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Tommy glided his hands down to the rounded cushions of her buttocks and enjoyed their springy responsiveness through her thin skirt and the even thinner panties he could feel beneath. Believing by that time that he could be as bold with Miss Campbell as he wished, the youth pulled her skirt up.

In the bushes outside the window, Spike got a hard-on as he watched the teacher's skirt-hem rise on her bare legs. But because her back was aimed away from him, he couldn't see her ass in sheer pink panties as Tommy lifted her skirt to her waist. All Spike could see was the arching edge of her panties at the top of her thigh.

Turn around, God damn it! he silently demanded, -and began to rub himself through his clothes.

But Susan didn't turn around. She had no reason to do so. She was enjoying herself just as she was, pressing against Tommy's risen hardness and kissing him passionately, while she gently ground her hips against him and enjoyed his caresses on her wiggling, panty-clad bottom.

Her young boyfriend was anxious to get on with the action, however. He let Miss Campbell's skirt drop and took hold of the bottom of her blouse. He lifted that clingy garment.

Susan stepped backward, allowing him room to remove her blouse. Her head was feather-light. Her lashes drooped. Her lips were moistly parted.

Spike, from outside the window, had a perfect view of the pretty teacher as Tommy drew her blouse up. The peeper's eyes fairly popped as Miss Campbell's round, full tits bobbed into view.

She raised her arms, and Tommy lifted her blouse over her head. He tossed it aside. Then he filled his hands with the luscious fruits on her chest and squeezed them. He bounced them up and down and patted them together, to Miss Campbell's evident enjoyment.

Tommy did play with the teacher's tits, Spike saw to his excitement. That led the older youth to conclude that everything else Tommy had bragged about was true, as well. He was going to fuck Miss Campbell, right in front of Spike's eyes.

By that time Spike's prick was so painfully constricted by his pants that he was forced to unzip himself and let his long, skinny organ leap out. He retracted the foreskin from its rosy, bulging head. But he didn't stroke himself. He had learned from experience that only a few strokes would bring him off, and he didn't want to climax yet. He wanted to enjoy everything he was about to see.

Tommy unfastened Miss Campbell's skirt, while the teacher stood compliantly, smiling at him. He let her skirt down, and she stepped from it. She took the garment and turned to lay it on his chair, affording Spike a delightful view of her ass with her thin pink panties clinging to it. The crack between her shapely buttocks showed hazily through the nylon.

Spike grasped his bone-hard cock. The organ throbbed in his first, the head swelling and lifting even higher. His prick was standing almost straight up.

Spike still didn't stroke himself, however. He wanted to enjoy his hard-on as long as possible before coming off.

Facing Tommy again, Susan began to undress the youth. She quickly removed his t-shirt, then knelt in front of him to unbuckle his belt. She pulled Tommy's pants down, and the front of his Jockey shorts surged forward. The peak in his springy briefs bobbed up and down in front of the teacher's face as he lifted his feet, to let her take off his tennis shoes, then repeated the process as she removed his jeans. Susan pulled his shorts down.

The lad's stiff cock leaped up and down as the stretchy fabric relinquished it. His white balls, which had begun to sprout just the faintest wisps of hair, hung exposed at the base of his upthrust dong.

Susan left his shorts hunched about his knees and leaned closer to him. She wrapped a delicate hand around the shank of his stiff penis and tilted the organ toward her rosy lips.

Spike could hardly believe what he was seeing as the teacher's moist tongue protruded and she began to lick the pink head of Tommy's cock.

"Jesus Christ!" Spike exclaimed aloud and clutched his prick harder.

Susan's waggling tongue worked pleasurably down the length of Tommy's standing penis until she reached the lad's balls. She licked his velvety scrotum, buffeting his balls about. She got her nose underneath his nuts, the better to breathe in his delicate manly scent, and licked the sensitive bridge between his balls and asshole.

Then she worked her way up over his balls again, licking them thoroughly, before walking her tongue to the head of Tommy's stalwart young cock. She glided her red lips over the tip of his pecker and enlarged the circle of her mouth as it slid down, completely encompassing the youth's throbbing cockhead. Sucking with evident pleasure, she slowly pumped her mouth on Tommy's prick.

Spike couldn't stand by, outside the window, and watch any more of that. He would have to bring himself off by his own hand or…

Why not! he thought, wild with excitement. If Tommy could get next to the teacher like he was doing why couldn't Spike get in on the fun, too?

Struggling painfully with his stiff prick, he managed to stuff it into his clothes and zip his jeans up. All the students, except for Tommy and himself had left the school by that time. The principal and teachers had left also, except for Miss Campbell. There was no one to observe Spike as he hurried around the building the front of his pants pushing forward, and entered by the back way. He rushed to Miss Campbell's room.

As he entered quietly, the pretty teacher was still kneeling in front of Tommy, bobbing her brunette head. The youth was standing facing away from the door, his head tilted back and his eyes shut. He was biting his lip as great surges of passion coursed up through his body from his stiff cock which Miss Campbell was rhythmically sucking.

Spike felt he had nothing to fear as he quickly moved up beside Tommy. If Miss Campbell refused to do for him what she was doing for Tom, he could tell what he had seen and get her run out of town. She wouldn't dare refuse, he believed.

He unzipped his pants and let his prick leap out, stiff and long.

If Susan hadn't had her eyelids lowered so that she could see only the spit-slick shaft of Tommy's cock as she sucked it, she would have been aware of Spike's entry sooner. But as it was, she didn't glimpse the lanky lad until his pecker was quivering before her.

She opened her eyes wide and jerked her mouth off Tommy's candy-stick.

"Ch-Charles!" she exclaimed, for that was Spike's real name. "What are you doing here?"

The answer to the question was obvious: Spike was standing there with his prick sticking up, waiting for the teacher to do with it what she had been doing with Tommy's.

Susan's gaze leveled to Spike's cock, and her excitement surged. She loved Tommy, but she had affection to spare. She could easily lavish some on Spike, though he wasn't as sweet and innocent-acting as Tommy was.

Tommy didn't find the other youth's presence so welcome.

"Man, bug off!" he demanded, clenching his fists.

Spike paid no attention to him. He was gazing down through narrowed eyes at the teacher, who was staring at his prick as if she were about to grasp it.

He made this easy for her, by taking a step closer. His upthrust dick nodded invitingly.

Susan clutched it, and a great thrill went through Spike.

"Shit!" exclaimed Tommy, whose own cock was quivering as he writhed in frustration.

Susan began to lick the head of Spike's pecker. She derived a fresh burst of flavor and a somewhat raunchier scent than Tommy had conveyed. Still, Spike was only a lad – just fourteen – so there was none of the negative feeling she had when she was with a grown man.

She let her encircling lips crawl over the tip of Spike's cock and inch their way downward until she had encompassed the entire head.

The youth had never imagined such wondrous thrill as he experienced with his cock in the teacher's warm, wet mouth and her lip-stroking and sucking it. He gazed down at her silken black hair, which slowly bobbed up and down… at her quivering tits which hung suspended in luscious fullness… and at her rounded ass with pink panties stretched across the quivering cheeks.