Her New Professor Pt. 05

She tried everything she could think of; taking it all in her mouth, and reaching her tongue out to lick his balls; trying to use suction to stretch it; giving his balls a tongue bath, licking and teasing the head of his cock, but nothing was working. She even tried slipping a finger around his anus, but he twisted away.

She paused to puzzle over how to let him know that her intentions were friendly.

She took her t-shirt and bra off, and hugged him, just hugged him like a friend, feeling the Prof and Emily's eyes potentially boring into the the back of her head to check she didn't speak to him. She felt him initially tense, but then relax slightly, and she then began to rub her breasts over his chest and back. She held him from behind, one arm around his chest, her nipples teasing his back, the other hand on his cock. At last she felt some response, his cock showing some signs of life.

She moved back in front of him again, on her knees, and took him in her mouth. At last! As she worked her mouth up and down it started swelling, until she could start using her hand on the shaft as well as her mouth on his head. She teased his balls with her fingers.

The tension in his thighs and ass returned, but not from fear this time, but arousal. She said a silent prayer to Zac - "Just let go!"

She held his butt cheeks in both hands as she sucked the best she knew, working it in deep, and keeping suction as she moved out, then plunging back down again, using her tongue on the underside, playing with his balls all the time.

She worked him frantically, desperate for him to cum.

Suddenly she felt her pants being ripped down, her ass lifted and a cock being forced into her non-too-turned-on pussy.

She looked back to see the Professor fucking her, a lewd smile on his face, as Emily cuddled him from behind.

"Same rules." he mouthed at her, and increased his pace, her pussy responding despite herself. Emily slid on her back between his legs and licked his balls as they slapped on Riley's clit, then moved in further to lick his shaft at the point it was disappearing into her. Her tongue kept stroking Riley's pussy, either deliberately or not, and the sensations were impossible to ignore.

"I can't hold out much longer." he teased, but keeping long slow strokes to give Emily's tongue full access.

In desperation Riley took her mouth off Zac, instead using both hands vigorously on his shaft, jerking him as hard as she was able. Just as she was about to give up, he suddenly grunted and cum started spurting from his cock, big heavy globs of thick white cum. The first shot flew way over Riley's head, and splattered down her back, the second hit her square in the face, the third in her chest, and the rest she managed to keep away from her.

Emily moved rapidly around, and took Zac's cock in her mouth, catching the last drops, then licked it off Riley's face as she continued to be pounded from behind. With her lips still covered in cum she forced a bruising kiss onto Riley's mouth, pushing her tongue over her teeth.

She then moved back to minister to the Prof. who came into Riley almost the moment Emily grasped his balls.

He fell back from her, his still hard cock slapping back on his tummy. He hugged her around the neck, and whispered in her ear,

"That was awesome, babe, you did so well. I knew I could rely on you. Let's get out of here, Em will tidy up."

In the car back he seemed buoyant. He promised that he had just been messing with her, that they wouldn't have hurt Zac, and that he'd probably be home by now.

Riley wasn't so happy. Yet again he'd made her do exactly what he had wanted. This time she hadn't enjoyed it. He had demonstrated that she was more under his power than she had known, and less able to walk away. What did he have next in mind for her?

When his car arrived back at her hall, she didn't get out but sat quietly.

"Sir. . ." she started hesitantly, "I didn't really like what happened tonight, it scared me."

He looked at her thoughtfully, admiring her bravery.

"You weren't really supposed to enjoy it, it was to teach you a lesson. But I was proud of how well you dealt with it."

"I do love you, you're different to any of the girls I've had in training before, which makes you precious to me. I would never do anything to you that I thought you couldn't handle, but if you are to fulfil your potential then I do need to push you - to keep you at the edge of your comfort zone, and sometimes to push you over the edge, and you've already demonstrated how well you can handle that."

He thought back to the incredibly sweet and naive girl he had first met, such a short time ago, what enormous steps she had taken, and how she had taken everything he could throw at her in her stride (until possibly tonight).

"You have so much potential, there is still so much I can teach you. If you give yourself up to someone completely the rewards are immeasurable.'

"You can walk away anytime you want, but while you're with me you have to play by my rules, do everything I say without question. I suspect that if you were to walk away you would feel a big hole in your life, that maybe you would never manage to fill again."

Riley sat in silence, pondering.

She turned him and kissed him.

"Sir, I still want to be yours. I love you too, and want you to teach me everything you know."

He laughed, "Now that would take a while."

They kissed again, she thought about asking him to stay the night, as she wanted to be held, but decided against it and went up to her room.

She saw Zac in passing in the morning, he looked fine.

"Hey Zac, everything okay?"

"You bet, babe, I met this girl last night; she started out a bit weird and kinky, it was like, oh my god, what have I got myself into, but then we went back to hers and it was, like, awesome, it was the best ever."

Riley smiled, so Emily had looked after him after all.