Biology Homework

I reached up and pulled the zip down opening her dress. Pauline shrugged it off her shoulders and let it fall to the floor. Her back was bare, but she had on some sheer panties. She turned around facing me with her arms up shielding her breasts from my gaze. She embraced me, and then kissed me deeply.

Breaking the kiss she turned and patted the front of my jeans covering my very erect cock saying, "Someone's looking forward to this."

She jumped onto her bed and as she lay on her back she pointed to the chair for me to sit down.

As I did she removed her panties. She was about to throw them and saw me staring at them. "Would you like to smell them?" she asked with a naughty grin.

I must have flushed as I nodded my head.

"There's no need to be embarrassed. Hopefully you will be getting a smell and taste of me from the source later." With this she tossed me her panties saying, "Have a really good sniff. It will turn me on more."

I caught her panties and put the gusset to my nose. Her scent was strong and arousing. Looking at them there was an obvious damp patch as it was obvious Pauline was aroused.

"You smell wonderful." I said.

"Thank you. I'm glad you like it." She replied. She smiled then continued and said, "Now Andy, please sit back and watch. It would be really good if you would try and sit as quietly as possible and just watch."

"You are even more beautiful naked than you are with clothes on." I felt it necessary to say as I took in the view of her naked body.

Pauline smiled broadly then putting her fingers to her lips she went, "Shhh."

I sat back and got comfortable as Pauling began to caress herself. Firstly her arms, very lightly, and then down her stomach, avoiding her breasts. She gave out little soft moans now and then as she enjoyed the sensations she was giving herself.

I looked over her naked body. She was tall and slim, but very well toned. Her breasts were not excessively big, just very well proportioned for her frame. Her nipples were erect and standing proud of her breasts indicating her high level of arousal. Her stomach was flat and looked so soft, with her legs looking strong in a feminine sort of way. Her legs were still closed and she concentrated her efforts on stimulating her torso. Her skin began to glow as her blood vessels dilated allowing the blood to flow more to her skin.

I watched intently as she continued; now allowing her fingers to run over her breasts. She alternated from allowing her fingers to catch on her nipples and running her fingers around her areola. While she was doing this she began to push her hips forward from time to time.

The groans continued accompanied by the occasional audible intake of breath. She had also started to take her nipples between finger and thumb and began pinching and rolling them.

Every once in a while we would catch each other's eye but I made sure I simply watched. Her gaze usually ended with her closing her eyes, concentrating on the stimulation she was giving herself.

It was at this point that it occurred to me that Pauling Griffiths was a true exhibitionist. Watching her put herself on display to me in such an intimate way and thinking about what she wears at school, could only indicate that she enjoyed showing herself off.

I continued to watch as her fingers began to run down towards her crotch, but continuing with the occasional tweak of her nipples. Her torso was undulating as she continued to gyrate under her self-stimulation. Suddenly she sat up more, resting on her pillows and she spread her knees opening her pubic area to my view. Her lips were glistening and she slid one finger along the length of her lips using the moisture to lubricate her fingers. As she drew her finger across her clit she jumped and sucked in air at the sensations her fingers were generating. She continued to do this tilting her pelvis to intensify the stimulation. Things were speeding up a little and suddenly her other hand joined her first and again moistening her fingers with her juices, this time she inserted two fingers into her vagina. At the same time her other hand began to concentrate on her clit and it seemed that the tensions were beginning to build.

Pauline's face and neck were very flushed and her breathing was laboured and lacked rhythm. Her moans were becoming more frequent and desperate as she increased her assault on her sex. She began to pant as she neared release.

All of a sudden she gasped, "Oh fuck!" followed by a long low moan. She brought her knees up and together and seemed to shake a little. I looked at her face and our eyes locked as an expression of what could be pain or ecstasy took hold of her face. I was in awe at being given the opportunity to watch a beautiful woman experience her self-induced orgasm. None of my few girlfriends had ever let me witness such a thing.

All of a sudden her eyes closed and her legs seemed to relax and she gave out a long sigh as she descended from the intensity of her orgasm.

Suddenly she said, "Oh my. That was intense."

I just smiled back at her waiting for her to speak directly to me.

"What do you think?" she eventually asked me.

Still trying to absorb what I'd witnessed all I could say was, "That was the most erotic thing I've ever seen."

"Having you here watching me actually turned me on even more than just fantasising about you."

I replied, "I'm just glad I could make it better for you even though I'm a bit tense myself."

With a sudden realisation Pauline jumped up saying, "You poor baby. You must be fit to burst. I bet you need some relief."

I smiled meekly and said, "You might be right there."

Pauline got off the bed and got me to my feet. She very quickly pulled my shirt over my head then undid my jeans and in one go pushed down my jeans and boxers freeing my cock. She looked up at me approvingly as she saw my 7 inches of thick stiff cock before her. Pushing my jeans down toward the floor she got me to remove my shoes then having freed me of my boxers and jeans she finally got me to lift my feet in turn again and removed my socks.

I was stood completely naked in my biology teacher's bedroom with probably the stiffest erection I'd ever experienced and my biology teacher knelt in front of me inspecting my cock. Boy, what a rush.

Taking my cock in her slender fingers she looked up at me and began to slowly pump her hand up and down my shaft. Eventually she asked, "Do you mind if I suck this beauty of a cock baby. I haven't sucked one in ages."

Becoming a little desperate, I replied, "I can assure you, it will be my pleasure if you do."

Pauline gave out a little laugh and said jokingly, "Yeah. I bet."

With that she enveloped my cock with her mouth and began giving me a blowjob like I'd never had before. I knew I wasn't going to last very long after the show put on by Pauline.

"I'm not going to last." I said hoping Pauline wouldn't be disappointed.

Removing her mouth from my cock to speak she replied, "Baby, I just want your cum as soon as you can so you relax and let it go." With that she returned her mouth to my cock and resumed her bobbing, sucking swirling and scraping.

I lasted about two more minutes as I just began to gasp as my orgasm washed over me with surprising speed and intensity and my cock just pulsed rope after rope of semen into Pauline's mouth. She just kept sucking and swallowing until I stopped pumping my seed. As my orgasm subsided her stimulation of me became very light, as my cock became sensitive.

She spent a few minutes just sucking and licking me as I softened to probably semi-erect before she got up and hugged me.

I put my arms around her back and hugged her as well, with us just standing together in a naked embrace.

Eventually I felt her face leave my chest and she whispered in my ear, "I bet you didn't imagine this was the kind of biology homework we would do?"

All I could do was laugh and I lightly smacked her rear and said, "You're such a naughty teacher."

Still laughing she looked me in the eyes and said, "You have no idea how true that is."

She kissed me on the lips but it was a short peck and not as intense as earlier. Breaking the kiss, she asked, "Are you hungry? I am."

"Yeah," I replied. Then I added, "It's exhausting trying to keep myself under control."

She laughed again and said, "Come on let's get a snack."

We released each other and I bent down to get my clothes. "Don't bother with those; you'll only have to take them off again later." Pauline said with a cheeky smile on her face.

As she grabbed her dress she said, "I'm only taking this so I can close the blinds in the conservatory and kitchen. I actually enjoy being naked around the house. I'd like us to stay naked, if that's ok."

"I think there should be a law against covering up such a hot body." I said with a wide smile.

"Laughing Pauline said, "You only want to get into my knickers," with an equally wide grin.

"You've already given me your knickers."

Pauline thought for a second then said, "So I have."

She turned and headed for the door accentuating the sway of her hips as she turned and went downstairs. When I caught her up at the lounge door she had put her dress back on and I hung back a little as she went straight into the conservatory and hit the buttons to lower the rest of the blinds.

She then headed out of the lounge and into the kitchen and again closed all the blinds before I joined her. As I did she lifted her dress over her head and placed it on one of the dining chairs. We were again both naked.

Pauline got me to sit at the breakfast bar as she prepared a light snack of some ham, cheese, salad and bread rolls. She got us some drinks as well and she joined me and we ate and chatted. It was really strange how she seemed to be able to make it so normal to talk and eat while we sat without any clothes on. She seemed to wash away all my inhibitions about nudity, and I had some.

We had finished eating and were finishing off our drinks. Pauline asked, "What plans do you have for the rest of the day?"

I didn't really have any plans," I replied, "I didn't know how much work I might have after coming over here."

"I have a request. But I don't want you to say yes, if it is likely to arouse suspicion or result in you being questioned too much."

"Ok." I said.

"I'd like you to stay for the rest of the day."

"That shouldn't be a problem. My mum knows I'm out studying and she won't worry as long as I get home some time later."

"That's the point Andy. I'd like you to stay the night. I'd like you to spend the night in my bed with me."

"Oh."

"Is there any way you can stay without raising any suspicion?"

"Let me think." I said and sat and concocted a solution in my head.

"Give me a couple of minutes." I said to Pauline as I went to my bag and got my phone. I called my friend Tom and asked him to cover for me by saying I was staying out with another friend, but I managed to persuade him to do that without giving him any more details. Having done that I phoned Mum and told her that Tom and I had been studying and that because his parents were away, which was true, we were going to the cinema and get some food and Tom had suggested I stay at his place. My mum seemed pretty relaxed and she wished me a good evening.

I came back and sat next to Pauline.

"Well?" she asked.

"Sorted. Mum thinks I'm at Tom's and Tom thinks I'm at another friend of mine that he knows my mum doesn't really like."

"I'll have to keep my eye on you." she said smiling. "You're pretty devious."

We laughed together then Pauline asked, "Now we have the rest of the day and all night, what would you like to do next?"

I only took a few seconds to ponder the question before replying, "I think I would like us both to go back to bed and have sex."

"Well, well." Pauline laughed. "So much boldness for someone so young." She looked straight at me and the laugh softened to a smile and she continued, "You know what? I think I would like to do that as well."

She got down off the stool and as she passed me she took my hand and led me back upstairs to her bedroom.

We entered the room and she closed the door behind us. I turned her around to face me and kissed her. It was a deep and intense kiss. I wanted her. We were flesh to flesh and very quickly we became demanding of each other. Barely breaking our kiss with staggered to the bed and we lay together.

I continued to kiss her and brought my hand up to cup her breast. I started to flick, pinch and roll Pauline's nipple, at which she writhed a little more under me. She broke the kiss, and gasping she whispered in my ear, "Andy, Baby, just fuck me. Stuff that beautiful cock in my cunt."

I kissed her once more and raised myself off of her. Pauline, immediately spread her legs wide and as the space appeared between our bodies she looked down, grasped my cock and running its head up and down her lips a couple of times she lodged it at the entrance to her vagina.

"Fuck me. Push your cock in me." she gasped as I suddenly applied the pressure she craved and my cock sank into her.

"Oh, fuck. Yes." she screamed as she wrapped her legs around my waist.

As I began to push in and out of her slowly, I couldn't believe how hot she was and said, "You're so hot and slick."

Between gasps she said, "I've been creaming myself since we came down for lunch. Stop talking and fuck me hard."

With that I started pounding my cock into her. Pauline was pushing her hips up to meet each of my thrusts. She was a participant in this, almost as much as I was. She was a fantastic fuck; and she just loved what we were doing together. We carried on like this for six or seven minutes. I was glad I'd cum earlier. It was allowing me to last longer than I probably would have done.

She kept moaning and groaning and urging me on. I felt her tense up a couple of times as her expression changed more from pleasure to one that appeared to be pain. At the same time I felt her vaginal walls squeezing me. She had cum a couple of times.

Suddenly I felt her start to tremble. Her legs were shaking as they gripped me. She began to gasp and she became even more urgent in her demands. The realisation that she was climbing to a very intense orgasm triggered my own ascent. Her vaginal walls squeezed and rippled along my cock intensifying the stimulation. I could feel myself stiffening more, which urged me on even more. We both became frantic to reach the summit of our combined pleasure. Pauline grabbed my face with an urgent, demanding expression on hers. She managed to gasp, "Cum in me," just before she planted her mouth onto mine.

Everything seemed to happen all at once. Pauline moaned into my mouth and she started to spasm and tremble. Her vagina clamped down hard on my cock. My cock stiffened and began to pulse and I began ejaculating as I pushed down hard into her and held myself deep trying to pump my semen as deep as I could into her. Our mouths disengaged a little as we were both overcome. Pauline cried out and squeezed her legs around my hips, trying to make sure I didn't pull out. It was, beyond any doubt the most intense orgasm of my short life.

We stayed clasped together for a good minute before we slowly began to come down. I was in complete shock at the power of the physical and surprisingly emotional experience. It had taken me unaware. As we allowed ourselves to relax Pauline looked at me and she had tears in her eyes.

"My goodness. That was a surprise." Pauline said very quietly.

"I've never experienced anything like that before." I said smiling at her. I pushed my lips to hers and kissed her. As we broke the kiss I said, "Thank you."

As she grinned back at me a tear escaped her eye and ran down her cheek, which I wiped away with my finger. Pauline then said, "Andy, I can say without any doubt at all it was my pleasure. I've never cum that hard in my life."

Even though I had just cum really hard, knowing how erotic it was seeing Pauline cum so hard prevented me from getting any less than semi hard. I decided to pull half out of her then I pushed back in.

Pauline gasped, looked at me questioningly and as I pumped a second and third time into her she just closed her eyes with an expression of total contentment and just whispered, "Oh, yes. Baby, you can fuck me again."

She pressed her lips to mine and we kissed deeply. I started pumping in and out of her as her body began to respond again to the stimulation. It was much slower and less intense than earlier. Pauline just relaxed back and moved with me enjoying the sensations. This was more like making love, but I never felt the emotional intensity of earlier.

We continued for the next twenty minutes or so with Pauline having small repeated orgasms. She kept telling me when it felt particularly good and urged me to continue. It was so pleasurable enjoying sex with Pauline. Eventually Pauline came a little harder with me finally coming a moment or two later. We just lay there together just enjoying the physical closeness of each other.

We both must have dozed off for a little while and I woke to the sound of, "Hello lover boy."

I opened my eyes to see Pauline's smiling face a few inches from mine.

"Hi," I replied. "Are you ok?

"I feel fabulous. How about you?"

"I don't really know. I've never experienced anything like that before."

Pauline kissed me briefly then continued, "I'm not inexperienced when it comes to sex with younger men. I seek out young men because they have always provided me with very satisfying sex. But Andy, I've got to say not only was that the most enjoyable fuck of my life, I was blown away by the emotion of the moment. I honestly don't know whether it was because I haven't had sex with anyone for nearly a year, whether it was because it was you, or a combination of the two. I can tell you though; I loved every second of it. Thank you."

I was a little embarrassed at the compliment, but decided to share my thoughts with her as well. I kissed her, just like she had kissed me a moment ago and responded, "Pauline, you are sensational in bed. I've never had sex with anyone that seemed to get into it like you did. You're the only woman I've had sex with that fucked me as much as I fucked them. You may have converted me to older woman."

"I'm going to assume you meant that as a compliment as well, and didn't intend to call me old."

I spluttered, "No. No. That's not what I meant. I mean you're not old..."

With a broad smile on her face Pauline put her finger to my lips, silencing me. Then she said, "Andy. I know exactly what you meant. I was only pulling your leg. Thank you. You were also sensational and for someone so young you certainly know how to satisfy a woman. If you can keep that up, whoever gets you is going to be a very lucky girl."

She kissed me again lingering and prolonging the contact before breaking the kiss.

"Come on," she said. "Let's go and get showered. We must both be a mess.

We jumped out of bed and went into the adjoining bathroom. Pauline switched the water on and put her hand in to check the temperature. She turned away from the shower and asked, "You won't be offended if I have a pee will you?"

"Uh, no."

Pauline lifted the toilet seat then sat down. I was fascinated and I didn't realise that I was staring, but Pauline just carried on, and the pee flowed from her and into the basin. I could hear the liquid splashing and I was a little curious as to what it looks like when women peed. Eventually the sound stopped and she spent a minute or so wiping herself, before she got up from the toilet seat.

"If you want to watch, you only have to ask you know." She said, catching me by surprise a little.

"Sorry, I didn't mean to stare. It's just that I've never seen a girl pee before."