Max enjoyed his work as a professor at a small college. He especially enjoyed watching the girls in his class show off themselves either accidentally or on purpose. Right now as he looked out over the class he could see up the dresses of at least a half dozen girls. White cotton panties, sheer pink panties and lacy panties with holes were among this mornings selection. One girl, Sheri, absent-mindedly was scratching her leg. Her pussy must have been itching as she put her finger under the band of her panties for a moment or two. Max also enjoyed it whenever one of the girls needed punishing or counselling. Max would take them into his office for those purposes.
Max decided that Sheri needed some counselling today so he told her to come to his office after her last class. When Sheri finished her last class she headed for Max' office. She was worried as she had no idea what Max wanted with her as didn't know of anything she had done wrong. The rumor mill had it that Max liked to spank girls for being bad. The rumor mill also said that he sometimes fucked some of the girl students in his office. Sheri decided that if it had to be she was going get fucked rather than spanked. When she entered his office Max was seated behind his desk.
"You wanted to see me sir?" said Sheri.
Max looked at the girl in front of him. She was dressed in a pink frock dress which came just past the vee of her legs and flared out on the edges. It was obvious she had a nice set of tits as she filled out the top very nicely. Max stripped her in his mind. "Come in and close the door. I want to talk to you about modesty", said Max.
"What about modesty?" asked Sheri as she nervously stood in front of him playing with the hem of her dress. As she played with it Max kept seeing glimses of her lacy panties.
"I was watching you this morning in class." said Max.
"Did you like what you saw?" she asked as she raised the hem of her dress even further reveal most of her lacy pink panties. Max could see the swell of her young pussy and some of the blonde hairs surrounding it. He was beginning to get a hard on thinking about what he was intending to do to her.
"Come here you little tramp" said Max. "Let me see more of those panties you keep flashing at me".
Sheri walked over to him. Max pulled her dress up to reveal all of her panties and stared at her for a moment. He then leaned down and ran his tongue over her panties sending a shiver through Sheri. He sat her down on the desk. Max reached up and cupped both of her tits in his hands. "Nice, firm tits" He said.
Sheri reached down and grabbed his dick which was very hard by now. "Nice, firm cock" said Sheri.
Someone knocked at the door just then so they had to compose themselves very quickly.
After Sheri left Max' office she ran into one of her friends Connie. Connie asked what happened. Sheri told her they had been interrupted but she was sure that Max was going to fuck her. "Did you get to see how big his dick is?" asked Connie.
"No, but I got a feel of it through his clothes and I can tell you it is big enough even for you." Sheri knew her friend Connie liked big dicks and had fucked most of the guys in their class.
"I wonder if we could get him to fuck both of us" mused Connie.
"I never did it with more than the guy and myself" said Sheri.
"Well the best is two guys and one girl but I like another girl in on the action once in a while" replied Connie. "Would that bother you if you and I did it together with him?" asked Connie.
Sheri looked at her friend and wondered what it would be like. Other girls did excite her from time to time especially in the locker room. Some of them had really sexy bodies and she knew Connie was no slouch. "Maybe" she replied.
Connie reached under Sheri's dress and put her hand under her panties. She ran her fingers up and down Sheri's cunt slit until it got wet. "Just think what fun it would be" said Connie as she gave Sheri's cunt one last feel. Sheri shivered with the excitement of the thought. "let's both flash Max and see if we can get called into his office at the same time" suggested Connie.
"You're naughty, but I'm game if you are" replied Sheri.
You'll like it, I assure you of that." responded Connie.
The next day as Max was teaching his class he glanced over at Sheri. She was sitting with her legs spread open so he could see most of her panties. She gave him a knowing wink. He asked Sheri to go to the chaulkboard and work one of the problems. Sheri walked up to his desk to get some chaulk. She leaned over to get the chaulk and Max saw she didn't have a bra on so he could see both titties hanging down and even the nipples were plainly visible. After Sheri got done with the problem she dropped the chaulk on the floor. She bent over to pick it up with her ass toward Max so he could see her ass. He happened to spot Connie who was also sitting spread eagle but when Max looked at her he did a double take. Connie didn't have any panties on! Max could see everything. He felt his dick growing hard. He knew he had to do something about it. He was still frustrated that he hadn't been able to fuck Sheri the day before so now he decided he might as well go for two at the same time. "Sheri and Connie I need to have a word with you after class". The two girls gave each other a thumbs up. They had their man hooked.
The girls went into Max's offic and locked the door. Connie took her clothes off as Sheri went over to Max, grabbed his dick and rubbed it. "I think this is where we were so rudely interrupted yesterday", she said. Connie came up behind Sheri and unzipped her dress and pulled it along with her panties down to the floor.
"Think you can satisfy us both?" asked Connie. Max gulped as he looked at the two naked girls in front of him. They were beautiful and it appeared that they were to be his for the taking in moments. He kneeled in front of Sheri and began eating her cunt. Connie loosened his belt and pulled his pants down. She reached in his brief shorts and pulled his ten inch dick out."Now that's what I call a cock" exclaimed Connie as she took him in her mouth. Connie worked Max over good with her mouth. First she would suck him a bit and then she would lick the entire shaft and balls with her tongue. She was very good at giving blowjobs. Meanwhile Max was busy eating Sheri. He had her to a fever pitch so he laid her down on the thick plush carpet which covered the floor of his office. He put his dick between her legs and slightly penetrated her pussy lips before easing it in slowly so he wouldn't hurt her as she was kind of small. He finally got it all the way in so he proceeded to pump slowly in and out as Sheri pumped her hips in unison. He was amazed at how easily he had been able to get all the way in her but he was just as amazed at Sheri's muscle control. Her pussy felt like a hand wrapped around his dick and was squeezing it as he pumped in and out. Connie sat on Sheri's face so she could get in on the action. Sheri Licked her pussy and proceeded to eat her. It tasted better than she imagined so she dove in eagerly and soon had Connie squirming with pleasure. Suddenly Sheri exploded with her orgasm. Max held himself in check as he wanted to fuck Connie too and he knew he might get interrupted before he would be able to get back up. Connie wanted his dick as well so when Sheri had had her climax she pulled Max off her and pushed him down on the floor. She straddled him and put his cock into her cunt. She let herself down hard so Max' dick went in with one quick clean stroke. Connie started raising her butt up and letting down on his dick. She fucked him with wild abandon until she came. Just as she did Max let go with his load of cum. In a couple of minutes they all got up and put their clothes back on before someone knocked on the door again. Sure enough as soon as they were done they heard a knock at the door.