Author's Note

Sup guys. It's me again. This is my very first clopfic featuring you and Scootaloo. This is my first second veiw story in two months. Wow. Anyways, I hope you guys enjoy it. I worked hard on it.

Stay headbanging my friends.

Lessons

"Damn cord!" You said as you try to play your guitar. You've been trying to fix the damn thing for about half an hour now, and it still doesn't work? Well is it about time to finally go to that guitar shop that's only down the road from Ponyville? Or have someone else to fix it? You can have someone fix it, can you?

Your thoughts were interrupted by a knock on the door. huh, wonder who that is. You think to yourself. You went to the front door and peeked through the little dot on the door. Hey, it's Rainbow Dash. What's she doing here? Anyways, you open the door.

"Hey bro!" She said as she's happy to see her friend.

"Sup Rainbow?" You said as you let her in. She walks in happily. You ask her if she wants something to drink, but she declines. So you sit down next to her.

"So." Rainbow Dash said as she looks at you. "Can I ask you a question?"

"Ask away."

"Okay. Scootaloo was wondering if you could give her guitar lessons sometime this week." Scootaloo? Is that the filly that will not leave you alone? And is she Rainbows idal? You remember that you took your guitar with you at her friends club house, and their jaws dropped to the floor on how good you play, and you played this one solo that really made Scootaloo walk closer to you. Her eyes glued to your fingers on the frets of the neck of the guitar.

After playing that solo, her eyes widen in amazement. She was speechless, and so were her two cuite mark crusaider friends. Damn, this is... weird.

You thought about giving Scootaloo guitar lessons. Sure you've taught about one or two people back at home. But teaching a pony? (or a filly?) It probably wont hurt to give it a try.

You face Rainbow Dash and shrugged.

"Eh, why not." You said to her. "But I have to get a new cord for my guitar. This one's a piece of shit." You showed her the chord that you use to play the guitar. It looks like it's been broken a bit. So yeah. Looks like it's about time to get a new one. Dash giggles a bit.

"You can borrow my cord. I don't play much, but it should help you teaching my little sis." She said nudging you with a hoof.

"Heh, thanks Rainbow." You said as your fingers start to explore her mane. You ran upstairs and Rainbow follows you, you grab your guitar and put it in your guitar carrying case. You place it on your back and you looked at Rainbow. "Let's do this." You said giving her a smirk.

"Aw yeah." She said as her wings lifted her off the ground. And you both head out.

"So where is the little squirt?"

"She's at my house right now. I promised her and her friends that I'll be back."

***

"Ugh! Where's Rainbow Dash? She's been gone for like, ever." Said Scootaloo frustrating and holding a guitar. Her crusader friends looked at her.

"Why do you want Rainbow to be here so bad Scoot?" Said Sweetie Belle as she walked up to her. "Are you waiting for... him?" Scootaloos face gets red as a rose as she heard that word escape from Sweetie Belles mouth. Are they teasing her?

"Uh... who?"

"Come on Scoot." Said Apple Bloom giving her friend a playful punch. "You got a crush on that human boy don't ya?"

"N-no... no I don't!" Said Scootaloo looking away from her friends as if she's trying to ignore them. Sweetie and Apple Bloom can tell that she may be lying. They both giggle as Scootaloo's back is still facing them. Her wings tucked in from the guitar strap as she's holding the guitar in her lap. Then her thoughts were interrupted by a door creaking open. You and Rainbow Dash walk in the front door, with a guitar case on your back. You turn to Scootaloo as she saw you and Dash walk in.

"Sup Scoot?" You said as she blushes and turns away from you.

"H-hi." She said as she barely turns to meet your gaze. Rainbow Dash however is not expecting the scene in front of her, and went to the kitchen to get a glass of water. You also notice that Rainbow has an extra amp. Good, you'll be a good teacher with another amp. You're probably thinking why Scootaloo wants guitar lessons. Is it because that she's really into guitar, maybe to impress someone, or somepony one day? Or is it because she really wants to impress Rainbow Dash with her skills. You put that thought to the side and grabbed the amp with it's back facing the wall, grabbed the cord from the back and plugged it in.

"So Scoot." You said as you sat on the amp and grabbed the pick from your pocket. "What do you want to know about guitar?" You smiled at her when you asked her that question.

"Well..." Scootaloo said a bit shy like. "What ever you know about guitar... I guess." She's still blushing, but her smile doesn't disappear. You also notice her friends laughing in the background, but you ignored it.

"Alright then squirt." You said as your arm gets in position. "I'll show you the basics, and the cords on the guitar." She's so exited about learning from you, she can hardly stay still.

***

About an hour passes, and she's getting pretty focused on the skills you're teaching her. But she can hardly remember the six cords (or string letters, you know.) on the guitar. Like "Low E, A, D, G, B, High E." So she grabbed a sticky note that's not far from her and wrote down the chords so she can remember them. After taking a little break from teaching her. She has screwed around a little bit on it. I guess teaching a filly how to play guitar isn't so bad after all. You're now thinking about teaching fillies, and adult ponies how to play guitar with no charge.

"Man, my hoof is tired. How do you get use to this?" Oh right. You forgot to tell her that she has to practice that. You tell her that she has to move her hoof in that rhythm everyday for about twenty minutes or a little less, and it'll get to the point when her hoof doesn't get tired anymore. You had a feeling that she'll quit the guitar when you said that. But she agrees with what you said.

Damn she can put her mind into anything can she? Like riding that scooter. She's really good at that, why can't she get a cutie mark on riding a scooter so she won't get herself killed while getting one?

***

About a few days had passed and Rainbow has been telling you that she's been practicing and she's doing well. Wow, she got well that quick? Huh, wow. You returned with your guitar and as you and Dash walked in. You both notice that Scootaloo's headbanging a bit and playing a really cool song. It wasn't long till she notices you both.

"Sup guys?" She said smiling at you two. "Check it out. I can play a song now!" She said as she continues playing. You have a feeling that she'll get the frets wrong. But she's... actually got every single one of them right, and it shocks you and Dash. Damn, you can't believe that she's gotten that great. She finishes playing the song and puts the guitar on the stand next to the amp.

"Dang Scoot." You said with your jaw still dropped, same with Rainbow's. "Have you been practicing day and night?"

"Well... I'm off from school this week since we have fall break. So yeah. But I don't stay up all night." She said with a blush. You and Rainbow look at each other in shock. Then right back at Scootaloo. Then you notice that she still doesn't have her cutie mark yet.

"Does your hoof get tired?" You said arching a brow.

"Nah. It doesn't. The other one doesn't get tired either. Playing guitar is fun! And riding my scooter." Wow, You just can't believe it. "And hey." She said as she looks at you with a blush on her face and a smile. "Do you think that we could... jam... sometime?" She asked nervously. Oh my, you find that really cute. How can you say no to that face?

"Sure Scoots."

***
About a week has passed and Scootaloo's in school right now, and she invited you and Dash to join in at almost the end of the day. So that's what you two did, it's 3:00 and It was about time for everyone to pack up. You also have your guitar with you, it's just sitting on your lap.

"Alright Scootaloo. You ready to show us your stuff?" Ms. Cheerlie said as she handed Scootaloo her guitar.

"I sure am!" Scootaloo said as she grabbed the guitar and sets the strap over her shoulder and around her chest like a seatbelt on a car. She grabs a pick from the guitar and gets in position.

"Wait, since when do you play guitar?" A pink filly asks what looks like she's wearing a tiara on her head. She then turns on a record player beside her and she starts playing the song.

As the song ends. Everyone's mouths suddenly dropped by Scootaloos guitar performance. Even Cheerlie, and you and Rainbow. Scootaloo on the other hand is standing there sweating. And it looks like she's about ready to play another song. She turns to you and smiles, You look at the clock on the wall. There's still enough time, so why not.

"Alright Scoot." You said as you pull out a pick from your pocket. "What songs do you know?" She puts a hoof to her chin for a minute. This is her thinking moment.

"I got one."

As you two play the solo. You look at Scootaloo who's eyes are focused on the frets that she's pressing on. How did she get that good on the solo? And how did she get it right? Anyways, the song ends when you hear a "THAT WAS AWESOME!!!!" from the entire class. Then the school bell rings. It's time to go.

"Wait." Scootaloo said stopping you for a minute. "C-can I talk to you for a minute? It's important." You turn to her and you nod with a smile.

"Sure Scootaloo. I guess."

You two went outside for a little bit and you sat at a lunch table next to her. She's really nervous, it looks like she really want's to ask you something, but can't get all the words out in less then a minute. She takes a few deep breaths to calm herself.

"Okay." She whispers.

"What is it Scoots?"

"Do you like me? Not like as a friend, but as in like-like?" Wait, she didn't ask you what you think she just ask you did she? Her face starts to turn red, and her smile quickly forms, she's hoping you would say that three letter word that'll make her very happy. "Ever since I saw you play your guitar at the club house, and saved me from falling off of a cliff, and carried me home in your arms. I had... this thing for you, and you always have no marefriend and I was wondering if we could be... special someponies." She said as she reaches in her sack on her back, and hands you something. It's a guitar pick, it's shaped like a heart. "Can we?" She asked with that smile. Oh my god, it's so damn cute, but you really hate to hurt her feelings. Since that you're a teenage boy in Equestria, and she's a child.

Rainbow Dash comes up beside you as you're speechless. She looks at you for a sec as you turn to her.

"Uhh..." Was all you could say.

"You know. She had a huge crush on you ever since you and her became friends." Said Rainbow Dash as Scootaloo is still blushing and nudging the seat with her hoof.

"Scootaloo, you're really sweet and all, but we can't. You're a kid, and I'm a young adult and..."

"But..." Scootaloo said as she bursts into tears.

"Hang on a sec squirt." Said Rainbow Dash as she takes you to the side of the school. "What?"

"I just can't Rainbow. She's a filly. I can't date kids, is that illegal here? Because where I'm from if you date a kid, you could get arrested for it."

"Well basically, age doesn't really matter."

"Huh?"

"I know it's wrong where you're from. But here in Equestria I see seventeen year old stallions dating ten year old mares. You see bro?" She said as she puts a forehoof around you. "Age doesn't really matter here that much. At least just give her a chance." You turn to the poor filly who's sitting on the table with her head down. Then you looked at the guitar pick she gave you. You think about it for a sec. It's like the devil on your left shoulder and the angle on your right arguing back and forth. Then you give a deciding nod on the inside. You hate to see Scootaloo broken hearted. So why not.

You sat next to her and rub her back. She looks up at you with redden eyes. You smile down at her.

"You know Scootaloo. I guess it can't hurt to give it a try. I'll be your special somepony." You said as her smile widens and hugs you very tightly and squeezes you.

"Thank you." She whispers as tears hit your shoulder. You hug her back and you two look into each others eyes. After a few seconds of staring deep in each others orbs. You carry her in your arms and carried her on the way home. (Well... to Rainbow Dashes.)

Friday night has arrived and you and Scootaloo are cuddling on the couch. Just laying there kissing as she steels kisses from you. Rainbow Dash on the other hand is at Fluttershy's. She said that she wanted to have a sleepover at her place, and Rarity had gone with her. thank god you didn't go.

Scootaloo speaks your name getting your attention. "Have you ever... went further in a relationship before?"

"Uh... what do you mean Scoots?"

"Well... I was thinking that we could *gulp* rut?" Oh sweet Jesus. Did that word just come out of her mouth? Should she be asking that question at a young age like this?

"Umm... Scootaloo... I don't think that you should be asking that, why do you..."

"Well. Cheerlie taught us this and I was wondering... if we could..." Her voice silences as she doesn't finish the sentence. But then something hits you. You really don't want to break her heart like you thought to yourself a few days ago.

"Um... I don't know Scootaloo. I uh..."

"It's okay... Rainbow Dash knows, and... so do my friends." She hands you a little note.

It reads.

"If you and Scootaloo are going further. Take good care of her. Rainbow Dash."

Wow, it looks like she got you good did she? But if this is what she wants, then I guess it's time to spill the beans. You put her in your arms and you two went to her room.

"Are you sure Rainbow's okay with this?"

"Yeah. I've been wanting this for a while." She said as she pulls you in a hug. You wear nervous about fucking a filly. But hey, Rainbow said it's alright. And you don't want to do this just to make her feel better. You open the door to her bedroom and you shut the door behind you and lock it, just in case. You lay her down on the bed.

"Are you sure you want to do this Scootaloo?"

"Yeah. I'm sure." She said with that smile.

"Okay. But listen. If it's too much for you. We can stop when you say. Alright?" She nods in agreement. You start to strip to your boxers, and now leaving a boner that's sticking in the fabric of your undergarments. She giggles.

"I want to take them off myself." She whispers.

"Okay." You said as you climb on the bed with her. You're on your knees as she starts the waistband of your underwear and pulls down. Leaving your hard member free from a fabric prison. She gasps as she sees the pulsing pole standing up proudly saying hello. "How do I look?" You said as she's still motionless as to what's she's seeing.

"Is that... your penis?"

"Mm-hm, this is what it looks like to a human." You said as you took your boxers off your legs and tossed them on the floor with your clothes. She pokes it a bit with her hoof and it twitches. She does this over and over until she puts her hoof around it and strokes it gently. A moan escapes your throat.

"Did I hurt you?" She asked with a serious tone.

"No..." You whispered with a smile. "It feels really good. Keep doing that." You said as she continues her rhythm. She picks up the pace. She's giving you a hoofjob and you love every bit of it. Moan after moan escapes you throat as you feel a warm wet sensation around your hard shaft. You gasp and look down, she's giving you a blowjob and she's bobbing her head up and down just as fast, and sucking on it as it makes you cry out with clenched teeth. You put two fingers on her sweet soaking lips and cures it. She gasps and lets out a moan as you put two fingers into her. You ask if she wants you to keep going, to which she nods and gets back to bobbing your cock. You finger her as she moves her head up and down your dick. And you both moan in pleasure.

A few minutes passes and now you're eating the little filly out. She's on top of you and she's bobbing her head as fast as she can. And your tongue gets a good rhythm. You feel pressure build up inside you, you let go of Scootaloos slit.

"S-S-Scootaloo..." You said as you're panting. "I'm... I'm not gonna last long!" She picks up the pace and sucks harder. You return to your position and she basically cries out. She's getting close too. And you cry out in pleasure as she's on your mouth, and your dick in her throat. After about thirty seconds, it was to much to hold back. You both cum in each others mouths. She lets your dick slide out after she swallows. You do the same when she came in your mouth.

She collapses on your thigh next to you dick and smiles. You both just lied there panting for air. She then gets up and faces to you.

"You um... gonna put that inside me big boy?"

"Naughty Scootaloo." You teased her as you smirked. She starts to tease you a bit by putting her slit on the head of your shaft and slides across it. Back and forth, back and forth. It was to much for you to handle. You lit out moans as she does it. She starts to lower herself. Damn she feels tight.

"Y-you okay Scootaloo?" You said trying to keep control of your voice over the pleasure ripping through you. She's squeezing on you, and her eyes close tight.

"Y-yeah... gi-give me a minute." She said as she's in deep pain. Her body trying to get use to you dick haft way inside her. Then she lightens up and goes down further. This time you both moan out in pleasure. She moves to your ear as she moves up and down slowly. "I love you so much." She whispers and licks you ear.

"I *mmpf* I love you too Scootaloo." You said as she starts to pick up the pace a little and you both lock lips and moan in each others mouths. You then start to slam into her, and both of your moaning increases as your tongues are still connected. You both lock lips as you look into each others eyes, you're both panting as you slam into her with all of your force, and she bounces on your lap.

You pull her into a hug. Your face inches from yours and you both moan out as you two smile as your love making continues.

"...Oh god... S-Scootaloo!!! MMMMM!" You moaned out as you're starting to reach the end.

"Do it. Please." She whispers. You can feel it get closer and closer. As it reaches the head you both cry out and your rod is now a volcano of your seed ejaculating in her tight marehood.

"So warm!" She cries. As you both finally calmed down. You pull out of her, and she collapses on top of you. Hugging you close to her, and you respond in kind. Best sex you ever had. Especially if it's your first time. "I love you." She whispers.

"I love you too Scootaloo." You said as you stroke her mane. You both then feel sleep take over. And your eyes start to get heavy, and you then fall asleep with the little filly on top of you with the smile on her face.