The Class Brain
By Midnite Writer
Rebecca shows a classmate that she’s smarter and stronger than he is


Rebecca was the smartest girl in the senior class. That, in combination with
the fact that she wore glasses and had always been a little heavy, caused her
to be pretty much ignored by all the guys.

However, as our senior year progressed, I started to notice that Rebecca was
really a very attractive girl. I also noticed that she had been losing some
weight and as we headed into the last few months before graduation I decided
she was really becoming a looker.

I found out that in addition to doing a lot of studying, Rebecca had been
taking serious judo classes since the beginning of the year. Her body was
becoming very solid, but it was hard to tell because she always wore skirts
and blouses to school.

I was driving home one day when I saw her walking down the street. I pulled
over and asked her if she’d like a ride, which she accepted. When we got to
her house she asked me if I’d like to come in. I quickly accepted.

Rebecca poured us some iced tea and we sat in her kitchen and talked. She was
a very interesting young woman, and I actually felt a bit intimidated by her
intelligence. After a while she said she was going to go upstairs to her room
and change.

A few minutes later she called down to me, and asked if I’d like to see her
computer. I went up to her room, and she showed me a really nice desktop
computer and told me it also had a high speed internet connection. I looked at
the computer, but I was also sneaking some serious looks at her. She had
changed into tight jeans and a rather tight fitting T-Shirt. This was an
outfit I had never seen her in before, and it was quite revealing! Rebecca
had, as I suspected, blossomed into a really fine looking young woman. She now
had a solid looking body built on a 5’9" frame. Her breasts were round and
full, and her ass was purely magnificent. I noticed her arms were muscular,
and could tell that her thighs were too, as they bulged against the denim
jeans she wore.

Now I was doubly intimidated, as I realized that she was not just
intellectually superior to me, but probably physically superior as well.
That’s because I am a rather thin 5’8" and not particularly strong.

We talked some more and I found myself really enjoying her company. I thought
about all the studs in our class who essentially ignored her and wondered what
they would think if they could see her now, dressed like this, in the casual
and comfortable atmosphere of her own room.

Eventually I asked about her judo classes, and she enthusiastically described
how hard she had been working at them for the past year. She said she had also
taken several self-defense classes, and had become friends with the instructor
who had actually been a professional lady wrestler for a few years. "She even
taught me how to wrestle!" Rebecca told me.

I looked at her and said, "well it doesn’t surprise me. You look like you’re
really in great shape. In fact, I don’t think I’d want to take you on!"

She blushed a little, and said "Oh come on, I don’t think I could ever beat a
guy at wrestling."

I then told her that when I was much younger, around 10 years old, that there
was a 13 year old girl in my neighborhood who used to love to beat up the
younger boys. I confessed that she used to pin me to the ground on a regular
basis. She was much bigger than me, and could handle me quite easily. She
moved away when I was 11, and I had never really thought about those days
until we started talking about Rebecca and her wrestling lessons.

At that point a funny thing happened. We both stopped talking and just looked
at each other. I think we were both fantasizing about what it would be like to
wrestle each other! Finally, she said "my parents won’t be home for two hours,
and there are a bunch of tumbling mats in the basement, would you like to..."

I just nodded my head yes. We both got up and headed for the basement.

In retrospect, I can see that Rebecca probably had a lot of stored up sexual
energy that she just hadn’t had much opportunity to release. From my
perspective, whatever happened down in that basement was probably going to be
just fine with me!

"What rules would you like to wrestle by? She said.

"Whatever you say," I replied.

"Then let’s fight until one of us gives up" she said.

"What if someone is pinned," I asked.

"They stay pinned until they give up" she replied.

With that the fight was on...that is, if you could call it a fight. Within
about 20 seconds she had me flat on my back and was straddling me in a high,
tight, schoolgirl pin. Her muscular thighs were wrapped tightly around my
face, and she grinned as she looked down at me. Her crotch was tight against
my chin, and my arms were pinned by her shins. She started to count me out,
and I thought that she must have forgotten that we agreed that a win must be
by submission. As I laid there helplessly under her, I figured having her pin
me for a 10 count was less embarrassing than making me give up, so I looked
forward to hearing her reach the end of the count.

However, when she got to 10 she just looked down and asked me If I was ready
to surrender. She released the pressure on my head by spreading her thighs a
little. I should have just nodded yes, but I didn’t. I nodded my head from
side to side, indicating I wasn’t ready to give up.

"Well let’s see," she said. "Clearly you are pinned and can’t get away, yet
you refuse to give up. I guess that means I didn’t pin you correctly."

And with that she slid forward and sat right on my face!

Now I have to admit that no one had ever sat on my face before. My first
sensation was panic, because everything had gone dark and I was a little
disoriented. However, in a few seconds my senses were overwhelmed by the smell
of her crotch. It was pungent, yet sweet and somehow intoxicating! I could
just barely breath, but each breath I took drew in her womanly scent. My nose
was pressed right against her pussy and I was actually paralyzed. I couldn’t
have moved if I had wanted to...and I don’t think I did want to.

Her weight bearing down on me slowly began to crush me, and my breathing
became more labored. About this time she began rubbing my face with her pussy;
slowly at first and then a little faster and harder. Though I was slowly being
suffocated, and losing my senses, I was still keenly aware that Rebecca was
actually using my face to pleasure herself! Of course by this time I had a
throbbing erection pressing against my own jeans.

As she continued to hump my face, I managed to free my right arm and I slid it
down so I could reach my own crotch. I’m sure she could have stopped me if she
had wanted to, but clearly her mind was on other things. I quickly began
rubbing my own rock hard cock, and within 60 seconds I had cum in my pants.

Drained and weakened, I slipped into a state of semi-consciousness as she
continued to smother me. Soon I sensed a quickening of her rubbing motions and
then felt a damp warmth envelop my face. She shook and shuttered, then I could
sense that she had slumped forward, as her crotch pressed even harder against
my face. She sat there motionless on me for another 30 seconds or so, and I
was on the verge of passing out when she lifted her weight off me and slid
back into her previous schoolgirl pin position. I was finally able to breath
again, slowly opened my eyes and looked up at her. She was staring off into
the distance as if in a trance, a look of complete pleasure on her face. I
didn’t dare speak, but just laid still and lowered my eyes so that I was
staring into the V of her crotch as it again rested against my chin. The smell
of her lingered in my nose, and my thoughts returned to just how paralyzing
that smell had been when she was sitting on my face.

After about two minutes, she suddenly let out a deep sigh, and then looked
down at my face. I looked back up at her, and we just stared at each other for
a minute. Then she broke into a smile as she regained control of herself and
began to realize what she had done to me.

"Oh my God, I’m sorry" she said. "Are you allright?"

"No problem," I said, "and no need to apologize. You beat me, you pinned me,
and you did what you had to do. What can I say?" Then I added "I just have one
question for you: are you going to let me up now?"

She broke into a big smile and said "Did I hear you give up yet?"

I tried to catch her by surprise and jerked my body to the left just as hard
as I could. She was thrown to her right almost enough for me to slide out from
under her, but at the last second she regained her balance and was able to
settle down on top of me.

"That was a mistake!" she said as she grabbed both my wrists and pushed them
straight up over my head. Then, before I could begin to react, she spun around
on me so that she was facing my feet. She slid her own bare feet back and
locked my head between them, her knees on either side of my rib cage and her
magnificent ass now resting against my chin. I knew what she was going to do
next, and tried to turn my head but she held it tightly between my feet as she
lifted her ass up, slid back, and then lowered it firmly onto my face.

Before she put her full weight down, she said "When you’re ready to give up,
you’ll have to slap the mat with your hand because I’m pretty sure I won’t be
able to hear you say it." With that, she pressed all of her weight down on me.
This time instead of my nose pressing against her pussy as before, it was
pushing into the crack of her ass. She wiggled slowly on my face, working my
nose further and further inside her butt. I was now completely smothered and
feeling the moist heat of her soiled jeans as she rode me to victory. I knew
she could make me pass out in a matter of seconds, so I slapped the mat to
signal my defeat.

She lifted her weight off my face, but wiggled her ass all over my face for
about 30 seconds while she made me say "I give up" over and over again.

When she had teased me enough, she got off me and rolled over and laid beside
me.

"We’ll probably have to do this again sometime," she said.

"Yes," I replied, "we probably will."