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Ms. Frizzle's Class Explores the Human Body	By : Meowshi Category: -Misc Cartoons > General Views: 2642 -:- Recommendations : 0 -:- Currently Reading : 1
Disclaimer: I am not in any way affiliated with the series, The Magic School Bus (1994). The following is a non-commissioned work created for entertainment purposes only.

Chapter List
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“I knew I should have stayed home today,” Arnold groaned from behind his trembling fingers.
“We’ve been Frizzle’d!” Tim groaned as he slapped his head.
"What are we gonna do? What are we gonna do? What are we gonna do?" Wanda panicked, biting her fingernails down to the nub.
The students all gulped collectively. This was by far the worst fear for any student, the dreaded pair-up. Having to choose between friends and make a public show of who you valued spending time with more always led to awkward, humiliating moments. This was even worse than a regular assignment pair-off because the boys and girls couldn’t just pick who they were most friendly with. No, this sort of demonstration was far too intimate and too nerve-wracking to share with a friend. The kids would have to choose the student they were most romantically-interested in and announce it to the whole class! The sudden wave of hesitation and jitteriness in the classroom seemed to excite Ms. Frizzle, and she sat down at her desk, absentmindedly reaching for and playing with Keesha’s nipples as the class began to pair off.

_________

Wanda was by far the bravest girl in the class, and it didn’t surprise anyone when she confidently marched over to Arnold and grabbed his hand. Well, it didn’t surprise anyone but Arnold that is.
“M-me?” he stammered, not sure if she was playing some sort of trick on him.
“You.” she stated matter-of-factly, as though it was the most obvious thing in the world.
Wanda Li was the toughest, prettiest girl in the class by Arnold’s standards. The tall Chinese-American girl had short, chin-length black hair and bangs, and was active and adventurous in a way that Arnold simply wasn’t. She never hesitated before one of Ms. Frizzle's crazy field trip ideas and wasn’t afraid to speak her mind or take charge when the situation called for it. She was also a classic tomboy, even now he could spot dirt on the knees of her red jeans. She also wore a pink shirt, a maroon vest with two yellow flowers printed at the bottom, and black Mary Jane shoes that said she didn’t care much about fashion or looking too girly. She wore clothes that she felt comfortable in and that made her feel confident.
And now Arnold was watching her take those same clothes and throw them carelessly to the floor. Gone was the girl at the beginning of class who had been so nervous that she couldn’t hold a condom straight. Wanda confidently kicked off her shoes, lowered her jeans, and tore off her shirt before turning to look at Arnold accusatorily.
“I’m not doing this alone am I?” she asked pointedly.
“N-no, of course not!” he said as he started removing his own clothes.
Arnold Perlstein was a bespectacled, timid boy with pale skin, curly red hair, and sensitive green eyes. He was lanky, but not athletic, and had a nervous nature about him that put some people off, but Wanda had grown to appreciate it. He was always smartly dressed in a yellow-and-white striped polo, crisply-ironed blue jeans, and clean navy and white sneakers. He would sometimes lower his light-blue circular-framed eyeglasses to clean them off and have this helpless squinty-eyed expression that Wanda thought was just the cutest thing in the universe.
Arnold pulled his shirt up over his head, somehow managing to get his glasses stuck in it, and nearly fell over his chair trying to retrieve them. Wanda giggled at him teasingly, and he realized that he thought the sound was absolutely beautiful. He folded up his shirt neatly onto his desk, before placing his sneakers and socks next to them gingerly. Finally, with nervousness coursing through every cell in his body and Wanda staring at him expectantly, he pulled down his jeans and immediately cupped his hands over the bulge in his pristinely-laundered tighty-whities.
Wanda nodded approvingly at him, strutting up to him in her own underwear: a small red-and-black pair of plaid boxer shorts. She seemed confident in herself, with her hands down by her sides and a smile on her lips. She didn’t wear any sort of bra, having a chest that was somehow even more flat and featureless than Phoebe’s. While most of Olive’s olive skin was prettily-tanned, the strip of flesh surrounding her little pink nipples was lighter and in the shape of the strapless tube top bikini, she wore in her backyard pool. Arnold couldn’t take his eyes off of her, even as his glasses fogged up with his heavy breathing. She easily wrestled his hands away from his groin, being the stronger of the two, and gave him a big encouraging hug that made his heart skip in his chest.
In an impressive flash of movement, she pounced on top of Arnold and carelessly flung her damp boxer shorts over her head into a corner of the room. Her lower half was also beautifully untanned, the strips of pale flesh along her thighs and vulva showing that she swam in small boy’s trunks. Both students were now writhing on the dirty floor, but Arnold’s penchant for cleanliness had been curiously forgotten. Wanda wiggled her naked butt into Arnold’s groin teasingly, and his boyhood immediately sprang to attention for the first time all day. Wanda beamed down at the bulge in his underwear with pride before poking it playfully and saying, “Does someone want to come out and play?”
Arnold was too nervous to take them down himself, but he nodded, indicating that Wanda could remove his underwear if she wanted to. She didn’t need much encouragement after that and snaked them down his legs in one swift motion.
His penis was…honestly pretty small, even for a boy his age. It was nestled neatly in a tuft of orange-red hair slightly darker than the hair on his head. As Arnold was Jewish-American, he had been circumcised at a fairly young age, and it quite honestly robbed him of a little extra length he could have probably used, but Wanda didn’t mind at all.
Of course Arnold’s penis was small, all of Arnold was small and wimpy. That’s what she liked about him! She didn’t want some big sporty boy like Tim or Ralphie (ugh!); she wanted someone she could carry around the playground and say, “This is mine! I can kiss him whenever I want and if you try to lay a finger on him I’ll punch you into next week!”
She smiled seductively at Arnold and drug her tongue across his nipples mischievously before engulfing his tiny spear in her wet mouth.

_________

Carlos shuffled his feet as he approached Dorothy Ann, trying to think of any appropriate joke to break the ice, but when he finally got over to her desk all he managed to do was grunt something unintelligible. Fortunately for him, Dorothy Ann had devoured a tower of young adult fantasy novels over the Summer and knew that boys were often nervous around girls that they liked. She smiled at him reassuringly.
Dorothy Ann Hudson, or D.A. for short, was fair-skinned with a heart-shaped face and inquisitive blue eyes. She normally styled her thick blonde hair into two neat pigtails and was currently leading Carlos to an unaccompanied corner of the room with a pretty, straight-toothed smile. She was dressed in a violet turtleneck sweater with long sleeves that fit snugly around her wrists, a neat turquoise pleated skirt, pristine white stockings, and a pair of maroon and white saddle shoes that screamed “Teacher’s Pet!” Despite her youthful appearance, she exudes a sense of studiousness and intelligence, especially since she carries a book under her arm at all times and is often lost in thought.
“Well, I suppose we should, well…” Dorothy trailed off, she was the only girl not to have gotten naked yet and felt a stirring of skittishness overcome her.
“No worries, I can start,” Carlos said smoothly, his own nervousness evaporating after seeing that she needed encouragement. He loved that she was always so knowledgeable about every little thing, but he also knew that she sometimes floundered in social situations without positive reinforcement. He was happy to provide it for her.
Carlos Ramón was the class clown, although the class seemed to groan more than they ever laughed at his jokes. Not that he minded, of course, Carlos joked to make himself laugh just as much as he did to make others laugh. If other people couldn’t find the humor in what he was saying, then it was their loss. The Venezuelan-American boy had a warm, bronzed complexion that complemented his bright smile and sparkling brown eyes. He has a round face with a strong jawline and a mop of dark brown hair on his head, which helped him exude an air of energy and playfulness. He wore a yellow t-shirt, powder blue hoodie, loose-fitting red trousers, and scuffed black and navy Converse sneakers that have seen better days. His clothing choices reflected his playful personality and his tendency to take risks and try new things, even if they don't always work out.
Carlos began to seductively strip off his shirt and hoodie as though he were a Chippendales dancer, causing D.A. to cover her mouth and giggle through her fingers. This is why she liked Carlos, he always knew how to defuse the tension. As he began shuffling out of his red pants, he looked up at Dorothy with mirth in his eyes and said, “What no twenty-dollar bill to stuff down my pants?”
“Oh, I think I have something a little better than that,” she said coquettishly, before pulling her own sweater up on her head. She began to dance around like Carlos had been, falling into his playful attitude like she always seemed to when they were alone together. Soon she was standing before him in nothing but a pair of long white stockings and a simple matching pair of white panties and bra, each with a pretty blue ribbon on them. She tried to ignore the fact that his frayed boxer briefs looked like they had been worn for several days straight and slapped his ass playfully.
With an eagerness that surprised even herself, she pushed her partner up against the wall and crouched down so that she was at eye level with his bobbing erection. She grabbed it through his underwear and tentatively brought her nose down onto it, before sniffing obscenely. She didn't understand why, but the sweaty smell of Carlos' less-than-fresh musk in his less-than-fresh underwear only made her want to touch him more. She remembered only a few days ago telling the girls that she wished he used more deodorant, and now she was on her knees salivating at his smell.
For once, Carlos was at a loss for words as his penis jumped and pulsed in his Dorothy Ann's face. The size honestly seemed a little daunting to her, but she wasn’t about to let him know that. He would be making jokes about how big he is for weeks! Instead, she batted his member teasingly before pulling his boxer briefs down with a flourish. Carlos’ excited penis bounced back up naughtily to pop her painfully on the nose, causing her to flinch.
“Ow!”, she pouted and punched him playfully in the shin, before tenderly licking the sides of his impressive erection and cupping his balls with her small hands.
“W-What book taught you how to do that?” he whispered breathlessly, eyes closing.
“Oh Carlos, there are some things books can’t teach you…”

_________

When Ms. Frizzle announced that everyone was to pair up, Phoebe shot a quick glance behind her at Tim, but upon noticing him glancing back at her with that adorably crooked smile of his, she panicked and swung her head back around towards the front..
When she saw him walking expectantly towards her desk, her heart seemed to beat a little faster in her chest, but it sank back down into despair as he turned back around to go rifling through his notebook instead.
Maybe he doesn’t really like me in that way, she thought miserably as she blinked back tears. There weren't any other boys in the class she would even consider doing this sort of … assignment with. While she was quickly brainstorming ways to convince Tim to partner with her, including debasing herself by throwing herself at his feet and throwing a tantrum, she felt a tap on her shoulder.
“Hey, so this is all pretty crazy right?” Tim said as she spun around to face him. He was flashing that same crooked smile that made her tongue feel like a block of iron in her mouth.
“Mmrmright…” she muttered, surprised at how much difficulty she had speaking when he smiled at her.
“So I drew this a little earlier…” he said shyly, rubbing the back of his head and peering up at the ceiling. He handed her an illustration of herself smiling pleasantly at the beach. It was beautifully drawn and colored on a sheet of notebook paper.
Tears almost came unbidden to her eyes again, this time out of happiness. The version of her in the picture was far prettier than she had ever considered herself. Is this how Tim sees me? Is this how I should see myself?
“Oh Tim, it’s absolutely wonderful!” Him finding the time and motivation to draw this beautiful illustration during one of the sexy demonstrations proved just how much he thought of her! “Please be my partner!” she asked pleadingly.
“You’re the only person I would dream of asking,” he put a hand on her shoulder and squeezed it lightly.
Tim Wright was quiet, artistic, and most of all thoughtful. He was a tall and slender African-American boy, with long limbs and an athletic build, but didn’t live and breathe sports like Ralphie or Wanda; instead, his passion was to create. His face was angular, with a strong jawline and high cheekbones, and his hazel eyes were deep and contemplative, with a warm and welcoming expression that belied his quiet nature. He was dressed in a blue henley shirt that fit snugly against his toned chest, a simple pair of navy trousers, and a sturdy and well-worn pair of wheat-colored Timberland boots that finalized the ensemble. The boots contrasted nicely with his dark trousers, providing a sense of balance and symmetry to his overall appearance.
Phoebe thought he was just perfect, even the unevenness of his bottom teeth when he flashed his crooked smile. They stared at each other longingly for several seconds before they began to undress each other without having to say a single word. Phoebe’s cheek blushed as he pulled down her shorts, revealing that she hadn’t been able to locate her panties after her mortifying demonstration in front of the class. Tim raised a questioning eyebrow and she shrugged, assuming that either Carlos or Ralphie had made off with them like a trophy.
She took a sharp intake of breath as she pulled Tim’s shirt off, admiring his toned physique and smooth brown skin. A thin trail of hair led from his belly button to the belt of his trousers, and she rubbed her hands through it with admiration. When he raised his arms to pull her dress up over her head she spotted the thick patch of hair underneath his arms. She couldn’t help but to think back on her own lack of hairiness, and marveled at his maturity. Even his cologne made her swoon in its manliness. She shrugged off his trousers and was greeted with a massive erection poking through his navy blue boxer briefs.
“Ohhh my,” she purred desirously at the sight.
He kneaded her naked backside with his heavy hands, grasping and slapping her cheeks with an intensity that was playful but desperate. She felt the same longing, and tugged down his underwear, watching as his stiffness bounced at her wantonly. She had no frame of reference for whether the mahogany-tinted boner was average or big, but it looked enormous and substantial to her. A thin bead of precum dripped from the head of his penis and she immediately fell to her knees, preparing to take his entire manhood in her mouth no matter how much it hurt.
“Nuh uh!” he shook his finger disapprovingly, “You first.”
She looked up from his penis imploringly; she had never wanted to put something in her mouth so bad. But he was unrelenting and much stronger than she was. He swept her left leg over his shoulder with finality and he dived headfirst into her slit, sending a mind-blowingly euphoric shock coursing throughout her entire body.
“Y-yes, me first! Definitely me first!”

_________

Keesha and Ralphie had already technically completed the “assignment” but they were far past the conceit of pretending like this day had anything to do with learning about the human body. Ralphie was lying prone across multiple desks and Keesha was ravenously bobbing up and down on his fat cock. She was emitting wet “SHLORP”ing noises each time her mouth descended up and down his manhood, but she was beyond the point of being concerned about maintaining her dignity. She was voracious, and Ralphie was her man. She was willing to suck his soul out through his dick to make sure he remembered that.
Considering the way he was quaking and quivering underneath her, she reasoned that she was doing a good job at it. She no longer saw Ralphie as a goofy kid brother, and he no longer saw her as this slightly-aloof girl he wished he was interesting enough to attract. They now saw each other as partners in every sense of the word. Their hearts fluttered with excitement at the mere thought of being in each other's presence.

_________

Ms. Frizzle strode around the classroom basking in the chaos and debauchery she had drawn out from her impressionable students. At some point, she had completely flung off her bodysuit, but the students were too enthralled with each other to notice. She sauntered around the room, drinking in the sights of flesh and depravity that had broken out across her classroom. Her hands wandered over her naked body hedonistically, her fingers exploring her sodden pussy with a wet, squelching sound. Her unruly bush of strawberry blonde pubic hair was literally steaming with the intensity of her masturbatory bliss. Her nipples jutted out like beacons on her heavy breasts as she heaved and moaned openly. Spittle was literally dripping from the corner of her mouth as she gawked at her students voyeuristically.
Wanda was now riding on top of Arnold’s face, grinding her hairless, prepubescent pussy on his mouth. It is clear now that she was the least developed girl in the class, with her blocky hips and smooth, featureless chest; but her muscular arms, pretty face, and aggressive attitude seemed to be more than enough to entice Arnold. His own tiny erection bobbed enthusiastically in his lap as he devoured her. Wanda clutched at Arnold's shoulders for balance and anchor, finding neither as she shivered uncontrollably. It seemed that regardless of whether she was giving or receiving, Wanda preferred to be on top. Ms. Frizzle nodded approvingly at the little firecracker.
Carlos’ handsomely tanned features were buried in the sparse blonde hair that coated Dorothy Ann’s pubic mound. She was still wearing her pristine white stockings and nothing else, a look that was devilishly sexy in Ms. Frizzle’s opinion. The young girl moaned thoughtlessly as her partner flicked his tongue over her silky pink folds. Having been fascinated by Phoebe’s bottomhole earlier, she now implored him to explore her own. At her behest, he tentatively brushed his tongue over her little pink anus, and he found that the musky, earthy taste was to his liking. The sensation of having her ass eaten combined with the fact that Carlos trusted her enough to try it seemed to send her into a trembling, orgasmic frenzy. Dorothy Ann shook with silent sobs, unable to weep aloud. “Proof that little opposites attract,” Ms. Frizzle cooed seductively into Dorothy’s ear as she slinked past.
Tim and Phoebe had discovered the “69” position through sheer happenstance and a desperate longing to continue tasting their partner even while they were being pleasured. Phoebe could barely fit Tim’s lengthy pole in her mouth, but it pleased her whenever she managed to fit a bit more past her sore lips. Tim was aggressively bucking his hips back and forth inside her mouth, compensating for her relative difficulty in handling his size. His face was enshrouded by her milky white thighs, and he could feel her pulse quickening through her flushed skin. Splashes and splatters of red emerged all over her fair-skinned body as her blood rushed to the surface, deepening the taint of delirium and blurring the line between pleasure and madness. Ms. Frizzle placed a hand gingerly on Phoebe’s smooth chest, admiring the feeling of heat that radiated off the young girl’s skin.
Keesha and Ralphie weren’t doing anything, their youthful bodies having spent every reserve of energy they had left. They sat in a coiled heap panting loudly with looks of deep satisfaction written across their faces. Keesha’s face was covered from forehead to chin in several runny ropes of boyish semen, and she reveled in the scent and feeling of being marked by her man. Ralphie was lazily laying kisses up and down Keesha’s glistening thighs, not so much to elicit a sexual response from her, but more as an act of devotion and praise. Ms. Frizzle grinned wickedly at this, she was well-versed with the power a woman could have over a man that worshiped her.
From the back of the storage closet, Janet Perlstein was having a minor panic attack. Her breath came out wet and ragged as she tried to steady the camera in her shuddering hands. She couldn’t believe the wanton licentiousness she had just been forced to witness. The entire class had descended into some sort of student orgy as if under some sort of perverse bewitchment! Her eyes widened and bugged out at each new strip of flesh and sinful embrace she was unwillingly subjected to. Even her cousin Arnold was engaging in this premarital profligacy, although she quickly shut her eyes before she could see much of what he was doing. The last thing she wanted to explain to God on her deathbed was why she knew what her cousin’s hard little cock looked like. She couldn’t believe he had succumbed to such debaucherous behavior!
With a final horrified look, Janet turned her camera off. She had gotten more than enough footage to bury Ms. Frizzle and this whole school. Now she just had to wait for the class to dismiss so she could sneak her way out without being seen…
Ms. Frizzle stopped surveying the classroom to peer at the clock on the wall and clapped her hands to bring everyone out of their sexual stupor. “Looks like class is almost over, I am so proud of you all! There’s only one more quick demonstration to have before I dismiss you all for the day…”
The class watched as their maniacal, unconventional teacher snapped her fingers once. For a second nothing happened, and then suddenly the door to the storage closet in the back of the room swung open. With a startled yelp, Janet fell to the floor with a loud bang, as her camera dropped and clattered to the floor.
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Ms. Frizzle's Class Explores the Human Body