Usual Disclaimer Time: Even though this story almost entirely takes place in a high school setting, all

the characters in this story are 18 years old or older, and since we're living in the wide wonderful
world of porno-land here, where clichés roam free and things might get a little unrealistic from time
to time, please remember it's all in good fun, I swear.

*****

Previously, on Senior Year Memories: Nerdy 18-year-old Ryan Collins' life has been a little crazy since
taking on a tutoring extracurricular for his favorite teacher, Mrs. Lynn, after the mean girl he was
tutoring, Kaitlyn, found out he had a big cock and took his virginity. Since then, she's spread the word
to her popular friends and made Ryan a target of Regan Hills High's other slutty students, including
the hot blonde cheerleader Brooke, who introduced him to the wonders of anal and promised to
help get him into shape.

***

I'd always thought that my life would have its fair share of problems, but juggling my senior year level
of schoolwork, what could best be called my poor excuse of a social life, and a pair of slutty
cheerleaders who couldn't get enough of my cock was never a set of problems I'd entirely
anticipated. Fantasized about, maybe, but never thought it'd actually happen. Don't get me wrong, I
always knew the schoolwork and social life problems would be there, but the slutty cheerleaders,
yeah, that was something I was still getting used to.

It'd been about two weeks since Kaitlyn first came over to my house and fucked me dry, and my
formerly predictable life had been anything but since then. I was still dedicated to pulling off a 4.0
GPA and getting in whatever free time I could playing video games, and spending time hanging out
with my best friend, Tori (which usually involved playing video games, which worked for me), but
figuring out how to fit Kaitlyn and Brooke into my schedule, that's where the challenge really was,
because both of them were looking to monopolize my, and my cock's, time.

When Kaitlyn and me were together, it was a strange feeling of reconnecting with an old friend. Half
of our time we usually spent with the tutoring I was supposed to be giving her, and our updates to
Mrs. Lynn were keeping us both in her good graces, me for being a good tutor and Kaitlyn for finally
giving a shit about learning. I can't say whether Kaitlyn actually cared about history or not, but she
was pretty good at listening when she wasn't being a raging bitch, and had passed Mrs. Lynn's first
pop quiz.

The other half of our time, we either hung out, getting to know each other again after years of having
drifted apart as friends (and us being on opposite ends of the school's popularity spectrum), or had
sex. Lots and lots of sex. Kaitlyn was passionate and creative, channeling her bitchy energy from
school into some pretty wild fucking. The shit she'd say would piss me off half the time, challenging
me, pushing me onward, making the sex only better.

Time spent with Brooke was the polar opposite of time with Kaitlyn. While Kaitlyn was an old friend
and an accomplished bitch, Brooke was someone I barely knew, bubbly and fun to be around. She
wasn't as smart as Kaitlyn, but far more compassionate and just a genuine blast to hang out with, at
least when she wasn't running me through the exercise ringer, and that was more often than not.
She was obsessed with turning me into someone presentable by her standards, and had me jogging,
bicycling and practicing yoga with her when we were together, and eating a very strict diet and
working on my muscles when we weren't. I wasn't really into her trying to remake me in whatever
image she had, but when I wasn't exhausted, I was starting to feel a bit better. Given a few months of
this, I might've actually started to look impressive.

When she wasn't trying to exhaust me with exercise, though, she was just fucking me into oblivion.
She may have looked the goody goody cheerleader, but when we were naked, she was a wildcat,
taking me in all of her holes as hard as possible as often as possible and wearing as many pieces of
her cheerleading uniform as possible (god only knows how many times she had to have that poor
uniform washed). Brooke drained more cum from me than I knew I ever had in me and was always
ready to come back for more.

Whatever I had with these two girls, I wouldn't call relationships, but it was intense, and fun, and was
making for a much better senior year than I was expecting at the beginning. Even so, I did enjoy the
occasional late cheerleading practices they went to, allowing me time to get caught up on the few
other things that vaguely resembled my life.

If my year only involved screwing the brains out of these two girls at every chance I got, it'd have still
been a busy year, but one I was sure I could manage.

The way Kaitlyn and Brooke spread the word about me in their circle, though, it was only a matter of
time before things got even more complicated.

***

I was getting used to getting interested and curious looks from popular girls I'd never talked to before
ever since Kaitlyn and I started having sex, but it was on a Friday, two weeks to the day after this
whole insane adventure with her started, that it took a turn I hadn't expected.

Or, more appropriately, two turns, though I'll get to the second one later.

The first happened when I was leaving Mrs. Lynn's AP History class. Brooke had texted me a few
shots of her pussy and asshole during class, claiming they both missed me, and I had just kicked the
crap out of a quiz Mrs. Lynn gave us, so I was feeling pretty good about myself. As usual, I was one of
the last to leave after talking some with Mrs. Lynn about the quiz, and then as usual I rushed out of
class because I wanted to get to lunch on time.

They made fresh burgers on an outside grill on Fridays, and no way was I missing out on fresh
burgers.

I didn't see the hand snaking out of the utility closest next to Mrs. Lynn's classroom, but I sure as shit
felt it latch onto my wrist and pull me inside. I was confused, especially when I heard the cramped
closet's door lock behind me, but when the single light hanging light bulb in the room turned on, I
started to understand.

My temporary kidnapper was Haley Campbell, yet another of Kaitlyn's friends and yet another of
Regan Hills High School's proud Puma cheerleaders. Haley was 18 years old but built like a woman far
past that point, with utterly insane tits that Brooke once told me were H cups, a narrow waist, and an
ass that flared out almost wide enough to make her a perfect hourglass. She was dressed in a tight t-
shirt and jeans today that showed off her figure well, and with long, straight red hair, pale skin, green
eyes and full red lips, she was stunningly gorgeous.

Haley was also, if possible, an even bigger bitch than Kaitlyn was before we started fucking.

"Seriously? You?" was the first thing she said to me in this closet, and if I wasn't mistaken, possibly
ever. At least one on one, and not making fun of me along with Kaitlyn and the rest of her friends.
"What?" I asked.

"You're the nerd with the giant cock that Kaitlyn and Brooke keep talking about? I mean, fucking look
at you, you're fucking pathetic," Haley said, her voice dripping with disgust.

I was in too good a mood to take that kind of shit. "I don't think you'd have dragged me in here if you
didn't think it might've been true."

This took Haley off guard. It took me off guard, too, if I'm being honest; I don't think either of us
expected me to stand up to her like this, but I was rolling with it because the look of shock on her
face was entirely worth it.

"What did you say?" she asked me, narrowing her eyes.

"You heard me. You touched my cock in PE last week. You've heard what Kaitlyn and Brooke were
saying, and you want a piece for yourself, don't you? That's why you dragged me in here, isn't it?
Because you want some of this cock, you want it right now, and you want me to give it to you hard
enough to make you scream, don't you?" I said, almost feeling I believed what I was saying.

Widening her eyes, she said, "Yeah, pretty much."

Her casual response took me off guard, and while I liked where it was leading, I wanted to see how
far I could push it.

"Well... then beg for it," I said.

"What?" she asked.

"You heard me. You called me fucking pathetic, I think I'm owed a little begging," I said.

"Fucking what?!?!?" she asked, pissed. "Hey, remember, I pulled you in here, and I-"

"And you want this cock, and if you want it, you're gonna have to beg for it," I said, loving the chance
to exercise a power I'd never had before.

Haley grumbled. "Fine. I want your cock. Happy?"

"Oh, come on, you can do better than that," I said, grabbing my cock through my jeans, running my
hand up and down its hardening outline to help inspire her. The way she looked at it, her eyes
widening again, I could see a change, almost hear the soft moan escaping her lips.

"Please, Ryan, I want your cock. Give it to me, please, I need to feel your cock in my hot little pussy, I
want to taste your fucking cum, I want you to pound me hard, make me fucking scream like I've
never screamed before," she said.

I considered, briefly, if this was enough begging.

Then I said, "Cool. Pull your pants down and bend over."

"Just like that?" she asked, disgruntled.

"Look, I wanna make this quick because I still want to get to lunch, and it's only gonna be quick if I
start out with eating your pussy, okay?" I said.

It was hard to tell in the dim light, but I think Haley might've blushed. "That sounds good."
"Good," I said, pulling off my shirt, kicking off my shoes and pulling my pants down. Haley eyed the
bulge in my underpants hungrily as she started pulling at her own shirt.

"You don't have to take your shirt off, you know," I said.

"No, but you wanna see these tits, don't you?" she said, cupping them with her shirt bunched
underneath.

"That... that wouldn't be bad," I said.

"Then stop complaining," Haley said, pulling her top off. Her titanic tits were somehow held up in a
lacy orange bra that strained at their massive weight, but when she unclipped the back, they burst
free. The size of melons and just as firm, topping these tits were bright pink nipples stood out firmly,
begging to be sucked. As she unbuckled her belt, I couldn't help myself from closing the distance and
sucking on those firm little nipples, flicking them with my tongue excitedly. Going by the way she
moaned, I don't think she minded much either as I circled my tongue and suckled on them, nibbling
slightly. I brought my hands to them, squeezing them, lifting them and just wondering how the hell
someone can get natural tits this big and not caring because fuck they felt so nice.

"I thought you said you were in a hurry," she taunted.

"I am, but they just look so good," I said.

"Well, play with them all you want, but I wanna see that cock, I want that cock in me, and I want to
cum harder than you made Kaitlyn and Brooke cum, okay?" Haley said, kicking off her shoes.

"Just take your pants off and let me eat your fucking pussy," I growled.

"Fine by me," she said, pulling her pants and panties down in one smooth move, revealing a plump
set of pussy lips with an untamed field of curly red hair above them. Getting down on my knees, I
dove in, giving that pussy a quick kiss, and a lick, and before finding her clit and sucking on the
succulent little nub intensely for a moment. Haley moaned pleasurably, grabbing one of the metal
racks of supplies behind her for balance. That I had that effect made me smile, because I then
grabbed her by the hips, spun her around, and bent her over into one of those racks so I could eat
her pussy out from behind.

Haley tasted different from Kaitlyn and Brooke but was her own form of pleasurable as her musky,
tangy and already quite wet cunt welcomed my tongue in. I was stuck between wanting to draw this
out to enjoy it and still wanting to get on to lunch, but I wasn't one to pass up a good opportunity for
some hot sex, so I was going to find a way to make this work out for both of us. I dug my tongue into
Haley's pussy, searching around for pleasurable spots while rubbing two fingers with increasing
pressure over her clit, circling them and enjoying listening to the vileness spewing from her mouth.

"Fuck, you fucking nerd, god, you eat pussy good, fuck, Ryan, fuck, fuck, eat that fucking cunt, eat
that fucking cunt because you know you won't get any bette- FUCK!" Haley screamed out as I shoved
three fingers into her sopping pussy, twisting them around so she'd shut the hell up about me and
just start moaning.

"What was that you were saying? That you were the best I'd ever get? You ever think that this might
be the best you'd ever get? That this fucking pathetic nerd could make your knees weak and your
toes curl like no fucking jock could ever hope to do?" I hissed, standing up beside her, fingers still
inside, pulling down my underwear with my other hand to show her my hard as a rock 10 inch cock.
"Oh, oh, oh," was all she could say, every 'oh' ending rolling into a soft moan as I thrust my fingers
deeper inside of her.

"You want that cock?" I asked.

"Yes," she moaned.

"You willing to beg for it?"

"Yes, yes, yes," Haley whimpered.

I wanted to give it to her pretty badly by this point, but even more, I wanted to show her for her
arrogance and being such a bitch to me. I leaned in to her ear and hissed, "Beg for it."

"Please, Ryan, give me your cock!" Haley whimpered.

"If you're not gonna give your best effort the first time, I don't know what I'm even doing here," I
taunted.

"Please, give me your giant fucking cock, make me cum, make me cum and you can drain your cum
all over my giant fucking tits!" she begged.

I had to give it to her, when she gave it her all, Haley was really good at begging. I pulled my fingers
from her sopping cunt, lining my cock up at the entrance and thrust it all inside with one stroke. Her
eyes bugged out as she screamed in surprise, and to silence her, I thrust my fingers coated with her
pussy juice into her mouth. She suckled on them as if her life depended on it, licking them clean as I
started to fuck into her harder and harder.

I pulled my fingers from her mouth, then gripped her giant, heaving tits in both hands as I fucked her.
"Oh, you're a dirty fucking slut like the others, aren't you? You talk a big game, but swing a big dick in
front of your face and you're just a cumslut like the rest."

"Fuck, fuck, fuck, yes I am, yes I am, god, I'm just a fucking big-titted cumslut, fuck, keep fucking me,
fuck, I'm such a bitch all the time 'cause I can't get enough, fuck, fuck, so good, fuck!" she yelped as I
pounded her into the rack, harder and harder. I was afraid, for a moment, of all the noise we were
making, someone had to hear us and someone would be drawn to the sound, but I didn't care. For all
her bitchiness, I was going to show Haley what I was capable of doing.

After the mouth and finger fucking I gave her at the start, it didn't take long doing this for her to cum
screaming, writhing and collapsing into the metal rack as her fluids rolled down her legs. I slowed,
letting her retake her balance as I inched in and out of her. Panting, she looked back at me, planting a
wet, lingering kiss on my lips. It must have been my imagination, but I could've sworn I heard a low
moaning that wasn't her not far off, but it must've just been me getting caught up in the moment.

Speaking of...

"So, you promised to drain my cum onto your tits?" I said, pumping into her for emphasis and
enjoying the squeal it pulled from her.

"A deal's a deal," Haley said, wobblingly dropping to her knees and sucking on my cock. She got
almost half of it into her mouth before she pulled it from her mouth, saying, "Get your phone?
Kaitlyn and Brooke told me you'd want this in your 'Senior Year Memories' album, right?"

"Well, that was nice of them," I said, reaching down for my phone and turning on the camera. Haley
got back to work, first sucking on my cock, then burying it between her two giant tits. I never thought
it'd be possible to see my cock disappear like that between a pair of boobs, but I'd never been titty-
fucked by a girl with breasts as big as Haley's, either. Actually, I realized I'd never been titty-fucked at
all before, so this was a whole lot of new experiences wrapped up in one.

I thrust in and out of her tits, watching as my cockhead appeared and disappeared into the valley of
titflesh as she held them together, licking and sucking on it whenever it got close enough to her
mouth.

"That's it, that's it, keep fucking those tits, keep fucking those tits, feed me that hot cum, feed me,
yeah, fuck, feed me, you like this, don't you, me on my knees, taking your cock like that, don't you?
Wanna cover my face, my tits, make me a cumslut whore like the others, don't you?" Haley
continued talking between slurps, looking up into my eyes with such a want that it drove me over the
edge.

"OH, FUCK, I'M CUMMING!" I roared, spraying shot after shot of thick, white cum all over her face,
her lips, and even covering those giant tits of hers. Haley tried to keep up with it at first, trying to
take in every shot that hit her mouth, but even that wasn't enough, the cum pouring down from
between her lips.

"Oh, fuck... wow, I'm just covered!" Haley said, laughing as she scooped up my cum on her fingers,
sucking it off only to scoop up more. I was lightheaded from such a hard cum, but I was able to get a
couple good shots of Haley looking up at me, coated in and eating my cum, adding them to the
'SENIOR YEAR MEMORIES' album.

If it kept filling up at this rate, it was gonna be one hell of a year.

"So, uh, yeah, thanks for that," I said, looking for my clothes.

"No problem. You ever need a good tittyfuck, let me know. Just eat my cunt like that first, and I'm all
yours," Haley said, looking around for something to clean off with and settling on a roll of paper
towels. Checking my phone, I saw that I still had forty minutes left of lunch.

Sweet!

***

Dressed in record time, I ran for the cafeteria, replaying our encounter in my head.

I knew what had happened these past couple weeks wasn't normal, nor was it sane, but I was settled
on thinking it was pretty fucking fantastic. There's no reason a guy like me should've gotten so much
ass like this, even with a cock as big as mine. It was a mix of dumb luck and a school with some
impressively slutty girls, I knew that, but it was my dumb luck, they were slutty girls who were willing
to give me the time of day, and I was loving it so far.

I was walking on air, or, well, running at the time. Hanging out just outside the cafeteria was my best
friend, Tori, her mess of red hair crammed under a Regan Hills High School Puma's baseball cap.
Seeing me, she waved.

Having just had some awesome sex, and seeing my best friend waiting for me, it felt like nothing in
the world could stop me.

Not even Kyle Bowman stepping into the hall in front of me.

"Collins, hey, buddy, I've been looking for you!" Kyle said.
Kyle wasn't my buddy. Kyle was a six and a half foot tall wall of muscle with a tiny head and an
impressively groomed blonde crew cut up top. He was a thug, through and through, but because he
was rich, almost handsome and his thuggish side came out best on the football field, he was able to
get away with pretty much anything he wanted. One of the things he wanted, apparently, was to
make my life as miserable as possible, because, well, I made myself an easy target.

I wasn't feeling like an easy target this day.

"So I've heard," I said, looking to get past him. He stepped in my way. Toward the cafeteria, I saw Tori
starting for us. She's been able to fend off Kyle in the past, sometimes, but who knew what today
would bring.

"Good, so this next part'll be easy. I've got needs and a reputation to keep up, and, lucky me, you can
help me with both! So, I've come to give you your choice between two limited time options. Either
you do all of my homework in the class of your own choosing, or I publicly humiliate you in the
manner of your choosing. I can stuff you in a locker, a trash can, even kick the crap out of you if you
choose; just nothing gay like pantsing. With an offer this great, how can you say afford to say no?"
Kyle asked. His dad was a used car salesman, and by the sounds of it, Kyle was looking to go into the
family business.

Two weeks ago I'd have seriously weighed the options he gave me and probably picked doing his
homework, because I'd done it in the past and homework was easy enough for me anyway, but two
weeks ago I was a different person. I hadn't had sex with three of the hottest girls in school then and
sure as shit didn't have the confidence that came with that.

"Tempting offer, but I think I'd rather tell you to go fuck yourself, and then eat lunch with my friend.
Okay, bye, see ya later, and if you didn't hear me the first time, go fuck yourself, go fuck yourself, go
fuck yourself!" I said, stepping past him and shooting him the middle finger I'd had in Haley just a
matter of minutes ago back at him.

I walked away from him, toward Tori, and nervously looked back. He just stood there, looking back
and forth from me to wherever it was he looked when he looked into space. My heart was beating as
the realization of what I'd just done sank in slowly, then much faster, then only confirmed once Tori
caught up to me with her eyes the size of saucers.

"Did you just tell Kyle to go fuck himself four times?" Tori asked me.

"I'm not sure, I wasn't counting," I said, my stomach lurching at the thought of what Kyle might do to
me later while my brain celebrated telling him off.

"Who are you and what have you done with Ryan Collins?" Tori asked.

"I'll let you know when I've found him," I said numbly.

Tori wrapped an arm around my shoulders and shook me playfully, "Ryan Collins, finally becoming a
man!"

"You don't know the half of it," I said, finally letting out a nervous laugh that Tori easily joined me in.

We got in the burger line outside the cafeteria together, her talking a mile a minute, as usual, about
what'd just happened with me and Kyle and about how she had to tell everyone. I talked her out of
telling everybody, but there was one person I had trouble talking her down from.

"I need to tell Nadia, at least," Tori said.

"You don't need to tell Nadia," I said, distracted by the vibrating of my phone against my thigh that
seemed nonstop since I got in line.

"Why not?" Tori said.

"Because Nadia's the editor of the school paper," I said.

"So? It's not like this is a story she can put in the paper, is it? 'RYAN COLLINS TELLS KYLE BOWMAN TO
FUCK OFF?' It's interesting, sure, but hardly front page material. No, I need to tell her because she
hates Kyle, and if anything would guarantee you a spot on the paper, it's this," Tori said.

"Gee, and here I was, thinking it'd be my stellar writing skills," I said, rolling my eyes.

"Well, your adequate writing skills will help, too," Tori said.

"Please, just don't tell her? Please? I hate rumors spreading," I said.

"Even when they're true?" Tori asked. She'd been trying to get me to stand up for myself for years,
and I'm sure this had her jumping for joy inside, but my hesitance must have been just as confusing.

"Please?" I asked.

Tori blew a lock of hair out of her eye. "Fine. But you owe me for this one. Big time."

"Anything you want," I said, wishing my phone would stop vibrating.

"I'll remember you said that," Tori said, going up to the cashier to pay for her lunch tray. Seeing this
opportunity, I opened my phone screen and checked the slew of texts I had in my group chat with
Kaitlyn and Brooke.

Kaitlyn: Tell me you didn't just tittyfuck Haley in a hall closet

Brooke: ryan did wut????!!???

Kaitlyn: Haley says Ryan tittyfucked her in a hall closet

Brooke: which closet

Kaitlyn: by Mrs. Lynns room

Brooke: thats a good closet for that

Kaitlyn: never heard a guy who survived tittyfucking her. still alive?

Brooke: still kickin???????

Kaitlyn: Ryan?

Kaitlyn: hello?

Kaitlyn: heeeeeellllllllllooooooo?

Brooke: think hes ded?

Kaitlyn: pics or it didn't happen

Finally, looking to shut them up, I opened the 'SENIOR YEAR MEMORIES' album and dropped a
picture of my cock between Haley's tits and her completely covered in my cum.

The replies came quickly.

Kaitlyn: YEEEEEEEEEESSSSSS!!

Brooke: wow, Im impressed he fit

I smiled. These two would be the death of me.

Assuming, of course, Kyle didn't catch up with me first.

I'd made it through the lunch line and paid and sat down at an outdoor table with Tori and almost
thought I'd have enough time to actually recharge and eat when Mrs. Lynn walked across the
cafeteria toward me.

"Ryan! Just the person I was looking for!" she said. She looked a little harried, her hair slightly mussed
up, her face hard to read.

"Hi, Mrs. Lynn," Tori said.

"Hello, Victoria. Ready for today's quiz?" Mrs. Lynn asked.

"Not to boast, but I'm gonna kick that quiz's ass," Tori said, laughing.

"That's the kind of enthusiasm I like to hear! I'm... I'm not interrupting anything, am I?" Mrs. Lynn
asked.

"No, just lunch. What's up?" I asked, maybe a little too quickly. Sitting down like this, I was at the
perfect height to take in Mrs. Lynn's tits, and though I'd just had my cock between a heavenly pair,
Mrs. Lynn's were always enough to inspire a stirring in my groin.

"Can I borrow you for a few minutes after school, Ryan? I'd like to talk to you about your tutoring
performance," she said. There was a serious tone in her voice I didn't like, and one that told me I
probably wouldn't like saying no.

"Sure," I said.

"Thanks," Mrs. Lynn said, walking away abruptly.

When Mrs. Lynn was out of earshot, Tori said, "Ooh, someone's in trouble!"

Though I knew she was teasing, I was telling the truth when I said, "I sure hope not."

***

It was true that I hadn't been keeping her as updated on Kaitlyn's and my tutoring sessions as I'd
promised, mostly because I didn't want to accidentally leak anything about what we'd been doing,
but I thought I'd done a decent enough job to avoid getting into any trouble. Maybe she wanted to
give me another student to work with? That was entirely likely, but why would she have sounded so
serious, seemed so nervous?

I didn't know if I was in trouble or not, and that's probably why my hand shook so much when I
knocked on the door to Mrs. Lynn's classroom at the end of the day.

She opened the door. "Hello, Ryan, come in."

I entered the classroom and she closed the door behind me. I didn't see it, but it sounded almost
like... nah, she wouldn't have locked the door, would she? There was a strange energy to the room, a
smell, both of which felt very familiar but I couldn't quite place.
"Please, take a seat by my desk," she said, walking up to the head of the room. It may have been the
dirty place my mind had been lately, but I had a hard time not looking her up and down. She was
dressed in a professional, navy blue blouse and skirt combo, both tight enough to perfectly
accentuate her big, round tits and thick bubble butt. Her ass stuck out even more from the heels she
wore, her legs looking nice and long in those nylons. She took a seat behind her desk, and I was taken
by her beauty, that pretty face, her bobbed blonde hair, sparkling eyes behind a stylish pair of
glasses... the only thing missing was her smile. Usually she had the brightest, friendliest smile you'd
ever seen, but now it was in a thin line, almost severe.

Was she angry, or concerned, or something else? I couldn't tell.

I took a seat by her desk, waiting for the verdict.

"Before we go any further, Ryan, I just wanted to tell you that you've always been one of my favorite
students," Mrs. Lynn said.

"Thank you, Mrs. Lynn," seemed the best response.

"You're bright, you generally play by the rules but know when you can break them, and you're decent
in a world that doesn't seem to grant a whole lot of value to decency these days. These are the traits
that can really help you go far in life," she said.

"Thank you, Mrs. Lynn," I repeated.

"But, it also doesn't take very much to derail such a promising future. One slipup, one... indiscretion,
something that might seem minor on the surface, but if discovered by the wrong party, could lead to
some major consequences," she said.

I had a bad feeling about where this was going, but thought it was better to play dumb. "Did I do
something wrong?"

Her severe lips curled almost into a smile. "What would you say, Ryan, if I told you that that vent,
high in the wall, right behind you, lets me hear pretty much everything that happens in the utility
closet next door?"

I looked over my shoulder to the vent she was talking about, and that painted a pretty good picture
about where this conversation was headed.

"Fuck," I said.

When I realized I said that out loud, I whipped my head over to Mrs. Lynn, my eyes bugging out. I'd
just said 'fuck' in front of Mrs. Lynn. Fuck!

The smile took over her face, looking a lot like the Mrs. Lynn I know. "Relax, Ryan. I wasn't trying to
scare you. Well, I wasn't trying to scare you too badly. I just wanted you to understand that, if
someone else had caught you or overheard something other than the janitor putting his mops away,
they wouldn't be nearly as understanding as I am. There could have been consequences."

"But there won't be, with you?" I asked, feeling the relief growing in my chest.

"No. I may be twice your age, but I remember what it was like being in high school. I know your
hormones are going crazy right now, and, believe me, that's hardly the first time that utility room's
been used like that," Mrs. Lynn said, getting up from her desk and walking over toward me.
"Oh?" I said noncommittally, trying to fight back the erection that was growing under my desk. It was
a losing battle with her this close.

"Mhm," she confirmed. She leaned up against her desk, crossing her arms under her breasts, bringing
them closer together. "I won't name any names, but I know of at least one particular blonde
cheerleader who loves to scream like you wouldn't believe in there."

Going by the texts I received earlier, I wouldn't at all be surprised if she was talking about Brooke.

"If you ever intend to have an encounter like that again, I highly recommend trying a classroom. They
can close their vents to adjacent rooms, and are surprisingly soundproof if you ever want to get really
loud."

"Uh, that's good to know, Mrs. Lynn," I said, both wanting and not wanting to know how she knew
that, a certain hopeful voice in me wondering if she'd already closed the vents to this room.

"Can I tell you a confession, Ryan? You won't think badly of your teacher?" she asked, fluttering her
eyelashes at me.

"Uh, no, Mrs. Lynn, I could never think badly of you," I said.

"Can you keep a secret?" she asked.

"For you? Of course!" I said.

"Good, well, that's a weight off my shoulders," she said, laughing gratefully. "Well, I just had to
confess, that when you and Haley were having your, uh, encounter, I was listening, and, well, I sort of
started to enjoy it."

I was pretty sure I wasn't supposed to be hearing this sort of thing from a teacher, and by the way
she was blushing, I knew she was thinking the same. She wasn't supposed to be enjoying listening to
us having sex any more than we were supposed to be having it on school grounds. Still, it was Mrs.
Lynn, and I didn't want to get her in any trouble. That, and, well, I was curious about where she was
going with this.

"You did?" I asked.

"Yes. So often, when I hear students in there, I hear fumbling, just stupid teen stuff, then some
grunting, then a girl complaining. Not with you two, though. Listening to you two, together, like
that... it was, god, I'd say it was pretty hot," Mrs. Lynn said, her hands unconsciously trailing over her
body, one grazing over her breast, the other down her front. I'm not even sure she knew what she
was doing, but she was lost in the moment, and I was enjoying her getting lost in the moment, so I let
it happen.

"When I listened to you two, when I listened to what you did to her... I couldn't help myself. I started
to, god, this is so embarrassing... I started to touch myself. I just dropped my panties, and I started
rubbing myself, and..."

The sound of another voice moaning earlier suddenly made a lot more sense. I thought it was my
imagination, but it was Mrs. Lynn listening to us fuck.

Mrs. Lynn listening to us fuck and masturbating to it.

That image was too much for me, and I crossed my legs under the desk, trying to keep the erection
from growing, though by the moment I was feeling more certain I'd need it soon.
"I spend a lot of my time when I'm alone in here touching myself, because ever since our third child,
Mr. Lynn will only rarely have sex with me. I keep in shape, I look like this, and he barely touches me,
so yes, I masturbate a lot. But never before in my teaching career have I ever imagined anything
because of a student, never imagined I was with a student when I came, never imagined his cock
inside of me," she said, her voice husky, eyes locking onto mine. We nodded slightly to each other in
a quiet understanding, and though I was up for it, my heart was pounding. I'd had this fantasy for a
long time, but it coming true was a whole new level of crazy to wrap my head around.

"Tell me, Ryan, what would you do, right now, if I told you that I never put those panties back on
after I came listening to you two fucking?" Mrs. Lynn asked, parting her legs slightly. I looked around
the room, confirming the door was locked and the shades drawn on the windows. We were in our
own little world in here, and if she was giving me an invitation, there was no way I was turning it
down.

I got down from my desk and crawled toward her.

"Good boy, oh, we're going to have so much fun," she said, raising her skirt so I could see her pussy.
The neatly trimmed hair above it was a dirty blonde, its lips engorged and dripping, waiting for me.

"You're soaked," I said, my face within inches of her pussy.

"Because I've been thinking about this all day. Because every down period I've locked myself in here
and fingerfucked my cunt until I came again and again. I've cum five times today already, one of them
right before you got in. You were late, probably scared out of your mind pacing, and I just couldn't
help myself, I needed to cum," Mrs. Lynn said.

She was right about that. I was nervous and pacing beforehand; god only knew what would've
happened if I'd been on time.

Mrs. Lynn continued, "But my fingers are only good enough. What I'd like is your fingers. Your
tongue. That giant cock of yours I heard Haley boasting about. I want them all, everywhere. First,
though, let's make sure you're ready for the oral exam."

It was a cheap joke, a teacher joke, and it made me laugh. Laughing with me, she grabbed me by the
back of my head and forced it between her thighs. I latched my mouth onto her pussy, sucking and
licking and making her moan. I'd heard so many boys talking about how they wished they could fuck
Mrs. Lynn and even a few who claimed they had but clearly hadn't, and knowing that I was here and
now actually eating her pussy as she leaned against her desk, well, it was a feeling of fucking power
that I loved. Mrs. Lynn was a friend when I needed one in some of my worst moments at school, and
getting the chance to repay her like this, to bring her pleasure, it felt like a great joy.

I ate her pussy with gusto, savoring every fold, delving my tongue deeper and deeper into her
steaming cunt, making her moan and cry out as I sucked harder. I found her clit and flicked it with my
tongue, making her groan when I closed my lips over it and sucked as hard as I could. I slipped first
one finger, then another inside of her, curling them up, searching for that spot that'd drive her wild
as I fucked them in and out of her.

"Yes, yes, good, that's, good, very good," Mrs. Lynn moaned.

Taking a cue from what she'd said before I started going down on her, I took one of my wet fingers
straight from her pussy and pressed it against her asshole. It was tight, unyielding, but I pressed
against it harder, and lubed up by her pussy juices, it slid right in.
"Oh FUCK!" she cried out. "Oh, Ryan, you really know how to treat a lady right, don't you?"

"I'm learning," I said, taking my mouth off her pussy and giving one good, long lick for emphasis.

"Well, it's a good thing I'm a good teacher then, isn't it?" she said, burying my face back into her
pussy. I dug in deep, eating her, licking her, fingerfucking her cunt and asshole simultaneously,
building up a rhythm where she started to shake and moan and slide the desk around from her
bucking.

"Oh yes, oh yes, fuck, right there, right there, right there, RIGHT FUCKING THEEEEEEEEERRRRRRE!!"

She came hard, her fingers digging into my scalp as her juices coated my face. It felt like her cries
went on forever, though I knew it couldn't have only been more than a few seconds as she squeezed
my face tightly between her thighs.

Coming down, she finally pulled me from between her thighs and hoisted me upward.

"On your feet," she growled lustily.

"Yes, Mrs. Lynn," I said.

"Oh, I like it when you call me Mrs. Lynn," she said, unbuttoning her blouse and dropping it to the
floor, revealing her massive DD tits held in a plain black bra. They weren't the biggest tits I'd seen
today, but they were ones I'd spent a lot of time jacking off to, so seeing them like this was thrilling.

"You want to know why I like you calling me Mrs. Lynn?" she asked, reaching behind her back to
unclasp the bra.

"Why?" I asked.

"Because it reminds us both that you're the student, and I'm the teacher..." she said, dropping her
bra to the floor and revealing her tits to me. Her pointed, soft brown nipples stood out hard as
diamonds, waiting for me.

"...and that I'm the one in control!" she finished, grabbing me by the back of the head and pulling me
to her tits, burying my face between them, then taking me from one nipple to the other, letting me
suck and nibble to my heart's content.

"Yeah, fuck, suck my nipples, Ryan! Suck your teacher's nipples!"

"So good," I muttered.

"I bet you've fantasized about these tits forever, haven't you? How often have you masturbated to
your teacher's tits?" Mrs. Lynn asked.

"All the time," I said.

"Ooooooh," she moaned as I sucked on her right nipple. "Oh you were always one of my favorite
students, but I didn't know you were such a dirty boy. You are a dirty boy, aren't you? Because it's
dirty boys who fuck little sluts, girls, like Haley in the closet like that. Say it! Say you're a dirty boy!"

"I'm a dirty boy!" I declared as I continued sucking her nipples.

"Oh you're a dirty boy and you've fucked dirty little sluts, but let me show you how fucking filthy a
real woman can be. Now take off your clothes, right fucking now!" Mrs. Lynn demanded. I wasn't
going to disappoint her, so I did, taking off my shoes, jeans and t-shirt, only standing in front of my
nearly naked teacher in my briefs. Appreciatively, and with a little awe, she ran her hand over the
front, feeling the size of my bulge.

"My, my, my, it seems you're full of surprises, Ryan. So hard, so big, all for me?" she asked.

"Yes, Mrs. Lynn," I replied. She pressed me into her desk, rubbing me more vigorously through my
underwear.

"I thought so. You might be a dirty boy, but you're also a good boy, a very good boy Ryan," Mrs. Lynn
said, stripping off her skirt and leaving her only in her glasses, nylons and high heels. To say I hadn't
dreamed of this exact image would've been a lie, especially when she dropped to her knees in front
of me and hooked her fingers into the waistband of my underwear. She pulled them to the floor,
gasping lightly as my cock bounced out and nearly hit her in the cheek.

"And good boys deserve to be rewarded," she said, sucking my cock balls deep into her mouth in one
swallow. This wasn't the first time someone had done that to me, but that it was Mrs. Lynn still blew
my mind while she blew me.

"Fuck, you're really good at sucking cock," I said.

"Better than all of those other girls?" she asked.

I had to think about this. While I'd had my cock in Kaitlyn, Brooke and Haley's mouths, Mrs. Lynn had
them all beat, I think. She wasn't as eager or energetic as any of them, but she was practiced,
experienced, making the most of her long and slow strokes as she took me into her throat, circling
her tongue on the underside of my shaft, then around my head as she got to the backstroke, right
before taking it back down her throat. She knew how to breathe, when to breathe, how to drive me
crazy with her entire mouth.

"Way better," I said.

"It's because I've been an expert cocksucker since before you were all born. Wait until you see what
else an experienced woman can do," she said, sucking me in deeply.

I tried fucking her mouth back, but she firmly pressed me against her desk, making sure she was in
the driver's seat. Considering that her mouth felt like it would drive me to the edge any moment
now, I didn't think that was a bad thing.

On one bob, she popped my cock out of her mouth. I moaned in protest.

"You're close, aren't you?" Mrs. Lynn said, holding my cock firmly, but not harshly, by the root.

"Yes," I whimpered. Looking down, I could in the valley between her huge tits that she was fingering
herself while she'd been sucking me off.

"Well, that won't do, will it?" she said, standing up. I groaned, frustrated as she walked over to her
desk. I hadn't noticed until now that she'd taken everything off of it already, giving me a good idea of
what she wanted to do next.

"Lie down on the desk," Mrs. Lynn said. I followed her instructions, my aching cock standing almost
straight up as she climbed up onto her desk, straddling me, rubbing her slick cunt up against my cock,
but never letting me enter. I reached for her, pleadingly, but she kept up this agonizing dance,
rubbing against me and no more, letting me feel her heat, her moistness, keeping me close to the
edge but not pushing me over it.
"This is it, Ryan, the moment you've been waiting for. Once you've done this, I'll have ruined you for
any other girls. Are you sure you want to do this?" Mrs. Lynn taunted, rubbing her clit against the
head of my cock.

I wasn't sure I wanted her to ruin me for any other girls, but at this moment, she could've gotten me
to say or do whatever she wanted.

"Please, Mrs. Lynn, please fuck me," I pleaded.

"Well, since you asked so nicely," Mrs. Lynn said, lining up her pussy and burying my entire cock
inside. She groaned, a low, guttural sound of pure pleasure, arching her back and thrusting her tits
out as she settled onto my cock. I may have made a sound much like her from the pleasure, but it
was hard to tell with how loud she was. She looked down to the point where our genitals met, almost
in wonder, at her stretched out pussy and the cock that invaded it. With a giddy smile, she started to
rock up and down, sliding my cock in and out of her pussy.

"Oh, fuck, you've got such a nice fucking cock," she moaned.

"Your pussy..."

"What about it?"

"So, fuck, so fucking good."

"Is it how you always imagined?" she asked, sliding down onto me harder.

"Better," I grunted, fucking up into her, watching her tits bounce and slam into each other
hypnotically. I arched upwards, locking my lips around one of the swinging tits as I continued to fuck
her.

"Yes, fuck, fuck, yeah, fuck me, fuck me, fuck me harder!" she yelled.

"God I love fucking your pussy, Mrs. Lynn!" I exclaimed.

"The feeling's mutual!" she yelled, riding my dick even harder.

The way her pussy squeezed my cock, combined with how much she'd gotten me going from her
blowjob, meant I didn't have very long. I held out as best I could, wanting her to have one more
chance to cum before I set off. I slowed my pace, looked around the room, searching desperately for
any distraction that'd help me hold off even longer, anything, but with the sheer fact that I was
fucking Mrs. Lynn, nothing worked.

"Oh god, I'm cumming, I'm cumming again!" she declared, not a moment too soon. I fucked into her
harder, wanting to drive her over the edge, her moans becoming a high pitched wail of pleasure.

"I'M CUMMING, I'M CUMMING, FUCK ME, RYAN, FUUUUUUUUUUUUCK!!"

"GOD, MRS. LYNN, I'M CUMMING!" I roared, firing shot after shot of cum into her pussy as she
convulsed in her own violent orgasm on top of me. We bucked against one another as her cunt
milked my cock. It felt like I must've fired a gallon of cum into her.

Soon we were coming down, my cock softening inside of her as we held each other close, panting
and looking into each others' eyes. Mrs. Lynn, pressing herself close to me, planted a soft kiss on my
lips. It lacked the fire of what we'd just done, or any of the other girls I've kissed, but it was tender
and sweet, exactly what I'd have hoped for from kissing her.
Smiling seductively, Mrs. Lynn climbed off of me, standing by the desk with my cum running down
her thighs. She licked at my softened cock, sucking on its head, rolling her lips over it. I was
oversensitive from just having had a major orgasm, but the sheer eroticism of her groaning and
sucking my cock, her licking and sucking getting a greater feeling of desperation by the second,
brought me back to life somehow.

Jacking my cock next to her face, Mrs. Lynn smiled and licked the side of my shaft. "I'd forgotten how
quickly high school boys can recover."

"I aim to please, Mrs. Lynn," I said.

"Well, if that's the case, would you be up for seeing if this beast can please my ass?" Mrs. Lynn
purred, reaching a hand back and slapping her ass to get my attention.

She didn't need to do that to keep my attention on her ass, but it was a plenty nice sight.

On shaky legs, I got up and walked behind Mrs. Lynn as she bent over her desk, crushing her tits into
its surface. Reaching back, she spread her ass wide, flexing as she did, making her tight little hole
wink for me.

Using some of the lessons I'd learned from Brooke, I ran my slick cock slowly up and down the crack
of her ass, teasing her hole with my head but not fully pressing inward. Mrs. Lynn moaned and
whined each time I pressed in close, only to tease the head away, running it further up and down,
spreading our juices around.

"When I said I wanted you to please my ass, I meant I wanted you to fuck it," Mrs. Lynn growled
lustily.

"Yes, Mrs. Lynn," I said, pressing the head up against her asshole.

"So, Ryan, fuck my ass! RIGHT! NOW!" she demanded.

Never one to turn up such a polite request, I pressed the head up against her asshole hard, stretching
it wide before popping it inside.

"OH, FUCKING SHIT! HOLY FUCK, GOD!" Mrs. Lynn yelled, pounding the desk with one hand while she
fingered her pussy savagely with the other. Her ass was almost as tight as Brooke's but ten times as
sweet, because I was fucking Mrs. Fucking Lynn. Slowly, savoring the moment and wanting to stretch
it as long as I could, I worked only a little bit of my cock in at a time, pressing it into her more and
more as I forced her against the desk. She let out screams and moans, pounding the desk as she
fingerfucked herself even harder. By the time I was balls deep, I thought she was ready to cum. Shit, I
thought I was ready to come in my teacher's tight ass.

Mrs. Lynn, however, was ready for more. Looking over her shoulder, she growled, "Now are you
going to stand there doing nothing, or are you going to give your teacher the ass fucking she
deserves?"

"Yes, Mrs. Lynn," I said, pulling out and thrusting into her, making her moan deeply.

Her ass was so tight, I thought I might pass out from the pleasure, but standing behind her, her bent
over the desk she gave us lectures and homework from really set me off, making me fuck her with
more energy than I knew I still had left in the tank.

"Fuck, fuck, fuck," I repeated over and over as I fucked her ass, watching her cheeks ripple as I
grabbed her by the hips and really let her have it. I was a mindless animal, fucking and unable to do
anything but fuck at this point, living for the tightness and heat of her hole and the utter filth that
spilled out of her mouth.

"Oh my god, you've got such a big cock, bigger than my fucking husband's! He doesn't have that cock,
doesn't eat my pussy, won't fuck me in the ass, FUCK!" she yelled.

"He won't? Fucking why?" I grunted, unable to imagine not wanting to fuck her bountiful and
wonderful ass, pounding even harder into her at the thought.

"He thinks it's dirty, fuck, keep going like, right there, right there, FUCK! He thinks it's dirty, he
doesn't understand that it's so amazing because it's so fucking, fuck, fuck, fuck, DIIIIIIIRTY,
FUUUUUUUUUUUUUUUUCK!!" Mrs. Lynn shouted, bucking and cumming again, her ass squeezing
my cock almost painfully. It was such an exquisite blend of pleasure and pain that my balls pulled up,
firing another explosive set of cum blasts up her ass.

I collapsed onto her, both of us pressed into the desk. Weakly, I kissed the back of her neck, my
hands traveling to her breasts, stroking them softly. She giggled slightly, turning to kiss me. We made
out for a while like this as my cock softened.

Finally, sighing, Mrs. Lynn said, "We need to get out of here."

"That'd probably be a good idea," I agreed. We both stood up, a torrent of cum spilling down her leg
as my cock popped out of her ass. She pulled a box of tissues from her desk, and together we did our
best to clean it up.

Her voice sounding like a person who'd just sobered up, Mrs. Lynn said, "So, I would appreciate it if
you used discretion about this encounter?"

"Of course. I wouldn't want to get you in trouble," I said.

"I'm glad we agree about that. I know you're eighteen, but there are a lot of people who wouldn't
approve of what we just did. Not the least of which would be my husband," Mrs. Lynn said.

"I'll keep it a secret. I swear," I said.

"Good. Now, what was this I heard about you taking a picture of Haley? Something about a 'Senior
Year Memories' album?" Mrs. Lynn asked.

Considering all we'd just done, it felt weird to feel embarrassed in front of Mrs. Lynn, and yet, there I
was. "It's... it's just this stupid thing that Kaitlyn started. When we first got together, she started an
album on my phone of us having sex, and, well I've wound up adding every other girl I've been with
to it. I think it's Kaitlyn's way of trying to get me to have more fun."

Mrs. Lynn laughed. "I'll bet I'm to blame for that. This is a time when I'd normally say I shouldn't have
forced you two into a room together, but with what we just did, I can't fully say I regret that."

"Nope," I confirmed.

"By school policy, I'm supposed to tell you that keeping and sharing nude pictures of your classmates
is highly frowned upon, and if caught could lead to your expulsion. You are aware of that, aren't you,
Ryan?" Mrs. Lynn said.

I wasn't, actually. Prior to this year, this had been a policy that I'd never really needed to consider
because, well, when was it ever going to apply to me? What she'd said was sobering and scared me,
which I'm guessing was her intent the way her face read.
"I'll also tell you that it's one of many policies they don't give two shits about, and that if you're
careful, there's nothing to worry about. So, want one more for the album?" Mrs. Lynn asked.

"Uh, sure!" I said, fumbling for my phone.

"Just make sure my face isn't in it; if this leaks out-"

"No problem," I said. Mrs. Lynn posed for me against her desk, still clad in only her nylons and heels.
She spread her legs wide, sticking two fingers into her cunt to show off my cum which still dripped
down her legs, thrusting her tits out for the camera. I took two quick pictures, then put it into my
pants.

Of all the pictures I'd taken so far, I was sure these would be some of the ones I'd masturbate to the
most.

That is, if anybody in this school left me enough time to masturbate.

Mrs. Lynn talked to me as we both got dressed. "Now, before there is any other awkwardness, I must
get out of the way that this in no way will affect your grades. So long as you continue to be the
excellent student you've always been, you'll do fine, but if you slack off, I won't go easy on your
grades just because you gave me three mindblowing orgasms (thanks for those, by the way), do you
understand?"

"Yes, Mrs. Lynn," I said, smiling as I repeated the words that had gotten her going while we fucked.
They had a similar effect on her here, her eyes growing hungry, but she held herself back.

Barely.

"I'm glad we understand each other, then. Beyond that, while I had a great time, I cannot promise
that this will become a regular occurrence. I've never done this with a student before, I don't intend
to make a habit of it, and I don't wish to lose my job, so discretion will be of the utmost importance,"
Mrs. Lynn said.

"I understand."

"Good. Good," she repeated, getting close enough to whisper in my ear. "But know this: I'm not done
with you yet, Ryan. One day, sometime soon, we're going to get some proper time together, and I
will take that cock to places it's never dreamed of."

I gulped, the image making my deflated cock twitch. "I'll look forward to that."

"I know you will," she said as she started getting dressed.

I followed her lead, shaking my head and completely unable to wipe the idiot grin from my face. This
was turning out to be one hell of a year, and from what I could tell, it was only looking up from here.

I just wondered where, and to whom, it would take me next.