Daniel was one of the last kids out of the lunch room. He was still confused by what had happened that morning in the janitor's closet, and he suspected he'd bombed his tests from the distraction.
"Daniel!"
He turned to see Ms Ellsworth standing by the door to the teacher's parking lot. She had his backpack and the leather folder she carried her papers in.
"Come along, we've only got a couple hours before I turn you over to Mr Ellis." She held out his bag.
"Where are we going?" Daniel asked, shrugging into the straps. Ms Ellsworth was not waiting and had started out the doors.
"I spoke with the school counsellor after this morning, and thought perhaps you'd like to spend our sessions off the school grounds? There's a park nearby, we can talk there, or stroll, whatever you want." She glanced over her shoulder at him and smiled.
She led Daniel over to her car, as immaculately kept as her classroom, and they got in.
Daniel snuck a glance as his teacher settled the shoulder strap between her breasts. He looked away, blushing, then stole another look.
"Ordinarily, I'd tell you to keep your eyes to yourself, but you saw me nearly naked this morning, so your interest is understandable." Ms Ellsworth turned to look over the seat as she backed out, turning her torso to face Daniel directly as she did.
Her sweatshirt was pulled tight over the soft mounds of her breasts. They swayed as she shifted from reverse to drive and sat back in her seat.
"Enjoy that, did you?" Mrs Ellsworth said with a smile.
Daniel blushed furiously. "Why are you acting like this?" He finally asked.
"Like what?" His teacher was watching the road, she didn't even glance at Daniel as she spoke. Somehow that made it easier.
"Letting me stare at your chest, taking your clothes off, flashing your underwear--"
"Would you like me to skin down again?" She turned off the paved road to a gravel lane winding behind some commercial buildings.
"I found your reaction this morning quite charming, aside from the tears. I left my lack of attire out of it when I spoke to the counsellor about you, she suggested a more relaxed setting were we could connect as people instead of teacher and student might help."
"Help what?" Daniel asked. He couldn't believe his teacher had really asked if he'd like her to strip, his brain just sort of skipped past that, clinging to the last thing she'd said.
The car bounced as they climbed over a gravel rail crossing. Daniel found he couldn't look away from Ms Ellsworth's chest as they went, the bouncing and shifting going on in her top was making his heart race. On the far side she spun the wheel and braked to a hard stop, her breasts bulging forward for a moment as she did.
"Well, here we are, alone at last." She released the seat belt and turned to face Daniel again, "How are you feeling?"
Daniel felt flushed, but at the same time like he was covered in cold sweat. He was trembling, and his dick hurt. He wanted to adjust his pants, but couldn't move with Ms Ellsworth watching him.
"Fine."
"Would you feel better if I took this off?" She plucked at the sweatshirt. She smiled at Daniel as he tried to think of a response. "As much as you were staring on the drive over? Of course you would."
Daniel's myth dropped open as his teacher pulled of her sweatshirt. Her blouse was only partially buttoned, and there was no sign of the bra he'd seen her take off earlier. There were gaps between the the few closed buttons, as if it had shrunk and was too small to contain her ample breasts.
"The coffee stain came out, mostly." She brushed at the material, sliding her hand down to cup and lift her breast. The darker patch where the thin cloth covered her nipple shifted as she did. "Oh wait, that's me!"
Daniel jerked the car door open and tried to get out, forgetting he still had his seatbelt on. He flailed trying to get free as he sobbed.
"Daniel! Stop that this instant, what is wrong with you?" Daniel felt her hands on his shoulders pulling him back into his seat. He wasn't a big kid, she was bigger and stronger than him so he didn't fight it. Tears and snot were running down his face as he continued crying.
"I want to go home!" He wailed.
He heard the other car door open more than he saw it, and felt the car shift as she got out. He heard his teacher walk around to his open door. She unbuckled his seat belt and handed him something.
"Here, blow your nose on that."
Daniel did as directed and wiped his face. When he had calmed down and was able to see again he realized he was holding Ms Ellsworth's blouse. He looked around wildly and spotted her slitting at a picnic table wearing her sweatshirt again. Her got out and slowly walked over, adjusting his crotch as he walked. He'd lost the boner from before, but it still hurt some. He walked around to sit opposite his teacher.
"Sorry I messed this up again." He said holding out the crumpled white cloth.
She waved her hand. "Keep it for now, if I screw this up again you'll likely start crying and need it." She sighed. "Besides it doesn't fit anymore."
"Why do you keep doing things like that?" Daniel asked, miming cupping a boob he didn't have.
"I don't know, Daniel, ever since that shock this morning things have been all topsy turvy. I saw you looking at me, liked it, and wanted to show off a bit so you'd have something more to look at. One thing led to another, then you were crying, and I felt awful. I wanted to make it up to you, but again as soon as I start getting playful you bust out crying."
"But why would you want to do that with me? I'm just a kid!"
"I know!" She pounded on the table. "And one of my students what's worse. But when you stare it's hard not to think you're interested, then I just want to strip down and put on a show for you."
Daniel felt himself blushing, and saw Ms Ellsworth was red in the face too.
"I've never even kissed a girl." Daniel muttered.
"Would you like to?" His teacher asked. "Kiss me, I mean?" Daniel felt his dick start to throb and get tight in his pants. "We could keep it pretty tame, here, I'll meet you half way."
Daniel watched as Ms Ellsworth leaned across the table, lips puckered. He licked his lips, belatedly remembering his dad's unsolicited advice that girls don't actually like sloppy wet kisses, until they do. Which Daniel had never understood and was too embarrassed to question. He wiped his lips off with the blouse and leaned forward.
Her lips were warm, almost feverish hot, and felt soft on his. She was breathing gently, which relieved Daniel who had been holding his breath. Ms Ellsworth tipped her head slightly to the side and rubbed their lips together. It was electrifying, amazing! Suddenly Daniel understood why the guys in his class would boast about who they'd kissed over the weekend and for how long. Daniel sat back finally, his whole body trembling.
Ms Ellsworth had her chin propped on her hand as she smiled at him, still leaning over the table. Daniel noticed her breasts nearly brushed it as she breathed. She didn't seem upset or disappointed, so he guessed he hadn't been too bad a kisser.
"So, how was that for a first kiss?" She asked softly.
"Wow! Really, really, really good! I--" Daniel leaned back over the table impulsively, and she met his lips again. There was more rubbing, and some moaning, and at one point he felt the tip of her tongue brush against his lips. Daniel tried to make it last as long as he could, but his arms got tired. He sat back breathing heavily. Ms Ellsworth was breathing heavily too, her face bright red.
"Are you okay?" Daniel asked her.
"Daniel, it's very hard to restrain myself with you," his teacher admitted, "but I don't want to scare you again. I want you to set the pace, and explore what you're comfortable with at the pace that seems right for you."
She sat back and ran her fingers through her hair. Daniel's eyes were drawn to her chest, and she obligingly pulled her shoulders back, the sweatshirt pulling tight on her curves.
"Ms Ellsworth, I think I'd like--"