Professor Winderlys Assignment Ch 06

Dr. Winderly and Jim had only a little time to make all the arrangements. Gear to pack and connections to make, but they had enough money to get it done in the time they had.

In what seemed a blink, Jim found himself on a 747 over the ocean. Dr. Winderly was curled up on the seat next to him leaning against the window. The middle seat was empty, so she was able to stretch her feet toward him. Against him, really. She was chilly so she tucked her toes under Jim's thighs.

When the attendant came by, he asked for a blanket so he could cover her. Professor Winderly had worn her thin convertible pants, knowing it would be hot and humid when they got in country. But they were too thin to give her any comfort on the airplane. When the blanket arrived, Jim spread it over her. She smiled at the courtliness of the act and went back to reading.

Jim heard the distinct sound of a zipper being pulled down. Her feet wriggled under his things. Out of the corner of his eye, Jim saw that she was pulling her pants down. He stole a glance.

"Well, it's not like anyone can see, Dummy!" She whispered. "They're too tight to sit for long. They keep riding up."

Jim could not get that image out of his mind. Yes, the rip-stop cargo pants were tight alright. They did not leave much to the imagination. Her hips and ass were clearly seen when she walked. In the airport, she caused several men to turn to watch her. Of course, she didn't notice. Jim did and felt a bit protective.

She moved her feet against his leg like she was bracing herself. Her knees were parted and, though, he could not see her hands was certain she was masturbating under the blanket. Jim tried not to react, but his cock did. He stole another glance, but she did not see him. Her eyes were closed and her head tilted back. Her mouth formed an O and she was beginning to breathe harder.

The attendant walked by again and stopped at their row. "Can I get you anything?" She looked over at Professor Winderly, who had recovered in time to say, "nothing, thank you." Jim declined as well. "Perhaps later after things have cooled down some," she said winking at Professor Winderly.

Jim turned his head. Professor Winderly just gave him a raised eyebrow in reply, closed her eyes and began rubbing her clit again. Soon there were squishing sounds from under the blanket. He could not pretend to ignore her any longer. He turned his head to watch her. His cock ached. She was getting close and he was strapped in his seat unable to jerk himself to relief.

She managed to orgasm in near silence. Breathing through her open lips, she was able to cum without attracting attention from across the aisle. She shivered a few times and relaxed. When she opened her eyes, the pupils were dilated and she looked glassily at him.

"What?" she mouthed.

"Nothing," he whispered. "I was just watching you is all."

"Enjoy spying on me?"

"No," he hissed. "Well, yes."

Professor Winderly smiled at him. She lifted her legs and stretched them across his lap, still covered by the airline blanket. "I guess you did enjoy watching me." She rubbed against his stiff cock. "Well, now it's my turn to watch."

"Are you crazy? How am I going to do that? What if the attendant comes back? What am I going to clean up with?" He stage-whispered his rebuttal, but he was also getting caught up in the idea.

"The airsickness bag, Dummy. When you get close, just shoot in it. It's waterproof, you know."

"You're serious. You want me to jerk off right here in the airplane."

"Well, it's not like I haven't seen you jerk off before you know." And she raised her eyebrow again and smirked at him. "We are going to see a lot more of each other when we are in camp. Remember I have been telling you to get used to this so you can be a dispassionate observer." The teacher had her student right where she wanted him.

Jim unbuckled his belt and pulled his zipper down. He scooted down his pants enough to let his cock free. He tugged his balls out from between his thighs. His cock was standing straight up between her outstretched calves, covered by the red airline blanket. The experience of near exposure about caused him to shoot his load right away. He was afraid he was going to have another embarrassing premature ejaculation.

"It's okay, Jim. Take a breath." She had seen him shoot before he was ready and was trying to calm him. She knew if she had squeezed his cock with her calves, he would have cum instantly. So she sat still and reassured him.

Professor Winderly reached into the seat pocket, pulled out the airsickness bag, and handed it to him. He opened it and slid it under the blanket. Fortunately, the cabin lights were dim and he did not seem to attract any attention. Or so he thought. Behind and across, in the aisle seat a middle-aged woman was watching it all.

Sliding the airsickness bag under the blanket, Jim inserted his throbbing cock. The lining was cool against his skin. He stroked his cock a few times but the crinkling noise was too loud. The woman behind him opened her legs and began to massage her lips, imagining what was beneath that blanket.

"I can help," whispered Professor Winderly. "Sit back."

Professor Winderly's legs lay across his lap still. Now she closed them together capturing his hard cock. She could feel the rigid pole between her calves. She crossed her ankles capturing him. Jim let out a groan and moved his seat back so he could stretch a little. That provided a better view of the tented cock for the masturbating woman in 23D.

He wanted to pump up and down, but he was trapped. It was delightful to be trapped by her legs. He imagined what it would be like to have his head trapped between her thighs. Professor Winderly began flexing her legs, like she was doing isometrics. She was milking his cock instead of pumping it.

The broad in 23D was getting worked up herself. She pulled her skirt up and her panties aside so she could touch her sopping pussy lips. Her husband was snoring next to her and the woman across the aisle was engrossed in a movie. She rolled her wet lips between her fingers, tugging and stretching them. Then she divided them and started manipulating her clit. She worked her finger harder and faster in a circle around her little knob. Her eyes were glued to the scene in front of her going on under that damned red blanket.

Jim was nearing the point of no return. His teacher was expertly squeezing his cock with her leg muscles. She felt his cock spasm. He arched trying to thrust upward, but she held him down. His balls constricted and he spat the first load into the airsickness bag. It hit the plastic lining with a snap and coated inside. Another jolt and more warm cum collected in the bag, then flowed downward, bathing his cock. The warm fluids made his orgasm easier as it covered his shaft and slowly slid down its length. He spurted five more times before he was done.

The woman behind him had timed her actions exactly to the moment she thought Jim would cum. She gritted her teeth and shoved two fingers into her hot vagina, consummating her own orgasm. She let out a heavy gasp, "Oh!" loud enough for Jim and Professor Winderly to hear here. They looked at each other and giggled.

"Well, you're quite the entertainer!" she said to Jim.

As his cock began to shrink, he felt the semen become thin and start to leak. She was still holding him tight. He reached under the blanket and grasped the airsickness bag trying to withdraw it and keep the contents inside. He cock felt cooler when the bag was off. He tried not to rub the wetness on her pants. She was able to slide some tissues under the blanket toward him so he could complete the cleanup in Aisle 22.

Managing to get the bag off, and dry his cock, he slid himself into his jeans again. He was just zipping up when the attendant came by again. "Ready for something now? Her expression told them that she knew something about what goes on under and blanket. "If you have anything to dispose of, I can take it from you."

Jim awkwardly handed her the bag with its contents of cum and tissues. She smiled a professional smile and looked at Dee. "Are you comfortable now too, ma'am?" And turned her head to look at the woman in the row behind, across the aisle, "And you ma'am? Comfy, now?"

Both Jim and Professor Winderly were able to sleep until the cabin light came up again. As they were getting their gear from the overhead bins, the woman from 23D looked over at Jim and smiled. "I hope to see you again on the return trip. It would be so pleasant. Take care of everything, hear?"

He looked weakly at her and nodded. Her oafish husband was bumbling trying to get his things arranged. The woman smirked and tilted her head toward her mate. Jim recognized that she was frustrated with his ability to satisfy her. He could understand why, actually. Yet, it nagged him that she still had the urges of a woman much younger, even though her body had changed its contours, it still contained an engine of sexual desire.

That thought would stay with him. A woman may age, but she still has a fire inside.