Everypony in town practically threw Applejack a parade when she announced that she was taking a week long vacation in Las Pegasus to relax and blow off some steam. As she looked down at the city center from above she could not help but notice how distinctively not Las Pegasus this city was. Applejack was standing atop the tallest tower in the city looking down over a massive Metropolis. There were Spires as tall as skyscrapers made of concrete, wax, mud and steel with tunnel holes scattered around the edges like windows. Smaller mounds were scattered about in a pattern in between the towering spires. The streets she had been on were paved with interconnecting stones and long rock bridges were everywhere snaking there way between spires and over mounds. Cargo trains ran along the bridges traveling all over the city. Applejack couldn't turn her head without seeing an advertisement for something, Posters, Billboards, Projected Video Screens and even Airships with large banners.

Applejack had seen balloons and even been up in Twilight's balloon many times before but this was very different. Massive black airships dozens of them. Some just floating above the city and others were flying off into the distance to parts unknown. Factories blanketed the eastern section of the city, more then she had ever seen in Manehattan. Hundreds of smoke stacks were billowing white steam into the sky. Farms were to the west where an artificial forest of exotic trees filled fields. To the south was the huge seaports where ships were coming and going. The city was built in a disk shape on the shores of the sea. Looking over the edge of the towers observation deck she could see a massive stone statue of a changeling on the edge of one of the cliff walls that surrounded the city. A Hammer held in its hooves raised to sky.

The city Applejack was not in Las Pegasus but the Myriad Transit Hive, a Changeling City. The Swarms second biggest port city as Mere had called it. Over 200000 Changelings lived here with their own Queen, larger then population of Caterlot. It had an entirely different feel to it then the pony capitol, it felt bigger and faster. Applejack had never imagined she would see a foreign city being a simple farm pony. She had gotten an Equestrian government travel pass to be allowed to take a week's vacation in the Griffin Kingdom, they took a train to a small griffin town on the coast and then a griffin yacht to Island of Myriad.

Mere had explained how Changeling society was structured to the farm pony on the train ride from Equestria. Each city was a different Hive and each Hive had its own Queen, its own legislator and performs one of 3 main tasks. Transit Hive Cities provide transportation of goods to and from other cities. Industrial Hives like the nearby Foundra Hive produced steel, machinery, ships and airships. Agricultural Hives like Chrysalis's city Aboria grow massive amounts crops and biomaterial for the swarm. The factories in Myriad produced only fuel and lift gas for Airships while the cities farms produced export tropical crops some of which Applejack had even seen in Ponyville's own marketplace. Myriad's primary business partner the Zebra Continent trades many changeling made goods to Equestria's Griffon neighbors whom in turn traded with Equestria. It was a shock to find out that the substantial supply of Equestria's manufactured goods that were labeled made by Griffons actually came from zebra and changeling factories.

Applejack couldn't help but be astonished by the nation. She had never tried to picture what changeling society was like but she never would have guessed it was this big or complicated. She would have imagined them living in caves or trees plotting to steal love like story book villains. The reality of the Swarm was a chain of 41 Islands with each Island having one massive city on it all islands interconnected through an armada of steamships and airships. The population of the Swarm was 14.35 Million changeling, nearly half the population Equestria. Unlike Equestria which had hundreds of small towns there were no towns in the Swarm, only Megacities. The Swarms claimed territory being 4x larger then Equestria in size most of which being ocean but had only 1/10 the land mass. To Applejack, Mere's statistics of the Swarm were impressive but when Mere compared them to Equestrian statistics Applejack learned something she had not known about her homeland. How little she actually knew about Equestria.

What most shocked the small town pony about the city was how no changeling seemed to care that she was there. Anytime some Zebra or Griffon appeared in Equestria everypony always turned their heads to stare but here. It was like it was a natural thing that a pony was here. Even though they had just a while ago tried to conquer Equestria no changeling cared. Changelings were everywhere by the thousands walking, flying and even crawling up the walls of the city, more then she could ever imagine. Something the mare had expected in a changeling city for sure but what she wasn't expecting was how many non changelings there were. Hundreds of Griffons, Zebra's, Diamond Dogs, Donkey's, Buffalo, Cows, Mules, Minotaurs and even a few Dragons. She had even seen a few other ponies wandering around as well but thousands of others of all different races were wandering around the city as if it was normal.

"Hey Applejack!"

Applejack turned from her view of the skyline towards the voice that called her. It was her guide on this trip, Mere, and another pony from their vacation group, Lucky. Mere was wearing a red scarf so Applejack could tell the changeling apart from the other changelings. Asking the changeling to wear the scarf had been one of the most awkward moments she had in long time. Apparently suggesting that all changelings look alike was not an opinion Mere held or the twenty other changelings in the harbor they had arrived at. Worse though was that she asked the wrong changeling to wear the scarf.

"Enjoying the view?" Mere asked.

"Well it sure is somethin." Applejack took a sweeping look over the city scape "I never expected Changelings to have cities like us ponies do. You sure weren't lyin on the train when ya said it was big."

Mere stared at Applejack tilting its head to the side. "Where did you think we lived?"

"Well caves, pits, tree's I'd guess"

Lucky jumped in between the two. "Applejack is umm.. small town.. very small town. Don't take it personally." Lucky said nervously glancing around at all the other changelings nearby to see if they were listening.

Applejack opened her mouth to respond and then closed it again deciding not to try her luck. "Whatever. How long we got till our ship leaves."

"A couple hours." Mere said turning to leave. "We better get to the meeting place and collect everypony."

It was a strange day for Applejack for more than just visiting this city. The group who came on this trip were all customers of Mere and all of them lived in Ponyville. Some of them were familiar faces. Two of them were a couple of mares that seemed to have no interest in any changeling else, they had mentioned something about meeting at Fantasy Meadows. The newsletter she had gotten that told her of the trip said that they were going on a Luxury Changeling Cruise Ship. Mere told her this was a yearly event for the changeling taking the first seasonal voyage of the SkyWave and it wanted to invite them all along. The whole trip so far cost Applejack only 120 bits. The newsletter explained that everything in the Swarm was cheaper for non changeling tourists with the government paying the difference. Just having foreigners in their cities helped feed the population besides what was collected in free foreigner hotels that offered changeling companionship. Tourist stands selling snacks and souvenirs were everywhere in the city offering low rates and accepting foreign currency.

Exiting the lobby of the tower they walked into the city center where a couple of mares waited for them. Lyra and Bon Bon were sitting beside a large fountain in the courtyard. The green unicorn was waving at them and jumping up and down in excitement while the creme earth ponies expression was closer to please won't somepony just kill me.

Lyra ran up to the group. "Oh my gosh guys you're not going to believe it but this place is a democracy! We just visited the city legislator and watched a floor discussion on whether or not to form an exploratory committee to officially look into the possibility of switching from electric street lamps near the southern beachfront district back to oil street lamps to match its classic historic architecture for the sake of tourism income. If they form the committee and they all agree then they will make a recommendation that the legislator should form a finance committee to draft a bill to appropriate funds. It was the most exciting thing ever!" Lyra said with a wide grin. Bon Bon shook her head vigorously in disagreement just out of Lyra's sight line. "One changeling called another a traitor for suggesting the possibility of painting the lamps blue instead of traditional black because it would bow the culture to unwanted foreign color based influences. Another pulled out a chart that its staff researched showing the economic effects of gas instead of oil indexed to inflation over the next 15 fiscal years. It was the best three and a half hours of my life." Bon Bon mimed a noose with her forehooves and pretended to hang herself. "When we left we were surrounded by press who asked me what I thought of Equestria's fascist dictatorship and when I told them that I thought Celestia was adding chloride to the drinking water to make us docile they offered me a book deal." Bon Bon facehoofed nodding her head in grim affirmation.

Soon Merry May and Pony Joe showed up and they were on their way to the docks. Lucky, Pony Joe and Merry May chatted with each other, Lyra tortured Bon Bon with talk of a non-binding resolution discussed denouncing changelings who litter as being uncooperative unless said littering occurs in way in which the a changelings life would be put in jeopardy if they did not litter. That left Applejack with Mere.

"So um Mere what's with all them big balloons?" Applejack asked trying to get the ball rolling.

"The Airships? The Swarm uses them to transport supplies and stuff." Mere said looking up at a few of them floating over head.

"Oh. We just pull are stuff around in carts."

"We know. Changelings find that charmingly quaint."

"Why do I feel insulted by that." Applejack grumbled. Mere shrugged its shoulders. "Hey if ya'll can fly about why do you need them big balloons."

"The Swarms 4000km across. Our wings would get tired. That and it's hard flying while trying to carrying shipping containers." Mere took a long look at one as it passed close overhead. "Our society is built off of air and sea ships. They let our nation expand over the sea from just a few tiny Isles. We even have a holiday called Propeller Day when we give thanks to the invention which turned sails and hot air balloons into all this." Mere smiled brightly with a sense of national pride.

"Say Mere, if the changelings Swarm is so big why was the attack so small?" Applejack asked.

"It was all volunteers and Chrysalis's personal guards. We flew in on one of the civilian ships at night and landed in that big creepy forest behind my house. We snuck over to the Capitol from there. We were told that if we dethroned Celestia the real military would then have to come in for peacekeeping and stabilization after the monarchy fell and society collapsed. A Hive Queen's volunteer army is a tradition that dates back far so many of her citizens joined up. Aboria is a small city so we didn't have many. After we got tossed by the bubble thing the real Military did come in there Airships but just to evacuate the survivors from around Equestria at night. They were not happy we subverted their authority. The Senate striped the Queen of most of her executive powers, they even talked about disbanding her monarchy. Chrysalis got out of it though. After that happened every changeling was worried about Equestria attacking and the army came here to invade for real. Eventually nothing happened from Equestria and they just called it all off and so I decided to open a brothel."

"Now wait just a darn minute here." Applejack said her voice a little shaky. "Their was a big army round here and ya got bored waiting and decided ta just go back ta the land ya just attacked and open up a brothel."

"Yes."

Applejack stared at the changeling walking beside her in disbelief. "Really?"

"Yes."

Applejack decided to change the subject as they reached the waterfront. "So what happened to the Queen."

"Funny you should mention that now." Mere said with a guilty look.

Suddenly four changelings jumped out at Applejack pinning her to the ground. Applejack's attempts to cry out were muffled when one of the changelings wrapped a cloth around her head pulling it down over her body and constricting her. One of the guards shouted out that they had her. The fabric covering her eyes was pulled down off of her head and over her body with her forelegs slipping through holes in the cloth. Standing only a few hooves in front of her stood Queen Chrysalis. Applejack shook with fear the Queens eyes beating down on her hungrily with a cruel smile spreading over her lips. Chrysalis reached her foreleg forward grabbing the scared mare holding her tight and pulling her body against the Queens own. "Hey! Photo OP!" Chrysalis yelled and a dozen changelings with reporter hats and cameras ran towards the pair and started snapping pictures. Applejack was to shocked by the sudden attack to speak as flashing cameras lit her vision. As quickly as it began it was over. The Queen tossed Mere a bag full of Changeling credits and beat a quick retreat with her posse. Applejack was left sitting in the middle of the street dazed wearing an over-sized white T-Shirt that had Give Peace a Chance written across the front of it.

Mere quickly hid the bag of cash and walked up beside Applejack. "As I was saying she is on this fake peace with everypony kick to get her reputation back." Mere pulled a out newspaper and handed it to Applejack. The headline read *Queen meets with Princess to talk peace.* The picture below showed Celestia shoveling cake into her mouth with an obviously doctored in Chrysalis standing behind her with a big smile. "She's won a Changeling peace prize even though she hasn't actually done anything yet..."

Applejack crumpled up the newspaper and pulled off the T-shirt. "This day been just too much for me. I just wanna get on the darn boat and relax."

"It's right over there." Mere said pointing a hoof towards the dock. "That's our ship the SkyWave."  Instead of a boat a massive Airship sat next to a large lattice tower. The black canvass balloon had 3 gigantic engines on each side and a long cabin almost half the length of the craft sat under the balloon with a smaller cabin on top of the balloon.

"It's an Airship?" Applejack exclaimed. "I thought you said it was a cruise ship."

"It is an Air Cruise Ship, didn't SkyWave tip you off. It's better. No ocean sickness." The group approached the ramp and pulled out there tickets. A changeling usher accepted the tickets and they trotted up the ramp into the craft. Merry May and Pony Joe immediately began mingling with a very interested crowd of changelings who had probably never spoken to many if any ponies before. Some of them were already taking new forms to impress their guests. Lyra pulled out a roll of tinfoil and ran off yelling that she had to decorate her room a nervous Bon Bon in pursuit. Lucky was hitting on a couple more changelings who looked confused for a moment before turning into a griffin and a zebra and then following him towards the passenger cabins. That left Applejack alone with Mere. "Aren't you going to go mingle with the changelings? Enjoy a night with 6 or 7 of your dream ponies." Mere looked down the hall at the retreating Lucky and his companions. "Or non ponies."

"Well I guess. I don't know I just got on board and all." Applejack replied a little nervous.

"Come with me" Mere said gesturing for Applejack to follow. The pair waded through the crowd of guests passing from room to room of the massive Airship. Applejack looked in on various open doors they passed, a small theater with a stage, a tiny dining hall, a pool, casino and a spa. The hallways and rooms were cramped with low ceilings which Applejack imagined was to save space but it still unnerved her, she felt more at home in wide open fields. Applejack followed the changeling into an uncrowded and rather large room by the ships standards marked Dance Hall. A 4 changeling band playing on a stage filling the room with soft music. Mere pointed a foreleg down towards the floor. Applejack looked down noticing that it was made entirely of glass. She could see the pavement just below the ship. "Care to dance Miss Applejack?" Mere asked holding out a foreleg.

Applejack thought about it for a moment then took the changelings foreleg. "I'd be glad too." she stood up on her hind legs and pulled the changeling close to her. The changelings coat was warm and soft like anypony else and the wings felt like film under Applejack's forelegs. Mere's large solid blue eyes looked soft to her, its curved fangs and horn while sharp didn't look menacing anymore and the frills and holes that covered the creatures body didn't seem as strange as they once had..She had never really looked at Mere with the changeling always quickly taking on other forms for her entertainment, she had never seen it this close before, not entirely unhansom.

*Wrrrrrrrrrrrrrrrrrrrrrrrrrrrrr.*

A loud buzz filled the cabin. Mere's grip on Applejack tightened and the changeling leaned in close. "Hold on."

*Thunk!*

The cabin shook violently for a second Applejack almost falling off her hooves. The ground rapidly started disappearing beneath there hooves as the Airship quickly gained altitude. Looking down over the changelings shoulder she saw the whole harbor, a minute later the city and then the entire island. Applejack turned on the dance floor watching the world go by, soon it was all clouds. Before long the song was finished then the next one and the one after that. Mere then left to find some other changelings friends that also took the yearly first cruise of the season leaving Applejack alone.

Applejack never understood why ponies took these types of vacations and being alone on the ship didn't do anything to change her mind. After eating a meal alone that she thought of as too fancy she tried getting a spa treatment that was about the same as she could get back in Ponyville with her friends, took in some theater and found it stale and went for a swim in the ships pool but she had more fun in farms watering hole with her family. Other passengers talked to her, even some changelings with attractive offers but this just didn't seem for her. Sitting on this big ship full of luxury time wasters just didn't suit her and Applejack felt she could be having more fun with her friends. As night fell over the cruise ship Applejack decided to find the only friend that was with her.

Applejack climbed the stairs to the upper decks inside the massive balloon. In the cramped hallways row after row of identical doors were lined out in front of her. She had gotten the room number she was looking for from one of the ships crew. It was only two rooms over from her own room which she had yet to visit. Approaching the door she gave a short knock and a sleepy voice on the other side  told her to enter. The cabin was small. A cot, a cramped washroom and a table. None of the compact luxury of the rest of the ship, just the compact. Laying on the cot was Mere wearing just its red scarf, strangely it's blue shell was on the floor, Mere looked much more pony like without it.

"Evening Applejack. Enjoying the cruise?"

"It's okay, a little boring. All these luxuries just ain't for me."

Mere looked astonished. "How can you say that. There is so much to do here. Theaters, spa's, dances, food, companionship.. say why are you here instead of off with 8 of your favorite celebrities anyway?" The changeling crawled out from under the covers and sat up on the bed.

Applejack blushed. "Well I dun know. Just doesn't seem to be my thing all that foolin around. I didn't come here fer that kinda thing." Applejack sighed and climbed onto the cot and taking a seat next to the changeling. "Doing everything else else just doesn't feel fun without mah friends here with me. I wonder what they would be doing if they were here."

"Starswirl the Bearded, some high society pony, a party clown, the entire Wonderbolts starting lineup and hiding under the bed."

"Not what I mean... Sounds bout right though." Applejack said with a sheepish smile. "Any of them.. ever come ta you."

Mere leaned back against the wall. "Couldn't tell you if they did, but no they haven't. You were never supposed to get that flyer, I think the post office had a mix up. I wanted to avoid you six altogether after what happened in Canterlot. I was shocked to find out you lived there" A nervous smile spread across the changelings face. "Figured when I first saw you that I would be in another world of hurt, or thrown into the dungeons or something. What made you decide to use my service anyway, somepony so famous shouldn't have any trouble landing a real stallion."

"It's hard ta explain. If your with somepony that way you can expect a ring soon and a lot won't be with ya without one. There's this expectation that you'll end up being serious with anypony you're.. close with." Applejack let out a sighed. "I was with some farm hoof I hired a while back. I wasn't lookin fer anything from him, just some fun but he didn't see it that way. It wasn't a big deal or nothin but he quit when I said I didn't want anything permanent. He was mighty angry, moved away an everythin. Ya just can't have fun in Equestria without everypony makin it a big deal. I'm not some deviant or nothin, I'm just to young ta be thinkin bout that stuff. Marriage and foals. I don't want that yet but does that mean I gotta be alone? When I saw your flyer I dun know, I just wanted a little fun is all. Sometimes I wish Equestria was a little more open with it like changeling society."

"Ha!" Mere sat up and turned to Applejack. "We don't have sex with each other. It's just something we do because it produces more love to feed on." Mere spread its hind legs. "There's nothing there unless we want it to be."

"Wha.. what!? I.. don't.. umm. How do y'all get more changelings then."

"We order them through the mail. The Hive Queen lays a bunch teeny tiny of eggs which are put in a cocoon. The cocoon is filled with nutrition gel and liquid love until it hatches into a larva. The larva eats the gel until it turns into a changeling foal and is shipped to a changeling that orders a child. Most changeling take care of a couple of them over their lifetime."

"Well that's just gross and unnatural." Applejack blurted out before realizing what she said and covering her mouth with her forehooves. "I'm sorry... I didn't mean that.." The farm pony once again mentally kicked herself for her big mouth.

"That's okay. We'll just have to keep on getting by knowing we won't have the joy of having children stuffed in our tummy until they burst out of the vagina kicking and screaming."

Applejack turned a slight shade of green. "Maybe mail order ain't so bad. So changelings don't have relations with each other. Does it not feel good or somthin?"

"We feel it a bit. It feels okay but the feeling of taking in love it's well.. I can't describe it to a non changeling. It's enough for us buying a bottle of water with a drop of liquid love in it. Taking it in pure is on a whole other level though, you're lucky to feed off that. The love water is tasty sure and filling, Diluted with synthetics that amplify the love so it feels like much more. Synthetics is what let us build the country so big without us starving. But synthetic just doesn't feel as good as taking it from the air not that drones can hold that much pure love, we have to spit up most of it after. While we have it, it's like mental afterglow. We can't keep much of it for ourselves, it's heavily taxed and then mixed with the synthetic. Not that many changelings would cheat on their taxes since it is food and there is just just so many of us now."

"So yah don't have relations and love is food. Does that mean ya changelings don't love anything?"

Mere had a look of genuine shock on its face. Applejack wondered if it had never considered this before. After a few moments of thought Mere shrugged. "I don't know, I think changelings can love. We like other changelings a lot and we sometimes live together but we're all like siblings. Other races in the swarm don't really settle down with a single changeling, I guess they like being in demand all the time. I mean we're treated as much as a commodity as those we take love from. A long time ago we used to have to go to war a lot to rescue changelings who were captured and sold for their abilities. There used to be a big market for us before we became a strong nation. It's why our society is still so militant. Not many changelings have the chance to settle down and those that do have the chance don't because if we're in a position to get love from lots of members of the other races we have a duty to feed our people. We just can't continuously take love from one being without hurting it and we need a lot of love. The Swarm doesn't have near enough."

Applejack hung her head not sure what to say. They didn't have certain special somechangelings and they couldn't love other races because they needed to constantly collect for their hive. To her it sounded depressing living like that. Sure she didn't understand their culture too well and kept saying the wrong things over and over again but Applejack felt like she understood this and it depressed her. There weren't enough mates to go around for the whole society so love became a commodity to be traded and feelings a liability to have and a skill to fake. Applejack lifted her head and looked in the changelings eyes. It was softly smiling at her, the same smile that was plastered across its face most of the time Applejack had seen the changeling like it was automatic, a business smile.

"Is something wrong Appl.." Mere was cut off when Applejack leaned in pressing her lips to its own. A couple of seconds later Mere responded to the mare leaning into the kiss. Applejack wrapped her strong forelegs tightly around the small changeling, it almost seemed frail in her hooves. Breaking the kiss Applejack nibbled on changelings lip, under its snout, around its neck and onto its chest. She could feel its body squirm under her touch but held it tight in her forelegs so there was nowhere for it to go. With each nibble and bite Mere emitted small chirps like the crickets back on her farm and its wings buzzed a little bit tickling her legs. "What.. form do.. you want.. me in." Mere asked in an unusually flustered voice.

Applejack looked up at the changeling and gave its body a squeeze. "Aw. This this fine Sugarcube." Loosening her grip on the creature she lifted its filmy wings and ran her hooves over its bare back. Gently she laid the changeling onto its back and nuzzled it under its snout. The changelings own forelegs wrapped around her, its hind legs entangled with hers above the sheets. Without speaking they continued poke around each other slowing down as time past until they were only softly petting each others coats and rubbing their snouts together until sleep began to overtake the pair and they drifted off.

The rest of the Cruise had gone by as if nothing had happened. They awoke late in the morning, showered in their own rooms and went off to breakfast. They caught shows at the theater, drank at the bar, swam in the pool and chatted about anything they could think of, mostly apples and apple farming, before retiring to their separate rooms each night.

Applejack when on her own met and talked to some of other changelings around the ship, trying to find things in common with them. Some of them were farmers themselves like her. Others working in factories, shops, on ships, restaurants, media, politics, construction all with a story or two to tell. Most were as kind and courteous as any pony she had met, Applejack would not have believed any of this was true or even possible a month ago. It wasn't just Mere who was the one good changeling but much like the mistakes she had made with Zecora the changelings Applejack met had been as individual and different as any pony else.

The days flew by and on the third afternoon of her trip after seeing the Zebra's Plains and Griffon Mountains the Airship sailed into its own port with the last view she saw being the skies of Myriad alive with travel before they touched down at the harbor. They all left the city by boat that evening and slept through the train ride home. Arriving back in Ponyville Mere slipped out of the train unseen in the form of a common looking pegasus.

The days after that went back to the normal humdrum. She helped save the Ponyville fair with a taffy making contest, helped Pinkie get over a temporary fear of balloons, cheered on Rainbow Dash in flying competition after they caught a cheater and taught Cherilee's class for a day all while bucking apples in between. The normal everyday stuff. One day after work in fields she rested herself on the hay in her barn surrounded by buckets and buckets of the apples. Her mind awash with thoughts of what she wanted in her life, of what her future would and she gave a heavy sigh.

"You alright there Applejack?"

Applejack looked up surprised to hear her brothers voice, a seldom talker. "Yeah I guess I am Big Mac."

"You seem down. You've been moping around all week I'd say."

Applejack smiled almost sadly meeting her brothers eyes. "Yeah... Remember that farm hoof we had around helpin us out a while back." Big Mac nodded uneasily. "I think I know how he felt."

"You okay?" he chuckled nervously."You're not gonna move somewhere far away now are ya?"

"Nah nothing like that BM.." Applejack got up on her hooves stretching out her legs. "Just doesn't feel that good is all. I'll get by," Big Mac didn't press her for more as she walked out of the barn and into the house for dinner.