KellyKins Naughty Tudor

I was taking a math class my last year of college and was having trouble. I was passing but barley I needed help. My friend Kelly was also in the class and she was having no trouble at all. So after class I ask if she would help me study for the final. Kelly was so nice without any hesitation she said "sure". She agreed to come over to my place the next day to help me. The next day I hear a knock at the door. I open the door and Kelly is standing there with a tight tank top and little shorts. Here tits were overflowing the top. I was in shock. I told her to come in and let's get started. We get comfortable on the couch and she gives me a few problems to try. I keep looking at her tits out the corner of my eye they are so big. When I handed her the paper it fell on the floor she bent down to pick it up her tits almost fell out. I started to get really hard. She checked over my work and gave me more to do. I was stuck on a problem and asked her to help. She scooted closer to me and her hand brushed my pants and she felt how hard I was. Her face turned red I could see she was in shock by how hard I was. We took a break she went to the other room to freshen up. I was fully erect and horny as hell. I just kept thinking about her huge tits. I go to my room get a porn magazine out pull out my hard cock and start to jerk off. I figured if I could release real quick I could concentrate on me passing. I thought I shut the door all the way but I left it cracked open just a little. Out the corner of my eye I see Kelly standing there in shock. I quickly try to cover up I know for sure she is going to run out. She just stands there in shock I keep saying I'm sorry. Next words she says is "your cock is beautiful." She says did I make your cock that hard? I pull the towel away and show her my fully hard cock and say you tell me. She starts to rub her tits and asks me to jerk my cock a little while she watches. I start to jerk it for her and ask to see her big tits. Her tank top comes off and these huge double d tits come bouncing out. She walks towards me and grabs my cock as I grab her tits and start to suck on them. She gets on her knees and starts to lick my balls and up and down my shaft. I keep squeezing her tits and pinching her nipples. She starts to suck and deep throat me faster. She then grabs my cock puts it between her tits and starts rubbing my cock. I am in heaven now. They were just so soft. I help her up and she says I want you to fuck me with that big dick. I lay her on the bed and pull her shorts off. Her pussy is soaking wet. I lean down and give her a few licks my cock was throbbing by now. I ask if she is ready for my cock she just moaned and said put it in me. I slowly pushed my cock in her pussy she just kept saying oh my god over and over. As I'm fucking her her big tits keep bouncing I keep pounding harder and faster. My balls are slapping her asshole her pussy is creaming all over my cock. We stop for a second I lean towards her and kiss her and suck on her tits some more. Kelly then whispers to me "fill my ass you big dick stud." I pull her closer to the edge of the bed I start to rub my cock on her asshole and start to push it in her real slow. I get half way in and Kelly yells "oh my god thats a big dick." I start to go faster she is moaning and her pussy is dripping wet. I rub her clit while pumping her ass with my cock. She screams I'm cumming keep fucking me. I tell her I'm about to cum. She immediately grabs me and says cum inside me fill my hole. This excited me even more I yell "Kelly I'm cumming in your ass here it comes." I shoot a huge load in her my balls are drained. She just lays there I lay on top of her and tell her how amazing she is. We kiss and lay there snuggling. I tell her I'm glad I asked her to tudor me she knows how to make learning fun.