Amelia raced to her English teacher's classroom as the last bell sounded. She stepped up to his desk which pulled his attention away from grading papers.

"I'm here for tutoring Mr. Kirkland." she said joyfully and tucked her hair behind her ear.

"Yes…so you are. I have some bad news I'm afraid." Arthur pushed his reading spectacles up his nose.

"Oh really? What is it?"

"Well as of 15 minutes ago I'm sorry to say you failed for the semester."

Amelia felt like an idiot. She had never failed a class before…what would her mother do this time for punishment. She couldn't go back to being 'displayed' for her mother's many boyfriends.

"Please, Mr. Kirkland! There has to be something I can do! I'll do anything!"

"Anything?" Arthur raised one of his thick eyebrows.

"Yes! Anything!"

"Then close the door." so Amelia did what he ordered.

"Now come here." he commanded and Amelia stood before him. Arthur leaned forward on his desk, his hands together as he leaned to put the weight on his elbows. His glasses were off so he could see further. The teacher looked her over, taking longer on each curve.

"Now…take off your clothes." he said in a low tone.

Amelia looked at him, shocked. "I'm sorry? What did you—." "I said..take off your clothes." he interrupted. "You said you would do anything, right? Do this and I will raise your grade."

She blushed as she dropped her suspenders off her shoulders and bent down to slip out of her shoes socks.

"Now the skirt." Arthur said in that same low tone.

Amelia could barely unzip the back, hands numb to the touch. A muffled thump hit the floor as the skirt dropped. Now her legs revealed themselves to the perverted teacher. The Brit bit and licked his lower lip in an effort not to cum in his good trousers.

Following the skirt, Amelia began to pop each button from its hole. Arthur looked over the new skin after each button, in a hungry status. He beaconed for more as his pants restrained the growing member. He reached down under his desk and teased himself with a thick rub over the clothes.

Shrugging away the shirt off her body, Amelia looked away from her mesmerized teacher and shuffled her feet. She stood before him in nothing more than her panties and bra.

"You're beautiful, Amelia, do you know that?" he complimented her, she didn't answer.

"You know, I was only going to raise your grade to a B-. I'd fancy raising it to an A if you will take it a step farther."

The student's face was a dark shade of scarlet. Some part of her knew this was wrong. But if she had to sacrifice one man to see her on display in exchange for several of her mother's, it was worth it.

"Come on now Amelia, you don't want me to have to punish you." Arthur leaned back in his chair and propped his feet apart on the desk. His zipper went down and out sprung a swollen dripping cock. Amelia stared in astonishment. She couldn't believe he was this horny just from seeing her in her underwear.

She shimmied her panties down to the floor and began on the bra hooks. Arthur stoked himself quickly and moaned at the sight of his love's nether regions. "Damn…" he growled.

All that was left was the bra that finally found its way to the floor. Amelia's breasts, in full frontal view of her teacher. His eyes widened at the arousing sight of female tits. "Mmh." he moaned.

Amelia was tired of being nothing more than a display and took action. She walked over to the side of the desk and pulled his feet down from off the desk. Bending down on her knees she removed his hand from the leaking penis. "W-wha are you doing UHH!" a loud moan escaped him once she took him inside her mouth. It was everything Arthur had dreamt it would be and more. The warm damp wetness that surrounded his tender manhood was awakening a new side to the couple.

She sucked and bobbed her her head along his length, achieving every inch of dick she could muster. "Amelia…I think I'm c-cumming…"

The light is what awoke her from the pleasant dream. The vision of Arthur pulling out of her mouth to spray his seed all over her titties was long gone thanks to no curtains in the attic window. Arthur still grasp her hand and continued to snooze next to her.

"amelia…" he groaned and clenched her fingers. "Mr. Kirkland. Wake up. You need to wake up now."

With a low groan and yawn Arthur woke up to find his goddess next to him. "Good Morning Amelia."

"Its not going to be if my mother is hung over."

"I guess thats true. Lucky you have to go school." Arthur had a point.

Amelia rose from the bed and began to take off her nightgown but stopped when she remembered Arthur was still in the room, who was blushing madly at the new revealed shoulders.

"Sorry, may be you should leave. I'm didn't even think about the fact you could see me."

"Oh yea haha. I should get out. Yea uh." Arthur stuttered as he began to leave the room. His eyes still on Amelia so much that he tripped over the bed corner and as a reflex grabbed a hold of the first thing his hand touched. That thing just so happened to be Amelia's nightgown.

Arthur rubbed his head only to realize there was torn satin, similar to what Amelia was wearing, in his fist. In fact it was covering his head.

Amelia held her hands over her newly exposed breasts as her cheeks burned. Arthur pulled the satin off from the ground and looked up to see his goddess in nothing but little blue panties with a teddy bear logo on the left cheek. Her under-boob was the hottest view.

Blood splurged from her teacher's nose as he backed up against the door. He couldn't look away as he frantically searched for the door knob.

"I-I-I'm sorry Amelia, I d-didn't mean to uh um. Sorry I just, c-can't seem to find the AH!"

Amelia just felt herself laughing as Arthur rushed into the closet. She grabbed a blanket and wrapped it over her. "Mr. Kirkland, thats the closet."

"Oh well so it is. I think I'll just stay here forever. Don't worry about me." his words were muffled by the walls.

"Oh yea? If you stay in there forever, I guess you'll have to give me all my lingerie thats in there." she smirked as he came back out in a hurry.

"S-sorry! I'll just use the other door. The one that goes to the hallway. So I don't see your breast—I mean arse—wait no I meant to say so I don't see anything I'm not supposed to see. Uh bye."

Arthur dashed out to the bathroom to have at a wank before school.

Though Amelia remained in her attic still laughing at the flustered Brit.

"He's so adorable when he's embarrassed. Almost as cute the first day I met him. What with those bushy eyebrows and warm green eyes. He couldn't even finish his sentence he was so nervous. Probably the first day jitters." She finished brushing her hair and got dressed up in the school uniform.

She met Arthur down in the foyer to go on to school together. "Ready?" he asked.

She responded with "Yea." and they were off.

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