Principal Talbot stood before class 13B beetroot with rage.

"You are supposed to be eighteen year olds!" He fumed, "Adult men, not a bunch of immature kids. So when Miss Benson has to come to my office, in only her second week at this school, to complain about your conduct during sex ed class I find that disgraceful."

"We're sorry Principal Talbot," began Keith Simmons, sat in the front row. "It's just we have to sit through the same cheesy video every year and get asked the same stupid questions. It's a complete waste of everyone's time."

"I'm afraid that isn't your decision to make Simmons," rebuked the Principal. "Miss Benson has tried her best to come up with an educational, yet interesting way to teach the year thirteen sex ed class this year and you don't even give her the chance which amazes me as if I had a women who looked like that wanting to talk to me about sex I'd be all ears."

At this point Pamela Benson chirped into life from behind the Principal. "Excuse me sir, but I don't think its appropriate to talk about me in that tone to the students."

Principal Talbot turned to her and smiled, "Sure it is sweetie, just take it as a compliment."

He turned back to readdress the class but before he could speak again Pamela was determined to make her further displeasure at the tone he took with her known.

"How dare you speak to me like that! I didn't go through five years of university and teacher training to..."

Her protests were cut off mid flow though as Talbot quietly turned around and put a finger to her lips. "Shhhh, A woman's mouth is not for complaining Miss Benson. Now why don't you just stand there quietly like a good girl and let me handle the class."

Pamela wanted to protest but as hard as she tried to speak, nothing happened. Her head just echoed with the Principal's words; 'Stand quietly, be a good girl, stand quietly, be a good girl... ' she was rooted to the spot.

Meanwhile Principal Talbot had redirected his attention back to the class. "So where was I? Oh yes Keith, I was asking why you wouldn't want to talk about sex with a hot young thing like Miss Benson here."

"But it isn't talking about sex. It's all cucumbers and cartoon rabbits having families. It's a waste of time."

"Ah I see," responded Talbot, he turned and walked around to behind the frozen teacher, stood directly behind her and placed a hand on each shoulder. "So what you are trying to tell me is that you would try harder if class were a little more..." He slid a hand down to cup one of Pamela's breasts, "Hands on?"

"Absolutely Sir. One hundred percent."

"Well then come to the front of class boy, let's try teaching the class your way."

During this exchange between teacher and student, Pamela Benson had just stood motionless. In the back of her head her mind was screaming out to run, flee, do anything to either get away or stop what was happening. However these thoughts were being totally suppressed by a looped mantra to just 'stand quietly, be a good girl, stand quietly, be a good girl... ' Even the feel of the school principal groping her breast and asking a student to join him couldn't make her so much as a flinch. She could only stand quietly like the good girl she was and watch as Principal Talbot's lesson continued.

"So, young Master Simmons, we shall begin with a short role play. Class has finished for the day, and there's just you and Miss Benson left in the school together. It's obvious she has kept you behind for 'extracurricular activities' and is waiting for you to make your move. What do you do?"

"Well I would, maybe try and make conversation about h..."

"I don't want you to tell me Simmons," interrupted Talbot, "I expect you to show me with Miss Benson here. This is a role play not an oral exam. And Miss Benson, I expect you to be a good girl and play your role without any naughty complaining, am I understood?"

Pamela felt her head make a nodding motion which filled her soul with dread. Unfortunately her mind was now determined to be a good girl and play her role.

"Thank you Pamela." said Talbot before turning back to Keith. "So now Simmons show me how you would handle this scenario and as we are a little pressed for time, lets say that the conversation part is over and she is fully talked up and ready to be bent over a classroom desk and rogered like a maid on a pirate ship. Now show me what you've got young Master Simmons." With that, the Principal stepped away from Pamela and waited to view the proceedings.

Keith couldn't believe his luck. Miss Benson in the few short days she had been at the school had been widely accepted as being far and away the sexiest teacher any of the student had ever seen in the school and as such was the subject of most of the recent graffiti in the male toilet cubicles. Now here he was, allowed to have his way with her. He wasted no time at all violently ripping open her blouse before despatching a wondering hand to explore up underneath her skirt.

However moments later he was stopped in his tracks as a great roar bellowed from the lungs of Principal Talbot.

"What in the blazes are you doing boy!"

"Uh, um, you, well, you told me to do it sir."

"I told you to show me how you would conduct yourself when alone with a horny and slutty young teacher. What in God's name were you thinking Simmons, where was your left hand going?"

"Err to massage her clitoris sir,"

"Massage her clitoris!" spluttered Talbot, "She's a teacher not a porn star. You need to show her some respect boy, she may be wetter downstairs than an Amazon rainforest but you can't just go rampaging blindly towards the clitoris."

"I'm sorry sir." apologised Keith Sheepishly.

"It's no problem lad, we are all here to learn after all." reassured the Principal. "But now that we have backtracked away from just ravaging her like a common pastry, where do you think you should begin this time around Simmons?"

"Err ... perhaps with a kiss sir?"

"Bravo lad." applauded Talbot, "It's only polite that if one set of lips are wet than the other should be likewise moistened. And then after the lips you can proceed to the breasts, thighs, bottom and then finally, in due time the clitoris. Now try again from the top lad."

Pamela watched this conversation unfold without saying a word like the good girl she was supposed to be. She still felt deep inside that something was amiss, but now both her mind and her cunt were reassuring her all was well as she stood before her class, blouse ripped open and ready to be fucked by one of her students.

As Keith began to approach her once more, the only thought in her head was that she had to play the role and be a good girl. She embraced him as he went to kiss her, gasped as he cupped and fondled her breasts. Her breathing quickened as she felt first her blouse, followed by her bra, skirt and panties all far to the floor as Keith continued to kiss and caress her every which way but loose. From that moment it was not long at all until she was bent over her own desk, bucking and screaming in orgasm as the primary student she had complained about to the principal grunted and came inside of her.

After two or three more post orgasmic thrusts on Keith's part he withdrew and redressed himself waiting for Talbot's verdict while Pamela just collapsed to her knees, dripping with cum and biting her hand so to suppress the screams of delight that were still ripping through her.

"Impressive Keith," praised Principal Talbot, "After your initial setback, you approached the subject with the respect she deserved, negotiated all the erogenous zones adequately and left our horny Miss Benson quivering in a pool of her own desire. I would say that's a solid B for a first try."

"Thank you sir."

"However Simmons," cautioned the Principal, "Not all girls are good girls like your teacher here, you have only learnt half the lesson."

Talbot walked over to Pamela, who was slumped against a wall now catching her breath and helped her to her feet. He walked her back over to the front of class and stood her up in front of class.

"Some girls, don't look like this at all with their natural beauty and quiet demeanour. Some girls are very bad girls indeed, which brings us to the second half of our lesson."

He then proceed to whisper something into Pamela's ear that nobody else was able to make out.

Pamela by no was in a complete state. Her head was spinning, her cunt was singing sweet hallelujah and her mind was echoing with the words; 'good girl' blocking out any other thought she could muster. The disquiet that was previously in the back of her mind was now barely more than a memory as she stood before her class.

When Principal Talbot whispered those indistinguishable words into her ears, she felt her mind begin to change once again. The 'good girl' voice stopped and was replaced with a much stronger more forceful voice, filling her head with a much wider range of phrases: 'Naughty girl, bad girl, sexy girl, slut girl, whore girl, bimbo girl ... naughty girl, bad girl, sexy girl, slut girl, whore girl ... bimbo girl... '

The list repeated and repeated in her head, the words actually feeling like they were washing all over her body. Although helpless to do anything about it, Pamela became aware that this time it wasn't just her mind that was changing. Her breasts began to expand at a tremendous rate, growing to at least three times their original size. Her hair began to get lighter and lighter until it was platinum blond, a style that truly brought out the redness of her new pouting lips. She stumbled slightly as her centre of gravity shifted to suit her new figure. As she took a few steps to regain her balance she could feel her new wider hips sway with the motion. She was a blonde bombshell of epic proportions and the only thoughts that filled her head were to be a naughty, bad, sexy, slutty, bimbo whore.