Pulling back she unbuttoned his pants and pushed them down along with his cotton briefs. She was only peripherally aware that most of her students were naked or on the way to naked by now. Henry was embarrassed he had never been naked in front of anyone but his mother. Seeing this Brenda kissed him again. "Don't be ashamed, my love you are beautiful the way God made you." She ran her hand over his round rummy and found his hard penis sticking up at 45 degrees. Only 6 inches long but hard as a rail spike, Brenda unbuttoned her slacks and pushed them down with her granny panties. "See now we are all naked right?" The boy nodded one hand still on her left breast thumb rubbing her nipple. He started at her crotch it was her turn to blush. She had shaved off all the hair except a heart shaped patch just above her slit. Getting down on her knees and keeping eye contact she opened her mouth wide and took the boys penis and balls into her mouth. Brenda moved his hands to her curly brown hair and grabbed his ass with both hands. The school teacher started pulling his hips back and forth teaching him how to fuck her throat.