"Ahhhhhhh," said Will as Carl was checking his mouth.

Carl started making that sound as well, which made Will confused. But Carl just ignored the Will's confused look and carried on on whatever he is doing inside Will's mouth. After a few minutes which seemed like hours to Will, Carl finally pulled out.

With a seemingly unsure look on his face, Carl said, "Will, I think you're going to need a root canal."

Will's face was filled with shock and disbelief as he said, "What? But I got one last year! And I brush my teeth and floss 3 times a day!"

Carl suddenly started laughing which confused the Glee Club Teacher even more.

"Relax. I'm just kidding. I'll just have to fill in some cavities in your teeth and we're done."

"Okay," Will said with a sigh and a face of relief.

Just to make some casual talk, the dentist said, "So, what is your Glee club gonna perform during Sectionals?"

"I don't know yet," Will mumbled. Showing a face of annoyance because he obviously cannot talk while a hand is inside his mouth.

"Great. When is it? I'd love to watch."

"I don't know that, too," Will mumbled again, this time with an eye roll.

Carl has just finished filling a cavity in one of Will's teeth and was going to adjust his position when his crotch accidentally rubbed against Will's. Will gave out a small moan, and then blushed after he realized what he has just done. Carl smugged and said sorry with a wink.

Will got confused again. "It's alright," he said with a tone of uncertainty.

Both of them were getting hard, but neither of them knew. As Carl was filling a cavity, his erection was beside Will's face and is way too close for comfort. Will noticed the very obvious bulge on the manhood right beside his face and also discovered the growing hard-on he had as well. Carl didn't notice his and his patient's hard on as he was busily working on his mouth.

"This is going to hurt a little bit, okay?" Carl said, and not waiting for a response, he began to what seemed like drilling on Will's tooth.

The pain caused Will to jerk and his face bumped Carl's hard-on with his right cheek.

Carl was shocked and looked at Will with a face which seemed to be shocked, confused, and turned on at the same time.

Carl raised one of his eye brows and licked his lips, and started cupping Will's face.

As Will was about to protest, Carl put his lips on top of Will's.

Will has hesitant at first, but after a few attempts to push Carl away, he gave in and let Carl's tongue inside his mouth.

Carl was obviously experienced when it came to kissing. His tongue went around Will's mouth which made Will moan from pleasure.

He suddenly sat on Will and started grinding their erections together, which just made Will's moans louder and louder. Their lips were locked together for a few more minutes until Carl pulled out to breath, and then he attacked Will's lips again.

As they were kissing, Carl started unbuttoning Will's shirt while not breaking the kiss and stopping the grinding he was doing to Will.

Finally, Carl broke the kiss and started on Will's neck, giving him a hickey.

And he went lower, to Will's chest, and started kissing it and licking Will's erect nipples. Carl licked Will's nipples alternately, left, then right, then left again, then right again, and giving playful bites to the nipples from time to time.

He kept going lower, making time to admire Will's abs and kissing them.

After a few kisses on Will's ab-filled stomach, Carl started undoing Will's jeans.

"Come on! Unbuckle i-it already..." Will said in what seemed like a whine. He was growing impatient, his erection needed a release already, and he can feel himself about to go into climax, which he didn't want to happen. He wanted this to be longer.

After a bit of a struggle unbuckling Will's belt, Carl was finally done. The only thing left on Will is his unbuttoned shirt and his boxers.

Carl felt like teasing Will by rubbing his hand on Will's crotch. Which made Will grunt out of annoyance.

Seeing that Will was growing impatient, he pulled out Will's boxers, uncovering Will's erection.

Carl licked his lips and stared at the piece of meat in front of him, and then went for the attack.

He tried to get as much of it in him as possible. Will's penis was around 8 inches long, and was really thick. It had curly pubes around it, which somehow looked like Will's hair.

Carl started sucking on Will's cock in a rapid pace, which made Will's moans faster and stronger.

Will was about to go over the edge, and he thought that he should warn Carl.

"I-..I'm about to-"

Will went over the edge, and Carl tried his best to swallow all of it, but he wasn't able to. Some of the cum fell on the floor, and some were still on Will's penis head. He licked the cum off of Will's head and gave Will's shaft one last lick.

Carl stood up and took his own shirt off, revealing his well-toned and muscular body. He then took off his pants and boxers in one pull, revealing his erection as well.

"You shouldn't be the only one having a release." He said with a smirk on his face.

He then sat on a stool and started jerking himself off, moaning in pleasure. This was making Will hard again.

Carl's dick was around 8 inches as well, with a forest of pubes surrounding it.

Carl noticed Will's growing erection and said, "Wanna fuck?"

Will's eyes grew larger and nodded without even realizing it. It's as if his body moved involuntarily because he could have sworn he didn't allow his head to nod.

Carl stood up, opened a drawer and pulled out a condom and some lube.

He then went back to Will and knelt down between Will's hairy legs, and put the condom on Will's cock.

Will just watched him do all of this because he still couldn't get over the fact that he agreed to this.

When the condom was placed already, Carl started spreading lube all over Will's erection.

After spreading it around Will's cock, he dipped his fingers with the liquid as well.

He got up and sat on Will's legs, and gave him a kiss on the lips.

After that, he put his finger inside his ass, pushing it in slowly and carefully. His face was a combination of pain and pleasure. He kept pushing and pulling his finger in and out, each time his moan gets louder.

After a few strokes, he pushed in a second digit. This time his moan was more of pain than pleasure. He literally screamed when he hit his prostate.

After that, he inserted a third digit into his ass. He screamed again with a face which made Will turned on.

When he thought he was ready, he adjusted his position so that Will's penis head is touching his crack.

"I'm ready." Carl whispered.

And then he lowered his body so that Will's cock could penetrate him. As he went lower, his moans of pain and pleasure became louder. His ass was able to take in all of Will's penis and he was literally sitting on Will's lap. He then raised himself again, and went down again, letting Will's penis enter him once more. This time, his moan was all pleasure.

He kept going on and on for a few more moments, using Will's shoulders for support.

As Carl was riding Will's cock, Carl went in for a kiss.

Carl was able to kiss Will while getting Will's cock inside him.

They found their rhythm, and they went on like this for a few more minutes.

"Cum for me." Will said.

And this was all that took to send Carl over the edge.

His penis ejaculated all over Will's sculpted chest, dripping down his abs until it reached his pubic forest.

Will went over the edge right after Carl did, squirting cum inside Carl's tight ass.

After that, Carl pulled out of Will and stood up. He went to the drawer again and grabbed a towel.

He cleaned the inside of his ass, and went near Will. He knelt down and started licking his cum from Will's chest.

As he was doing this, Will managed to say, "Screw Emma. I want you more than I want her."

Carl stopped licking, looked up to Will, and said, "I never wanted Emma. All I wanted is the guy that's after her."

They smiled at each other, and then Carl stood up and kissed Will once more.

Carl's hands were cupping Will's cheeks while Will's hands was rubbing Carl's back.

Carl broke this kiss and said, "You're sweating like hell and there's sticky cum on your stomach. Want to take a bath in my house? You can spend the night too, if you want." After he said this, he winked at Will and gave him a seductive grin.

"Sure." Will said with a nod, and kissed Carl once more.