.So James got himself acquainted with his new position in English, next to Billy, on the right hand side, near the door. This should be comfortable......ot.But while James tried to be polite as ever in his new surroundings, Billy had other ideas. While the dreary Miss Pollock rambled about some Shakespeare, Billy was admiring his new peer. He’d best stand his ground while he can. I mean this guy could replace him as the fittest guy in the class! How could he survive knowing he wasn’t the guy. "Well," he started, seeming as if he was searching for the right words, "now that I've told you that I like playing with your panties when I... well, you know..."I smiled at his struggle to try to not cross over the line. "It's okay honey, you can say 'masturbate'," I laughed."Well, you said earlier that you were... um... masturbating too. I mean when we were talking the other night," he said. "Does that mean that it turned you on to think of me... you know... jerking off with your panties?"Oh. " She sort of laughed and said, "I could tell that." After a few moments ofsilence, while my cock was twitching uncontrollably in the crack of hernightie-covered ass, she said softly, "It's sort of flattering that myteen-aged son could be aroused by his old fat mother." "You're not old and you're not fat," I said, giving her a firm hug. "Ithink you're beautiful." She actually was 43 and somewhat overweight, buther curves were very well proportioned, just the way I like women. "Why, thank you,. With a last moment of hesitation she fed the soft fleshy end of the vibrator past her lips and her mind head erupted in sparkles. In moments the intense hunger she had felt before had transformed into a feeling like no other she had ever experienced. Susan felt a new hunger overtake her, a hunger to experience as many sparkles in her head as she could. She greedily wrapped her tongue around the vibrator, sucking and licking as if it were the tastiest cock she had ever sucked. As Susan sucked.