Note: This story was dynamically reformatted for online reading convenience.
 
 Afternoons With Ann

   (m+F m-teen, F-adult, 1st)

   This story is of an adults only nature, please do not continue reading
if you are not of age to do so.  This story is a part of a collection of
related fantasies which deal with sex of a consenting nature between male
teens and an adult woman.  The content of these stories is fantasy and not
reality or construed as an endorsement of the activities depicted.  Please
remember that these are characters and not real people.

   Part One

   Putting Out Some guidance

   Mark Martin was a high school sophomore.  Tall for 15, he was a
good-looking kid but not for a lack of trying he still was a virgin.  He
blamed his fate on not yet being able to drive.  But more than a driver's
license he wanted to get laid.  And much more than just getting laid he
wanted to get laid by Ann Taylor.

   Ann Taylor was his high school guidance counselor.  She had a wide-eyed,
sparkling smile, honey-blonde hair and a lithe dancer's body.  Ann had a
perfect complexion; she oozed class and seemed to perspire perfume.  She
was 26 but in the right clothes and without any make-up she looked 16. 
Most men would say she was beautiful but in Mark's fevered brain she was
perfect.

   All that said it came as shock one day when Ann caught Mark goofing
around in the hall.  "Mr.  Martin," she said in a stern voice.  "Since you
have so much extra energy why don't you stay after school this afternoon to
help me with the freshman IQ test project." Mark had to endure the hoots of
his classmates over his misfortune but secretly he was happy to stay after
school with the counselor.  Just being near Ann Taylor would be enough for
Mark.

   As the halls emptied after the final bell Mark made his way to her
office.  He was a little nervous but when he saw Ann he felt anything was
worth being alone with the radiant counselor.

   She was working at her computer and listening to a MP3 player through
tiny earphones.  Ann looked around when he came in.  "Just take a seat
Mark," she said taking off the headset.  "I'll be right with you."

   Mark did as he was told and sat in front of her desk.  After a minute
Ann stopped typing, took a disc out of the computer, and then got up and
walked over to a file cabinet.  She opened the bottom drawer then leaned
over to drop the disc in a folder.  As she bent her skirt tightened across
her delectable derriere, revealing every luscious curve.  It was a short
skirt and as she leaned over it stretched taut.  Suddenly, Mark could
imagine sliding his cock in and out of her.  His dick began to harden.  He
was wearing baggy jeans and his cock began to tent the loose crotch.

   "Okay, Mark," she said as she straightened and turned.  She glanced down
briefly at bulge in his jeans then looked away.  Ann could almost hear him
gulp.  Mark struggled to look Ann in the eyes but having her succulent,
stimulating body so close was too tempting.  Whenever her saw her around
school he hardly ever took his eyes off her body.

   "Mark I didn't ask you to stay after to work on the IQ project," she
said as she sat on top of her desk and took a peek at Mark's crotch tent.

   "Ah, no, then why," he said with a crack in this voice as the counselor
slowly crossed her legs giving the sophomore a generous view of her firm
thighs.  The crotch of his jeans began to swell even more.

   "Mark, I just wanted to tell you than you need to cool your jets," she
said as she carelessly crossed her legs in the other direction giving him a
quick peek of something silky and white high up where her legs met.  She
smiled down at him and said, "I know you're a teenager and you're ...  okay
I'll just say it ...  you're horny all the time but your need to stop doing
some of the stuff you do."

   "Ah, like what?" he gulped unable to take his eyes off his counselor's
legs.  "Like looking down Marie's blouse and staring at Ginny's butt ... 
or trying to look up my skirt like you're doing right now!" Mark knew he
was busted and couldn't respond.  "Mark?  Have your ever seen a naked
woman?" she asked.

   "Well ...  ah ...  no," he told her.  "Except in magazines and ...  ah
...  I think you have a much better body than in any of those magazines."

   Ann smiled at the compliment.  "Thanks," she said as she stood up and
walked to the windowed side of her office, stopping to close the blinds. 
"You know those magazines are demeaning to women, don't you?  And as for
me, I'm starting to droop like an old lady."

   "No way, Miss Taylor!" he blurted.  "You look terrific."

   "Well, thanks again," she smiled as she sat back on top of her desk. 
'Would you like to see me naked?"

   "Ahhhhhhh?  Whaaaaaaat?" stammered Mark.

   "Would you like to watch me undress?" she repeated.

   "I guess so?" replied the confused student.

   "Mark, lock the door," she said.

   Mark got up and walked over to the door.  "I don't understand?" he said.
"Do you want me to lock the door on my way out or from the inside?"

   "Well do you want to watch me undress?" she asked.

   "Yes, I guess so?" he answered.

   "Well from the inside then," she replied.

   Mark locked the door, pulled down the shade, and turned around.  The
outside of the shade read "Quiet Please, Testing."

   "Ready?" she asked.

   The teen could only gulp.

   Ann slowly slid her butt off the front edge of the desk and stood a few
feet in front of her student.  She pulled the shirttails out the waistband
of her skirt.  Ever so slowly she undid each of the seven buttons holding
the shirtfront together.  With each button Mark's heart beat a little
faster as more of her creamy skin was revealed.  The thin white strap of
her bra was just visible through the gap of her shirt.  Ann unbuttoned the
cuffs of her blouse and then carefully pulled the top off her shoulders and
down her arms.  She let the silk flutter to the floor.  The sight of Ann
Taylor in her bra whipped at Mark's senses.  Next the counselor reached
behind and unzipped her skirt.  It seemed to stay up on it's own but then,
with a wiggle of her hips; she let it slip to the floor, a black puddle
around her ankles.

   Ann took a step closer to Mark stood there in her lacy white bra and
matching barely there panties.  She stayed for a moment, her hands trying
to cover herself without appearing to do so, and seemed to be unable to
continue.

   She held her breath for a second and then let it out.  With her left
hand she reached behind her back and undid the rear clasp on her bra.  Then
with her right hand she cupped her lace-covered breast while with her left
she lowered the right shoulder strap.  She crossed both breasts with her
left arm as her right hand dropped the right shoulder strap.  Ann's slow
striptease was elegant and nimble and Mark could hardly breathe.  Quickly
she swept away the white bra with one hand and held the lacy nothing
pinched between two fingers.  She took another step toward Mark and
extended the lingerie toward his saucer-round eyes.

   "Here," she said offering the lacy gift.

   Mark sat mesmerized, seeing the breasts that he had fantasized about for
so long only a foot away.  They were perfect, round and sat up high with
small rosy nipples that looked perfectly suckable.  He reached out and took
the silken treasure, still warm from her body, and held it tightly in his
hands.

   Ann turned around and stepped back to her desk.  Mark was right in his
earlier assessment; she was wearing a lacy white thong.  Anything smaller
would be nothing at all.  When she turned she gave Mark a perfect view of
her ass and the thin silk ribbon which disappeared between her firm cheeks.
She turned back to face Mark.  A warm flush had spread over her breasts and
her areolas where covered with goosebumps.  Bending at the knees she pulled
down the skimpy undies.  She carefully slipped the thong off one foot, then
the other.  As she bent her youthful tits stayed taut and did not sag. 
When she stood her hands were holding the crumpled silk in front of her
honeyed treasure.  Slowly she raised her hand giving the teenager his first
look at pussy.

   Mark had never seen a nude woman in the flesh and Ann was the most
beautiful thing he had ever seen.  Her snatch was a neat, perfectly trimmed
little triangle of honey-colored blonde, with pink lips even more delicate
than he had imagined.  She was flawless; her tummy flat, her waist slim,
her creamy skin unblemished, her dancer's legs long and strong.  Mark
blinked at the sight of Ann's peach-size tits and pink, pointing nipples.
Nude, she was faultless.  He tried to speak coherently, but all that
blurted out was, "Oh god."

   "Mark, it's okay.  I just wanted you to stop thinking of a woman's body
as some big mystery.  If I'm making you nervous I can button back up," she
said teasingly reaching behind her for the discarded blouse.

   Mark managed to groan "No!" as his cock distressed the crotch of his
jeans.

   "Oh, oh," she said with a giggle as she pointed a painted nail at the
obvious bulge.  "I guess I'm responsible for that?  I'm sorry.  Here I was
thinking I was helping but I forgot you're a hot-blooded teenager.  Let me
make that better." With that, Ann dropped to her knees and pulled Mark's
baggy jeans and boxers down over his hips.  His blood-filled dick was
tugged down by the waistband but once freed it sprang up and slapped his
gut, then trembled as it fell back and stood out parallel to the floor.

   "Miss Taylor I'm sorry," he managed to moan.

   "Mark, you shouldn't be embarrassed or ashamed about getting an
erection," she said.  "It's a sign that you're a healthy young man.  I'm
flattered that you get stiff just being near me."

   Mark's enthusiastic hard-on wouldn't go down on its own.  Ann looked
down at the rebar hard cock and then up into Mark's eyes and said, "Well,
you won't be able to go home like that.  Do you usually masturbate to get
it down?"

   Mark couldn't speak but managed to nod a yes.  "Well, Mark," she
giggled, "I became a counselor to help students but I never anticipated
helping one like this."

   Ann reached out and took his hot cock in her hand.  Mark trembled at her
touch and his knees almost buckled.  He couldn't believe what was
happening. Here was his beautiful counselor, his fantasy woman, holding his
wood in her hand.

   The counselor stopped and licked her palm.  "This will help," she said
tenderly as she went back to the expert handjob.  The student could only
groan, "Oh god, that feels great!"

   As Ann carefully stroked Mark's cock, he shivered.  His dick was
incredibly firm and throbbed in his counselor's hand like a thing with a
life all its own.  Soon Mark added to the lubrication with his own pre-cum.
The student twitched as she began to run her thumb along the under side. 
Ann knew the underside of his shaft near the flare of the head was by far
the most sensitive part and she began to concentrate her efforts there. 
The strategy had a clear effect and Mark began to uncontrollably twitch his
hips and make funny little gurgling noises.

   "Its okay, Markie, just cum for Annie," she cooed.  Both knew he
wouldn't last long and after a few more strokes and he was ready to cum! 
"You have such a beautiful dick," she whispered.  'Please let me see it
squirt".  Her words took him over the edge and Mark squirted, mostly on
Ann, on her tits, her throat, and a few spurts hit her chin.

   When Mark was done, she said, "Did that feel good, Mark?  I think you
needed that.  I know young men your age need to release sexual tension a
lot and you shouldn't have to suffer.  Annie will take care of you if you
want." Mark could only nod as the counselor slowly squeezed the final white
drops from his pee hole.  With her fingers she scooped the dribbles of cum
from her breasts, and the pearl necklace from her throat, and the drips on
her chin and lovingly sucked them from each fingertip.  Mark could only
marvel as the counselor cleaned herself of his cum.

   Softly she kissed his cum-covered knob.  With the tip of her tongue she
licked the tip of his softening dick and then enveloped it with her lips.
She bathed the length of his shaft with a mixture of her warm saliva and
his hot cum.  She encircled his dangling ball sack and sucked softly on
each nut.  Then she continued to suck his cock, alternatively kissing the
head and then licking the underside.

   Ann pulled him closer with her hands on his ass.  She opened her mouth
to accept his cock, sucking and slurping it in and out of her tightly
closed lips.  Less than a minute after he had cum the first time Mark began
to pant and jerk his hips and his cock shot a second load of cum, this time
into his counselor's mouth.  Sticky cum was dripping from the corners of
her lips as she swallowed quickly, struggling not to lose a drop.

   Ann devoured every dribble and licked Mark's penis clean before she
released him.  It was more than Mark could bear.  His cock was semi-hard as
he collapsed into the hard-backed wooden chair.  He closed his eyes,
gasping for breath.  Later he guessed he had fainted because when he opened
his eyes he found Ann kneeling at his feet, her head lying on his knees,
his deflated cock inches from her cheek.

   She smiled up at him, "You taste wonderful." Mark's penis throbbed in
response.  "You've made your counselor very hot." It lurched again.  "Are
you hot for me?  I hope so because I need more of you." And suddenly Mark
was hard again.

   Ann slid off the young boy's knees and stood.  Her body was flushed with
sexual desire and her breath came in slow, short gasps.  She took a step
forward and straddled the seated student.  Ann reached between her legs and
stroked the boy's cock.  His dick was like as hard as a flashlight and
jutted straight up from his pubes.  She couldn't believe how hard he was
just minutes after cumming twice.  She giggled as she thought Mark's cock
might explode if any more blood pumped into the straining veins.

   With her other hand Ann steadied herself on Mark's shoulder.  The
teenager couldn't take his eyes from the counselor's pink nipples just
inches from his face.  Releasing his dick Ann lifted his chin until their
eyes locked.  "Touch my tits," she asked softly.  With trembling fingers
the student began to touch the counselor, hesitantly at first, then hefting
the full weight of her mounds.  Her nipples stiffened and her pussy
moistened at his touch.

   'Please suck Annie's titties," she begged as she cupped her right breast
and offered the gift to the tempted teen.  Mark circled the pink eraser
head with licks and kisses, leaving spit trails across the warm globe.  As
Ann's areolas blossomed with new goose bumps, Mark engulfed the teat,
sucking with his cheeks as his fingers tweaked its neighbor.  The boy took
to suckling like a newborn and Ann had to use both hands to steady her on
Mark's shoulders.  He shifted to her other breast and took its nipple into
his mouth and, tasting the salty, firm flesh, he began to suckle.

   "Oh baby, oh Markie, yes that's it," she cooed, "Just like that, suck
Annie's titties just like thaaaaaat." She stiffened and arched her back as
the little "O" coursed outward from her tits.

   While Mark worked feverishly at her tits Ann slid two fingers into her
moistness and stroked her erect clit, adding to her own stimulation. 
Slowly she hooked a finger into her damp slit and she knew she was ready.
She had the perfect angle as she bent her knees and lowered her wet, pink
cunt onto the upthrust cock.

   `Easy,' Ann warned herself as she tipped her hips then sank her dripping
pussy onto her student's dick.  Mark watched, mesmerized by his cock's
first contact with pussy.  Ann squealed as the helmet head split her lips,
entering her damp passage.  `Oh you slut!' she said to herself.  `You're
fucking your own student.' Ann eased herself down, gradually allowing more
of Mark to fill her tender tang.

   When it felt like she could get no more inside, Ann looked down and saw
that she had taken barely half.  Gritting her teeth and closing her eyes
she pushed herself down on Mark's cock, firmly but slowly taking it in. 
Ann pushed deeper and felt her cervix yield to the youthful invader. 
Grunting through two pushes, she felt her pussy lips nestled onto the
Mark's pubic hair.  Holding herself down she slowly rocked back and forth,
keeping her body impaled on the teen's cock, as her body adjusted to the
sensation.  "Aaaaaah," she sighed as she sat fully down on Mark's cock and
he felt her ass cheeks settle on his thighs.  Her pussy was creaming
continuously as she began to hump the student body.

   Trapped in the chair Mark could only let Ann ride his shaft.  She rose
up until only the head was lodged in her opening.  Then she lowered back
down, stimulating herself with the full length of his dick on each stroke.
The thickness kept constant pressure on her tight opening, his pubes rubbed
her clit, and the mushroom cap battered her cervix.  "Oh, jeeez," he
groaned with each stroke.

   "Oh fuck!" Ann cried out.  "Annie's is fucking herself with your big
dick." Up and down she rode his cock.

   Ann stopped on a downstroke and braced herself with both hands on Mark's
shoulders.  She sat smiling directly into his face and then began to rock
and grind herself against him, working his cock deep up into her pussy.

   "That's better," she said, closing her eyes again.  "That's what I
wanted, that's what I needed."

   And it felt good to Mark too!

   Ann rocked and fucked, and rocked and fucked, and rocked and fucked
while Mark caressed her curves and felt the pleasure and looked up at the
expression of sexual abandon on her face as her perky tits jiggled in front
of his face.

   Taking one breast in his hand, Mark began to squeeze it and play with
it's enlarged nipple as Ann moaned her approval and picked up the pace. 
She bore down and sensed his cockhead press even deeper into the secret
tight space hidden deep in her belly.

   "Aah!" Ann sighed, snapping her head back and pressing her breasts into
his face as she drove her pussy down hard on his cock.  She knew she was
seconds from cumming.

   "Aah, aah, aah..." she repeated as she bore down hard on the student,
her pussy squeezing his cock like a wet, velvet fist and her cunt muscles
squeezing his cock, trying to draw him in even deeper.

   Ann snatch was leaking continuously as she rode the teenaged cock. 
Mark's dick and balls were shining with his counselor's cunt juices when
she raised herself up and suddenly dropped with a moan and a shutter as she
began to cum.  She sighed in surrender and sat in the student's lap,
impaled on his cock, whispering "Aah, god, aah god," over and over, kissing
his ear as the sensations washed over her.

   Ann's orgasm seemed to go on and on and, when it was over her tense body
released and she collapsed in the teen's arms and sat breathless for many
long minutes.

   As she sat in Mark's lap he held her and marveled at how light she felt.
His cock was still hard and erect inside her.  The student felt it throb
and jerk involuntarily in the counselor's pussy.

   When her orgasm faded, Ann suddenly stood and lifted herself off Mark's
throbbing cock.  The unfinished schoolboy begged "No," but the counselor
turned away and took two strides in her dancer's walk.  With a pirouette
she laid down in front of her desk in the classic missionary position, her
feet flat on the floor and her legs spread wide.  Mark couldn't take his
eyes from Ann's cunt!  She was wet, moisture glistening on her lips.  She
smiled, "Come fuck me, Mark."

   Mark jumped out of the chair, knelt between her widely spread thighs. 
He leaned forward hesitantly and used his hand as Ann had done, guiding the
head of his cock to its beautiful target.  Her hot dampness warmed his
fingers as he eased the head between her pussy lips and moved it gently in
and out.  He looked at her face and saw a look of pleasure.  Mark pressed
forward with his pelvis.  He had dreamed about this so long that he
couldn't believe he was actually doing it and he rammed forward.

   Ann grunted at his power.  Mark started to rabbit fuck, pounding her ass
into the linoleum, blindly ramming with his cock.  With her hand Ann
grabbed his cock on a backstroke and squeezed.  With her knees she trapped
his hips and held him away from the vee of her crotch.  "Slowly," she
ordered softly.  "Make it last ...  for both of us.  Don't go any farther
until I'm ready." Her hand gently stroked his cheek.  "Just relax and let
it happen."

   Mark nodded his understanding and as she released him he began fucking
in short, slow, even strokes.

   "Please be gentle," she said in a soothing voice.  Mark continued to
move slowly and tenderly while Ann whispered encouragement in his ear. 
"There's nothing like a long thick cock to let a girl know she's really
being fucked!" she whispered as she kissed his ear.  Mark gradually
lengthened his strokes and quickened the tempo until they fell into a
comfortable rhythm, thrusting in and out smoothly while Ann rocked her hips
to meet him.

   "Now slide it all the way, honey ...  you can do it ...  that's it,
sweetheart ...  just slow and easy ...  slow and easy ...  that's it ... 
just a little more now." Ann felt the head of Mark's cock against her
cervix, then felt the helmet head drive deeper, pushing her uterus upward.

   Ann wrapped her legs around his hips and her arms around his neck as he
galloped in the saddle.  As they continued their rhythm she pulled Mark to
her chest, mashing her tits between them and began to really hump the
schoolboy, lifting her hips to meet each of his thrusts.  She increased the
angle of her pelvis until her ankles crossed around his waist.  Mark's cock
jacked in and out of her cunt.  He pulled out almost completely only to
slide back in to the hilt, his ball sack slapping against Ann's ass.

   Soon they both were covered in sweat and Mark's abs slid back and forth
across the flat plain of Ann's tummy as little body farts broadcast their
union.  Ann could feel her wetness trickling down between her ass cheeks.
The classroom's linoleum floor was getting drenched.

   "Fuck Ms.  Taylor, fuck her hard," she urged him on as he sped up his
strokes started to pound.  "I want you to cum deep in my cunt.  Yes, Mark.
Fuck me.  Fuck me hard.  Yes, yes, yes!"

   Words were lost on Mark, he could only groan as counselor and student
came together.  He felt the surge grow in his balls and then race down his
cockshaft.  Ann could feel it too, she gasped and groaned and humped even
harder.  The slap off his balls and her panting filled their little world;
and then he exploded inside her.

   "Yes, yes, yes," she softly whispered.  Her eyes grew big and a creamy
look filled them as she too came.  She felt his seed gushing as he fired
again and again, sowing deep inside her fucked body.  He thought it would
never stop, as he triumphantly mated with the pretty counselor.  She moaned
and sank back onto the sweat-damped linoleum and her whole body shuddered.
Finally she went limp, her sweet body laid still, her legs spread.  Mark
continued to thrust between her soft cool thighs, enjoying the new
sensation.

   Ann's breath came in short gasps.  She looked up at him with her big
blue eyes.  She had that satisfied woman look; the best look in the world
and Mark knew he had put it there.  After their climax, Mark rolled his
sweating body off Ann and lay spread eagle beside her.  His cock was
shining with a mix of their juices and they were both covered with sweat.
They both lay silently staring at the ceiling, savoring the moment.

   When his breathing slowed Mark thought he could hear music.  He realized
the tiny sound was coming Ann's discarded earphones.  He strained to pick
up the tune then smiled to himself.  It was vanHalen.

   "Oh wow, man !"

   "Wait a second man.

   Whaddaya think the teacher's

   gonna look like this year ?"

   "My butt, man !"

   T-T-Teacher stop that screaming,

   teacher don't you see ?

   Don't wanna be no uptown fool.

   Maybe I should go to hell, but I'm doin' well,

   teacher needs to see me after school.

   Ann rolled on her side with a smile.  "Appropriate tune, don't you
think?"

   "I think of all the education that I missed.

   But then my homework was never quite like this.

   Got it bad, got it bad, got it bad,

   I'm hot for the teacher.

   I got it bad, so bad,

   I'm hot for the teacher.

   As the song ended she hugged her teenaged lover.  "You were wonderful,"
she whispered in his ear between kisses.  She ran her fingertips gently
over Mark's chest.  From far away Mark could hear the janitors cleaning the
hallways.  Suddenly embarrassed the student stood to gather his clothes. 
"I better go," he mumbled.

   "Wait, Mark," Ann said rising to her knees.  "You can't go home like
that!  Let me clean you up." The counselor leaned forward and took his
soft, wet cock into her mouth and began to suck and lick it clean.  Not
surprisingly it began to grow hard yet again and Ann marveled at Mark's
speed of recovery.

   "Oh, my god!  It's still alive!" she laughed.

   Ann slipped her mouth off the hard-on with a pop.  Turning on her knees,
and dropping down onto all fours, she assumed the classic animal rut
position.  "It's called doggie-style," she said looking back over her
shoulder.  "Come make Annie your bitch." Her pussy was open, wet, and
willing.  Juice ran down her open thighs, tickling her skin as the rivulets
trickled down to her knees.

   "You are so fucking beautiful," Mark said from behind her.

   "Please make me cum," she begged.  "Make me cum and cum and cum," she
said back over her shoulder.

   Mark dropped to his knees behind her prostrate body and gazed in awe at
the crevice between her firm cheeks.  A combination of girl goo and ball
batter had moistened her ass crack, from the tight-closed little pucker,
down over the fluted, pink edges of her cunt and dripping from the tiny
sensation-bud atop her public mound.  Her tiny crinkly anus was sealed
tight but the petals of her pussy were open like butterfly wings.  Her
breasts hung below her heaving chest, the stiff nipples glazing the floor
and her buttocks were high in the air behind her, waving in open
invitation.

   Mark hesitated for a moment reveling in the view and then he slipped his
hands to her hips and mounted the spread rounds of her buttocks.  As he
crowded closer Mark's knees pushed Ann's thighs wider apart, the hair of
his legs brushing against the insides of her smooth thighs.  She was held
wide and helpless, completely at his mercy.

   His hands grasped firmly at her hips, holding them steady in the air as
she felt the long, thick cock split the moist, naked gash of her behind. 
The glistening, dripping, bulbous head slipped and danced in the hot, wet
crevice as the student trembled and jerked, trying to bury the thick shaft
in her body.

   Moaning, the counselor looked back, twisting her round butt to try to
capture the lengthening shaft; like a bitch in heat, she strove to sheath
the teen's manhood in her voracious, grasping snatch.

   Mark missed on his first try; his cock slid up to find the momentarily
relaxed anus and tried to enter.  With a cry, the counselor tensed, evaded
the bending, up-slipping prod in fright.

   Mark returned to the assault.  He thrust again, this time the thick cock
sliding low into the soft, golden crevice.  The flared head parted the
counselor's fevered pink cunt lips but his not enter.  As if slipped
forward it rubbed against her fiery clit.

   Ann held her breath and Mark groaned in frustration.

   In desperation Ann reached between her widespread legs and, grasping the
slippery organ, guided the mushroom head of it into her pink slit,
spreading the lips wider and wider.  "Mark, put your cock in your bitch,"
she said.

   Mark felt Ann's soft hand guide his cock to the entrance of her cunt. 
She rubbed it up and down her lips as he whimpered and began to trust at
her opening.

   Ann groaned as the fifteen-year-old jerked forward and buried himself
deep up her wriggling, insatiable opening.  He slithered forward with a wet
rush until he was sunk to the hilt, his balls swinging below her sopping
wet pubes.  A moan of relief came from her contorted lips as she began to
move rhythmically backwards to meet the thrust of the panting sophomore. 
As his hands held her hips, she began to undulate her body and rotate her
buttocks in lewd circles, abandoning herself to the delicious fucking she
was receiving from behind.

   Ann looked back over her shoulder and Mark could see the effect of their
coupling.  Her face was contorted in rapture, her taut breasts danced
tightly beneath her writhing torso, swaying in time to the skewering cock
of the student as it slid deep into her from behind, ruthlessly burying
itself in her belly.  Her long blond hair hung around her and she yelped as
each thrust drove home.  Mark's hard cock fit perfectly into her
well-lubricated cunt as he thrust deep, deep, deeper inside her.  With each
stroke Ann moaned and her perfect hips twisted lewdly.

   "Civilization" disappeared and evolution took over.  This was the way
animals were meant to mate.  This was the way the stud took the mare, the
stag took the doe, and this was the way man took woman since they had lived
in caves.  This was FUCKING!

   Ann's breath came in taut gasps and the burning sensation bubbling up in
her belly grew with each thrust.  She was sweating in the tiny office.  The
heat of the two gyrating bodies acted as a human furnace and Ann could feel
a trickle of sweat running from her navel across her belly and into her
pubic hair.  Its slow, teasing trail caused her to squirm as the gathering
dew dripped sensuously from the petals of her heated pussy.  She bit hard
on her lower lip to keep back a groan.  Her forehead was covered with tiny
beads of sweat.  Another trickle ran down the valley between her ripe
breasts.

   The obscenely swaying counselor was kneeling ...  no hunching ... 
before the lunging student.  She seemed to have gone out of her mind. 
"Fuck me, fuck me hard," she shouted lewd encouragement to the teen through
clenched teeth as she felt the pistoning penis embed its full length inside
her.  The helmet head grazed against the hardness of her cervix, probing
incredibly deep, where only a select few had gone before.

   "Fuck me harder," she begged.  "Fuck me faster," she commanded.  "Shoot
your cum in my cunt!" she implored.  Having shot three times in the last
half hour it took Mark a long time to cum again so he just fucked Ann
silly.

   In her lust-induced madness all Ann wanted to be filled with Mark's
sperm; it was all that mattered.  It was as if she was no longer Ann but
just a trembling mound of sweating flesh begging forcum.

   She had become Mark's bitch.

   From behind the fucking student watched in fascination.  Tiny rivulets
of moisture built in the crevice of the Ann's rotating buttocks.  They
glistened under the florescent lights and tiny droplets ran slowly down the
backs of her thighs.

   The outside world vanished; all that remained was the panting couple
fucking in the small, sweaty office.

   The sight of his counselor, his masturbatory dream girl, kneeling in
surrender before him, impaled on his cock, as he fucked her without mercy,
was more than he had ever dreamed, it was just too much!  Something had to
give!

   And it did.

   Suddenly there was a loud moan from deep in Ann's throat.  She was
twisting her head wildly from side to side, her long blonde hair flaying
the air.  She screwed her buttocks hungrily against Mark's cock as he
fucked hard into her waving backside.

   Sweat dripped from Mark onto the sheen on Ann's back and butt.

   The counselor screamed suddenly and rammed back against the student just
as he jerked forward and his cock spat seed in hard spurts deep into her
cunt.  Ann's round butt began shaking uncontrollably and she began to cum
deep in her quivering belly.  Slick white fluid oozed around her tight cunt
lips, squeezing past the impaling prick; thin trails of the sticky white
ran down her ivory thighs.  Her backside glistened; her pubic hair was
soaked and pink flesh of her pussy was twitching as she pitched forward. 
She dropped from her elbows to the floor so that her breasts were squashed
tightly.  The cold hardness stung her tiny nipples until they were even
stiffer.

   Mark held tight to her hips, his cock still rigid inside her tenderized
pussy.  He kept firing his load deep inside her.  With each shot Ann moaned
and her little hips would twist and then Mark would start again.  It took
him many thrusts before he was done but finally he let loose with a final
blast of seed.  Even when he had no more to deposit the muscles in his dick
continued to contract and release sending shutters through his body.

   At last he let her hips slip from his grasp.  As she collapsed Mark's
cock slipped from her mauled passage with a sucking sound that echoed
lewdly in the tiny office.  His cock dripped tiny ribbons of cum onto the
floor between her knees.  Ann was on her stomach, softly sighing.  Her
pussy farted air and bubbled bodily fluids, both of which came as a
surprise to Mark, but Ann was too fucked out to be embarrassed.

   The groans which had filled the room were replaced with the sound of
deep breathing as the couple fought to fill their lungs.

   For both this turned out to be the best fuck of the afternoon.

   When they regained consciousness, Ann told Mark he had better go home
before his parents called the school looking for him.  She helped him
dress. "You were wonderful," she told him with a kiss on the cheek as she
ushered him out the door.

   Ann walked naked to the tall locker in the corner of the office, picking
up her clothes as she moved.  Opening the metal door he examined her
"just-fucked" look in the mirror.  She smiled and looked at her body.  Cum
and cunny cream was dripping down her thighs, her tits and hips were red
where Mark had been too rough, and she was covered with sweat and dust. 
She had never looked sexier in her life.  Slowly she inserted two fingers
into her cunt, she could feel the mixture of her lubricant and Mark's
sticky cum.  As she moved her fingers in little circles on her clit she
took herself over the edge, gasping for breath, one last time.  She licked
the salty wetness off her fingers and said, "I need a bath!"

   Over the weekend Ann called her best friend Marcy and told her all about
Mark ...  well almost all.  In this version Mark was an 18-year-old college
boy working as a student teacher.  Marcy may have been her best friend but
there were some secrets Ann wanted to keep to herself and after all in this
state 18 is legal.

   "If he ever figures out he's a stud there'll be co-eds lining up outside
his dorm," she told Marcy after describing the afternoon.

   "You know he'll want a repeat performance," Marcy told her.  Ann waved
way her concern.  "He'll ask but I'll convince him it was a once in a
lifetime thing that can never be repeated."

   "Yeah, right!  Good luck!" wished her friend.
   Ann will return in - Part Two Strapping On A Jock