
Veronica Stone studies hard and pays attention in class but just can't seem to pull anything but a 'D' in Professor Lawrence's class. Fortunately, he has a new grade scale he devised especially for her; D = tits, C = hand job, B = oral, A = fuck. What's it gonna' be Veronica, you settling for a 'D' or are you take the "D-i-c-k" for an 'A'???

So a female student walks into a classroom and says "Professor, why did you want to see me?" The professor responds, "Well, the report you handed me is nothing but blank pages." Confused, the student says, "But I know I did it!" and is on her knees sucking her professor's dick! Get it? Neither do we, but it involves petite Veronica Rodriguez getting rammed by a stiff cock and then creampied, so we'll roll with it!

Megan Piper stays after class in her music course so she can get some extra help from Professor Ashley. He regales her of his days past in bands, and it turns her on so much that she starts sucking his cock on and fucking him! But then in walks Professor Knight from the art department. It just so happens that he was Professor Ashley's former bandmate, and now he's goon work with him again to make Megan cum!



Art student Maddy Oreilly leaves her sketchbook in the classroom, and when she goes back to retrieve it, she finds her teacher flipping through it. He tells her that her drawings of the male anatomy are incorrect -- she's got the sizing all off. Professor Glide whips out his giant cock to show petite Maddy the real deal! She thanks him for the lesson by sucking his giant cock and letting him stuff it in her pussy until he blasts a load in her mouth! Art is beautiful.

Summer is the teacher's pet and only wants to make her professor happy. But she doesn't realize that her constant pestering is annoying her teacher, so he gently lets her know that he'd rather not grade more papers than he has to. He also lets her know that she can make him happy by putting his cock in her mouth...

Jordan Danae shows up to her math course seven hours late; apparently she didn't get the memo. Professor Magnum is none too happy about it, and threatens to have her kicked out of the class. The blonde bookworm can't have that, so she acquiesces to his alternative solution ' sucking his dick and fucking him on the desk until he blasts a load all over her natural tits!


Bailey Blue is a little spoiled college brat who has no interest in being in Professor Scott's class. He walks in on her sitting at his desk with her feet up, talking shit about him to her friend on the phone. When he confronts her, she continues to talk shit ' telling him he's a terrible teacher, and that she'd love to get out of the class. The good professor tells her there's one thing the sexy schoolgirl can do to escape his classroom ' perform a little "hands-on" activity with his cock!

Professor Mclane is substituting for Professor Reed, and he's so exhausted that he takes a nap at his desk. In pops petite naughty bookworm Mae Meyers, who has been fucking Professor Reed for sometime. She mistakes the sleeping sub for Reed, and talks dirty to him. But ' surprise! Mae finds out that her fuck buddy is gone ' but the substitute tells her that he is a substitute, so...
