Fifth Period

Ariana yawned as she closed her binder, finally finishing the shitloads of bookwork assigned by the ascent teacher. With nothing to do (her homework having been finished earlier) she absentmindedly looked up at the substitute teacher. Mr. Clerk was a large and well-built man. His attractive muscles were outlined through his neat work clothes...as was something else.

Ariana gasped as she noticed the length clearly outlined in his dark grey pants. Her pussy clenched sharply at the sight of the substitute teacher's hard cock. He was sitting at his desk using his laptop, and Ariana was sure he thought no one could see his manhood, but she could. From where she was seated, she got the perfect view of it too.

Quickly, Ariana ripped a scrap of paper from her binder and scrawled a quick message on it before passing it to her best friend Sophia, who was sitting behind her dutifully completing the bookwork. "Look at Mr. Clerk's pants" read the simple note. From behind her, Ariana heard Sophia gasp and giggle slightly.

"Is there a problem, Sophia?" Inquired the substitute, looking up from his laptop at the bubbly blonde student.

"No Sir, sorry." She giggled as his eyes went back to his computer.

Sophia stuck the note back into Ariana's hand. Now there was the addition of her own girlish handwriting: "Fucking hell that's big". Now both of the mildly aroused girls were staring at his massive bulge. Ariana absentmindedly pressed against her panties through her short plaid skirt. In all the times he had substituted for her many classes, she had never noticed just how attractive the man was. Naughty thoughts were running through her mind in quick succession.

Ariana felt Sophia's had tapping her shoulder with a new note: "If only Anthony's was like that." Ariana smirked and scrawled back "I know, right? But I doubt he'd know how to used it any better." Anthony was an attractive yet sexually unskilled boy from the same year as the two girls. They had used to take turns with him, but quickly got bored of his smallish dick and inability to please either of them.

"True," read Sophia's reply, "but it could still be an improvement to his vienna" Ariana snorted again.

"I think a better idea would be not transplanting any penises and just enjoying Mr. Clerk's on Mr. Clerk" Ariana quickly passed the note back to Sophia.

"LOL true" was the only response before the bell rang and the two girls picked up their bags and left the room to head to lunch, not noticing the notes slipping off the desk and onto the linoleum floor.

Mr. Clerk made sure to close the tab on his laptop as students scrambled past his desk. He knew he shouldn't look at porn while at work, especially schoolgirl porn like this; he could so easily get caught and fired, but it was hard to wait. Plus, he had almost no other opportunities: at home he was constantly watched by his wife or busy with his kids.The best time was free periods while substituting at the local high school. The endless stream of attractive young girls made it even harder to wait, but he would never touch himself during a class; that would be much too far.

Just as Mr. Clerk was unbuckling his rather tight grey pants, he noticed a couple small scraps of paper on the floor. Wanting to get any cleanup out of the way beforehand, the muscular substitute teacher got up from his desk and picked up the papers. He was about to toss them in the trash when his own name caught his eye.

Sitting back at the desk, Mr. Clerk perused the scraps of paper. His eyes bulged at what he read. At first he flushed in embarrassment. Students had seen his erection. What if they told people? What if they had guessed what he had been doing on his laptop? Then, "Fucking hell that's big" He smirked. Even better, one of the students had talked about "enjoying" his length. His cock twitched in his pants.

The notes had been on the floor right between the desks of Ariana and Sophia, the two most attractive girls in the 12th grade AP Physics class he'd been substituting for, maybe even their whole grade. In fact, the reason he had been so aroused in the first place had been seeing the cleavage that stood out of Sophia's spaghetti-strap shirt as she bent over her textbook. Once he noticed Ariana's small plaid skirt ride up her thighs under her desk, he'd been almost fully hard and twitching in his pants. He'd started imagining what was under those panties he could barely see.

Mr. Clerk stuffed the naughty notes into his pocket and sat back down at his desk, his member aching for attention, straining against the fabric of his pants. Looking up to make sure the classroom door was closed, the muscular man unzipped his trousers, letting his hard cock spring free. He opened the tab again, and began slowly stroking himself to the photos of young looking girls lifting their tiny uniform skirts above their shaven kitties and round asses. He couldn't help but picture they were Sophia and Ariana. One photograph of a brunette looking back lustily as a large male hand explored under her plaid skirt made the substitute stroke his cock faster, imagining she was the eighteen-year-old who'd initially noticed his length.

Suddenly, there was a noise, and Mr. Clerk looked up quickly. A teenage girl in a short schoolgirl skirt, black thigh-high socks, and a crop-top was standing in the doorway. "Hey Mr. Clerk. I was just coming back to get my textboo— oh!" Her eyes widened dramatically as she noticed his hands hastily tucking away his erection.

Mr. Clerk blushed. "Don't tell anyone you saw this." he mumbled. He was screwed. He just ruined his life. What would his wife have to say when he lost his job for having his cock out in front of an eighteen-year-old? He'd be thrown out and unemployed in a matter of days. Dear God! What if she hadn't even seen what he'd been doing? What if he could have lied and made it all go away, but instead sealed his fate by admitting guilt and begging her not to tell?

"I guess I won't tell anyone..." He was relieved. Maybe it wasn't too bad after all. He felt bad for making her keep a secret, but it was better than getting fired. "...but what's in it for me?" Ariana's expression was devious and smug, with an obvious excitement.

"Well, I mean..." He should have known it couldn't be that easy. She wanted repayment and he had nothing to offer. Even with his cock safely in his pants and his laptop closed, Mr. Clerk still felt just as exposed and panicked as when the teenager had just walked in. "There's not much I can do Ariana; I'm just a substitute. I'll tell the teacher how great you were when he's back in, but that's about all I can do." He looked down, frantically searching something to convince the girl to keep quiet.

Ariana moved slowly nearer to the distressed man. She leaned in close to him, her cleavage peaking out of her shirt right by his face. "I think you can do better than that, Mr. C." He looked up from his chair into her devilish blue eyes. "What time is your next class?" She smirked.

"Uhh...seventh period...in a couple hours." The man said, confused by her question and by being called by something other than his proper title.

"Perfect" she smiled, putting her hand in the man's hair, leaning down, and kissing him. Mr. Clerk was so startled that he couldn't even process what was happening in that moment, but his cock started growing rapidly again. He hadn't been kissed like this since the first year of his marriage fifteen years ago, but with impressive willpower he pushed the young girl away as soon as he registered what she was doing.

Suppress his arousal, he tried to sound as unaffected and stern as possible: "What the hell do you think you're doing?" he snapped.

She looked startled, but regained her her composure quickly. "Taking what I want, and you'll let me have it if you want to keep your job. Besides..." She smirked. "It seems like you want it too." With no hesitation, she ran her small hand over the obvious bulge in his pants. It was her first time feeling a grown man's cock, and she was filled with intense need from it, but she tried not to reveal that weakness.

Mr. Clerk exhaled slowly. "Ariana, this really isn't appropriate, and you know it. Why don't you...uh..." The persistent student had begun spreading slow hard kisses over her substitute teacher's neck. It was a strategy she'd learned from seducing boys and girls her own age throughout high school, but she expected it would work just as well on a man more than twice her age. "Uh just...um...don't tell anyone, and...uh...do this with someone more age-appropriate." It was a miracle Mr. Clerk had managed to finish that sentence with the waved of hot pleasure spreading from his cock and neck throughout his body, begging him to give in.

"Oh come on Mr. C, I can tell you want this, and if you ever want another paycheck you better admit it."

"Convincing himself he had no choice (a decision not uninfluenced by the intense attraction he had to his student) Mr. Clerk sighed and admitted "Yes, of course I want this. You're young and beautiful and I haven't been touched like this in years. Now will you please just not tell anyone what you saw and go to lunch? I'll write you a pass."

He got up quickly from his chair, but Ariana just giggled. "Perfect." She smiled. "I knew you wanted this. I already locked the door, don't worry." Before Mr. Clerk could say another word, his terribly attractive student pulled him into her arms and pressed her soft sweet lips against his and he couldn't resist kissing back heavily.

As they kissed, Ariana slowly guided the man's strong hands onto her body. One hand traveled up her loose crop-top and cupped one of her perky breasts through her t-shirt bra, as the other pulled her against him tightly. The student's small hand easily slipped into his still-unbuttoned trousers to feel his fully hard erection. Mr. Clerk gasped loudly as she started slowly stroking, making him not notice her own inhale at the feeling of how hard and hot her teacher's cock was. Half of the man was dying of guilt and fear, but the other was enjoying everything far too much to even consider making it stop.

Ariana's breath got heavier as she felt Mr. Clerk's big cock twitch and pulse in her hand. She had always fantasized about seducing a teacher, but she never thought she really would, let alone that it'd be this easy. She never expected he'd already be stroking his cock when she approached him, or give in to her advances this quickly. Not that Arian could blame the man; she knew she was gorgeous with her perky tits and provocative outfits.

Mr. Clerk pressed himself against the girl powerfully, grabbing her by her hips and ass. His teeth lightly bit one of her flushed lips, and he could feel the vibration as she moaned from the slight pain. The lust was taking over his body and mind. His lips traveled onto her pale vulnerable neck, sucking, not thinking of the hickeys it would leave.

"Get on the desk." He demanded, his mind now far from guilt and fear, but focused on the flushed young girl in front of him. Ariana quickly moved the papers and laptop aside before sliding onto the desk. She hadn't expected him to want to fuck her so quickly, but she was sure the dirtiness of this new experience had gotten her wet enough, and she was excited to be stretched by that member so much larger than all the boys' she'd experienced.

Mr. Clerk grabbed the young girl by her hair and kissed her hotly, slipping his other rough hand under her short shirt to feel the dampness of her panties. She stroked his striking member faster, fueled by how turned on he was making her, and moaned in anticipation when he pulled her panties down and off her. He broke the kiss and lifted her slim pale legs up, exposing her glistening pink pussy. He bit his lip. He had used to love tasting girls and hearing them gasp and moan for him, but with his wife it never turned him on the same way. This ripe young peach had probably never even been tasted.

What happened next surprised Ariana. Instead of pushing his cock inside her, Mr. Clerk got to his knees in front of the desk and roughly pulled her onto his mouth by her thighs. She gasped in shock, but the gasp quickly became a long loud moan of pleasure. "Stay quiet." He snapped, "I can't give this to you if someone's going to hear." She nodded, silently begging him not to stop as her cheeks flushed bright pink.

He didn't waste a second, diving into her deliciously wet pussy again and loving the taste of the teen's arousal. He'd been scared he'd lost his talent after years without practice, but from the effect it had on his young student, it was clearly still present. He could still hear her as she was gripping his hair and grinding uncontrollably on his face as she felt her pleasure building. Finally, with screams of ecstasy she could only muffle by biting down on her hand, her body shook with the sudden and powerful force of her first orgasm brought on by a real adult.

She let go of his hair, breasts heaving as she panted. Her eyes lazily traveled to the door, and she smirked with sleepy fulfilled lust when she saw the unmistakable bright blue eyes and blonde hair of her best friend Sophia staring through a crack she'd left when she'd "locked the door." Ariana beckoned lazily at her friend, and, as the substitute kissed lustily up her pale stomach and chest, Sophia slowly slipped into the room.

When Sophia closed and locked the door, there was a cloud click and Mr. Clerk spun around fearfully. When he saw the busty blonde staring back at him, his face lost all color. "This isn't what it looks like!" He almost yelled, instinctually covering his erection with his hands. Sophia giggled, although she was clearly shocked. Without any words, the teenager was pulling off her tight tank-top.

"Holy shit!" gasped Mr. Clerk. Her tits were big for her petit body and were pressed together by a bright pink bra.

"Don't worry, Mr. Clerk" Sophia said, walking closer and beginning to unbutton the man's white collared shirt. "I know what's going on. Ariana told me the whole plan after class and said to come by around now and see if it worked. I won't tell anyone, at least..." She unbuttoned the last button, slipped off his shirt, and reached up to kiss him lightly "...if you make me feel as good as you just made friend feel." She kissed him hotly, gripping his body against hers by his now bare back.

Ariana slipped off the desk and watched her teacher and best friend kissing passionately. She wouldn't call herself fully bisexual, she was much more attracted to men than women, but she'd played with Sophia and other girls a few times, and she always loved her friend's big tits and luscious curves. She walked behind Sophia, loving watching them kiss, and slowly unclipped her best friend's bra.

The kiss broke, and Mr. Clerk hastily pulled the pink bra off his student and took in the sight of her big soft breasts. He pushed her against the chalkboard, squeezing her tits and kissing and nipping down from her ears and neck to her chest.

Sophia locked eyes with her grinning friend and returned the expression of excitement and amazement. She couldn't believe Ariana's plan had worked. She'd expected to walk in on her best friend making awkward smalltalk, trying to work up the courage to make a move. She'd never expected to find the brunette splayed out on the desk receiving what looked like the most powerful orgasm of her life from a rock-hard shameless version of the teacher they'd both stared at together in class. She was so grateful it'd worked out how it had though. The man's string hands felt so good gripping her body so desperately, and his mouth, which had now traveled onto one of her pink erect nipples, was sucking eagerly and making her moan and soak her panties quickly. Once he moved one of his hands down to feel that wetness, she was in more ecstasy that ever before in her life. He could feel the teenager's body getting ready to take his cock, and he loved it. One slutty teenage girl had seemed like a dream, but two was simply unbelievable.

"Get on your fucking knees." He growled in the busty blond's ear. Sophia's pussy clenched sharply at the demand, and she dropped obediently onto the floor in front of the muscular man. He pulled his erection out of his unbuttoned fly and pushed it in between her lips. She opened her mouth greedily, smelling that delicious masculine smell and feeling the wetness of precum. He groaned deeply as the young girl's mouth let him in and her tongue swirled around his cockhead.

As her slutty friend sucked his cock, Ariana stood behind Mr. Clerk, wrapping her arms around him and kissing his neck, shoulders, and back slowly. He growled deeply, gripping Sophia's blonde pigtails and pulling her deeper onto his cock.

Sophia's eyes watered as she gagged on her teacher's long fat cock so deep in her throat. She loved looking at his powerful face as he pushed his cock into her over and over. Finally, Mr. Clerk pulled his cock from her pink lips and slapped her on her pretty mouth and face. She gasped for air, staring lustfully up at the man.

"Both of you get on the desk, now." He snapped, stroking his dick as if it needed help staying hard in the presence of two horny willing little sluts like the two of them. Sophia crawled to the desk and her best friend followed her lead.

Mr. Clerk pulled Sophia's small skirt and pink panties off her roughly. He groaned when he saw her pussy wet and ready for him. She bit her lip, but her best friend just giggled. "You like your little student's pussy, don't you Mr. C?"

"Fuck yes." He growled, reaching his hand out and stroking up and down her glistening folds. As one of his fingers pushed inside the resistance of her hole, Sophia let out a small moan. He pressed on her clit and got a bigger reaction, which he could feel inside her. He added another finger slowly, still rubbing her clit lightly and making her whimper quietly and open her mouth just a little.

Ariana couldn't help herself. She was jealous of the attention her friend was getting from their strong teacher, but she knew Sophia needed to experience an orgasm as good as the one she'd just had herself. She made due with lifting up her skirt and touching herself while she watched, pretending it was Mr. Clerk's hand doing the work for her, and reaching over to kiss the blonde girl writhing around on the desk next to her.

Fuck, Mr, Clerk's cock felt like it was going to burst. He loves watching the two young girls kiss hotly while he gave Sophia pleasure with his fingers. "Please Mr. Clerk" the blonde begged, staring into the grown man's eyes with a lust she'd never experienced before, "I need your cock so much. Please fill me up Sir. Please let me feel it."

He'd been planning to give her a powerful orgasm with his hand first, but her pleads were too much for him. "Bend over the desk then, slut." He barked gruffly, removing his fingers and making the girl let out a little whine. She did as she was told, while her brunette friend stayed on the desk watching with needy eyes and rubbing her clit quickly. "You too." The man said, almost as an afterthought. "I'll need you ready for me if you want cock too."

Ariana obeyed, surprised to be so turned on by being ordered around. She could no longer see what Mr. Clerk was doing, but she was up close to her best friend's flushed face and when she saw those big blue eyes widen, and her mouth gape open in ecstasy, she knew that cock was pushing its way inside the teenager and stretching her more than ever.

"Ooooh fuck." Sophia let out, her eyes rolling back in her head and her dainty fingers scrambling for a grip on the desk. The man's breath was heavy now, and broken up by the power of his thrusts. His hands were gripping her hips tight enough that she knew her delicate pale skin would bruise, but she didn't care. She was being filled and stretched more than her own fingers, or Ariana's fingers, or the boys at school's cocks could ever do. She was losing her own thoughts, emotions, and identity completely. All that was left was that lust being pounded into her by the man behind her almost twice her age. Her moans faltered, her breath became a series of short frantic gasps, and suddenly her noises were loud and pleading again as she felt that rush of orgasm so familiar, and yet never so intense.