Rock Solid Friendship With Benefits

by Jade Ring

Rating: mature
Tags: Sex, Profanity, Maud Pie, Pinkie Pie, My Little Pony: Friendship is Magic, Comedy, Starlight Glimmer, Romance
Length: 2601

Shortly after the events of 'Rock Solid Friendship,' Starlight Glimmer and Maud Pie hang out and end up getting a bit closer than expected.

Shortly after the events of 'Rock Solid Friendship,' Starlight Glimmer and Maud Pie hang out in Maud's new cave and end up getting a bit closer than expected.

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Originally written as a guest chapter of James Light's 'Clopshots (Season 7)', this has been edited and revised to stand as its own story.

Please enjoy.

Published 2021-05-09 22:10:05 UTC
Last updated 2021-05-09 22:10:05 UTC

Cave of Wonders

For what must have been the dozenth time that day, Starlight looked around the cave in wonder. “I still can’t believe this whole place has just been down here all this time. You’d think that somepony would have stumbled across it by now.”

Maud, the cave’s discoverer and newest resident, settled onto a cushion and also took in the view. “Agreed. Though it does seem unlikely that nopony has never found this place before.” She put a hoof to her chin. “Perhaps they found it, but were unable to escape and thus tell anypony of their discovery?”

Starlight giggled. “Who knows? Maybe if you look hard enough, you might find some actual skeletons in your new closet.” When the grey mare simply stared at her in response, she smiled uneasily. “Uh… that was meant to be a joke.”

“I know.” Maud blinked slowly. “It was funny.”

“Oh. Okay. Good.” Starlight sat on her own cushion and drew a small circle with her hoof. “Maud, can I tell you something?”

“Of course.”

“You’re a pretty neat mare. Did you know that?”

“I like to keep a tidy household, yes.”

Starlight laughed out loud. “See, that’s what I’m talking about. I don’t think anypony has been able to make me laugh like you have in a long, long time.” She considered. “Maybe your sister?”

“Likewise.” Maud looked down. “I haven’t met many who appreciate my dry sense of humor. It’s nice to meet somepony besides Pinkie or Boulder who gets my jokes.” The grey pony shifted her body away from Starlight’s and stared at the wall. “You… you are a very nice pony, Starlight.”

“Thanks, but I’m still a work in progress. I used to be the opposite of a nice…”

“Somepony as nice as you must have a special somepony.”

The statement caught Starlight totally off guard. “Well… no. I don’t actually. I mean, I think Trixie might be holding something back? But other than her…”

“So… you like mares.” It was more of a statement than a question.

“I… guess? I’ve never really thought about it too much.” Starlight laughed uneasily. “I was always too focused on Equestrian domination to think about romance and those sorts of things.”

“Again, likewise.” Maud’s head dipped slightly. “Working on my rocktorate has consumed so much of my time these past few years, I haven’t been able to pursue romantic ventures as much as I’d like.”

“Well, I’m sure that now you’re so close to Ponyville, you’ll be able to find a stallion in no ti…”

“I like mares.”

“Oh.” Starlight’s mind began putting together the pieces of the conversation; Maud’s sudden interest in her orientation, her desire to learn about her romantic availability... “Oh.”

“Yes.” Maud turned and looked into Starlight’s eyes. “Oh.”

Starlight laughed lightly and looked away. “Uh, wow. Maud. Listen. I mean, it’s… Not that I’m not flattered, but…”

“I believe that you feel something for me as well.”

Starlight looked at her sharply. “How could you possibly know something like that?” She internally kicked herself for immediately confirming Maud’s statement without meaning to. “I mean, I’ve been friendly, but no more so than I would be with anypony else.”

“I’ve spent my entire adult life studying rocks, Starlight.” Maud’s stare was solid, unyielding. “Rocks are fascinating, but they don’t do much. They barely move.”

“Barely move?”

Maud ignored her and pressed on. “Observing and studying them requires patience and keen visual skills. Ponies, on the other hoof, are vibrant and incredibly mobile creatures. We are almost constantly in motion. Even our blood continues to circulate and move our organs while we sleep. Compared to rocks, ponies are almost as easy to read as books are.”

Starlight raised an eyebrow even as she tried not to shrink under the elder Pie sister’s stare. “Prove it.”

“When we were flying kites earlier, your heart-rate elevated to three times the normal speed of a mare your age. You also broke out into a light perspiration that mysteriously faded away after I showed no judgment in your hobby of choice. Your sweat faded… but your heart continued to beat faster than normal. You were still nervous, but that initial nervousness faded and became… something more.”

Starlight was feeling a bit sweaty the more this conversation continued. “Go on.”

Maud moved a bit closer. “During our escape from the cave, your eyes were clearly drawn to the muscles in my posterior region. You bit down on your lower lip while watching my jumping from the hole.”

“There’s no way you saw that!” Starlight blurted out.

“Correct. I didn’t see you checking out my rump. But I did see the indentures of teeth on your lower lip the next time I saw your face. Just as I saw the lowering of your eyelids when you removed Pinkie’s bells and led me away. Surefire signs of physical attraction.”

Starlight was blushing furiously. Unconsciously, she also started moving forward. “Okay, so I think you’re hot. Guilty as charged. Your ass is amazing.”

“Thank you. Toned flanks are a common trend among rock farmers due to our line of work. Pinkie’s diet tends to hide hers.” Maud moved another inch. "Your posterior is also very nice, by the way."

“Thanks for noticing. Lots of squats. Anything else you might have noticed?”

“When I asked you to come help me decorate, it was obviously a question with a hidden meaning. You detected it immediately, but you still said yes, thus confirming my suspicions that you were open to the idea of a physical act of intimacy.”

Starlight licked her lips when she noticed how close the other mare was. “Have you… noticed anything else? Since we got here, I mean?”

“Your heart-rate has again spiked. Your pores are emitting pheromones. Your breath is becoming quicker, and yet more shallow. You are showing all the signs of a mare who is tremendously sexually aroused.”

Starlight nodded, staring deep into Maud’s eyes. “Any other signs?”

Maud’s mouth turned upward ever-so-slightly. “You’re soaking that cushion.”

“Okay. You got me.” Starlight pushed ahead, closed her eyes, and kissed the monotone mare.

Maud responded, not with frantic eagerness, but with careful slowness. Her lips traveled along Starlight’s at a snail’s pace, memorizing their texture and feel. Her next kiss was more forceful, urging Starlight’s mouth to open. When it did, the two mares moaned lowly when their tongues touched for the first time. Taking the initiative, Maud pushed Starlight back onto the cushion and settled on top of her.

Starlight’s hooves roamed across Maud’s back, toying with her mane as she allowed her mouth to be inspected and studied as carefully as a piece of igneous quartz. Kissing Maud was so unlike the few other ponies she’d ever kissed, be they mare or stallion. It was so slow, so patient…

So incredibly hot.

Starlight broke free and looked once again into Maud’s eyes. The gray mare was still as stiff as stone, but even Starlight could see the slight hitch in her breath and how her eyes were slightly more hooded than usual. She brushed the hem of Maud’s single piece of clothing. “We need to get this off. Right now.”

Maud nodded, pulled the sweater over her head, and tossed it away in a single fluid movement. The two mares resumed their make-out, hooves exploring and caressing every inch that they could find. Before too long, Maud left Starlight’s lips and began to kiss and lick her way down the pink mare’s body. Starlight could only writhe and moan as Maud explored her body, moving downwards towards her ultimate goal. When she was finally fully nestled between Starlight’s legs, she paused and looked up. “Starlight?”

“You’re already there, Maud. You don’t have to ask my permission.”

“Do you know what my final project was in my junior year?”

Starlight, chest heaving and mind clouded with arousal, looked down in confusion. “…What?”

“My final project in junior year. Would you like to know what it was?”

Starlight’s eye twitched. “Does… does it have any bearing on what we’re doing right now?”

“Yes. Why else would I bring it up?”

Starlight took a deep, calming breath. “Alright then.” She resisted the urge to lift her hips in order to make her lower lips touch Maud’s upper ones. “What was your final project in your senior year?”

“Junior year.”

“Whatever.”

“I reasoned that by tasting rocks, I could determine everything about them.”

“That’s very cool, Maud, but I don’t think…”

“I was just wondering if the same thing might be true for ponies, seeing as how I’m about to taste you.”

Starlight’s mouth dropped open. “That… that was smooth.”

“Thank you.” Maud licked her lips. “Shall I continue?”

"Please." Starlight nodded frantically and watched in breathless anticipation as Maud lowered her head. She twitched at the feel of the mare’s hot breath on her sex. She braced herself, waiting for that first blessed touch of flesh on flesh…

“I’m so excited that my sister’s staying in Ponyville!” Pinkie Pie bounced into the room as if from nowhere. “I mean, technically it’s Ponyville-adjacent, but still…” The pink mare froze and stared at the scene in front of her. “Uh…”

Starlight stared at the party pony, torn between equal states of angry, aroused, and embarrassed.

Maud looked up from between Starlight’s legs and blinked at her little sister. “Hi Pinkie.”

Pinkie smiled uneasily. “Hi Maud.”

“You should know that I didn’t move to Ponyville just to make friends. I also moved here to find a marefriend. I’m sorry I wasn’t up front with you.”

“It’s okay, Maud.” Pinkie chuckled nervously. “I’m sorry I barged in like this. You two, uh, just keep at it. Pretend I was never even here.”

“We plan to.”

“Right. Well. Okay. I’ll just… be going then.” Pinkie began inching towards the exit. “You never saw me.”

The two mares on the floor shared a look and a small smile. Maud again began to move her muzzle towards Starlight’s…

“Y’know,” Pinkie again bounced into the room. “If this is going to become a regular thing, then I can recommend some really yummy toppings if you two wanted to try…” Her sentence was cut off as she vanished in a flash of blue light.

The magic faded from Starlight’s horn as she looked at Maud in desperation. “I’m sorry, but I had to. She’s somewhere safe, I promise.” She wiggled her hips. “Now; do I need to beg you to eat me out?”

“As attractive as watching you beg would be, I’m afraid my patience has run out as well.” Maud dipped low and ran her tongue along Starlight’s lips from top to bottom.

Starlight nearly squealed in delight as Maud went to work on her. Maud’s oral technique was not that different from her kissing. It was just as slow and methodical. Starlight moaned and panted as the other mare’s tongue lapped at her juices and she almost screamed when Maud’s large tongue slid inside her, then out again. She began pumping her hips, lifting them, trying to urge Maud up towards her winking clit. Maud got the hint and licked up until she reached it, focusing her attention on the area around the button of wet flesh.

Not so overcome that she didn’t want this to be as good for Maud as it was for her, Starlight pushed herself up so she could watch the mare working at her. She lit her horn and cast a small tendril of magic towards Maud’s own sex. She felt the earth pony stiffen a little and she drew back. “Is… is this okay?” She panted.

Maud said nothing. She only nodded slightly and continued her work.

Approval gained, Starlight focused her magic as best as she could and began to caress Maud’s flower. She bit her lip and made the magical construct vibrate around Maud’s pussy. “How… how does that feel?”

Maud swallowed another mouthful of Starlight’s juices. “Higher.”

Starlight moved her magic up, nearly to the base of Maud’s vagina . “There?”

Maud looked at her dead on. “Higher.”

“Oh.” Starlight grinned when Maud’s desires were made clear. “Is that how it is?” She giggle-moaned as she focused her magic around Maud’s anus and slipped a tendril inside. She began to pulse it back and forth and giggled again when she saw the normally stoic mare’s hips moving in time with her spell. “Do you like that?”

Maud said nothing. She barely moaned as she closed her eyes and allowed Starlight’s magic to fuck her.

“You’re such a reserved mare, Maud. I can respect that. But I’m not going to be satisfied until I hear you scream.” She made her magic vibrate with a thought. “You’re going to scream about how much you love my magic fucking that tight, hard ass of yours. You’re gonna scream so loud that ponies from all around are going to come running just to see you get rutted.”

Maud was panting now, her ministrations on the unicorn’s cunt forgotten for the moment as her body met the magic halfway in perfect synchricity, like a machine.

An old, villainous grin slid across Starlight’s face. “I’m not going to stop until you scream my name.”

Maud suddenly looked up, her eyes focused and driven even as they clouded with pleasure and lust. “You first.”

And then she closed her lips around Starlight’s clit and sucked.

Hard.

Starlight threw back her head and cried out as Maud ran her tongue over her love button again and again and again. She gritted her teeth and made the magic in Maud’s ass move faster and faster, totally intent on making the grey mare cum first. They moved together, unicorn and earth pony, as a single, sweaty and passionate vehicle.

In the end, it was Starlight who first arched her back and choked as she came. Maud deftly released her clit to catch the final rush of love fluids, drinking them down like sweet ambrosia. Somehow in the midst of her orgasmic throes, Starlight still managed to push her magic that much deeper into Maud, and the earth pony gasped and made a low mewling sound as she came as well, Starlight’s still rushing juices coating her face.

They collapsed onto the cushions, breathing hard and spent for the time being.

After a few minutes, Starlight found the strength to raise her head and grin at her new friend. “Do you… do you wanna go to dinner this Friday?”

Maud blinked slowly, her normal expression back on her cum-drenched face. “Sure.” She paused a moment, then smiled. “You should bring along that mare Trixie. I could stand to make some more friends around here.”

Starlight smiled back. “Maud, this looks like the beginning of a beautiful friendship.”

The two mares laughed together, their voices echoing in the cavern just as the sounds of their lovemaking had just a few minutes before. The reverberation lasted a while until it finally faded into comfortable silence.

“I’m saying that I would like to have sex with the both of you.”

“Yes, Maud. I got the implication.”

“Just making sure.”

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Pinkie Pie smiled with embarrassment at the three ponies standing on the raised dais in front of her.

Shining Armor and Cadance were staring at the mare who had just suddenly flashed into existence before them, their jaws open and hanging.

Little Flurry Heart just giggled from her place atop her mother’s head.

Pinkie Pie chuckled. “I know what you’re all thinking; how did I get here? Well, it all started at my sister’s graduation…”