It was a dark and normal night. Sweetie Belle was in bed, as good little fillies should be. But, unlike a good little filly, she was not sleeping. No, she was on her back, busy pleasuring her puffy pony pussy with her tiny filly hooves. Sweetie Belle is a bad little filly.

As she ran the edge of a hoof along her lips, her clit winked and more filly juice came out to lubricate her motions. She pressed down harder and had to force her eyes to stay open as the burst of pleasure forced her mouth open in a silent scream. She stared down her body at her swollen clit's winking, the sight only making her more aroused. As she moved her other hoof to push it against her clit, she failed to notice her bedroom's door opening.

Rarity observed the scene in front of her with mild surprise. Well, this makes things easier, she thought. She got Sweetie Belle's attention by clearing her throat.

"Eep!"

Sweetie Belle jerked her hooves back and stared at Rarity with wide eyes.

"Rarity, I was just… uh…"

Rarity smiled and said, "It's okay, Sweetie Belle. It's nothing to be ashamed of. Life in Ponyville can be a bit stressful, and I've been finding myself doing that a lot."

As Rarity walked to the bed, Sweetie Belle didn't say anything, although her mind was racing. She imagined how big Rarity's clit must be and what it'd look like while winking. The thought made hers bulge out again, just as Rarity sat down on the bed, staring between Sweetie Belle's legs.

Rarity shifted her gaze to Sweetie Belle's face, still showing signs of the interrupted self-pleasuring.

"Sweetie Belle, I know you've been upset lately, what with the burned, melted, and vaporized apple pies. Truth be told, I've been having some troubles lately myself. Don't worry, it's nothing to do with your apple pies."

Sweetie Belle, still feeling aroused and desiring nothing more than to resume fiddling with her pussy, didn't know what to say.

"Um…"

Rarity's gaze moved back to Sweetie Belle's crotch.

"So, Sweetie Belle, I did some thinking and came up with a way to help us both feel better. And, I visited Twilight to get some advice, and she gave me something that should make your next pie a success."

"Th-that's nice, Rarity, but, ah, isn't it too late at night for cooking?"

"Oh, no, Sweetie Belle. This is the perfect time for what we'll be doing." As Rarity spoke, she pressed a hoof to Sweetie Belle's moist pussy.

"Ah! Ah! Rarity!" Sweetie Belle's clit winked furiously against Rarity's hoof, and more fluid dripped out from her vagina. To Sweetie Belle's disappointment, Rarity withdrew her hoof. But, that disappointment quickly disappeared as Rarity lifted her wet hoof to her mouth and slowly licked it clean as she savored Sweetie Belle's flavor.

Buck it, thought Sweetie Belle. She tried to move a hoof back to her pussy, but before it made contact, Rarity's magic enveloped it and halted its motion. Sweetie Belle looked at Rarity questioningly. She soon got her answer. Rarity had repositioned herself to be on her belly with her head between Sweetie Belle's legs.

"I want to show you something better than using your hooves. Just lay your head back and let me deal with this for you."

"But, ah, Rarity, I want to see it."

Rarity smiled and propped up Sweetie Belle's head on a pillow.

"There you go, darling. Is that better?"

"Y-yes, thank—AH!"

Sweetie Belle was interrupted by Rarity's tongue licking up her pussy, collecting her secretions as it went. Once it reached the bottom of her winking clit, Sweetie Belle could feel her bulge dipping into and pulling out of a puddle of her own juices. As Sweetie Belle moaned in pleasure, Rarity held her tongue there for a few moments, then pulled the puddle of foal juice into her mouth and swilled it around to taste it better. Her own pussy was getting wet now, and she felt her clit trying to peek out. She swallowed and resumed licking Sweetie Belle.

Sweetie Belle had long since stopped worrying about being caught. Her every thought was now focused on how good Rarity, her sister, was making her feel. Rarity was licking more firmly now, and every few licks, she swirled her tongue around Sweetie Belle's clit, which was spending more time out than in now.

"Oh, Rarity, I—I—oooaah!" Sweetie Belle came, and Rarity clamped her mouth around Sweetie Belle's pussy to keep every drop that squirted out. Sweetie Belle accidentally helped by bucking her hips forward, her pussy aching for something that wasn't there. During the orgasm, Rarity flicked her tongue against Sweetie Belle's pussy, making it even more intense.

"Ah! Ah! I love you, Rarity!"

Rarity simply hummed in response and kept up the tongue-flicking action for a minute longer as Sweetie Belle's intense orgasm faded. When she stopped and pulled back, Sweetie Belle leaned forward to hug the source of her best-ever orgasm.

"Was that good, little sister?", Rarity asked gently.

"Mmhmmm." and a short nod was Sweetie Belle's only reply.

"Now, Sweetie Belle, don't fall asleep on me. We haven't even done the main event yet!"

"Huh? We haven't?"

"I did say I visited Twilight for advice, yes? She showed me a special spell, one Princess Luna taught her personally in thanks for her help on Nightmare Night. Now, hold still, dear. I need to concentrate to cast this."

Rarity's horn lit up, and Sweetie Belle felt a tingling in her loins. She looked down and saw Rarity's magic stretching out her clit, although there was no pain. She watched as her already puffy pussy lips bulged out to form two orbs. Soon, she had a foal-sized penis and a pair of testicles.

"Huh, neat", she said, as her arousal made her new penis thicken rapidly. While Rarity eyed it hungrily, Sweetie Belle felt along it with her hooves. It felt similar to touching her clit, with a much bigger area.

"But, Rarity, I thought you said the spell would help me make a pie. What am I supposed to do with this?"

"Don't worry, dear. You'll see soon.", said Rarity. Then, she turned around to present her butt to Sweetie Belle. With her own wet, winking clit and engorged lips, Rarity asked "What do you think of mine?".

Sitting with a miniature massive erection, Sweetie Belle found herself desiring to touch Rarity in ways a sister shouldn't. But, Rarity already did stuff with me, so it must be fine, she rationalized reasonably.

"I like it a lot, Rarity. I feel like I need to touch it."

"Oh, I very much want for you to touch it, Sweetie Belle, but not with your hooves. Not right now, anyway. I want your penis inside of me. But, hmm, you're a bit short."

Sweetie Belle saw Rarity's magic aura appear around her and felt herself being lifted up. She was deposited on Rarity's rear, her penis dangling over the edge.

"Hmm, no, that won't do." Rarity thought for a moment, then picked up Sweetie Belle again and slid her back a bit. "I'll hold you so you don't fall off."

"Huh? What are we doing, Rarity?"

"I told you, we're making a pie. Now put your cute little penis in my pretty pussy."

"Well, okay." Sweetie Belle said. She tried to do as Rarity asked, but her dick bouncing up and down made aiming difficult. She soon got her tip pressed against a hole, but it didn't feel like she expected a pussy to. Before she could push herself in, Rarity interrupted.

"That's not quite the right hole, dear, although we can try it later if you're sure you want to. Here, I'll help you." Rarity's horn lit up again as she moved Sweetie Belle's penis down to her pussy's entrance. "Now, push yourself inside, and don't worry about going too fast."

Sweetie Belle answered by slamming her cock down Rarity's vagina. Wow, I didn't know I can move that fast. She pulled back until only her tip was past Rarity's lips, then slammed forward again, making both sisters cry out in pleasure. Oooh, yes, this is just what I needed, both thought. Sweetie Belle pistoned in and out faster, unable to resist her sister's tight, slick love tunnel. As a (now former) penile virgin, she wouldn't last long, but Rarity didn't mind, as long as it was her little sister fucking her.

Unable to handle the pleasure, Sweetie Belle moaned louder as she went balls-deep and the tip of her cock flared wide.

"Oh, yes, Sweetie Belle! Cum in me!" cried Rarity, her clit winking furiously as her vagina pushed out more lubrication.

Not knowing what was happening, Sweetie Belle tried to pull out again, pushing them both over the edge. Instinctively, she pushed forward as hard as she could, making a vain attempt to reach Rarity's cervix. Semen spurted out, each shot coinciding with Rarity's clit winking. Sweetie Belle's flare wasn't large enough to keep it in, and a mixture of her semen and Rarity's pussy juice oozed out and got caught in Rarity's magical grip on Sweetie Belle.

"Hah… ah… do you want to taste the creampie you made, Sweetie Belle?" asked Rarity, hoping the answer would be yes. She levitated part of the glob into her own mouth and reveled in the glorious flavor of her sister's love. Admittedly, it wasn't anything amazing, but knowing where it came from made up for that, and she did enjoy the slimy texture.

Taking a moment longer to come down from her pleasure high, Sweetie Belle responded. "Sure, but can you put me down first?"

"Oh! Sorry, Sweetie Belle, that slipped my mind."

Rarity moved Sweetie Belle back to her bed, careful to keep hold of the creampie they made together as it oozed out of her now dick-free pussy. With them both sitting now, looking at each other, Rarity levitated the creampie between them.

"So… that's a pie?" asked Sweetie Belle, with a tilt of her head.

"Yes" replied Rarity. "It's a creampie, one word, and only ponies who love each other very much can make one. They are best enjoyed fresh, so please open your mouth."

Sweetie Belle nodded and did so, staring at the creampie the whole time. Rarity moved forward with the creampie, opening her mouth too. She put the creampie half into Sweetie Belle's mouth and moved her mouth over the other half. It hit their tongues at the same time, and they moaned into each other. Rarity let go of the creampie and pulled Sweetie Belle into a kiss, hugging her little sister close with her front legs.

As they kissed, open-mouthed, Sweetie Belle felt her big sister swirling around the creampie with her tongue, so she did the same. It didn't last long, though, as they both wanted to swallow it down. Once it was gone, they kissed a moment longer, then pulled away. Sweetie Belle spoke first.

"Wow, Rarity. That was amazing! I didn't know I could feel that good."

"Indeed, Sweetie Belle. Playing with yourself is one thing, but having fun with another pony is much better. Now, I think we've stayed up late enough, so I'm going to bed." Rarity got up and headed for the door.

"Wait, what about the penis you gave me?"

"I'll cancel the spell tomorrow, after you've had more time to get acquainted with it. Good night, little sister."

"Good night, big sister."

Rarity walked out and closed the door.

Sweetie Belle dreamed of her sister that night. She dreamed of doing to Rarity what Rarity had done to her, of making Rarity squeal in delight as her pussy was hoofed and licked and her clit was sucked. She dreamed of Rarity being the one with the penis and fucking her, filling her with a creampie. She didn't know that such a relationship might not be appropriate, and if she had, she wouldn't have cared. She loved her sister, and her sister loved her. Sweetie Belle had pleasant dreams that night.

Rarity dreamed of her sister that night. She dreamed of Sweetie Belle being older, a young adult. She dreamed they were married and had children with the help of Luna's spell. She didn't spare any thoughts to think that such a relationship might not be appropriate. She had known for a long time that Sweetie Belle was the only one she wanted, and now she had finally made it happen. Rarity had pleasant dreams that night.

The next morning, when Rarity went to wake up Sweetie Belle, she saw her sister's erection standing proud. Perfect, she thought. She slowly got onto the bed, trying to avoid waking the sleeping filly. Sweetie Belle's eyes opened just as Rarity's mouth reached her penis.

"Ah! Rarity!"

Rarity simply hummed, then moved down her sister's penis. As Sweetie Belle's thick length filled her mouth, she considered how lucky she was to have such a loving sister. I wonder if Applejack and her sister love each other like this.

Still inexperienced, it didn't take long for Sweetie Belle to react to Rarity's efforts. She pistoned her hips in time with Rarity's movements, and her flare grew quickly. Feeling this, Rarity pushed down hard and popped her sister's flare into her throat before it got too big to fit. This only made it grow faster, and Rarity loved the feeling of it plugging her throat. Sweetie Belle cried out in pleasure, and Rarity felt her sister's warm semen filling her throat. As she swallowed, it went deeper, and if anypony had asked, Rarity would have sworn she could feel it cumming directly into her stomach.

Sweetie Belle pulled out of Rarity, and not even a single drop of her cum spilled out of Rarity's mouth. She found she liked the sight. Morning wood doesn't last long, though, and she soon became flaccid.

After a moment to recover, Rarity greeted her sister.

"Good morning, Sweetie Belle. Did you sleep well?"

Blushing, Sweetie Belle said "Yeah, sis. Thanks."

"Good. Before we have breakfast, shall I cancel that spell now?"

"No. I'd like to show it to my friends first."

"Oh? Well, I trust you know who you should and shouldn't share this with."

"Don't worry. We've already done… things… with each other. It'll be fine."

As they walked to the kitchen, Rarity asked Sweetie Belle, "So, do you have any plans for today?"

"I was thinking of listening to the birds singing in the park. Maybe I could learn something from them!"

"That sounds pleasant. I've found myself free of work for today. Would you mind if I went with you? We could make it a picnic."

"Sure, Rarity. I'd like that."

They trotted along a path to the park, Rarity holding a picnic basket in her magical grip. Sweetie Belle was looking at the nearby trees when she spotted something.

"Hey, Rarity. Is that Applejack and Apple Bloom?"

Rarity looked at where Sweetie Belle was pointing and saw a familiar orange face. Coincidentally, Applejack had a picnic basket balanced on her back.

"Why yes, it is. Let's go say hi!"

Applejack noticed the pair approaching and gave a wave. "Howdy! Where are you two off to?"

"We're going to have a picnic in the park, as sisters. I take it you're doing something similar?"

"Eeyup. I realized yesterday that I haven't been showin' my proper appreciation toward Apple Bloom for bein' such a good sister, so we're spendin' some time together today."

"Wonderful! I know exactly what you mean, dear. Would you mind if we joined you?"

"Not at all. Come on, let's find somewhere nice."

While they were talking, Apple Bloom and Sweetie Belle had noticed each other.

"Hey, Sweetie Belle. We're having a picnic."

"Hey, Apple Bloom. So are we! Maybe we can have them together."

"Sounds like it. This'll be fun!"

The pair of pairs trotted onward and found a flat spot near some of Ponyville's many apple trees.

Rarity laid out a picnic blanket with her magic, and she and Applejack unpacked their baskets. While Sweetie Belle and Apple Bloom were more interested in munching on daisy sandwiches and sliced apples, Rarity and Applejack struck up a conversation.

"You know, Applejack, I realized yesterday how much Sweetie Belle means to me. I mean, I already knew that she's my sister and I love her, but it struck me especially strongly yesterday."

"Yep. I imagine we're havin' similar feelin's here. Apple Bloom is a lovely little filly, and I'm glad I'll get to see her grow up into a strong young mare."

"Oh, darling, I know exactly what you mean. I truly am blessed to have somepony like Sweetie Belle in my life."

Meanwhile, Apple Bloom and Sweetie Belle had found enough time between eating to have their own conversation.

"Hey, Apple Bloom, has your sister recently been spending more time with you, too?"

"Yeah. I dunno why, but I ain't complainin'. I love spendin' time with my sister."

"Me too. We're the best sister-having sisters!"

"Uh, doesn't every sister have a sister, making that pointless to say?"

"Yeah, but it sounds funny."

"You got a point."

"Hey, let Scootaloo know that I have something to show you guys tomorrow at our meeting in the clubhouse."

"Oh? What is it?"

Whispering, Sweetie Belle replied "I don't want to say here. It's special."

"Ah, gotcha."

Applejack, having good hearing, picked up on this. "Hmm? You better not be planning something dangerous."

"No, Applejack, it's from me. It's perfectly safe."

"Well, okay. By the way, I found that the Crusaders have been fuckin' each other, so I got Apple Bloom a dildo."

"Wha—hey!" shouted Apple Bloom, indignant.

"Don't worry" said Sweetie Belle. "Rarity already knows, and she's fine with it."

"Oh."

"Yes, Applejack", said Rarity. "My gift is to do with that. It's a spell I got from Twilight."

"Huh. Alright. That's mighty generous of ya, Rares." replied Applejack.

"I do try."

Author's Note

Alternative chapter title: Creamy with a chance of semen

Writing music, looped the whole time:

fluff and random shit at the end to pad out the word count lol and i typed it all in a rush so dont blame me too much if it sucks