Alba could feel her heartbeat in her ears as she stared down at her score. Eighty-nine percent. She couldn't remember the last time she'd gotten a B.

"Alright, as some of you have noticed, John is returning your graded tests from last week," Professor Pittman said. He was tall and lanky, with a shaved head and thick, round glasses that made his eyes look cartoonishly large. "Please see me during office hours if you have any questions about your scores." He paused. "Please do not show up at my home..."

His announcement was greeted with scattered chuckles, but Alba didn't smile.

"You're Alba, right?"

Alba looked over her right shoulder, still frowning.

It was Michael, one of her classmates. "Are you okay?" he asked, concern furrowing his brow.

Alba realized that she was staring at Michael, but not really seeing him. She shook her head to clear it. "Um. Yes. Michael, right?"

She wasn't sure why they were pretending not to know each other. They'd done a group project together last semester about the cosmic microwave background. He had curly brown hair and soft gray eyes.

He blushed. Alba remembered that about him. He blushed every time she spoke to him. It was pretty adorable but made conversation difficult.

"Yes. I'm Michael. I - was wondering -" He glanced toward the door and then back at her. He was starting to sweat, and Alba felt herself leaning toward him, rooting for him to find his words. "Uh. I mean, I was wondering if you'd like to see a movie with me. Or go to dinner. Or both. Like a date. Not as friends, an actual date."

Alba was surprised. She'd thought that Michael was just shy in general, but maybe he was so awkward because he liked her. "I'd love to," she said, more out of an eagerness to let him out of his misery, rather than any interest in going on a date. She was actually far too busy with her course load, especially with this B suddenly hanging over her head.

But the look of relief on Michael's face was worth the sacrifice. She guessed she could squeeze him in.

"Great!" he said, his grin lighting up his face. "I'll um...text you, we can...you know..." he turned and practically bolted out of the classroom.

Alba smiled, but her frown returned when she looked back at the paper. She flipped through to see what answers she got wrong. It was Part B of Problem 2.

She groaned. She knew the answers to this question. If asked, she would have sworn that she'd filled them out on the test correctly. But now, all she saw was a blank space with a red-x next to the B. How had she gone through the entire test and not even noticed that she hadn't filled out the answer? She always checked her answers. Always!

Professor Pittman's office hours started directly after class, but Alba didn't want to ambush him as soon as class was over. Besides, she needed a moment to get herself together. She gathered her books together and headed out the door.

Twenty minutes in line at the barista cart and a shot of espresso later, Alba headed back to the professor's office. His office was located right next to his classroom, which was handy, she supposed. He always kept his door unlocked during office hours and students were encouraged to just enter.

Alba knocked lightly anyway, before turning the doorknob. She hadn't had any reason to visit his office before, but it looked pretty typical. Big oak desk facing the doorway, with two large armchairs facing the desk. As there was no waiting room, four wooden chairs lined the wall next to his desk. The professor was behind his desk, but the room was otherwise empty.

Glad that she wouldn't have to wait, Abby closed the door behind her. "Professor, I - are you okay?"

The professor tended toward a natural ruddiness, but right now, his face was bright red, and he seemed to be out of breath.

Moaning sounds came out of the speakers and the professor scrambled to turn off the speakers, but not before Alba heard, "Oh, yeah, give it to me big boy!"

"Are you -?" Alba froze, but Regina perked up. Regina had, until this moment, been resting. Although she hadn't sought Troy out after he'd brought her to two orgasms in Ally's kitchen, Alba and Regina had been feeding on the memories for days.

The professor fumbled with his mouse until the moans and sighs stopped. "I'm sorry, I thought I'd locked that," he said into the now awkward silence. His face was still red from exertion, and now, embarrassment.

Alba wasn't sure what to do. Should she leave, or stay and act like nothing had happened? Regina had her own ideas, and Alba squeezed her legs, trying to calm Regina, but that only excited her more. Alba couldn't see anything scandalous from her position and she resisted the urge to move closer to the professor's desk. Her nipples pebbled at the idea of seeing him, exposed.

She blushed when she noticed his eyes narrowing.

"Are you excited to find me like this?" the professor asked, his breathing still audible from where Alba was standing. He had a naturally deep, melodious voice, but now it deepened and the vibrations of it made Regina's heart skip a beat. His eyes, a soft, sandy brown, almost gold, darkened. "Come here," he commanded softly.

Alba was determined to stay where she was, but Regina took over control of her legs and moved her slowly toward the professor's desk. When she reached the corner of his desk, she stopped, her gaze focused on the professor's lap.

She was as disappointed as she was relieved when she realized that the front of his shirt covered the area that she was the most interested in seeing. The cloth of his shirt twitched, as she moved closer, brushing the side of his desk with her thigh.

"Have you ever seen a penis before?" the professor asked.

Alba hadn't. She should have. She'd seen lots of them on the internet, she'd even had too many photos sent to her privately through email and social media. And, at almost twenty-one, Alba's best friend Abby said that Alba was overdue. However, her innate shyness combined with her hectic scholastic and work schedule, she never seemed to have time to date, let alone - more.

Plus, although her interaction with Troy had been highly erotic, neither of them had taken off their clothes.

She shook her head.

"It's not that unusual," the professor said, with a smile. " People your age tend to root around in the dark. Would you like to see my penis?" the professor asked, gently.

The inappropriateness of the question should have made Alba bolt, but Regina was in charge and the naughtiness of having caught the professor in the middle of pleasuring himself, only excited her more. Alba nodded.

The professor's smile deepened. "Go ahead."

Alba hesitated. Then she moved closer. She picked up the corner of the professor's shirt, avoiding the bulge that twitched again, and lifted it. His penis was fat, as big around as her wrist, and about as long as her hand. It protruded from just above his legs, tickling the gray hairs that swirled around his belly-button. The shaft was a dark reddish brown, and the head mushroomed out, inflamed and purple, with a large slit peeking up at her.

It should have grossed her out, being on an old man, but her nipples only hardened more, and she could feel Regina get even wetter, as she stared at it in fascination.

"Would you like to touch it?" the professor asked.

The idea made Regina throb rhythmically, and Alba's knees felt weak. She shouldn't want to, but she did. She let the edge of his shirt pool above his belly button.

She just stared at him for a moment, noting the veins that seemed to throb along with his breathing. She reached out and stroked the shaft with the tips of her fingers. It jerked against her hand and she jumped.

The professor laughed huskily. "It's okay," he said. "You don't have to be afraid. He likes you." He reached out took hold of Alba's wrist. He guided her hand back to his shaft and settled her fingers around it. He leaned back and sighed. His breathing became more ragged and his stomach bulged and retreated.

It seems to take a massive amount of effort for him to open his eyes. "I'm sorry," he said. "I don't think I can take much more of this." His face was as red as it had been when she'd first walked in.

"I'm sorry," Alba said. She wasn't sure what she'd done wrong, but she let go of him and moved away. She stopped when he reached out for her wrist again.

"No, it's okay," he said. "It's just been a while. If you keep touching me, I'm going to come."

"Oh," Alba said. She felt powerful, having such an effect on him, although, she figured, he would have gotten there on his own, if she hadn't just walked in.

"I was thinking about you," he admitted. He glanced at the computer monitor.

Alba followed his glance. The woman in the video was splayed out on a desk, her red cardigan and white button-down discarded next to her. A man was buried hilt-deep in the woman. The actress had hair almost the same color and length as Alba's. Alba looked down at her own red cardigan, and her own Regina throbbed rhythmically.

The man in the video was also frozen with the woman's nipple in his mouth. Alba's own nipples ached, and her breathing increased.

"Would you like me to do that to you?" the professor asked.

Alba nodded, and the professor pulled her to him. He didn't even remove her shirt, he just brushed the front of her cardigan open, teasing her nipple in the process. She whimpered, and then moaned, as he latched onto her nipple through her shirt and bra. He sucked and her head fell back. She clasped her hands around his neck and held on for dear life.

She could feel his penis rubbing against her bare leg under her skirt and she moved to trap his penis between her thighs.

This time he groaned, and let go of her nipple. Before she could protest, he flicked open the other half of her sweater, and licked her other nipple through her shirt. He teased her through the cloth, with his teeth.

Now, she was moaning freely, and Regina was demanding attention. Alba separated her thighs, releasing his penis, and then recaptured his shaft at the apex of her thighs. The lace crotch of her panties abraded her clit and his penis at the same time, and this time, they both groaned.

She ground herself against him, frantically responding to Regina's demands. His shaft forced open her lips under the lace of her panties. The lace clung to her clit, a thin barrier between Regina and his penis.

He stopped teasing her nipple and sucked at it through the fabric of her shirt and bra. This shot a rush of pleasure down to Regina, and Alba exploded.

While she processed the unexpectedly quick release, she realized that the professor was still grinding his penis against the outside of a still-throbbing Regina.

He threw his head back with one final groan. His penis twitched against her clit, sending another tiny orgasm fluttering through her.

She felt a warm spurt of something on the back of her thigh and realized that the professor had ejaculated. She'd never made a man come before, and Regina, who was still calming down after all of the excitement, sent yet another jolt of pleasure throughout Alba's body.

"I'm sorry," the professor said, as Alba backed away, using the side of his desk to support her shaky legs. They both worked to control their breath as he handed her a handkerchief. "I wasn't expecting that to happen."

Alba grinned, panting a bit, herself. "Me either."