Sleepless in Rarity

Chapters

The Spell
Homework
The Bestest Time Two Sisters Could Ever Have
A hump in the night

The Spell

“No no no! These are all wrong!”

Sweetie Belle tossed a book over her shoulder and groaned, falling backwards into the pile behind her. She huffed and pouted out her bottom lip, staring up at the ceiling in defeat.

“Now I’ll never get my cutie mark.” The little unicorn whined and bit her quivering bottom lip as her eyes began to water.

Spike raised his hands with a nervous smile. “Whoa, don’t cry Sweetie. Maybe you should just wait until Twilight gets home and she can-“

“No!” The white filly jumped to her hooves and began pulling more books off of the shelf one by one, tossing each one into the pile. “I don’t wanna wait, I wanna practice now.”

“Practice what? Reading?” Spike raised a claw and scratched his eyebrow, staring quizzically at the filly.

“Spells, duh! I’m a unicorn, so my special talent must have something to do with magic. I’m looking for a spell book. Didn’t I tell you that when I came in?”

“Actually, you just hit me with the door and started throwing books on the floor.” He gave a small shrug and trotted over to an untouched bookcase in the corner. “Twilight keeps all the spell books here, help yourself.”

“Ooh thank you, thank you, thank you!” Sweetie dashed over to the shelf and pulled off the first book in the row, blowing the dust off the cover and raising an eyebrow at the odd title displayed in front of her. “100 Spells for a Sleepless Night? Huh, I guess making ponies fall asleep could be a good talent. Thanks Spike!”

She held the book close to her and pulled the door to the library open, happily trotting to the boutique where she was staying while her parents were on vacation.

Spike looked at the mess the filly had left behind and sighed, shaking his head. “I just reorganized these, dang it.”

The little purple dragon began picking up the books one by one, placing them back in the proper spot on the shelf. “This is going to be a long day…”

***

Rarity lay sprawled out on her work room floor with her legs spread wide, a white hoof placed firmly against her love-nub and working it in tight circles. She pressed herself into her hoof and let out heavy breaths, a smile forming across her face as she approached a much needed orgasm.

With the heavy workload she had been dealing with lately she had been immensly stressed and left with little time for herself, and to top off her frustrations, she had been unexpectidly tasked with watching her little sister while her parents left for vacation.

She huffed hotly and bit her lip, her touching bringing her to the edge. Just as she was about to come, the boutique bell caused her to jump and pull her hoof away as she scrambled quickly to her hooves. She brushed herself off and leaned over a pile of papers she had recently been working on in time to see Sweetie Belle burst through the doors of the Carousel Boutique, and begin happily skipping around Rarity’s newest outfits on display.

The seemingly distracted unicorn planted her eyes firmly on her work as her sister spoke, only giving a slight nod before brushing a bit of her messy purple mane off of her flushed cheek and sweeping it behind one ear.
“Mhm, that’s nice Sweetie. Why don’t you go play somewhere else for now?”

Sweetie let out a sad groan and rolled her eyes, dragging her book into the other room with lowered ears. “Alright…”

After finding a comfortable spot on the couch, Sweetie lifted the book in front of her and opened it to a random page. She raised an eyebrow, tilting her head at the strange images and spell details. “That thing sure looks weird, I wonder how it puts ponies to sleep. Hmm…”

The filly rubbed her front hooves together and stuck her tongue out slightly as she focused her small green aura of magic on herself the manner in which the page instructed. Her magic dispersed with no results and she huffed, taking in a deep breath as she focused her magic and tried again. Her whole body shook with the effort and her breathing became heavier. With one last straining force of her magic, she felt an odd pop and let out the deep breath that she had been holding in.

She placed a hoof over her eyes, afraid to look down in case the spell had failed. With a deep, gulping exhale, she looked down and squealed excitedly.

“I did it, I did it! I can’t believe I did it! I’ve gotta show Rarity!” The filly stepped awkwardly off the couch and frowned momentarily before pulling herself onto her back hooves and grinning widely once more.

“Rarity! Rarity come in here, I’ve gotta show you something!”

“Not now Sweetie, can’t you see that I’m busy?” she shouted from the other room.

“But Rarity, it’s really important!”

The filly stood with her bottom lip stuck out as she listened to the sound of her sister’s chair scraping across the floor, followed by the sound of quick hoof-steps coming toward her. As her sister stepped into the room, she beamed a bright smiled and stood tall, certain Rarity would be impressed by her wonderful new spell.

“What is so important that it can’t wait?” Rarity adjusted her glasses and looked up at her sister, her eyes instantly growing wide. “Wahaha! Sweetie what is… how did…”

The older unicorn trailed off with a gulp as she stared at the filly, her eyes locked on her back legs and the long penis that now dangled between them.

Every ounce of sexual frustration the unicorn had been feeling lately seemed to boil over at the sight of the engorged member, and she lost all self control, simply giving into what her body wanted for a change.

She trotted over to her sister and extended one hoof to examine the full member, jumping slightly when she giggled and stared down at her.

“So? Whacha think? This thing is going to get me my cutie mark for sure, I think. What does this do anyway?” Sweetie raised an eyebrow and looked to Rarity, sure that her big sister would be able to explain anything she didn’t understand about it.

“Well you see…” Rarity gave the shaft a long stroke down the center and then back up, watching it stiffen at her touch. The mare let out a sigh and looked up at her sister. “It’s hard to explain, but I can show you what it does.”

“Okay, I just don’t get how this could help anypony fall asleep.”

“Shh, you’ll see soon enough.” The white unicorn wrapped her front legs around her little sister and lifted her up, laying her gently down on her back. Her eyes stayed fixed on the erect member in front of her as she climbed over her sister and knelt down over her stomach.

She placed one front hoof against the confused filly’s chest and the other against one of her butt-cheeks, spreading them slightly as she leaned back against the throbbing pink head. Slowly, Rarity rocked her hips, rubbing her quickly moistening lips against the swollen tip.

Sweetie gasped and widened an eye. "What are you..."

"Shh, just wait you'll see Sweetie." Rarity placed a hoof to her sister's mouth and smiled softly.

With a gentle backwards push, the member began to slip inside and stretch the unicorn’s pulsing inner muscles. Sweetie Belle let out an involuntary moan as her sister wrapped around her, causing an unfamiliar but not unpleasant sensation.

Rarity raised her hips then lowered them back onto the member, letting out light moans as it slipped in and out of her. She smiled at the moans escaping from her little sister’s lips and focused on them, certain that there was nothing wrong with what she was doing if Sweetie enjoyed it too.

The little filly stared up at her sister through half closed eyes, her mouth hung partially open while heavy breaths escaped it and she made an odd sound that was a combination between a moan and a giggle.

“That feels so good Rarity, what are you doing back there?” Sweetie asked between ecstatic huffs.

Rarity felt her cheeks grow hot as she blushed and let out a breathy giggle. “Well you see Dear, eheh, I’m having sex with you.”

Sweetie Belle’s eyes grew wide with excitement and she let out a small squeaky giggle. “This is sex? But Applebloom told me... she said that Applejack said it’s only for ponies who love each other, and that we're too young to know about it.”

Rarity chuckled nervously and shifted her gaze from side to side. “Well of course we love each other. I mean, you do love me, don’t you?”

"Of course! What kind of sister would I be if I didn't?" The filly stared up at her sister with sad eyes and pouted out her lip. "I... I can prove that I love you!"

The excited spark returned to Sweetie's eyes and she placed her front hooves on Rarity's chest, pushing her off. The mare fell backwards and landed with a soft oof. "Sweetie, what are you doing?"

"I'm going to have sex with you now." With that, the filly placed her hooves on the inside of Rarity's knees, pulling her legs apart. She stared wide eyed at the moist pink lips in front of her and gulped, unsure she would be able to please her sister the way she had been pleased.

Gently, she placed one hoof on her still hard penis and guided it until it was pressed against her sister's sopping hole. With all of the force she could muster, she pushed forward and slammed into Rarity, eliciting a loud moan from the unicorn. With her confidence now boosted, the little unicorn gave another pump of her hips, and another, letting out a string of moans as Rarity squeezed tightly around her.

The older mare bucked her hips upward against her little sister's dick, helping the inexperienced filly bring her to a fast approaching orgasm. Sweetie lost her hoofing and fell onto the mare as she thrust, her face now resting on Rarity's soft white chest.

Rarity bit her lip and tangled her hooves in the filly's mane as her thrusts picked up speed.

"Oh yes Sweetie, I'm coming!"

The filly looked up with wide eyes and a raised eyebrow, and when she spoke her voice was sharp with confusion. "Coming?! But you're already here!"

With one last slam of her hips, Rarity let her eyes roll into the back of her head while an intense, long overdue orgasm shook her body, causing her muscles to spasm against the thick member inside of her.

The mare took advantage of her new-found tightness as best as she could, fucking her sister from below while the filly's moans grew louder and her thrusts more desperate.

Finally the tight warmth wrapped around her sensitive shaft became too much for the filly to handle, and she jerked forward, her body erupting with an incredible sensation that she'd never experienced before.

Sweetie let out a loud moan and threw her head back as her body shook with the new pleasure that pulsed through her and sent long streams of thick white liquid into her sister's quivering post orgasmic hole.

Rarity leaned up with a disappointed whine and pouted out her lip. "Well that was over rather quickly, wasn't it? No matter, I can still treat you."

The mare stood up and wiped herself off as she gave her sister a moment to catch her breath. Once she was certain it was okay to continue, she climbed over top of the filly and took her in her forelegs.

Rarity carefully placed her sister on her back and pushed her knees up, spreading them slightly. She leaned down and pressed her horn to the filly's member, using her own magic to disperse the spell.

Sweetie Belle wiggled her flank and looked nervously up at Rarity. "What are you gonna do?"

"I'm going to make you feel good like you did for me. This is sisterly love."

The unicorn then slipped between her sister's soft white thighs and pressed her tongue flat against her, giving her a long lick up the center of her legs.

Satisfied by the noise her tongue caused, she used her front hooves to spread her sister's lips and began licking rapidly straight up and down her slit, poking at her tiny hole on each down-stroke.

Slowly, she slid her tongue inside of the filly and wiggled it around, running it up and down the sensitive ridged walls. Sweetie let out a loud moan and pressed instinctively against the top of her sister's head, encouraging her to continue. Rarity pressed on until her tongue met with the hard little nub inside the filly, and she flicked it back and forth with her tongue, her squeaky little moans growing louder and louder as her g-spot was stimulated.

"Oh my gosh Rarity, that feels sooo good," Sweetie squeaked out as she threw her head back.

The white mare looked up at her sister and winked as she raised a hoof to the filly's clit and began rubbing it in fast, small circles, bringing her quickly approaching orgasm even closer.

Rarity's half closed eyes shot open as her sister cried out in pleasure and her little muscles squeezed around the mare's tongue, bathing it in delicious fluid. She then leaned back and wiped her mouth with a gentle smile as she looked over her blissfully satisfied sister.

Sweetie lay panting and looked up at Rarity with a tired chuckled. "Wow. I wish that didn't end so quickly."

"I'm sure it will take longer next time dear, maybe I can even use the spell on you."

"I think I'd like that." She let out a soft giggle and then pulled herself to her hooves, looking back at her flank excitedly. "Did I get it, did I get my cutie mark?"

Her ears drooped as her gaze landed on her bare white flank and she sat back down, defeated.

Rarity wrapped a comforting foreleg around the sulking filly and pulled her close. "Chin up now dear, you'll get your cutie mark soon, I'm sure."

The filly perked up her ears and looked at her sister watery eyes. "You really think so?"

Rarity laughed and stroked the filly's mane. "I know so. And look at the bright side, you may not have your cutie mark yet, but you've certainly discovered a very special talent indeed."

Homework

Rarity sat on her sofa, staring blankly at the open spell book in front of her. The graphics on the page reminded her of the horrible thing she had done the day before and she squeezed her eyes tightly shut, hoping to block the memory out, only to have images of her sister's glistening lips and ecstasy-filled face dance through her mind once more.

A sickening wetness began to form between her legs and she swallowed hard, her breaths beginning to come faster and heavier before she was full out sobbing.

She pressed her front hooves tightly against her eyes and cried into them, her entire body shaking in hysterics.

"Oh Sweetie, what have I done?" she cried out.

The unicorn let herself collapse onto a throw pillow and she pressed it against her face, allowing the soft material to soothe herself. She inhaled deeply, then quickly pulled away from the pillow, staring at it in shock as she realized that this was the pillow Sweetie had been using while she was visiting, and it now smelled strongly of her soft, curly mane.

Her teeth pressed hard into her lip as she rubbed her thighs together and her eyes darted to the clock. She had plenty of time left before Sweetie Belle returned from school.

Forcing herself to ignore a screaming thought in her mind that what she had done was wrong, she rolled over on her stomach and pressed her face against the fluffy pillow. She paused and gulped, biting down on her lip as the sweet scent of her sister filled her nostrils. She then slowly let one hoof trail down her stomach to small hard nub and began rubbing it fiercely, imagining—to her dismay—that it was the small hoof of her little sister massaging her.

With a shuddering breath, she illuminated her horn in a sparkling blue aura and focused it to create a thick magical dong. She pulled her hindquarters up so that her flank was high in the air and her tail was flipped over her back, then she levitated the member behind herself, lowering it until it made contact.

Rarity moaned out hotly as she brushed the tip of the sparkling toy against her lips, causing her to shiver. With a careful ease, she used the head to spread her lips apart and sink the toy inside of her, exactly the way Sweetie's member had.

She slid the toy in and out of herself, its curves massaging all the right parts of her inner walls. Her free foreleg wrapped around the pillow in front of her and she breathed in her sister's sweet scent as she used to horn to fuck herself, her other hoof still circling her clit.

With each stroke of her hoof and slip of the toy she came closer to the edge, her breathing becoming frantic as it mingled with her moans. The toy slammed into her one last time as her muscles convulsed around it, drenching it and causing her to let out a loud, breathy moan. Her hole was then left empty as the spell dispersed and she slid her hoof out from between her thighs, her lower body collapsing into a comfortable position.

Rarity shuddered and hugged the pillow close to her, her eyes tightly closed as what she had just done sunk in. "Oh Celestia, what's the matter with me?"

She bit her quivering lip and sniffled, burying her face in the pillow as she sobbed herself to sleep.

***

"I'm telling you, it really did happen!"

Two school fillies sat on the merry-go-round out in the school playground, their heads pressed closely together as they argued.

Sweetie Belle's cheeks were bright red and she frowned grumpily at her friend's skepticism.

"Yeah right Sweetie Belle, I know what AJ said about sex and Rarity is way too prissy to do that," Apple Bloom explained.

The young unicorn's eyes narrowed and she huffed. "And how would you know?"

"Because AJ said it's dirty, and Rarity hates dirt," the little yellow earth pony stuck her nose in the air and stated with a smug grin.

"Well yeah sure, but it's for ponies who love each other, and my big sister loves me," Sweetie Belle proclaimed.

Applebloom cocked a brow and tilted her head back down, scratching her chin thoughtfully. "I guess you're right. Well, my big sis loves me lots too, so if sex means love then there's no way she won't have sex with me."

"Of course she will. Be sure to let me know everything when she does."

The little ponies jumped as the school bell rang and they stood off of the metal playground toy, running after their classmates back inside the school.

Applebloom settled into her seat and smiled at Sweetie Belle as she slid into the desk next to her. "I promise I won't leave out a thing. Wish me luck."

***

Rarity jerked awake to the sound of the door to the Carousel Boutique being slammed open as an excited filly came trotting through and threw her bag on the floor, spilling out its contents.

"Sweetie, what in Equestria are you doing? Clean that mess up this instant!" Rarity shouted as she wiped her groggy eyes.

The mare then pulled herself into a comfortable sitting position and stared sternly down at her sister. Sweetie Belle took a step back, lowering her head defensively and frowning widely.

"What's the big deal? It's just a little mess and I thought we were going to have fun." Sweetie explained, a coy smile spreading across her face.

"Fun? Is trashing my home you idea of fun?" Rarity asked as she began rubbing her temples.

"Well no," Sweetie trailed one small hoof across the floor and looked bashfully up at her sister with sparkling eyes. "I was talking about having fun like we did yesterday."

A hard lump formed in Rarity's throat as her sister's words hit her, preventing her from forming any of her own. A guilty heat seeped down the unicorn's spine as she searched for the words that might help her sister understand why they couldn't have fun like that again.

"Well you see Sweetie, what happened yesterday was... Well it was a mistake, one that I wish I could take back." She let her head fall low as the guilt overtook her. "I'm a terrible big sister, I never should have taken advantage of you in such a way. I just hope you can forgive me."

Sweetie took a timid step toward her sister, her head cocked curiously to one side. "A mistake? But I thought you liked it, you seemed so happy."

"But I was happy, that's the worst part of all of this. The only thing I can do to try to right this situation now is to make sure I never do it again," Rarity explained with heavy remorse in her voice.

"What? N-no, you said sex was for ponies who love each other. You do love me, don't you?" The filly's voice cracked under her uncertainty and she bit her quivering lip to still it.

The mare's purple-maned head snapped up and she stared at her little sister with wide, tear filled eyes. "Of course I love you! How could you even ask something like that?"

"Well I love you too, and we both like what we did yesterday, so what could be wrong with it?" Sweetie Belle stepped backwards until her tail bumped into the couch, then slowly lowered herself down, letting her flank fall onto the soft carpet beneath her.

"Sweetie what are you do-?" Rarity stopped short as the filly in front of her spread her legs wide, lifting them high in the air.

The little unicorn ran one white hoof slowly over her poofy pink lips and smiled at her flabbergasted sister. "What's the matter Rarity? I thought you liked what I have down here. Or maybe you like what I learned from the book better? Which is it, hmm?"

Rarity narrowed her eyes slightly as she stared down at the filly, fighting the urge to bury her face between her sister's soft white thighs, but with every second that ticked by, her self control was slipping away. After several long moments, she finally trotted toward's her sister and lowered herself in front of her, staring straight at the delectable pink flesh between Sweetie's thighs.

She took a deep breath and squeezed her eyes shut, lowering her face into the filly's plot. Her tongue flicked out and around, running along the little unicorn's slit with every ounce of precision and skill Rarity had at her disposal. The young filly moaned out as her sister's hot tongue grazed her sensitive lips and she rocked her hips lightly in tune with the licks.

Lightly, Rarity ran her teeth over Sweetie's tiny clit and sucked it into her mouth before she continued down the soaking line, her tongue finally teasing the dark little hole there. Sweetie thrust her soaking slit against her sister's muzzle with a squeaky moan, sliding it up and down against her nose. She stared down at her older sister with a thick blush covering her cheeks. The filly slid herself down, rubbing her sweet little lips all over her sister's mouth, who ravenously lapped up the wetness in front of her, eliciting increasingly louder moans from the filly.

Rarity then pulled abruptly back from her sister and licked her own lips.

Sweetie Belle leaned up and pouted out her lip. "Hey, why'd you stop?"

Rarity looked at her little sister with an amused sparkle in her eyes and she grinned widely as she turned her gaze to the saddlebag lying near the entrance.

"I'll start again, once you've finished your homework."

Sweetie let out an annoyed groan and smacked herself in the face with one hoof as pulled herself reluctantly to her hooves. "This had better be worth it..."

The filly glanced back over her shoulder as she trotted, to see her sister holding 100 Spells for a Sleepless Night tightly in her aura of magic.

"Oh trust me Dear, it will be."

The Bestest Time Two Sisters Could Ever Have

Rarity gently nudged the soundly sleeping filly next to her, hoping to rouse her from her slumber quietly. She let out a sigh when the filly stayed deeply asleep and she turned her gaze to the window trying to guess what time it might be. The pale light of morning poured in through sheer curtains, slanting across the room and lightly illuminating the peaceful white face of Sweetie Belle.

She decided to give her sister a final rousing shake, smiling as she finally began to stir. The mare wrapped her arm tightly around her little sister and pulled her small body closer, whispering into her ear, "It's time to get up and get ready for school Sweetie."

Sweetie let out a groggy whine and shook her head. "No, I don't wanna get up yet, it's warm here."

Pulling Sweetie into her lap, Rarity leaned into her from behind and began kissing and licking her ear, letting out soft breaths from time to time. "Well, maybe a little more time in bed won't hurt." She practically purred the words as she ran her tongue down the inside of the filly's ear.

The little white unicorn shuddered and pressed her ear into Rarity's soft tongue.

"Wow..." she whispered into the air as the mare she loved continued sending tingles through her entire body.

The older mare let her hoof trail down her sister's short body, brushing over her stomach and slipping into the now familiar groove between her thighs.

Sweetie parted her legs fully as she felt her sister's hoof prodding them, allowing the hoof to slip snugly between the pair where Rarity was able to reach the small nub she had been looking for. The older unicorn pressed down on the hard little ball and began rubbing it in small, tight circles picking up speed as she went. Sweetie bit her lip and let out a quite mewl of pleasure, her cheeks instantly turning a deep red.

The filly pressed herself into her sister's hoof, loving the pressure it added to her tiny clit. She let out a breathy moan and leaned her head against Rarity's side, pressing herself close to her while as she sent waves of pleasure pulsing through her body.

Rarity illuminated her horn in an aura of light blue magic and allowed a thin stream of it to coil out, slowly snaking it down her sister's soft white thigh until it reached the moist pink slit at the base. Carefully, she slid the magic up and down her sister's slit, all the while rubbing away with her hoof as her little sister's moans grew louder. Finally she pressed the magic against Sweetie's sopping hole and gave it a light push, watching as all of the magic slipped away inside the filly, adding pressure to the overly sensitive spot inside of her.

Sweetie Belle arched her back into her sister and let out a loud, high pitched moan. Her breath became a bit uneven as she took in the unfamiliar, but not at all unpleasant sensation inside of her. With one last stroke of Rarity's firm hoof she threw back her head, loud huffs and moans slipping through her lips, and her entire body shaking under the intense pleasure coming through her in waves as she climaxed around the warm magic filling her.

"Well that was fast." Rarity chuckled and let her magic disperse, sitting up as she did. "Oh well, it's probably for the best, you're going to be late for school if you don't hurry and get moving."

"Yeah yeah, I'm going now. I can brush my mane on the way." Sweetie pulled herself to her slightly wobbly hooves and headed for the bedroom door, glancing back over her shoulder as she went. "I'll see you later, Sis."

***

"So?" Sweetie prompted as she took her seat beside her friend on the swing set. "How did it go? Did you guys do it?"

Apple Bloom kept her eyes fixed on her small yellow hooves as her swing swayed slowly back and forth, her pink tail dragging in the dirt along with it. "I don't wanna talk about it..."

Sweetie looked at the other filly with wide concerned eyes. "What's the matter? AJ didn't hurt you, did she?"

"Of course not!"

'Well then what's got you so upset? I mean, if something bad happened you could tell me." Sweetie placed a reassuring hoof on Apple Bloom's shoulder.

Apple Bloom shrugged the hoof off and jumped off the swing, angrily turning around to face her friend. "Nothing happened okay? Nothing happened because my sister doesn't love me!"

With that the earth pony turned tail and fled back into the school building, leaving Sweetie dumbstruck on the swings.

***

Sweetie Belle trotted solemnly though the door of the Carousel Boutique, pushing the door shut with one back hoof as she passed it.

Rarity glanced up from the design she was sketching as she heard the bell ring. "Is everything alright Sweetie?"

The little unicorn looked up at the sound of her sister's voice, a smile crossing her face when she saw her pretty sister with her red work glasses resting neatly on her nose. "Everything's fine now that I'm home, I missed you."

"Oh Sweetie, that's so... sweet. I missed you too dear." The mare giggled and adjusted her glasses, turning her face up to hide her blush.

"Today at school sucked, we had to take a really long math test, and I didn't sleep very much last night so it was hard to focus."

"Oh Sweetie I'm sorry, I didn't mean to keep you up so late." Rarity frowned guiltily and leaned back in her chair, staring sadly down at her sister.

"It's okay, I didn't say I had any problem with being up last night. I just kind of want to take a nap before I do my homework today." She grinned widely and looked up at her sister with pleading eyes.

"Oh alright, but only this once."

"Yes!" The filly skipped happily into her sister's room, hopping up onto the bed and making herself comfortable.

Rarity trotted in behind her sister more calmly and looked at Sweetie's soft white body stretched out across the mattress. She bit her lip and put on a coy smile. "You know Sweetie, I never did get off this morning."

Sweetie looked up at her sister with surprised eyes and smiled shyly. "So you want me to get you off?"

"Only if you're up for it, are you sure you're not too tired?"

Sweetie shook her head and lit up her horn, performing her new favorite spell with much more ease than her last use of it. She licked her lips and ran a hoof down her long erect member, examining her fine craftsmanship before turning her gaze to her sister. "Fine then. I guess if that's really what you want."

She giggled slightly as she waited for her older sister to lay down, crawling up to her when she was comfortably positioned against the pillows. She pushed Rarity's legs up, pressing her knees to her face, just the way she had seen a stallion do in her sister's copy of Llama Sutra she looked over last night. Slowly, she ran her member up down her sister's already wet slit. "Is this how you want it?"

Rarity fidgeted slightly and pushed her hips down against the prodding penis, her bottom lip sticking out in a disappointed pout when she couldn't make it pop in. "Oh come now Sweetie, no pony likes a tease. If you want to do me, then do me."

Sweetie Belle put on hoof under either side of her sister's lower back and pulled up on her, bringing her plot closer to the erect penis the filly had just conjured. The filly rubbed the member up and down her sister's slit, more forcefully this time, pausing every so often to push lightly against her soaking wet opening.

Rarity let out a dissatisfied whine as she was once again denied the penetration she was craving. "Please don't make me wait any longer Sweetie, I need to feel it."

The mare blushed and looked pleadingly up at the filly mounting her. "Please?"

Sweetie Belle staggered and shook her head slightly, her cheeks flooding with color as she was caught off guard by her sister begging her. "Wh- I... Okay."

She leaned back slightly and then pushed forward hard with her hips, accidently slipping her pre-cum soaked member into her sister's unsuspecting asshole with a loud pop.

"Oooch!" Rarity stiffened her body as pain rushed through her.

"I'm sorry, I'm sorry!" Sweetie stared down at her sister's pained expression with tear filled eyes and backed up slowly, trying to pull herself out as painlessly as possible.

"No stop!" Rarity grabbed onto the filly as she tried to move, holding her tight in place. "J-just don't move."

The mare let out a few deep breaths as she lay under her sister, her muscles relaxing as she calmed down.

Sweetie held herself as still as she could, concentrating on not hurting her big sister anymore. "Are you okay Rarity?"

"Yeah I'm fine, it actually feels kind of nice. Do you think you can move?"

"Yeah I think so." Sweetie gave a light, uncertain pump of her hips, slipping all the way inside of her sister.

Rarity let out a light moan at the thrust, encouraging Sweetie Belle to continue. Slowly she began swaying her hips back and forth, sliding in and out of her sister's unusually tight hole.

Her thrusts grew smoother and more energetic as her sister's muscles relaxed around her, allowing her member to glide back and forth with ease.

For a moment, Rarity thought of asking her sister to stop and switch holes, but the pressure in her rear was too pleasure inducing to even consider actually stopping. Still, she couldn't ignore the throbbing emptiness of her dripping hole and she knew something had to be done about it.

"Say Sweetie, do you think you might be able to grow a second one of those, for my other hole?"

Sweetie quirked an eyebrow and stopped pumping herself into her sister's ass. "Another one? Well, I can try."

The filly illuminated her horn and focused her magic, biting her lip in concentration. Her face began turning in red with the effort. Rarity was beginning to wonder if it would prove to be too much for the filly when Sweetie began clapping excitedly, staring down at a second erect member protruded directly above her current one. "I can't believe I did it! It looks kind of funny so high up but still, I did it!"

She repositioned herself slightly, pressing down on the free shaft so it lined up with her sister's hole. Slowly she pressed forward, watching gleefully as her sister squeezed around the head of the top penis before it finally popped into her tight warmth.

Rarity bit down lightly on her tongue and closed her eyes. "Slow down, it's so tight. Just push it all the way in, slow and steady. I want you to fill me up."

She pulled her sister down and kissed her, holding her in a tight hug while she pushed down on her flank with her back hoof.

Sweetie shuddered from the sensations and pushed slowly into her sister, feeling more hot with each inch that slipped in. "J-jeez Rarity, it's sooo tight."

She grabbed her older sister's hips and thrust forward, ramming the entire length of her members into her sister. She tilted her head back and let out a loud moan, her eyes rolling into the back of her head. "Sweet Celestia, that feels incredible!"

Rarity arched her back and wiggled her hips, rubbing herself against Sweetie Belle's pelvis. She shivered and pulled her sister into a deep, tongue heavy kiss as she bounced her flank up and down, letting the shafts slide in and out of her body.

Sweetie pushed the mare's legs up higher and slammed into her as hard as she could. The filly let out a loud moan as her sister squeezed down tightly on both of her penises, her muscles convulsing in a much needed orgasm.

"Oh my gosh Rarity, I don't think I can hold it anymore." The words hardly left her mouth when her entire body shook with an intense pleasure, sending longs white streams into both of her sister's holes.

Both unicorn's breath came out hot and shallow as they lay together in their post orgasmic high, a mist of happiness hovering over each of them.

Rarity gently nudged Sweetie Belle off of her, hardly noticing the trail of cum that dribbled out when the filly moved. She lay her little sister down on the bed next to her, wrapping her arms tightly around her.

"So how about that nap we talked about?" The two sister's shared a lighthearted and drowsy giggle as they cuddled, sinking quickly into a peaceful sleep.

Author's Note

For all of you wanting to know what happened between AJ and Apple Bloom, I promise I didn't forget, that part is just far too important to be a tiny bit of one chapter. I will however be writing an entire fic for it, and that will be posted shortly so keep an eye out for it if you're interested.

A hump in the night

Sweetie Belle crept silently into her sister's room, knowing that she would be fast asleep by now. She crawled lightly onto the bed and climbed up under the covers with her, making her way to her sultry thighs. As carefully as she could, she pulled the mare's soft white legs open, letting one flop to the side.

With a quick glance at Rarity's snoozing face, she bent over and ran her tongue straight up the slick pink center of her lips. She began working her now more experienced tongue all over, tracing each soft fold and nibbling gently on her flesh as she used a small hoof to play with her clit.

Rarity smiled softly and arched her back against her sister's tongue. She stretched her hooves up above her head, releasing a tingling pulse into her still drowsy muscles.

"Mmm, well good morning to you too..." she quietly muttered and yawned, her breaths quickening with each lick.

She placed her hooves on the filly's head and pulled her down harder as the sudden pleasure filled her body.

Sweetie Belle let her tongue slip inside the mare's tight pink hole and swished it around, pressing on the older unicorn's soft inner walls and lapping up her sweet juices.

She nodded her head slightly as she licked, letting her nose rub softly against her sister's clit as she toyed with her own. The filly pressed harder and shoved her tongue deep inside, swirling it around as she widened her jaw. Her teeth brushed against the Rarity's clit as she tongue-fucked her. Finally, she pulled back and looked up at her sister with an amused gleam in her eyes.

"Sleep well?" Sweetie teased.

"Oh hush you, if you're going to wake me up like this then you should at least be polite enough to get me off." Rarity sat up slightly and batted her long eyelashes, winking as she stared down at her sister.

"Well I guess I could, but only because you asked so nicely," the filly giggled as she leaned back between her sister's thighs, her tongue once again meeting with the delicious pink flesh there.

She let her tongue slip up and down each side of her sister's lips before finally reconnecting with her slimy slit.

Rarity moaned out loudly as the filly's tongue traveled over her sensitive flesh. She pushed down once again on the back of her curly-maned head and let herself fall back against her pillow.

Sweetie grinned as she lovingly swashed her tongue around. She stuck her tongue deep inside her sister and pushed it in and out, flicking a hard nub at the very tip of her tongue.

Rarity cried out in pleasure and arched her back into the mare, her inner muscles convulsed and squeezed the filly's tongue as she felt herself growing closer to an orgasm.

"Don't stop. I'm so close!" She lifted her hips into Sweetie Belle's mouth as she screamed out in orgasmic pleasure.

Sweetie smiled as the warm, slimy juices spilled out over her tongue and dripped down her chin. She slowly climbed up next to Rarity and began to kiss up her neck to her ear. "Does this mean it's my turn?"

Rarity let out a soft purr and nuzzled herself into her sister's sweet kisses. "Well, I don't see why not."

She pulled gently away from her sister and got up on her haunches, scooting around front of the filly. She dropped down and buried her muzzle in the sweet smelling plot in front of her

Rarity worked her tongue along all the curves and folds, dipping it into her little sister's warm pink hole and then pulling back out again, causing the filly to let out soft, high pitched moans.

Sweetie let her eyes roll back as small bursts of pleasure coursed through her body. "Oh my Celestia! That's amazing! Please keep licking me, I love that tongue!"

She quivered and lifted her small back hooves into the air, her short pink and purple mane falling across her face.

Rarity chuckled slightly as she licked, and began fumbling with one hoof on her nightstand, feeling for the toy that she had left there earlier in the day. She gripped it tightly with one hoof when she felt it and sat up, licking her lips.

Sweetie Belle leaned up to protest, but before the words could leave her mouth, Rarity penetrated her with the long, thick dong, stretching her small hole wide open.

Rarity began quickly fucking the dildo in and out of the filly, sending drops of precum splashing all around. A series of loud, squeaky moans escaped the young unicorn's mouth as the toy rubbed hard against her sweet spot deep inside.

"Rarity! Don't stop! Don't stop! I'm coming! Yes!" Sweetie Belle bit the tip of her front hoof as she came, her young muscles tensing and squeezing around the toy inside her and intensifying her pleasure.

The purple-maned unicorn laughed lightly and slipped the toy out of her sister, giving it a long lick up the length before dropping it back onto the nightstand.

"Alright you, you've had your fun but now it's time to get back to bed. You've got school in the morning." Rarity crawled back up to the top of the bed and snuggled under her fluffy blanket, patting the spot next to her.

"But I'm not even tired." Sweetie yawned as she scooted up and took her place next to her sister.

Rarity chuckled and closed her eyes, shaking her head as the filly cuddled up to her.

"Goodnight Sweetie."

Sweetie Belle smiled and placed one leg across the older mare's chest, closing her eyes sleepily.

"Goodnight Rarity."

Author's Note

This is a quick bonus chapter while I'm working on actually continuing this fic, I hope you guys enjoy it. And while you're here, why not check out the Apple Bloom tie-in fic?
http://www.fimfiction.net/story/95710/love-in-wrong-places
Please rate and comment, thanks. <3