Miss Louise Marble loved her fifth grade math class at the all boys Brighton Academy. She was one of only three female teachers the school had ever allowed. She happened to be a brilliant Math teacher winning an amazing number of academic awards. The headmaster and other school board members were willing to overlook her idiosyncrasies because of that fact. Louis Marble was an exceptionally beautiful and sexy woman. The men at the academy drooled over her almost every day because of the provocative clothes she was known to wear.

Louis was fully aware of the effect she had on the men at school, and always gave them the show they seemed to expect when she strolled into the break room every morning before class. It was not for them that she dressed for though. She had seventeen ten and eleven year old boys in her class, and it was for them that she lusted after and dressed for. Louis was what might be referred to as a spinster. At thirty-one, she had never married, and had never had intercourse with a man. She was not a virgin! With a variety of sex toys at home, she was an expert at bringing about powerful orgasms. Mostly when fantasizing about sex with her students.

Young Jerry was the latest to float her boat so to speak. He was a handsome young boy with a grace not expected in someone so young. She like the way he undressed her with his eyes. She tried to give him flashes to keep his interest. The boy was failing her math class, not because he was stupid, just because she could tell he couldn't concentrate on anything but her! She liked that problem and planned to use it against him. Or for him depending how you looked at it. Today he was asked to come back to her classroom after school for a counseling session. Louis had already called his mother and informed her that he would be at least an hour or more late, and that she would drive him home so she needn't worry.

Louis planned to give little Jerry something to look at when he arrived. She had already written a note home explaining what was needed. The note read:

I am very worried about Jerry's marks, and unfortunately I feel without more effort on his part I will have to fail him this year. He is a wonderful and bright boy and I am sure with a little help we can get his marks up to where they should be and he will be able to pass. If you are in agreement I am offering to tutor him for the next 3 weekends, with hard work and a helping hand I am sure that is all he would need. I would expect him at 11:00 am on the next three Saturdays, will provide a lunch for him and we will work until 4:00 when I will drive him home, please let me know if this will suit you.

Sincerely, Miss Marble.

"Thank you Miss Marble", Alice said when she got Jerry's teacher on the phone. "Thanks for being so kind and helpful. Jerry has had a lot to deal with at home and he has let his studies slip. I'm at fault sometimes. I'm so grateful that you care about him the way you do. I will make sure to get him where he needs to be on Saturday if you can give me directions. I promise to be on time. Should he wear the school uniform or is it okay for him to wear his shorts and stuff. It's been so hot lately."

"I see no reason why he can't wear his after school clothes." Louise said. "I would rather him be comfortable and listening than not. If you have no objections, I have a pool in the back yard, and it might be a good incentive for him, and one I can use as a reward after a hot day indoors doing numbers. If you are comfortable with this, please send along his swimsuit as well. And please call me Louise. Miss Marble is a bit formal for friends Alice."

"I will do that Miss Marble, I mean Louise. God you are so understanding.

Jerry is in real good hands I can tell. I apologize ahead of time for the bathing suit. He wanted one of those speedo types he saw in the Olympics and I confess I spoiled him and got him one."

"Not to worry, most of the boys at school seem to favor that style. I will be sending home updates of his progress as we go along. Again thank you for giving him this chance to change his life.

"I won't ever be able to thank you enough Louise. Perhaps some day we could meet for lunch or something, my treat. You are such a beautiful woman, and I confess...well, never mind. Thanks again for all you do and will do to my boy."

"I am so glad you are agreeing to this." Louise said. "I would hate to see him held back another year. I am slightly out of the way, which is why I will gladly drive him home but I felt you should at least see where I am, and where he would be spending his Saturdays. I have a small house on River Road, three miles past the city limits. Just stay on River road until you see the numbers 3947. I am Looking forward to working with you and Jerry."

My god Louise, how did Jerry ever luck out and get not only a smart, but helpful teacher like you? You know of course that he has a huge crush on you and thinks you are the most beautiful creature on earth? I happen to agree with him on that point. You could easily be a model or something?"

"Perhaps once I have done what I can for your son, a lunch between us women would be in order. I am very flattered and, as I recall you are a very desirable woman yourself!"

Helen wasn't sure what exactly she was hearing from Jerry's teacher, but it sounded a little like a flirt? She hoped that was the case because that would be something indeed! Ever since Jerry's dad died in the war, she has had a lonely bed, and right now she would welcome some loving sex from either a man or a woman, and Miss Louise Mable was definitely a woman!

Louise took a long time to consider Helen. She was a beautiful sexy woman, and one she wouldn't mind getting to know better. She had noticed the spark of interest at the last teacher/parent meeting, staring at her legs and breasts a little longer than was normal. A friendship with Helen might be exactly what she needed, once young Jerry had the necessary lessons of course.

When Helen had hung up the phone, she laid down on the sofa and started molesting herself thinking of sex with Miss Louise Marble. Helen was still refusing to accept the fact that she had been looking at her son a little different these days too. He was turning out to be such a handsome sexy boy. It would be so great if she could teach him about love and stuff. Something even a great teacher like Louise Marble couldn't do properly she guessed?

Jerry wasn't sure what Miss Marble wanted him for? Well, that wasn't exactly true. He knew he was failing math. "You wanted to see me Miss Marble?" God she looked so hot today Jerry almost lost some cum just staring at those big tits and butt.

"Come in please Jerry, and close the door behind you." Louise sat down behind her desk and started to check out the perfect bubble butt on the boy. Soon she thought, I am going to get to put my hands on those pretty cheeks if it kills me she thought. Louise gestured to the chair she had strategically placed in front of her desk chair. "Sit here please, we need to talk about your marks and what we are going to be doing about them. Has your mother mentioned the tutoring to you yet?" She leaned forward giving Jerry a better view of her nippled breasts. Louise knew those eraser-sized tips were starting to really push against her cotton braless top.

"Mom told me I would be spending Saturdays with you for a while" Jerry almost smiled way too much when his mom told him that. He had to be careful. This was supposed to be harder. Well, he WAS harder. "I'm sorry if I'm a disappointment to you Miss Marble. I'll try hard to learn from you, honest I will. Thank you for caring about me." God her fucking tits were swelling he though. And those nipples? She looks like a playboy model or something. Wow

"You are a bright and wonderful boy Jerry, and it is very hard NOT to care for you. I have had my eye on you from the first day of class, and I want very much to see you reach your potential" She swiveled her chair around to face him, knowing how high her dress was sitting on her thighs. If she spread them just a tiny bit, she wondered how discretely he would be able to move back enough to look up there? Louise reached over the desk to pick up his file, allowing her legs to swing open that necessary tiny bit.

"Your mother will be dropping you off tomorrow and I expect you to work VERY hard pleasing me! But it won't be all that bad, I have a pool, so we will have a little play time too." She said smiling at his bug eyes and open mouth.

Oh my god Jerry thought? I can see her panties! She doesn't have any idea that she just exposed herself by turning that way. "Uh...thanks Miss Marble. I promise to do everything you want me too. I guess you know I have a crush on you. Mom let me know that she told on me. You are so beautiful and sexy. I will try not to let how pretty you are distract me from my work anymore."

"Sounds like we are suffering from the same problem young man, I am sure you know what a handsome lad you are. Maybe this is why you are behind in your grades? Spending too much time with all the pretty girls on your block? I am betting you are very popular with them. I know I would have done anything to be your girlfriend when I was your age." She smiled at the rising interest he was showing to the smile in her crotch. And interest wasn't the only thing rising, the bulge he was developing in his own lap was surprising! She could see the shape under his thin linen trousers. It was thick, long...and so big for his age.

"I am looking forward to seeing you tomorrow, I think we will have a great time, and don't forget your bathing suit, I wouldn't want to embarrass you by having you skinny dipping in my pool." She said with a wink.

Louise Marble then rose, giving him a slow last look at her panty before ushering him out the door. Locking it behind him she turned, leaned against the door, and hiked her dress up around her waist burying three fingers in her aching cunt. Just remembering the size of his cock had her cuming before she finished a second stroke. She couldn't wait until she saw him in the morning.

Jerry went immediately to the bathroom and sat in a stall jacking off. It only took about five long strokes thinking of the luscious body of Miss Marble for him to plaster the door with his cum. Shit! This was going to be harder than he thought, in more ways than one.

"Bye mom!" Jerry yelled as she drove away. Jerry went to the front door of his teacher's house and rang the bell. God he was nervous. He already had a hardon and it was difficult to hide it in his shorts. He did the best he could with his bag that had his suit and stuff in it. He would just die if she saw that.

"Jerry!" Louise said. "Right on time (and looking good enough to eat she almost moaned out loud). "Please come in, let me show you around my home. You can put your bag here on the bench; you won't be needing it anytime soon. Come this way please." She knew she looked good, with a light blue spandex tube top, no bra, and matching super short corduroy shorts. She had decided on no panties. Walking down the hall with a seductive sway was the easiest way to give him the eyeful she wanted to make sure he got.

Oh my god Jerry thought. She looked even hotter in shorts! He was going to fail this class for sure. He just has to concentrate. That's it? Just concentrate. Don't look at her curvy body and big tits.

"Thanks Miss Marble. This sure is nice of you to take your private time to teach me. I sure hope I don't disappoint you?" Jerry said as he followed her swinging bottom down the hall. FUCK! He thought! He didn't know a thing about sex and fucking like the guys talked about, but he sure wouldn't mind learning from Miss Mable. He bet she really knew how to do it! God her legs were so amazing!" Stop it Jerry he thought!

"Your very welcome young man, I am so glad you are here. I know you can do this, and I realize math can be overwhelming, but if you apply yourself I know you can learn this. You get ready to start and I'll be right back. I need to get my hair out of my way." Louise glided down the hall to the bathroom, feeling Jerry's eyes on her every move and loving it.

She shut the door and leaned against it. Louise was working very hard at controlling her breathing. Get a grip already she thought, pulling her hair back and into the ponytail that was just an excuse to make sure the bathroom was ready for him. Trying to make it look like it belonged there rather than by her bed where she usually kept it, she pulled the corner of her favorite nudist magazine out from the pile of fashion magazines that she had placed there earlier. Dog-eared from constant use, it had pictures of some of her favorite naked boys, but none of them did for her what Jerry was doing. She folded the corner of the page she wanted him to see.

Moving back into the kitchen she realized her nipples were getting hard just from the idea of sitting beside him, and maybe pressing her leg against his.

"Are you ready to begin honey?" pulling her chair close and pressing against him some like she had fantasized doing.

"Yes mam. I'm ready Miss Marble." The fucking boner just wouldn't go down and the fact that somehow her tits looked bigger, or maybe just different, didn't help any. It was her fucking nipples, that's what it was? Then she just sits down and pulls her chair over close to me. Oh fuck I'm doomed! She was leaning into him now showing him something in the math book. Wow! Did she ever smell good! He couldn't resist putting his hand down and pressing his bulge, daydreaming It was hers.

Leaning close against the boy, Louise was pointing out an equation to him. She pressed her arm against his, and feeling oh so bold indeed, moved her leg over until it brushed against his. They both jumped at the contact, but neither moved away. From this angle she could see the short, slightly curling hairs on the back of his neck, feel his breath on her arm. Wanting so badly to bury her nose in his neck and inhale his scent, she satisfied herself with letting her cheek brush the top of his head as he bent over the book following her moving finger.

Jerry's dick was really hurting him now! It was going to either break in two or rip a hole in his cutoffs he decided. When her leg touched his, he almost fainted. Her face was so close to him he could feel her breath on his neck. "Uh...Miss...Marble...I have to go to the bathroom...I have to go right now!" And that said, Jerry jumped up covering his crotch as best he could and hurried down to the bathroom.

Louise took the opportunity watching his cute butt moving side to side, to fondle herself. The shorts might have to be changed because she felt dampness there. No panties will do that she thought but didn't care!

Jerry didn't really have to go, but yes he did have to go and calm down. His teacher had no idea the effect she was having on him. He idly picked up a magazine and tried to focus on anything but her.

Miss Marble leaned back in her chair, and tried to relax. Here she was, a reasonably good-looking woman, good at her job, normal in most sense of the word, and yet, except for her plastic toy, she was still a virgin. She had dated, and she had tried to find something with an adult male, but the idea of lying under one was repugnant.

But her boys, all those sweet, innocent boys, watching her at the front of the class that was different. Those fresh faces and strong young bodies, they smelled good, and looked good, with their tight little bubble butts. She could feel the juice running through them as they watched her. She deserved this! She wanted this! And at 31 years old, she needed this! Four weeks until the end of school, four weekends to try to find a way with Jerry, and now she just had to make sure she didn't chicken out.

Opening the magazine, Jerry realized he better just drop his shorts and sit down on the toilet. He started rubbing his dick while looking at the page that was bent down at the corner. As he stroked, he read the notation someone had written next to a picture of a naked boy about his age he guessed. It said: This beautiful boy reminds me of my dreamboat at school. I think his penis is smaller. Of course I won't know for sure unless I ever get to see his penis."

Louise rubbed her hands together nervously; leaving that magazine in the bathroom might have been a big mistake, what if he told his mom? Or worse, the other boys in the class? She was regretting her rash action, but she had wanted Jerry from the first moment she had seen him, had waited patiently all last term, jealous of the teacher who's class he had been in. She had made sure he was in her class this year. There was something about him, moving around the class she was always conscious of him, what he was doing, how he was looking. It had gotten to be a horrible distraction, and yes, she had to admit to herself, an obsession.

Leaning back in her chair, one ear listening for the bathroom door to open, she replayed touching his leg with hers. How warm it was, feeling the beginning of a new growth of hair on it. Her hand slid into her lap, pressing light then hard on her mound, she was so close! The sound of the toilet flushing brought her hands to the table and she sat up straight. Fear about the magazine returning.

Jerry flushed the toilet to buy some more time. He knew there was something familiar about the handwriting. It was Miss Marbles! All the notes she had sent home to his mom, he knew it was her writing. But who was the dreamboat she was talking about? Must be a boy in her class because this picture was of a boy about his size. Well, not totally. Jerry had a much bigger dick than that kid. He always seemed to have the biggest one whenever he saw his friends in the shower room. Just thinking about Miss Marble liking a boy like him made him blow. Fuck he almost screamed as his cum came flying out all over the magazine. Giant gobs right on the picture of the kid. He couldn't stop until all of it came out, and then he furiously used some tissue to try and wipe it up. He put the magazine back and just hoped she wouldn't notice how wet it was on that page. Then he went back into the kitchen.

She was sure she had heard the toilet flush, where was he? Then she heard the groaning, more like moaning, was he?? Had he just...?? Mouth dry, she could only wait for him, watching as he walked down the hallway to her. I know he had a hard on when he left the table, it was impossible to miss, and he was so big she thought, dropping her eyes quickly to check out his crotch. Sitting up straight, hoping her nipples had gone down but knowing they were tighter than ever, she patted the seat beside her.

"Let's get back to it, you were doing so well." He had!! His hardon was gone, but even while she was watching him move back beside her she could see he was already getting large again.

Yearning to touch him, run her hand across the front of his shorts, lean over to him and press her lips to his. Clearing her throat she sounded a little shaky "Just do the ones I have marked and we can take a small break." She said.

Jerry could always smell his cum after jacking off, and he could smell it now that he was sitting close to Miss Marble again. And his dick was growing again. Crap! The only thing jacking had accomplished was spoiling her magazine. This time when she leaned forward to point out something in the book, he could feel her tit on his arm pressing against it. And she put her hand on his knee at the same time. He was never ever going to pass this class this way. Her hand felt like a red-hot poker burning through his flesh. It was only there for a moment, but he could still feel it.

She had done it!! She had pressed her breast against him, and touched his knee with her hand. He was so warm, her nipple felt like it was burned, her hand still tingling from touching him. As much as she wanted him here, close to her, she also couldn't wait until he had left so she could replay the moment over and over in her head while visiting her plastic friend. He smelled differently, musky, still that fresh young boy scent but overlaid with something new. Was that what young boy cum smelled like? Did it really linger on them like a haze? Would she finally smell it on her body before the end of the school term?