looking at a meal. "Oh this is going to be good," She said, licking her lips in eager anticipation. Turning around she gave me a clear view of her plump and toned rear and I could not help but reach out and grab it for a moment. "Oh, feeling a little more bold now nerdy boy?" Julia asked with a laugh, looking over her shoulder at me as she stepped up onto the chaise, her legs spread out on either side of me. "Hold me please," She said in a softer voice as she leaned back and I quickly followed her by placing my hands on her sides. Julia reached down to grab my cock and pointed it straight at her wet pussy as my hands slid slowly up her sides till they rested just below her breasts.

My heart raced faster than I had ever felt it beat as Julia slowly lowered herself down and my breathing was a series of quick pants. She paused for a moment when the head of my cock touched her lips and she rubbed it against herself and moaned out lightly before sinking down with a high and tender sigh. I closed my eyes and groaned out, feeling her warm tight embrace surround me inch by inch till she sat in my lap with my dick fully inside her.

Julia's moans mixed with my own as we both got used to my thick cock stretching out her tight pussy for a few moments, the few small movements of her hips as we adjusted only furthering our enjoyment. "Oh god," I sighed out in a low voice, opening my eyes and seeing Julia looking back at me with a glint of eager passion in her eyes. "Fuck this is good," I told her with a smile, feeling so warm with her body close to mine.

"Oh, just you wait... dork," She whispered out to me in a voice so heavy with pleasure even the name calling felt intimate. Slowly she began to raise her hips and then slide back down my cock, each time making me gasp a little as she tightly clung to every inch of my length. "Oh fuck," she moaned out more loudly as she face forward. Each movement felt like a new bit of heaven I got to enjoy as she established her rhythm, her hips soon falling up and down in a regular tempo.

All pretense of modesty long gone I raised one of my hands up to her chest and filled my palm with one of her breasts, squeezing her tit joyfully. "Careful now Ryan, I want to keep that top on for a little bit more," Lynn called out in caution, and her worry not with me groping the first year in front of me and instead with the integrity of her wardrobe made me chuckle lightly. I craned my neck lightly to peak out at the professor and was only a little surprised to see one hand buried in her panties in a way that I knew she had a finger or two pumping in and out of her pussy as she watched Julia fill her own pussy riding up and down on my cock.

Squeezing her tit in my hand I marveled about being able to feel up the firm breast of the girl I had once spied upon when she had pool parties with my sister, that fact seeming weird at as she bounced up and down on my cock moaning in an increasingly passion ladened voice. "Oh, I will be carefull professor," I said with another chuckle, my fingers finding her nipple and pinching it for a moment.

"Oh!" Julia gasped out briefly before letting out a girlish giggle. "Now you are trying to play the naughty boy, eh?" She asked, her pace increasing as she rode me with increased vigor. "All it took was you filling up a tight little pussy and you finally get some balls?" She added with another giggle before leaning back more heavily against me and sighing deeply.

"Gods, you two are perfect," Lynn sighed out lightly, a small silvery moan coming from her as even through all of the action her pencil kept moving across her page. "I have not had such wonderful subjects like you for so long," She told us in a moan, her pencil pausing for just a moment.

"Fuck, if I knew you had a dick like this my sleepovers with your sister could have had been so much more fun," Julia moaned out, looking back at me for a moment. "Would you have liked that? Me sneaking out in the middle of the night from her bed to crawl under your covers?" She whispered in a low voice dripping with desire. Just the thought of such a thing made my cock throb inside her and my breath caught in my throat and I felt my balls ache in need of sudden release.

"Stop, stop please, I need you in something new," Lynn suddenly told us with urgency in her voice, though with the moans now interspersing her words it was harder to read her tone. Julia responded quickly to her words, hopping off my cock and sitting down beside me and panting out, a light sheen of sweat on her forehead. I softly swore at Lynn for stopping her as I was so close to cumming, but as I fought to catch my breath back I was more relieved that I would get the chance to keep fucking Julia in a new position. "Julia, lay on your back with your hips resting on the arm of the chaise. Ryan, I want you to put her legs up on your shoulders when you take her." Lynn instructed, biting her lower lip as she looked over us with wanton lust hot in her eyes.

"Oh that sounds perfect," Julia said with a grin, looking at me with a similar fiery lust burning. "I bet you can fuck me pretty hard with all these muscles of yours, nerd," She told her with a laugh as she ran her hands slowly over my shoulders and arms, and then down my chest. "And please do not hold back, I am used to getting it rough," She added with a wink before lowering her head to take a long lick up my shaft and then when her tongue got to my head wrapping her lips around me and taking me fully into her throat for just a second, making me groan out deeply. "Now get up, I've got to lay here," She said with a laugh as she pulled off her lips from around me, giving my arm a playful swat.

Chuckling I got up, feeling more alive than I ever had as Julia started to lay down and position herself for me to fuck her. "And Julia, go ahead and take off that top, I think it's time we got a view of those delicious breasts of yours" Lynn ordered with a voice dripping in a desire that seemed to match my own as I stood slowly stroking my cock and watching the first year student.