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Mike again found himself growing impatient with class. Now that he'd gotten exactly what he wanted, it became even harder to focus with that beautiful red panda teaching. As she wrote on that board his eyes zeroed in on that round backside of hers, and his head filled with thoughts of all the things they'd already done together. It was very distracting, as evidenced by the straining in his shorts which left him fairly uncomfortable

When the class would finally dismiss Mike would wait again for the rest of the students to file out of the room. They would all clear out exact for one student in particular. A tall and rather muscular stallion named Roy. Roy was a close friend of Mike's and it'd actually been him who'd jokingly suggested hypnosis which had led Mike to come up with his questionable scheme.

"So...what's the deal man?" Roy asked, "You sounded so excited when you told me to hang out after class today"

"Just check this out." Mike said and stood up and approached the desk of that beautiful red Panda.

The red panda would see her student and smile at him sweetly. The effects of the hypnosis still embedded within her mind. Not only that Mike had been careful enough to work with the hypnosis and instill a simple trigger phrase to put her back under his spell. Afterall the student didn't want his conquest to be lost to him.

"Be a good girl and follow me" the male spoke in an authoritative voice and the red panda would stand up, "You too Roy" the feline would say and start to walk out of the classroom with the red panda following along right behind him.

Roy was a bit surprised as the teacher not only allowed herself to be called a 'good girl' but also listened to his friend's command. There was definitely something up with that, and he was instantly curious to know more. With that in mind the stallion quickly followed along behind the feline and the beautiful professor, his eyes watching that striped bushy tail of hers sway back and forth as he walked along behind her.

"You must be curious" Mike began, "I mean why would such a beautiful woman like our professor here listen to me?"

"Yeah man, I didn't think you had that kind of game" the stallion admitted.

The feline just laughed a bit, "Nah not really" he admitted, "but remember the other day when you said my only hope was hypnotism?"

"Yeah, I guess so....wait." he muttered as the realization dawned on him, "Did you?"

"It worked man! I didn't really think it would, but it did." The feline finished explaining as his tail danced excitedly behind him.

"Well I'll be damned, I thought that shit was just made up nonsense"

"Me too!"

"So..where are we going anyways?" Roy questioned.

"Oh, just somewhere more private. This was our professor's last class of the day so we have plenty of free time to play. Isn't that right girl?" he questioned.

"Hehe yes, we can play as much as you want master" she told him gleefully, and was rewarded with a head pat.

"That's my good girl" he'd speak and she'd feel that same warmth as before spread between her legs, "I figured since you gave me the idea, I ought to at least let you enjoy the benefits" the feline began to explain.

"What does that mean?" Roy questioned again, and as he did they were approaching Mike's dorm room, "You'll see in a minute"

Mike was careful to ensure that his roommate would be out for the whole day. He had a long string of classes ahead of him, and on top of that there was a party later that night. In the absolute worst-case Mike figured that his roommate would be home at like 3 in the morning, and even then, he'd pass right out like usual for him. Fishing his key out, he'd unlock the door and lead them both inside.

The feline guided the stallion over towards the couch and had him sit down before moving to sit on the arm of the couch himself as his attention returned to his professor, "Alright teach, strip for my friend here. Be a good girl and show off your body." He commanded.

With that said, the beautiful red panda woman began to slowly work away her top. Delicate fingers working away the buttons as her hips swayed left and right. That exotic dance of hers adding to the stallion's excitement as he felt a stirring between his legs making his own shorts tent a bit. The professor continued to sway her hips and worked away her skirt next allowing it to slid down her legs exposing her cute pink panties to the male.

"Damn...I can't believe this" he mumbled feeling himself starting to sweat a bit.

"It only gets better." Mike assured him, "Be a good girl and get on all fours now, ass up then slide those panties down and let him get a peek at the goods"

The red panda was quick to respond to the command. She dipped down onto all fours with her backside facing the stallion. Ass raised up high in the air as she grasped her panties and slowly slid them down her legs before dropping them onto the ground. The male's eyes widening as he saw that tight pink slit of hers and that untouched backdoor. Her body heat quickly rising as he was suddenly starting to hate the fact that he had clothes on.

"Oh, and guess what?" Mike added excitedly.

"W..what man?" Roy answered back, his eyes never leaving the sight of the professor's tight dripping slit before him.

"I know how you prefer anal man, and so I haven't had my go at her yet" the feline explained, "When I found out she's a total backdoor virgin I decided you ought to get first dibs."

"W..wait seriously!?"

"Yeah man, no joke" he answered and looked down to the red panda still presenting herself to the duo, "Roy is a friend of mine, and that means that he's your master too. You'll do anything he says, wont you?" and when the red panda nodded he'd smirk.

Roy wasn't sure what to think, but he had nothing to lose so he decided to give it a try. What was the worst that could happen? "Alright then slut" he spoke and spread his legs a bit, "You can start by taking my shorts off and getting a good look at what you'll be playing with today"

The red panda turned around and crawled up between the male's legs glancing up into his eyes as she carefully worked his shorts down his legs and then his boxers. A surprised sound leaving her lips as she saw first hand what Roy was working with. The stallion was a good bit thicker than Mike and he had at least a foot of cock to work with.

"You like that?" Roy spoke confidently.

"So big master" she spoke to him.

"and I want you to worship every inch of it too slut" he spoke in a commanding voice, "So be a good little professor, and teach me what that mouth of yours can do. I would hate to break that ass of yours in dry" he added.

"Right away master" she moaned out and grasped the male's thick equine tower stroking him up and down a bit to get him ready before her tongue slipped past her lips. Starting at the base of his cock she'd slowly allow her tongue to explore the size of the male's shaft. The taste of him filling her tongue as she began to coat his length in her saliva. That heated appendage swirling around his cock.

"F..fuck" he panted out heavily.

"She's pretty good, right?" Mike chimed in.

"Y.yeah man, damn good"

The professor would continue her work. That tongue eagerly working along the size of the male. Her hands grasping the length of his shaft to guide his size to help her tongue explore along every inch of the male's arousal. Her nose and cheek rubbing up against the underside of his shaft as her tongue lathered the male in saliva and continued to explore all over him. Before long she'd have licked her way to the head of the male's arousal, her eyes glancing up seductively at Roy.

"Alright, that's enough play" the stallion spoke, "I want you back on all fours." He commanded and looked over to Mike, "Alright man, why don't you keep that mouth of hers busy for a bit?" he suggested and the feline was more than happy to comply.

Mike hopped off the arm of the chair and began to work away his shorts and boxers. Grasping his own arousal, he approached the professor from the front and began to rub his cock against her cheek, grinding himself against her face a bit as his free hand worked through her scarlet locks, "Be a good girl and get to sucking" he spoke.

The red panda didn't so much as hesitate her lips quickly parting to wrap around the length of the male's cock, drawing a moan from the lips of the feline. Her head starting to bob up and down his sizeable shaft. The taste of him mixing with the stallion's own taste. Mike's hips offering little thrusts to feed her more of his length allowing her to taste him.

Roy had already moved behind her himself. The muscular male grabbing his own massive rod and pressing it between the professor's cheeks. Slowly he began to grind his saliva slickened cock against her moaning softly as a bit of pre-dripped down the length of his shaft until he finally began to line his cock up with that tight, untouched, hole of hers.

"I hope you're ready slut, because I won't hold back" he warned her.

Without offering anymore warning than that the stallion roughly grasping her round cheeks in each of his broad hands and pushed his hips forward. He could feel a bit of resistance at first as well as a few muffled groans from the professor, but with some work he managed to push that thick flared head of his into her tight backdoor, and once inside he slammed his hips forward burying nearly half of his cock into her rear entrance.

"F..fuck so tight!" he huffed out, a few more muffled sounds coming from the professor who was busying herself with bobbing her head up and down Mike's own cock.

"Damn n..no mercy huh?" Mike joked between heated breaths as his own thrusts were starting to get a bit rougher. His cock being worked down that red panda's throat as she struggled to take him in, gagging a bit lewdly around his cock. Saliva and pre dripping onto the floor.

"I like things r..rough" Roy answered back with a heated breath.

The stallion didn't give her time to adjust as he quickly pulled his hips back until just the tip of his cock was inside of her before slamming his hips back again, driving all of that thick tower inside of her. Every rough thrust making her breasts bounce lewdly while she slurped on the feline's own tower of meat.

Roy's thrusts would only get harder and harder inside of her. The male's breathing getting heavy as he began to really work her on his cock now. His hips slamming into her over and over again. Those heavy cum filled balls of his starting to smack over her dampening cunny walls, abusing them along with her previously virgin back entrance.

"F..fuck man I..I ain't gonna l..last" the feline moaned out and gripped her hair roughly slamming his hips a bit more erratically feeling himself on the edge now.

The stallion was hammering away at her like a piston now. Showing no mercy as he could feel those heavy orbs of his tightening up with every slap against her tight cunt. That thick tower of his spreading her anal passage and feeling her insides gripping and squeezing him for everything that they had. His own breathing growing more and more labored as he listened to the moans from the red panda that were now replacing the grunts from before.

"F..fuck man I..I think this slut is enjoying herself" Roy groaned out between heavy breaths.

"Y..yeah she's really g..going at my cock all the sudden" he whined out as he felt her more eagerly working his cock and slobbering all down his length.

"G..guess sh..she's into anal" Roy groaned out, "A..about t..to cum myself"

The two would furiously spit-roast the teacher until the duo couldn't hold back anymore. Mike would be the first to reach his peek as his back arched a bit and he grasping his professor's head slamming his hips forward, feeding her every inch of himself as he began to unload. Only pulling out to let those last few heavy spurts land over her face painting her with his seed.

Roy would reach his peek next. His hips slamming roughly forward to burry himself all the way to the hilt inside of her. Those hands of his grasping her ass as his cock exploded. Thick heavy load after thick heavy load filling her tight little ass. His balls emptying as he slowly pulled out his cock and let his own last few thick spurts land over her round cheeks and along her back. With a heavy breath he stumbled back a few steps to look at that now gaped hole leaking his messy cum down her thighs.

"Fuck" he panted out heavily as he found himself trying to catch his breath.

"G..good girl" Mike offered and patted her head like one might a pet, which made her tail wag a bit.

For a few minutes the two of them would just watch that messy professor of theirs as they struggled to recompose themselves. Before long, however, Mike would regain himself and smirk looking to Roy.

"Hey man, wanna try something?" he questioned.

"What?"

"Just sit down and spread your legs, and try not to make this weird" he added, the last bit he was only joking.

"Umm okay" the stallion spoke and sat down and spread his legs. Once he did Mike would sit down directly across from him and he'd press his own cock to Roy's and grasp both of them.

"Dude!?" the stallion gasped out in slight surprise.

"J.just work with me here. I wanna try something" The stallion grumbled, but let him do as he pleased, and with that he turned to the professor, "Hey teach, come here. I want you to try and take both of us in that tight little cunt of yours."

At her command, Roy's expression changed to one that was much more favorable, "This is still a little gay" he maintained, but he definitely wasn't resisting the idea anymore.

The professor didn't waste any time as she climbed between the two males. Mike was holding their cocks together to make it easier for her. The woman carefully lowered herself as she felt their two tips pressing against her tight slit. Mike's back arched and hips pushed upwards a bit to match Roy's natural size. Slowly she began to lower herself down moaning softly feeling those twin cocks stretching her delicate cunt lips.

"Damn. F..fuck" the stallion moaned out in a heated breath feeling his cock being gripped by her tight inner walls while also grinding against his friend's own cock.

"Y..yeah man" the feline huffed out as his hand released from their cocks and let her take care of the rest.

The red panda began to bounce up and down their thick sizes. Every downward motion causing her breasts to bounce and jiggle before Mike's eyes, while Roy got to enjoy the sight of that round ass pressing against his waist as she took both their cocks inside of her.

The pleasure was building up fast for the duo, who'd began to form a rhythm inside of her. As one male thrusted upwards the other was pulling back. The two of them eagerly fucking her tight cunt, savoring the sensation as they eagerly rutted the slutty educator. Their breathing growing more and more labored.

The professor herself was starting to sweat and pant as she rode their twin cocks. The three of them all moaning out aloud as the pleasure continued to build. The trio engaged in a lewd act of debauchery. The sounds of sex filling the room around them as their mixed scents of arousal filled the air.

"F..fuck" the stallion moaned out, "C..can't hold it dude. I'm gonna!

With that he neighed out aloud and began to unload inside of the red panda. His thick messy cum filling her tight slit and coating her insides along with his friend's own cock. Mike on the other hand had reached his peek as well and was crying out in pleasure as he began to cum inside of her along with his friend. His messy release coating the inside of her cunny walls as well.

"A..ahhh!" the professor cried out to the surprise of both males. Her own body reaching its peek as her tight walls began to spasm around their twin cocks and her feminine juices flooded their lengths and spilled along their waist.

The trio were left exhausted and out of energy after their releases. The feline looked to the woman and patted her head gently. Seeing him the stallion gently began to scratch behind her ear. The two of them showing a bit of affection in that moment as they struggled to catch their breaths.

"Now how's about you be a good girl and use that tongue of yours to clean us off?" the feline suggested.

At his command the red panda pulled herself out of the two of them and moved between their legs, her tongue shifting back and forth between the duo as she began to lap up their mixed releases savoring the taste as she cleaned them off.

"F..fuck that was fun." Roy admitted.

"We've still got all day man." The feline assured him

"So, what next then?"

"I dunno man, anything you want" the feline promised.