He watched her as she sat, taking in every word he said, he was her teacher and she was a 20 year old first year student at the university. He glanced down at his roll book, Katerina was her name and her long blonde hair and small tits intrigued him. He wondered if he could pull it off, he'd gotten young students before, but some were more work and effort to obtain than others. He could feel his cock grow, thinking about shoving it into her tight, young pussy, he turned to hide his protrusion from his students. He hinted towards the dry erase board, lowering one hand to shift the position of his cock while his back was to them, the assignment on the board should bring her to him for help and she could help him far more than he would help her.

As the bell announced the end of the session, he watched as they filed out, all but her, as she nervously asked to speak to him. "Professor? I am in need of help for this assignment, do you know of any tutors?"

"Katerina, isn't it?" he asked with a smile. She smiled nervously and nodded her head yes. She found him an attractive, older man, she guessed he was about 50, yet still in good shape, but she had a boyfriend and wondered why she had even alluded to that. She was no stranger to sex, but now she felt a slight quiver between her legs and felt a moist drop being emitted from her pussy, it made her give a slight shudder. It was odd, she had not thought of anyone but her boyfriend since she had been with him, this older man had been the first she ever had a sexual feeling about.

He looked down at his planner, watching the petite girl out of the corner of his eye, "I'm free tonight, Katerina, perhaps you'd like to come by my townhouse and I'll see if I can point you in the right direction," she gave another nod and he wrote down his address for her, "Say 7:30?" She agreed and thanked him and walked away, he focused on her cute ass as she headed for the door, his cock straining once more.

At 7:00, she told her boyfriend that she was going to her professor's house for tutoring, he told her that he wished she wouldn't, it didn't seem proper. "It's perfectly alright, it's strictly for study, besides, he's like 50 years old, what could possibly happen?" as she gave him a kiss and left. She walked the few blocks to his townhouse, she couldn't help feeling nervous, wanting, in fact needing his help, she hoped that he would help her, school was all so new to her.

"Hello Katerina, come on in," he said as he stepped aside to let her in, then closed and locked the door, "Have any trouble finding my house?" he asked and she shook her head no, as he led her to what looked like a study, "Sit down, make yourself comfortable, would you like a drink?"

"Yes, Professor, that would be good."

"Please, when not at school, call me Nick," and he retreated to the kitchen. She looked around at the diplomas and certificates hanging on the wall and thought how lucky she was that he was going to help her and she knew she couldn't screw up this chance. She was a bit surprised when he didn't return alone.

"This is Michael, he agreed to help with your studies, he is also a teacher," she nervously smiled as she accepted the drink. As she sipped the drink, she began to feel hot and unconsciously she began to loosen her blouse, unbuttoning two buttons, they both stared at her as more of her flesh came into view. They both adjusted their cocks as she took another sip.

"My, Katerina, you look uncomfortably hot. Why don't you just take your blouse off so you'll be more comfortable?"

"But, Nick, I have a boyfriend and that wouldn't be right!" she exclaimed, but as she looked into his eyes and felt like it had not been a request, her hands worked at the buttons. She cursed herself for being such a submissive that even a man's request sounded like an order, but she so wanted to please him and have his help and didn't think too much of it as she laid her blouse over the arm of the sofa and sat there naked from the waist up, except for her bra. She nervously sipped her drink, feeling her heat increase.

"You have such lovely little tits, Katerina, why don't you let Michael and I have a look at them?" This time, she didn't hesitate as she put her arms behind her back and released the clasp and shrugged the bra off her shoulder and put it with her blouse. She took a deep breath and the men watched her chest fill with air, her tits jutting out and they reached for their cocks, stroking them through their pants.

Nick moved first, his fingers tracing the outline of the nipple of the tit closest to him, Katerina felt partially ashamed, she felt like she was betraying her boyfriend, but the touch felt good and soon Michael had followed his friend's move and both of her nipples were being fingered, they were growing so hard and erect. She caught movement and saw that the men's free hands were massaging their own cocks, she closed her eyes and felt their hands close around her tits, their thumbs and forefingers rubbing her nipples, she felt herself begin to ooze between her legs and moisten her panties.

They stopped and dropped their pants and shorts and she saw their cocks, so hard and meaty, as they stroked them right before her face. They were so close, she could see the droplets of precum ooze from the little holes at their tips, their hands went back to her tits, their need more urgent as now they squeezed and grasped her tender orbs. She was getting very excited, their purple heads bobbing inches from her face as they stroked them, her eyes looked up to see the lust in their faces, her own hand went to her crotch as she pushed the fabric of her jeans against her clit.

Nick rubbed the head of his cock over her lips, the salty precum stained them and she licked it off, her tongue swiping at the bulging cock at her lips. Michael leaned down and rubbed the wet head of his cock over her nipple, she could feel its heat. All of the sudden, she wanted them to cum, she wanted to feel them bathe her in their fluid, feel it run over her face and tits, take them in her mouth and taste their gift.

She pursed her lips as Nick pushed his cock against them, she felt the incredible heat as his cock entered her mouth and his hand grasped the back of her head, feeding her most of his cock, until he hit the back of her throat and she gagged a little, then he backed out and rubbed his wet cock all over her face. The heat of it was intense, as was Michael's cock, rubbing all over her tit, she took hold of Nick's cock with her hand and rubbed it all over her face, kissing it with her lips, she was no slut, but she loved cock so much.

She jerked Nick off, while Michael tended to his own cock, jerking it as he rubbed it over her tit and she worked at her own clit with her other hand, she could feel her own orgasm building. Seeing what was happening, as well as feeling it, was a super turn on and her clit was getting very tender, she knew it wouldn't be long. Michael came first, ropes of hot cum burning the flesh of her tender tits as they coated them and then she exploded, mashing the fabric of her jeans to her pussy as she jerked hard at Nick's cock. She looked down to see the last spurts of Michael's cum string across her tits, then Nick's first spurt crossed the bridge of her nose, seemingly searing her flesh.

She could feel Nick's cock pulse, as the cum shot through the large vein on the underside, the second spurt ran over her lips and to her chin. She caught the head of his cock in her mouth and sucked the remaining cum from the hot cock, it tasted delicious to her as she savored it, then swallowed. Michael took his cock and spread the now warm cum over her tits and chest as she nursed Nick's slowly shrinking cock.

Michael now offered his cock to her and she took it in her mouth as Nick sat back to recuperate. She tasted Michael's cum that he had bathed his cock in on her chest, she sucked and could feel his cock grow once more, Michael began to rock his hips as his cock went deeper and deeper into her mouth, her tongue swirled around it. She felt a hand snake its way between her belly and her jeans, as it pushed aside the elastic of her panties and made its way to her super heated crotch.

She gasped as the talented finger split her moist lips and found her clit, hard and throbbing and another finger penetrated her wet pussy, Michael sped up as he fed her his cock, his balls gently slapped her chin. Now she felt Nick's cock again, as hard as before, rubbing her sticky tits and nipples, while his talented fingers brought her towards another orgasm. She thought that she should feel guilty, two men, old enough to be her father, were playing with her body and she had tasted their cum, but the submissive in her couldn't refuse.

Michael's cock was moving faster now, in and out of her mouth, as his balls slapped her chin and Nick's fingers had her dancing on them as her body tensed and she came once again. Her own orgasm brought Michael's cock out of her mouth as she moaned and jerked it, then his cum splattered across her face and she opened her mouth and aimed his cock at it, tasting the hot cum as it spurt out.

Nick's finger buried itself in her as his cock shot its load over her chest and he rubbed it around with his cock, when they both stopped, her face and chest was a sticky mess, but she sighed as Nick removed his hand from her pants. She licked her lips and then Nick offered her his hand, she thought they would now fuck her, but he led her to the shower instead, as he adjusted the water and began to remove the rest of her clothes. Nick marveled at the youthful pussy as it came into view, remembering how good it had felt around his finger and hoping that soon, it would feel even better wrapped around his cock. Now, he just needed to get her cleaned up and out, it was getting late and there would be other times to partake of her youthful body, besides, two orgasms in one night was about his limit.

He fisted his cock as he watched her bathe, it got semi hard and he thought about taking her in the shower, but when she was done, he went and got her bra and blouse and watched her as she dressed, she didn't look him in the eyes. After she was dressed, she stood there, as if awaiting further instructions, he turned her head up and kissed her, full and passionately as his semi hard cock poked t her belly.

"We're having a study seminar on Friday. Be here by 6 and I'll drive you, its at an estate just north of town," she nodded her head and he gave her a slight pat on the ass, he hoped to feel that on his cock soon as well. She kept her head slightly down as she left, the sign of a true submissive, not even noticing Michael.

Her boyfriend was asleep when she got home and she tried hard not to wake him, she thought about the night and the two cocks, she drifted off to sleep with her hand between her legs. The next day in class, she wouldn't make eye contact with Nick, yet every time she looked at him, she saw his cock and remembered how good it felt, in her hand, on her tits, in her mouth and it made her wet. She had sex with her boyfriend, but it was Nick's face she saw and his cock she felt, this was getting very complicated.

She dressed on Friday to go to Nick's, she wore a simple skirt and a low cut blouse, with a matching pale yellow panties and bra set. She and her boyfriend passed in the hallway and he told her that he didn't approve of meeting professors after hours, she shrugged him off and headed to Nick's. She wondered if there really was a study seminar or just a ruse to have her perform for him and Michael again, but when he opened the door, he was alone.