Levels and Stars

Rumiko shivered. She found her school to be pretty chilly most of the time. She liked to wear her pink hoodie over her uniform when she thought her teachers would let her get away with it. So she was feeling particularly cold, standing here naked. It was pretty awkward too.

At least the rest of the girls in line were naked too so she shouldn't be too embarrassed standing here in the hallway waiting for her turn to be inspected. The door to the classroom opened and Mrs. Momoyuki waved the next five inside. Rumiko was pretty nervous but she was glad this was almost over. She'd been waiting for an hour already.

She followed Kaeko into the room, her head down watching the taller girl's heels. She kept her hands clasped in front of her crotch, hiding her bush and partially covering her small breasts with her arms. The room's desks had been pushed to the sides to create a big space in the middle and the five of them were led there and made to face the front of the room side by side.

"Alright you little cum-sluts!" Matsuda called out and Rumiko felt a shiver of arousal, her pussy juicing up, "Spread those legs and put your hands behind your heads. And smile, this designation has a huge impact on your lives!"

She quickly obeyed her sex trainer, fluttery butterflies in her stomach and her face heating up. He was leaning back against the teacher's desk as naked as they were. Rumiko couldn't help but be curious about his big package but her view was obscured by Katase's bobbing head as she knelt before him. Miss Iwara was lounging on top of the desk in just a set of red garter belt and leg garters and nothing else, her shaved vagina and breasts on display. She was also using a tiny vibrator on herself, the buzzing sound of it rather loud.

Matsuda patted his girlfriend's head and then Rumiko was staring at his erection as he walked forward. It swung wildly in front of him. It was so big. Rie said it was the biggest penis in the whole school and that's why he got selected by the government as their sex trainer. Rumiko believed it now. It was just so crazy knowing that that was the penis that was going to take her virginity.

He started with the girl furthest on the right. Two away from Rumiko.

Matsuda rubbed his chin as he stared at her. Katase joined him with a clipboard.

"Hmm...Two stars." he declared before reaching out and squeezing the girl's breasts briefly. Then he hopped to the side, sending his meaty thing banging back and forth.

Katase asked the girl if she had a boyfriend as Matsuda turned his attention to Mariko. Rumiko was pretty anxious about this as she thought Mariko was prettier than her and her breasts were a bit bigger. He abruptly lurched forward to wrap his arms around her. He grabbed and squeezed her butt while thrusting his crotch all over the front of her. He rubbed her face into her cleavage, his tongue hanging out.

Rumiko looked away. It occurred to her that Matsuda was really kind of goofy looking.

"Mmpha!" the sound of him sucking as much of Mariko's boob into his mouth and releasing it was loud, "Ha! You're a three-star skank!"

Then it was her turn and Rumiko met his gaze for only a second before she blushed and looked down. Right down at his big penis pointing right at her belly-button.

"Okay class! The first thing on the agenda is, like usual, the relief of those masculine libidos. Boys, out of your seats and drop those pants." declared Miss Iwara from the front of the room.

Junko couldn't help but feel a thrill as the male students obeyed, some more enthusiastic than others. She watched her crush push down his white briefs, revealing his genitals to her titillated gaze. He looked really small now but she loved to watch it grow as he got hard.

"No, we're not going to be watching the second part of Hypnosis Classroom." Miss Iwara was saying to some disappointed groans and Junko was relieved. That Hentai had too much in common with their current situation for her tastes and it was clear where Matsuda got his ideas for the absurd games he played with Miss Iwara and them. "Instead, Matsuda and I are going to give you a live sex show! Boys, make sure you fap well to seeing me take my master's big dick!"

She then knelt and started sucking Matsuda's cock, the boy standing there with his hands on his hips and a stupid grin on his face. Junko watched closely, dividing her attention between Miss Iwara's rapidly bobbing head and slurping lips and Takeshi's hand sliding along his slowly swelling cock. When he was fully hard, Taskeshi put on a black condom and Junko liked the look of it, making his member seem even larger and somehow dangerous. Matsuda's bare cock in Miss Iwara's mouth was darker toned than the other boys in the class and his head was a deep purple, so she knew where she got such notions.

Shoichi threw his hands up in the air, sitting up in the chair he'd been lounging in, "Yea? Yea? How's was your group jerk-off?!" He was nodding his head repeatedly, opening his eyes to an absurd degree, "Huh? Huh?"

The group of them filed into the room and Norishige lurched at him, acting like he was about to punch the idiot before stepping away, accurately projecting the rest of their feelings. Shoichi called after him as he took a seat nearby, "That bad, huh? You guys all single digits, yea?"

They all grumbled to that effect, Shoichi crowing because his 18 centimeter dick and the amount of time he'd lasted had gotten him to Level 21.

"Whatever. I got to see Rias Gremory's naked boobies bouncing around as Matsuda-sempai took her to O-town! I don't care what level I am I can die happy."

The clown's wide grin faltered, "Rias-sama?" His shoulders sagged, his arms dangling past his knees, "All I had was Miss Iwara....."

Grins were exchanged and Norishige stepped back over to grab Shoichi's shoulders and play at massaging them, instead he dug his fingers in painfully, "Oh come on, Miss Iwara ain't so bad..."

Shoichi wriggled out of Norishige's grip, slapping his arms away, "Ouch. Ouch! Damnit! Ah." He got up and put some distance between his tormentor.

Moving to put his back defensively to the wall, he crossed his arms smugly across his chest, "Don't be jealous cause this Level 21 is destined to have his harem of honies while you foo's are going to be beatin off to anime!"

Yuichi scoffed, "Don't make me laugh. Only studs who can legitimately satisfy multiple women get harems. That's not you, I don't care if you can masturbate for thirty minutes while Matsuda drills a middle aged lady. That doesn't mean anything..."

Issei licked at Koneko's slit, his nose pressed into her clit and he kept stroking at the bottom of her folds with the finger of the hand he had trapped under his face.

She was utterly silent. When he looked up, she had that same ever present impassive expression on her face. She was also pointedly not looking at him. Instead, Koneko was staring off into the distance, though there was a continual blush underneath those opaque golden eyes of hers, so he knew he was having some effect upon her.

Not to mention, that there was an increasing amount of tangy liquid inside of her extremely tight little pussy.

Issei had Matsuda, his sex sensei, to thank for this situation. Well, also Rias.

It sucked that he couldn't have sex yet(sticking his dick into pussy kind of sex), but his buddy had authorized him to be able to eat out any One-Star girl in the whole school! All he had to do was show a girl his buddy's sloppily written note and they would agree to let him suck and kiss and lick their pussies to his heart's content. That was amazing and it made his pervert's heart sing!

He had gotten to school with a spring in his step as he surveyed all the cuties, eyeing their brightly colored thongs clinging to their youthful butts beneath those perfectly revealing little skirts. Most girls still only had the temporary plastic placards with lanyards to designate their level but some had the pink stars emblazoned upon their uniform tops, the first two stars always placed right over their nipples! He hadn't been able to pay attention in class all morning as he hemmed and hawed over which One-Star girl to approach.

At lunchtime, he still hadn't been able to make a decision so he just went after the nearest cutie. A completely flat-chested plain faced girl named Ikuko. She wasn't that pretty, but she wasn't ugly either and that was all he could hope for given the level of girl he was allowed to train his oral skills with. In any event, she had a pleasant enough personality and she honestly looked kind of cute when she blushed as he'd told her he was going to eat her pussy right there in the middle of the classroom.

Only just as he'd set hands on Ikuko's knees and spread her thighs, her bright yellow clad mons finally coming into view, he'd been interrupted by Rias.

"Oh I'm sorry, Ikuko, but I simply must steal Issei from you." she'd smiled before dragging him away to the Occult Research Club room.

"I'm afraid, Issei, that despite our Sensei's instructions I can't allow you to practice your cunnilingus on just anyone. You are mine, first of all, and I just simply can not abide it." She told him matter of factly.

His stomach dropped with dismay at this unexpected block to his sexual flowering but dick leapt at this evidence of the Pres's possessiveness for him. Oh yea, she wanted him. "B--but Rias, I'm supposed to train my skills with One-Star girls. You want me to level up, right?"

"Of course, however, I have convinced our Sensei to create an exception for you. You are allowed to practice on any of the girls within the Occult Research Club."

"B-but..." Issei stammered, not believing his fortune, "They're all Five-Star girls!"

"Yes, indeed." remarked Rias casually, looking at him briefly through lidded eyes, "Koneko and Asia are standing by for your training..."

"Koneko....! Asia!" A perverted holy light shown from Issei's eyes as he walked with Rias, only narrowly missing hitting a wall as he failed to see anything other than the fantasies exploding into focus within his mind.