Ms. Brooks blinked and began to smile standing up and rubbing her breast on his chest only to slide his length at the tip to her pussy. She took ahold of his jaw line and kissed him on the lips. " Good boy. " she commented as she pressed his cock into her body. Wincing a bit. " Ooh..a little bit thicker than expected aren't we? " she slid the others hand to her hip and curled her spine and slid herself up and down the first few inches readying herself picking up a slight pace. Her breast bouncing a bit, seeming to go a little faster taking it in deeper inside. Giving a light panting sound in a cry she  nodded. " I can feel it throbbing inside me.." she commented as her walls clenched tightly along his length. "You should stay after class more often if you keep this up.. " she teased only to press her body into his. "Take control. " she said calmly licking up his cheek.