****Note: This story is entirely fictional, as well as my first story for the site.****

Bryce and Kyle had been best friends for as long as either could remember. Since the age of 6, the duo had been in and out of trouble together for various stunts. Both were sophomores in high school now, Bryce being 16 for a while and Kyle having just recently celebrated his birthday. Kyle was a lanky kid, skinny arms and skinny legs. The stomach stretched over his skin tightly, covering a flat chest and skinny stomach. Bryce on the otherhand was considered the better looking of the two. He had broad shoulders and muscular arms and legs. Only a small amount of fat covered his tummy. But despite his physical advantage, both were equal when it came to girls: neither had ever been involved sexually. They were by no means naive, they just lacked any real experience aside from their hands.

They were sitting side by side in Mrs. Caroline's English class. There had been rumours before about Caroline and her punishments, but both boys had been punished by her before and knew they were false. Regardless, both boys were attracted to the teacher in her late 20s. Her smooth skin and soft looking cleavage had captured their hormone driven minds for a long while now. 

Kyle recieved the folded paper from Bryce and smirked at what he read, checking one of the two blank boxes and handing it back. A chilling grunt from behind them alerted them to her presence.

"What," Caroline asked, "could be so important that you'd need to write a note in class."

"Well... I... um..." Bryce flushed, caught off guard.

" Why don't you read whatever was so important to the class?" she said, firmly shooting down his resistance to the idea.

"If you had the chance..." he started, and flushed again. 

"Continue."

"Would you bang Mrs. Caroline?"

The class burst into laughter and Caroline tried to recover the situation. "You two will be spending your lunch with me," she doomed them gravely.

Third and fourth period crawled by with a tourturing slowness, until finally lunch was called and the two reported to Caroline's classroom. The classroom was unique in that it had a separate office in the back, in which Caroline was waiting for them. Once they took their seats she stood up and walked around to he door. She shut it and the lock clicked. Back at her desk she turned to face them. 

"You two could be in a lot of trouble for this. I've taken a look at your files. You can't afford another mishap, you'll be put on the board for expulsion." They looked solemnly. She continued: "but I'll be willing to cut you two a deal. I won't tell the principle, if you agree to take my punishment. Whatever it may be."

The two looked at each other and agreed. Expulsion was not an option.

"Good!" Caroline exclaimed as she pulled a paddle from her drawer. "Stand up and bend over."

"Your kidding!" the boys gasped.

"You said anything, would you rather I talked to the principle?"

The boys shook their heads and leaned over, red faced. She walked around out of sight. "I need to see skin."

Reluctantly, the boys unbuckled their uniform pants and slid the back down past their bubble butts. With a loud crack the paddle made contact with Bryce's tender skin.

Then Kyle received the blows. For several minutes the paddle was he only sound in the room. Then it stopped. For a moment, the boys thought the ordeal was over. Then they felt something wet touch their exposed assholes. Author warning Caroline shoved both of her lubed fingers up their tight assholes causing them to moan. They writhed in the air while she fingered their asses, then she pulled out and wiped off her fingers. With a swift motion of her arms both boys pants hit he floor and settled at their feet. Their bodies straightened out.

"Take off your shirts," she instructed, and they obeyed. She walked around to view their nearly hairless teenage bodies, still young and callow. They shivered slightly from the cold and each boys nipples her hard and pointed.

Bryce was obviously excited, his cock stood at full attention. 6 inches she guessed, not bad for a white kid of 16. Kyle, on the otherhand, was flaccid. Nerves were getting the better of him. Caroline new how to fix this though.

"Bryce get on your knees." He stepped out of his pants and did so excitedly, facing her. She shook her head however. "Turn around."

He did and was met by the sight of Kyle's drooping privates. "Suck on his balls."

"Ew no way!" he gasped.

"Do it or else," she said, gripping the phone. A clear threat. Bryce caved in. Slowly, his open mouth encased his friends balls and he began to suck on them. His tongue made swirling motions around them, while Kyle moaned and watched Caroline undress. Very very quickly Kyle's cock rose, even longer then Bryce's. Then, Caroline's hand unexpectedly grabbed at Bryce's hair and forced his mouh onto Kyle's dick. Back and forth she forced him to suck his best friend, sound being snuffed out and drool running down his face and chin. Kyle threw his head back as Bryce chocked on his rod. Then with vengeance she threw Bryce onto he floor by his hair.

She lubed up her ass and squatted over the excited teenager and lower her asshole down onto his dick. When he was fully inside, she leaned back, laying down on Bryces torso. Kyle came over and slid his penis far up into Carolines pussy and he began to fuck her. She screamed in delight as both her holes contracted and squeezed around the moving rods inside her. Both boys humped her win a frenzied lust. Her breasts bounced up and down as they drilled her. She could feel the small bony arms of Kyle grip her and pull her to him. 

Both boys announced their need to come simultaneously. The threesome broke apart and Caroline directed Kyle to the front. She told him to begin jerking off and to cum all over his friends face. Bryce had no objections however as Caroline had returned to ass fucking him and was bobbing up and down on his dick. Kyle came quickly, his cum blasting out onto Bryce's face, onto his cheeks, his nose, into his mouth and in his hair. Bryce felt the warm jets on his face and came hard, shooing up into his teacher as she orgasmed loudly, her pulsating anus milking the cum from his virgin dick.

After thy had all cleaned up, Caroline dismissed them, reminding them again of their next appointment and not to tell. She had no worries about them telling though, she thought as she folded the paper and stuck in her pocket. The 'Yes' box had been checked.