
Johnny wants to talk to Professor Phoenix Marie, but not because of his failing grades. Rather, he's interested in conversing with her about partying -- where she likes to do it, and with whom. It just so happens that he was at a local hot spot the other day and he just so happened to peep her making out with one of her students there! Professor Marie isn't too happy when he shows her a photo of the incident on his phone, but when he blackmails her and tells her she's got to fuck him if she wants it to disappear, she suddenly becomes happy and horny for dick in her mouth.

Danny notices that his teacher, Professor Nikki Sexx, has had low energy the entire week, so he confronts her about it. Embarrassed, she eventually tells him it's a personal problem ' that she's going through a bad break-up with her boyfriend. Danny takes advantage of the situation and massages his favorite teacher's shoulders and decides to tweak her tits while he's at it. She backs off for a moment, but any teacher who's name is "Professor Sexx" will back on, which is exactly what Nikki did ' right onto Danny's hard cock!

Tim's taking guitar lessons from Karen, and based on her reaction, he has improved quite a bit. According to Karen, Tim is her favorite student, and Karen dutifully illustrates this by asking him to pluck not the G string, but her G-string -- the one she's wearing. Tim gets the picture once she starts playing his flute ' so much that he ends up blasting his notes all over her tits. Ahh, the women are horny with the sound of music..

Joslyn has come over to see Carlo to discuss her problem. She is a kindergarten teacher and happens to have Carlo's son in her class. She is an old college buddy of Carlo's wife, and so she is trying to fix the problem without going to the principal. He is having some aggression issues, and she knows that Carlo can fix it. He explains the situation and wants to thank her for personally coming over to help. Of course his thanks include kissing her and fondling her breasts! She is caught up in the throes of passion, and they get down and dirty right there in the living room!

Prof. Esperanza Gomez has a new student and he's a handful. He's got a short attention span and has trouble concentrating; mostly because Esperanza is a smokin' hot Latina. But she soon learns what he lacks in study skills he makes up for in persistence by convincing her to let him fuck her hot, tight, dripping wet pussy...

James is embarrassed to tell Professor Tanya Tate that he works in the new yogurt shop when he retrieves his uniform's hat in her classroom, where he left it. He tells her his sob story, that his parents cut him off recently, so now he's got to support himself with that stupid job and silly-ass outfit. His hot, blonde teacher tells him that he could serve drinks and clean up at the pool party she's attending with her girlfriends to make some extra cash. He's all for it, but when she shows him the tiny swim suit he has to wear as a uniform, he has second thoughts ' until she sees how big his cock is in it and promptly puts it into her mouth!


Prof. Britney Amber isn't going to let Johnny play in the big game this weekend because his grades are horrible. Johnny pleads with his teacher but his desperate words aren't going to change her mind. What will change her mind is finding out if a rumor is true about the football team. He's more than happy to tell her whatever she wants, but Britney doesn't want a verbal response, she wants to see if he can split her uprights...

Professor West is trying to grade some papers when a neighboring Professor wanders into her class to warn her about inappropriate student-professor relationships. It is hard for her to concentrate on what he is saying, but the reason isn't clear until he leaves. Rocco is under her desk giving her a good orgasm in order to pass the class!

Prof. Morgan comes into her room to find her new TA Dane on the phone with one of his buddies making fun of her. She is amazed at his careless attitude, sloppy appearance, and disrespect toward her. She quickly disabuses him of any notion that his life as her TA will be an easy one, and when he starts to complain, she decides to up the ante a notch. The first thing she wants him to do for her as a TA is lick her pussy good.

Professor Zen is investigating the egging of her car, which she thinks was done by her student, Johnny. He tells her he was in study hall instead of her class, but she calls him out and breaks him down. He said it was just a dumb frat joke, but she threatens to put him and two of his frat brothers also in her class on academic probation, which would destroy the fraternity. Johnny pleads for forgiveness, but the only way Professor Zen will let him off the hook is if he hooks his fat cock into her wet pussy!

Professor Fisher is leaving her post as the Cultural Anthropology professor and wants to have a little fun with her favorite student Danny before she leaves. As Danny finishes moving her boxes, Professor Fisher moves in for a one-on-one Cultural Anthropology class. Danny is unexpectedly surprised, but can't resist Prof. Fisher's big ass tits and huge ass a gives her a final going away class present!


Professor Anita Blue spends time with Johnny, tutoring him after class so he can do well on his business test. After he takes the exam, he stops by her classroom to tell her the news - that he passed with flying colors. The blonde and buxom teacher is so happy for him that she gives him a hug ' and then some. On the desk, against the chalkboard, you name it, Johnny screws Professor Blue until she's purple in the face.

Professor Julia Ann meets with her student Michael to discuss the latest test he took. Despite his belief that he passed it with flying colors, he failed miserably, and it appears that he had the same exact right and wrong answers as his classmate, Xander. Professor Ann threatens to report him ' unless he can pass her oral exam. But he wouldn't be able to recite literature, so she has him take the other kind of test with his mouth ' the one that jams his tongue inside her pussy!

Professor Jada Fire is surprised to see her student Michael pop in her classroom when nobody is around. But she's not surprised when he tells her that in order to graduate, he needs to pass her class, which he's failing. Ms. Fire isn't going to budge, but Michael thinks he can convince her otherwise, which he's able to do by sticking his hard cock in between her big tits and buttering them up with his man milk.

Professor Grant is a strict disciplinarian. Even when a student shows up late for a final, she will not let him make it up. Even though he dropped the ball on his final, Prof. Grant has a plan for him: to drop his pants. The only way this swimming star can raise his grade is if he's ready to rise to the occasion... under his teacher's skirt!!

Professor Bentley is filling out a March Madness bracket but she doesn't know where to start. One of her students comes to her aid when he borrows another teacher's predictions. He thinks she'll give him an A for his actions but Professor Bentley has other plans for her pupil, like giving him a piece of ass!

Professor Taylor Wane has received word from the dean that some of her students are complaining she's inappropriate during class. In her office after-hours, she talks to her student Alan, who says he did not file any complaints, but admits that she does dress provocatively in class. Being the professional she is, Professor Wane stands up from her desk in a pair of black stockings, whips out her big tits and asks Alan if he has a problem with anything. The quick-learning student says no, and that he wants to earn a good grade in class the hard-cocked way.

Danny Wylde is really late for his Female Empowerment class and admits to Professor Lemmore that he's only there to meet chicks. Sincerre Lemmore tells Danny that she can do whatever she wants in her class so she begins to suck on his dick. He fucks this fine ebony on her desk in her high heels and stocking. Seems like the class turned into Female Anatomy 101.


Professor Nyomi Banxxx keeps her student Kris after class, but not because he's flunking her course. He's her top student, but she notices that other students are treating him "like a pussy" as she puts it. She tells him she wants to teach him a little something about taking control, and to demonstrate, she takes control by pulling out his cock and sucking on it. He's a fast learner, because he takes control and eats her out, sucks her big tits and shoves his hard cock in her warm, hot pussy. He earns her respect when he tittyfucks her until he sprays his cum all over her chin! Now she's up for the Teacher of the Year award'

Professor Diana Prince is holding a poetry contest for her English class, and Dane is so inspired that he writes her a poem right then and there. The sexy, brunette teacher is turned on by the horny haiku Dane writes her ' so much so that she's wants Dane's inner poet to fuck her and cum all over her face! Art is beautiful.

James Deen needs help with his Anatomy class and he goes to Klarisa Leone's house. She doesn't know how to speak English but she sure can show a thing or two about the human body. For starters, Klarisa shows him her shaved pussy and then her titties. Her deepthroating is thorough and satisfying. James pretty much learned through hands on experience.

Riyanna Skie is a spoiled princess who doesn't give a flying fuck about school. She's failing out of college so her parents hired a tutor but when he tries to hit the books with Riyanna, she stops him in his tracks. He'd rather hit his head against the wall instead of putting up with Riyanna's attitude so he decides to whip out his cock. She's speechless... because she too busy blowing her tutor!!!

James is so stressed out about failing his class that his teacher, Professor Summers, invites him over to her house for a special study session. He's worried that his parents will kill him if he flunks, so he's desperate at this point. Professor Summers tells him he needs to relax before they hit the books, and to help her favorite student do that, she lets him suck on her big tits, and then sucks on his big cock! The naughty teacher has her student tittyfuck her until he cums all over her face, and then it's study time!!!

Aussie blonde from down under, Savannah Bond, is moving back to Australia and her teacher's assistant, Lucas, is sad to see her go. He wants to spend some last minutes with her before she leaves. Savannah knows that he wants more than a dinner, she knows he wants some tits and ass. But it turns out Savannah really wants some cock anyway.

College girl and unrepentant cheater Scarlett Jones has an important make-up exam, and she shamelessly decides to cheat, sneakily writing the answers on her tits. As soon as Professor Danny D has his back turned, Scarlett pulls out her tits and sneaks a peek at her answers. Danny ends up catching her red-handed, but he'll soon find himself getting seduced by his horny student and fall victim to her thirst trap, leading to intense classroom sex!

Professor Sophia Lomeli hurries back to her classroom because she left her cell phone there. Just when she thought she couldn't find it, her student Billy whistles by the door way, waving the phone in his hand, smiling gleefully. But Ms. Lomeli isn't amused, especially when she discovers that he's found the nighty pictures of her on it, giving blowjobs and having sex! Billy says he's going to keep the phone ' unless she can do to him what's depicted in those photos! The sexy Latina professor needs her phone back, so she does what she needs to do and spreads her legs and pussy wide open on her desk in the classroom!
