Theodore sat at his desk, daydreaming. The school year was ending and he had been dreading his finals for the past three weeks. Every day had been nothing but studying, taking them and now, waiting for the results. He had been an incredibly poor student all year and he had an F in English. He really needed a perfect score on the final to even pass the course. He couldn't imagine how embarrassing it would be to have to re-take the entire class next year! He had studied very hard and at the time felt quite good about his answers, but now he just wasn't sure. Ms. Benham was walking around the class now, handing out the graded finals and chatting with the students. The suspense was killing him and he was doing his best to imagine himself somewhere else.

"Excellent job Theodore, you really improved your work." Ms. Benham said as she laid the test on his desk. He looked down and almost couldn't believe his eyes. A circled and underlined '100' in red ink congratulated him on his heroic effort.

"Thank you Ms. Benham." He managed to say before she sashayed away down the row of seats. Her shapely ass filled out her skirt very nicely he noticed. He had had a crush on pretty much every one of his female high school teachers, but Ms. Benham was certainly the best of the bunch. His math teacher had been even sexier but she had been eaten and digested last year. He sighed, he would never be able to forget Ms. Cardine's perfect tits. The bell rang, signaling the end of the last English class of the year. As he stood up to collect his things, the thought of Ms. Cardine's demise and his perfect grade made him remember something. Ms. Benham had a running bet with her students! If anyone scored an A+ or better on the final they could try to eat her, no strings attached! Well, you had to eat her ass first, but he could understand why. Ms. Benham probably didn't actually want to be eaten, she just wanted to encourage her students. Eating someone ass-first was hard enough as is, but her booty was quite large, he doubted it was even possible for a highschooler to get her down, and her continued existence seemed profound evidence of this.

But still, he couldn't help but think about it as he walked out the door, sneaking one glance back at her. She met his gaze and smiled, and he smiled back. Just today he had doubted his ability to pass the class, with a little effort why couldn't he fit his mouth around Ms. Benham's perfect bottom? He stopped in the hallway with the sudden realization it was lunch time. Why not try now? He waited until all the other students had left and then walked back into the classroom. "Ms. Benham?" He asked. She was still seated at her desk, shuffling papers.

"Oh, Theodore, did you have a question?" She looked up with a smile, pleased that her problem student had pulled through. "Here, look, I've got your finalized grade. You won't have to see me again next year!"

"Well, that's wonderful of course, but I uh, actually came to ask you about your special challenge. And I did get an A+ on the final so..."

"Oh my, you actually remembered that! You're quite right of course, despite not having a wonderful grade you did excel on the final. But perhaps you'd settle for a letter of recommendation instead?" The last time a student had tried she had only just escaped, she had planned to stop offering herself up so easily next year, but she had extended the offer to Theodore's class.

"No, I definitely want you. I worked hard on the final and aced it, I'm sure I can get you down too!"

"My my, how confident. Well, I suppose you can try." Ms. Benham was pleasantly surprised by his audacity. She stood up, walking around her desk and leaning heavily on it, jutting out her ass in front of him to emphasize the difficulty of Theodore's next test.

He stared at her proffered butt for a moment, then eagerly reached for the zipper on her skirt, sliding it open and allowing the tight garment to fall to the floor. She wiggled her ass at him as a shiver of excitement ran down her spine. As he took hold of her black panties and tugged them over her smooth ass cheeks and down her thighs to join the skirt on the floor she tried again. "Perhaps instead of a frustrating mouthful I could be an enjoyable fuck? I've seen you look at me, I'm sure you'd love to bury yourself in this." She stretched one hand back to pull one cheek to the side, flaunting her smooth, tight sex.

"Honestly Ms. Benham, I've woken up thinking of you multiple times this year, and each time you were in my gut, not on my cock." He knelt behind her, moving his face up between her legs. She sighed as his lips touched hers, already damp from his interest in consuming her. She let out little sighs and gasps as his tongue worked over her most private parts, she hadn't felt this much excitement from her challenge since the very first time she had offered it, nine years before.

"So, ahhhh, Teddy, am I as tasty as you imagined?" She teased him as he sampled her.

"I won't be able to offer a complete opinion on that til I've made it to your tits Ms. Benham." He responded before filling his mouth with her pussy again.

"Oh, please call me Lara. I, ahhhh, really don't think you'll make it that far though, none of my students has ever made it around my hips." She let a small shudder pass through her before continuing. "I haven't even let my husband taste my tits, I'm sure he would have devoured me on the spot." She giggled, shaking her entire body as she enjoyed Theodore's ministrations. "Do you want to know how my ass got so big?" Theodore didn't answer, merely continued to tongue her. "I eat at least one student a year!" She admitted. "Not the best ones and not the worst, people notice when they go missing. But nobody notices if a B/C student is never seen again and they all taste just as good."

Lara Benham was now practically humping her desk as she enjoyed Theodore's cunnilingus. She was so lost in the throes of pleasure she no longer thought about the danger. "You know, you're really good at this, would you like to make it a regular-" Theodore chose this moment to strike. Grabbing both her legs at the back of the knee, he lifted her up, forcing her to sit in his mouth. His tongue dove deep into her pussy touching her most sensitive spot. "Oh my gawwwwwd" She gushed as he moved to stand up, pushing up against gravity even as gravity pulled Lara down. As she orgasmed, her juices spilled into his mouth, lubricating her fat ass as it slid straight down, not stopping until it arrived at the bottom of Theodore's stomach.

He had to take several moments. With his teacher's ass conquered, he almost had her completely eaten! But her legs below the knee, head and tits still remained outside his lips. As her moaning orgasm came to an end Lara realized her position. "Well that was a lot of fun Teddy baby, how about you let me out now? You gave it your best!" She was really worried about actually being eaten this time. Then again, she wasn't getting any younger and Theodore really had done an amazing job on his final and on conquering her ass. She could feel him struggling to move forward around her body. "Actually, you've almost got me down, how about you just finish me off?" This was exciting too, encouraging him to eat her. Despite her taunts and challenges she had never actually intended for anyone to actually eat her. The new idea and the reality of his mouth wrapped around her waist thrilled her. "Come on, just a little further and you can taste my titties!" She cheered him on, struggling to remove her shirt and bra, letting her bare breasts rest on his lips. "Come on Teddy, they're right here!"

He could just taste them with the tip of his tongue now. Struggling, he swallowed once more, pulling the luscious melons into his mouth. They filled the space completely with their fullness. Lara squeezed and massaged them, intent on encouraging her student further. She managed to prompt a trickle of milk from her nipples, which dribbled over Teddy's tongue and down his throat, slowly coating her entire body in slippery white cream. Tasting his teacher's fresh dairy he groaned, both at his massive meal and the delicious flavor he was experiencing. He leaned forward, bracing his gut, filled with her fat ass, on the desk. She giggled at his reaction. "Come on, I can't taste that good." She licked one hand covered in white milk. "Actually, this does taste surprisingly sweet. Well, I hope you enjoy your reward, you won't ever find another woman like me!" They spent the next few minutes working together, Lara kneading her tits and lactating sweet milk, Theodore struggling to slowly swallow her breasts. Sensing that her milk was exhausted, Lara awkwardly shoved her arms down her sides, seeking out her snatch. She had done all she could it was time to enjoy herself! Slipping slowly downward and fingering herself, she began to moan louder and louder, building towards a second orgasm.

The classroom door flew open and one of Theodore's classmates entered. Jane, a stereotypical blonde cheerleader stomped in with her English exam in hand "I need this B increased to an A- at least Ms. Benham-" The cheerleader stopped in her tracks, stunned to see her teacher most of the way down Teddy's throat.

"I'm sorry dear, you should have asked me during class, it's quite out of my hands now." Lara titters from within the throat. "As you can see, Theodore is having me for lunch, so I'm afraid your B will have to remain!" Talking about herself as simple food thrilled her further and she could no longer hold back the orgasm that had been building. With a moan, her entire body quivered and her head slid from sight, followed by her legs and feet. Theodore's well lubricated throat offering no further resistance to her delicious body as it finally surrendered to him. With his teacher's weight collecting in his stomach, he awkwardly tumbled backward onto the ground. With Lara still trembling inside him, he tried to stand up, but the huge weight is too much to lift and he simply relaxed, pleased he had managed to swallow her whole.

Jane walked over, straddling Ted's supine body. "Well, what do we have here?" She asked, bending down to his waist. The sound of the zipper on his pants opening and air on his cock as it sprang free caused him to blush. "Guess eating that stupid bitch got you hard huh? What a useless slut, letting you eat her just like that!"

"Watch your tongue young lady!" Lara snapped from inside the gut.

"She was the best thing I ever tasted." Theodore cut them both off, rubbing his swollen abdomen and Lara's curves tucked within.

"Oh that's so sweet of you to say." Lara was immensely pleased by his praise. "And of course the proper place for tasty food is someone's stomach." She was really getting into this!

"Right, whatever, enjoy yourself in there bitch." Jane tugged down her panties, giving Theodore a view of her smooth pussy as it towered above him. "I'm gonna make sure you digest as fast as possible!" She lowered herself onto Teddy's lap and began to grind back and forth, rubbing up and down his excited shaft with her soft pussy lips. He tried to pull away from her but was now pinned by not one but two women. He could feel his stomach begin to secrete acid, his arousal speeding up the digestion process. Lara wouldn't last long if Jane was serious.

"Wait, stop, this stings!" Lara protested from between the two teens. "Slow down, I wanted to enjoy this!"

"Not a chance!" Jane replied, mounting Theodore properly, sliding her soft wet folds down the entire length of his cock.

The previous acids were but a trickle compared to the wave which washed over Lara now. She screamed in pain as her body was covered in the stuff. But once the liquid settled she had already begun to embrace her role yet again, completely reminded she was just meat now. "Oh god, please melt me! I'm just food, fuck me to death!"

"With pleasure!" Jane said, an evil grin on her face as she bore down on Theodore, riding him like a cowgirl. "Come on boy, cum inside me, shoot your load deep in my snatch! Melt our bitch teacher to nothing!"

Theodore was becoming more and more aggressive himself and grabbed the cheerleader, pulling her down on top of him, thrusting up into her as he did so. The two began to grunt and moan in unison as Lara screamed between them. "Oh god it burns so good! I can't feel my toes anymore! Or my hands! It hurts so bad but it feels good at the same time!" Teddy is burping between grunts as Jane forces his gut down with every thrust. "I can't breathe, oh god it's amazing! I'm-I'm going to cum one more time! Let me cum one last time, please!" Lara begs them.

But Theodore can't wait. He grasps Jane tightly and shoots his entire thick load deep inside her tight cunt. His stomach begins pumping Lara's melted remains into his intestines even as she screams one last time. Jane orgasms too, crying out and pressing down against Theodore as they both squish Lara's bulge tightly between them. When they finally separate five minutes later, Lara is nothing but a softening bulge. Jane and Ted both poke at the sloppy gut, marveling at how little remains of their teacher. "I wonder if she got off at the end." Teddy mused.

"Who cares? She got what she wanted I'm sure." Jane stood up, then offered Teddy a hand up. "I'm Jane, we don't really know each other."

"I'm Theodore, but you can call me Ted."

Jane grabbed a tissue and began to awkwardly clean up what was leaking from between her legs. "Hey, wanna meet for lunch tomorrow?" Ted asks, eagerly. Having enjoyed his teacher, he now wanted more and Jane seemed amenable.

She looked him up and down, her gaze lingering on his gut and the remains of Ms. Benham. As she finished cleaning herself off, she nibbled on her lower lip. "What do you have in mind exactly?"