Top Of Her Class

What the hell was she thinking? It's nine o'clock at night and Jill's pulling up in front of her professor house. Jill was a 21 year old college student, top of her class, so far anyway. From the start of her college career she vowed she was going to be the best. So when other girls her age where out partying, drinking, and sleeping around she was studying and working hard. Now here she is struggling with a stupid math class. She had spent the whole day trying to understand these complex equations and she understood them less than ever and the final exam was tomorrow.

Her professor, Professor Jonathon Humphrey had always said he was available anytime. Rumor had it that the offer was more for his female students than the guys if you know what I mean. She was despite so she thought it was worth the risk. Besides he wouldn't be interested it her. Not that she was ugly or anything. I mean she had nice perk 34B breast and nice figure that she kept well hidden with nice professional attire. Make-up and hair styles wasn't something she wanted to waste her time with, like I said she was worried about her grades not the boys.

Now here she standing at his front door, ringing the bell waiting for him to answer. As he comes to the door her nerves got the better of her and she starts crying. Professor Humphrey answers the door seeing Jill

"What's the matter Jill?" he asks

"Oh, Professor Humphrey I can't understand these equations and I need help." she cries out to him

He wraps his arms around her, comforting her as he leads her into the house. Telling her "everything will be OK."

They sit down at his kitchen table and open up the text book and spread out her notes. He looks over the work she had been doing, shaking his head with a puzzled look on his face.

" I know you were in my class everyday and actually paid attention, unlike most of the class, but this looks like you have no understanding of this class. So tell me what you do understand?" he says

Still crying she tells him" I don't understand any of it! I have worked on this all day and I just don't get it. I feel so stupid. I have never had this much trouble. Can you please help me?"

"Well, I can't exactly teach the whole course in one night. Maybe you should just take the exam tomorrow and if you fail, take the course again next semester and I can give you more one-on-one tutoring" he suggests.

"I...I can't fail. I'm top of my class and I'm not going to give that up. I've worked to hard for it to just give up. Please, please help me. I'll do anything to pass this course." she pleads with him realizing too late what she had just said.

With a wicked little grin on his face he questions " Anything?"

"Yeah, I mean yes, I mean I'll study all night or if you can give me an alternate test next week I'll study really hard and get it. You know I've been trying really hard all semester." she tries to back peddle the best she can.

He just sat there looking at her for what seems like an eternity before clearing his throat and says " You could study all night, but you won't get it. I could give you a different exam next week, but I won't. There is however something you could do for me and I can make sure you not only pass the course but pass with an A, insuring you stay up there at the top of your class."

Sitting there with a look of shock on her face she tries to speak " Wh.. Wh.. Wha...."

"What do I want you to do? Well lets just say, use you imagination." he says with a certain cockiness in his voice.

" I need to use the bathroom!" she jumps up and runs down the hall and locks herself in the bathroom.

"What I'm I going to do? I have to pass this class but can I bring myself to sleep with Professor Humphrey for an A? Can I live with myself knowing that I didn't earn the grade? I mean it's not like I'm a virgin, its been a long time, but I've had sex before. And I did work really hard in his class. But what does he expect? Straight sex, oral, anal. Oh my god, what if he wants anal! I can handle straight sex, no problem. Oral sex wouldn't be that bad, I've tried that once. I'm probably not very good. What am I going to do? " thought running threw her brain when a knock comes at the door.

"Jill are you OK?" Professor questions " Have you decided yet?"

" I'm fine. I just need a couple more minutes.

" OK I'll be in the living room" he says as he walks down the hall.

Looking in the mirror, Jill takes in a few deep breaths, admires herself and starts thinking again " OK Jill make a decision. You can walk out and go to the Dean and probably get Professor Humphrey fired. But then again you came here and his word against yours. You end up failing the class and lose your status at the top. Or you can go out there FUCK his brains out and get an A. I'm sure I'm not the first woman that has used her body to get what she wants. Does that make me a whore? No, I don't think so. I mean I've worked hard to get where I'm at and DAMN IT I'm not going to give it up! She notices her panties are starting to feel a little damp. Could she actually want him? He is rather handsome, not real old probably in his late 30s early 40s and quite fit. OK, lets do it!"

She walks down the hall toward the living room, her stomach is filled with butterflies and her panties are now wet. She walks into the living room and smiles.

"So I see you have decided." he says with that cocky grin on his face.

Slowly she unbuttons her blouse letting it fall open. She reaches behind her back and unhooks her bra. Slipping her blouse and bra off she stand there topless and asks " do you like?"

Nodding his head he strips his shirt off exposing his muscular chest.

This sends Jill right over the edge, her panties are now sopping wet and her pussy is throbbing. It has defiantly been too long since she has had a good fuck. She reaches for the zipper on her skirt but stops. "Take you pants off! I want to see you cock." She demands.

Jumping up he almost rips his pants and briefs off his body freeing his 8" of throbbing manhood.

Jill unzips her skirt and lets it fall to the floor, hoping he doesn't notice the growing wet spot in the crotch of her panties. She walks ever so sexy towards him getting ready to drop to her knees and take that monster into her mouth. Before she can get down stops her.

"What I'm I doing something wrong?" She asks puzzled.

In awe he says "No, I want to look at you first. Why don't you take those soaking wet panties off?"

Thinking to herself "Damn he noticed. Oh well." She pulls the panties down her legs bring her completely bald pussy into his view. Why she shaved her pussy she didn't know she just did. She figured it only took a minute and for some reason she liked that way.

Giving him a minute to take in her sex she dropped to her knees and like a sexed starve slut she wrapped her lips around his dick. She had only done this once and the said she was really bad at it but for some reason Professor Humphrey's cock felt so good in her mouth.

Looking up at him she asks him" Am I doing it right?"

"Yes, why do you ask?"

"Because your only the second guy I've done this with Professor Humphrey and I'm sure you have had much better from your other whore students."

" First, call me John, second, you're a great cock sucker , third you are the first student I've been with and your not a whore. Now shut-up and lets fuck."

With that Jill starting deep throating the professor with all new vigor. She could feel his cock swelling in her mouth and before she could say a word he started cumming in her mouth. She was shocked on how good it tasted as he shot his load down her throat.

Disappoint that she didn't get to feel his cock inside her velvet wall of her viginia, she got up reaching for her panties.

"What are you doing? We're not done yet Lets go to the bedroom." he says

"But you came, doesn't that mean your done." dropping her panties back to the floor

"No, just means I need a break." Taking her hand and leading her to the bedroom.

In the bedroom he lays her down and crawls up between her legs and starts to lick her wet pussy.

Jill's mind starts to spin what was he doing. No one has ever done licked her pussy before and it was mind blowing. As he licking she notices that he is licking the equations that brought her here in the first place but why. Who cares it felt wonderful.

"Oh God Professor I think I'm going to cum!" she screams as her pussy floods his mouth. "Fuck me now. Please please fuck me I need it so bad!"

He places the tip of his cock at the opening of her cunt and slowly starts to push it in. Inch by inch his cock disappears into her.

"Jill you are so tight" he moans out as he works his dick in and out of her wet pussy.

At this point Jill loses all control bucking, moaning, screaming, and cumming all over the professors dick. The whole time he is fucking her he is repeating those damn equation into her ear.

"Oh god Jill I'm going to cum" he says with urgency

"Fill me Professor , fill me with your hot seed"

And with that he came once again, this time filling her womb with his seed.

They laid there and drifted off to sleep. Sometime in the middle of the night Jill feels Professor Humphrey's hard cock in the crack of her ass.

"He could be thinking about..." she started think but before she could finish that thought his cock was working it way up her ass.

" NO Stop I can't , I mean I've never..."

" Shhhh, just relax. I'll go slow." he says with calming tone

Jill relaxes her ass and he begins to slowly invade her ass. Stopping every so often to give her a chance to get use to his cock in her ass. As he starts pumping his dick into her ass Jill got yet another surprise. She was loving it., but again Professor Humphrey is mumbling those damn equations.

"Oh Professor fill my bowel with your cum. I'm yours whatever you want, whenever you want , I'm yours!!" she screams as he cum harder than he ever has.

The next morning they got up and showered together. Over breakfast he tell her to move her stuff in right after the exam. That she still had to go in and take the exam for show.

"I don't care about the exam anymore, I just want to pleasure you from now on." Jill says

Long story short, she took the exam, passed it with a perfect score, moved in with the professor, and graduated at the top of her class.