I really didn't know what the hell I was doing, so I suggested that were go to her room and I started by giving her a massage. She was a little shy and turned her back to me when she started to get undressed. I peeled my shirt off and waited for her. She turned to face me with her hands covering her breasts and just a small patch of hair between her legs. I asked her if she had any oil or lotion and she reached for a bottle, showing me one pointy nipple. I told her to lay down on her belly and I would start on her back. I started at her neck and worked my way down to her calves spending a little extra time on her ass. I really wasn't interested in feet, so I stopped there.
She rolled over with half lidded eyes and asked me to do the front. I started at her shoulders working on her arms and spending a lot of time on her breasts before work my way down to her legs and skipping over her pussy. I moved back up and just kneaded her mound with the palm of my hand. When she started to squirm, I knew it was time to go a little farther. She had a chair near by so I sat down and told her to come sit in my lap. She sat up slowly and took some unsteady steps over to me. I cradles her back with my left arm and started to work my fingers into her with my right hand. I could only get my middle finger inside of her, so I started working it in and out. I slipped my finger out and split her lips so I could find her clit. I put my thumb on it and then slid my finger back inside her. Then I started working both my thumb and my finger ath the same time. I turned my head towards her and could not resist sucking on her nipples. I got a good rhythm going and locked onto one of her nipples. It didn't take long and she shuttered and came.
I carried her over and laid her in her bed. I started to get undressed and she asked me what I was doing. I said it's my turn now. She said that she wasn't very good at hand jobs. I said that was okay and that I had something else in mind. She got a concerned look on her face and I said don't worry, I am going to use your tits. She looked relieved and confused all at the same time. I picked up the bottle of oil and straddled her chest. I oiled up her tits and laid my cock between them. I held her breasts together while thumbing her nipples and started to fuck them.
When I really got going, my head started to pop out the top. She looked down and stuck out her tongue. I wasn't going to make it inside her mouth, but if she kept it open, she was going to get part of my load. I sped up and started to bump the head of my cock on the tip of her tongue. That was just the added stimulation that I needed to finish and I shot three good ropes at her face. The first one went in her mouth and the other two hit her chin and pooled on her neck. She must have swallowed the first shot because she licked her lips and said thank you. I asked her what she wanted to clean up with and she said don't worry about it as she smeared my cum all over her chest.
I was done, although I probably could have gone another round. I asked her if she wanted anything else and she said no, but I could join her in the shower if I wanted to. Why not, I would love to wash those tits. I spent a lot more time washing her than she did me, but she gave my balls a nice fondle and stroked my cock a little. We dried off and got dressed. She gave me a nice kiss and said see you in class on Monday.