[Side story: Shannon's POV.]

My eyes were glued to my study buddy's body as he got humiliated by our gym teacher in front of the entire class. His dick was clearly hard, and I could tell from the look on his face that he was struggling not to cum. His cock head was inflating and shrinking rapidly, and I knew he was about to cum any minute!

The other students had stopped cheering by now, though, and had started giggling and whispering amongst themselves once they saw my study buddy's dick bouncing around in front of his face. That's when I saw that Ashley, the girl sitting next to him, had taken advantage of John's hard-on! She had taken off her shoe, rubbing her foot up and down against John's cock right in front of everyone! She jabbed a painted toenail into his ballsack, then slid her toes up along his shaft, smearing precum over her big toe! John was bucking wildly at this point, trying his best not to come while all his classmates laughed at him!

The crowd of students had gotten quiet as well by now though. John looked absolutely pathetic lying there with his arms stretched out behind his back, completely powerless against the woman above him. I glanced over at Coach Preda's enormous ass; she was rubbing it against his nose with such **** that she could barely control it anymore!

I was also struggling with the sight of him getting pounded into the floor by the gym teacher's ass... which was bouncing right in front of me. I desperately wanted to touch myself while I watched him get treated so poorly in front of us all. I felt my nipples stiffening as I rubbed my fingers across them through my uniform shorts; I couldn't help but imagine my own hands on that gorgeous cock instead...

As the minutes ticked by and the teasing went on, I could feel my own orgasm building up inside me. I knew that the rest of the class was just as horny as I was. The girls were all stroking their legs and playing with their pussies while we stared at John's cock; the boys were trying really hard to hide their boners too! Ashley's face lost her smug grin, her expression replaced with intense lust; she leaned forward and took a handful of John's cock, stroking its entire length in a matter of seconds! My heart raced as I realized that she was masturbating right in front of him; I had an idea of what was coming next.

Ashley pulled up John's dick and began rubbing it against her face instead, taking her time to lick his swollen head with her tongue. She looked over at me and gave a knowing grin. I couldn't let her take his cock! Its mine! -er, I mean... uh... his! So I stood up, my eyes on my study buddy's cock the entire time, and walked over to Ashley. "Excuse me?" I asked her.

"Just doing my job," she replied. She licked around his cock's head, giving it a few sucks. I couldn't take my eyes off of it, staring at it closely now that it was completely uncovered. I suddenly snatch at Ashley's wrist and pull her hand away from John's cock.

"Hey!" Ashley cries out angrily, reaching for me again. "Get your fucking hands off me!" She tries to push me back, but I'm too quick for her. I grab her wrist again, forcing her hand back down.

"No touching!" I insist. I bend down in between her legs and take John's cock into my own hands. I wrap my hands around it defensively. I have to protect it! He's even harder now than he was when we first saw it; it's pulsing with excitement and the veins are standing out on his shaft!

I stroke his cock up and down, taking my time and letting it warm up. I stare into Ashley's eyes as I continue moving my hand up and down John's cock, watching her expression change from anger to confusion to pure pleasure. She's licking her lips and smiling, staring at my hands sliding up and down John's cock.

"Are you really going to let your best friend cum in front of everyone?" Ashley said, staring at my hands now. She seemed intrigued by the whole situation, not disgusted like the rest of the class seemed to be. "Wouldn't it be better if you helped him hide it? Nah, I know you want to see him explode!"

"No. I won't do it." I shook my head. My mind was reeling with thoughts of John cumming in front of us all, and I wasn't sure I could handle it. I needed to help my best friend! It was easy, I just had to hide his orgasm. And then he wouldn't get so embarrassed.

"So what?" Ashley smirked. "Do you think you can keep this hard thing from cumming in front of everyone?"

I wrapped my whole body around his midsection, keeping his huge dick trapped between my breasts and face. Nobody but me could see his cock now. I felt his balls tighten up underneath his hard shaft; I was afraid he was going to cum any minute, with me in the splash zone. "Oh no," I whimpered.

Ashley laughed out loud at my **** plea. "Oh please," she said sarcastically. She reached over and grabbed my arm roughly, yanking it back toward her. She brought her hand back to John's cock, rubbing the tip of it up and down his shaft. "You need to stop this right now. You're ruining the show!"

John moaned as he continued thrusting his hips against the floor; unaware of the battle for his cock taking place. He looked so ****. I pulled away from Ashley grip on my shirt, pulling it off my torso and revealing my bright green bra to the class. I took a deep breath and reached my arms around his thighs, my hands resting on top of his knees; I pressed my tits against his legs and squeezed around his cock with my face.

"I can't believe you!" Ashley snarled. "You little bitch!" She grabbed at my gym shorts, trying to rip them down with her nails. I held tight, not wanting to lose my only defense against her. Slowly, my lime green panties came into view, followed by my skinny pale ass.

"You're going to make him cum if you don't stop pulling me," I hissed back at her. I was moving my head back and forth along his cock, and it wouldn't be long before he got so aroused that he couldn't hold it together any longer...