The evening before she was to begin her teaching career by taking over Sister Delores' eight grade class at Saint Agnes parochial school, Sister Ellen Marie examined the files of each of her students so she would be familiar with their backgrounds and be able to prepare her lesson plans to their abilities. After carefully reading each file she realized that there were a few very bright students, some that were middle of the road B and C students and then there was Shawn Miller who seemed totally out of place in a Catholic school. Shawn made mostly C's and D's and had a reputation as somewhat of a class clown and generally unruly student. His teacher in the seventh grade had been Sister Valerie and Ellen made a mental note to discuss Shawn with her as soon as possible, after all, a little insight into his demeanor wouldn't hurt.

The next morning Sister Ellen Marie stood outside the classroom gathering her courage for her first day of teaching. She was so much younger than Sister Delores had been that she wondered how these teenagers would react to her. Well there's only one way to find out she thought so she took a deep breath and walked into the classroom and looked around. There were twenty students milling around in the room, thirteen girls and seven boys between the ages of 14 and 15, which included Shawn. The students all seemed to be in groups of two's or three's except for Shawn, he was standing in the rear of the room with another student, who she thought was Mary Ann Wilcox, and it looked to Sister Ellen like Shawn had his hand underneath her sweater. Well, well she thought to herself, here is my first challenge as a teacher, dealing with the teenage hormonal urges that the children are experiencing for the first time. She had been told by some of the more seasoned teachers that in generally eight grade kids didn't start out chasing each other like animals until nearer the end of the school year just before they graduated and left for high school but that didn't seem to be the case at least not with Shawn and Mary.

Sister Ellen picked up a ruler and tapped it on her desk. "All right everyone, take your seats please."

"Where is Sister Delores?" Someone called out

"Well I'm Sister Ellen Marie and Sister Delores has been hospitalized with a kidney problem and won't be with us for the rest of the school year. Oh, and I hope you all have her in your prayers."

There were mumbles as the students took their seats, Shawn grabbing a desk as far in the back of the room as was physically possible. Well that wouldn't do she thought; she needed to watch this boy closely and in order to do that he needed to be up front.

"Excuse me Shawn, would you please move your things up to the front of the classroom."

He stared at her then reluctantly picked up his books and moved to the front of the class. Sister Ellen thanked him then took roll call and started in on the day's lesson. After the morning class was finished and the students were breaking for lunch Sister Ellen asked Shawn to stay behind for a moment.

Shawn sat at his desk and watched the other students filed out of the classroom. When they were all gone he looked up. "Yes ma'am, you wanted to talk to me?"

Well at least he's polite enough she thought, then she walked over and closed the door then turned back to face the boy. "Yes Shawn, I did. I thought that this might be a good opportunity to talk about your education."

"My education? What about it?"

Ellen walked to her desk and picked up his report card from last year and his interim reports for this year and handed them to him. "Well Shawn last year you finished with five D's and two C's, and your interims this year are about the same, that's not very good is it?"

He glanced down at the reports. "No ma'am I guess it isn't."

"Alright, so at least we agree on that. Look there are three months left in the school year and we can make a great deal of progress if, and I do mean if, we start right now so what I am proposing to do is to work with you individually to improve your grades up so that when you start high school you be caught up with the other students and ready to tackle the harder upper level courses."

"Well Sister maybe I'm just not smart enough for all this learning crap."

Sister Ellen's head snapped up and she looked at the teenager, a scowl covering her face. "First off young man I would appreciate it if you don't use that type of language... ever but certainly not in my classroom, do you understand me?"

He nodded his head. "Yes ma'am, I'm sorry."

"Now as to your mental capabilities, I read your file last night and see that you have scored very high on your intelligence and aptitude test so I don't think this is a case of you not being smart enough. What I do think is this is much more of a case of you being lazy with your school work and I'm prepared to fix that Shawn, I'm going to see that you not only succeed but excel the rest of this year."

"Really? How are you going to do that?"

"By working with you after school, that's how. Every Tuesday and Thursday afternoon, after our regular classes are over, you'll spend two hours with me in extended classroom training."

"You... you can't make me stay after school, its illegal!"

"Wrong young man! I've already spoken with your mother and I have her permission to keep you for those two hours to assist you in learning your lessons and now that we have that settled you may go to lunch." She watched the dejected teenager leave the classroom, his head down, mumbling to himself. She couldn't hear what he was saying and she thought that was probably a good thing.

That afternoon, after classes had been dismissed for the day, Sister Ellen was at her desk grading quizzes when she felt the call of nature. If it had come during normal school hours she would have gone downstairs to the teacher's lounge and gone to the bathroom there but because classes were out she thought that she would just use the girls' bathroom down the hallway. Ellen left her classroom and walked down the hallway to the girls' bathroom, went inside and opened the nearest stall door and then pulled up her skirt and down her panties and sat down on the commode. There wasn't anyone else in the bathroom and Ellen leaned back doing her business and thinking. She had just finished wiping herself when she heard voices coming through the vent system high up on the wall. She heard both a male and female voice and she could just make out the male voice saying,

"Oh for Christ's sake Mary Ann, I just wanted a quick feel, that's all."

"I don't think so Shawn, we shouldn't even be in here and..."

"Awww come on, just a quick one, that's all."

"Well..."

Sister Ellen knew who the boy was before she heard his name, it was Shawn. She wondered why in the world a girl would be in the boy's bathroom, and then it dawned on her, for privacy. She pulled her panties and skirt up and walked over to the counter and looked up at the vent. It was about seven feet up the wall but she thought she might be able to hear better if she stood on the counter top so Ellen pulled up her skirt and climbed up on the countertop and looked into the vent. She was quite surprised that by standing on her tiptoes she could actually see a little bit of the boy's bathroom through the vent and what she saw both amazed and sickened her at the same time. There were her two students, Mary Ann and Shawn standing inside of a stall and Mary Ann had pulled up her school blouse and bra and Shawn was fondling her breasts. My God, she thought, what ever do I do now?"

She thought about it right up until dinner time. That evening Ellen went into the teachers' dining room and sat down next to Sister Valerie. After some pleasantries she and told the older nun what she had heard going on inside the boy's bathroom. What she didn't tell the Sister was the part about climbing up onto the countertop and spying on the two teenagers. Sister Valerie was much older than Sister Ellen and had over 25 years of elementary school teaching experience behind her. "So tell me Valerie," Ellen whispered, "what should I do about it?"

Valerie turned towards Ellen and then looked around to make sure that none of the other Sisters could hear them talking. "Well honey, in my experience you only have a couple of choices, you can either tell Father John or deal with the problem yourself. Father John isn't know for his... uh, tact and will probably just dismiss the whole thing as child's play and of course then he will take it our on you for bothering him and not taking care of the problem by yourself. Frankly Ellen, it all sounds pretty harmless to me so why not just take the girl aside and have a chat with her, that should nip the whole thing in the bud if you know what I mean."

Ellen nodded her agreement but couldn't help thinking that Sister Valerie was wrong, it wasn't harmless tomfoolery it was two teenagers experimenting with sex and that was just plain wrong.

After the evening meal and prayers Ellen went back to her room and again thought about what she had seen that afternoon and the advice Sister Valerie had given to her. Ellen wasn't all that much older than the two teenagers, having just turned 24 that summer and she certainly understood that young men and women, especially at their age were disposed to try and 'learn' as much as possible about the opposite sex. But here at Saint Agnes she was the responsible adult and it was up to her to deal with Shawn and Mary and their sexual misadventures. As Sister Ellen prepared for bed she walked to the door and turned out the lights and undressed in the dark, the same way she had been undressing for the past ten years ever since... well ever since. Sister Ellen was so scared of her own body and how she would react to any potential sexual situation that she even took her baths and showers in the dark, usually late at night when no one else could possible see her without her clothes on. She finished undressing and put on her nightgown and crawled in between the sheets and rolled over onto her left side. Ellen said her prayers to God and then, for whatever reason; the image of Mary Ann's breasts broke through her thoughts and invaded her mind. She tried to rid herself of the damming images but no matter what she did or thought about the sight of the girl's breasts, her hard little nipples so inviting... yet as evil as these images were she just couldn't get them out of her mind.

Ellen rolled over onto her back and stared up in the darkness for what seemed to be hours, unable to fall asleep. She said yet again another set prayers for forgiveness, closed her eyes tightly and then she slowly pulled up her nightgown and let her hand slide down her body and in between her legs. Ellen hadn't masturbated in months but tonight she just couldn't help herself. It started with the wicked thoughts of Mary Ann's breasts then her mind wandered back to that night long ago when she was just fourteen years old, that night when everything had changed for her...

... It had been a girl's sleepover, her very first. There were just the three of them, Ellen, Ricki and Jean. Ricki and Jean were two years older than Ellen was but they were all member of the school band and had become fast friends. Her mom and dad had allowed them to 'camp out' in the family basement and after playing a variety of games the three of them headed down to the basement and spread out their sleeping bags and were preparing for bed.

"Last one in their sleeping bag is an old slut!" Ricki yelled out.

"Ricki!" Ellen said, "Don't talk like that, it isn't very nice."

"Yea Ricki, don't talk like that, it isn't very nice." Jean mocked.

Ricki put her hands on her hips and smiled at the two of them then reached down and pulled her sweatshirt up and over her head and tossed it onto a chair. She wasn't wearing a bra and her small but very pert breasts stood straight out from her chest. Her nipples were hard and as she rolled them between her fingers she stuck out her tongue at her two friends.

Ellen didn't believe what her eyes were witnessing; her friend was almost nude and playing with herself and in front of everybody. She sucked in a deep breath and then turned away so she didn't have to look the naked body.

Jean watched Ellen's reaction with amused eyes then turned to Ricki and said. "Nice tits Ricki."

"Yes, yes they are. And much nicer than yours I might add."

"They are not!"

"Are too!"

"Alright then, take off your shirt and bra and we'll let Ellen be the judge of which of us has the best tits."

"Fine, you're on." Jean stood up and pulled her shirt over her head then unsnapped her bra and tossed it onto her sleeping bag. "Come on Ellen you're the judge, which of us has the best tits?"

Ellen couldn't believe what was happening and she certainly couldn't look at their... their... breasts, she just couldn't. She stared down at the floor unable to raise her head and look at either girl; no way was she going to be caught looking at another girls breasts. She always thought of them as breasts or at the very, very worst, as boobs, but never as tits. That was such a nasty, boy word, tits. "Uh look I don't think I'm going to be a very good judge."

"Sure you are, now come over here." Ricki demanded.

Jean had moved so that she and Ricki were standing shoulder to shoulder, waiting for Ellen. "Come on Ellen, don't be a chicken."

Ellen not knowing what else to do reluctantly got up off the floor and walked over to where her two friends were standing, still not able to look at their half-naked bodies.

"Oh for Christ's sakes Ellen, you look as if you haven't ever seen a girls' tits before; you're going to have to look at ours to judge us." Jean chided her friend.

Ellen slowly looked up at Jean and Ricki. Jean's breasts were big, much bigger than hers and they had to be heavy as they sagged down onto her chest. Ricki's were smaller than hers and Jeans, maybe 32B and stood straight out from her chest. Ricki's were definitely nicer looking but she didn't want to offend her friend so she didn't say anything

"Well?" Ricki said.

"Uh, I guess I'm not sure. You both have very nice breasts." She said quickly and then looked away.

"We know that Ellen." Jean intoned. "Alright if you can't decide then you'll just have to feel them, test us both for taught ness, you know how well they stand up."

"Feel them? You want me to touch your breasts?"

"Sure, haven't you ever touched another girl's breasts before?" Ricki asked.

Ellen was positive that she was turning ten different shades of red. "N... no, no I haven't."

Jean laughed at her apparent shyness.

Ricki said, "Then I'm guessing that you've never played 't-sucker' either"

"T what?" Ellen asked.

"T-sucker. Come on, Jean and I will teach you how to play. Take off your blouse and bra and come over here."

"Uh... take off... I can't do that, not in front of you guys, it's... it's just not right."

"Oh bullshit, come on girl, don't be such a chicken. Christ this isn't going to hurt or anything."

Tears were forming in the corners of her eyes. "No I can't, I'm sorry but I just can't do it." Ellen thought that Ricki would be the one who would be upset after all she was the leader and the most risqué member of the group but she was wrong, it was Jean who was angry.

Jean turned to Ricki and said. "Fine Ellen, then we'll leave and don't you think we'll ever come back either. Come on Ricki grab your clothes and let's get out of here."

At hearing the threat to leave, leave her very first sleep over, something snapped inside Ellen. She wasn't sure what happened but these were her two best friends, actually they were her only friends since she had started in high school and she didn't want them to leave. "No wait! I'll do it, I'll play."

"Alright, great!" A jubilant Jean said. "Now off with your clothes."

Ellen shut her eyes as tight as they would go and removed the offending garments and stood naked to the waist next to her two friends. She was both ashamed and embarrassed, after all no one but her mother had ever seen her naked like this and then as she looked at Ricki and Jean and saw how they were staring at her breasts and she realized that she was somehow excited about showing herself off. When Jean asked her to walk around the room she happily complied, her own 34C breasts bouncing lightly up and down and suddenly the thrill of being nude became very erotic.

"Alright everyone," Ricki said, "Down onto your sleeping bags, time for a game of t-sucker. This is how it's played Ellen; we all suck on each others tits and see whose nipples get the hardest and the longest. Are you ready?"

Ellen's elation at being nude suddenly turned to one of shame as she listened to Ricki but she didn't see any alternative but to going along with them so she lay down onto her sleeping bag and waited for her friends to start the game. She didn't know if she was supposed to start or what so she just lay there waiting. Ricki got down onto her hands and knees on Ellen's left side while Jean was on her right side. Almost simultaneously the two girls sucked one of Ellen's breasts into their mouths and began sucking and licking on her breasts and nipples. Ellen had never felt anything like that in her life, the electricity of their sexual manipulation of her breasts were sending shock waves of pleasure surging through her body then she felt herself getting wet. That had never happened to her before and she actually didn't know how to react and for a second she even imagined that she had wet herself.

It was Jean who stopped first, letting Ellen's breast slip out of her mouth and looking across at Ricki. "I'll bet she's wet already Ricki, what do you think?"

"I think so, in fact I'll check."

Ellen lay there, her eyes closed and felt the girls' hand groping up underneath her skirt, touching her bare legs and then her thighs before finally stopping at the bottom of her panties. Then the fingers started moving again. They crept underneath the hem of the offending panties and went upwards until they were touching her pubic hair and then Ellen felt the finger enter into her most private area. She was so scared she couldn't protest, she couldn't talk, she just lay there shivering.

"Yup she's wet alright, a veritable faucet of wetness down there. I think our little virgin girl is enjoying herself. You are, aren't you Ellen, enjoying yourself?"

Ellen still couldn't talk, in fact, couldn't move, she just lay there trembling with a mixture of fear and pleasure. When the finger finally slipped out of her and she didn't feel anyone touching her any longer she opened her eyes she realized that her two friends were both naked and playing with each other. Licking and sucking on each other's private parts. She closed her eyes not wanting to watch any longer and then she felt someone licking her — down there. There was a tongue in between her labia sliding up and up until it touched her clit and when it did - without warning, Ellen exploded in her first orgasm. She didn't know it was an orgasm of course, she just knew that it felt wonderful. Now Ellen was energized with the search for lust that only comes from one's very first sexual experience. She rolled over and joined her two friends and for the rest of that evening and well into the next morning the three of them spent licking and sucking each other in a sexual tryst that ended only when, after so many orgasms they all fell asleep. That was the last time she was ever alone with Jean and Ricki, nothing ever happened again. At school she avoided them and eventually they found other conquests and moved on with their lives. Ellen retreated back into the shell she had emerged from on that fateful night and from then on she never undressed in front of a living soul, not trusting her sexual self.

Now as Ellen lay there in her bed thinking back to that night so long ago and her fingers were working furiously on her clit. She was desperately trying to recreate the sexual excitement as she had felt that night with her two friends but she knew it wouldn't ever be the same, it never had when she masturbated so why should she expect it to happen this time. Her fingers went faster and faster until her whole body shook, her orgasm reached, but it wasn't satisfying at all, it was just another bodily function, like sleeping or eating. She relaxed, pulled down her nightgown and as she rolled over onto her side she knew that the only way to have that explosive orgasm she was looking for was to have a sexual union with another human being and that just wasn't going to happen! Ellen's eyes watered at that sad thought and as the tears streamed down her cheeks she thought to herself, I'm twenty-four years old, a virgin, and my body is dedicated to Christ. She would never again experience the pleasure she had when she was just a fourteen year old girl.

The next day was Friday and Sister Ellen was sitting at her desk trying to decide the best way to approach Mary about her inappropriate sexual behavior. As the children started coming into the classroom Ellen saw Mary and she was holding hands with Shawn.

"Mary may I have a word with you please?"

"Yes Sister." Mary walked over to the Ellen's desk and stood straight up, almost at attention. "Yes Sister?"

"When we break for lunch I would like to have a word with you if you don't mind."

"Yes ma'am."

The first half of the day seemed to take forever then finally the lunch bell rang. Everyone hurried out of the classroom and down to the cafeteria, everyone but Mary who stayed glued to her seat. Ellen got up from her desk and walked over and shut the door.

"Did I do something wrong Sister Ellen?"

"We just need to talk Mary. I was in the girls' bathroom yesterday, after school, around five o'clock." The girls face didn't change expressions and she obviously didn't know what Ellen was getting to. "I heard you Mary, you and Shawn inside the boy's bathroom. I know what you two were doing." Mary's demeanor changed, changed from one of a child's innocence to that of a scared young woman.

"Oh my God Sister Ellen, oh my God. You haven't told anyone have you? Oh God, my mother will kill me if she finds out about this."

"No, I haven't told anyone, at least not yet. Look Mary I understand that you're curious about the opposite sex and that Shawn was probably leading you on but you have to stop this type of behavior. This is exactly the type of thing that can lead up to having sex and maybe even an unwanted pregnancy. You don't want that to happen do you?"

Mary shook her head no. "No ma'am, I sure don't. Please Sister, don't tell anyone, please! It won't happen again, I promise."

"Alright Mary I'll take your promise as your word of honor. Now go ahead and get to lunch before the foods all gone." Mary hurried out of the classroom and Ellen sat back, a satisfied look on her face, then she rose out of her seat and went down to the teachers' lounge and enjoyed her own lunch.

That afternoon when the final bell rang and school was over, the weekend was upon everyone. Sister Ellen didn't think about the incident between Mary and Shawn until the following Tuesday when it was time to meet with Shawn. School was over and she was sitting at her desk going over some papers when Shawn came into the room. At first she was startled to see him, and then she realized he was there for his Tuesday lesson. "Have a seat Shawn; we'll go over the fourth chapter in your history book." The session went on for the promised two hours and Sister Ellen thought it had gone pretty well. Shawn had done his homework and knew the material and she had been pleased and she told him so. After class he actually thanked her for her help, and then he said.

"I'm kinda glad about Mary too Sister Ellen."

"Mary, what about Mary, Shawn?"

"Well she told me that you heard us, you know in the boy's bathroom and everything. I'm really sorry Sister I shouldn't have take advantage of her."

Sister Ellen was amazed at this revelation and apology, now this was real progress. "That's wonderful Shawn, thank you for doing the right thing." She was so elated at both his school work and now his willingness to be more appropriate with girls that she pulled him to her and hugged him. When she did she felt his hardness pushing against her leg like some sort of iron monster. She quickly let him go and when she looked at him, blushing, he was smirking at her then he just turned and walked out of the classroom.

As he left he turned back and looked at the stunned nun and said, "Good night Sister Ellen, see you tomorrow."

"Good... good night Shawn."

She sat back down at her desk and tried to finish off her daily load of paperwork but just couldn't concentrate and finally, skipping the evening meal she retreated to her room for some much needed solitude and to reflect on the day's events. After she finished her prayers she sat back and thought about the upcoming PTA meeting. The incident with Shawn was now long gone from her mind, at least she thought it was.

The next afternoon Ellen was teaching History and was walking around the room lecturing until she finally settled down, sitting on the front corner of her desk. Her lecture about the reconstruction era was just beginning when she glanced over at Shawn. He was sitting back in his chair and listening to her, just like the rest of the class, except he had an obvious erection, the front of his pants being tented up from his enlarged member. Oh my God, she thought, what in the heck is going on here? She tried to think of some explanation for his erection and it finally dawned on her; Shawn was sitting so near to her desk and so low in his chair that he could probably see up her skirt. My God, it must be the sight of her panties that was causing all of this! They had to be showing, she was almost positive that was the answer. She sat up straighter and slowly eased off the edge of her desk and walked around to the chalkboard where she started writing some facts and figures. She refused to look at Shawn for the rest of that afternoon.

That evening after dinner and prayers Ellen retreated into her room to think about what had happened that afternoon in class. What was going on with this boy? Why was he fixated on her, a nun for God's sake! She stood there in her school uniform looking at herself in the small mirror that was hanging over her dresser. She looked just like any of the other twenty or so nuns that were teaching in the school. Oh sure she was the youngest of them all but still, why was this boy infatuated with her? Finally she made a decision, one that took more courage than she had conjured up in years; she decided to undress with the lights on.

The rationale for that decision was that she just had to know what she looked like, had to try and see what the boy saw, what he imagined her to look like. Standing in front of the mirror she slowly unbuttoned her school blouse then pulled if off her shoulders and down her arms and tossed it onto the bed. She was wearing a white sports bra, one that was too small for her breasts, fitting so tightly around her that it mashed her breasts to her chest making her, for all practical purposes, appear flat chested. She pulled the bra up and over her head releasing her breasts to the light for the first time in years. She looked at herself in the mirror not having seen her breasts and their dark red three-inch round areolas and her finger tipped sized nipples in a long, long time. Hummmm, she said aloud, I guess that I don't look all that bad, at least for a nun.

Reaching around behind her back she found the zipper on her skirt and pulled it down and the Navy blue uniform skirt slid down her long legs and puddled on the floor, covering her feet. She was wearing a plain pair of white granny panties but when she looked in the mirror she could see where the front edge of her panties had again caught themselves between her labia giving anyone that could see under her skirt a look at her... her... and in horror she thought, Oh God he must have been able to me like this... and while she looked down between her legs she mindlessly straightened out her panties, pulling them free from herself. She turned around and looked in the mirror, seeing the reflection of her butt and legs then she eased off her panties and slowly turned around and stared down at her vagina and realized exactly what Shawn had wanted to see and probably use too. Ellen shuddered, her body reacting to her vile thoughts, and she pulled her arms around herself and finally sat down on her bed to try and regain her composure. The tears started anew as she now thought of herself as some sort of a hussy, enticing a teenager with the private parts of her body, parts that had never enticed anyone before, at least if you forgot about that night when she was only fourteen, parts that were now dedicated to God and the church. Oh sweet Jesus what was she going to do? She rolled onto her side, curled up into the fetal position and, sobbing softly she fell asleep, the lights of the room still shining on her naked body.

Thursday dawned and Sister Ellen Marie decided that she would confront the devil himself before she would allow herself to entice Shawn anymore. No, today after class she would take the time to sit down and talk with the boy and make him understand that she wasn't trying to sexually arouse him, that this had all been an accident, a terrible misunderstanding and he should just forget about her and what he saw that afternoon.