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The masturbating teens was getting a D in government. This was not only bad, it was a disaster!!! Her folks might tolerate one C on her report card--but a D would mean a one month grounding. No social life for a whole month! Amber decided that she would talk to Mr. Fields after the days final period. If she pleaded with him maybe she could pull a C after all .

As the last bell rang, students began fleeing the school like lemmings jumping into the sea. Pretty soon the whole place was pretty much empty leaving Amber as one of the few students left in the building. She hoped Mr. Fields would be alone as she approached the government classroom. When Amber stuck her head around the corner of the door she saw Mr. Fields alone grading some papers. She quickly unbuttoned the top two buttons on her blouse and entered the room. As she neared his desk Me. Fields looked up from his grading and asked what she wanted. Amber, acting properly upset, told Mr. Fields of her plight, and although he was sympathetic, he said there wasn't anything he could do for her. When she heard this Amber began to cry. Jumping to his feet Mr. Fields came over and put his arm around her to help her sit down. As he did this, Amber felt his hand casually brush across her breast. At this point she had to make a quick decision. As she was crying she told Mr. Fields that something else was really bothering her. " It's my chest, I feel like such a cow with these two big things stuck to me, everybody stares at me, I'm just a freak!" At that she started crying even harder.

Obviously flustered, the teacher tried to console her by telling her she looked just fine and not to worry about what anyone else thought. Amber replied, "That's easy for you to say, you don't have these ugly things on your chest!" At that point she made her move and with a swift motion unbuttoned the rest of her blouse and stuck her boobs out towards Mr. Fields and said, "Just look at how ugly they are, I'll bet you've never seen any worse!?!" The totally stunned teacher just stared at the most spectacular pair of tits he had ever seen, and while they strained against the thin nylon low cut lace bra, Amber's dark nipples were clearly visible through the nearly transparent material! Mr. Field's wife looked like an adolescent boy compared to this!!! Seeing how confused he was, Amber took the initiative and put his hand on one of her huge tits. She felt him try to pull away so she held on to his hand even tighter, acting as if he were repulsed at the thought of touching them and cried even harder. He assured her that there was absolutely nothing wrong with her and that he enjoyed touching them. She said she didn't believe him and turned away as if to hide them from him. As he again tried to reassure her Amber turned back around only this time she had unclasped the front of her bra and her boobs hung free!!! Amber thought he might die of shock! His head was spinning! He tried to speak, but no words came out and Amber then stepped up to him and said, "The only way you can prove to me that my boobs are not ugly is if you would suck them for me." With that she pushed an engorge nipple towards his gaping mouth! It was to much to bear and he dove in and began sucking and licking for all he was worth. Although he was going a little wild, Amber had to admit he was a good tit sucker, the more he sucked the wetter she got! She looked down an could see that a large tent had formed in the front of Mr. Field's trousers, so she calmly reached down and began to rub him through his pant. A wet precum spot quickly appeared at the point of the "teepee", and he groaned as he sucked and she rubbed.

She deftly undid his zipper and pulled out what turned out to be a very large cock. At the sight of it Amber dropped to her knees and greedily began to suck the huge member, while Mr. Fields leaned back against the wall not believing any of this was happening. Just as he was about to cum Amber looked up and asked if she was really doing D work? He shook his head no and mouthed the word "A". At that point she went down hard and sucked until he shot a huge load down her waiting throat. As he became limp in her mouth his breathing returned to normal, and Amber stood up, cupped her tits, and began to twist the nipples, making them stand out like two thimbles. At the sight of this Mr. Fields' dick began to stiffen again, so Amber hiked up her dress and slipped off her panties in one easy motion. She sat on the edge of his desk with her legs held wide open showing her wet pussy and a thick dark mass of hair. With the licking of her lips and a nod of her head he was sticking that big prick deep inside her. She came once just from his initial thrust, and he pounded her cunt with fast piston like strokes, until she came over and over again! Finally he groaned and emptied another load, only this one was deep in her boiling pussy.

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