Chapter 3

Young Wayne Conroy was sitting exactly where his older teacher had left him, still clutching his half-empty bottle of soda, when Joan made her appearance. She opened the door of the bedroom and stepped out in front of the boy, smiling provocatively at him.

"Miss Frazer! Holy cow!"

Despite Wayne's obvious wide-eyed wonderment, Joan was certain she detected a brassy glint of sexual interest in the youth's eyes, and she padded barefoot toward him, wishing now that she had had the nerve to come out of the bedroom totally naked. As it was, she was nearly that nude, wearing only a strapless halter and a pair of fire-engine red short-shorts so tight as to show her pubic mound and its teasing little cuntal slit that nestled up between her white thighs. Her long, statuesque legs were bare and curvaceous, and her belly was just as exposed between the band of her shorts and her strained halter. Her firmly rounded breasts quivered, barely concealed by the thin halter, and Wayne could almost make out her ruby-tipped nipples.

"I'm planning to get a little sun after you leave," she said in a throaty, sultry voice. "What's the matter? You look like I'm going to eat you, Wayne." She didn't add the word she was thinking: Yet.

Joan slid her palms down over her bare-skinned stomach and hooked her thumbs in the low-slung tight waistband of her red shorts, making certain that Wayne was watching every movement she made. Then she gazed up at him through the furry fringe of her thick eye lashes, and sensuously rotated her slim, sinewy hips as she shifted her weight from one hip to the other and back again. A shiver of excitement ran up her spine as she saw the auburn- haired youth's eyes glisten lustfully while he stared at her provocative motions. Deliberately she let her gaze fall once again to the crotch of his trousers, and she couldn't help smiling as she saw Wayne squirm in embarrassment under her blatant scrutiny of the long, hard bulge that was straining the material of his jeans. Joan knew that he was in an agony of confusion and frustration as she brazenly flaunted her all-but-naked body in front of him, but her mind had been made up when she'd first reached for the thin, tiny outfit she was now wearing. She couldn't have restrained herself any longer from going after this handsome virile child if she'd wanted to, and as she'd slipped on the halter and shorts in the privacy of her bedroom a few moments before, she had realized that no more did she have the slightest desire to stop herself. As they say of rape: "If you can't fight it, join it!" and so now Joan knew she truly wanted this boy's slim, innocent hardness, and would do what was necessary to obtain it for herself!

"I asked, Wayne, if there was something the matter," she purred huskily. "Don't you like what I'm wearing?"

The red-faced boy wordlessly shook his head, the torment he was experiencing apparent in his expression. He felt absolutely dry in his throat, and he couldn't keep his eyes off the undulating rhythm of his teacher's rounded buttocks through the tight red shorts. Man, she was one hell of a stacked woman, he thought; better looking than Sharla or Lucy or any of the other girls at school. He had hoped that one day he could see her like this--crap, he'd jacked off thinking about her naked and hot for him beating his meat until his prick had been ready to fall off! But he'd never really figured it would come true! But a fat lot of good it would do. She was twice as old as he was, and she wouldn't want to be messing around with no kid! But still...

Wayne felt his painfully throbbing cock jerk again as if it were alive, and he wriggled on the couch, trying to move so that the older woman couldn't see how bad he wanted her. The boy tried to will his erection away, but it remained throbbingly blood- swollen and straining for release from its cloth prison. Crap, he wanted to die with shame!

Guiltily, his eyes went to his teacher's face, and oh Jesus, no! Miss Frazer was staring right at the bulge in his pants! He thought she had a couple of times before, but he hadn't been sure... but this time there was no mistake, and she was smiling about it, too!

"Why Wayne," his teacher said in mock reproof, "Whatever are you thinking about to have that happen to you?"

"G-Golly, Miss Frazer, I... I..." he stuttered, "I'm sorry!"

Joan laughed deep in her throat. "I know what it is, too," she whispered. "Your penis is very, very hard, isn't it?"

"I... I better be going on home now, Miss Frazer. I didn't mean to get like this, honest!"

"No! Don't!" she demanded in a sensuous voice. "Don't be ashamed of your erection, my precious darling. We studied about that in sex education class, remember? I know all about such things in a man, Wayne. And you're a man... you're my young man, aren't you?"

"Ohhh," the boy groaned in confusion. "Oh, Miss Frazer!"

"And you want to know something else, Wayne? You think that just because we girls don't have penises like men, that we don't get as excited? Well, we show it differently, and maybe not so obviously as your stiff cock, but--"

"Miss Frazer!" Wayne gasped, shocked at the lewd words.

"Cock, lover-boy. You have a nice hard cock, and it's because you want to fuck me, isn't it? That's why you're breathing so hard and your face is all red and you're squirming in your seat. You want to fuck me with your sweet young cock!"

"Oh crap!" Wayne Conroy blurted, gasping for air like a stranded fish. His prick was palpitating wildly, and it felt as if he were about to cum in his pants, as his immature brain reeled with the heady combination of her words and ripely mature body. Had he heard Miss Frazer correctly? Had his prim and modest teacher been telling him that he was wanting to fuck her with his cock? And Christ, he was thinking the same dirty words, too! Man, his balls were aching like hell just listening to her! Didn't Miss Frazer know what her dirty words were doing to him? He took another swallow of soda-pop and found that he could hardly hold the bottle in his trembling hands.

"Don't hide the truth from me, lover-boy," she breathed huskily. "I know you want to get into your teacher's soft warm pussy with your cock." The thrill of hearing herself say the forbidden obscenities coursed through Joan's body. She shivered from her enslavement to the surges of hot longing which made her ache to have this young boy deep up inside her cunt. There were no thoughts in her mind except the one blazing desire for the moment when he would plunge his fleshy, virile hardness into her belly and fill her gaping needs...

Wayne sat staring at her, unable to answer her. He tried not to look at her big beautiful breasts that were protruding like two melons from that tiny bra-like thing she was wearing. What the hell, he'd seen lots of chicks in bikinis that showed off much more, and even a few who'd taken everything off, but somehow this was different! They'd been only girls... but Miss Frazer was all woman! A real, live, honest-to-God woman who could get any guy in Montock to screw her if she'd wanted! And she was asking him if he wanted to fuck her! Man... oh man, did he have the brass balls to take her up on it?

The young teenager trembled with fear and indecision. He had to admit that the reason he'd been buttering her up in her dumb sex class and had asked for a ride and wanted a glass of water was so that maybe he could get a glimpse of her like this. But it had been a dream! He'd never really figured it would really happen to him! This was one hell of a lot more than he'd ever wished for-- and far more than he'd bargained for! It was too much for his inexperience to handle! He was scared! He hated to admit it... but crap, he was actually scared!

"Wayne..." The older woman's voice whispered huskily from above him. "Wayne, my lover-boy, watch me. Watch what I do..."

He stared up at her from the couch, and his mouth hinged open, his eyes bulging from his face. Oh Jesus! Miss Frazer was taking all her clothes off now! He couldn't believe it!

Joan sensuously unhooked the halter and dipped forward slightly to release her firmly fleshed breasts from their restraining cups. Then she stood straight again and her high, perfectly rounded tits jutted out like twin ruby-crested mountain peaks waiting to be climbed, begging to be conquered. She smiled at the boy with her mouth wetly parted and her teeth slightly bared, the tip of her red little tongue barely showing against her moist lower lip.

"And now for my shorts, darling boy. And now I'll take my shorts off so you can see how hot and juicy a woman's pussy gets when she's excited..." She hooked her thumbs under the waistband of the red pants and began to roll the stretchy, swimsuit-like material down over her thighs and buttocks. Lower and lower the short-shorts went, until Wayne could see the first tufts of his teacher's black, softly curling pubic hair peek above the fabric... then lower, until at last they came free and dropped to puddle at her feet. Unashamedly, Joan stepped out of the shorts and stood completely naked before the pop-eyed youth, the moist, petal-like pink lips of her fiercely throbbing vagina presented to his view in utter sacrifice, the dark fleece of her cuntal hair glistening lewdly in the pale yellow light of her living room lamp. Her long satiny-smooth legs were moist at the inner thighs with the flowing secretions of her passion-flowered vaginal mouth.

"Well?" she cooed seductively. "Do you see what I mean? Would you like to feel just how wet a sexually excited woman can get? Would you? Ummmm?"

"Miss Frazer..." His teacher's name choked past the boy's throat, but that was all, and he was unable to say another word. He could only stare at the nakedly lush older woman posed so lewdly and wantonly--and his youthful cock began jerking like a tethered animal in his pants.

Slowly Joan lifted her hands and began to slide her palms up along the silky flesh of her sides to the outer swells of her softly warm breasts. She kept her sultry eyes locked on the boy as she cupped her ripely swelling mounds and kneaded them gently, pushing the globes out toward him as if presenting him with two forbidden, but wickedly delicious, gifts of flesh. Then her hands slowly began to stroke her belly, moving down ever so tantalizingly until the tips of her nails were barely touching the moist curls of her matted pubic hair. She held that position for a long moment, thumbs pressing against her slender, sculptured sides and her fingers splayed across her abdomen, knowing with lusting satisfaction exactly what she was doing to her handsome young pupil.

Young Wayne Conroy was all but rooted to the couch now, totally transfixed by the absolute brazen sexuality of his teacher as she stood completely naked a couple of feet away from him. "God almighty," he finally managed to gasp in a high-pitched squeak, his unbelieving eyes sweeping over her blatant nudity in rapidly growing, youthful lust. "I-I never saw any-anybody like you before, Miss Frazer..."

"Does my naked body shock you?" Slowly Joan's hands began to move again, her fingertips dipping lower through her soft, downy pubic curls and toward the wetly glistening, swollen pink crevice up between her thighs. "Haven't you ever seen a girl or a woman without her clothes on before?"

"Well, yeah. I mean no. I mean..." He gulped.

Joan laughed softly, basking in the boy's complete confusion. She knew that for all his supposed "experience"--which could range from a couple of feeble jerkings inside some terrified girl to peeking through the bathroom keyhole as his mother took a shower-- he was no match for her now that she had wholeheartedly abandoned her vows and was intently after his slim, virile body. She placed the thumb and forefinger of her left hand on either side of the soft, moistly pink lips of her vagina and spread them slowly apart, revealing the trembling red bud of her erect clitoris to the boy's lust-raging gaze. With her right forefinger then, she traced downwards until the tip came in contact with the miniature phallus, and she began to stroke it back and forth. More rivulets of her sexual lubrications trailed down her inner thighs in glistening droplets and, while she continued to stroke her clitoris, she began rubbing her other finger in sensual cadence along the warmly wet cuntal cleft.

"We were talking about masturbation a little while ago, weren't we, my darling boy?" Joan obscenely began to say to the youth. "I bet at night when you're all alone in your bed, you rub that strong, handsome cock I know you've got until it's stiff as a poker. And then you take your hand and stroke up and down over your hot hard shaft while you dream about shoving it into some girl's pussy... shoving it in until you can feel your balls bursting apart!

"G-Golly, Miss Frazer, I... I do! Ohh, maybe I shouldn't, but I do!" the wildly aroused young boy blurted uncontrollably. "I jack off and think about you, Miss Frazer! I can't help it!"

"And I do the same thing, Wayne. I lie in bed and finger my pussy just like you're seeing me do now. This is how girls masturbate when they're alone, my precious lover, and when I do it, I think about having a wonderful young boy just like you inside me! Isn't that silly of us, Wayne? We both play with ourselves and wish we were together... fucking each other..." Joan trembled and her eyes clenched shut, hot breath hissing through her tightly pressed lips. "Ohhhh, darling! Darling! How can you sit there and not want me? What more do I have to do? Please... oh, please tell me you want to fuck me... !"

Her last lust-filled appeal, couched in the kind of girlish innocence which drove the boy helplessly wild, galvanized Wayne into action. As if he was somehow spirit-free from his body, he watched himself uncoil his legs and stand up from the couch, then move forward trance-like to his nakedly writhing teacher. He stared at her finger as it ceased its rhythmic masturbation, then he looked up into her lovely, passion-contorted face, still afraid that she would reject him as not being man enough for her.

"Jeez, Miss Frazer, I do! But... well, you're a woman, and I... I'm only a kid. M-maybe I couldn't--"

"Oh, but you can!" Joan purred. She took the closing step to him, instinctively knowing she was signing her own death warrant; her bare feet were silent on the thin carpet, as she leaned closer to the petrified young boy. Her breath was a white-hot firebrand on his hairless cheeks, and she touched the cloth of his pants leg lightly, her fingertips seething with desire and almost searing the material with their heat. "My cunt is on fire right this second! And the only thing that'll put out that fire is a long, hard cock! You have a long, hard cock, my darling, I can tell you do!"

And with a swift, experienced movement, the depravity-ridden teacher reached further up along his leg and touched the wildly throbbing bulge between the youth's quivering thighs!

Wayne nearly leapt off the floor in a convulsive reaction to the electrical shock of her touch on his sensitive young penis, encased though it was. She lightly stroked the protruding hardness, tantalizingly sliding her fingers along his uncomfortably swollen penis until Wayne thought he could scream from the overwhelming sensations. "Tell me, darling," she hissed wetly in his ear. "Tell me you want to fuck me!"

"Ohhh crap, yes! Yes, I want to fuck you, Miss Frazer! Yes! Yes!" The boy couldn't help himself, the words tearing from his throat in a strangled cry that he scarcely recognized as his own. Then he reached upwards and his mouth ground against her soft, pliant lips, his own lips parting as she flailed her tongue deep into his mouth. She swirled her tongue around and around, her hand beginning to move faster and faster over the length of his turgid prick. As if it had a will of its own, Wayne's left hand came up and found one of her firm, naked breasts, and he squeezed and kneaded the warmly pulsing flesh and chip-hard little nipple. The boy could feel the wetness from the seminal fluid which was seeping from the hardened tip of his prick as she continued to massage him with a practiced rubbing until he was afraid his balls would surely explode and fill his pants with his hot white cum.

"How do you want to fuck me, darling boy?" Joan mewled as their mouths parted for air. "Tell me how!"

"Deep!" Wayne Conroy screamed back. "Deep and hard as I can!"

"Oh God, my delicious young lover," the older woman moaned deliriously. "Let's go into the bedroom before I die!"

He followed her mutely, blindly, like a faithful puppy-dog after its master, his young body and immature mind afire with his eager, virile passion. Joan led him to where she had changed her clothes, and then she crawled up on the soft double-bed and lay back with her head on the pillow, her slender legs parting wide as she was able to splay them. "Get naked, my little lover," she hoarsely urged him in a whisper. "I want to see that delightful young prick of yours. I want to see it strong and hard for me. Show me your sweet cock, lover-boy. Let me see it now!" She ground her thighs together and moaned in hunger. "Hurry... please."

A self-consciousness stole over the teenager as he unbuttoned his shirt and unbuckled his pants, then removed his scuffed loafers. He stood for a moment longer wearing nothing but his white cotton underpants, and then he took a deep breath and slid them down over his lean, muscular hips and firm, boyish buttocks. I

Uncontrolled sensations surged through Joan's tautly rippling belly and loins as her greedy, cat-like eyes stared hungrily at the throbbing young penis which stood out in hard erection from the boy's inner thighs. It was sizable for a fifteen year-old, but not too much... perhaps five and a half inches in length and nicely rounded, its blunt cockhead a rich glistening crimson from the blood-swelling excitement she knew Wayne was feeling at that moment. His testicles were tight and had the texture of soft velvet, and there were only a few wisps of pubic hair at the base to show where in a few years he would grow thick and bushy. "Ohhh, I love your prick, lover-boy," she moaned again delightedly. "I know it's going to feel like heaven when you're fucking me deep up inside my cunt! Oh God, hurry! Hurry!"