Mr. Clancy's eyes gazed at Kelly's loveliness, and his hand thumped his prick with hot, quick jabs.

"Kelly," he panted. "You're so damn pretty! So damn sexy-looking!"

"Were you really thinkin' about me?"

"Yes, dear."

"And doin' that – masturbatin' yourself like that while you thought about me?"

"Yes, oh yes!"

Kelly had her hand on the door for a quick exit, for she had not yet made up her mind about all this. She was fascinated by the masturbating teacher, but she was frightened. She was so young and inexperienced in these ways. She made a move to open the door. Her best instincts told her she should leave.

"No, don't go. I'll give you an A on that assignment the class is doing if you'll stay!" Mr. Clancy gasped.

"And I stay?"

"Well, okay, I guess."

Mr. Clancy was beating his prick-meat with a lewd, slurpy stroke. He was on the edge of his chair, hunched over.

"God, you're fine!" he gasped.

"Gee, well, thanks, sir, but…"

"Would you pull that little skirt up for me?"

"Huh, my skirt? Up? No."

"Please."

"No!"

"I'll give you an A on the first test of the term if you will."

Kelly thought his offer over. Her mother wanted her to get good grades, and she'd been told she would get ten dollars for every A on her report card.

"Just pull it up a little?" Kelly asked.

"Yes, up over your panties."

Kelly didn't know what to do. She kept watching Mr. Clancy jerk his hot cock, his hand pounding, his prick spurting.

But an A on her assignment, an A on the first test – it was a great temptation, but not as great as the hot intense stare that Mr. Clancy was fixing on her. His admiring face fascinated Kelly.

"Well, okay, I'LL pull it up," Kelly said. She reached down and lifted her little blue skirt, fingered the pleats, and hiked it up over the pair of snug, white panties that gloved her crotch like cellophane. The wiry brown curls of her fuzzy cunt-hair pressed against the nylon undies, making a puffy dark spot at her crotch.