The Professor

*This story is based loosely on a true story.*

It was freezing when she went outside for a cigarette. Her body shivered under her heavy purple coat. She had no idea why she had decided to wear a dress that day. She thought to herself lightly about how glad she was to have worn a double layer of tights when her teacher approached her usual sitting spot.

"Hey! Hope I'm not interrupting you again." He usually caught her with her headphones in, and always said that when he spotted her smoking. He wanted one. She never understood why he didn't just buy his own packs. She gently handed him one and he sat to smoke with her.

"It's fucking cold today." He said. She only nodded. He liked that she was so unlike the other girls. She never talked in class, never flirted with him, just blushed that beautiful pink when he called her name, and he saw at glances her looking at him throughout class. He loved it. He loved to tease those young girls. He knew he was attractive, and used it to his advantage. He came to find that she was interested in his forte, costuming. He was beginning to feel something for this strange girl.

"Can I ask you something?" She asked, dragging her cigarette.

"Sure." He watched two of his more attractive students pass and her scowl at them. He smiled to himself.

"Do you ever tire of the girls in this major?"

"Of course I do. The majority of them have no direction, and the ones that do don't know how to use it. Plus the majority of them are pretty dumb." She laughed at that and nodded in agreement. She then wrapped her arms around her waist.

He moved closer to her when he felt her shivering. She noticed and scooted away once more. He only followed her. The simple touch of his coat on her thigh sent jolts running through her body. She didn't understand why he was getting closer to her. She was his student for God's sake! She stood to leave when he grabbed her wrist. He didn't know what came over him. He just wanted her near him. He quickly released her when he saw her eyes widen. She smiled weakly and headed inside, her body shivering from his touch more so than the cold. She ran up the stairs before he even walked through the door.

Their class went by smoothly. She kept her head down and into her work, not looking at him until he approached her at the end of the class. She was slowly packing her bag when he placed a note on her sewing desk. He smiled at her and then told the class to have a good afternoon before walking out. She shakily opened the note and was glad to see there weren't too many people left in the room; otherwise her gasp would have been noticeable.

Meet me after your class this afternoon in Rittenhouse Park. I want to explore more than just your wrist.

She had no idea what to do. She had to walk through Rittenhouse to get to her apartment. He knew that! She thought to herself, why did I have to tell him where I live? She decided to just go with it. She would tell him she was not interested in any type of physical relationship, especially one with her instructor.

She couldn't concentrate in her afternoon class. She read the note at least 10 times. She didn't understand it by the last time. It was in a foreign language to her. Her best friend realized she was a wreck when they went on break. She asked what was wrong but got no response. Finally she realized there was nothing to worry about and that she would not let him seduce her. She had allowed that too many times in the past.

She walked home slowly. It had been a long day, and was about to become even longer. She spotted him on a bench at the entrance of the park. She popped her headphones out as he noticed her and stood up. She walked toward him and was about to say everything she had prepared when his arms wrapped around her and his mouth smothered hers in a powerful kiss. Her body melted. Like it always did. She wrapped her arms around him also, her fingers digging into his back. He pulled her in closer and then broke the kiss to look at her lovely face. She was flushed in that beautiful pink, but he wasn't sure if it was from the cold or the kiss.

"I had a whole speech prepared..." she said quietly, not looking at him. He laughed heartily then tipped her chin up to meet his eyes.

"Take me to your house. I want to see where you live." He gripped her hand as they walked down the path. Her head was dizzy; she wasn't sure what was happening. Or what was about to happen. She climbed her stairs feeling as if his eyes were boring into her ass. She could feel him touching her, even though he wasn't. She opened her door and led him into her small apartment. He smiled when they entered.

"It's quaint," he said, "but I want to see your room." She paused at the table for a moment, her back to him.

"Look Morningstar, I don't know what you're trying to do here..."

"Oh, well...I thought it was quite obvious." He said moving his hands to her hips and thrusting his pelvis into her ass. She snapped upright. A light moan escaped from her as his hands traveled to the hem of her skirt.

"Take me to your room?" He asked her. He hadn't asked her anything yet. She gave in. She led him down the long hallway to her bedroom. He noticed how small it was. The sewing desk she had told him about stood majestically in the corner. Her bed, small but waiting, was positioned on the floor. She sat in her desk chair and slowly unzipped her boots. He stood in her doorway, looking smug. He didn't have his next move planned out. He only envisioned her naked and wanting. He moved to her bed, looking as appealing as ever. She tried not to notice him. She had just taken her socks off when he sighed. She stopped everything and just looked at him.

"What are you trying to do to me?" She asked after a moment, "Seduce me?"

"Yes. That was the plan...but now I'm not so sure." He replied. He looked at her beautiful face for a moment before realizing how unbelievably attracted he was to her. He wanted her more than ever. He patted the bed for her to come sit by him. She lifted her eyebrow and then stood slowly and sat on the bed. He then stood and removed his long coat. She loved that coat on him. He wore black underneath, as he always did. She liked that about him. Liked that he didn't need color to impress anyone. He saw her sizing him up and wanted to devour her. She looked up at him with those long lashes. She fluttered her eyes for a moment and then turned her head. She realized she was blushing and covered her face with her hands.

"Oh God..." she exclaimed.

"What?" he said with a slight laugh. She paused for a moment and then looked back at him. He saw the lust in her eyes and realized what she had just realized. She wanted him too. She stood up and wrapped her arms around his neck. Her mouth pushed to his slowly, lingering a moment before moving her full lips to encompass his thin. She pressed her body into his as he wrapped his arms around her back, pulling her even closer. Their kiss then became deeper as his tongue pressed for entry. She happily allowed him to explore her mouth. He tasted so sweet. Her fingers dug into his hair as a wave of intoxication overwhelmed her. She wanted more of him. She then felt his thickness pressing into her stomach and understood how much he did want her. She smiled a little into their kiss. He noticed.

He pulled his lips from hers only about a centimeter to whisper a "what" into her mouth. Her hand said it better than her lips ever could as she moved it to his crotch. He gasped and pushed his lips hard into hers. She held her hand on him for only a moment, then moved it to the buttons on his shirt. He was already unzipping her dress. Their kiss was broken once more as he removed her dress from her shoulders. He rested his forehead on hers as it slid effortlessly to the floor. He smiled in approval at her half naked form. He noticed a double layer of tights and was thrilled at the idea of teasing her. He moved her to the bed and told her to lie down. She obeyed and lay on her back, her long hair covering most of her. She had opened all the buttons on his shirt and he gently removed it. A black undershirt lie beneath it and he quickly pulled it from his body. Her breath caught in her throat as she saw his chest. He was slim, yet broad and very firm. Now she was the one wanting to devour him.

He moved to the bed with her. He wanted those tights off of her. He hooked two fingers into the first layer, and slowly, almost tauntingly, pulled them from her body. She shuddered at the thought of him seeing her naked. His hands then slowly moved up her legs to remove the second layer, lingering slightly on her inner thighs. He wanted to rip them from her, but wanted her anticipation to grow more. He pushed his hands under the waistband and rubbed small circles on her hipbones. She was half exposed but he wanted it to last. He moved in between her legs and consumed her mouth in a passionate kiss. His mouth then moved down her body, biting and kissing. He lingered on her neck and lightly nibbled on her clavicle. He brushed her hair aside and kissed between her breasts. She sighed as his hand moved up to meet his mouth. He moved his hand under her bra, feeling her pert nipple. He pushed aside the offending fabric and his mouth replaced his hand. She arched up into him and he smiled as her breathing increased. She watched as his tongue circled her nipple, teasingly, and then he bit down with such virtuosity she thought she might bleed. He then moved to the other and gently nibbled and licked. He told her to remove her bra, and she obeyed.

She was almost naked then. He wanted to see all of her though. He wanted to see what he'd longed for. He lightly kissed down her stomach, biting gently here and there until he reached the waistband of her tights. He could feel the heat emanating from her center. He wanted to taste her. He paused for a moment. Then thought of another game. His hand cupped her canter abruptly. She gasped out, a slight cry escaping with it. He gently rubbed her clit through the nylon fabric. She whimpered slightly as her body arched into his hand. He then just as quickly stopped. A cry of disappointment came from her. He smiled, knowing this would go his way.

"Do you want me to continue?" he asked. She nodded. "What?"

"Yes. Please." She replied. He beamed in excitement. He didn't know she'd be so quick to beg him. He rewarded her with pushing hard and fast into her clit, and then replacing his hand with his mouth. He licked her in long broad strokes through the thin fabric of her tights. His hands spread her through the cloth as his ministrations continued. She cried out in passion knowing she was going to come soon. She moved her hand to his head, trying to push him away. He replied by grabbing her wrist and pushing her own hand to her clit. This was a fantasy come true.

"Play with yourself for me. Make yourself come." He told her. Her heart was beating fast; she had never been so excited. She moved her other hand to join the first. She rubbed her clit in fast small circles through the tights at first, and then shoved her hand down them when the fabric was soaked in her own juices. Her breath was stuck in her throat as a wave crashed over her. She cried out once and then her body began to quiver as the orgasm shook its way from her. He never stopped looking at her. He wanted to savor every inch. She opened her eyes sheepishly when she felt his hands on her hips once more. He slid them down to the waistband of her tights and then down her legs, pulling them off. She was naked, and very ready.

His hands returned to her center, holding her heat for a moment. Then he pushed a finger inside of her. Her breath caught again, and her hands fisted her sheets. He moved his finger slowly at first and then added another. He slowly moved his fingers, feeling her tightness. His mouth then joined his fingers, lightly licking her clit. Then without any hesitation, he proceeded to pump those fingers fast and suck her clit into his mouth, bringing her to another small orgasm. Her body shook and she cried out in delight. He moved up her pushing himself between her legs. She opened her eyes to see him smiling down at her. She smiled back and pulled him in for a kiss, tasting herself on him. Then she did something he did not expect, she flipped him over onto his back and straddled his waist. Her hair was wild and her body glowing. He'd never seen her in this light. He loved it. She felt him shift under her, and could feel his cock pressing against her ass.

She moved in for a kiss, her hair billowing around them. Then her mouth moved to his neck and she lightly bit him. He moaned lightly which sent jolts running down her spine. She bit his neck harder and then bit his shoulder. He laughed a little as she moved downward. She reached his chest and nipped lightly before moving to his nipple and slowly sucking it into her mouth. His breath now caught and he arched into her. She nipped the little bud before moving even further down. She nipped at his stomach and then sat up to unbuckle his belt. He watched her hands unfasten his pants as he kicked his shoes off. She tugged his pants off effortlessly, leaving him half naked and fully erect. She slowly, and cat-like, moved back up him. Teasingly, she kissed at the waistband of his boxers, nipping and licking as she did. Her small hands moved to join her mouth, close to but not touching his cock. She then lightly kissed him through the fabric of his shorts. He sucked in a breath as her mouth teased his already straining erection. She then hooked her fingers under the elastic and slid the shorts off his body. She hadn't realized how large he was until he was standing at full attention. She gasped and then wrapped her fingers around him. The simple touch sent him flying. He thought he might come right then.

She slowly lowered her mouth to him, her hair flipped to one side. She licked her lips and then opened her mouth. He slid in easily and moaned in pleasure. She pushed all of him into her mouth, and then released him slowly. She ran her tongue up his shaft, then swirled it around the head before pushing him back inside. She then began to move, fast and hard. He gripped her sheets as he felt his orgasm rising. He wasn't sure if he could last another second.

"Can I come in your mouth?" He asked. She looked up at him a devilish look on her face and began stroking harder. She wanted to taste him. He quivered at the sight. His cock was in her mouth and she was absolutely enjoying it. He couldn't hold back. She felt him quake under her and then his warm fluid filled her mouth. She fisted his cock, making sure to get it all and then released him. His body was shaking and a slight smile was on his face. She swallowed his seed, tasting his salt on the back of her throat. She liked it. She lay beside him as he regained himself. She watched as his body relaxed, except for one part of him. She smiled at his stamina. He opened his eyes to see her staring at him. He rolled to his side to look at her more clearly. He then pulled her into him and kissed her forehead. She looked up at him and then pushed her mouth to his. Both could taste themselves on the other. And enjoyed it.

He rolled her on her back and pushed himself between her legs. He didn't enter her at first, but rather ground himself into her. She moaned in ecstasy. He then covered her mouth with his own once more and entered her ever slowly. She cried out in passion. He held for a moment, feeling her warmth surround him. He then began to move, slow but deep. She moaned with each thrust, allowing herself to be taken by him. He then pushed up onto his knees. He slid her to him, holding her legs with his forearms, and thrust quickly into her. She cried out loudly, holding her bouncing breasts. He moved down onto his hands, thrusting just as fast into her beautiful body. She brought her knees up, allowing him to hit her G-spot.

"Oh God! Right there!" she cried out. He knew he was hitting it when he felt her tighten around him. She cried out in passion as her body convulsed in an orgasm. He slowed for a moment, allowing her to regain herself, then sped quickly back to his original pace. She wanted him to take her from behind.

"Can I flip over?" she asked. He replied by pulling out and rolling her over. He grasped her knees and pulled her back to him. He smiled at her tattoo. He ran his hand down her back and then thrust deep into her. He held her hips, pounding her hard, letting his inhibitions go. She cried out louder than she had all night. He felt her tighten around him once more, bringing him close to the edge. But he wanted her on top of him when that time came. He felt her body shake under his thrusts as the final wave of the orgasm washed over her. Then he spanked her. Hard. A large red handprint was left on her right cheek. She cried out. He did it again, thrusting hard into her as he did.

"James!" she cried. He smiled. She was his.

"I want you on top." He told her. She blushed furiously. He lay on his back, his arms behind his head, waiting. She sat back on her haunches, not moving for a moment. Then she looked at him with sadness on her face.

"What is it?" He asked sitting up. She looked away ashamed. "What?"

"Well...I'm not...I'm not very good at being on top." She confessed. He smiled and then lay back. He held his arms out for her. She entered them in delight. He then rolled her onto him. She was straddling his waist once more, his cock resting against her center. He thrust his hips upward, entering her. She gasped lightly.

"Now move back, sit up right...good...like that." He said closing his eyes as a jolt of satisfaction coursed through him. "Now move back and forth, not up and down. Grind me." She began shifting her hips back and forth, feeling another wave of pleasure crash down on her.

"Oh God..." she whispered. He smiled and moved his hands to her hips, helping her grind. Her hands moved to his abs, holding her up. He knew she could make it work. She was a student in other ways. He wanted to teach her everything. She intoxicated him when he felt his orgasm rising once more. She was hitting him just right for the both of them. Her body was shaking in bliss, the final orgasm rising inside of her. She moved slightly quicker, sending him over the edge.

"I'm gonna come. Come with me?" he asked her. She nodded and continued to grind deep and fast. He gasped as he felt her tighten around him once more and he cried out as he spilled his seed inside. She collapsed on him, her body shivering with fulfillment. She then rolled onto her side, her back to him. He wrapped his arm around her and they drifted off to a light sleep. When she awoke hours later, he was still with her, warm and comforting. She fell back to sleep, wondering if he'd still be there in the morning.