Dr. Elise Chen was reviewing her notes for her 10 o'clock lecture when there was a knock at her door. Her office hours were in the afternoon and she had decided to ignore the knock when suddenly she felt an urgent need to answer it.

There was one of her students in the 10 o'clock class... Fisher something... or maybe something Fisher. Beside him was a blonde woman in a pink sweater that was much too small for her enormous chest. They were both smiling, the blonde rather stupidly and possibly drunkenly. Except for the hair, chest, and expression, she strongly resembled Dr. Chen's teaching assistant Lori.

"Can I help you? We have class in 10 minutes," Dr. Chen said pointedly.

"I know," said Fisher. "That's why we brought you the whiskey."

"What?" asked Dr. Chen, completely baffled and beginning to loose her temper.

"I wish you would forget that whiskey makes you drunk and instead believe that it makes you smarter and that you need to drink it before you give a lecture," said Fisher.

Dr. Chen blinked and shook her head.

"I'm sorry, what were you saying?" she asked.

"We brought your whiskey," he told her.

"Oh God! I almost forgot! Thanks!" she said.

She didn't know how she would have lectured without whiskey. She took the bottle from the blonde girl, who giggled inanely, unscrewed the cap and took a swig. Her eyes watered and her cheeks flushed. She could feel herself getting smarter.

"Thanks! You two are lifesavers!" she said, handing the bottle back.

"Oh no, keep it!" Fisher insisted. "We've got extra. And you're covering some tough material today. You should drink a bunch now and then sip it throughout your lecture."

"Hey! That's a great idea!" said Dr. Chen, pausing to take another brain-boosting swig. "You must've had your whiskey this morning."

The blonde giggled.

"I did too!" she announced.

Elise looked at the ditzy blonde. She certainly didn't seem like a whiskey drinker. But even whiskey couldn't smarten up some people, she supposed.

It certainly worked for herself though, she thought, taking another pull from the bottle.

"Okay! I'm ready for my lessher!" she announced. "Hey! I seem to be shlurring a bit!"

"I really wish you wouldn't worry about that, or your coordination," said Fisher.

Elise blinked and decided not to worry about it.

"Well, off to class then!" she said.

"You aren't going dressed like that, are you?" Fisher asked.

Elise looked down at her conservative tweed suit. "Wass wrong with this?" she asked.

"It's just not a traditional professor's outfit," Fisher informed her. "I wish you would remember that all female professors wear sexy bunny and kitty costumes to class and that you don't see anything wrong or strange about that and it's really one of your favorite perks about your job here."

Elise blinked.

"Oh God! I'm not dressed and class is in 5 minutes!" she exclaimed, then hiccupped.

"That's all right," Fisher assured her. "Lori and I will help you. She's got your outfit right here in the box."

"Oh thank gawd," Elise exclaimed, taking a swig to calm her hiccups. "Thank you, Lori. You know, I got a TA named Lori. She loos a lot like you, esep for mush smaller... um... you know..."

The blonde giggled and jiggled. She didn't seem to be wearing a bra.

"Come now, lets get that silly suit off you," Fisher insisted, taking the bottle from her and setting it on her desk, then slipping off her suit jacket.

"But... hey!" Dr. Chen objected. "You can't, I mean... you should wait outside. Yer a boy!"

"Oh, Dr. Chen!" said an exasperated Fisher, "I do wish you would just let go of all your prudish inhibitions and develop a healthy body image along with a raging exhibitionist streak."

Dr. Chen blinked, then got a delightfully naughty idea. She grabbed hold of the front of her white blouse with both hands and pulled hard. Buttons popped and seams ripped as she thrust her modest chest out, revealing her pale pink bra.

The blonde clapped and giggled. Fisher grinned wolfishly. Elise's head swam with perverse pride. Her outfit was much too prudish and she was glad to be rid of it.

She fumbled at removing the rest of her clothes, but Fisher and the blonde were much more efficient at it for some reason and soon she was standing naked in her office before them, not embarrassed in the least and more than a little turned on. She hopped up to sit on the edge of her desk and slowly opened her knees to reveal her twat to her assistants. She was delighted to see that they both looked.

Fisher shook his head and blinked.

"Time enough for that later," he declared. "Let's get you dressed."

They pulled on a pair of stay-up fishnet stockings, then a black silk bodice that rode high and snug on her hips but felt cavernous up around her chest.

"Oh no! It doesn't fit!" Elise exclaimed. "And I have to be in class in just two minutes!"

"It's o.k., Dr. Chen!" said Fisher. "I've got it covered. I wish your tits more than filled out that costume, that your hair grew down to mid-back, that your ass was a little rounder, and you looked about 10 years younger.

Elise felt very, very odd as over the course of a few seconds her body shifted and rippled and her hair snaked down her back. Once it subsided, the outfit fit her perfectly, though her newly huge breasts did bulge out of it a bit.

"Oh my god! How did you do that?" she exclaimed.

"I really wish you wouldn't worry about that, Dr. Chen," he said, and she stopped. "We've got to finish dressing you!"

They put a white collar with a black bow tie around her neck and a headband through her newly grown-out hair with two white silk bunny ears supported by internal wires. After some consideration, Fisher bent one of the ears to a jaunty angle.

Some fingerless lace gloves and some high-heeled pumps that Fisher wished her feet to fit and Elise was ready for class, albeit a few minutes late.

The hallway seemed a bit wobbly as Elise made her way to the lecture hall, but she didn't worry about it. Fisher and the giggly blonde Lori helped her by each taking an elbow. Elise was delighted by all the stares she got on the way. The outfit really was the best part of her job.

"Can you give Lori and me a few seconds to find our seats before you come in Dr. Chen?" Fishe asked.

"Oh sure!" said Elise. "Leass I can do afer you guyz helped me get here!"

"Thanks Doc! You're a peach!" he said, and smacked her on her cotton-tailed ass.

She jumped, causing her new breasts to jiggle, then she giggled. She'd never had her ass slapped by a student before, but she was pretty sure she liked it.

Fisher and Lori went in to the small lecture hall and Elise waited, taking one more slug of whisky, just to give her that extra edge. Then, feeling so smart she could topple over at any moment, she plunged on into the room.

"Hi class! How is everybuzzy?" she asked in a nice, loud voice to her class of two dozen Econ and PoliSci majors.

The class stared in shocked silence. Elise didn't have a clue as to why, but she did enjoy the attention. Then one girl in the front row, who seemed a bit flushed for some reason, got up and headed for the door.

"I really wish you wouldn't leave," said Fisher, and the girl stopped in her tracks.

The helpful student grinned at her boyishly. Then he stood and announced in a loud voice, "I wish you all would stay in class until Dr. Chen dismisses you. And I wish you would all pay attention to her and do as she says. She is the professor, after all."

Elise giggled. Fisher was such a brown noser but she couldn't help but adore him.

The would-be-truant started back toward her seat.

"Not so fast, '' said Fisher. "I wish that your punishment for disrupting class is to give vigorous oral sex to Dr. Chen in front of the class."

The girl blanched and turned toward Elise, eyes wide with horror. "Ohmygodohmygodohmygod" she mumbled as she advanced, trembling, toward her sexy professor.

Elise giggled nervously. She was an exhibitionist and the thought of being eaten out in front of the class turned her on immensely. But the student seemed very reluctant. It was her punishment and students required discipline. But now the young woman was starting to cry as she knelt between her spread knees. Elise pitied her and it confused her.

Whiskey would help with the confusion. She took a big slug. Things were much clearer in her mind then. She giggled and pushed the thin stretch of black silk that covered her twat to one side. Her duty was clear.

"Now, now, don't cry!" Fisher said, and Elise saw that he was coming right up to them. That wasn't really appropriate. Maybe he would have to eat her out next! She giggled at the thought.

The kneeling student glared at Fisher.

"You're Paige, right?" he asked. "Now, Paige, I wish you would realize that this really isn't so bad, since you've had a major crush on Dr. Chen since the first day of class. I wish you realized that the shame and embarrassment of doing this in front of the class is actually turning you on more than you've ever been. Oh, and I wish you'd take your punishment naked."

Paige's expression did acrobatics and came to rest with a prominent blush, trembling lower lip and eager, smoldering eyes. She immediately pulled her sweater over her head and stared shy but adoringly at Elise as she continued stripping.

"Thas not really part of her punishment," Elise pointed out.

"Aw, but it's much more fun this way, don't you think Dr. Chen?" said Fisher. "Paige doesn't mind. She's clearly hoping you will enjoy seeing her naked. And I wish you would too!"

Elise couldn't deny that Paige stripping was a pleasant thing to watch. She had lustrous light- brown hair that looked lovely against her pale, blushing skin as it fell down over her firm round breasts, their nipples standing at attention as she relieved them of the confinement of her bra. Her shoes and slacks were soon shed, followed by her pink panties. She was clearly in a hurry to get on with her punishment.

"I wish you were all envious of Paige here," Fisher announced to the class.

He really was taking quite a few liberties, Elise thought. She should probably reprimand him. But then Paige dove face first into her snatch and Elise completely forgot about any other student but the one with such an eager tongue.

Elise stared down at her besmitten student, her naked ass a portrait of loveliness. She giggled and the cooed when Paige found a particularly sensitive spot. She crossed her ankles over the girl's back, stroked her hair, and gushed all over her face.

She glanced up at the class. Everyone was staring at her like she was a lobster dinner and they hadn't eaten in days. Several students, male and female, had their hands at their crotches. Elise grinned broadly at her audience and waggled her tits at them. Then she turned her attention back to her adorable teacher's pet.

"I wish you'd let me feel you up while she eats you," said Fisher.

"Go right ahead, '' she told the precocious student, seeing no reason why he shouldn't...

He put a small bone between his teeth. That seemed odd to Elise. But as he slid behind her on the desk and started man handling her newly-augmented tits, she found she had other, nicer things to consider. Such as how long she would withstand the two-student offensive before she reached her peak. For all her inexperience, Paige was learning quickly how to get high marks from her professor.

Nuzzling up against her, Fisher mumbled around the bone into her ear.

"I wiss you woulb cum soon, cum harb, an cum louly," he said.

Elise's brain didn't exactly understand what he said, but her body seemed to. Her clitoris leapt under Paige's tongue and started a quivering chain reaction that spread through her cunt and ass, up her spinal cord and then exploded in her head, sending a rushing wave down to her toes and back.

"Ah!" she gasped, arching her back and squeezing Paige's head between her thighs.

"Oh!" she exclaimed, her nipples singing between Fisher's pinching fingers.

"Eeeeeeeeeeeeeeee!" she screamed as the world melted around her and bubbled and popped with a million tiny explosions of pure joy.

Elise went completely boneless and sprawled panting against Fisher. Only his firm grip on her rack kept her from tumbling off the desk in a heap. When the classroom finally materialized, Elise saw sticky-faced Paige staring proudly and adoring up at her. Elise smiled clumsily back and giggled. She looked up at the classroom and saw her other students staring in dumb-struck awe.