You can hear the screams of the terrified children as others jump out of the windows to safety.
The students from Buhach Colony High School in Atwater were on their way home on Tuesday when the flames erupted from the bus on Highway 156 in San Benito County.
Laile Mellow is one of the students who jumped out of the window to escape.
"And I was just looking out and everybody was helping everybody get out," recalled Mellow.
Officials say no one was hurt.
Authorities believe a blown tire caught on fire but the investigation is ongoing.