Millie was a real tease. She always knew it. She had perfected it to an artform. So when she registered for Mr. Berg's class in Anatomy and Physiology to gain the necessary credits towards her nursing degree she knew exactly what she was doing.

Millie was not what one would call an "A" student, but she was able to tease her way through Nutrition and Biology 101 with her looks and her seemingly impeccable ability to flirt the pants off any professor. She thought Mr. Berg was a shoe-in. At 43 he was beginning to lose his hair on a daily basis. His waist had thickened and he recently found out that he needed glasses for reading. Finding himself at that point in his life where he was frightened that he was losing his looks made Mr. Berg the perfect target for Millie.

She put her plan into action. Every day she wore short, pleated skirts. Sitting in the front row made it easy for her to 'absentmindedly' open her legs a little too wide. Many times she caught his glance, but she grew more and more frustrated when he ignored her coy smiles and attempts to get his attention by biting and licking the top of her pen with her sexy smile. Meanwhile, her grades just barely hit the "C" mark. Everything changed when the weather began to grow warmer. Millie began to wear sexy little midriff tank tops. Her Nikes were replaced by sandals. One morning, when she felt tired and more than a bit frustrated she yawned and stretched her arms up in the air. Millie's bare arms reached up towards the ceiling and then she became aware of something interesting. Mr. Berg had stopped lecturing for a moment and was staring at her arms. His gaze went down to her underarms and further down to her exposed bare midriff. At first, the girl thought she had forgotten to shave under her arms and became self-conscious. But she lowered her arms and felt the smooth softness there and realized that Mr. Berg had a bulge in the front of his pants. Strange. He must like what I'm wearing.

So Millie went out and bought the sexiest little sleeveless shirts she could find and wore them everyday to class. She learned that she could get an instant rise out of her teacher just by stretching or even playing with her feet as she slipped them out of her shoe and rubbed the red painted toes. With Finals just days away, Millie decided to put her long term plan into action. She stayed behind when everyone left for the day and stared at Mr. Berg's seemingly never-ending erection through his knit pants. "Can I help you?" Ms. Anderson?

"I'm wondering if you could help me, Mr. Berg," she said rising from her chair and walking slowly towards her obviously flustered teacher. "I'll try."

"I need lots of help with this nervous system. I just can't seem to get it. Could I get a private lesson from you?" Mr. Berg looked at the thin cutie. Millie was indeed a beautiful girl. She stood around 5 feet and 6 inches with long, curly light brown hair and sparkling blue eyes. Her skin was flawless and looked exceptionally smooth. As he stared down at her he saw that her blue, sleeveless top barely covered her belly button in which a gold ring was placed. She also wore a very short, pleated, plaid skirt; one that you might see worn in a private school, only this one was way too short to be decent. Her long legs tapered down to a pair of perfect little feet with red-painted toenails exposed in her white sandals. "I ... " he paused and began to stutter. "I might be a b-bit b-busy this aft....". His voice stopped when Millie lifted her one arm and let it drop behind her head as she began to play with her long locks. He looked at the exceptionally smooth skin of her upper arm and down to her bare midriff. The bottom ribs were easily seen peeking beneath the cotton shirt. Her legs, shaved smooth supported sexy hips that were thrust just slightly to one side. Mr Berg's organ was so engorged that it began to ache. He was almost a little angry at this young tease. Who the hell did she think she was? But it was pure lust that decided her fate.

"See me in my office in five minutes."

Millie was absolutely giddy with excitement as she followed Mr. Berg down the snaking hallway. He came to the door of his office and turned to the girl who looked up at him, batting her eyelashes. "Meet me here in five minutes."

Millie rushed to the girls' room and checked her make-up. She retouched her eyes and lips, kissed a piece of tissue paper then 'kissed' her reflection in the mirror. She combed her long locks and felt it splay across her bare shoulders. She posed with her arms up and her hands behind her head. "Mr Berg seems to like my skin a lot," she thought to herself. "Way to go, Girl," she said aloud to her reflection. "I see an "A" in your future." There was a knock on Mr. Berg's door. When he opened it he saw the petite coed smiling a coy smile with just the little corners of her painted mouth turned up. He watched her walk by him and noted the affected wiggle, seeing her round bottom shifting beneath the thin confines of her skirt. He was aching in anticipation.

"Sit over there," he said, indicating his leather chair. Millie gave off a slight squeak when her bottom made contact with the cold leather seat. Her skirt was way too short to cover her there.

"I've been going over your grades and have decided that you need a miracle to pull in a "B"" he said sternly. "I know," she said a bit over dramatically. "I just wanna be good." "Unfortunately," Berg said interrupting her. "You haven't been good." "I'll do anything I can to get a good grade," she said as she leaned forward and pushed her breasts against the edge of his desk. "Anything," she continued and slipped her pinky into her mouth, first biting the tip, then sucking on it.

Berg looked down at her legs as she crossed them, dangling one foot. He saw her sandal fall to the carpet. Her painted toenails wiggled seductively. "You know, he said," you've been teasing me all semester. "I know. I've been doing it on purpose."

"I don't like little girls who tease."

She walked over to him and stretched her bare arms into the air. "What do you do with little girls who tease." He looked down at her long legs. His face was eye-level with her belly; a small gold ring ornamented her naval. He grabbed her soft waist and she yelped at the suddenness of his movement. She found herself being thrown over his knees.

"Mis-ter Berg!"

"You've been a bad girl." Then he lifted her skirt and saw her perfect round bottom. Her pink panties were so thin and tiny that they were barely there. "What are you gonna do to me, Mr. Berg," she said. He raised his hand and let it come down on her soft bottom with a 'smack'. Millie squealed. It stung! "Ow," she cried. "That hurt!" Ignoring her, he lifted his hand again and brought it quickly down again, stinging her bare bottom.

"Mr. Berg," she said, now a little more concerned since she was not prepared to feel any pain. "Stop it!"

He lifted his hand again and noted the redness beginning to form on her once perfect ass. Letting his hand come down again, he lifted and dropped it repeatedly, spanking the poor girl.

"You're nothing but a tease, Millie, you know that." "I'm sorry," she said, now sounding more honest. She began to claw the air with her hands in an attempt to achieve some balance. Her hands went forward and the teacher looked down at her thin, stretched waist. He reached around and did something that Millie did not expect. He dug his fingers into her thin rib cage like clamps and started tickling her ribs furiously. The poor girl threw her head back and began to laugh a high girlish giggle, kicking her legs behind her throwing off the last remaining shoe. She attempted to reach behind her back to pry his fingers lose from their tickling grip but his tickling moved down her ribs to her belly. Millie's eyes were closed shut and she was growing weak from laughter. Of all the things she feared in the world, Tickling was at the top of the list. She was unusually ticklish and avoided any kind of confrontation when it came up; usually by dates.

Berg felt the soft belly that he'd been lusting over all those weeks and slid his fingers around her belly button and her tummy. She clawed the air desperately, knocking off his glasses.

"That was bad!" he said, and he began to spank her sensitive bottom once again. She yelped and reached behind her to grab a hold of the hand that was creating the stinging spanking. Mr. Berg saw this, so the professor moved his hands and begun 'walking' them up the sides of her hips to her thin waist, feeling the change in sensation as his fingertips now felt flesh. The tickling was pure agony for Millie. She reached down to grab his hands and accidently felt the bulge in his pants. He moaned and everything stopped for a moment.

"Why Mr. Berg," she said, looking back with a smile, her hair in front of her face, "What have you got down there?" She looked like a little girl; a little girl with a woman's body. The image fired him up to a fever pitch. This girl was also a very big tease so he began to spank her again. Her hands pulled away from his erection and she, once again, began clawing the air, and grabbing her long locks of hair as she shrieked like the naughty girl she was. She reached behind her to pull her short, pleaded skirt back over her hot, red bottom in an effort to cover up the stinging assault. Her bare feet kicked and wiggled in the air.

Mr. Berg saw this and reached up to grab her ankle. Then he ruthlessly scratched the bottom of her sensitive, soft sole. This sent Millie into a panic. She absolutely howled in laughter and the ticklish sensations on her bare foot. Uncontrollable. This young tease who prided herself in controlling her teachers was now completely out of control as she tried to whip around and grab the tickling fingers that assaulted her poor ticklish foot. This action made her body lose the little balance it had and she felt herself falling onto the carpet. Still howling in laughter, and using one hand to support herself in an upright position, she reached her right hand up to cover the bare sole that was being tickled so persistently. The teacher saw her smooth, hairless underarm exposed by this action and took advantage of this opening by slipping his fingers into the warm underarm and tickled the helpless girl.

Millie flew into a panic and threw her arm down, pinning his four fingers underneath her armpit. Her eyes squeezed shut and she squealed a high-pitched squeal as she let lose a serious of uncontrollable hysterical giggles. Berg continued to wriggle his four fingers in the sensitive armpit, the paradox of not wanting to open her arm to expose the ticklish underarm yet having the tickling invaders locked under the arm was too much for the young girl. She screamed and burst into hysterics. She was completely out of control. She was in a state of panic but all she could do was laugh her lungs out. The girl wriggled on the carpet, her newly spanked bottom still stung but she managed to pry his hand free of her underarm and throw her body back, breathing and panting. Her long hair was splayed over the carpet. Mr. Berg positioned the ankle he was holding onto his throbbing erection and rubbed the foot back and forth. Holding her foot in a vise like grip, he reached down and tickled her ribs; first one side, then the other. She was trying to kick her leg but with his tight grip, it only managed to massage his increasing pleasure. Millie howled and squirmed, wriggling her lithe body around the carpet.

Berg stopped tickling her ribs and went back to the bare sole. The heel of the foot was pressed against his erection so he slid his fingers over the ball of the extremely soft foot and scratched the base of her toes. Millie had tried to reach up and grab his hand away but the tickling at the base of her toes proved too much to take. All she could do was throw her body back and claw at her hair, arch her back and scream in ticklish agony. He noted that her foot was so soft; not a trace of callous. Obviously, this little girl was pampered. He tickled the delicate, pink little sole with the tiny creases and uttered, "Kitchee kitchee koo! Tickle tickle tickle tickle!"

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