AN- And I am just on a roll with writing lately. This is for Hallie who has been an amazing friend to me. I love her with all my heart and she fuels my smut-obsessed brain with her encouragement and support. Thank you lovlie. Okay prepare your minds and your panties...

Rate My Professor

*The Art of Masturbation*

Emma did something she hadn't done since she started university — she skipped class. It was so out of character for her to skip a class and because of her neglect in filling out and turning in the survey for the class she knew she was putting her participation grade in jeopardy. But she would rather jump off a cliff than be face to face with the man that had been haunting her dreams for the last several days. It was like her twitchy fingers were permanently attached to her cunt making her perpetually wet. She had gone through so many of her panties that she had to do an impromptu load of laundry before the week's end.

Her body ached for him — his image burned into her mind everytime she closed her eyes. She had to bite her lip to keep herself from moaning as the thought of him gazing up from between her thighs, a smug depraved expression on his face as he licked her sensuously off his swollen lips. She pictured herself throwing her head back in pleasure as he fucked her with his mouth with vigor as her ass slipped against the edge of his desk.

"God you are so wet." He would pur against her sex as he sank his fingers in her heat, curling them upward to stroke the sensitive flesh of her g-spot.

"Oh God… Oh God… Oh God!" She would scream against his eager attentions.

"Shhh." She imagined him whispering against her wet cunt, his breath making her shutter as he continued to flick her clit with his tongue, the sensation making her writhe above him.

Emma could just feel his fingers inside her, coxing her to an earth shattering orgasm as she bucked her hips into his mouth, fucking herself on his fingers as she clamped her hand down against her mouth to stiffle her moans. "Fuck, I'm almost there." She moaned, pushing his head into her dripping pussy.

"Come for me." He instructed, sucking her clit into his mouth until she fell apart above him, her thighs quaking around his head.

"FUCK!" She screamed into her pillow, rolling over onto her stomach in aggravation. Is there a single moment that she was not thinking about him? Imagining his scruff rubbing against her thighs, feeling the delicate burn of it on her skin as he gorged himself on her cunt.

She was never going to survive this class — as long as he kept looking at her like he wanted to eat her alive. Perhaps she imagined his suggestive smile and the longing in his eyes — yeah that had to be it — it was all in her head and she was pining after him for no reason. If that was the case then why the hell did he have a permanent starring role in her fantasies? Why had she had to put on her spare set of sheets because her desire had soaked through them?

Emma slammed her fist against the bed, feeling it give and bouncing back against her tightly curled hand as she dug her nails in her skin in frustration. She was running out of time — if she was going to class she needed to decide right the hell now. She looked at her clock glaring at her, silently telling her to stop mocking at her as it counted the minutes until class started. "Ugh. Shut up!" She tried to calm down her raging libido as she rolled onto her back, placing her hands over her stomach before chancing another look at her annoying alarm clock that at this point was purely used for decoration. "Fine." She gritted her teeth at the object. "You win." She relented, swinging her feet off her single bed and put them on the floor before grunting into a standing position. "But I'm not going to enjoy it." She warned the angry red flickering numbers teasing her.

She tore through her room maddeningly, collecting her belongings for class and shoving them haphazardly into her messenger bag and tearing out of the room, breaking out into a slight jog toward the building. Once there, she screeched to a halt as the door to the lecture hall closed shut behind her, making the most uncomfortable noise in existence. She tensed, closing her eyes in annoyance before striding over to the empty seat in the front of the classroom. If there was one thing she was ungrateful for in this moment — college students were creatures of habit and preferred to take their same unassigned seats that they scouted out on the first day — if someone took that seat it was the end of the world. Why oh why hadn't anyone decided to be a dick today and take her empty seat rather than their own?

"Miss Swan. So glad you could grace us with your presence again." He rubbed his thumb in the corner of his lips, his other arm tucked against his chest as he leaned against the blackboard, a cheeky smile gracing his lips.

She balked at his words — he had noticed her absence last Thursday. She gulped, an uncomfortable feeling settling in her throat as she stared at him blankly. If she knew she was going to be five minutes late to class, she wouldn't have bothered to show up at all and save herself the insurmountable humiliation of having all eyes on her as she slumped to her seat. She didn't know why she was ducking down as if the whole class couldn't see her, waving her hand toward Professor Jones in silent apology before taking her seat.

Emma sank into her chair in embarrassment, tilting her head up toward the ceiling as she tried to steel her nerves. Water — water would help to calm her down and relax enough to pay attention to the lesson of the day. She dug into her bag for her water bottle and screwed the cap off before tipping it down her throat letting the cool water dribble down her throat.

"Now today we will be talking about sexual development in regards to masturbation." He announced, opening his arms as he addressed the class, pushing off the blackboard to round the table situated in front of it.

Emma felt the water taking a wrong turn in its destination, the water catching heavily in her throat as she began to violently cough.

Professor Jones turned his attention toward her, cocking his brow curiously as he crossed his arms across his chest.

She continued to cough, averting her gaze as her eyes watered.

"Miss Swan, do you need a moment?" He asked, tilting his head.

She tried to stifle her cough, pressing her forearm against her mouth as she shook her head 'no' in response.

"Can I get back to my lesson now?" He inquired as he leaned down to face her, his eyes directly meeting hers.

Her eyes widened, her eyebrows shooting up into her hairline as she inhaled sharply at his proximity to her, watching as his mouth curled into a smirk. All she could do was not fervently.

"Excellent." He patted the top of her desk. "See me after class." He whispered before taking off back to the front of the classroom to deliver his lecture to the rest of the class.

"Masturbation is the manipulation of the genitals." He began to explain and she could feel her cheeks heat and flush as he spoke. "When one feels arousal, the body's natural response is to quell that feeling." He shook his fist. "For males it starts at a fairly early age even though their bodies progress far slower than those of their female counterparts. However, it is a little known fact that the curiosity of their differing body parts starts anywhere from the age of two to five." He went over to the blackboard to write the information for note taking purposes.

"As I said on Thursday, for those of you who bothered to show up." He added for emphasis, referring to Emma's absence. "Each body is different when it comes to masturbation. But the urge to touch yourself is a singular want — to make yourself feel good even if you don't reach climax. Most women don't even have their first orgasm until their early 20's. However, men achieve their first orgasms by the time they are 11." He said against the sound of the chalk moving over the blackboard.

Professor Jones turned on his heel, dropping the chalk onto the metal ledge with a faint plop and dusted the chalkdust from his palms. "Gendered social norms dictate sexual accountability and sexually acceptable response to the human body. So, what is the need for all of this privacy, when psychologically it is a perfectly normal bodily urge and function?" He asked the class, pushing up the sleeves of his blue sweater — its deep hue matching the color of his eyes.

She had to admit — it looked really good on him. She watched him lick his lips and her eyes roved over the v-shaped neckline of his sweater, admiring the hint of dark chest hair poking out from underneath it.

"For centuries cultures have neglected the existence of female pleasure and masturbation. Some cultures have even punished women for having these urges. In Victorian England women were designated as the inferior sex incapable of having sexual pleasure. If they exhibited an ounce of sexual pleasure it was diagnosed as hysteria because women weren't supposed to feel pleasure. So it appeared like they were touching themselves for no reason at all, which was frowned upon." He told them passionately as he paced.

"So what about it makes it so… taboo?" He wondered, shrugging his shoulders on the last word before pausing to look at the class. "Women were using household objects as maturbetory aids and hiding it from their husbands. Why is it so impolite to talk about female sex?"

"Their husbands were selfish." Someone yelled out from higher up in the hall as the class laughed.

Professor Jones wiggled his finger toward the source and smirked knowingly.

"Come on now." He pleaded with them. "Pornography was deemed a sick preversion and made illegal in most socities. And now we can access it at the touch of a button in the comfort of our own homes, yet most of us are clearing our browser history. What is the shame behind sex? Why are our bodies hard wired to hide it?"

"Well I for one believe that females shouldn't hide their sexual desires. There should be pride in the female orgasm." He claimed before turning his head toward Emma, who was engrossed in his lecture, her breath hitched as she hung on his every word. "The female orgasm is a beautiful thing to behold."

Emma swallowed hard, crossing and uncrossing her legs in discomfort as she felt the heat pool between her thighs, just begging for relief.

"We will continue our conversation on masturbation and the history of masturbitory aids on Thursday. It's always been a favorite of mine so I expect to see you all there." He smiled as he pointed to the faces of his students. "See you all on Thursday." He dismissed as people got out of their seats and began heading for the back and side doors of the lecture hall.

"Emma." He gestured to her with a come hither motion of his hand, directing her to come see him.

She released a breath she wasn't aware she was holding in and gathered her belongings into her bag before placing it on her shoulder and lifting herself up and out of her seat. She dragged her feet against the carpet trying to collect her thoughts before having to face him, she wasn't looking forward to the chastisement she knew was soon to come — it was inevitable at this point by the way he was looking at her.

"We will have to take this to my office upstairs — I'm a little pressed for time this afternoon. I hope you don't mind." He flashed her a toothy grin as he busied himself with collecting his materials and shoving them into his leather satchel. Professor Jones tucked his blazer underneath his arm and grabbed his coffee before gesturing to her to follow him out of the lecture hall.

Emma followed him, trying to keep up with his pace down the hall as she gripped the strap of her bag on her shoulder.

"My office is just up on the third floor." He told her as they rounded the bank of elevators on the first floor. He pushed the button impatiently, clicking on it more than once as he tapped his foot, his eyes drifting toward her uneasy confused expression. "Come on, you blasted contraption." He cursed, jittering. He released a sigh of relief as the elevator came to a stop and the doors opened allowing them to easily slip inside the imposing metal box that would carry them up to the third floor.

Emma settled back against the back of the elevator, letting the cold unforgiving metal soothe her discomfort as she watched him press the button, the elevator doors closing behind them as cautiously stepped away from it — an uncomfortable silence hanging in the air between them as the overwhelming desire to break it consumed her. "So…" She began awkwardly, inwardly screaming at herself for bothering to say anything at all.

Professor Jones's eyes drifted towards hers without lifting his head, opening his mouth and closing it as he swallowed, trying to conceal his smile of amusement.

"Do you come here often?" She asked him, immediately regretting her decision to embarrass herself even more than she already had. "I'm sorry that was stupid." She cringed, shaking her head as she gripped the handle at the back of the elevator to support herself.

Professor Jones let out a light hearted chuckle, smiling to himself. "No, it's fine." He scratched the back of his ear. "I've never been fond of the overwhelming silence in elevators. You'd think that the university could filter in some Depeche Mode or some Smiths in here or something — they have the money for it."

Emma cocked an eyebrow at the mention of the infamous 80's band. "I wasn't aware that professors liked 80's British rock." She mentioned.

"I'm a professor. Not a monk." He quipped with a cheeky grin.

"That was fairly obvious given what you teach." She agreed, failing to hide the smile on her face.

"Aye that." He nodded. "What did you think of the lecture?" He asked her, tightening his lips as he waited for her response — however the response didn't come when the elevator dinged and the doors opened to the third floor. "After you." He allowed, with a slight bow.

Emma tossed her head toward him as she crossed him and exited the elevator, stopping when she realized that she had no idea where they were going. She looked at him as he stopped in front of her and she returned his words, "after you." She trailed behind him, deeming it inappropriate to walk beside her unbelievably attractive professor. Seriously — attractiveness that was absurdly inhuman. Lost in thought, she found her gaze drifting down to the contours of his ass outlined in his pants, the material tightly hugging him as he walked down the hall in front of her.

"Here we are." He announced, gesturing to the door of his office.

"Huh?" She stared at him blankly, her eyelashes fluttered. Oh great — now he was painfully aware that she was staring at his ass. What the fuck was wrong with her? Did she have any shred of decency in her body? Was she even capable of a normal human interaction with this man or was she doomed to drool in his presence whenever he spoke?

"We're here. My office." He reminded her.

"Right." She nodded.

"Are you alright?" He canted his head towards her in question.

"Yeah. Of course. Why wouldn't I be?" She tried to brush off his question casually.

"It's nothing. You just… look a little nervous. Do I intimidate you or something? If I've given you that impression I'm terribly sorry." He said, prying his key from his pocket.

"No. Not at all." She shook her head, waving her hand in the 'no sweat' kind of way.

"Are you sure? I've been known to make people a tad uncomfortable." He supplied before turning toward the door to stick the key into the lock.

Emma gave an uneasy laugh at his candid remark and shoved her hands into her pockets, rocking back on her heels as she watched him turn the door knob and removed his key from the lock.

He held the door open for her, pressing his back against it as he gestured for her to come inside.

She strode into his office cautiously, jolting slightly as she triggered the motion detection lighting.

Professor Jones looked down the hall for a moment before, pushing off from the door and entered behind her as it closed behind him with an audible bang. "Sorry." He apologized, picking up his satchel so he could squeeze between her and the door.

She stilled, her eyes screwing shut at his nearness, feeling the warmth radiating off his body as he brushed her back with his chest.

He paid her no mind as he stuck his head through the strap of his satchel and set it down beside his chair before pulling it out and sitting on it, rolling himself until his chest hit the edge of the desk.

"Why don't you take a seat." He suggested, pointing toward the chair in front of the desk.

"Right." She snapped out of her trance and moved to sit down, dropping her bag next to her as she looked at him nervously.

Professor Jones pursed his lips and blew a raspberry, stroking his jaw as he contemplated where to start. He released a long winded breath before placing both of his hands on the table. "You know it is an extremely rare occurrence that I have one of my students miss my class, and I tend to take that sort of thing personally. So can I ask what was so pressing that you couldn't attend?" He wondered, his voice dropping with rapt curiosity.

Emma opened and closed her mouth, her eyes widening in concentration as she tried to find a reasonable excuse. Her dog died? Her mother is in the hospital? She was sick? Her car broke down — no he would never believe that — and besides she didn't own a car. Anything but the truth — anything but letting him know how distractingly attractive he was.

"Am I that boring?" He asked.

She couldn't tell if he was being serious or not. His words said one thing but his expression said something else entirely. The longer she was silent the more embarrassed she became. She sighed, moving her hand to her forehead before scrubbing her palm across her face in mind aggravation for her own stupidity. My God — he probably thought she was slow.

"It's alright. You can be honest. You won't hurt my feelings." He said before clasping his hands together and tilting from side to side in his chair.

"Honestly? I have no idea. I've never done anything like that before. I'm usually a very good student." She stammered out, the words flowing from her mouth like projectile vomit.

"It's always nice to be someone's first." He smiled amidly, tapping his lips in thought. "Always glad to make an impression."

She didn't think that's what he meant — did he really just-

"I can tell how studious you were the moment I laid eyes on you. Not many students voluntarily sit in the first row with their notebook splayed out across their table on the first day of class." He noted perceptively. "But that also begs the question as to why I don't have a quiz grade for you… do you want to tell me why that is? I don't consider myself to be an unfair educator and surely you are quite capable of a completion grade…" He stated plainly.

"I…" She stuttered, unsure of how to respond, her mouth gaping wide.

"Emma, you are an intelligent young woman. I don't know why you would sabotage yourself like this." He assessed. "I really don't want you to fail out of my class because you aren't taking it seriously… So is there something I should know about?"

It was now or never. He wanted honestly from her — and she was going to reluctantly give it to him.

"I'm a virgin." She muttered in a near whisper, grumbling the confession.

"What?" He leaned in closer to hear her.

"I'm a virgin! I'm a virgin okay? Jesus get off my ass! I'm probably the oldest fucking virgin on campus!" She huffed out, breathing heavily at the force of her confession before going wide-eyed in realization of what just came flying out of her mouth like a military projectile. She clamped her hand over her mouth and closed her eyes, inwardly cringing at her brazen behavior. "Professor Jones I'm so sorry-"

Professor Jones narrowed his gaze, his eyebrows raising into his hairline as he smirked at her before licking his lips. "Please, it's Killian." He told her. "There is really no need for such formalities after that. And I suppose that is reason enough for not turning in the assignment."

"Oh my God." She winced, berating herself as she shoved her face into her hands.

"Nothing to be ashamed of love." He sat back in his chair, bringing his hands behind his head as he lounged. "The professional part of me doesn't want to comment on it and I really shouldn't. But I believe the side of me that is unapologetically male has a keen interest in your little outburst."

"You what?" She raised her head from her hands in confusion, the color in her cheeks fading as she went completely pale.

"Forgive my directness if I misread the situation." He shook off the meaning behind his words.

"What the hell are you talking about?" She demanded.

"You know what keeps irking me — it's why you would take a class like this if you were shy about the topic of sex?"

"Isn't it obvious?" She nearly yelled in frustration, wondering if he was hearing a single word she said.

"Not at all and given that this is my subject of expertise, it is very difficult for me to let it go without knowing what about it makes you tick." He popped the 'ck' of the word suggestively.

"Fine, I'll bite." She relented, glaring at him as she leaned across his desk. "Did it ever occur to you that it isn't the class that makes me uncomfortable but the sinfully sexy professor that teaches it? Surely the combination of my inexperience and your extremely distracting good-looks has nothing to do with my discomfort. Or are you far too engrossed in the sound of your own voice to realize that most of your students are female?"

Where the hell was this coming from? She should be institutionalized her inability to filter herself.

"The thought had crossed my mind." He admitted, leering at her in fascination. "You are a fascinating creature Emma Swan." He crooned. "But you never answered my question."

"Remind me what it was." She challenged.

"Did. You. Enjoy. My. Lecture?" He sing-songed.

"I think you already know the answer to that question." She said resolutely.

"Do you mind if I see for myself?" He asked, his fingers gripping the table as his flashed with desire.

She swallowed hard, looking around the room for the hidden cameras. She was sure she once again starring in one of her detailed fantasies again and she would wake up any second from — her panties soaked through with the proof of her desire and a painful ache between her thighs. "You want to what?" She asked for clarification. Her eyes followed him as he got up from his chair and crossed in front of his desk and bent down in front of her and all her breath died in her throat.

"We both know you heard me. Please don't make me repeat myself." He told her, his eyes blown wide with lust. "Show me how much you enjoyed my lecture." He asked her, gesturing to her with his chin as he clenched his jaw hard.

"What are you asking me to do?" She whispered faintly, her cheeks flushing with color.

Killian placed both of his hands on her knees, pushing them apart eliciting a yelp of surprise from her. "I'm asking you to show me what my lecture did to you." He instructed.

Her eyes followed him as he stood to his feet in front of her, looming over her as she looked at him longly.

Emma didn't take her eyes off of him, wanting to revel in his wrecked expression as she popped open the button of her jeans and pushed the zipper down to give him access.

Killian grinned dangerously as he rested his hands on the armrests of the chair she sat in and leaned in, raising his head toward her in permission.

She nodded, biting her lower lip, sucking into her mouth as his hand disappeared underneath the waistband of her panties, dipping lower to when she needed his fingers most.

Mischief danced behind his eyes before fluttering shut as he made contact with her heat, sweeping his fingers through her drenched folds to find her positively soaked. He groaned, at the feel of her slickness slipping against his fingers as he probed her cunt exploratively. "You are wet." He rasped. "Did my lecture make you wet love?"

Emma slammed her eyes shut, moaning as she nodded her head obediently at his question.

Killian brushed his fingers against her, enjoying the delicious sounds he elicited from her parted lips. His fingers slipped from where he teased her, traveling upward, letting his wrist purposefully brush against her swollen clit as he retreated from her panties.

She released a strangled whimper of desperation as he left her welcoming heat, wanting nothing more to grab his hand and hold it there until she came around his fingers. "Why?" She asked breathlessly — deeply confused and frustrated by denying her the pleasure of his touch.

He brushed the curtain of her long blonde hair from her face, his breath ghosting her ear making her shiver. "Show me how you touch yourself." He requested, moaning into her ear.

"Oh God…" She keened, clenching her thighs together as she tossed her head back at the sound of his voice.

"I want to watch you fall apart. To know what I do to you." He expressed to her, his hand squeezing her inner thigh before walking backward and sitting on top of the desk, enjoying the view of her tortured expression from where he sat. "Go ahead." He nodded in encouragement. "Fuck yourself on those gorgeous fingers of yours so I can hear your mewls of pleasure." He directed, nodding in approval as he watched her fingers inch below her panties.

Emma arched her back as she made contact with her pulsing center, drawing a delicate sigh from her lips as her digits swept through the moisture seeping from between her thighs. She pumped one finger inside of herself, setting a long torturous pace as her mouth parted in a silent cry of pleasure.

"God do you know how much I've thought about this since the moment I saw you sitting in the front row. I could smell your arousal from where I stood. Its intoxicating scent taunting me until I was damn near drunk on you. You haven't the slightest idea what you do to me." He lilted, his husky voice filling her ears and spurred the movements against herself.

She slipped another finger inside of her wetness, working in tandem with its twin until she was gasping for more, the pleasure making her delirious.

"That's it." He moaned, watching her intently, getting off on the way she bucked desperately against herself. "Tell me how it feels."

"Oh God… so good… so fucking good." She groaned as she darted her fingers in and out of her dripping sex, imagining it was his fingers doing this to her — bringing her closer and closer to her high.

Lost in her pleasure, she barely registered him getting down from the desk and crouching down in front of her, until she could feel his warm breath against her heated cheeks as she desperately drove into herself with reckless abandon.

"God you look fucking gorgeous." He commently gruffly. "Do you imagine it's my fingers filling your tight cunt, rubbing you to submission? Is it my fingers you want to clamp down as you come around them?" He teased mercilessly, his voice as smooth as velvet. "Yes that's it. What do you need?" He asked her as she whined desperately for him.

"Need you." She pushed her hips forward instinctually, blindly reaching for his hand and guiding it to her aching clit, prompting him to touch her. "Please."

Killian smirked deviously, indulging her in his touch as he gathered her essence on his fingers and began to rub her greedy clit to the rhythm of her ministrations. His eyes flashed to hers, opening his mouth, reflecting her own sigh of ecstasy before fading into a smirk. "Look at me. I want you to look at me when you come." He bid of her, cocking his head to the side to rake his eyes over her body.

Emma felt her walls flutter around her fingers, her breath coming out in sharp eager pants as Killian pressed his thumb against her, increasing the pressure he was making on her clit. "Oh God. Just like that." She leaned forward, sobbing against him, her body shaking as her orgasm washed over her in waves.

"Beautiful." He rasped out as his thumb continued to circle her clit, feeling the tremors of her body began to subside as she came down from her high. He was so taken with her, enraptured by the sounds that left her mouth as she came — positively mesmerized at her pleasure. "Good girl. That was very good." He praised her, ripping another moan from her lips, as her hips began to stutter and slow.

She opened her eyes to see him leaning above her, his fingers drenched in her wetness as he looked at her with an expression that burned her from the inside out. "Why?" She whispered the question, blinking up at him.

"What a peculiar question to ask the man who just made you come." He leered before making a show of plopping his fingers between his lips to taste her on his tongue. "My God you taste like heaven."

Emma wriggled in her chair, gripping the chair rests for dear life as she watched him suck her wetness between his lips, moaning around them before releasing them with a wet pop. "You still didn't answer my question." She stammered.

"It is quite simple really. I'm your teacher. I'm here to teach you." He pushed him back onto his desk, regarding her carefully.

"Do you teach all your students this way?" She replied with a raised eyebrow.

"No. Never. You're different."

"And what makes me so special?"

"That wanton look in your eye — the way your beautiful skin flushes in my presence — the way you feel against my fingers as you come. I can list many reasons but I suppose none are enough to satisfy your curiosity. To put it simply I'm incredibly drawn to you and the fact that you've never had a man between your legs drives me absolutely mad." He told her earnestly.

"What are you going to do to me?" She wondered, trying to read his expression.

"Am I not allowed to take a personal interest in one of my brightest and more promising students?" He said, his voice dripping with mirth. "I'd like to think of it as something we will do together because your participation is most important." He tossed her a crooked smile as he teased her with his words. "Your inexperience and willingness to learn has captured my attention and I want to introduce you to a world filled with pleasure and possibility." He told her, positively brimming with excitement at the prospect of introducing her to sexual pleasure.

"Tell me Emma, has anyone touched you like that before?" He purred, licking his lips, waiting with baited breath for her answer.

"No." She admitted, swallowing.

"Then will you allow me the honor of being your first?"

"You kind of already did…" She sat there confused for a moment. Does the God-like professor also have short term memory loss?

Killian jumped off the desk, leaning over her. "That was… magnificent… but only the beginning of all the things I can make you feel. In case you forgot… this is my area of expertise. So allow me to teach you everything I know." He husked out, plastering his forehead to hers. "God Emma, please say that I can have you."

"Yes." She breathed out.

"Number 8." He said.

"What?"

"Number 8. What was your question to number 8?" He demanded in desperation.

Question 8: How often do you masturbate?

"Lately? All the fucking time." She laughed, reaching up to stroke his face.