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Professor Leena Sky has a sit-down with her pupil Levi to enquire him why he's failing her course when he's passing all his other courses with flying colors. Levi's carefree mentalattitude about the whole thing incenses her, but when she finds out he's blackmailing her because he has a porn video of her from her pasttimes, she gets upset. The horny pupil makes her take out her large tits inadditionto fuck him inwards her classroom … or else he goes to the dean with Professor Sky's porn past!