Luna's eyes popped open as a gentle rapping on the door drew her from her nap.

"'m awake," she mumbled, moving to rise but finding herself held firmly in place. At some point their pony pile had toppled, leaving her sandwiched between the changelings while on her side. Her right wing was numb from sleeping on it but as she ran through events from earlier...

'Poor Max, he stood no chance against Crystals hunger.'

Speaking of the smaller mare, Luna craned her neck to see that Crystal was still clinging to the alicorn's back. Crystal's tail was splayed over the bed under Luna's head while all four of the shape shifter's legs were latched to the blue alicorn's barrel.

Luna rose carefully, trying not to jostle the others too much. Crystal woke up anyway, snuggling into Luna's flank before snapping fully awake.

"Do you find our flank a suitable pillow, or shall we consume more pastries to add to your comfort?" the larger mare whispered, causing Crystal to jerk in her direction.

"I-I'm sorry, I'll-"

"Peace, Crystal. We are teasing. No anger, see? We actually enjoyed the proximity to two ponies. It reminded us of..." Luna trailed off, her thoughts drifting to a Pegasus fully who was just learning to fly. Of cold nights spent in a large pile of warm fur.

Luna looked behind her a moment later, the smaller mare reclining behind her nervously. With an encouraging nod from Luna the changeling scooted closer, pressing against the alicorn's back.

"No, like this,"Luna whispered over her shoulder before tightening her grip on Max. Pulling herself against him, she laid her head on his neck. Crystal soon copied the position, carefully winding her own forelegs around the blue mare and resting her own head on her alpha's neck.

"Perfect..." Luna muttered, dozing in the comforting contact. She could sit like this forever...

A second round of knocks caused her to jerk awake again. Crystal was woken up as well, judging by the growling that was resonating against her back.

"Your bath is ready, your highness."

Luna sighed in irritation.

"We are awake, we-"

"Go away!" Crystal barked before latching back onto the larger mare.

Luna giggled at the tantrum.

"Do not get angry at them for doing their job, Crystal. I asked that we be woken for dinner. Besides, he just said that there's a nice warm bath waiting for us. Does that not sound nice?"

"I'm warm here..." the sub-queen mumbled.

"As am I, but we need to get up. We'll sleep like this tonight, in fact," Luna trailed off as she twisted around to face the shape shifter "We shall embrace you tonight. How does that sound to you? We shall hold you, and Max will hold us."

The sub-queen grumbled but nodded, yawning widely and finally releasing Luna. Taking advantage of her newfound freedom the alicorn quickly left the bed, stretching her wings to their full length. She turned around to find Crystal moving the blankets and raising Max's leg, staring at the stallion's protective plates.

"It was here..." she mumbled, running a hoof along the crease in the plates.

Luna watched in confusion as the changeling sub-queen stroked the location again, causing Max to shift and begin to display himself. Staring at the stallion's shaft, Crystal poked it curiously.

'It's like she's never seen one before,' Luna thought, confused. 'Does she not know...'

"Is it some kind of stinger?" Crystal asked, staring at the slowly growing organ. "It seems a bit soft though...didn't he use it on you? Did it hurt?"

Suddenly the changelings eyes went to the dribble of pre that was starting to leak from the sleeping male. Taking a cautious sniff of the fluid, Crystal's eyes widened in recognition.

"It...you told me to swallow it last night, didn't you? It started gushing love."

Luna stared at the mare. How could she not know? How was she supposed to survive if she didn't even know about males?

'Perhaps that was the point. She could not start another hive if she didn't know how to fertilize her eggs. But wouldn't she at least have a drive?'

Crystal's ears perked at the concern from Luna.

"Did I do something wrong?"

"No, it is not you, Crystal. We are merely...surprised that you are unaware of the differences between a male and a female. Maximus, being a male, is equipped with a penis. That's what you are poking right now," Luna explained, pointing to the fully erect rod. "Mares like ourselves do not have them. Instead we have, well..."

Luna turned around, presenting her flanks to the changeling. Flicking her tail to the side, Luna spread her legs to give the mare a better view.

"You have this, though it is hidden by your chitin. Do you remember your first night here, when we instructed you to repeat the motions you felt? We were playing with yours while you played with ours."

Crystal moved closer to Luna, staring at the alicorn's display with curiosity.

"I never actually felt an interest in such things. I mean, I remember that it felt...nice, but even then..."

"We are uncertain why you lack such a desire, but we were going to ask that you allow Maximus to mount you tonight as he mounted us. You remember when we told you to swallow, correct? When we achieve climax, we tend to gush. When Maximus peaks, he repeats what you experienced earlier. So if he were to mount you..."

"He would pump love into me," the mare finished, looking back to the stallion. The penis was already sagging, being left alone for a bit. "Do we have to wait until tonight?"

"I think it would be best," Luna said, turning to face the smaller mare. "It will likely be a lot of love so you will feel dazed again. Besides, this way we have plenty of time for him to replenish himself. It tends to be our love he uses, so if we cuddle a bit beforehoof-"

"He'll have more for me!" Crystal said smiling brightly. "I understand now."

"Excellent. Now I wish to make something clear to you, Crystal. Your education as an individual was horribly stunted through no fault of your own. If you find something that confuses you, ask somepony. Max will be happy to answer, in fact he may be able to tell you more than some of the ponies that live here. He would also be more willing to talk to you. He will help you and when you feel you are ready, we would like you to teach him how to fly and how to transform."

The changeling pondered that for a moment before nodding.

"I will. Would you like me to use Mother's method or another way?"

Luna's smile dropped slightly. There was only one reason she could conceive of that would cause Crystal to ask that.

"What was her way?"

"Drop him into a deep hole. If he survives the fall, he has the proper instincts. Escape is only possible through flight, but if he survived the fall, it should only be a matter of time before he learns to fly out," Crystal answered. "A few changelings die that way, so I wasn't sure if you'd want me to do that."

"No, no we're not using method," the alicorn said, her eyes flicking to the stallion in concern. "In fact never mention that method again."

Crystal nodded, stretching a bit as she prepared to rise. Looking back to the stallion one last time she turned back to Luna with a pout.

"Can't I just have a little?"

Luna raised an eyebrow before turning to the still-sleeping male. It was a bit mean to arouse him without any relief...

Max walked down the halls from the bathing room feeling oddly fatigued... and hungry. He was certain that he would have rested up and gained a bit of love from Luna over the course of the nap they all took but he had a feeling something had happened that the mares weren't telling him. The fact that they'd shared a look after he'd mentioned the fatigue only solidified the idea in his mind.

The group was actually walking towards the larger dining room this time, Celestia and a few of the nobles apparently planning to discuss the changes that would be implemented in the hamlet before things were set in stone.

Luna opened the door for the group, letting the changelings enter before her. Max barely hid a wince at the gesture. It still struck him as odd, having Luna speaking of her position as the alpha of a flock. Crystal seemed a bit more welcoming of him though. Perhaps she just needed a chance to warm up to him?

The three sat down at the far side of the table from Celestia and the stallion took note of the nobles remaining. Most he didn't recognize, but Redstreak smiled brightly at him from her seat.

'Good to know she's still around, but the others...oh boy...'

Max winced at the blast of emotions pouring off a particular noble. Lady Sapphire was sitting across the way, a bandage over her horn and another over her neck where he'd bit her. The mare was radiating a potent mixture of anger, gratitude and embarrassment. It was as if she couldn't make up her mind to be mad or grateful for his intervention.

Taking the seat Luna pointed him to, he found himself a seat away from Luna, with Crystal Wish taking the closest seat to the alicorn. Likely for the best, since it put him between the nearest noble and Crystal...be it for Crystal's safety or the pony's.

"Dinner is being served shortly, Luna. Unless you had something special in mind, we ordered your usual to be brought to the table. The same for Max and Crystal," Celestia called from across the table.

Luna nodded her thanks as she took her seat, leaning over to the changeling mare and whispering a quick word of reassurance to her. Crystal's eyes were darting from pony to pony, a sure sign the smaller changeling still wasn't comfortable around ponies without her disguises.

"As you are all aware, the keep has been undergoing changes. We are attempting to be understanding of the trouble Discord inflicted, but by that same token we will not allow ponies to feast on the fruits of our labor with no effort of their own. Some of you have been given a temporary dispensation due to circumstances," Celestia explained, her eyes passing over the blue unicorn mare "while others have already proven yourselves. We hope that you will continue to do your part in making this keep a place ponies will flock to for protection and eventually, for a better life altogether."

"Shimmering Barrier, you've done an excellent job with the guards and we ask that you continue to keep them well organized. If you have any issues with supplies, please bring them to our attention."

The stallion to the mare's right bowed slightly.

"It has been my honor and my pleasure to aid the two of you. It is only proper, after you ladies defeated that monster. Any additional armaments or weapons would be appreciated, as well as the means to properly maintain them."

"We attempted to learn how to build a proper forge, but our last expedition was less than successful. We managed to destroy most of the bandits and drive off the one or two that escaped but with the town apparently being in support of the villains we were uncertain if we should return to claim the knowledge," Celestia said, frowning at the memories.

"Though you were unsuccessful in your secondary goal, the bandits were removed. At less than a day's march away, they would have been trouble before too long," Luna added. "Besides that fact, it was your first scaled battle. Multiple bandits can often be more deadly than a single skilled opponent."

Shimmering nodded.

"Aye, I have had the misfortune of running afoul of a group of highwaygriffons. Three-to-one odds is never a pleasant experience. If not for a passing swordsmare I likely would have been killed."

"The first crops are being planted this week. With a bit of hard work, we should be capable of sustaining ourselves in a few weeks. Less if we have enough earth ponies to tend to the fields," Redstreak added, a happy smile on her face.

"We shall attempt to get the proper workers for the fields, Noble Redstreak, but do remember our words from before," Luna admonished before looking to Crystal.

"Crystal Wish has actually been through the old mine and confirmed that there was a foul gas in the area. It has dissipated though, leaving a few exposed veins of gold and a patch of crystals in the deepest section of the mine. With these crystals we should be able to attempt some cooling runes in our cellars as suggested by Maximus.

"We also have several more changelings in the keep now. I do believe they are going to be most helpful in keeping ponies safe while working in the mine. Crystal was able to show us several points in which the mine's walls were weak and in danger of collapse. Being a species that spends so long underground, they will be invaluable in helping us maintain a safe working environment."

"I'd heard they subsist on emotions though. Does that not, er, unsettle you? Are you not worried they will leave you an empty husk?" a green pegasus stallion asked.

"We do not have such a fear," Luna said with a shrug of her wings. "We are inclined to believe Maximus' interpretation of emotions. That they provide more energy for a changeling the closer the pony feels to the changeling."

Turning to the mare at her side Luna smiled.

"Crystal, who do you believe receives more energy from our interactions, Maximus or yourself?"

"There is no question. He draws more energy than I do," the mare said softly.

"He has done much to improve our mood. He stayed with us during our court, sleeping during the day and standing beside us at night. He spoke with us, offered counsel, even warned against dangers we were unaware of. It was because of his warnings I thought to ask Crystal about the air of the mines.

"He has done this for us and we feel very strongly about him. We have even claimed him as our own. As we feel so strongly about him, the emotions we direct to him are fierce."

Still directing her question to the sub-queen, she smiled deviously.

"How long do you believe it would take a harvester to fill a jar with emotion from a single pony."

The sub-queen's muzzle scrunched as she tried to think up an answer. She tapped a hoof on the table, muttering to herself before shaking her head.

"I would guess a week, though there may be damage to the pony and the changeling."

Luna raised her nose haughtily, though she was beaming with happiness.

"The stallion filled a jar with love in about an hour. We have felt no harm as he drew on our emotions, either. The changelings are adapting, friends. They are learning to work with us, we would do well to match their adaptations. We would like to see ponies attempt to work with them. This could be the start of a powerful alliance, beaten in importance only by the unification of the tribes."

"And what would stop them from attempting to just enslave us once they have the numbers?" Shimmering Barrier asked.

Max blinked, curious. There wasn't any hate or fear in the stallion's voice, just curiosity. It was a straight question, not a lead to some point he wanted to make.

"For one it's easier this way. We don't have to care for a bunch of comatose ponies. How many changelings were dedicated to that, Crystal?"

"Many," the sub-queen answered. "I do not know the numbers but we had many that were dedicated to caring for those who were captured and we were constantly on the lookout for more settlements to increase the amount of food we had available."

"Instead of wasting bodies caring for ponies that are capable of caring for themselves, we can put those numbers to use elsewhere. Not only that, do you think those ponies that the hive kept had foals? The numbers were constantly dropping due to old age and from the sounds of it, fatigue from overfeeding. This way, the ponies that are being helped grow stronger and more numerous. As your numbers grow, your numbers support more of our numbers. More ponies means more healthy changelings. Even looking at it from a resource standpoint, this way is cheaper and easier. Does it take time to foster those relationships? Yes. Is it more time consuming at the start? Yes. Is it worth it? I'd like to think so."

The stallion nodded.

"An interesting answer. How do you propose to keep other, what did you call them? Hives? How do you propose to keep them from attacking us?"

"There are no hives," Crystal answered. "There was The Hive. Discord struck and Mother went mad attempting to drive him away. Many were already dead by the time I was removed from the fight. It is unlikely there were many survivors. She demanded we give up our energy, all of it, in order to allow her to keep fighting. I almost did, and I know for certain that there were many who answered her demands. They died at my hooves, withering away as Mother took every last bit of their energy."

"Mother did not suffer those who did not follow orders, so even though it was through no fault of my own that I could not fulfill her demand she would kill me on sight as would any others who follow her. Perhaps there is another queen that is out there, but the chances of a bearing queen surviving would be unlikely. Only those completely dedicated to Mother were given that honor. Unless another surviving sub-queen or myself find a way to unlock that potential, any living changelings are all that is left of our race."

"Crystal has explained that changelings may alter themselves with high quantities of energy," Luna added. "While she is currently barren, that is something that she could change in the future should she discover the proper method. In the mean time she will be aiding us with her knowledge of tunneling and of maintaining the structural integrity of our mines."

Redstreak looked to the shape-shifter sadly, likely at the mention that she was unable to produce offspring, before asking her own question.

"Do you believe changelings could accept this change to their lives?"

"Two already have. Flick and Crack have already been feeding using his methods," Crystal said, gesturing to Max with a hoof. "It is strange seeing changelings loose their holes. Mother always said it was a part of us..."

Max blinked at that, looking to the sub-queen in surprise.

"What do you mean they're losing their holes?"

"They told me that after attempting your method and by focusing on several ponies, in this case the knights, servingponies, and the captives that were released from the bandits, they've never felt more full. Mother likely would have named you for such a discovery, something not even those she trusted with the honor of laying were given. Being able to draw that much, no it isn't even drawing. Being given so much energy so quickly is something that would have earned you Mother's attention."

"Of course, she would than have had a fit and had you executed for treating the sources of food with kindness and mercy. Those were things Mother offered no creature. She said many times that if someone dared to offer her such an insult, she would make their end most painful."

"And what is your opinion of those things?" Sapphire asked, earning a chorus of head-bobs from her peers.

"I-"Crystal started before frowning. She cast a glance to Luna who giggled before shaking her head.

"We find mercy and kindness to be virtues, Crystal," the dark alicorn said.

Crystal nodded.

"Than we shall accept that as our way...though we may need time to relearn such things."

"Just like that?" the unicorn said in shock. "You would give up the way you were raised for Her Highnesses way so easily?"

The sub-queen nodded simply.

"She offered me food, shelter and safety when I was lost to hunger and fear. She has denoted herself as my queen, my alpha. I follow her lead."

"You...two changelings?" Shimmering asked, his face twisting into a frown.

"A herd! I'm so happy for you, your highness! I wish you the best of luck and many foals!" Redstreak squealed while clopping her hooves excitedly.

Max frowned at that.

"You said changelings lay eggs, right? Do they hatch into foals, grubs, or what?"

"Eggs?" Redstreak repeated, the smile on her face becoming strained.

"I do not know. My time in the nursery was very short. Nearly as soon as I could...there was that thing...she said..."

The mare shuddered, her eyes seemingly losing focus.

"Serve Mother. Do as your Mother demands. Never question Mother. If Mother requires your sacrifice, do so."

" What then?" Crystal whispered. "What was I supposed to do after I served her? What was I supposed do if I survived it all?" the mare shouted, slamming a hoof on the table. "I survived, others may have survived but what now? What is our purpose? There should be more than following her orders. What do we do after we've done our part? What is our goal if we are separated and unable to return? What should we do if she dies? What happens to us then?!"

Luna grabbed the panicking shape shifter's muzzle, looking deep into her eyes.

"You serve as our beta. We told you we would not leave you without purpose, did we not? Do you think that we lied to you?"

The changeling choked, coughing on her tears but shook her head.

"What did we ask of you, Crystal?"

"To-to follow your commands and to heal."

"Are you following those orders?" Luna asked, stroking the queen's cheek.

The shape shifter nodded, choking out another sob.

"Tonight or tomorrow, we would like you to speak with Maximus about your own goals. The two of us will help you find something to work towards," Luna said softly, still stroking the mare's cheek. "Understood?"

Crystal nodded again. Luna smiled warmly at the mare and wiped away a stray tear with her hoof.

"Good. Tia, do watch over things for a moment in our stead. We shall return shortly. Come, Crystal. Follow us."

Luna rose from her cushion, leading the mare back out the door and towards the alicorn's room. The moment they were gone, the nobles descended into hushed whispering.

Celestia looked to Max with a curious glance but tapped her glass to call the room to attention.

"While our sister is attending to Crystal, we shall continue. The mine, the knights, the fields. Is there anything else that should be discussed?"

"Wealth," Sapphire said, dabbing her lips with a napkin after taking a drink. "The wealth of the rulers, be they of a keep, kingdom, or country, is important. I realize that right now there isn't a legal tender but ponies still value gems and certain metals. If a kingdom is to survive and thrive, there should be a secure location to store what valuables are acquired until they are needed."

Max nodded in agreement. Even without any major governments surviving, everyone liked shiny things. There would be value in gems, metals, and even art once the world began to recover. Heck, it was possible there were other countries out there that managed to escape Discord's notice.

'Not likely, but not out of the realm of possibility. Of course, as the one to suggest it...'

"I would be happy to help with that, your highness. I have studied both metallurgy and gemology and would be delighted to be able to use this experience for you," the unicorn continued.

That was something he wasn't expecting, actually. The mare had legitimate experience in the field that made her qualified to handle the job, not just the fact that she was the one who suggested it. Actually...

"In that case would it be possible for you to check the quality of the gold and gems in the mine? If we were aware of which veins were of higher quality, we could mine those first. It would give us a nice boost as we start out. I would also appreciate any help you can give in regards to other mineable materials in the area."

Sapphire nodded with a wince, though if it was because the changeling was asking her or that she was being asked to go into a mine it was hard to decide.

Shimmering Barrier had no qualms about teasing his fellow noble.

"Oh, cheer up Sapphire. It is not as though they are asking you to dig out the gold yourself."

The mare sniffed at the remark but still gave a slight smile.

"I will do so if her highness believes it to be for the best."

"I do. Thank you for the suggestion, Maximus. And thank you for the idea and volunteering, Lady Sapphire. It is our hope that such cooperation continues. It could mean the difference between success and prosperity or defeat and poverty. It has always been the willingness of ponies to work together that has allowed our kind to achieve greatness."

"Divided we fall, united we stand," Max quoted, earning a few curious looks. "Old saying. Back when the colonies that would one day make up my home country first began to seek independence it was a common slogan. Against the Empire they were breaking away from, each colony would be crushed. But if none aided the British, if everyone fought against them..."

"Then they would have no issue pushing them back," Shimmering said.

"I won't say no issue. There were hundreds that were killed, maybe thousands. The colonies won eventually and they developed another slogan. The price of freedom. If you are free, there will be others that want to take that freedom from you. Be it through defeating your country to place their own rulers over you or outright slavery. Discord is no longer turning every town that starts to gain power on its head for his own amusement. There will be people who look to fill that power-vacuum that he's left. Some will seek it for the benefit of their fellows, others for their own power and benefit."

"Agreed," Barrier said. "I shall do my best to prepare the knights for such encounters, but I will need supplies to do so. Lady Sapphire can help by finding good metals and gems for enchantments and production, once we have a working smelter and forge. Lady Redstreak is working to allow us to be self-sufficient in food production."

"That just leaves us with finding a use for the ponies in the hamlet outside. The changelings, would they make good miners?" Sapphire asked, looking to Max.

"I think it's going to depend on the changeling," the stallion replied. "Crystal has made it abundantly clear that the Over-queen, or whatever title she went by, kept all of her changelings focused on a single task, be it harvesters or military. I would think they'd have tunnelers, those in charge of maintaining the structure of the hive, but I could be wrong. The hive could very well have been on the surface.

Our bodies are suited to low-light conditions, but we do prefer being around ponies. At least, I do. If they were supplied with gel containing the emotions they need to survive, you may be able to find changelings willing to work if not live in the mine."

The meal arrived at that time, though no one touched their food until Luna had returned. The moment she was seated, dinner commenced. The meal passed in relative silence, most of the diners mulling over the events so far. Even as the nobles finished they kept their voices low and spoke in hushed whispers to each other.

Looking to Luna the mare saw his unspoken question and leaned to him slightly.

"We put her to bed. She shall be waiting for us after we retire."

Max nodded, explaining to Luna all that had transpired in her absence. Finishing his tale he turned back to the dinner, enjoying the vegetables even though they did him no good. A gurgle in his gut had him smiling softly. He'd try to get some of that adhesive into a jar, see if it could be stored for later use.

'Or ask Crystal about it.'

Finishing her meal and seeing that most of the ponies were finished as well, Luna cleared her throat.

"We would like to add a library to the list of things we would like to see. We understand it is in no way a priority, but with knowledge no longer being destroyed by Discord, it would behoove us all to preserve what knowledge we have. We still have a good supply of paper and ink, so we would like ponies to write down things that they believe would be useful. For instance, we shall be collecting the information on home remedies from the guards and servingponies on a scroll or two. If you have anything to add, please feel free to acquire some paper and ink to preserve your knowledge. With your aid, we shall create a library to rival even those that were found in the home lands."

That drew a chorus of whispers from the gathered nobles. Not too surprising, as Max was fairly certain noble titles were often gifted for great accomplishments. Any additional accomplishments you could link to your house, or even better to yourself, would be a big deal. With the meal finished and none of the ponies having anything more to add, the nobles cleared out for the night. Luna was looking at him as if she wished to ask something when the door stopped before closing, opening to reveal Lady Sapphire.

The unicorn mare approached the table, looked at those gathered, and bowed.

"I thank you for your efforts in...in sparing my life and magic, your highnesses. I apologize for my outburst, it was most unbecoming of one of my rank."

"These are trying times for all of us, Lady Sapphire. It is to be expected that many will act out of fear. The important thing is to remember that we seek the happiness of our subjects. That includes yourself. We will never attempt to harm those who come to us for aid or protection, even if it puts us at risk," Celestia said with a faint smile.

"Indeed. We are happy to see you are making a recovery. Seeing a mare of your caliber brought low due to panic and fear would have been a terrible loss," Luna added with her own smile.

Lady Sapphire bowed low.

"Thank you, highnesses. And thank you as well...Maximus. I remember little of my episode but I remember panicking more as something...grabbed me. I was told you helped, but I would like to know, er, how."

"In my experimentation with my form, I found changelings have venom. It isn't like a snake's venom that causes pain and possibly death. It numbs the body, making moving and sometimes even thinking difficult. So I'm sorry to say this but I bit you," he explained, bowing his own head to the mare in apology.

The unicorn stared at him in shock before turning to the alicorns for confirmation.

"It is true. Without Maximus deadening your senses though, we would have been unable to approach you and stop your surge. It is very possible you could have lost your horn, or even your life. His resistance to magic meant he was also the only individual who could approach you in that state."

The unicorn nodded uncertainly, her hoof reaching to her neck and rubbing where the stallion's fangs had latched onto her.

"I...I understand, your highnesses. It is just..."

"It's scary, I know," Max soothed. "I swear to you though, Lady Sapphire, that I have never bit an innocent pony with the intent to cause them harm. Nor shall I in the future. Some of the things my body is capable of, it's specifically suited to dealing with ponies. Changelings literally can't survive without your kind, we need you. We also need you to be happy and healthy. Miserable ponies that get hurt or killed only cause problems for my kind. I just ask that you understand that like yourself, there may be changelings out there that fear this new world we're making. They may resist the changes, they may even panic and become dangerous to those around them. But we can't let that stop us from making the world a better place to live in."

The unicorn nodded before turning and walking out the door. Max sighed, not really looking forward to tasting her fear in the future. Nor was he looking forward to-

"Why did you provoke that reaction from Crystal?" Luna asked, her mood burning at a low-anger. It wasn't hot so she wasn't furious, but neither was Luna very happy.

"I actually didn't know she'd freak out that badly. Mostly I was digging for information. The more you know about something the less scary it usually is. Not like spiders, the more I learn about those things the scarier they are. One of them back home, that thing bites you, you get an erection for a few hours, then you die."

The stallion shuddered. Maybe the shell would protect him from spider bites? Unless the planet had giant spiders. He wouldn't say it was impossible.

'Danger Will Robinson, danger!'

"Her freak-out was more than I'd expected, but on the other hoof it may be a good thing. For one, we learned just how badly she was treated and what her prospects for survival were. You can't help someone if you don't know what's wrong. The second thing was that the nobles were here for it. Some may see it as a weakness, but a lot of them fear me and Crystal for being a different species.

"Tell me, princess. Do monsters cry?"

"You hope to use it to ponify yourself and Crystal to the nobles. To prove that you are living beings just as they are," Celestia stated, her eyes scrunching as she realized that point.

"It wasn't the original plan but it was a bonus. I'd like the two of us to talk to her tonight, Luna. That was...that was pretty messed up. I'm genuinely worried about her after that breakdown," he said, looking between the mares. "How was she doing last time you saw her."

"She wasn't speaking much. We believe she is merely confused now. We do not believe she's done much thinking about what her prospects were in the hive," Luna said as a frown bloomed on her face.

"It was disturbing to hear anypony speak like that. Do you believe she is..." Celestia trailed off, looking at her meal uncomfortably.

Max shook his head.

"Hearing her talk like that I, don't think she was meant to survive. I don't think any of the changelings were meant to survive beyond what this queen needed them for."

"Even with the horrors Discord put ponies through we never felt such an intense...hatred for an individual."

Luna was staring at her plate, a dark look passing over her face.

"It would be best if this queen truly is dead. For all living creatures. We believe it would benefit us all if we were to find out where the hive was located and confirm that the threat has been removed. Still, that is a worry of the future. Likely the far-off future."

"A shame. If we want to really know everything about changelings, it would likely be the best source of information," Max groused. "Still, I don't think we have the time or resources to mount that kind of an expedition. It could take weeks or longer and that's assuming we know where to look. Which we don't."

Luna nodded.

"We feel as though Crystal would have returned to the hive if she had known where it was located. Even if it meant her death. It is likely the only reason she was able to break free of her mother's programming was because she lost all contact and direction to her home."

"You think she would have returned to the hive, even saying those things? That her mother would kill her not following orders even though she attempted to?" Celestia asked.

"We do," Luna said with a nod. "She is a strange mixture of aggression and submissiveness. She was raised from birth to be this way, she just doesn't know any better."

"She can change," Max said with a smile. "I'm trying my hardest to adapt to this weird world, I'm certain a mare born on this planet can figure it out. We'll help her together."

Luna's worried expression melted into a warmer smile.

"We hope you are correct. Crystal has grown on us. We enjoy teaching her."

"Speaking of the mare, we should probably get back to her. I think she's going to need a bit of attention after all of this. You won't object to focusing on her a bit tonight, would you?" Max asked, standing from his seat.

"We would not. And Tia?" the blue alicorn said, turning to smile at her sister.

"Always about the sex," Celestia grumbled, standing to leave as well. "What is it, Luna?"

"If you enter our room again,," Luna said, stopping to give the stallion a deep kiss "you shall not be leaving until we have climaxed."

"Last warning?" Max asked Luna as the mare walked out the door. She nodded and Max turned back to Celestia with a grin. "Last warning. I won't touch you inappropriately, but don't expect me to stop Crystal or Luna. She's asked you to not walk in on us more times than should have been necessary."

Max enjoyed the walk back to the room. Not because of the conversational partner he had. Luna was fairly quiet as she led the way back to their room. No, what made it enjoyable was once again the scenery. The view was stunning.

Distracted as she was by other matters, the mare didn't seem to notice what a wonderful sway her walking left her with. Max was fine with that. The concerns were important, he was sure. Crystal, the keep, ponies, other princess-y things he probably didn't know about...he'd be worrying about them as well, just at a later time.

'Enjoy the little things...or the not so little things."

It might have been his imagination, but he swore he started noticing the sheen of her wings or the tone of her body as well. Things that weren't as important to him before. Either it was his brain locking her into his idea of an amazing mare, or his mind was adapting to the new form and lending him a proper appreciation of all the proper attributes a mare should posses. Either answer was fine with him.

Luna opened the door and stepped aside, inviting him to enter the room first. Crystal was in the bed as Luna had left her, curled up and sleeping soundly. That was likely going to change shortly.

"We're going to wake her, right? I don't think she'd want to miss this."

"Soon," Luna said.

She closed the door behind her and moved closer, kissing him hungrily. He sat down, running a hoof along her neck and she moved closer, also seating herself and laying her forelegs over his shoulders. She wrapped her legs around his neck, holding him tightly as she bullied his thinner but more agile tongue about. Breaking the kiss for a breath, Max smiled.

"I think we're getting better at that."

Luna nodded.

"As do we. After all, practice breeds perfection, does it not?"

"Is that why you're so good at being beautiful?" he asked with a grin.

The mare giggled, blushing a bit before moving to the bed. Max followed, giving her flank a gentle nip just before she jumped into the bed. Crystal stirred at the disturbance, blinking sleepily even as Luna draped herself over the smaller mare.

"Good evening, Crystal. Do you feel better?"

The sub-queen looked at both of them before laying her head back into the mattress.

"No."

Hopping onto the bed beside the mares, Max gave the changeling a gentle nuzzle.

"You'll feel better when you start making your own goals. We'll teach you how. For now your only concern is healing and growing stronger."

Luna giggled before moving off of the changeling's back, much to the chitinous mare's disappointment.

"You would not believe what we learned earlier, Max. She was unaware of the differences between male and female."

Max looked to the sub-queen, causing her to shrink slightly at his attention. Looking back to Luna he raised an eyebrow.

"You're joking."

When Luna shook her head in a negative he groaned, rolling to his side and settling a fetlock over his eyes.

"Oh boy, this promises to be fun. Did you give her the basics?"

"With your unwitting aid, yes," Luna nodded. "She was asking if your penis was a stinger, then said something about vaguely remembering that it was ejecting love. Would you be willing to educate her? We shall be taking another tour with Tia tomorrow, it would be a good time for the two of you to speak."

"Sure, I don't...is that why I felt hungry earlier? Did she suck me dry again?" he asked, looking over to the dark alicorn with mock irritation.

"Well, you were already aroused from her prodding. It would have been a much more cruel fate to allow you to suffer arousal without hope of relief."

Looking to the watching shape shifter, Luna made her way to Max, rolling him fully onto his back and resting on his barrel.

"We trust Max, Crystal. We wish for you to trust him as well. He will do what he can to keep you safe and answer any of your questions. For now though, we are going to make certain that you understand exactly what it is you have joined."

Nipping at his neck, Luna rested her head on his shoulder.

"The most obvious thing you've seen between us is that we produce many focused emotions for those we feel close to. That now includes yourself. We shall support each other and aid one another in any way we can, from simple things like bathing together to offering support during times of need, as you are experiencing at this time, to doing everything we can to ensure each other's survival. We have put our life on the line to ensure our stallion's safety, he put himself at risk to ensure Tia's safety. He did not have to accompany her to the bandit's encampment, but felt that his presence could deter an ambush.

"We tease her and she irritates us often, but we still consider Celestia to be a sister to us. She is not a member of the flock, but she is to be treated in most of the ways you would treat Maximus or ourself. If you are uncertain if you should do something, ask either her or one of us."

Careful not to get stabbed in the jaw by Luna's horn, Max looked to the sub-queen as well.

"The most important thing we want from you, Crystal, is your trust. Trust us to have what's best for you in mind and do what you can to reciprocate."

Nodding and rising to a seated position on the stallion, Luna's smile became slightly more hungry.

"Excellent. Now another important thing to keep in mind is that for many, a flock is a way to ensure the safety of both the members and the young that are produced. My children would be yours and your children would be mine. Do you understand?"

The queen raised her head at the mention of young.

"But I can't-"

"It's something that flocks are usually for, but it does not always have to be the main goal. Even if the two of us never produce a single foal, we could still be considered a successful flock," Luna explained. "Most flocks are created with the idea of starting a family. Mares and stallions gather together and engage in intercourse. The mare's become pregnant, have their foals, the entirety of the flock works to ensure the safety and health of the foals.

"In our case, the flock is for support. We are uncertain if we, as an alicorn, are still...viable but we hope that we are. It is something we shall learn in the future though."

Max wrapped her in a hug, giving her a reassuring nuzzle.

"Where did you hear something like that?"

"Starswirl the Bearded had several accounts of alicorns in his travels," she answered softly. "Never did he read of them having children though. The only family they ever had were the ones the had before their ascension. Even the one who did wed after her ascension...she was declared barren. Her flock, containing three stallions, attempted to impregnate her during her heat and nothing came of it. Either all of the males were impotent, which is unlikely, or it was the transformation that changes us."

"It could also be the size or possibly a species thing," Max offered. "If the change is too great, it could be that your body would no longer recognize a pony stallion as the correct species. It could be a hundred things. We'll worry about it later, okay?"

Luna nodded, taking a calming breath before returning her gaze to the queen.

"Intercourse is...several things to a pony. It is a very pleasurable experience and also makes one feel closer to one's flock. In a way it is a bonding activity. It is also a display of trust.

"Maximus understands this. We woke a few mornings ago adhered to the bed with adhesive gel covering our horn and mouth. While we were bound, he pleasured us to climax, quite a powerful one as well. It is not something we would have accepted from anypony else. We trust him implicitly, we knew that he was not doing that to harm us."

Crystal frowned in confusion.

"You allowed him to do that? He attempted to subvert your rank."

"It was a game. Have you never played a game?" The alicorn asked with a chuckle.

To both their surprise, the sub-queen shook her head.

"Oh," Luna mumbled. "That may explain a bit."

"A game is a... it is a way to enjoy oneself. To pretend things are not as they are. In the case of Maximus' binding us, he was assuming the mantle of alpha for himself. After the game, we resumed our place. He also did not use his assumed position to cause harm to anypony. In the future we will allow you to do the same for a night. Both of us would treat you as the alpha and you would be able to command us as you wished."

"We will not say his game was expected, it actually scared us for a moment. He recognized our fear though and slowed, giving us the option to say no."

"But you said your mouth was..."

"We don't need to hear her words, Crystal," Max said with a smirk. "We can taste her fear and happiness. When I started to taste fear from Luna I slowed down. If she had continued to radiate fear I would have freed her. If the point of a game is enjoyment of both individuals and one isn't having fun, there's no reason to continue. We'll play a few children's games tomorrow, I'll show you what I mean."

The sub-queen nodded before looking back to Luna expectantly.

"Right. We suppose the next thing to move onto would be to go into the actions that..."

Luna rose from the stallion, turning and presenting herself once more to the smaller changeling.

"You have already been told you have one of these as well, correct?"

The mare nodded and looked to Max

"And he has that...stinger. The penis."

Max chuckled at the description. It wasn't wrong per se, especially if you had nothing else to compare it to. It had the same basic function after all. Injecting fluid into another's body.

"The difference is that it's sensitive to contact. I mean, I've never really tried jerking off a bee, but I don't think a stinger is sensitive. Males and females both react when they're aroused, when they're thinking about sex. For Luna, she starts getting wet. Her body starts producing a fluid that makes it easier for a male to enter her body. For me, blood starts rushing to that stinger-thing, making it grow thicker and longer."

"We also become a bit more sensitive. Both of us. We understand perfectly what we are about to do, so even before we begin our bodies are already preparing."

Using a bit of magic to spread her flanks and allow the queen a better view, Luna looked over her shoulder.

"Go ahead, Crystal. We can confirm you have the same anatomy, visually at least."

Max moved beside Luna, beckoning the queen closer before bringing her hoof up to stroke Luna's vaginal lips.

"If you were to touch her when she's not thinking about sex, this wouldn't get such a reaction. Since she is though..."

"She twitches. Would-" the queen started before stopping herself.

Luna watched, giggling as the changeling began trying to get a view of her own genitals by spinning in place. Turning and stopping the queen with a hoof on her shoulder, Luna smiled brightly at the sub-queen.

"There is an easier way, Crystal. Come.

Luna led her to a mirror and the shape shifter quickly turned around, shifting her tail enough to get a good view of her plates.

"Odd, when I start thinking about sex my plates usually shift pretty quickly," Max said, moving around the queen to get a closer view. The queen's plates were still sealed shut while the stallion's had shifted long ago, leaving him to swing freely as he walked around the room.

Luna frowned at the reflection before running a hoof over the slit in the plates. It was right where the mare's important bits should have been and on the third stroke, they shifted slightly.

Crystal was shuddering at the contact, watching the reflection with rapt attention. As the mare's plates began to shift open Max watched as her expression shifted from discomfort to curiosity.

"It is the same as yours," she said in wonder.

Max nodded in agreement. Except for the color of the flesh, Crystal's walls bearing the dark green meat that was normal for changelings, her vaginal opening seemed very similar to Luna's. He could even make out her clit tucked away inside the canal.

"Odd, it is as though she feels no arousal," Luna muttered, giving the sub-queen's now-exposed lips a stroke with her hoof. Crystal shifted, but it seemed Luna was right. There wasn't much in the way of a reaction. No secretion of fluids, no quivering of the muscles, not even a moan of pleasure from the sub-queen.

Max scowled as he leaned in closer, deciding to throw all caution to the wind and giving the smaller changeling a quick flick of his tongue. As Luna had stated though, she really didn't react much. The clench was more out of the mare reacting to an unexpected touch than what you would get during sex.

Luna stepped in closer, running her a hoof over the mare's flank.

"Tell me how this feels.

Leaning closer, the alicorn gave a sensuous lick to Crystal's flower before inserting her tongue, exploring the smaller mare's depths with the muscle. Crystal squeaked in surprise but otherwise watched curiously, her breathing quickening as Luna lapped at her nethers.

"I-it feels strange. Not bad, but...I don't know."

Luna pulled back for a moment, using her magic to spread the sub-queen and allow herself a view of the mare's canal.

"She's a bit damp now and it was not all us. We...this makes no sense."

Max worried his lip for a moment before walking behind Luna and pulling her into a hug. He nibbled on her ear, causing her to mewl and grind against him needily.

"Max we have to, to figure out what is wrong with-"

"She said a good dose of love heals things, right?" he whispered into Luna's ear. "Well, let's put it to the test. I'm going to need to make certain my stores are full, though."

Max began grinding against Luna, his hardening member sliding along the fur of flanks enticingly. The mare in his grip groaned, using her magic to push him off of her back.

"Just because she doesn't feel aroused doesn't mean she cannot learn. Crystal, watch carefully," Luna instructed, propping herself up on the bed and spreading her legs slightly. Max approached from behind her, giving her needy pussy a few kisses and a lick before mounting her. He tried keeping a leg clear, allowing Crystal to see what was going on as he began to run his head against the alicorn's flower. With a buck, he drove himself into her canal.

Luna shuddered underneath him at the penetration, a low moan of pleasure escaping her lips as she pressed back into his hips. Accepting the offered fleshy embrace, he slid into the slick, velvety tunnel and began pumping into the mare with abandon. He pulled out and gave another thrust, working to pleasure them both into oblivion. All the while Crystal watched with rapt attention, her ears perked as she focused both on what Luna and Max were doing as well as what Luna was feeling.

"Feels odd, giving a demonstration, like this," the stallion puffed, slowing to nip the alicorn's neck. Luna's legs buckled slightly and her wings splayed fully. The dark mare gave a few weak flutters of her wings but otherwise was completely consumed by the pleasure that was flooding her mind.

"Stars, t-take our love. Take it, take it, ta-AKE IT!"

With a shuddering flutter of her wings, Luna clamped down on him, her walls massaging him gently as she climaxed. Max slowed, confused as to how she got off so quickly but soon noticed her horn was sputtering weakly.

"Did you magic yourself to climax?" he asked in irritation. His own arousal was nowhere near sated and his shaft was rock-hard.

"Y-yes," Luna panted, a manic giggle escaping her lips. "You, you need to be- you can't be giving up any of that love just yet. You need to save it."

Shifting so that the male fell from her grip, Luna moved over on the bed, patting her previous spot while looking to Crystal.

"Come now, Crystal. If nothing else it will be a large dose of love."

The sub queen nodded, moving to the bed and positioning herself before Max with a bit of apprehension.

"Crystal, if you don't want to do this-"

"I want the love," she cut him off. "I, I want to be normal. I want to be family. You both say it should feel nice and for her it does but...just do it."

Max nodded, giving the mare's plates a few strokes to get them to open up. Giving her a few licks to make certain she was wet, he rose up and mounted her, slowly driving himself deeper into the sub-queen.

Max grunted as he drove himself in further, pistoning slowly as he pushed forward to make certain he was still sliding easily. Crystal wasn't so much as clenching around him, her muscles slowly relaxing to allow him deeper passage into her body but doing nothing more. It was almost like that part of her had been turned off.

'We'll see if this doesn't help with that.'

She eventually began to produce her own lubricant, speeding his push to drive himself into her. Hilting, he blew out a sigh of relief. No more worrying about hurting her by dragging across an unprepared part of her body. It would all be-

He frowned, a shudder going through her body. She flinched again, this time gasping in surprise. Her breathing began to increase to near-hyperventilation but Luna took Crystal's muzzle in her hooves.

"Speak, Crystal. What is going on."

"It, it feels weird. It just started...feeling. I don't know," the mare whimpered, looking to her stomach.

"T-hink it's the pre?" Max grunted. "It has a bit, ha, of love in it as well."

Luna's eyes widened at the idea. Smiling, she took Crystal's muzzle in her hooves once more.

"You are fine, Crystal. Your body is merely waking up. It is likely that by tomorrow you will be able to enjoy this as much as we do."

Max grunted, his body clenching as his orgasm approached. Now that he was watching for it the reaction was more noticeable. With every clench of his body, with every quick burst of pre into the mare below him, she began to react more like a mare than a robot. Another clench, and Crystal shuddered, her vaginal walls tensing slightly for the first time. Another clench, and the shape shifter's forelegs wobbled. Another clench sent her to the bed, leaving her flank supported only by the stallion that was currently buried inside of her.

"Yes, just a bit more. It's going to be amazing, Crystal. You're going to love this!" Luna said, encouraging her.

Max just grunted, the mare beginning to pulse and grip him as her body reacted to his presence. Another thrust ended in a wet slap, the fleshy parts of their bodies beginning to become soaked with their mixed fluids. Grunting loudly in effort, Max drove himself deeply into the mare, feeling something twist around him as the mare seized up. He clenched once more, this time shoving himself as deeply into the mare below him as possible. Something, something inside her body was expanding slightly, the placement coinciding almost perfectly with his multiple rings to form a multi-layered seal in the sub-queen's depths. The stallion shuddered as the first spurt of his load was released, followed by a second and then a third.

Crystal was staring at Luna, her eyes unseeing and blazing pink as her body began to absorb the love. It was too much for the sub-queen though, her eyes rolling back in her head even as Max's own legs crumpled, leaving the pair laying on the bed and gasping in exhaustion.

Max chuckled dumbly as he began to doze. Most of his orgasms weren't that exhausting. There was just something about that one though, like he'd given it his all. Pulling Crystal closer to his barrel, he saw Luna entangling herself in the sub-queen's forelegs and laying her head on the smaller mare's neck. He managed to give the alicorn a quick kiss before his head slumped to the pillow. Next time would probably be a lot more fun for them all.

Author's Notes:

This one...it just kept going. I couldn't find a good place to cut it off.