I was sitting in a darken room with about 20 other students watching a projector slide show of 20th Century art. Our teacher Mrs Ingley, I suspect, was a bit of a sex addict, because she showed lots of nude pictures and painting in our art history lessons more than I can suggest were really needed for the topic. She was also a bit of a hippy who always wore big tent like brightly coloured ankle length cotton dresses and open toe shoes. On two occasions in previous art prac classes she bent forward in front of me to point something out on my canvas and her dress would fall forward. I could sneaked a look down the front of her dress and clearly see she was not wearing a bra. While I couldn't make out further down past her large breasts, I suspect she didn't always wear panties either.
Anyway back to the art history lesson on this day I was sitting right up the back of the class as I had arrived to the class rather late. The only seat left was over the far side of the room in the last row between a girl called Helen and I guy I played football with called Andrew. Andrew really was not at school to learn, it was pretty much common knowledge he was just waiting to be selected by a Victorian AFL team and would go off and play professional football in the next 6-12 months. Just about every art history lesson Andrew would fall asleep and it was only a few minutes into the lesson and I look over and Andrew has his chin on his chest, his arms folded and eyes shut. Helen who was sitting in the corner of the room was on my right a girl who without sounding rude wasn't the most attractive girl at school and really didn't seem to have too many friends. She was a bit geeky but did have a slender body and smallish boobs.
It was about ten minutes after the class had started and Mrs Ingleyr was explaining the brush strokes on a Amedeo Modigliani painting and kept pointing at the breasts of the reclining female nude on the screen. I suddenly could feel my penis straining against my pants. I looked down to check and even in the dim light of the room I could see an obvious bulge where my penis was making a tent in my pants. A bit conscious, I looked over at Helen who was only about 2 feet away and to my shock she was looking directly at my pants. I became embarrassed and started squirming in my seat but Helen kept sneaking a look every time I stopped moving.
Eventually I leaned back in my chair and put my hand in a pocket, grabbed my cock in an attempt to restrain it and cover up what was at this stage very obvious to Helen. Unfortunately this did not really help a lot, it only made my erection harder. I couldn't help myself and start slowly rubbing the end of my cock thought the thin fabric lining of my pocket and soon could feel a small patch of wetness on my hand.
I looked over at Helen wondering what she must now be thinking as she was now continually starring at my waist. My eyes were then drawn down below her desk and I was stunned to see Helen had placed her right hand down on her own lap and was slowly drawing her knee length cotton skirt up her thigh slowly but purposefully with her fingers. Before long she had bunched her skirt up around her waist open her legs slightly wider under her desk and had moved her hand onto her pussy. In the dim light I could just make out her hand between her legs, she was slowly rubbing her clit through her panties.
For a quick moment we stared at each others face. In a sort of inquisitive way, without using any words, I think we were both trying to gauge where this was leading. As I looked into her eyes she opened her mouth slightly and let out a slow long quite breath. Helen then moved her head and eyes down to her waist in a attempt to draw my attention to what she was now doing with her hand . When I looked down I could see she had now placed her right hand inside her panties and was slowly rubbing her pussy.
As I watched she turned slightly in a attempt to let me have a better look at what she was doing. By now I had completely lost focus on what our art teacher was saying or what was on the projector screen at the front of the class. I was now focused on what I was doing with my hand in my pocket and was staring down Helen's front. I bent forward slightly and to the right in a attempt to get a better look and as I did Helen stretched her hand away just for a second and I could see inside her panties and could just make out her pubic hair and soft mound that outlined her pussy. I then saw her extend her middle finger and slow draw it back to what I could only imagine was the inside of her pussy.
By now I was massaging the length of my penis through the lining of my pocket. I really would have preferred to have been able to open my fly and rip my cock out so I could have better access to masturbate my cock and now aching balls but I was sort of caught up with what I was doing and seeing. Also I think I was too scared someone else would see what was happen. However, I was getting my fingers to rub up and down the shaft, flicking my fingers back and across across the raised urethra track on my upside down cock as I had it pinned to my thigh.