The Professor

Disclaimer: This is a work of fiction written after reading a story by crawl2; I borrowed the names of two of the characters. All persons engaged in sexual activity are over 18 years old and any similarities between this story and real life are purely coincidental.

This is going better than I thought, she said to herself as she got out of her Lexus.

Mindy had dropped by to visit her new boyfriend. It had been a few months since she began divorce proceedings and she had already met more than a dozen guys on tinder - thank goodness she had stayed in shape throughout her marriage. She was technically dating Prime, but it had only been a week and she was keeping her options open. After all, she had just escaped a decade plus old relationship with a guy who smoked so much weed he couldn't maintain an erection. Now she was finally back in the dating scene and adjusting to the new culture. One thing that was new to her was that she hadn't realized that she was expected to have sex after the third date. But as they say, when in Rome... A few weeks of dating later, Mindy found herself never saying no to a second or third date if the first went remotely well. She even looked forward to the third date when she invariably let her date fuck her. Soon she realized that she had been fucked more times in the past three weeks than in the past ten years combined.

What Prime had going for him was that he lived only a few miles away and was more available, so she started hanging out at his place more often. He was in his 40's, a thicker white guy, more fat than muscle, with somewhat beady eyes, but most importantly, seemed totally into her. It wasn't until later that she realized that he only dated Asians. And Mindy fit that stereotype well -- petite, five feet tall, big eyes, tight body always tanned to a golden brown, with perky solid B breasts which looked great in a bikini. She liked to wear yoga pants which were so tight you could make out her cameltoe. It wasn't necessarily on purpose; she liked the feel of yoga wear and she liked the attention she got from her male students as they ogled her forty-year-old body in class. For a middle-aged white guy, Prime seemed to have hit the jackpot.

But like all men, Prime always liked to push the envelope. That day, as soon as Mindy walked through the door, he had a request.

"Hey Mindy. Can you go to the Safeway and buy some steaks? John is coming over."

"Uh, I don't know how to do it. I've never bought steak before," she said.

"It's not hard -- you can do it. And John is coming over and I have stuff to get ready."

"I'd rather not, I don't want to mess it up."

Prime was just too lazy to do it, and he wanted Mindy to do his work for him.

"Just go. Call me if you have questions." He patted her on the ass to send her off on her way then turned his back to her as if to end the conversation.

Mindy just stood there in partial disbelief but then picked up her purse and went out and slammed the door.

When she came back, Prime wasn't alone. His buddy John was there and the two of them were drinking beers together. There were at least a half dozen empty Stella bottles on the coffee table.

Mindy appeared at the doorway, holding two heavy bags. She was sweating through her white T shirt, and one shoulder had come off, revealing a grey, lacy bra strap.

"Hi Honey. I think I got what you wanted. Oh, hi John. I didn't know you were already here," she said as she walked into the kitchen.

"Hi Mindy." John got up, went to the kitchen, gave her a hug, then kissed her on the cheek. She wasn't offended because she liked his attention, but he had never kissed before. It must have been the beer talking. He was Asian, about 5'10", and well-built.

"I just came over for a drink," John added. "You want help with the bags?"

"No, you're sweet," she said, giving her boyfriend the side-eye for not offering. She struggled to put the bags on the counter.

"Let me get that for you," John said as he put the bags on the kitchen counter.

"It's a scorcher in the South Bay. You should be in here enjoying the AC with us."

"Yeah, well, someone wanted steak," Mindy replied.

John then went back to the living room and sat back down.

"She went to get steak for you? Damn." John asked as he picked up his beer.

"You know it. Asian women are the best." Prime whispered. They clinked beers.

"Nice body too." John whispered back with a mischievous grin.

"You don't know the half of it." he smirked back. "You may yet see."

John looked at him funny.

"You're drunk."

"Maybe I am." He just laughed.

"Come over and have a seat." Prime called to her as he patted the seat on the couch between him and John.

"Let me put this stuff away first," she said. "I don't want the steak to get warm."

She opened the fridge and began putting away the meat.

"Don't worry about that now," he said. "Come over and have a drink with us."

"I'm all sweaty," she protested.

"It's ok. We like you like that," John said playfully. He looked over and gazed at her tits. He could make out her prominent nipples poking through the thin material of her sweat-soaked shirt.

"Just for a minute," she said, and a minute later came into the living room. She bent over and gave Prime a kiss on the lips. Prime held her face in his hands and extended the kiss.

Soon, they were tonguing each other in front of their guest. Mindy wasn't used to him being this explicit, especially in front of other people, but they had only been seeing each other for a short time. Looking over, she could see that John was surprised but if she wasn't mistaken, he had suddenly also developed an arousing lump in his pants.

They broke off the kiss and Mindy found a spot on the couch between them.

"What are we watching?" she asked.

"Game of Thrones."

John bent down and from the cooler at their feet, grabbed a bottle, opened it, and handed it to Mindy. She drained half of it in one go, while the guys watched her with her lips clasped firmly around the bottleneck.

"What?" she asked when she finished. "I was thirsty."

"Nothing," they said together, grinning.

A few minutes later, Prime put his hand on the inside of Mindy's bare thigh. She didn't seem to notice but was enraptured by the chaotic scene unfolding on the TV and leaned forward.

Behind her, Prime waited until he caught his friend's attention and then arched his eyebrows.

John looked puzzled until Prime looked towards his hand and then back to John.

Understanding his intention, John hesitantly reached over and placed the back of his hand against her left thigh.

Mindy appeared not to notice so he turned his hand over so that the fingertips were touching her skin.

When she still hadn't noticed, he slid his fingers over the top of her leg and let them rest on the other side of her thigh. Her tanned skin was smooth and warm.

Not wanting to be told to take his hand away, John left his hand there and didn't try anything further.

He had a raging erection in his pants that he tried to conceal by putting a pillow over his groin.

When the episode ended, Mindy got up to use the bathroom.

"Dude, she's hot," John said when she was out of earshot.

"She is. A little brown fucking machine," Prime replied. "While you had your hand on her thigh, I had my hands down her shorts. Soft and warm."

Mindy came back into the living room.

"What were you guys talking about?" she asked innocently, as she plopped down on the couch between them.

"Whether there's going to be more sex or violence in the next episode," John laughed.

"If it's John Snow, then I vote for sex," Mindy said.

Prime turned towards her.

"You find him hot?"

"Sure!" she said enthusiastically.

"Hmmph." he said.

"Oh don't be jealous," Mindy said as she kissed him. She closed her eyes.

Prime kissed her back but didn't close his eyes. He looked at John again and made a hand motion.

John hesitated for a second but then reached over and put his right hand on Mindy's ass. Again, she didn't seem to notice.

Prime watched his friend feel up his girlfriend's ass. They made eye contact and an understanding seemed to take place.

Without taking his hand off her ass, John got up, and stood behind Mindy. He then put both his hands on her waist.

Prime continued watching out of the corner of his eye but didn't say anything.

But when Mindy felt his hands on her waist, she stopped kissing Prime, and tried to turn around. Prime reached down and caught her by the chest in his hands.

"I love your tits," he said.

John placed both his hands on Mindy's waist, then drew them up her sides until they rested just below her breasts. He then brought them back down and lightly caressed her cheeks over her beige shorts. By this time, he had moved forwards so that his hard-on, although still in his pants, was nestled between her ass cheeks.

She pushed against Prime.

"Uh, John..." she said. Her head was spinning a little bit from the beer.

"It's ok, he's just having some fun. He finds you hot."

"It's true. Is... this ok, Mindy?" John asked.

She turned her head and saw John dig his fingers into the sides of her shorts.

"You don't mind a little massage, do you?" he asked.

She turned to Prime and asked, "Are you ok if he gives me a massage?"

Prime smiled and shrugged his shoulders.

"Do what you want, baby," he said as he reclined back into the sofa.

"Do you want me to stop, Mindy?" John asked.

She just looked at Prime; his face was blank and unrevealing.

When Mindy didn't say anything, John interpreted her silence as a green light and moved his hands along the back of her shorts and dug his fingers in to feel her bare ass.

"Whoa. Commando? Oh no wait, is this a thong?"

"Kind of. It's a samba." she replied. "Thongs can be a little uncomfortable so this is halfway between."

"It feels...great." John reached under and slid his hand between her legs.

Mindy opened her eyes wide and inhaled suddenly. She turned around and grabbed at his wrist.

"Omigod. I can't believe this is happening."

"Are you ok?" John asked her.

Mindy looked at Prime and he gave an almost imperceptible nod.

She looked at him harder but broke eye contact when John grazed her pussy with the index finger of his other hand.

"Are you... ok?" John asked.

"Uh," she hesitated, feeling thoroughly confused.

Mindy turned around and faced John. She reached up and put her hands on his chest, but not to push him away. She felt his pecs under his shirt and was aroused. He bent down and grazed her cheek with his lips. His breath was warm and inviting.

She looked at Prime again who just sat on the sofa with a grin, just watching them and drinking his beer.

John took her hands and moved them inside his shirt, then down to his sides. He let them rest there for a few seconds then moved her hands down the front of his jeans.

Mindy liked the feel of his hard muscles, especially his six pack and the cum gutters that formed from his lats.

With her hands in his boxers, she looked at Prime one more time and raised an eyebrow, looking for any sign of resistance. He just leveled his eyes at her as he took another sip of his beer.

There was a flash of hurt on her face which she tried to disguise.

"He doesn't care? Screw him then," she thought to herself.

She unbuckled the top of John's jeans and slid open the zipper.

She could feel Prime staring but she avoided his eyes and concentrated on the man in front of her.

The flaps opened widely and Mindy ran her hand up and down what felt like a very thick shaft over the thin material.

Out of the corner of her eyes, she could still see Prime watching her. He had his right hand down his pants and was stroking himself. The ever-present beer bottle was in his left.

You only live once, she said to herself, as she pulled down his boxers.

John's dick sprang out, surprising her. It had a considerable girth to it. He was fully manscaped -- smooth and hairless.

She sank to her knees and held his cock in her hands, turning it over, examining it, feeling it harden, all the while making constant eye contact with John.

"Is this a threesome?" she whispered softly to him while cupping his balls with her left hand.

"No, maybe-not yet," John smiled at her mischievously. "Do you want it to be?"

"I don't know -- this is all new to me. Let's see how this plays out. But I like your cock."

As she spoke, John moved his pelvis to her face so that the head of his penis grazed her lips, leaving a thin trail of precum.

Mindy hesitated then opened her mouth wide and took the head of his member into her mouth.

John sighed, enthralled by the sensation of having this petite woman suck his cock. After a few seconds he began to sway his hips back and forth, sinking his cock further and further into her mouth. Mindy struggled with breathing while sucking his dick, then fell backwards onto the floor.

"Too big," she gasped. "I've never had one that big before."

"Are you ok?" he asked.

John took her by her hands and lifted her up to her knees again. He put his cock back into her mouth then placed his hands on her head and swayed gently. John put his hands inside her T-shirt and took her tits out of her bra one at a time, squeezing her nipples between his fingers.

Tears were coming out of Mindy's eyes as she tried to accommodate John's member. Although he tried not to look, out of the corner of his eye, he saw Prime on the couch with his back arched and jerking himself off. Mindy took a break and shifted back to a squatting position. She looked up and made eye contact with Prime, who suddenly stopped and stood up. He stepped out of his boxers and pants and came up behind her.

He bent down and whispered in her ear, "You like sucking his dick, don't you?"

She turned around to face him.

"Maybe. It's big. Bigger than yours." Mindy said defiantly.

"You little slut," he said. "You've always wanted his fat cock in your mouth."

Mindy was stunned that he read her thoughts -- she had never revealed this to him.

Prime lifted Mindy up then bent her hips forward.

"Whatever," she thought and reached in front of her and grabbed John's dick with both hands. She brought him again into her mouth and pleasured him.

Behind her, Prime reached around and unbuttoned her shorts. Grabbing the sides, he yanked her shorts down to her knees and moved her thong to the side, exposing her pussy.

"You little slut," he said, "You're so wet I can see your pussy glisten. You love sucking his cock." He wiped the side of his hand against her cleft.

Then he took his hand and positioned his cock at her pussy.

Mindy ignored him and kept sucking John's dick.

Prime, in a fit of anger, penetrated her with one violent thrust.

"Hmm!!!" Her scream was muffled by John's cock.

"You like his dick, don't you? Say it!" Prime demanded as he thrust violently into her, again and again.

Mindy closed her eyes and opened her mouth, letting out small moans of pleasure and desire.

Prime kept hammering at her pussy until the effects of the beer and his own tendency to prematurely ejaculate brought him to the precipice.

"Mindy, omigod!" Prime screamed as he reared his head back and ejaculated into her.

When his body had finished convulsing, he spanked her ass and then pulled his dick out of her with a slurping sound. A big glob of cum hit the carpet with a dull thud. Prime collapsed back on the couch -- spent.

For Mindy, this was typical sex with Prime. He finished early and left her unsatisfied. His cunnilingus skills were...terrible. At first she thought it was the first date jitters but none of the other guys she let fuck her had finished without her climaxing or at least close to orgasm. But this time she had a ready outlet right in front of her.

She took her mouth off John's dick and stood up on her tiptoes, kissing him hard, feeling the inside of his mouth with her tongue. The knowledge of tasting the tongue that had just been on his dick made John even harder. He bent over and kissed her perfect tits, rimming his tongue over the edges of them, then bit down softly on her long dark brown nipples. There was a bright, distinct tan line on either side of each nipple. He imagined that she wore a skimpy black bikini top and a bottom that showed the ridges of her pussy. She moved his head down as he did this and soon he was at the level of her navel. She pushed his head lower.

He stopped her.

"No, I'm not going downtown," John protested. "He just came in you."

"He wore a condom," Mindy lied.

"Still."

"Well, you're going to have to if you want to fuck me," she whispered seductively. "And I know you want to fuck me." She stared at him unflinchingly and grabbed his shaft with one hand while rubbing her through her thong with the other.

Now it was John's turn to hesitate and he looked over at Prime, who was already curled up in the fetal position and fast asleep on the couch, snoring loudly.

"I'll probably only get one chance at this," John thought.

John bent over and whispered in her ear, "Ok, I'll do it. I'll eat out your pussy but then Mindy, I AM going to fuck the shit out of you."

Mindy smirked at him as if ready to accept his challenge.

He kissed her tits and sucked hard on her nipples. He then moved down slowly, kissing her flat stomach, down to her shaven mons. John moved the thong over and looked down past her shaven cunt; her juices were still oozing and bubbling out of her pussy. He hesitated again but Mindy put her hands on his head and beckoned him in. He took a deep breath, opened his mouth, and licked at her labia. After getting over his initial revulsion, he began to lick and suck at her labia.

"Don't stop... keep going... eat me..." Mindy moaned, pushing his head further into her crotch. She delighted in knowing that John was eating a mix of her juices, but it was mostly Prime's cum.

After a few minutes, Mindy's body began to stiffen then convulse as she orgasmed. "I'm coming! I'm coming! Shit! Shit!" At her peak, she squirted fluid into John's face, a mix of cum and pussy juice.

She flopped down to the couch next to Prime.

John wiped his face off with his hand and tasted it -- slightly musky. And sticky.

He sat down next to Mindy and began playing with her tits.

"Later, okay?" she mumbled. "I'm exhausted."

"The hell with that," John said, as he pulled her towards himself.

Her lithe body was like a rag doll in his hands, and he reached down and ripped her thong off her legs. Then he grabbed his massive cock and positioned it at the entrance of her cunt. Ready or not...

Mindy's eyes went big as she felt his member suddenly enter her. Wet as she was, and already dilated by Prime's dick, there was still considerable pain at the stretching. There was no time to adapt - John had already started thrusting into her. He drove himself into her up to the hilt, then back out again - but carefully, so as not to let the cockhead get pushed out by her pussy. Mindy grabbed a pillow and put it over her face to muffle her screaming.

But after a few minutes, the pain began to subside. Mindy started to like the pain his cock delivered with each violent thrust. She also started to adapt to his size. In truth, she liked having her tight vault stretched. Mindy took her face off the pillow.

"Fuck you're good," she said between thrusts.

"I told you I'd fuck the shit out of you," John grunted as he kept hammering away.

Then he reached up and pushed her body forward so she was supporting her weight with her hands on the couch. He re-entered her from the back, thrusting with wild abandon, while grabbing her tits from behind. Mindy liked having her nipples squeezed.

"Enjoying yourselves?"

They both looked up and saw Prime lying next to them, still in the fetal position. His eyes were half-lidded