- Bill's girl Sue is a virgin afraid of sex. Her teacher Miss Evans, who has fetish for virgins of both sexes, takes care of that, but Sue turns into a nympho. Meanwhile, Bill's bud Stinger convinces him to force himself on his girl Betty.
- Bill Anderson is a high school jock who's stressing out over the fact that his girlfriend Susan, who's still a virgin, won't sleep with him because she has a fear of sex. His sleazy friend Stinger teases him about this in the boy's locker room. Their nerdy friend Charles barges in filled with excitement to tell them all about his tryst with their new predatory forty-something teacher, Miss Evans, who'd seduced him after class. A flashback shows how it all went down (blow job, cunnilingus and sex on a chair in the classroom, including the reverse cowgirl pose, with Miss Evans moaning ever more loudly), but the guys refuse to believe him.
After school, Sue refuses to have sex with Bill once again and he understandingly backs off, once again. She also tells him she's going to Miss Evans for a cheerleading lesson since Evans was a cheerleader in her youth. Bill remembers Chuck's story and considers telling her about it but eventually doesn't, concluding that it was all probably just Chuck's fib. In the classroom, Miss Evans and Sue start their practice, but Miss Evans suddenly begins complaining how hot it is in the room, so she proceeds to undress down to her bra and panties with confused Sue following her example. After practicing a few more moves, Miss Evans proceeds to take off her bra and convinces the ever more confused Sue to do the same as it's easier to practice when your breasts are free. She then begins asking Sue questions about the way kids have sex these days and proceeds to massage Sue's breasts. She then asks Sue if she's ever tried masturbating since that's important for the proper emotional development of every young girl. Sue says that she has. Miss Evans proceeds to massage Sue's clitoris through her panties. Then she takes them off as well as her own and gets Sue, who's still confused about what's going on, to lie on her desk. She proceeds to further massage her clitoris while spreading her vagina for the camera to see. She then goes down on Sue and Sue starts moaning and convulsing as if she was having her first orgasm. After a while, they switch positions and Miss Evans teaches her how to perform cunnilingus on a girl. Sue also fingers the moaning Miss Evans to try and enhance her pleasure.
While all this is happening, Stinger picks up his sort-of-girlfriend Betty, who shows her unwillingness to go anywhere with him from the get go. However, he takes her to an empty building anyway, undresses her and proceeds to have sex with her on the floor, even though she keeps claiming she doesn't want him to. She eventually gives in and rides him reverse cowgirl style. She then gives him a blow job and a hand job. He ejaculates and uses this to distract her in order to steal her panties. She demands to know where they are, but he pretends he has to go somewhere and makes her leave.
He later brags to Bill how he had sex with Betty, shows him her panties and claims that she'll sleep with anyone. He then offers Bill and Chuck a bottle of whiskey getting them drunk. He then maliciously convinces blue-balled Bill to force himself on Betty claiming that she'll actually like it and give in and drives drunk Bill to her apartment. Bill gets in and finds Betty just leaving her shower wrapped only in a towel. He rips the towel off and throws Betty on the couch, basically raping her. He licks her breasts and clitoris and then turns her around and has sex with her doggy style. Confused and shocked, Betty protests but eventually gives in concluding depressingly that all men are the same and they just won't leave her alone until they get some. Bill's body begins to seemingly convulse as he goes wild with lust and continues to thrust into Betty even faster than before. He then gets her to sit on his lap and ride him cowgirl style while spanking her and shaking her buttocks wildly. After he's done, he leaves.
The next day, he refuses to talk to Stinger and Chuck in the locker room feeling guilty over what had happened and for cheating on his girl. However, that's when Susan enters the locker room consumed with nymphomaniacal lust (now that she had lost her virginity) and proceeds to undress and give a blow job to Bill right in front of Stinger and Chuck. Bill starts protesting, but Sue doesn't care anymore as she's now fully accepted her repressed sluttiness. Stinger gets excited and asks to get in on the action, so Sue puts his penis into her mouth next to Bill's trying to blow both Bill and Stinger at the same time. Chuck also asks to join in, so she tries to fit all three of their penises into her mouth at the same time and blow them all together. This proves to be very difficult, so they change positions with Chuck taking Sue from behind, while Sue simultaneously rides Bill cowgirl style and gives Stinger a blow job. After a while, Stinger goes behind Sue and penetrates her anally, Bill stays where he is and Chuck now gets a blow job from Sue. As this triple penetration continues, the movie ends with the theme song about how proud the students are of their school starting to play.
For some reason, only Alan Marlow is credited under his real name in the movie (although his name is spelled differently). Everyone else except for Jean Dalton are credited only under the names of their characters in the movie, not their real or stage names. Only Jean is credited under a stage name.
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