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"I wonder what we'll being painting tonight," Sharon said to her classmate, Hazel, as both they and five or six other women entered the studio of the adult art class at the local junior college, "I dunno," Hazel replied, "but I'm getting tired of all this still life crap, I hope for once we get to paint a portrait of somebody!!!" "Me too," Sharon replied quickly while taking her place behind her easel in the third row, "that's really the reason I took this course, I wanted to learn how to paint faces and stuff like that!!!" The room was filling up rapidly with would be artists, and while they were taking their seats, Gail Forest, the course instructor, was busy passing out the work that she had graded from last week's session!!! When she stopped at Sharon's seat, she handed her the picture of a bowl of fruit and commented, "You're showing real progress, Sharon, keep up the good work!!!"

When all of the paintings were handed out, Gail Forest took her place in the the front of the class and offered, "Most of you are doing even better than I had thought possible, but painting a bowl of fruit or a picture of tree is a lot different than painting a real live person, so tonight, for the first time, you're going to get the chance to paint a portrait!!!" There was a rumbling of excitement from the students as Gail Forest continued, "I know that this will be the most difficult assignment yet," she declared, "but you've gotta start sometime, right, so without further or due, I'll ask our model for the evening to take his place up on the podium and begin posing!!!" A young good looking man of about twenty one or two then came out from behind a curtain, and much to the shock of all of the women in the class, he casually dropped his robe and began posing in the nude!!!

Gail Forst could see the look of shock on everyone's faces, but in a stern forceful voice she admonished them, "Come on now ladies, the classic nude is one of art's greatest challenges, so stop gawking and let's start painting, and by the way, I'll be circulating as usual and will offer you any assistance that I can!!!" Sharon looked over to Hazel, and with a shrug of her shoulders and a quick grin, went about the task of painting the wonderfully built young man on the raised platform in the front of the room!!! Pretty soon the room quieted down as the women began their first attempt at painting a real live person and Sharon was so caught up in her work, at first she didn't even notice that the young man was getting an incredibly large erection!!! There was a slight tittering of laughter from some of the women, but Gail Forest quickly cut them off by saying, "Just paint what you see ladies, I think were mature enough to handle the situation don't you!?!"

Gail Forest was probably about twenty five or six years old at the most, so it was easy for her to say that the rest of the group should act maturely, but for a bunch of the middle aged old hens, the sight of a perfectly built young man with a huge erection was a lot more than some of them could take, and as the time slowly crept by, more than a few of the them began breathing quite heavily while staring at the huge erection standing up proud and firm just below the wash board stomach of the young man posing in front of them!!! Gail stopped at the easel of a forty five to fifty year old woman, and while offering a little bit of constructive criticism, there was a collective gasp from the entire group as the young man in a fit of absolute sexual abandon, grabbed his big penis and began jerking it wildly with no thought or care as to where he was at!!!

Gail quickly made her way to the front of the room, and in a low hard voice asked, "Just what do you think that you're doing, this is an art class not a strip show!?!" "I-I can't help it," he stammered, "I was in the middle of having sex with my girl friend and didn't get a chance to get off before I had to leave to come here and pose, I'm really sorry about it, but there's no way that it's gonna go down, that is unless I have an orgasm!!!" "Don't you dare," Gail Forest snapped, "do you wanna get us both in a lot of trouble!?!" "I said I was sorry," he said said while sweat began breaking out on his brow, "but just couldn't help but think about Terri's big boobs and and her warm mouth sucking my cock!!!" Gail frowned and shook her head from side to side, wondering if she maybe shouldn't have him leave, but her thoughts were interupted by a woman in the front row who asked soflty, "Do you think you could ask him to put his hand on it, you know, sorta like he was jerking off!?!"

Gail looked with horror at the woman for asking such a stupid question, but much to her chagrin, the young model quickly grabbed his hard pecker and began stroking it with smooth piston like rapidity!!! Gail spun back around just as a long low moan gurgled up from his throat, and while fifteen middle aged females looked on, he quickly masturbated himself to a stunning climax as volley after volley of sperm rocketed from the end of his cock and onto the floor below him!!! "Well at least it's over," Gail said to herself while turning to find a towel to wipe up the mess, but if that was what she thought, she couldn't have been more wrong, because several of the woman had pulled up their dresses and were masturbating overtly with their hands stuck down inside their panties while furiously fingering their hot hairy cunts!!! "Ladies," Gail shrieked, "have you lost your senses, this a public building, you can't do that in here, where is your sense of decency!?!" "I lost that a long time ago," a silver haired woman replied while cupping one of her large breasts with one hand, while fingering her pussy with the other, "all I know is that watching that young stud jerk his meat was the most exciting thing I've seen in years!!!

While Gail continued arguing with the old woman, another woman approached the platform, and without even asking, scurried up by the young man and began sucking his boner with absolute abandon!!! Gail knew that she had now lost any semblance of control she may have had, but watching a fifty year old woman deep throating a eight inch pecker was indeed a sight to behold, and while she had an active sex life with her husband, she found her own pussy growing increasingly aroused while she stared at the sex show going on not more thant twenty feet away from her!!! The longer she watched, the more turned on she became, and without even realizing it, she sensed the aroma of hot fresh pussy wafting up all around her!!! Sighs and moans filled the classroom as middle aged woman dropped their paint brushes and openly exposed dripping hairy vaginas for each and everyone to see, and infact several of them were in the midst of fucking themselves with anything they could get their hands on, such as paint mixing sticks or full tubes of artist's paint!!!

"A-aren't you excited," one of the woman asked Gail while she buried three fingers into the hairest pussy she had ever seen in her life, "just look at that big fucking pecker, just incredible, and what a night this has turned out to be!!!" "Yes," Gail replied thickly, "what a night indeed," but as turned on as she was, she was hesitant to do anything about it for fear that she might be reprimanded or even fired for her indiscressions, but finally the fire in her pussy was too much to bear as she practically tore off her jeans and panties while striding directly to the platform where the big prize awaited her!!! By now almost of the women were bare below the waist, with a smattering of them totally naked, with all of them performing some sort of masturbatory act on their pussies, but what Gail wanted was sticking straight up and still in the mouth of another woman!!!

She easily hopped up on the platform, and with a tap on the shoulder, said to the cock sucking woman, "I'm cutting in, honey, you've had your fun, now it's my turn!!!" The old lady gave the fat cock one last good suck, and then with a sad look on her face moved out of the way, allowing Gail to take her place on her knees with her mouth wide open and available!!! After giving the tennis ball size head a hundred little soft kisses, Gail set the velvety organ slide easily into her mouth where upon she sucked it greedily like it was the last dick on the face of the earth!!! She was just getting into the swing of things, when much to her consternation, she felt a wet mouth attach itself to her own pussy as a insistent tonuge snaked out and instantly found her erect little clitoris!!! "W-who is it," she gasped while trying to see who was eating her alive, "oh fuck is that's good, ohhhhh myyyyyy!!!"

Gail still couldn't tell who was dining between her legs, but she was now beyond caring as all she wanted was two things, one was to have a hard orgasm in her hot wet pussy, and number two was having the young model with the pecker in her mouth fill her throat with a hot shot of his delicious cum!!! How all this happened she would never be sure, but what she was finding out was that she loved having a hot mouth engulfing her pussy while at the same time, a gigantic cock was being stuffed into her greedy hot mouth!!! Gail pressed her crotch down hard on to the unknown face beneath her, trying desperately to achieve maximum contact on her buring clit, but what turned the trick and started her cunt to collapse, was when out of the blue, her mouth was filled with a gusher of cum that seemed to blast out of the end of the young model's dick like water out of a fire hose!!! Her cunt then spasmed over and over again while she gobbled down ever last drop of sperm that the big cock had to offer!!!

After taking a few moments to compose herself, Gail climbed slowly off the stage only to be stopped by a bare pussie woman who asked, "How's this, definitely not a still life!?!" Gail stared at the portrait that showed three people, the young man, Gail with is cock in her mouth, and the unknown woman on her back with her head buried between Gail's legs, and then softly commented, "No, honey, that definitely is not a still life!!!"

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