There was really no reason why she was doing as poorly as she was in that class Stephanie kept telling herself, but even as she thought it, she knew that wasn't exactly true. There was a reason and his name was Michael Collins.

He sat across from her when they sat in a circle and when they sat like that, well, Stephanie just couldn't help but get a peek or two between his legs and if what she'd heard was true, then getting between his legs was definitely someplace she really wanted to be. So it should be understandable if she found it kind of hard to concentrate on what the Teaching Assistant was saying. She just found it so hard to focus.

Stephanie decided that what she really needed was to go and visit her Teaching Assistant to get some help. The Teaching Assistant was named Peter Winslow. Peter he'd told his students. Never Pete. He held office hours every Monday and Wednesday afternoon from 3-5 so Stephanie showed up one Wednesday a few minutes before 4:00. Peter was just picking up his books as the girl knocked on the open door of his office. "Do you have time to see me, " she asked.

The man looked up. He was a thin man and he stood barely 5 foot 6.

He adjusted his glasses as he looked at the girl. "I told you guys in class last week that I was going to have to cut my office hours short today. Don't you remember?" "Oh yeah, " Stephanie said.

She really didn't remember but she agreed just to hide the fact that she hadn't heard a word he'd said. The man sighed. "What seems to be the problem." "I'm not doing that well in the class, " Stephanie said, "and I just wanted to see what I could do to get my grades back up." Peter Winslow shook his head as he looked at the girl.

"You're a smart enough girl, " he told her. "You just have trouble concentrating. You just need to put more effort into it." "Yeah, but--" "Look, I'm sorry, but I really do have to go." "But we have a midterm coming up next week, " Stephanie said, "and I really do need the help.

" "I don't know what to say.

" "Maybe you could come by my apartment later, " Stephanie told him, "but I really do need the help." "I dunno." "Ple-e-e-ease." The man seemed to think it over. "I really shouldn't, but--" Stephanie was already scribbling her address down on a scrap of paper. "Good. I'll see you tonight, " she said and then she rushed off. Peter Winslow knocked on Stephanie's door shortly after 9:00. "I hope it's not too late, " he said when she opened the door. "No, not at all. Come on in.

" Peter ran Stephanie through the paces, testing her knowledge of the subject and looking for deficiencies, but after 30 minutes, he put his book down and he ran his fingers through his thinning hair.

"I don't get it, " he said finally. "You know this stuff so why aren't you doing better in this class?" Stephanie shrugged. "I guess it's just that I get so distracted." "Distracted? Distracted by what?" That really was the question, wasn't it, but Stephanie couldn't tell him the truth, could she? "What's distracting you, " Peter asked again. "Well, you see there's this guy, " the girl blurted out, "and he's in our class and all the girls say he's really well endowed if you know what I mean, and well--" The laughter from the TA suddenly cut Stephanie off.

"Are you laughing at me?" The man continued laughing but then he tried to regain his composure. "No, " he said finally, "I wasn't laughing at you.

I was just laughing at what you girls these days call well endowed." "What do you mean?" "I don't care how well hung this guy is because however big he is, I know I'm bigger." Now, it was Stephanie's turn to smile. She looked at her TA's wiry body. "I don't think you understand--" "I understand just fine, " the man interjected. "You girls just don't get it." Stephanie could feel herself flushing. "All right then, if you think you're so hot, let's see what you think is well hung." For a second there, Stephanie thought the TA wasn't going to rise to the challenge but the the man just shrugged and he rose to his feet.

He opened his jeans and he pushed them down past his hips. He hooked his thumbs in the waistband of his underwear and then he was pushing them down, too. "Holy shit, " the girl exclaimed even as she gaped at the man's length.

"You're huge.

You're so playing huge." The man pushed his length around so the girl could get a better look at it. "So what do you think? Would you say I'm well hung?" "Well yeah, " the girl replied.

She couldn't take her eyes off of that length. Some men, she knew, were long, and some were thick but it wasn't all that often that you came up on a man who was both long and thick and Peter was.

The width of his length wasn't quite as wide as the width of a standard soda can, but he was close.

If the width of a standard length was about half the width of a soda can, then her TA's length was about three quarters of a soda can's width, and the length of it had to be at least seven inches or maybe, she thought, a little bit more.

Stephanie took a breath. "Can I touch it?" The man grinned. "Go ahead, " he told her. "Knock yourself out." Stephanie moved closer to the man and then she moved closer still. She was a little surprised at herself that she was being that tentative but that thingy was just so playing huge. She reached a hand out and wrapped it around the big length.

Normally when she wrapped a hand around a length, she could touch her thumb against the tips of the other fingers. With this one, she couldn't. She gave it a squeeze and she giggled just a little. It was rock hard. "Can I, um, can I ...

can I suck on it?" "Go ahead, " the man said again. "Knock yourself out.

" Stephanie leaned over and then she opened her mouth as far as she could and then she pressed her mouth down onto that length. The girl moaned. She'd never had anything that big inside of her before.

In a way, it was almost too big, but now that she had it in her mouth, she was quickly getting used to the feel of it.

And she was also feeling something else, too.

Almost from the moment she'd let her mouth slide down into her TA's lap, she'd felt the man stroke her hair. Then it wasn't just her hair he was stroking but the back of her neck, too, and then his hand was on her back and she could feel his hand as it perched over the back of her bra.

The fingers on that hand moved and she knew what they were doing but she was powerless to stop them. It was like that length was addictive. The more she sucked it, the more she wanted to suck it.

She couldn't stop herself. Stephanie felt the ends of her bra pull apart and then the man was pulling her top out of her jeans.

She could feel the man stroking the skin of her back and still she sucked on his length. And then she felt him sliding his hand around inside her shirt and now he wasn't just on her back. Now his hand was on her tits, and still, Stephanie couldn't do anything to stop him because still, all she really wanted was to suck on his length.

His hand cupped her tit and then he was squeezing her nipple. "I showed you mine, " he said. "Now how about you show me yours.

" It took a second for his words to register and then another few moments for Stephanie's mouth to relinquish its place on that length but fair was fair.

He'd shown her his. It was only fair that she show him hers.

Stephanie stood and then her hands were working at the buttons on her jeans. Quickly, she had those buttons undone and then she was pushing her jeans down past her slim hips. Her softness was so wet.

She knew that as she kicked her shoes off and then she was pushing her jeans all the way down. She pulled one leg free and then she pulled the other one free and then she rubbed the crotch of her panties against her little, wet softness. There was a tinge both of anticipation and trepidation as Stephanie pushed her panties down. Anticipation because she knew she was going to let him do whatever he wanted with her softness and trepidation because of what the size of him might do to her. It wasn't his length that attacked her first after all. Almost as soon as Stephanie had her softness exposed, the man had his hands wrapped round her legs and then he was squeezing her cheeks. He pulled her to him and then he opened his mouth, and Stephanie couldn't help but moan as the man applied his tongue to her little, wet cunt. Stephanie really didn't know how much action the man saw but with a length like his, she figured most girls, the ones who weren't scared off by the size of it, most girls would go straight to the length.

By all rights, with a length like his, there really was no reason why Peter should have gotten much practice at all putting his mouth on a softness, but here he was toying away at her and doing a damned good job of it. Stephanie moaned as her body tottered. That tongue on her personal place had almost made her knees buckle.

She grabbed her tits through her shirt and she gave them a squeeze even as that tongue continued to toy her personal place. Moments later, she was pulling the shirt away and squeezing her bare breasts as that tongue savaged her personal place.

She was going to cum.

She knew that now. She was going to cum so very hard. That tongue backed off from her hard, little nub even as it stroked its way across the rest of her softness. She could feel the tongue play with her lips and press against her warmth and then it would stroke her softness in long slow strokes that made her moan. But the reprieve was only momentary because then the tongue was back and Stephanie was moaning harder than ever. She was going to cum so playing hard.

Stephanie couldn't help it.

She cried out loudly as that tongue took her cunt.

Her softness was squirting, and then she gulped in air only to cry out again. She was cumming. She was cumming. She was cumming so playing hard.

And she was still cumming. Her breathing was ragged as she continued to cum.

Her cries were still cumming but now they were little more than whimpering sobs and still, she was cumming.

Damn, that guy was good and then something else occurred to her. That was only his tongue. Stephanie could feel the man's legs moving and she just knew he was kicking off his shoes. In a moment, he'd be working his pants the rest of the way down and when that happened, the underwear wouldn't be far behind. She felt the man squeeze her buns and he looked up at her and smiled. "That was only the appetizer, " he told her.

"Now, you're ready for the main course." The man squeezed her butt again and this time he leaned backward, pulling Stephanie forward and dumping her clumsily into his lap. The girl might have complained at his manhandling of her but almost as soon as she landed in his lap, she found her private part pressing up against that big, hard length and that set her to moaning all over again. "You like that, huh?" "Oh yeah, " the girl moaned as she stroked her softness against that length. "So why don't you go ahead and stick that inside you." Stephanie grinned and then she reached between her legs and she grabbed hold of the massive tool. She was still wondering if it would fit even as she brought her softness up over that length and then she moaned again. She didn't know if she could take it but she knew for damned sure that she was going to do her best and try.

Stephanie groaned as she tried to push her softness down on that big, fat length. She groaned again. That thing just felt so big in her hand.

She pushed again. Her softness was resisting taking the big, fat head of that big, fat length. Stephanie pushed again and she gasped as her softness stretched. Oooh, that hurt, she thought. That hurt, but it hurt so good. She pushed again and her softness took a little bit more of that length.

Slowly, she told herself.

Slowly. Don't go too fast. The girl groaned again as her softness took a little bit more of that length in her cunt. Oh geez, she was thinking. That was so big, so very big, but she could get used to it. She get used to the feel of that length in her cunt. For his part, the man whose length Stephanie was riding did little to press the issue, choosing instead to let the girl take his length at her own pace. He knew he was big and he knew he was bigger than she was used to. She still couldn't get the full length of him inside her. He was just too big for that, but he felt good inside her.

He felt so very good.

She rocked her body back and forth on the length and she moaned again. It felt so very good. The girl groaned. "It's so big, " she moaned.

"It's so big." "Well, if you want it big, " the man told her, "I can give it to you big." Before the girl knew what he was doing, the man was pushing her up off of his length and then he was pushing her down on the easy chair. His hands spread her legs and then he was sliding between her thighs and in a very short amount of time, he was pressing the head of his length up against her pretty, little softness. "Oooh yeah, " the girl moaned as she looked up at the man, "that's what I want.

Play me.

Play me.

Play me.

" Even as she said them, Stephanie realized those words might come back to haunt her if her TA decided to make her take the full length of him all at once but there ws no taking them back.

She waited breathlessly as she laid on her back with her legs spread, completely helpless as to what was going to happen next. Peter didn't try to jam the full length of himself inside of Stephanie's private part but neither did he take it easy on her. He just kept shoving more and more of his length inside her whenever he thought she could take it and every time he did that, every time he fed just a little bit more of his length in the girl's cunt, it made her gasp.

Stephanie watched breathlessly as the man kept sticking her with more and more of his length. She'd long since been reduced to a quivering bowl of whimpers as her private part tried to accomodate itself to the length and girth of the length inside her and as much as she tried, she still hadn't adjusted herself to it fully. Her hands squeezed her tits and she moaned again.

That length was just so big.

The man seemed impervious to Stephanie's moans. He just kept working more and more of his length in her private part and miraculously, it seemed, her length seemed to be stretching to take more and more of that mammoth member. The girl moaned again, this time not so much from the pain that that length was causing as from the pleasure it was giving. "Play me, " she moaned.

"Play me. Oh geez, it feels so good now. Play me hard and make me cum.

" Her hands squeezed her tits and she moaned again. "Play me.

Play me hard.

" The man seemed to have gotten into a regular pace and the girl moaned again. As wet as her softness was, that length had to be very well lubricated. She moaned again.

She was going to cum. She was going to cum so playing hard. And then she did. Her softness gripped that big, hard length and suddenly, there was no way that length could move inside her. Stephanie whimpered as her softness gripped that length and then she moaned again.

So big. That length was so big, too big, too playing big. She moaned again. But damn, she was cumming so playing hard.

Somewhere in the back of her mind, Stephanie knew that the man hadn't cum yet and she knew what that meant. He was going to keep playing her.

That's what it meant. He was going to keep playing her with that big, hard length. Peter waited for Stephanie's orgasm to run its course because there wasn't much else he could do. With the way her softness was gripping his length, he wasn't sure he could have pulled his length free even if he'd wanted to. It was only when the girl was on the downhill side of the orgasm that her softness finally began to release its hold on his length and it was only then that he could pull himself free. And pull himself free was exactly what he did, but he wasn't going anywhere. He just wanted Stephanie to change positions.

"Turn your soft place over, " he told her. "Turn your soft place over and kneel on that chair 'cause I want to see that cute, little soft place of yours." Stephanie did as she was told, turning herself over and kneeling on the easy chair as her Teaching Assistant came up behind her. "You know, " he said even as he pushed his length up against her willing cunt, "you're not the only one who can be distracted in my class.

Ever since you came in my class, I've been fantasizing about playing you like this and now I'm going to do it." Stephanie moaned as she felt the man enter her and then she moaned again. She wasn't sure she could ever get used to having a length as big as his inside of her but now that she was a little more stretched out, she was feeling a little more comfortable with it. Play me, " she moaned.

"Play me. Play me from behind.

I want you to do it." Her TA held her about the hips as he continued to play and the girl continued to moan. Occasionally, he'd run a hand over Stephanie's little, round butt but other than that, he pretty much just kept on playing her wet, little softness. And Stephanie just kept right on moaning. She was pretty sure she'd never get completely used to this length but she could get used to the way it made her feel.

Her body rocked to the strokes of that length. Geez, she thought, that monster was going to make her cum and she wanted to. She wanted to cum so bad.

Peter didn't know that Stephanie was about to cum but he knew someone was.

He knew someone was going to cum hard. Stephanie moaned as her softness finally succumbed to that penile marauder and then she moaned again.

She was cumming again and still she hadn't felt the man cum inside her. She wanted to feel that. She wanted to feel what it was like to have that monster length cum inside her. In a way, it was important to her to know that her softness was good enough to tame that monster. Stephanie needn't have worried because Peter was only a couple of heartbeats behind her.

Even as her softness seized his length in its first, hard clench, she could feel his length surge and in the next instant, he was shooting a load of cum deep inside of Stephanie's hot, little cunt. Stephanie moaned as she felt it. Play, it felt so good to have that length cum inside her and she felt gratified, too.

Her softness really was good enough to tame the monster. Peter grabbed his length and he pulled it free before it could surge even one more time.

Somehow, he managed to pull it free from Stephanie's private part and then he was holding it in his hand. He held it over the girl's butt and then he gave it a firm, hard jerk and he groaned again as he shot another load of cum over Stephanie's soft place and over her back. Damn, that felt good. Ever since the girl had walked into his class with her tight jeans and short skirts, Peter had wanted to shoot his cum all over her soft place. He groaned again as he shot off another load of cum. Damn, that felt so playing good.

It might have ended right then and there. Stephanie could feel the cum on her butt and her back and she could feel the stuff starting to ooze off her backside. As far as she was concerned, this was just about as good as it got. But that wasn't the way it ended because even as Stephanie knelt there on the easy chair with the cum oozing off of her butt, the door to her apartment opened and suddenly, and someone was letting herself inside. "What the hell is going on here?" It's kind of hard to turn and look when you have cum oozing off of your butt but Stephanie did it anyway.

There at the doorway to her apartment was her roommate, Kaitlin. "Hey, Kait." "Don't hey Kait me, " the irate roommate said. "I thought you were studying. That's why I went to the library. If I thought you were going to be screwing around, I would have stayed at home.

" It was only then that Kaitlin got a look at Peter's length and even having just cum on her roommate's butt, it still looked impressive. "Holy shit, " the girl exclaimed. Stephanie grinned. "This is my TA, " she explained, "and we got to comparing notes, and one thing led to another, and well, you can see what happened." "Is that real, " Kaitlin asked in an awed voice. "See for yourself, " Peter said as he offered his length up to the girl.

Kaitlin reached a tentative hand out and then she touched the length. "Oh my God. It is real." "It'll get a whole lot realer if you stroke it, " her roommate told her. Kaitlin stroked her hand over the length and she giggled as she watched it jump. She grabbed the length and then she stroked it hard, purring approvingly as it responded to her touch. It didn't take that long before the man's length was getting longer and harder and Kaitlin's continued stroking continued to make it grow. "So tell me, " Peter asked the girl, "does this mean you want to see what this length can do, too?" "Oh yeah, " the girl purred.

The man smiled. "Well then, if that's what you want, I think you're just a bit overdressed. Why don't you goo ahead and take your clothes off for me." For a moment, it almost seemed as if the girl didn't hear what the man was saying but then she seemed suddenly to come to her senses.

She stroked the length once more and then she released her hold on it and she quickly began to divest herself of her clothes. Her jacket came off quickly and then off came her sweater. Off came the top that she wore underneath. Off came her boots and off came her jeans and then suddenly, she was standing there in just a red lacy bra and a matching pair of panties. It didn't take that long before Kaitlin had her hands behind her back and then she was opening the catch at the back of her bra and then off was coming her bra, too. Finally, she hooked her thumbs in the waistband of her panties and off it came, too. "I want to be played, " she said. "I want it now." The man smiled.

"Not so fast now. I want you to kneel." The girl looked at the man's length and then she slowly dropped to her knees. "Suck on it, " the man told her.

"Suck on my length." Again, the girl did as she was told, toying and sucking first on the head of the man's member and then taking more and more of it into her mouth. Her hands worked the man's balls even as she took his length even deeper inside her mouth and the girl moaned again. The man groaned and then he groaned again. His length was definitely responding to the attentions of the girl's length sucking. The man retrieved his length from the girl's length-sucking mouth and he pushed his member between her tits. "Put your tits together, " he told her and the girl did as she was told. Slowly, he stroked his length between the girl's tits. "Do you like this, " he asked.

"Oh yeah, " the girl moaned. "It feels bigger than any length that I've ever had between my tits. It feels great." "You like getting tit-played?" "Oh yeah, I love it." "So what do you want.

Do you want me to keep playing your tits or do you want me to play your softness?" Kaitlin's answer was almost instantaneous. "I want you to play me, " she said.

"I want to feel your length in my softness.

" The man smiled. "I thought as much.

Maybe, I'll give you another titty playing later, but okay, let's do it this way.

You see your roommate there?" Kaitlin looked at her roommate. Stephanie was sitting in the chair, sitting and watching as her roomate got her titties played, and all the while, she was playing with her softness.

Kaitlin nodded. "All right then, I want you to get your face between her legs and I want you to give her softness a really good toying.

" Kaitlin looked at Peter's length and it was clear that she didn't like the way this was going. She wanted to get that length in her softness and as much as she liked toying her roommate's softness, she didn't see how this was going to get that length in her softness.

Nevertheless, Kaitlin did as instructed and soon she was kneeling in front of her friend and toying away at her softness. The only indication she had that anything was coming was when she felt Peter's hand on her hip and then in the next instant, she felt the head of that massive length as it pressed up against her softness. The man's other hand grabbed her other hip and the girl yelped as she felt the man push himself against her softness.

It didn't go in at least not right away. It was just too big for that. The man pushed again and again the girl's softness resisted but it didn't resist as hard as it had before.

One more shove and the head of that length pressed against her softness and then the girl's softness finally gave way and at least the head of that enormous length entered that wanton cunt.

After that, it was just a matter of getting more and more of that enormous length into that hungry, little cunt. Sometimes, Kaitlin kept her mouth on her roommate's private part and sometimes the distraction of that length in her private part made it impossible to keep her mouth where it belonged. Stephanie understood completely. She'd already had that length in her softness and she understood just how distracting that length could be. Stephanie's hands played with her tits even as her roommate toyed her. Her fingers pulled at her nipples and she moaned again.

Damn, this was good. Not as good as having that big, hard length in her cunt, but good nonetheless. Kaitlin gasped as her softness almost succumbed to the length. Again, she toyed her roommate's personal place even as that length stuck her again. She moaned again.

She was going to cum so playing hard. And then she was.

She gasped as that length finally pushed her over the edge.

Her private part squeezed the length inside her and even as it did, she felt the length detonate inside her. The girl groaned again. She loved the feel of that length cumming inside her cunt. And then, the private part she was toying started to cum, too, spraying cum into Kaitlin's little softness-licking mouth. Kaitlin lapped at that private part even as the girl continued to cum. She was getting it from both ends and she loved it.

Peter left soon after that, but from that time forward, the next time Stephanie went to class, she didn't find it quite so hard to keep her mind on what the TA was doing and with periodic visits by Peter to her apartment for various "study sessions" with her and Kaitlin, the girl on Easy Street soon found that getting an A was easy.