Finer Learning

The room was quiet, save for the soft sounds of an antique clock ticking in a corner. Sitting at his desk marking the papers of his newest student, the light blue unicorn with a combed back brown mane named Pen Keep, frowned noticing his student wasn’t doing very well. With a disappointed sigh, he leaned back in his chair and pushed his glasses up to his eyes before he closed them to think.

“Out of all the kids in Equestria, why was I given THIS pony?” He muttered with a hint of malice in his voice.

His student in question was a teenage mare named Scootaloo. A mare who didn’t care for the extra help and only cared about flying around with her sister figure Rainbow Dash. Thinking about Dash, Pen winced at knowing he once tutored the school dropout as well. The only reason he agreed to tutor the kid was because her parents worked in Canterlot. Her father was a royal guard and her mother was a trainer for the Wonderbolts. Thanks to their busy schedule, they had to make Scootaloo live in Ponyville with an aunt and uncle. What puzzled Pen Keep the most was that both parents were very gifted flyers, yet Scootaloo herself had a rare disability that made her not able to fly as good as regular pegasi. It was a disability that hindered how high and how long she could fly, and though it would stay with her all her life, she still pushed herself regardless. The disability didn’t affect her physical appearance as her wings were fully grown.

What she made up in tenacity, she lacked in brains. Though by nature most pegasi were referred to as ‘feather brains’ yet Scootaloo was sadly dumber than the average pegasus. Or so it seemed.

“Mmmm…they’re not related but it’s scary how much Scootaloo acts like her…” Pen told himself as he opened his eyes.

Deciding to take a short break, he got out of his chair, turned around, and stared out the window. Greeting his field of vision was the town interior of Ponyville, bustling with life. In the distance he could see pegasi flying around without a care in the world, he knew that his student was out in the sky and would be with him shortly. Grunting with displeasure he closed the blinds, letting only strips of light break through them. As displeased as he was with her, the amounts of bits he got from tutoring her keep him in line.

“Just keep trying Pen, you’ve never failed at tutoring a kid and this feather brain won’t break you.”

Looking towards his flank, he smiled as his cutie mark reassured him of his thoughts. A simple scroll wrapped in a red ribbon, signaled his talent for helping troubled kids graduate from school. Feeling a bit calmer, he looked at his clock and noted Scootaloo would be arriving shortly. For a second he was sure he felt a cold breeze brush against his fur, signaling some distant predicament in his future, yet he only brushed it off as a simple breeze.

“Besides, after this I’ll be through with that brat, then I can head back to Canterlot where I belong,” His voice quickly turned into a snotty upper class tone, signaling his pedigree. He hated small towns and though the bits were good, the real reason Pen Keep was able to take the job was thanks to a cousin he was…forced to stay with.

As much as he wanted to pack up and head home, he stood his ground. He had a student to nurture so they could earn their places in the world. Though he was biased towards her race, he kept those thoughts as only thoughts; knowing very well the potential outcome of any rash actions.

He didn’t mind the small town though. Lots of the town folk were very friendly in greeting him and he even got to meet the princess who resided in the Golden Oak Library. He was able to converse with her a few times, yet he never understood how she treated everyone…equally. She was a princess and allowed to exert as much power as she wanted yet she didn’t. Her behavior nerved Pen Keep greatly, especially the one day he wanted to buy some apples from the nearby farm and SAW her actually helping with the harvest. Of course he knew the family who owned the farm had a national hero living at it. He wasn't dumb to the fact the bearers of the elements resided in the small town, but was still confused to why they weren't living in Canterlot. Ignoring it, he walked back to his desk and sat down. A sudden clopping sound came from the door and he knew his student had arrived.

“Come on in!” He said in a cheerful yet very forced tone.

As the door opened, he hid his frown as both Scootaloo and her idol Rainbow Dash entered into the room. The first thing he noticed was Scootaloo was chewing bubble gum and giving him a cocky glare. The biggest peeve Pen Keep had was hearing his pupils chew gum while he was tutoring them. To him it was a sign of disrespect.

The next thing he noticed was the carefree expression plastered across Dash’s face. To him she never changed her attitude. Even when he had tutored her, she would always come in with the same stupid expression, not really caring for his talents.

“Hey egghead, what’s happening?” Dash said to him in an arrogant tone.

Pen just grunted softly, and pushed his glasses against his face. “Just waiting for my pupil. How are you?” He kept his tone as calm and soothing as possible, knowing very well she would attempt to get under his skin.

“Ehh, can’t complain I guess,” Dash replied in a lackluster tone, showing she really didn’t care for him. “But I wouldn’t fill your head with pointless parts about my day.”

“Thank Celestia for small favors,” Pen muttered under his breath.

“Anyhow, I’ll pick you up in an hour Scoots,” Dash said as she turned her attention to the mare beside her.

“Sure thing Dash, I have a feeling this will be a fast day regardless,” Scootaloo replied in a tone very familiar to Pen Keep. Her voice slithered with the tone of recklessness and teenage desire. She had no love for academics and, in order to get by, she tried to bribe Pen Keep with offers of doing her homework in return for small favors.

As much as he resisted, Scootaloo never gave up trying. With her age came the prime of her wanting to experiment. She had her fair share of parties ending with sexy results and on the side she watched Dash and how she handled males. She would get to her tutor eventually and though she hated the thought of blackmail, she wasn’t going to waste her efforts on schooling. Besides, she had her cutie mark and her purpose in life was found.

Giving her mark a quick look, she smiled at the flaming wheel, showing her talent for acrobatics and choreography. She didn’t even care she was failing and knew once she was out; she would be a performer and awe the crowd with her skills. The only thing stopping her from dropping out was her parent’s pride. Being the daughter of highly praised parents, she didn’t want to ruin her family’s name and just did the least possible work when it came to schooling.

“Alright, catch you later squirt!” Dash told her as she ruffled Scootaloo’s mane and left the office. Closing the door behind her, Scootaloo gave Pen Keep a sly grin and sauntered over to him.

“What lesson are you going to go over today?” She asked as she blew out a bubble and let it pop.

“Get rid of your gum,” He ordered in a low and commanding tone.

Smiling at him, Scootaloo took out the chewy substance and stuck it under the edge of his desk. Pen stayed quiet and knew she wasn’t wasting any time in getting him angry with her.

“There you go chief,” She replied as she ground her hoof against the desk.

“That will suffice,” He answered in an almost dead tone as he got out of his desk and walked beside her. “Grab the writing book from the shelf, a recent report from Cheerilee shows your hoof writing is starting to get unbearable,” He added as he sat himself on a nearby couch.

“You’re the boss egghead,” She replied in a nonchalant manner before she walked to a nearby bookcase and grabbed a red binder used to practice her writing.

He sighed, and levitated the spectacles that rested on the brim of his nose in front of his face before he used a bit of magic to wipe away a smudge of dirt. As the glasses left his face, his vision went completely blurry, showing just how old he was getting and how forgetful as well.

“I wish I didn’t leave my blasted contacts in Canterlot.” He cursed at himself in his mind, getting more annoyed with the day.

“Alright,” He began as he leaned into the cushion, “sit in my desk and start writing out the sentence ‘There is no friend as loyal as a book.’ One-hundred times over.” He ordered.

“Whatever teach,” Scootaloo replied as she walked to his desk and pulled herself onto his chair.

Pen Keep kept his eyes on her until she flipped open the book and started scribbling in it. With a content sigh, he took off his glasses so he could rest his eyes for a few minutes…

“Alright teach, I’m done!” Scootaloo’s loud voice suddenly awoke the old unicorn from his short nap.

Bringing his head off the couch, he felt ashamed he had actually fallen asleep with his student in the room with him.

“Heheh, you’re getting up in age old man!” Scootaloo chuckled, much to Pen Keeps horror.

Pen Keep snorted at her and turned his eyes to the clock on the wall. A quick calculation and he knew he had been passed out for a good half hour. With a loud yawn he pulled himself up and stood on the floor.

“Don’t address your elders as ‘old man,’ it’s disrespectful.” He replied in a sharp tone as he grabbed his glasses and put them back on his face.

The cocky pegasus pony blinked at him.

"Whatever you say old man,” she said after a moment's pause, her eyes glued in front of her.

Pen Keep sighed but ignored her for the most part.

"Right…Anyway, let’s see if you put any effort into your hoof writing.”

Scootaloo said nothing to him and simply turned the book in his direction. Lighting up his horn, Pen Keep grabbed the book with magic and levitated it to himself, hoping she actually tried at all.

“Hmph!” Pen Keep scowled, putting a very bitter look on his face.

Her hoof writing was atrocious and barely legible. Her L’s looked like E’s and the sentencing took up three lines when it should only take up two. The thing that really got his attention was a small explicit drawing on the bottom right corner. The drawing was surprising good yet Pen Keep felt no love for it. It was a picture of a mare presenting a dripping backside to a floating cock that had the words ‘Old Man’ above it. Looking closer he could tell the mare was Scootaloo herself thanks to her mark and the drawing was very anatomically correct.

“Scootaloo, this is hardly acceptable in terms of writing, and the picture is very much unneeded,” He told her putting the book back on the table, while giving her a look of disdain.

“Heheh, you said hard,” Scootaloo chuckled finding a joke inside his words.

“Oh for the love of…” Pen Keep muttered as he rubbed his forehead to alleviate a bit of stress.

“What? I bet you think about it from time to time,” Scootaloo added in, closing her eyes slightly.

“Please, I’m a pureblood unicorn and you’re an underaged Pegasus,” Pen scoffed, not wanting any part of her antics.

“Your point?” It was barely a question, more of a way to try and provoke him.

“I’m not into bratty children who can’t write better than a 4th grader.”

“Soo, if I were to try harder…” Scootaloo said quietly as she grabbed her pencil and her book. “You would take interest?” She told him as she quickly wrote up the sentence.

Pen Keep paused and noticed the words were coming out correctly, almost like a scholar was writing the words themselves. Finishing the sentence, she put the pencil down and turned the book to him. Pen Keep adjusted his glasses slightly and read. The words were perfect, too perfect for a feather brained ruffian.

“Hmph, I’m surprised by this. If you can write this well then why can’t you do better in school?” He asked, very confused by her lack of interest.

“Because I got my cutie mark. Why do I need pointless things like this when my talent is going to be acrobatics and timing? What’s the biggest course that I take in school that was a big factor for both?” Her cocky tone changed and Scootaloo was showing a more intellectual side of herself.

“Simple, Math.” Pen answered, barely having to think on the subject.

“Correct, and what is my mark in math?”

“…92%,” Pen Keep answered, taking a second to remember her marks on other subjects.

“You see? I don’t need any other pointless subjects. The only reason I’m finishing school is because I don’t want to disappoint my mother and father. I’ll pass the courses but I’m not putting more effort in than I need to.”

“Hmph, then why play stupid and get a tutor if you’re so smart?” Pen Keep asked, a bit puzzled to why he was even wasting his time with her.

“Because maybe, just maybe I’m interested in smart and handsome stallions who I latch onto and support me.”

“Tch, I have no interest in feather brains and leeches for that matter,” He rasped back at her.

“I’m no leech teach, I can take as much as I give.” Pen Keep noticed that her eyes were slowly moving away from his face, to focusing on the area between his legs.

“You’re not going to get anymore from me Scootaloo.” Pen Keep was barely caring for her unladylike behavior.

“Tell me teach, are you a single stallion?” She asked him suddenly.

“Not important,” He answered without a moment’s hesitation.

“So that’s a yes?” She asked as she tilted her head slightly, almost like a curious cat.

“No.”

“No as in no to my question or no as in no to you having a wife?”

“Ugh, fine I don’t have a wife!” Pen Keep grunted with a bit of anger. He knew the kind of questions she asked and knew it would go in a full circle until he answered truthfully. He hated himself for letting her coax him into it.

“Then you must be a lonely stallion at night,” She told him as she got out of the desk and circled around to him. Pen Keep was getting more nerved with the young Pegasus and started baring his teeth at her.

“You may be all high and mighty just because you’re an egg head, yet I bet you’re just a scared little foal inside. OR maybe you’re scared that a dirty little Pegasus like me can actually please you.” Scootaloo kept circling him, slowly moving herself closer and closer.

“Please, I have no love for dirty alley mutts like you!” Pen Keep snapped back, starting to get tired of her attitude.

“Really? I think that’s a lie teach, I bet you fantasize about me because you think I’m a useless little mare you could have your way with easily.” Scootaloo got close enough to him and slowly brought her tail under his chin, gently stroking it. Pen Keep wasn’t amused and pushed it away from his face.

“Please, you think too highly of yourself. You’re just a useless mare who can barely fly.” Pen Keep’s high and mighty attitude got the better of him and he showed her how racist he was.

For a brief second Scootaloo wanted to kick his teeth in, but she decided to play fire with fire.

“I don’t think highly of myself teach, I know what I am. I’m starting to think it’s because you’re too old or lacking in the sack,” She rebutted.

Pen Keep tensed up and knew exactly where she was going.

“You may be more wealthy and socially approved yet if I remember my biography classes and a few side studies, you lack in one vital area. In terms with the rest of pony races, unicorn males are the smallest in the sack and most disappointing in the bedroom!” Scootaloo stopped moving and stood in front of him with her nose high in the air, almost mocking him.

“You no good little…” Pen Keep snarled, being attacked in the place that made him a stallion.

“You’re afraid that a mutt like me can’t be pleased by you. You’re old and have no wife meaning you probably clop yourself to sleep every night. Bet you never stuck it in a mare in your life either.” Scootaloo was starting to tread on very thin ice with Pen Keep. He hated being insulted by anypony, especially outside his race.

“You no good little slut! Just because you think its fine to sleep around and get fucked by common filth, doesn’t mean I want to!” Pen snapped back, moving closer to her.

Scootaloo could see the rage in his eyes and knew she was pushing her limit but knew that if she went a bit further, she could get what she desired.

“Better to sleep with many than none at all. How old are you again teach? About 45? 45 and no wife and kids.”

“Whore!” Pen Keep snapped, getting really close to his limit with her.

“Coward!”

“Fuck you!”

Scootaloo smiled.

“Fuck me then, I’m giving you the chance to enjoy a mare for once! Come on wimp, you scared I’ll tell someone that a dirty old man like you stuffed his stubby little stick inside of me?” Scootaloo taunted.

With a loud grunt, Pen Keep rushed forward and pinned the small mare to the desk behind her, pressing his hoof into her chest. Scootaloo winced for a second but put a small smile on her face.

“Watch your mouth whore. I’m a respected member of society back in Canterlot and I don’t need that image tarnished by the likes of you,” He snarled bringing his face to hers.

Scootaloo said nothing but slowly brought her hooves up to her chest, before she grabbed his hoof and pushed it down.

“Fuck society’s views. Anything that happens in here will be our little secret…” Scootaloo said to him in a sultry tone as she forced his hoof to rest against her cunt.

For a brief second he was sure there was a bit of moisture from where his hoof was. Pen Keep stuttered and yanked his hoof away feeling very uncomfortable that the mare in front of him, made him touch her.

“No, you’re just a kid. You know this isn’t right,” He answered back in a lower tone as his anger started to subside.

“Don’t make excuses; I’ll be legal in two years…” She pulled her body away from the desk, only to turn herself around and let her front hooves rest against the top. “Besides you’ll never get another chance at a mare in her prime. This could be yours to enjoy,” She added as she swayed her hips slightly, drawing his eyes to them before she stuck up her tail and gave him a perfect view of her wet backside.

She wasn’t dripping but he could see she was wet thanks to the strips of light shining through the room. Feeling his face flush, he looked away and moved for the couch. He sighed, a little sterner this time.

“What’s your problem old man!?” Scootaloo snapped as she turned around, getting tired of him not giving into taking her. “Do you want to get older without ever experiencing the joys of the female body or are you just gay!?”

Pen Keep stopped before he could touch the couch. His eyes went wide at the mere mention of being referred to as a coltcuddler. Much like most of his views, gays were also a huge no no for him.

“I…I’m not gay!” He blurted as he turned around and walked for her.

“Prove it! Come on you useless bastard!” Scootaloo replied.

Pen Keep had enough and once he was close enough, he struck her hard in the shoulder, making her fall back onto the desk. Scootaloo felt malice behind his push but only answered back with a soft grunt.

"This is a game to you, isn't it?” He shouted loudly as he pressed his face against hers, letting his charcoal eyes latch onto hers. “I bet you’re just mad because I push you to be your best, yet like most teenagers you don’t give a fuck! A stallion who's made his way in life tries to teach little brats like you to be better with it, and all you want is to get rutted!!”

For a brief second, Scootaloo felt helpless as he continued to scream at her point blank. She could see a bead of sweat roll down between his eyes, showing her how much she was getting to him. She just needed one more push and he would give in.

“Yeah I want to be rutted by a real stallion! Not some washed up old racist bastard from Canterlot! Prove you’re a stallion who can do something useful in his pathetic life!”

SMACK!

The slap echoed loudly throughout the room as everything went quiet. The only other sound was the breathing of both ponies, one mad beyond reason and one who knew she was getting what she wanted. Scootaloo’s cheek felt stunned but she just smiled and spit a gob of saliva at the floor.

“Please sir, may I have another?”

“SHUT UP! This isn’t funny!” Pen Keep replied moving away, and started to rub his sore hoof. He put more effort in his slap then he wanted to and felt horrible that he struck a female.

“You hit as hard as a foal teach, bet you would love to do it again. I know I would,” Scootaloo replied as she lifted her hoof to her face to see if he hit hard enough to draw a bit of blood. There was none.

“Can it you masochist! I have no desire for you,” He replied as he walked behind his desk. “Go home, we are done for the day,” He finished as he put himself in his desk chair and focused his eyes on a nearby stack of papers.

“I’ve still got 20 minutes before Dash gets here,” She replied, pulling her body onto his desk, letting her body cover the papers. “You know I’m not stopping until I get what I want. You keep saying no and I’ll make this 20 minutes the worst moments of your life.” There was a bit of starkness in her voice that worried Pen Keep slightly. She was dishing out verbal abuse and continued doing so even after he struck her. It didn’t feel right to him at all. Being talked down by a Pegasus that refused to quit was annoying enough for a few minutes, and he wouldn’t last another 20 with her.

“Look Scootaloo I-” Before he could finish, Scootaloo jolted forward, tackling him and his chair to the ground. A loud thud echoed throughout the room and Pen Keep winced as his head bounced off the back.

“You son of a-gra!” Pen started up again but stopped as his eyes opened and he saw her looking at him from a point blank state.

“You’ve got beautiful eyes old man,” Scootaloo said as she extended her hoof downward and pressed it against his sheathe with a hard push. “But now I’m getting impatient so we can do this the easy way or the hard way.”

Pen Keep snarled at her and got ready to flare up his horn in order to push her off.

“Don’t even think about it! The unicorn’s body has 3 magic pressure points on it. Base of the horn, back of the ears, and back of the spine,” Scootaloo said to him as she moved her free hoof quickly up to his horn, letting it rest against it.

“Grr…F-fine, if you are so keen on having me then by all means, let’s just get this over with you stupid pegasus,” He replied with sheer disdain in his voice.

“Fucking elitist,” Scootaloo muttered under her breath, not caring much for him either, but she didn’t care regardless.

Most of her young teenage life she experienced the joys of sex with colts, and on occasion a few mares. They were fine in all but it had begun to bore her. They were too eager and never stayed hard enough to fully please her. She wanted a real stallion, one who was weathered thanks to their years. Pen Keep may have been a single stallion with little to no sex life, but he would no doubt last long enough for her to enjoy it. It was also a plus that he would have the biggest dick. It was true unicorns lacked in the sack, yet she still believed he would be larger than the rest.

Moving her hoof up and down, she pawed at his dick with a goal in mind, she moved her other hoof from his horn and rested it beside his head. He was still scowling at her but she just smiled at how defiant he was acting.

“Would you feel better if I said sorry?” She asked him.

“Let’s just get this over with,” There was no emotion in his voice as he spoke. “Besides, you’re not rubbing well enough. Put a bit more pressure on it, you’re too clumsy with your movements.”

That caught Scootaloo by surprise for a brief second, letting her hoof pause. It wasn’t that Pen Keep was a virgin; it was his sheer distaste for lesser races. He had his fair share of mares both out of the tutoring job and in it. Most of them didn’t want to learn and instead tried to seduce him into forging homework and walking away with high marks. He wanted to walk away from another attempt on him but knew otherwise. Now he had to tend to an amateur and felt insulted that he was going to get a Pegasus off.

"What? I said you’re too clumsy. Treat it like a child, not a simple piece of meat,” He told her, making sure that he would enjoy it the most he could. Scootaloo smirked as she realized the old stallion wasn’t a complete waste after all.

“Sure, I’m not used to pleasing old men like you. All the boys I’ve had fun with were always hard by this point.”

Pen Keep grunted and adjusted his glasses slightly, thanks from the previous fall.

“So it seems that I was wrong about you being a virgin then, or maybe you play with your meat enough to know what you like,” She said quietly as she rested her warm body against his chest.

Pen Keep didn’t respond but felt his eye twitch slightly as he felt a twitch in his dick.

“My sex life is no concern of yours pegasus, just get what you want and leave me.”

“Don’t you remember what I said earlier? I can take as much as I give,” She whispered to him as she licked her lips.

She felt another twitch, and felt his member slowly slip out of its sheathe.

"That remains to be seen. Of course you’re still just a selfish mare who only cares about being rutted.”

“I am a selfish mare. I love getting what I want because I know I can get anyone with it.” Scootaloo found her hoof starting to stroke the flesh of his erection, knowing in a few seconds he would be at full length. “Still, I’ll at least let the mental pain of letting an inferior race get you off feel good.”

Shifting her body, Scootaloo moved herself downward so her face was level with his throbbing erection. For the first time she could see his proper size and frowned slightly. It wasn’t as big as she wanted or even expected it to be. The largest colt she had been with was almost equal in length to him, with him being just a touch bigger. Feeling him glare at her, Scootaloo smirked at him.

“Not bad, not the best but hey, if you can last longer than other colts then you actually did something right.”

“Hmph, maybe those other colts don’t like the idea of screwing a ruffian like you and force themselves to finish up quicker,” Pen Keep rebutted, not wanting to take her abuse without fighting back.

Scootaloo gave him a cold stare, but once again smiled at him.

“Then I’ll have to do a good job with you. After I’m done, you’ll be wishing I never finished.”

Without another word, Scootaloo quickly pressed her soft, warm lips against the base of Pen Keep’s shaft. She quickly proceed to cover his cock with soft and gentle kisses, letting her see if he had a clean sack, and hoping he would react someway.

As much as he didn’t want to react to her motions, Pen Keep felt his heart rate slowly picking up speed, making his breathing come out in shorter and faster breathes. He still kept his elitist composure and let her tend to him. Scootaloo moved her mouth back down before she painted his dick with a long and pleasurable stroke of her tongue. Moving it slowly back up, she let a soft moan escape her throat and felt an instant response from his penis.

“Hmm, you taste clean old man, most dicks I’ve had have tasted like old cum wrapped in sweaty socks.”

“Tch, you sound like a true whore,” Pen Keep replied.

“Nah, a true whore would say stupid shit like ‘mhmm, your cock tastes so good’ or even ‘I look forward to your delicious creamy filling.’ I’m sure that you of all ponies should know that sounds more forced than some lonely bastard trying to make in imaginary friend.” Scootaloo didn’t sugar coat the truth and knew very well how some females worked. They would play painfully to the male’s ego in hopes they would enjoy it more. She only cared for getting him and her off without the stupid dialogue.

Pen Keep just stared forward and said nothing as Scootaloo resumed the blow job. She was happy he didn’t make any sort of snarky comment to her previous statement. Wrapping her lips on a side of his cock, she let her mouth suckle at his flesh and let her tongue gently caress it at the same time.

A few minutes of pleasure slowly ticked by. An awkward silence had filled the room and Pen Keep just rested his head and tried to enjoy her mouth. He didn’t want to speak to her, and encourage any sort of dialogue between them. She was good with her mouth at simply playing with it but Pen Keep wondered if she was any good at deep throating.

Almost sensing what he wanted, Scootaloo slowly trailed her mouth to the tip of his cock, before she started to lick it. She felt his body shudder and she was sure she heard a soft ‘mhm’ escape his throat. Happy with the response, she wrapped her lips around it, letting her teeth rest against his flesh.

“Grah, I hate the feeling of teeth,” Pen Keep mumbled out, scared she might bite down on him if he said one bad word.

Scootaloo caught his words and had a small idea. Biting down ever so gently, she closed her eyes and started to suck the tip almost like it was a pacifier. Pen jerked his hips forward a bit, as her teeth pressed down slightly, but the worry disappeared as she started to suck it.

‘N-Not bad,” He muttered out as he moved his hoof to her head, letting it rest against it.

She acknowledged his words and started to slowly bob her head up and down, letting her throat get acquainted to the size of it. Despite her slow speed, she had a fast style, showing how good she was at her craft. It didn’t take her long to start deep throating his erection, letting her saliva coat his entire dick, making it nice and easy for her soon enough.

“Hmm, Ruffians like you always were known for skilled blowjobs,” There was a hint of praise in his voice and she caught it.

“Ahhh…Better than unicorns that’s for sure,” She told him as she pulled her mouth off his dick, before speaking to him.

“I didn’t say stop,” Pen replied as the cold air greeted his erection.

“Heh, don’t want you to cum too quickly old man, I highly doubt you’ll stay hard enough to please me. I swear if you go soft on me before I get off, I’ll never let you live down the fact that you couldn’t properly satisfy a mare. Shame you don’t have a cock ring or we could take our time.”

Scootaloo had a point with her words and Pen Keep knew that not letting her get off would be a death sentence. Getting talked down by her as things were was bad enough, but targeting his poor satisfaction was too much.

“Point taken. Fine, let me get up, and take that pose you had before,” He told her not wanting the chance of disappointing her.

Scootaloo smiled widely and was happy to know he was going to rut her. With a bit of eagerness, she pulled her body off his and stood up. Her legs felt a bit numb from laying on the floor, but she ignored it as she turned around, put her front hooves on his desk, and lifted her tail up for him. From his laid down position Pen Keep couldn’t help but admire her firm and toned ass, wondering if he could pound that instead. Moving his eyes down a bit, he noticed the same wetness and saw her clit winking at him. It was inviting and he didn’t mind the view until his eyes saw her wings. All his previous students that tried to seduce him were unicorns, but before he could think about them, Scootaloo opened her wings and flapped them a few times to get his attention.

“Make sure you pull out before you cum. Last thing I need is to have a kid,”

“Hmph, scared to have a child that may turn out to be brighter than you when it’s born?” Pen Keep mocked, actually liking the idea of ruining her with a bastard.

"Remember I’m a minor old man. You get me pregnant and I’ll start screaming statutory rape. After all like you said yourself, I’m just a useless feather brain who doesn’t know any better.”

Pen Keep couldn’t help but smile at the bit of evil she showed. She may have been past the age of puberty but if the courts and guards got involved at all, then his image would be ruined forever.

“I almost forgot how youths these days can be very evil,” He replied with a chuckle as he pulled himself up. “Of course as you call me a ‘useless old man’ I could forget to pull out due to my age,” He told her, flaring up his horn but not casting any spells. “Of course I could make it fun and cast a small spell to prevent the notion of children popping up.”

Scootaloo hesitated and thought he was making stuff up.

“And what spell is that?”

“A simple spell actually. Think of it as a condom, just without the stupid item. All unicorns learn it when they come of age. Of course this town may be behind in terms of schooling compared to Canterlot, so I won’t be surprised if many unicorns didn’t know it here.”

“Eh, whatever. If you want to leave it in then cast the stupid spell and let’s get started.” Scootaloo didn’t want to risk the chance that he would flaunt around his engorged ego and go into details.

Pen Keep smiled at her and moved his horn under her gut and placed the tip near her stomach. There was a soft humming sound before she felt a slightly warm feeling building up. For a brief second she winced as she felt a sharp pain but stayed quiet regardless.

“The spell will last a few days so you could fuck as many stallions as you want without the risk of any children popping up. I could discuss the basis of the spell but I highly doubt you’ll understand any of what I say.” Pulling his horn away, Pen Keep rose to his back legs and hugged the mare’s warm back.

“You’re right, I don’t want to hear you babble on. Now shut up and stick it in me! Dash will be here in ten minutes,” Scootaloo snapped at him, getting tired of waiting.

Scootaloo felt a chill along her spine as she felt his rough forelegs wrap around her chest, making sure she was nice and snug against his body.

“Whatever you say whore.” His sentence was like ice to Scootaloo’s ears but she fought back at verbally assaulting him.

Her legs quivered under his weight, showing they were still a bit weak from before. Resting her face on the weathered wood of his desk, she waited for him to start. She could feel his dick, hovering below her stomach, twitching slightly while brushing against her teats ever so gently. It almost reminded her of a toy sword being held by a child, but it stayed pressed against her, showing he knew how to use it.

“Good thing you’re already wet,” He told her as he rested his chin against her neck, and aimed his erection at his target. “Nothing is worse than a cunt that is as dry as sand-paper.”

With one thrust, he pushed about half of his slobbery erection inside of her. She moaned softly as she got the penetration she wanted. Her wings flared open and stayed completely still as her body quickly registered its new visitor. Much to Pen Keep’s delight, she was tight. Much tighter than he thought she would be considering she was a sexually active mare. Of course his own experience was to blame for that. He never had a mare so eager, yet so small beneath him. For a second he forget she was just a fit teen and that her smaller frame made her feel and appear much more tight than she was. He would have smirked and felt proud that he could experience such a gift but knew she was still a teen. He would have settled for using her mouth as his intended hole but that was a choice that didn’t exist.

He pulled back slightly before he jutted forward, cramming his erection deeper inside of her. Scootaloo let out a soft moan of pleasure and Pen Keep felt her warm walls clench around his dick.

“Heh, it feels bigger than it looks old man,” Scootaloo scoffed as she felt the full thing get nice and snug inside of her.

“Thought you weren’t going to speak like a whore.”

“Don’t mistake my words for praise. I simply stated what I felt.”

“You’ll be happy to know I have a bit more that’s going in!” He told her in a rushed tone as he pulled back again, and pushed the full length inside of her.

“Nhhh, color me impressed, now shut up and rut me,” Scootaloo moaned softly.

Pen Keep just snorted hot air against her neck and held onto her tighter, before he moved into a slow and paced motion. With every thrust he made the desk rock slightly, showing he wasn’t being gentle with her. She wasn’t complaining and loved the feeling of being rutted hard.

“Don’t break a hip pushing too hard,” Scootaloo said to him, stifling her moans to taunt him.

Pen Keep just pressed his hooves into her chest a bit more, making her breath differently. She didn’t care for his roughness of but loved the feeling of being pounded at a steady rate. There was no doubt that she was leaking marecum onto the carpet below, she was thankful that it was a soft gray color.

“Taunt me again and see where it gets you.” Scootaloo suddenly heard the sound of magic before she felt something yank on her mane.

“Grk, glad to see you play a bit rough old man.” Scootaloo winced from the pain but still enjoyed herself.

Without losing his pace, Pen Keep grabbed onto her pulled mane and pulled on it even more, making her briefly regret calling him old.

“You’re lucky I’m stuffing you right now or I would make you properly regret that,” He said to her as he moved one hoof away from her chest, and slapped her cutie mark.

The slap caught her by surprise and she let out a pleasurable moan.

“Filthy mutt loves being treated like a whore,” Pen Keep told himself, bringing his hoof back and slapping her again.

“You…still hit like a foal!”

He repeated the process, and she kept insulting him. Had anyone else been in the house, they would no doubt hear hard slaps and pleasureful insults, thinking someone tuned to the adult channel and left the volume on max.

Minutes ticked by and soon Scootaloo’s cutie mark was as red as an apple and her throat was sore from the flurry of insults. As tired as she was, Pen Keep showed no signs of slowing down.

“Too tired to moan anymore, or is this old man too much for you to handle?” Pen Keep mocked, starting to fully give into his animalistic nature.

“You…you’re still poking me with…that stubby dick of yours!? I can barely feel it!?” Scootaloo answered back, hoping she would bruise his ego enough for him to rutt her harder.

The smile that was on his face quickly faded and turned into pure anger.

“Fucking little whore!” He cursed in his mind as he let go of her chest and pulled his erection out.

“What are yo-gah!” Scootaloo started to say to him, wondering why he suddenly stopped, before she felt magic tug on her wings, tossing her to the ground.

She barely had any time to properly react before Pen Keep forced her face into the rough carpet and slammed his erection back into her slightly raised backside. Scootaloo felt pain from his roughness but felt much more pleasure now that her body was against a solid object.

“Goddesses that’s better!” She moaned as she let her tongue hang out of her mouth, brushing it against the floor. The positioning was much better for her, and she could feel his hard cock slamming perfectly into her sweet spot. Pen Keep wasn’t sure he was going to last much longer and wished she could climax quickly. His body started to feel overheated and his hips started to hurt slightly. He wasn’t used to frantic motions like what he was dishing out. All of his actions were fueled by hate but the adrenaline was fading and he was calming down.

With a loud grunt, he pushed his face into her neck, before he started to nip softly at her bronze coat.

Feeling his teeth bite at her fur, she shivered and moaned softly. Of course with his face into her neck, she could tell he was starting to tire out. She didn’t hold it against him but she knew she was getting sore as well. The constant pounding she was taking made her body sweat and her heart race. As tired as she was, her body screamed for more, putting her on the edge of pure ecstasy.

“Useless bastard will actually get me off!” Scootaloo felt every muscle in her body start to tense up as her impending orgasm approached.

It hit her quick and her body seized up as it happened. Pen Keep felt it as well, but didn’t show any signs of stopping for her to relax. If anything, he felt proud of himself for his small feat.

Not wanting the feeling to end, Scootaloo turned her body over so quickly it barely broke up Pen Keep’s onslaught, before she wrapped her hooves around his neck, forcing him to stare at the carpet. There was no affection behind her touch as she held her face near his, but with how his face was positioned, his glasses fell off and brushed against her mane, before they hit to floor.

“Make every…second count,” Scootaloo ordered him.

Pen Keep just responded with a feral moan as he shut his eyes and felt a bit of anger build up again. Pen Keep loathed the position that Scootaloo had put them in. It was missionary, a position very rarely used by ponies who were not couples. The position signaled love and passion between both ponies. Something Pen Keep didnt feel for her at all.

Minutes didn’t seem to exist for both of them until Scootaloo felt his dick starting to move in shorter bursts, signaling his end. The second he seized up, Scootaloo stared wide eyed at the ceiling with a wide open smile on her face. As she felt his warm seed push inside of her. It oddly felt good to feel a stallion cum inside of her. She never got to enjoy the feeling of warm semen in her without the fear of pregnancy and was forever thankful for the spell he used on her.

Pen Keep just grunted harshly as he emptied everything he had into the smaller mare. Whatever semen didn’t coat her insides, started to leak out coating his dick, their coats, and the carpet below.

As he felt the last burst, he let out an exhausted breath and pulled his softening erection out off her. Feeling his body relax, Pen Keep knew he would be very sore in the morning, especially in his back area.

“See? Told you I can take as much as I give,” She whispered heavily as an exhausted sigh escaped her lips.

Pen Keep didn’t answer, instead he picked up his glasses and put them back on his face, before he waited for Scootaloo to let go of him.

“How do you have a 92 in math? I could have sworn I did most of the work.” There was disdain in his voice, but it seemed…different for her, almost like it was seething with pride.

“Hmm, seems like next time I’ll have to be more fair,” She told him as she pulled her face away from his.

“There wouldn’t be a next time.” He replied in a cold tone. “Please let go of me.”

Scootaloo listened and removed her hooves from around him, letting her body drop to the floor.

“So…how does it feel to know you banged a minor?” She asked as she stared up at the ceiling.

“Indifferent. As long as you keep your mouth shut about this then we won’t have any problems.”

“I may require something to keep my mouth shut then,” Scootaloo replied as she brought her knee up and gently rubbed it against Pen Keep’s slightly hard erection.

Pen Keep cringed and winced as his sensitive flesh was touched, but knew he would have to give into her demands more often until she was done with his tutoring services.

“So that’s how it’s going to be. Seeing as I don’t have a choice in the matter, I have to keep you happy. Of course, if this old man accidentally knocks you up one day then it’s your own fault,” He replied as he reached into his desk drawer to grab a box of tissues.

“Don’t get too old on me old man. You’re stuck with me until the end of the school year.” She replied as she gave him a lusty glare. Scootaloo wasn’t scared of his baseless threat. “Besides, you can’t tell me that you’re only going to let this be a one-time thing are you?”

“I’d rather not do this…or rather, do you again; however, it did feel good to prove I was the superior mate in this tussle.”

“Heh, you’re just scared you won’t last as long next time,” She replied, pushing her hoof into his shoulder.

Pen Keep smirked and just took a few tissues out of the box, before he started to clean himself up.

“We’ll see next time then won’t we? Anyhow, get cleaned up and head out,” He told her just before he passed her the box.

Scootaloo did just that and, after a few minutes and about 10 tissues each, everything in the room looked as it did before their session. Rainbow Dash arrived a few minutes later, suspecting nothing at all and left with Scootaloo just as dumb as when she arrived.

As they left, Pen Keep found himself sitting back in his chair, thinking about what happened. He felt ashamed that he broke his own image, but smiled knowing no one would find out about his deeds for the day.

“Look at you Pen. Fucking teenage pegasi just because you got outsmarted by one. You should feel more ashamed of yourself for stooping that low. So why do you feel good about yourself?”

Silently thinking to himself, he turned to the window and pondered his thoughts.