Changing My Grade

Ms. Kelly Arnold, at the front of the class, was looking at her senior students. Her eyes rested on Katie, a gorgeous blonde hair girl with a small waist. She was wearing a very short mini-skirt that rose higher than mid-thigh when sitting down and a lacy tank-top that flaunted her huge tits. She was perfect. Her reputation as a whore preceded her and Ms. Arnold knew all the boys worshipped her. As the bell rang, the students began filing out of the classroom. Before Katie left, Ms. Arnold called her name.

"Katie, I'm extremely disappointed with you. Your grades have been going down."
"I know, Ms. Arnold, but I've been busy." She replied with a sad face.
"Well, we'll need to solve that problem won't we?" she said, knowing exactly what she had been busy with. "Please come see me after school."
"I'm kind of busy after school."
"Katie, what is more important? School or whatever your plans are?" She asked.
"What time should I come?" Katie asked back.
"At three thirty is fine."

Katie walked away. Ms. Arnold smiled to herself, thinking about what was going to happen that afternoon.
Three thirty came but Katie hadn't arrived yet. Ten minutes later she came through the door.
"I'm sorry I'm late, Ms. Arnold."
"That's ok." She replied, but inside she thought, 'I'll have to punish you for that.'

Ms. Arnold got up and brought Katie's latest test. As she approached her, she noticed that Katie's nipples were poking through her tank-top and she also wasn't wearing a bra so they were easily seen. She stared at them, they were huge.
"Oh, it's a bit chilly in here. You understand." Katie explained.
"Of course," Ms. Arnold smiled innocently. "Ok, well, let me show you the things you did wrong." Ms. Arnold purposely stood close to her, becoming horny with every second. She explained Katie's errors.

 Soon enough she couldn't hold it in. She asked, "Katie what is your bra size?"
"Well, I'm kind of between a C and D. Why do you ask?" She looked skeptical.
"That's just perfect." Ms. Arnold brought her hand to Katie's nipple and began twisting and tweaking it.

Katie, letting out a soft moan, looked down at her tit and back up at Ms. Arnold's face with a surprise look. "Are you supposed to be doing this?" She asked as she shivered with pleasure.
"I'm not sure, but should I stop?" She asked.
"Oh, no, please don't!" She moaned loudly as her head fell back.
Ms. Arnold dropped the test to the floor and started massaging Katie's tits with both hands. Her hands could barely fit over her huge breasts and she became wetter and wetter. She felt her cock starting to rise to an erection. Katie looked down and saw it.
"Ms. Arnold, wh-what is that?"
"Oh, that's just my dick. Don't be scared of it. You shouldn't be, after all your experience with them."
"Excuse me?" Katie looked at her as Ms. Arnold took her hands away.

"Don't think that I don't know that you fuck boys every single day. And quite frankly, you make me horny." She dug hands underneath Katie's tight tank-top and reached her tits with her huge nipples and began rubbing them. "Take off your shirt!" Ms. Arnold commanded. Katie's trembling hands slipped the shirt off. Ms. Arnold removed her hands to reveal the beautiful tits with hard, erected nipples.
"They're so beautiful." She bent down and took a boob into her mouth. She used her tongue to circle the nipple a few times and then flicked her tongue over it. She heard Katie moan and sigh.
"You like that?" Ms. Arnold switched to the other breast as she caressed the already spit covered one.

Katie couldn't take it anymore. She was so fucking aroused that used her hand and reached down to her pussy and started rubbing it. She moaned and groaned louder and louder. She felt Ms. Arnold warm mouth and hand away from her tit.

"Strip!" Ms. Arnold commanded again. Her hand went into her pants and circled her cock. She began jerking herself off as she watched Katie pull down her skirt, revealing a soaked with pussy juice, red thong. Katie's thumbs went through the side strings and pulled them down, showing a shaved wet pussy. Ms. Arnold grabbed Katie by the arm and crushed her mouth to Katie's, sticking her tongue and feeling the sides of her cheeks.

When Ms. Arnold pulled away, Katie asked, "Well Ms. Arnold, aren't you going to fuck me too? Let's take your clothes off."
Ms. Arnold smiled devilishly and started working the buttons on her blouse.