Category Three

Miss Colchester seemed entirely oblivious to the fact his world had been turned upside down.

"In contrast, Luke exceeds - really quite significantly - the standard. It really is an impressive example of manhood and even in its flaccid state may qualify him for category one. Regardless of that, there can be no doubt he is a category one male. That means he is entitled to procreate daily. So after beginning with Mindy today, he will then be having sexual intercourse with all of the ladies in this room over the next couple of weeks."

Luke was grinning enormously, Mindy - his class partner still sat at their half empty desk - was looking dazed and the rest of the class were hardly less stunned.

"In recognition of their great contribution to society, they are entitled to enhanced accommodation and Luke will move into the alpha suite tonight to ensure he has the space and facilities he needs. They also have other privileges. This includes the right to request oral intercourse from any woman of category two or below which she must accept, provided it does not cause a safety risk or inhibit her ability to breed."

Luke's grin stretched wider and it was clear to all those in the first row that additional blood was pumping into his prodigious penis. Hanging thickly between his thighs, it became fatter and more threatening by the minute. It had become the focal point for the entire room and Mindy's face had gone pale.

"Ladies, could you join us?"

The class was shaken from their collective reverie by Miss Colchester's question. The girls looked at each other but no one moved. Were they going to me made to line up like the boys? Or to...?

"Florence? Mindy?"

12 girls breathed a silent sigh of relief as Flo and Mindy slowly stood and walked towards the front of the class.

"Well, that took long enough! Now undress please," continued Miss Colchester, a slight note of impatience entering her voice.

The girls looked at each other and then back at Miss Colchester. "Undress?" echoed Mindy in a tiny voice.

"Goodness me! Yes, undress! Luke and David are standing here as naked as the day they were born and you don't see them complaining. Now quickly, off with your clothes so we can continue the lesson."

The girls stood frozen for a second, a shininess to Mindy's eyes suggesting the petite girl was holding back tears. Then Flo succumbed to the inevitable and started to pull the zip of her coveralls undone. Sniffling, Mindy followed suit.

Each of the girls might have only just seen a naked boy but the boys had still never seen a naked girl. They knew women's bodies were different - the enticing bulges of Miss Colchester's chest and rear attested to that - but their female school mates were almost totally hidden by the shapeless uniform coveralls they always wore. That was about to change.

As the coveralls of the two girls pooled around their ankles, 14 boys gasped at their first real glimpse of female flesh. Flo and Mindy still had their underwear on but the boys drank them. Flo's soft, lush figure made a pleasing contrast to Mindy's petite but athletic body.

They wore a pair of white briefs similar to those of the boys, though David and Luke in particular could see that they were cut higher, exposing more of their hips and bums. Up top they wore tight little vests to support their breasts - and every boy in the class could see that Flo needed considerably more support than Mindy.

"Girls! Come on now, please!"

Flo didn't hesitate now; she had clearly decided 'in for a penny, in for a pound'. She reached under her vest and pulled it off over head. Released, her plump breasts swung loose and free on her chest. As she tugged down her knickers, Mindy was only - and with considerable reluctance - removing her own top. The breasts that were exposed were just as captivating to the boys as Flo's fat puppies: two small, delicious scoops tilted proudly to the sky. Despite their smaller size, they were capped by nipples much bigger and darker than Flo's. Mindy kicked out of her pants and stood as fully naked as Flo, their eighteen year old bodies totally on display for the first time in their lives.

14 pairs of male eyes stared intently, trying to discern the shape of their sex through Flo's thick blonde bush and Mindy's sparser dark one. 12 pairs of female eyes were unable to divert their gaze as they gave thanks that they were not so utterly exposed in front of the class.

"Miss, David's thingy is all hard," said Olivia from the front of the class, interrupting the collective reverie. Olivia was Jack's partner and always the first to put her hand up to answer a question. All eyes shifted from Flo and Mindy to David whose face was crimson with embarrassment.

Miss Colchester sighed. "It's not a 'thingy', Olivia; it's a penis. You are a citizen now, not a schoolgirl." Olivia blushed slightly and pushed her glasses up her nose to cover this. "Yes, David clearly has an erection now. His penis has hardened and risen and increased in length and girth. Although not a great deal," she added.

David couldn't help but look down at his own hard little penis. Looking at Flo and Mindy naked had made him harder than he'd ever been but it was impossible not to notice that his painfully erect penis had not reached the dimensions of the fat shaft dangling between Luke's legs.

"This lack of control is typical of a category three male," went on Miss Colchester, "but is actually quite helpful. Florence and Mindy are here to assist David and Luke, just as they did this morning." Furtive glances around the room as the class immediately discerned their teacher's meaning. "But that won't be necessary for David so Florence, please just stand to his side." Flo did as she was bid, sparing a quick glance at David's stubby stiffy. David cursed his traitorous erection for denying him her touch again.

"Excellent. Now, Mindy, please could you take hold of Luke's penis and manipulate it to erection. To give the class the best view, why don't you turn sideways and kneel down in front of Luke."

"Miss?" It was obvious that she wanted the ground to open up and swallow her.

Miss Colchester frowned. "Was my instruction unclear? Your competence is not in doubt as you were able to take an impressive reading this morning."

"But, Miss, that... that was just the two of us."

Miss Colchester's expression softened slightly. "I know transition can be a bit overwhelming but you are a citizen now and this is your duty. Besides, you are a very attractive young lady and have already demonstrated your proficiency with a penis." She turned. "Luke, do you think you will have any difficulty gaining an erection with Mindy's help?"

"Not at all," he replied with a smile. A smirk, really, David thought. "Get down on your knees, baby, and give it a stroke."

"Very good, Luke!" said Miss Colchester beaming. "The use of endearments such as 'baby' can motivate and arouse a lady, supporting both procreation and recreational sexual intercourse. This sort of dominance comes naturally to a category one male so we are very lucky to have Luke in the class."

Mindy got down on her knees and tentatively grasped Luke's penis. She gripped him behind the head and raised it up, the heft of Luke's penis and the contrast with Mindy's small hand both readily apparent to the class.

"You might need two hands, dear. It is rather large."

Mindy dutiful added another hand. There was plenty of room to spare and, indeed, the space was expanding as Luke penis rapidly grew.

"Good, good. No, firm strokes up and down, using both your hands. Very nice! That was very quick! Visual stimulation can help, of course. Luke, are you enjoying looking at Mindy's naked body?"

"Oh yeah," he grunted as Mindy continued to massage his member in front of the whole class.

"What is your favourite part of her body?"

"Her tits," said Luke bluntly.

"Really, Luke, that's not very gentlemanly!" Miss Colchester chided but her tone was indulgent, almost amused. "Her breasts are your favourite part of her body. And I can see why! Mindy, you really have an exquisite bosom. Who could have guessed! Florence's breasts are much larger but also much less shapely, almost saggy, in fact."

It was hard to tell who was most embarrassed: Mindy for the extravagant praise for her breasts or Flo for the casual criticism of hers. At least Mindy was occupied. Flo looked down at the floor and David's heart went out to her.

"Well, between Mindy's handiwork and her delightful young body I think she has accomplished her task. Luke, do you think you could get any harder?"

"Worth a go, Miss," said Luke as he luxuriated in the double-fisted handjob.

Miss Colchester snorted. "Yes, well, nice try, Luke, but I think we should give Mindy a rest. We don't want to wear her out just yet. Step back, Mindy and let everyone have a good look. Feast your eyes on this, class; over eight inches of category one manhood. I think you will agree it is really rather impressive."

David found himself unable to look away.

"Move together, would you, boys? Sorry, gentlemen!"

Luke immediately strode to the middle of the room and stood with his hands on his hips, his penis projecting like a prow towards the class. David shuffled over to join him.

"Luke, you complemented Mindy's breasts earlier. Who would you say is most attractive: Mindy or Florence?"

"Mindy," he said without hesitation, staring hungrily at her body. "Flo's alright too."

"Well, that's wonderful; it's so nice when class partners are compatible. But so chivalrous too!"

David wasn't too sure that was the definition of chivalrous.

"What about you, David?"

David hadn't expected to be called upon again. "Florence," he blurted out. Flo's eyes darted over to him.

"Oh, how sweet! Ladies, what about you? Mindy?"

"Luke, Miss."

"And you, Florence? Who do you find most attractive?"

Flo looked at David, anguish in her eyes. She looked away. "Luke," she whispered.

"Speak up, dear!"

Flo swallowed. "Luke, Miss," she repeated.

"Of course!" exclaimed Miss Colchester as if Flo had just answered a basic arithmetic question. David tried not to let the hurt show on his face. "Luke is a fine figure of a category one male. The definition of his musculature is most pleasing to the eye. Why, look at those abdominal muscles! And that is before we even mention the elephant in the room. If you know what I mean, ladies?"

She gave a pantomime wink and the girls in the class dutifully tittered, though in truth the whirlwind of emotions and hormones flooding their bodies was significantly more complex.

"When I look at Luke's body, I feel myself starting to become aroused. This is the natural and healthy response of the female body in the presence of a category one male. My nipples are hardening." She cupped her hands to her breasts over her crisp white blouse. "Though not as hard as Mindy's, I dare say!" All eyes flitted to the dark, hard buds that capped Mindy's breasts as she tried to make herself invisible. David saw Jack in the front row reach down and reposition his crotch with a quick tug. "My vagina is becoming warm and starting to moisten."

"Miss! Miss, I think I feel my vagina moistening too!" interrupted Olivia. David noticed that, under the desk, Jack's hand was lying posessively on her thigh.

"Yes, very good, Olivia," said Miss Colchester, unable to restrain an almost subliminal eyeroll. "And then," she continued, "we have David: soft and flabby and sporting a rather pathetic penis. No woman would be aroused by the sight of his body. Which is, luckily, an entirely moot point."

David couldn't believe her casual cruelness. For 13 years he had respected her, tried his hardest to please her, even slightly worshipped her. But it now became clear that this counted for nothing. The rest of the class felt a twinge of sympathy for his plight but Miss Colchester's repulsion was infectious. It wasn't David's fault, of course, but that didn't mean anyone wanted to get too close to the leper.

Literally, in Flo's case. His partner - the object of his desire - for so many years, shifted slightly away from him.

Miss Colchester remained oblivious and continued with her lecture. "Now, procreation is a sacred event and the losing of one's virginity even more so. Which is why this will take place privately this evening. Rest assured, the computer will provide some advice before turning itself off. And we will, of course, have a debrief tomorrow and an opportunity to share our experiences."

Their teacher benevolently allows a short spattering of whispers at this point. David noticed Jack's hand creeping higher.

"But procreation is not the only reason to engage in intercourse. It is a natural, zesty enterprise which can bring great pleasure to both parties. As I mentioned earlier, oral intercourse is the right of category one males but it is not their exclusive right. It can be a pleasing pastime for all and intercourse is considerably aided when a wet penis meets a wet vagina. Ladies, I would thoroughly recommend that you begin this evening's procreation by taking your partner's penis in your mouth."

This suggestion gained the obvious approval of the male population of the room and David could see more and more bulging crotches being adjusted. Flo and Mindy seemed rather skittish, clearly fearing the direction the lecture was heading in.

"Luke's penis does look rather mouthwatering so this seems too good an opportunity to pass up. Mindy - I'm sure you'd like to get your mouth around that, wouldn't you?"

"I dunno, Miss," Mindy stuttered. She absolutely did not look like she wanted to get her mouth round that.

Miss Colchester tutted. "All my lessons and you are still saying 'dunno'. Really! I appreciate that this is your first time but that is all the more reason to practice and to share your progress with the class for their education. Touching a penis with your mouth is no different from touching a penis with your hand and you have demonstrated admirably how you can do that."

"But what do I do, Miss?"

"Why don't you start with a little kiss?"

Taking a deep breath, Mindy started to bend over but was quickly interrupted.

"No, Mindy, on your knees please. Just like before."

She got onto her knees and gave the head of Luke's penis a quick peck.

"Heavens, you call that a kiss! Give it a proper kiss; it's not going to bite you."

Mindy did as she was commanded.

"Now a lick." Again, Mindy followed orders. "Not just the head. Give the whole penis a lick, starting with the root." Perhaps Miss Colchester had anticipated that Mindy would hold Luke's penis to achieve this but the inexperienced eighteen year old simply ducked her head down low and licked her way up, the penis bobbling and bouncing against her face. This gave the whole class the chance to observe that Luke's penis was longer than her face.

"And now that you've made friends, suckle on the head of the penis."

Mindy - now almost on autopilot in response to Miss Colchester's orders - opened her mouth, realised she had miscalculated, opened her mouth wider and attempted to suck the head of Luke's penis into her mouth. She did so with trepidation and limited success but did not seem to dare cease her noisy ministrations.

Flo looked back and forth between Luke and David.

"Should I do the same, Miss?" she asked tentatively. David's heart skipped a beat. Would the exceptional nature of his category finally be in his favour?

"Hmm? Oh, goodness me, no!" laughed Miss Colchester. "No, what would be the point of that? But you raise a good point. It is rather a waste for you to be stood there. Perhaps you could come and join Mindy? I'm sure Mindy would be glad of your assistance and Luke has more than enough to go around, as it were."

"Erm, okay."

"Why don't you get down on your knees and crawl over here? Category one males always appreciate a bit of submission from their females."

Flo looked like she was starting to regret opening her mouth but she gamely got down on her knees. There was a muted but clearly audible collective moan from the boys as her large, soft breasts swung heavily below her, tiny nipples almost scraping the floor. David, sadly, was shielded from this treat by her back but did have a front seat view of her furry sex pouting back between her thick thighs as she crawled over to Luke. In one way, it was a consolation prize, one that caused his penis to twitch and throb. In another, just a painful reminder of what he was being denied.

As Flo knelt beside Mindy, the other girl ceased suckling on the monstrous member. "Miss... Miss, it's really big. Like, really, really big. How am I meant to get it in?"

There was an ambiguity to her words. Was she asking how she could be expected to swallow more of Luke's swollen shaft now? Or was she worried about her later - and even more intimate - appointment with his massive manhood?

Miss Colchester leant down. "Yes, it really is a very large penis. Luke, you must be very proud." Luke grinned. He was. "Why don't you let Florence have a go while you get to work on Luke's testicles?"

"Get to work?"

"I'm really having to hold your hand, aren't I?" said Miss Colchester. "Get to work on his testicles with your mouth. Hopefully you will be able to do a better job than you managed with his penis. Although," she added appraisingly, "they are scarcely any smaller."

Awkwardly, though to the silent approval of the male portion of the class, the two naked girls contrived to contort themselves so that they both had access to the relevant part of Luke's genitalia. Mindy's step-by-step instruction had proved helpful to Flo but she also showed greater natural aptitude. Luke was soon penetrating deeper into her mouth, which looked less painfully stretched than Mindy's. Meanwhile Mindy herself looked desperately unhappy as she attempted to capture Luke's hairy eggs as they jounced around above her.

David watched as his childhood crush bobbed up and down on Luke's penis, thick, wet noises gurgling from her throat. David had glimpses of her breasts as they flopped back and forth with her vigorous movement. Her bottom wobbled as she sucked and the tops of her thighs started to glisten. Luke gave David the thumbs up sign and a wink.

It was too much. David clenched his fists behind his back and gritted his teeth but it was no use; it was like trying to hold back an avalanche. He erupted violently, semen arcing out of his penis to splatter on the floor of the classroom. Shaking, his orgasm left his body. But if he'd hoped everyone was distracted by the scene playing out on the other side of the classroom, he was sadly mistaken.

"Miss, David's thingy spurted everywhere!" shouted Olivia.

All eyes swung to David. All eyes except Flo's; she seemed to be in a trance and continued to noisy slurp on Luke's shaft.

"For goodness sake, Olivia, it's not a thingy! You've just volunteered for this afternoon's lesson." David was momentarily satisfied to see Olivia's face blanch. But not for long. "As for you, young man, what on earth do you think you are doing? What is the meaning of this appalling behaviour? Where you interfering with yourself?"

"No, Miss!" David protested. "It just sort of came out."

Miss Colchester slowly shook her head. "Oh, David, you were always such a good pupil. What happened? I suppose this is just your essential nature coming out; the category never lies. Clean this up your mess before we continue the lesson."

"Yes, Miss," he said, shamefaced. "Er, with what, Miss?"

"With what, Miss?" mimicked Miss Colchester. Her voice was cold and mocking. "You are responsible for this disgusting mess - not to mention waste of semen - so you will need to clean it up with what you have available. Get down on the floor and lick it up."