Class proceeded normally until the recess bell rang. Most of the students were out but a young colt was still at his desk and seemed to be sad, Miss Cheerilee approached him and bent down to his height.

"Didn't you hear the bell? You can go out and play with your friends outside. ”

The colt did not look at his teacher and seemed to hold back tears.

"I ... * sniffle * I preferred to stay here Miss Cheerilee."

"But are you crying ?! What's wrong with Pipsqueak? "

The foal tried hard enough not to cry.

“Nothing Miss Cheerilee. * cry * "

"Pip, I am your teacher and I am here to help you. Are you having problems with your parents? ”

The colt nodded no.

"So with your comrades?"

The colt nodded, Miss Cheerilee turned the colt's head to force him to look at her.

"Who hurt you Pip, tell me."

"* Cry * If ... If I told you ... * sniffles * You wouldn't repeat it to anyone?"

"We promise Pip."

"* Sniffles * Pinkie promise?"

Cheerilee gestured without saying a word. Pipsqueak trying his nose with his clogs, Cheerilee went to his office to get a handkerchief and handed it to him. After a good blowing Cheerilee asked him.

"So Pip, now that you've calmed down and I promised not to say anything." What's wrong ?"

The little colt looked around to see if we weren't spying on him and motioned for his teacher to approach before whispering in his ear.

"Here, me and Rumble were in the bushes and we ..."

"What were you doing hidden in the bushes?"

"We kissed each other"

The little colt hid his face once his sentence was finished. Cheerilee was surprised to hear her and asked the young pony.

"Kisses? You and Rumble? ”

Pipsqueak with his face still hidden nodded.

"I see ... and is that what made you cry? Rumble didn't mean to worry? "

"No, it's Featherweight!"

“Featherweight? What did he do to you? "

"He..."

"He ?"

“IT TAKEN US IN A PHOTO! And he ... he will ... * cry * "

The young stallion burst into tears and could not finish his sentence. Cheerilee was shocked upon hearing her, she grabbed Pipsqueak in her arms and said gently to him.

“I'm going to go see Featherweight and get this photo back. Then I'll go get Rumble and bring him back here. "

"* Sniffle * Are you going to bring Rumble back here?" Are we being punished? ”

"No don't worry you're not being punished. If you really wanted to kiss each other, you had better do them here during recess so no one will see you. "

"Thank you Miss Cheerilee."

Cheerilee walked out of the classroom and walked over to a group of fillies who were playing skipping rope.

"Tell girls do you know where the Featherweight is?"

A yellow filly with orange mane answered him.

"Yes, it's in the newspaper printing room!"

"Thank you Noi."

Cheerilee walked over to the building adjacent to the school, walked in and saw the young pegasus who was busy putting away his freshly grown photos. Cheerilee went to see him.

"Featherweight?"

The little Pegasus turned and saw Cheerilee.

"Miss Cheerilee? The class hasn't rang yet. "

“Featherweight, there's a photo I want. You give it to me kindly, you destroy the negative and no one will be punished ”

"Punished ?! I made a mistake ?"

"Show me the pictures."

The little pegasus handed over the stack of photos and Cheerilee looked at them one by one. After ten or so she found the photo that interested her.

“This is the photo I wanted. Or his the negative Feather? ”

The young pegasus handed the negatives to his teacher and she took the photo of the little couple.

"Well, if you hold your tongue on what you saw with Pipsqueak and his mate you won't get punishment okay?"

"Miss Cheerilee?"

"Yes ?"

"Why is this photo so important?" Pip and Rumble haven't done anything wrong. I mean I've seen two grown stallions kiss each other before and no one was saying anything. "

Cheerilee turned and went to see the little pegasus.

“Featherweight, certain thing must be kept a secret. I don't think you would want to see a picture of yourself with your blankie in the school newspaper. "

"It's certain."

"It's the same thing, so forget what you saw okay?"

"Yes Miss Cheerilee."

"Have fun, and don't be late for the rest of the lesson."

Cheerilee exited the building and returned to the playground, she watched the children played. And she saw Rumble talking with Scootaloo, she walked over to them and him.

"Rumble, can you come to class please?"

The little gray pegasus looked at Scootaloo before answering.

"I made a mistake ?"

"No, but I would like to talk to you. Pipsqueak and already inside. "

Rumble's face turned cherry red when she heard Pip's name. He walked over to the classroom, Scootaloo now alone with his teacher asked him.

“Cherry? What did they do? "

"Nothing wrong Scooty, look at this picture you will understand"

She handed the photo to the little Pegasus who blushed when she saw what she was picturing.

"Are they together ?!"

"Shhh! Less strong my beauty. I don't know, maybe he's just practicing kissing. I'm going to talk to them but I'm counting on your silence my angel. "

Cheerilee left the filly and returned to the classroom, Rumble and Pipsqueak sat at their desks not looking at each other.

"Well, Rumble do you know why you have it?"

"Yes Miss Cheerilee."

"Don't worry Rumble you weren't punished, Pip told me everything and I was looking for the photo and the negative."

"Did you do that ?!"

The little pegase noticed that he had screamed and put his hoofs to his mouth and apologized.

"Sorry Miss Cheerilee, I didn't mean to scream."

"Don't worry Rumble, here's the picture."

The mare showed them the photo.

"Which of you two want her?"

The two colts looked at each other and Rumble raised his hand. Cheerilee gave it to him and he put it in his satchel.

"Well boys if you want to kiss each other you can do it here." There is a few minutes of recreation left. And if you want I can even help you so that your kisses become the most pleasant kisses. "

"How? 'Or' What ?" Pipsqueak asked.

"I'm going to give you a little private lesson"

She went to the board and drew the different stages and position of the tongue.

“Here are the boys, so call you back. Take your time and if you can't manage it I will help you "

The two colts standing in front of Cheerilee looked at each other and brought their lips together and started with a shy little kiss. Then following the instructions on the board, Pipsqueak tried to put his tongue in Rumble's mouth, who did the same. After a few seconds Cheerilee could tell that the two foals were enjoying the lesson, the teacher began to masturbate in her chair.

After a minute the two little stallions broke the kiss and looked at their teacher who was moaning.

"Are you okay Miss Cheerilee?"

Cheerilee cringed.

"Uh yes ... don't worry."

"What you taught us and awesome kissing has never tasted so good." said Rumble

"Do you know anything else like that Miss?" Pipsqueak asked.

"Yes a lot, I could you ..."

Cheerilee couldn't finish her sentence when the bell rang.

"Good, that will be for another time." If you stay at the end of class I will teach you some good things like fucking each other. But it will have to remain a secret, and that you promise me not to say anything. "

"Have promised!" said the two stallions in unison.

Cheerilee cleared the board, the other ponies returned to their respective places. And Cheerilee resumed her normal course, giving Scootaloo a knowing little glance and making discreet movements of his cock to show him her wet slit when she could. Who made Scootaloo blush who appreciate his little teasing.

3:00 pm finally arrived and the bell announcing the end of lessons rang.

"The course and finished the kids you can go, Scootaloo, Apple Bloom, Sweetie Belle, Rumble, Pipsqueak you stay with me."

The other children all came out one after the other, soon there were only the five foals and fillies that Cheerilee had called.

"* Sigh * Girls, I couldn't give you private lessons today, I have to take care of your two mates."

"IT'S NOT FAIR !" cried Scootaloo

The filly looked very angry.

"Miss Cheerilee you had to teach us how to have fun between us" said Sweetie Belle

"Girls..."

She bent down to their height and stroked Scootaloo's mane.

"It’s just for today, once I teach them everything I’ll take care of you especially you Scooty."

Scootaloo grabbed the mare and hugged her. Cheerilee felt the filly refraining from crying.

"I don't want you to do this with them Cherry." It's just for me and just for me! "

Cheerilee gently nudged the filly off her neck and gently stroked her cheek.

"So said Scooty, aren't you giving me a fit of jealousy by any chance?"

"What is jealousy?" Apple Bloom asked

"Jealousy is a feeling that provokes anger because you want to have something other than or when you are afraid of losing a loved one."

"Scootaloo and jealous?" But of what ?" asked Sweetie Belle

She hugged the little Pegasus again and answered the little white unicorn.

"She's afraid that I don't like her anymore and that I will become attached to Pip and Rumble rather than her."

Scootaloo hold the mare with all his might. Cheerilee sighed and said.

"You won Scooty, I'm going to teach you and the boy."

She shared a kiss to Scootaloo and stood up.

“Well we're going to do three groups. Rumble and Pipsqueak you are the first group, girls I'll let you choose who will be with whom. ”

"Scootaloo I think you want to be with Cheerilee." says Apple Bloom

The pegasus nodded and walked over to her teacher, Sweetie Belle moved to Apple Bloom. Cheerilee smiles and says.

“Well, I think you all got it like giving a real kiss. Now girls I will teach you cuninlingus and boys oral sex. So take a good look at what I'm going to put on the board and then we will practice. "

She drew on the left side of the table a tongue on a vagina, then two hoofs which opened the slit and then a tongue on the clitoris. On the right side she drew a rod with a tongue on the length with an arrow going up, then a mouth in the middle.

“Here is a visual aid, now we are going to practice. Scootaloo I'm going to put myself on my desk so that my rump is at your height, you start by licking and then you try to find which will do me the most good. I would moan more or less loudly to help you. "

"What about us Miss Cheerilee?" asked the boy

"A yes, sorry I forgot you." You two are going to do a sixty-nine. For that Pip you lie on your back and Rumble you climb on his stomach, head towards his crotch, then each one will lick each other's cock and take it in the mouth once hard. "

The two boys shifted to position Pipsqueak lay down on the floor and Rumble climbed on top of him. Rumble slowly began to lick the sheath of his earthly friend and soon his cock came out little by little and the little white pony began to moan.

Cheerilee had an idea she went to see Sweetie Belle and said.

“The horns of unicorns are mainly used for magic, but they can also serve as a penis for the mare. You're going to help Rumble get hard if you want Sweetie. "

"Bend?"

"Let their penis become all hard."

"How I do ?"

"You are going to put your horn in her anus."

“WHAT? THERE IS NO QUESTION! ”

"You will like you will see. We are already going to prepare it, because anal sex requires a lot of preparation and gentleness. "

Cheerilee went to her desk and pulled out a white plastic bottle and walked over to Rumble's anus.

"We're going to put some lubricant on her, because unlike the vagina, which gets wet on its own with arousal. The anus stays dry, that's what I'm going to use water-based lubricant for. "

She opened the cap and let the translucent gooey liquid run over the tight little hole of the pegasus, who had stopped sucking her friend to see what happened.

"Is it going to hurt?" Rumble asked

"No. It’s a strange feeling but not unpleasant and Sweetie’s horn is not that big you’re safe. ”

Cheerilee slowly began to suck on the filly's horn, she moaned as she felt Cheerilee's tongue run through the strills of her horns. It was the first time she had felt this feeling and she didn't want it to stop. After a moment she withdrew her mouth, leaving Sweetie Belle's horn covered with saliva.

"Alright Sweetie, pull your horn out of its hole and push it gently." Then you took it out without taking it out completely and you push it back in. You understood ?"

The filly nodded and laid her horn on Rumble's stinking little star and stuck her horn inside. Rumble screamed, Sweetie Belle pops her horn out.

"Am I hurting you?" Sorry I didn't mean. "

"No. Can you do it again? Please"

Sweetie Belle nodded and went back to put her horn in the little pegase's anus. This one moaned and Pipsqueak licked the tip of the penis, Rumble returned to suck his friend enjoying his new sensation.

“Good to us. Scooty you lick me and you Apple Bloom you will sit on my desk and I will lick you. "

Apple Bloom climbed onto the desk at the left end of the desk and spread her hind legs apart, her slit opened and Cheerilee could see the young earthly pony's swollen clit. Cheerilee lay down on the desk with her nose pressed against Apple Bloom's little entryway, she parted her cock to the side and said.

"Come on Scooty, I'm sure you'll love my taste." I bought a strawberry vaginal soap just for you. "

Scootaloo smiled and hurriedly stood in front of his professor's vagina. Her wet slit and her clit swollen with desire, the sight of that toothless pink mouth was not the most pleasant. The orange pegasus closed her eyes and stuck out her tongue, Cheerilee staring at her turning her smiley head and wrapping her tail around Scootaloo's head to press it against her entrance.

"I know your need for Scooty motivation, don't be shy."

Scootaloo, nose buried in Cheerilee's pink flounder, tried to lick the walls like ice cream. Cheerilee was shaking with pleasure at the feel of Scootaloo's warm tongue, the little orange pegasus reopened her eyes to discover Cheerilee's particular taste. She licked every inch of the slit and remembering the drawing on the board she began to suck on her teacher's little pleasure button.

The latter held back from screaming with pleasure, she began to lick Apple Bloom's hole. The little dirt pony rested her hoofs on Cheerilee's head, pulling it unconsciously deeper into her intimate folds. Scootaloo so wet that drops of syrup began to fall on the floor below, soon Rumble’s voice was heard.

"Aaahhh, my pee will come out!"

Rumble ejaculated into Pipsqueak's mouth, who reflexively swallowed a fair amount of the cum and spat out the rest with a cough, Cheerilee pulled her head out of Apple Bloom's slit and said.

"Wait girls, I'll show them the next step." Sweetie Belle, come here please. ”

As the little unicorn pulled its horn out of the pegasus hole, Cheerilee grabbed a handkerchief and wiped the brown streaks off the filly's horn. Before telling him.

"Go to the sink wash your horn and come back." You'll save some with your girlfriends, but right now it's dirty. "

The little unicorn left the class to go to the toilets, after a few minutes the fillies and returned.

"Good, now that Sweetie Belle is back." I'll teach you the art of penetration! Apple Bloom since I don't have much to worry about anymore, you will be the first to enter the girl group. "

Apple Bloom was surprised and asked.

"Like Rumble with Sweetie Belle?"

"Yes but you will be in the vagina it will be more pleasant. But the boys will be anal, I wouldn't want them to get you pregnant. "

"PREGNANT ?!" all the ponies shouted

"Yes, simplifying it as much as possible, if a stallion's sperm enters a mare's vagina she can get pregnant. This is why I would only teach you lesbian and gay acts which present no risk of pregnancy. "

"But ... But ... Cherry, you put cum in my mouth this morning!" I'm having a baby ?! ” Scootaloo panicked.

"No, you don't risk anything except a stomach ache. Semen is hard to digest but since it comes from a potion you won't get anything, the semen has to enter your vagina and you have to be in heat. "

"Phew, I was scared."

"Do not worry. Rumble as you ejaculated, it will take a few minutes for your penis to become hard again, so Pipsqueak will penetrate you. In addition you are prepared with the lubricant and the horn of Sweetie. Pipsqueak come here. ”

The little white spotted stallion approached.

"Rumble lie on your stomach and sweep your cock to the side."
The little pegasus did himself as asked, Cheerilee motioned to Pipsqueak who climbed above him.

"I'll get you ready this time." So watch what I'm doing because if you and him want to do this in your room that you don't hurt yourself. ”

Miss Cheerilee opened the lube and dribbled a good dose over the pegasus' little hole, then put some on her hoof and began to gently jerk off the pegasus. Once fully erect, the mare rested the end of the penis on the stallion's hole and said to him.

"I'll guide you, start entering SLOWLY!"

The land pony began to stoop to push his cock inside, Rumble clenched his teeth. Pip's rod was much bigger than Sweetie's horn, tears filled his eyes.

"Miss Cheerilee ... Its hurts!"

"It's normal Rumble, relax."

Soon in a little "pop" the fleshy colony suddenly entered Rumble's asshole, he felt the weight of his friend on his rump.

"That's good, now start moving Pip."

Pipsqueak began to pull his cock back when he felt Cheerilee's hooves push him back inside. This one was moaning.

“Oooohhh! It is so good !"

"Okay, now the boys play nice together." I'll take care of you girls. "

The girls who watch the two little studs fuck each other look at their teacher.

"I only have one dildo strap and there is only one unicorn. So Apple Bloom as promised, you can choose, the dildo belt or Sweetie's horn? "

"What's a dildo strap?"

"A belt with a plastic stallion sex that mares use to penetrate each other, I'll show you that."

The mare walked over to her desk and pulled out a black belt with a red dildo about 8 inches long and 3 inches thick. Apple Bloom looked at the size of the toy and compared the size of Sweetie Belle's horn, before choosing.

"I prefer Sweetie's horn."

Cheerilee smiled, suppressing a small laugh.

"I suspected the size of the dildo would scare you." The vagina and elastic to adapt to the size of the stallion's penis, Scooty I'll use it on you. "

Scootaloo was a little worried and it showed on his face.

"Don't worry, it might hurt a little when I tore your hymen but then you won't hurt anymore."

"Would tear up my hymen ?!"

Scootaloo backed away in fear, Sweetie Belle asked.

"Miss Cheerilee what's the hymen?"

"A kind of net that is in the vagina is used to keep dirt out. When a stallion enters the vagina, it tears it causing pain and a slight flow of blood. "

"I'm scared Cherry ..."

"Or I can take you by the butt like boys."

"I would prefer..."

"Fine, Sweetie I'll let you play with Apple Bloom."

"But she's going to tear my hymen!" cried Apple Bloom

"No, her horn is too small for her, you don't risk anything."

Cheerilee pulled on the dildo strap and she walked over to Scootaloo.

"Put your head down and lift your beautiful little Scooty rump."

Scootaloo bowed his head and lifted his rump. Cheerilee licked Scootaloo's anus.

"Miss Cheerilee ?! What are you doing ! It's dirty !" cried Scootaloo

"Don't worry, it's rimming. It's like cuninlingus but with the asshole, relax I will lubricate you before I penetrate you don't worry. "

While Sweetie Belle and Apple Bloom kissed again, the little unicorn began to lick her friend's soft wet vagina. Soon she put her horn on Apple Bloom's hole and sank it, Apple Bloom's vaginal muscles tightening around Sweetie's horn.

"Huummm, Apple Bloom ... Huummm your vagina and nice around my horn."

"Deeper Sweetie!" Deeper !"

Cheerilee stopped licking Scootaloo's smelly little hole and watched them have fun. She grabbed the lubricant and put a good dose on the anus of the filly, then on the dildo she then put the point on the lubricated hole of her little lover.

"Relax Scooty, I'm going in!"

Scootaloo cried in pain as Cheerilee pushed to enter, a "pop" sounded. The dildo had entered and Scootaloo cried out in pleasure and pain, the mare was making a deep back and forth motion. She raised her right hoof and slapped the side of the filly who cried louder, she started again a second time.

"What did I do ?! Why am I having a spanking ?! "

"Hmmm, you're going to like little slut!"

She continued her back and forth movements as fast as she could, slapping Scootaloo's side, a swipe right and then left. Soon we heard the voice of Pipsqueak who gave a long cry of pleasure.

"Looks like Pipsqueak and Rumble are done."

"It hurts Miss Cheerilee."

Cheerilee knocked harder on the filly's rump.

"I already told you to call me Cherry! Little slut! "

Scootaloo gave a loud cry, and started to shake. Cheerilee stopped realizing that her little lover had just had an orgasm.

"Well, my beautiful, your steadfast I am going to retire so relax."

Scootaloo looked at her sweaty and panting. She could only nod, Cheerilee gently removed the dildo inch by inch and soon the fake pillar of flesh was out leaving Scootaloo's asshole well enlarged.

Cheerilee walked over to Scootaloo's front and gave him a delicious kiss, once it was over she went to see the two boys.

"So is it fun?"

"That was ... awesome Miss Cheerilee." Pipsqueak replied between two breaths.

"Still it hurts a bit." Rumble finish

"It's okay, the more often you do it the less pain you will have the next few times."

Cheerilee left the two small stallion still lying down to go see Apple Bloom and Sweetie Belle who were hugging each other sharing a kiss.

"Already finished the girls?"

"Yes Miss Cheerilee that was amazingly good."

"Miss Cheerilee I think Sweetie Belle spunked me!"

"What do you mean ?!"

She parted her vaginal lips with her hooves, a green liquid with what seemed to be straws trickling out of Apple Bloom's hole. Cheerilee stroked her mane and reassured the filly.

"It's not semen but magic juice, don't worry you won't have a baby."

"Magic juice?" Sweetie Belle asked, touching her horn.

"I've been dating a unicorn for a while and when you take too much care of a unicorn's horn it sometimes spits out magic juice, it's a unicorn's only orgasm. You should be proud Apple Bloom. ”

The professor looked at the clock before saying.

"It's already 4:30 pm ?! Come on kids, get home from class and be done for today. "

"Thank you Miss Cheerilee, this morning I thought I was a monster because I love another boy and now I could do adult stuff with him thank you again!"

Pipsqueak gave him a big hug before picking up his stuff and leaving the classroom. Rumble went to see her in turn.

"Thank you Miss Cheerilee, I will make the most of what you taught me."

"Remember I never learned anything from you. It's our secret."

"Yes, I promise."

He grabbed his things and left the room as well. The three little fillies also went to collect their business, each in turn sharing a kiss with Miss Cheerilee. Once outside she was chatting.

"Have fun today right?" asked Scootaloo

"Yes and the girls have time for a little talent search, don't they?" Apple Bloom asked

"Yes all at the club!" Sweetie Belle yelled before she started running.

The other two fillies also began to run, under the protective gaze of their teacher who observed them through the window. Once the three fillies were out of sight she walked over to her office to collect her things, once everything was put away she got out and started locking the classroom door when she heard a voice behind her.

"The remedial class was informative Miss Cheerilee."

She turned to see Diamond Tiara who smiled at her.

“Diamond? What are you doing here ?"

"We were taking pictures Miss Cheerilee." answered another voice.

Cheerilee looked to the left of the building and saw Silver Spoon with a camera around his neck.

"We saw it all Miss Cheerilee, and I photographed it all."

"Imagine your reputation if this photograph was published in the school gazette tomorrow morning." Diamond Tiara finish

Cheerilee gritted her teeth, Diamond Tiara was blackmailing her.

"What do you want Diamond Tiara in exchange for your silence?" Good grades? No more homework? ”

Diamond Tiara nodded.

"No. I want you! " replied the pink filly

"Me ?!"

The pink filly nodded.

"What do you mean ?"

"You've done adult things with her stupid blank flanks, me and Silver Spoon deserve a hundred times more than her to be treated like adults!"

"So you want me to give you an adult lesson?"

“I don't want a class! I want you to be my slave! And my first order and that you make me scream with pleasure even louder than his three failures! ”

"And I also want to scream with pleasure!" asked Silver Spoon.

"Good and you make Silver Spoon scream too!"

Cheerilee sighed and told her.

"I have no choice, do you want to do that in school?"

"ON IS TABLES HARD AS A STONE ?! NO WAY !" shouted Diamond Tiara

"Diamond and all alone at home, we'll do her in her room." It will be much more comfortable, we are not just anyone. ” continued Silver Spoon.

"Alright when should I come?" Cheerilee asked

“I have to go to the Spa with Silver for my monthly hoof and coat treatment, so you have about two hours of free time to get ready. I will be waiting for you at my place, don't forget to take your accessories and ESPECIALLY TO WASH YOURSELF! I don't want you to impregnate the silk sheets of my bed with the scent of its three blank sides. ” Diamond Tiara threw him

"Alright Diamond, I'll be there."

"Very well MISTRESS!" Diamond Tiara corrected

Cheerilee sighed.

"I will be at your place in two hours Mistress."

"It's already better. At any time slave." finished Silver Spoon

The two fillies made their way to the spa laughing, leaving Cheerilee alone. This one smiles while looking at the sky she says.

"I feel like I'm going to have a good time with my new mistress. But the last girl who laughs will laugh, but one thing and sure she won't forget this sex night sooner. "

She started walking towards her house, after all she only had two hours ahead of her to get everything ready.

Author's Note

Here I finally managed to finish this chapter. I had planned to do the Dinky or Babs chapter before the Pipsqueak chapter but I think the way that Cheerilee and Go would pick up the photo at Featherweight made a good connection to the Diamond Tiara blackmail.

Leave a comment to let me know if you noticed an error or just to let me know what you think.