All was abuzz in the classroom of Walkerville Elementary third grade for today was the last day of school. The third grade class could barely contain themselves. "All right students, it's been quite the adventurous year together." Said Ms. Frizzle, who stood at the front of the classroom. " I dare say you've all learned so much! I believe it's time to celebrate our year's worth of learning with a party, what do you think of that class?" The class cheered with excitement. Ms. Frizzle scanned the room smiling at all of her students, stopping only to give a brief wink to Wanda Li.

And so the class threw a grandiose party. There was snacks, games, prizes, and fun all around. Time flew by of course and the last few minutes of the day were upon them. The bell rang, signifying the end of a wonderful year. "All right class I hope you all have a wonderful summer, and don't forget to take chances. Make mistakes. Get messy!" Tears of proud joy ran down the Frizz's cheeks as her beloved students waved as they left the classroom. Wanda was about to leave the room when the eccentric teacher stopped her. "Wanda, how would you like to go on one last field trip with me?" Wanda's eyes lit up with excitement. "Really Ms. Frizzle? You would do that for me?" "Well of course Wanda, anything for my favorite student! Liz! Prepare the Bus!" the third grade teacher exclaimed in a sing-song voice. The Jackson's Chameleon gave a salute to the Frizz and dashed out of the room.

The two women followed suit, reminiscing about their favorite field trips together. The Bus was waiting for the pair outside, with Liz at the wheel. "So Ms. Frizzle, where are we going today?" "That's an excellent question Wanda, where would you like to go?" The small girl thought long and hard. "Oh I know! I've always wanted to go back to the Amazon Rainforest. There's just so much there. The birds! The mammals! The reptiles! The bugs! There's an endless amount of crazy wildlife there! To explore it all again would be a dream come true!" "I thought you would think of that. As my uncle once said: "learning is a treasure that will follow its owner everywhere" so let this educational escapade plant the seeds towards a beautiful future!"

Wanda jumped up in joy, she simply couldn't wait much longer, her adventurous spirit yearned for the action, thrills, and excitement. The two boarded the great yellow Bus, who looked quite eager to go on this trip. Ms. Frizzle smiled as she pulled the mesmoglober, transforming the bus into a rocket powered aircraft. She let out a grand "Wahoo" as they blasted off towards their destination at breakneck speed. It wasn't very long before they reached the Amazon Rainforest. Wanda, Ms. Frizzle, and Liz leapt out of the Bus right onto the squishy terrain. Light could barely reach where the trio stood, but it was still bright enough to see. Wanda stood in awe as her five senses took in all of what the lush rainforest offered. The sound of water trickling down leaves, the sight off all the fauna, the feel of the damp air, the smell of the moistened ground, and the taste of the clean crisp air. All of these sensations were familiar to Wanda, since this was her second time coming here, however they still were awe inspiring.

While Wanda occupied herself with the wonders of the Amazon Rainforest, Ms. Frizzle stepped in front of her. "So enjoying the views so far Wanda?" "Yes, very much so Ms. Frizzle, the nature here is quite beautiful!" "I dare say you're right Wanda. Just like my grandmother used to say; :"If you truly love nature, then you will find beauty everywhere." ." "Wow I never thought of it that way before." Wanda stared at her teacher in deep admiration who gave the young girl a genuinely warm smile. "Ms. Frizzle", the Chinese girl asked, "why did you only take me on this wonderful journey?" The orange haired woman paused for a slight moment before giving a hearty laugh. "Why you ask? It's because you're my favorite student. I have a special place for you in my heart." Tears made their way down both girl's faces as Ms. Frizzle's heartfelt monologue continued. "I love all of my students, of course, but you Wanda. There's something special about me that really gets me going. My mother once said "Love isn't something you find. Love is something that finds you." Ms. Wanda Li, I've fallen in love with you."

Wanda gasped in disbelief. "What do you mean I'm special?" "My dear I can't really explain my feelings for you without confusing you." the teacher spoke soothingly to her student. It was too late for the Frizz, for the young Chinese girl just stared confusingly at her, not knowing what to make of the situation at hand. "I can see you still don't quite understand what I'm trying to explain to you Ms. Wanda, perhaps this will paint a better picture for you my dear". The woman proceeded to remove her snazzy dress, revealing her nude body to the child in front of her. Wanda starred in utter confusion and disbelief. She didn't know what to do. Water glistened droplets cascaded down the woman's body. Her nipples were hard, she needed to soothe her soul, and quickly. "Come here Wanda, let me show you the love I have for you." she whispered softly .

The child stood still, unable to comprehend all of what was going on. It was all too much. All too soon. "What's wrong Wanda? I thought that you were the tough one of the class. Where's that bravery now?" Impatience and frustration flooded the teacher's mind. She needed to be loved by Wanda. "Show me that i was right to pick you as my favorite." Wanda's mind was in shambles, she felt as though there was only one true course of action: to make sure Ms. Frizzle was happy. The third grade graduate strutted up to her teacher with an eerie grin on her face. Her knack for solving problems thrown at her had coerced her to comply with the Frizz. "Ms. Frizzle, what do you want me to do? I've never done anything like this bef…" Her words were cut off by Ms. Frizzle's tongue, reaching deep into Wanda's mouth while supplying her with a kiss.

Wanda took a step back in surprise. "What are you doing Ms. Frizzle? I don't know if I'm ready for this." "Where's that adventurous spirit of yours Wanda? Take chances! Make mistakes! Get messy!" Ms. Frizzle no longer had any disappointment for her student, she knew Wanda was hers at last. "Just follow my lead Ms. Wanda and I'm sure you'll catch on quickly." The third grade teacher gave a sensual wink to her partner cementing her intentions. The Frizz pulled the Chinese girl in close. The duo locked lips in a passionate trance. Wanda closed her eyes. The strange unsettling feeling she had before had vanished completely. She could feel her teacher's lust for her. Wanda could no longer just be an observer to the passion being thrown at her, she now embraced these newfound expressions of love.

The two grasped each other tightly in an embrace of two lifelong lovers. Pure euphoria poured out of both women's being. Ms. Frizzle ran her hands up and down the child's arms. The smoothness of her arms gave the teacher even more reasons for her attraction towards the girl in front of her. Wanda could sense what Ms. Frizzle wanted from her and began to remove her clothing, exposing her bare body to her lover. The third grade teacher marveled at the sight before her. "Wanda your breasts may not be as big as mine, but the tender softness of your skin more than makes up for it". The young girl's cheeks burned crimson with embarrassment. "Oh Ms. Frizzle that means so much coming from you" the child cried out in joy. The Frizz let out a laugh before giving Wanda's nipple a lick. The third grader let out a cry of pleasure. This was a new sensation for her. "Is this your first time little one?" the teacher purred. Wanda nodded in response. "Of course it is, I wouldn't expect anything else from you. You're too pure for anything like this, which is why it's going to be so satisfying to taint."

Ms. Frizzle continued to glide her tongue along Wanda's smooth flat body, tasting the sweat coating the girl. The teacher's hands gently grasped the child's small breasts. While there was not much to hold onto, the Frizz knew of the pleasure of being groped. The child let out an occasional moan while her lover's hands and tongue slid around her chest. Ms. Frizzle glanced at Liz and the Bus, who both winked back. They knew Wanda has been won over by Ms. Frizzle's deep connection for her. The third grade teacher grew slightly envious of Wanda. Why should she be the only one being pleasured? "I've felt your silky smooth skin and tasted the salty composition of your sweat, so how would you like to feel my body?" Wanda was momentarily stunned by the proposition. She felt slight shame in needing to be asked if she wanted to give Ms. Frizzle pleasure. "I would love to know how your body feels Ms. Frizzle!" the third grade graduate exclaimed.

Ms. Frizzle beamed with pride and excitement. Her little star student was growing up so fast. Wanda reached out and took a handful of her teacher's tits. Their natural succulent warmth soothed the child's heart. This was where her hands belonged. The young Chinese girl firmly squeezed the Frizz' tits, who let out a deep moan of delight. The middle aged woman's nipples grew hard from her arousal. Wanda groped even harder, causing droplets of milk to leak out. The third grader dove down and scooped up the precious liquid with her tongue. The teacher's skin was smooth and soft, almost as if she had foresaw this event and prepared for it. Luckily for Ms. Frizzle, Wanda's small brain couldn't possibly comprehend these implications. Wanda Li's small mouth muscle did her job with surprisingly excellent effect. "Ms. Li I had no idea of the wonders beholden within that small tongue of yours" the Frizz exclaimed in glee, "I wish I've known you sooner. You should be proud of yourself."

As Wanda continued to lick Ms. Frizzle's body, the teacher lightly pushed the girl's head down. The third grade graduate continued her tonguing as her head crept lower and lower. 'Twas only when she reached Ms. Frizzle's pussy did she stop her licking. The girl stared in awe at the vaginal cavity before her. The Frizz's pussy was dripping with the woman's pleasure juices. Wanda needn't be told what to do for this and dove her tongue deep inside the moist cavern of femininity. The teacher cried out and shut her eyes in pleasure. Wanting to get the most pleasure out this endeavor, The teacher had injected herself with a powerful aphrodisiac that would amplify her sexual pleasure. Unknown to Wanda, Ms. Frizzle had done the same to her on the flight to the Amazon. Streams of euphoria enveloped the Frizz's neural signals.

The third grade graduate made magic happen with each stroke of her tongue, giving her partner the much needed simulation she deserved. Wanda knew that her current job could only do so much with the effort given, so the girl pushed herself even further. Wanda flicked her tongue faster and deeper into Ms. Frizzle's womanhood. The teacher's cheeks burned with euphoria and tears ran down her cheeks. She couldn't have asked for a better partner. The fleshy caverness tasted like nothing Wanda had ever had known of before. Its strange flavor felt right for the girl though. She felt as though her tongue belonged inside Ms. Frizzle at all times. Wanda's tongue dove straight in her teacher's pussy and began to writhe about in attempt to reach every cubic centimeter of the fleshy goodness. As Wanda made her way around inside the cavern, Ms. Frizzle let out an exceptional cry, followed by a gushing of fluids coming straight from her pussy. The teacher moaned aloud as she squirted all over Wanda Li's face, showering her with her juices.

The duo took a step back to bask in the glory of their performance. They collapsed onto the lush forest floor, exhausted. Panting, the two women leaned forward and embraced in a loving kiss. Collecting herself, Ms. Frizzle stood up and beckoned Wanda to do the same. "Ms Wanda, you've given me quite the thrill, now it's my turn to return the favor." The adult reached forward, grabbed the third grader by the waist, and hoisted her up onto her shoulders. The Frizz reached forward and gave the girl's pussy a good lick. The young one almost toppled off of her teacher from the unbelievable sensation. She had never felt something so powerfully empowering before. Pure sensual adrenaline rushed all throughout Wanda Li's body. Each lick sent a surge of euphoria through the girl's body like a wave.

Wanda couldn't contain herself in her body, she squirmed about in absolute pleasure. Her mind went numb, she could think of nothing, say for the waves of adrenaline rippling within her. Ms. Frizzle impaled her partner's pussy with her tongue, sending a sharp jolt of pleasure felt by the young girl. Wanda's cry echoed through the rainforest, letting all the living creatures nearby of her journey to an otherworldly plane of satisfaction. Hearing her moan, Ms. Frizzle couldn't help but shed a tear for her student. The third grade teacher wanted to listen to Wanda moan some more, so she licked her pussy with even more vigor. Her endeavor was well rewarded for the child continued to moan and cry out in euphoria.

Ms. Frizzle continued with her more aggressive tongue action, knowing fully well Wanda wanted it. The third grade graduate didn't want this pleasure, she needed it. The girl gripped her teacher's head tightly as she felt each orgasm grow in intensity. Ms. Frizzle gave a final, powerful flick of her tongue, causing the girl to fully climax. Wanda lost her grip of the Frizz's head, her body momentarily paralyzed by the sheer intensity of the orgasm. The third grade teacher kept her grip on her student so she wouldn't fall. Tears of absolute joy cascaded down the child's face, her mind completely dominated by the adrenaline flowing through her. As Ms. Frizzle set Wanda back down onto the ground, the young girl stumbled around, her legs shaking from her experience.

Wanda and Ms. Frizzle knelt down on the ground in recovery. The time they spent together was indeed quite a trip, but they both desired more from each other. Wanda now knew what the Frizz wanted from her, and The Frizz knew Wanda was ready for something...different. "Ms. Li, you may have felt my tongue inside you, but it's time for you to feel something "slightly" larger". The teacher gave a huge grin to her student, who was shaking from anticipation. Ms. Frizzle waved to Liz inside the Bus. "Liz! You know what to do"! The lizard knew indeed what was need from him as he pulled the lever for the mesmoglober. Out of the Bus shot out a light blue beam which struck Ms. Frizzle. The woman glowed azure while a crimson aura surrounded her. The third grade teacher's pussy started to quiver violently. Ms. Frizzle's clitoris began to swell and grow. It continued its expansion until it took the form of an eight inch cock.

The eccentric woman let out a loud groan as her transformation completed. The bright red tip of her erection burned with an unparalleled lust. This new transformation, not only warped the Frizz's physical body, but her mind as well. She stood, silent, quivering as her sexual desires continued to grow. Wanda could feel her teacher's need to release, so she dashed forward and grabbed her partner's hot meat with both hands. The girl knew where this steaming rod belonged and started to insert it deep inside of her being. The pleasure shared by the duo could never be known by anyone else. Drops of blood ran down the child's legs, her hymen was instantly broken by the sheer size of the Frizz's girlcock. Neither one of the two women cared if there was blood or not, they were too enveloped in their fuck session.

As Ms. Frizzle slowly slid her meat deeper into Wanda's pussy, the girl began to climax with each inch. It wasn't long before all eight inches made their way inside and the third grade teacher couldn't be more impressed with her student. Wanda could do nothing except for cry out in a pained pleasure as her insides loosened up. "Let's ramp things up a bit!" a hormone fueled Frizzle cooed. Even though Wanda could handle the full length and girth of the shaft inside her, she wasn't ready for it to move quite yet. Ms. Frizzle was more than ready however, and began to thrust her cock in and out of her poor partner. Wanda's eyes rolled to the back of her head and stuck out her tongue. The amount of pleasure coursing through her body was almost too much for her to physically handle without breaking. Pumping her meat, Ms. Frizzle's mind had completely left the corporeal plane.

She thought her pleasure was at its absolute peak when all of a sudden her cock began to tingle. She closed her eyes as the tingling sensation reached its highest intensity. Ms. Frizzle ejaculated deep inside of the girl riding her cock. Wanda felt hot inside as she fell in and out of consciousness. For her teacher, the orgasm had an even greater impact. The third grade teacher gasped for air. She had ascended to a realm of reality not to be comprehended by low level beings. In the brief time of her orgasm, Ms. Frizzle felt as though she had gained omnipotence. Cum dribbled out of Wanda's pussy in a steady stream as both women stood motionless, entranced by the sweet melody of sex.

Finally gathering her strength, Ms. Frizzle removed her cock from Wanda Li's sensitive cavern. Semen still continued to drop out of her meaty stick. She held her girth up to the young Chinese girl at eye level. "Put that meat in my mouth Ms. Frizzle" the girl demanded. Ms. Frizzle was surprised with Wanda's willingness. "Ask and you shall receive my girl" Ms. Frizzle responded with a smirk. The third grade graduate licked the cum off from the shaft. Its consistency was similar to raw eggs, why its flavor was not quite as similar. It was the closest thing to cum as one could get. The flavor found its way into Wanda's heart. She needed more of the Frizzle's essence.

Not wanting to wait any longer, the girl opened her mouth as wide as she could and engulfed most of the rod all at once. Even though most of Ms. Frizzle's girlmeat rested in Wanda's mouth, neither women were satisfied with just mostly. Wanda wanted it all, and the Frizz wanted to give her her all. The third grade teacher rammed her cock completely down the girl's throat. Wanda's eyes burned, she could barely breathe with the massive cock lodged in her esophagus. Breathing was not a necessity at the moment. The only thing the child needed was to taste Ms. Frizzle's hot sticky mess. Ms. Frizzle began to thrust her cock in and out of the third grader's mouth. With each thrust came a fair amount of slurping sounds from Wanda.

As the teacher continued to give Wanda's tight throat punishment, Liz grew annoyed. Ms. Frizzle had spent a good amount of time with Wanda, but had neglected him. The lizard wanted to be apart of the action. With a flick of the mesmoglober, Liz shot himself with the same energy blast as Ms. Frizzle. He felt his reptile cock expand to a size impossible for a creature his size. A Liz was not satisfied with his transformation, not yet, so he hit that mesmoglober once more. This time, the lizard's erection grew to an astounding nine inches. This increase of size was much more to Liz' liking. He turned around and spotted his target and dashed forward to intercept.

As Wanda took in the length of Ms. Frizzle's girlmeat, a great sensation rose from her pussy. She looked down in shock to see Liz and his fat cock being driven deep inside of her cavern. The lizard's sizable erection burrowed deep inside. Wanda Li's snatch was already loosened up from her previous pounding, however she was not prepared for this reptile cock. Being an inch longer than the Frizz's, the lizard's meat was more than what the third grader could mentally withstand. "Looks like Liz wants to join in on the action" the third grade teacher purred. "You'd better be prepared Wanda, for I don't think he'll take no for an answer, not to mention that sizable cock of his." Wanda couldn't speak or even move her head with her teacher's meat stick down her throat, but Ms. Frizzle understood what was going on inside of her head. This interference from Liz was a welcomed surprise for the child. A cock was a cock, no matter what the source.

Seeing Liz joining in on the fuckfest, the Bus ached for some sort of release. Everything he had witnessed was such an arousing show for him. The Bus simply could keep all of his pent up urges in check for much longer. Licking his lips, the Magic School Bus made a small modification to its body. The underside of his metal exoskeleton bent and twisted into a shape resembling a human penis. The massive metal being moved one of his front tires down towards his newly created shaft ad began to stroke. Drops of oil seeped out of his cockhole, his arousal was incredible, this would be the best thing to ever happen for him.

So now, both Liz and Ms. Frizzle pumped their majestic meaty appendages in and out of the child's body. Tears ran down the girl's face in a steady stream. The pain of being violently thrashed from two cocks at once was intense and grew by the minute. Even through all of her pain, Wanda had no regrets about her decision, she still wanted to be used. It wasn't too long before the duo of cocked ones could feel themselves getting close to ejaculating. Ms. Frizzle held Wanda's head firmly in place. Not a single drop of her cum was to escape from her cocksleve. Then it all happened at once. Not one, but two nuts were busted at the same time. Ms. Frizzle let out a "Wahoo" and Liz made a loud hissing sound as semen flowed out of their meat rods.

Wanda could feel her womb fill up with the reptile's seed as an ungodly amount of cum cascaded down her throat. Liz backed off, satisfied with being involved in intercourse. Semen flowed out from the small Chinese girl's pussy, collecting into a puddle on the forest floor. Ms. Frizzle removed her cock from her student's throat, they both had had enough for the day. Wanda Li coughed up the small amount of semen not swallowed. Although she was able to take in most of the Frizz's load, her small stomach couldn't possibly contain the incredible volume of it all. Seeing her precious cum being spit up, Ms. Frizzle briefly flustered in rage, but then settled down. Wanda had done her best after all.

The two women collapsed onto the ground in absolute exhaustion, their sexual endeavor had taken its toll on even Ms. Frizzle. Wanda struggled to move her body, she felt as though someone was still pounding her pussy. As the duo tried to catch their breaths, a shower of oil splashed all over them. Ms. Frizzle looked over and saw the Bus and his metallic meat spurting out oil. The teacher let out a laugh, while Wanda could only moan. This release was enough for the Magic School Bus, so he transformed back into his original form.

Wanda's mind was completely inoperable. Whatever coherent thought she might have had previous to this day left the child completely. She was a slave to her sexual desires now and forever more. The Chinese girl tried to stand up, eager for more stimulation, but found that her legs wouldn't respond. Try as she would, Wanda couldn't even get the lower half of her body to move. Everything from her waist down felt completely numb, as if it wasn't there at all. Undeterred from her sudden paralysis, the third grader tried to crawl towards Ms. Frizzle, eager to taste her meat once more. The effort proved to much for the child, causing her to collapse in exhaustion.

Even with her paralysis, Wanda wanted to feel something or have something feel her. Her eyes darted the ground of the damp rainforest, desperately looking for something to give herself pleasure. The girl found something that would be satisfactory for her desires: a spider's egg sack. The silky surface glittered in the eyes of the child. With her mind too distorted to think of anything of actual value, Wanda felt a deep connection to the white orb on the ground. The young one gently plucked the small egg sack off of the tree harboring it. The confused child spread open her pussy and inserted the sticky ball deep inside. She wanted to be the spider's mother. "I'll see you soon my children" the child whispered as all went blank around her.

Ms. Frizzle stood in contempt as Wanda fell unconscious. The girl had served her purpose and was of no further value to the third grade teacher. "Let's go Liz" the woman scoffed. Ms. Frizzle took one last glance at the child laying on the rainforest floor. She chuckled to herself knowing no one would ever find her body. It was only a matter of time before the girl died of either dehydration or wild animals. "At least Wanda's body will make for a nice food source for the spiders inside of her". The woman laughed and let out a "Wahoo" as she took off in the Bus, never to see the child left behind again.