For only the third time in...however long it had been since he'd been dropped on the figurative lap of the Sisters, Max found himself walking around the outside of the keep. The full circuit of the keep, in fact. In order to get a better idea of what he was working with he'd asked Celestia to add a lap around the keep to their list, something she'd agreed to fairly quickly.

"I didn't realize how small this place was, actually. It's big for a house or mansion but in terms of a castle it's actually pretty small," he commented quietly while looking up at the stone wall.

Celestia balked at the perceived insult.

"This is the largest building I have ever seen in my life! It holds more ponies than-"

"Scale, Celestia," Crystal said before rolling her eyes at Max's stare. "Princess Celestia."

"I know you don't think much of it, but we're in public right now, Crystal. Full titles for now."

The stallion smiled at the smaller changeling stuck her tongue out at him but otherwise remained silent, allowing the more invested individuals to continue their tour.

"It's big because of what you're comparing it to. I'm comparing it to my idea of a city, a city in a country whose population is at least three hundred million. You'd be lucky to break about three hundred ponies when all is said and done."

Surprise rippled around him, the ponies not having the reference for such a large scale. Even worse, Max was knowledgeable enough to know some areas of the world were extremely densely populated. It had been something people laughed at, but picture of the Japanese hotel had been a scary thing to think about, each 'room' having about the same space as a body in a morgue.

"It's nothing to worry about right now, but I'd almost guarantee a population boom in the coming years. Once everyone starts settling down and is certain they won't be thrown to the winds on the whim of a demi-god they'll start wanting homes, families, jobs, all of the things that shape a civilization. Add in the security of having two lovely, powerful ladies ruling the land and I can almost guarantee this place will explode with ponies.

"It's kind of why I'd like to get some semblance of order to the homes at this point. Once the population boom hits, regaining control will be even more difficult. Food, we'll have that covered for a bit but we'll likely need to expand the farms, maybe even add a few farming communities a small distance from the castle. Forts here and there to provide security and allow easier patrols...are ponies claustrophobic? No, that's the wrong word. Are ponies unsettled at the idea of being underground?"

"Somewhat. Not all of them, but some become uncomfortable. The deeper you go the worse it gets."

"So underground storage will be limited unless it was changelings using it," Max trailed off, his eyes roaming the castle and moving to the land around them, plains interspersed with small forested areas.

"Can ponies accelerate the growth of trees?"

Celestia frowned, turning my to Redstreak for the answer.

"Yes, though it takes time for an earth pony to achieve the needed bond with the soil for such a thing. Why do you ask?" the mare inquired.

"Lumber is a big starting industry. You use it to build houses, carts, barrels, handles for tools, the tools themselves if you're desperate. Charcoal as well, can't remember there process, though-"

"I believe we had something on charcoal," Celestia interjected. "I will try to find it, or ask the knights and nobles if they are aware of such a thing. I believe it is also time to start gathering knowledge as you suggested. Several of the Knights have filled scrolls with home remedies and cures as well as random bits of information. Unfortunately it is all a jumbled mess. Each scroll has everything each pony could think of and we have no way to separate the information."

"Books were a commodity for the longest time back on earth and for good reason. Even if we can scrounge together a printing press they still require a good amount of materials and labor to run, as well as the issue of the tribes having three different languages. I'd like to see Earth script as the go-to so that everyone can use it, but I'm sure there will be plenty who would fight such an 'insult to their tribe'. For now just focus on getting the information. We'll sort it later."

Stopping and humming thoughtfully, Max broke into a smile.

"We may be able to use the press for education as well. Books for teaching subjects like reading and writing are usually fairly simple and give the student a chance to practice. Blank paper would work for that in a pinch though. I also think more widespread education is still something for the future. We don't really have the resources, manpower, maybe not even the interest in it from the population."

"God, there's just so many things to- I need a physical list, we're going to forget some of these. There's just too many things to think of. There's a reason kings, sultans, emperors and presidents have hundreds of people helping them."

"How many are we speaking of?" The alicorn asked with a hint of trepidation in her voice.

"Relax a bit, Princess. I'm talking about my own country in that regard as well as several other countries I've read about. We're just staring so a simple cabinet of advisors and trusted individuals will work. K.I.S.S. is a good strategy no matter the subject."

"Kiss?"

"Keep it simple, stupid!" Crystal barked out gleefully, giggling to herself as Max nodded.

Before either of the mares could take offense Max began to explain the acronym.

"The more complicated things get the more likely you'll run into issues. Not only that, but it becomes more difficult to find the source of the issues. It's why government corruption was so hard to prove in some areas. The web of bureaucracy becomes so tangled after a while it's extremely difficult to find who did something wrong and who was just following orders. Even if you can find the perpetrator, then you have to find out what they did to scam or steal, which can be another nightmare in and of itself. If we can keep things relatively linear for now it will cut down the chances for problems both now and in the future. We're going to need long distance communications if we want to add farming communities though. That or appoint nobles or lords or something like that for lands that are beyond our reach."

"A-appoint nobility? As in grant noble titles?" Celestia gasped. "I, I can't do something like that, I don't have the authority. The only ones who-"

"You may not think much of it, princess, but once this place starts gaining notoriety your word will have more weight than Princess Platinum. That was her name, right, the unicorn ruler from the unification?" Max asked, receiving a nod from the alicorn. "Not only will you be someone the ponies could go to and witness as having a position of power, unlike a historical figure, this little attempt to give ponies a safe place to stay will not stop when you pass on. Because unlike Platinum, you won't die off in a hundred years or so. One of the common ways a wealthy kingdom would fall would be a son inheriting it and squandering the wealth, or some councilors swindling an inexperienced prince of his wealth as he's still learning of his position. Perhaps there just won't be a child there to inherit the kingdom at all and the dukes of the kingdom begin fighting over who should take over?

"Change is something you stand against. You and your sister are islands in stormy seas. In one hundred years, you will remain. After a thousand years, you will remain, barring spells or combat. There aren't many who can say the same. I don't even know about myself. Crystal's mother may have been very old, or she could have lived as long as any other pony. It may be that she just removed information on the queen that existed before herself, leaving it to look like she was the only one. Information is power, after all. If you can control the flow of information, you can make it say whatever you like."

"You used Platinum's rank, Princess Celestia. Did you not plan on using it?" Crystal asked with a smirk. "If you wanted to just be another defender of pony-kind, you could have just assumed the rank of knight."

Lady Redstreak, present for the upcoming inspection of the fields, balked at the changeling mare's suggestion.

"But assuming ranks, that's-"

"Who's going to know? There's no records right now, no way to double-check if someone's faking their rank. No way to find out if someone actually earned a title or is actually part of a blood line," Max cut her off. "We can start keeping track of it now, but as far as I can tell, Discord kind of forced ponies to blend in wherever he threw them."

The group continued on their tour for a while longer without issue. Max suddenly perked his ears, looking at Crystal in confusion. She was humming something, something that was fairly familiar.

"Are you humming Imperial March?"

The changeling didn't answer immediately, instead cocking her head in thought.

"How hard would it be to make pony stormtroopers?"

"Incredibly difficult," Max answered, ignoring the confusion radiating from behind him. "The armor was supposedly a ceramic alloy that was good at deflecting ballistic weapons and blades, the weapons you see them using are hundreds of years ahead of my own people's technology, and even if I could give the knights armor like that, I wouldn't The armor's shape would need to be different of course since it's for ponies, the plates would need to be something we can actually afford to make and that would help against common combat spells and arrows, and finally I'd prefer some kind of full-face visor. Those helmets look cool, but I can't imagine it would be easy to see out of them. Maybe a changeling could get away with using a kind of empathy-radar, but then you could end up shooting allied ponies."

Looking back at the confused alicorn and noble, Max smiled.

"Fictional army. I swear she's better at remembering things I know than I am."

"That's because I've done this kind of thing before. Some of it's buried under a mountain of other information, but there are tons of things in your head. Some of them make no sense though. What's so important about the flight-speed of a small bird?" Crystal asked, drawing a laugh from the male shape shifter.

Mentally playing the scene in his head, what he could remember of it at least, Crystal continued to stare at him without comprehension.

"I thought it was funny...think you can find the recipes for pizza sauce and the dough? We'll treat the princess to some Human cuisine. Redstreak is of course welcome to join us, as is anyone interested. I can't say it will be the best pizza, but it should be something different. After all, we're trying to expand our horizons, right? Maybe later someone else can show us a dish they know. It should be fun, even if they merely give the recipe and directions to the chef."

"This is really unnecessary," Celestia argued, doing her best to squirm out the grasp of the changelings.

"Nope," Crystal giggled, giving her another push. "Totally necessary."

"It's pizza, princess. The best part is making it yourself and deciding on the ingredients. You put as much as you like and even decide how heavy you want the sauce. Besides, it's a group activity, something you do with friends and family," Max explained.

"You can teach Luna when she gets back," Crystal added.

Eventually they managed to force the white mare into the kitchen, where the chef was already setting up some of the requested items. Max could see various vegetables chopped up in bowls, a large container of dough, as well as what appeared to be a pot of tomatoes cooking.

"What consistency is the tomato sauce supposed to be?" the cook asked.

Max passed the females and peered into the pot, nodding at the scent and texture.

"That looks about right. Needs some spices though. Oregano I think it was called, some garlic and onion."

"Onion I can do, may have a clove of garlic somewhere, but I don't recall Oregano. What is that?" the cook asked in confusion.

Crystal moved past them all to the spices, taking a quick sniff of each one before letting out a cheer.

"This one, Sawtooth. It smells like what he's asking for."

"Sawtooth...wonderful, different spice names. Just a little bit will do." Max said as he began looking about the room for something. "Where's your rolling pin?"

"My what?" the stallion asked, looking up from the pizza sauce.

"What do you use to flatten dough?" Crystal asked, buzzing right over Celestia as she moved to the dish-rack and grabbed a ladle.

'Useful having someone else who knows what I'm talking about,' Max thought as he looked over the dough. There was a bucket of warm, soapy water at the door, but it was hard to imagine ponies making food without using hooves. Which they had just used to walk around on the floor.

Speaking of hooves, his holes were back. They were also getting a bit larger and his hunger was getting deeper. Crystal was showing some holes as well, but considering her previous state, it likely wasn't bothering her that much.

'May get weird when we start spreading the dough. Can't imagine it will be fun getting dough out of the holes.'

Walking over to a free workspace, he began spreading a bit of flour over the area before motioning for the alicorn to join him.

"So what we're going to do here is flatten the dough into disks and put some sauce and toppings on them. The toppings are up to you and you can do whatever you like, just be careful not to go overboard. If you put too many toppings on, you can drown out the flavor or even make a combination that doesn't taste very good."

They had to settle for a simple stone roller dusted with flour, but Celestia was quick to adapt to the motions and soon both she and Crystal had begun adding sauce to their disks before looking over the selection of chopped toppings.

Max chuckled as the mares both reached for the mushrooms at the same time, their auras flickering over the bowl and causing it to wobble unsteadily before Crystal jabbed a hoof into her opponents side. The alicorn squawked in surprise, losing her grip on the bowl and sending fungus scattering over the table as the bowl bounced off of Crystal's chitin. Just as the mares began raising bowls and bits of food in their respective auras, he gave their ears a quick flick, drawing both sets of eyes to him.

"Lets not destroy the kitchen on the first day here?"

Crystal muttered darkly but otherwise turned back to her pizza. Celestia blushed at the admonishment, stuttering out an apology before turning back to her own pizza. She was still radiating a warm satisfaction though. A happiness that had slowly been growing over the past few days.

"Thanks for this, I know you usually have a set schedule for dinner but sometimes its fun to make it yourself. We'll probably drag Luna back here when she gets back. That's no problem is it?" he asked the cook.

"No it isn't. Besides, a good cook should be willing to learn new recipes. It's fairly simple, but the concept seems solid. Any ingredients will work?" the stallion asked him.

"I won't say no, because there were some people who put some really odd things on their pizzas and enjoyed it. Its pretty adaptable. I think I remember someone making a desert version with chocolate in place of the sauce and various sweets as the toppings. Maybe you could use strawberries and blueberries or something like that." Turning to the chef, Max asked "I'm sorry, I don't think I ever got your name."

"Emerald Lasagna, and no it wasn't my birth name," the chef answered. "Took my new name after I managed to earn my mark while cooking. Wanted to do something special with the noodles, so I added some spinach while making them and ended up with green pasta. Took the name as a mark of my achievement. Even if nopony here knows about it, I'll be reminded of that day every time somepony calls my name."

"That's not bad. You ever have some ideas, we'll give a few of them a try. I will at least. I like trying out new foods. Just give me a warning before you send it in. Do you do anything spicy? Oh, hang on. They're just about done."

Approaching the mares and taking in the pizzas, Max instructed them to cover the dish with a cheese of their choice before asking Emerald to throw them into the bread oven.

"Going to need to clean out my oven after this," the cook complained, setting the pizzas in the oven and stepping back.

"It's fine. You should be cleaning it every few days, or even once a week at least, truthfully. I know the high temperature will kill most germs but it's better to be safe."

Taking his own bit of dough and kneading it flat, Max used the ladle to spread the tomato sauce with practiced precision.

"Wow, you're really good with your sauce," Crystal said, drawing a cough from Celestia and a raised eyebrow from Max. Looking at the stallion with a wide grin, she pointed at the pizza.

"I'm serious. You've become quite good at handling your sauce. Do you think you can put some sauce on my dough, too? I don't think I used enough."

"I'd be happy to, but you have to come over here," Max said, sitting down in front of his pizza and motioning her closer. To his delight the mare approached, sitting down and pressing her back against his barrel. Both of the changelings were grinning broadly, Max beginning to guide the mare's hoof as he slowly spread the tomato sauce over the pizza.

"You need to make sure the entire thing is covered. If you miss some, it won't cook evenly."

Crystal giggled, looking over to the others before pushing against him with a buzzing purr.

"Then we carefully spread the vegetables all over the pizza, making sure it's spread evenly over the entire surface. After that, we give it a light dusting of cheese. this is a bit easier than the vegetables, as you only need to make sure everything is covered in white," Max said, grinning widely.

Crystal held her muzzle with a hoof, snickering at the confusion and embarrassment radiating from the other side of the kitchen.

"Oh, you're so good at making sure everything is covered in white."

"It comes with practice," he chuckled. "If you'd like, I can give you a more in-depth lesson later."

"Oh, I'd love that!"

The changeling stallion was laughing

"It's not hard, not yet anyway. How about you, Princess? Would you like to learn how to properly make a pizza?"

The alicorn was out the door a second later, leaving Crystal and Max to laugh at her quick exit while Emerald looked very confused. Shaking his head, the cook moved the pizza into the oven and added the pie to the oven.

"Is there anything else I should know about them?"

"No, no you just wait until the crust browns and the cheese melts," Max said, shaking his head in exasperation. "But seriously, Emerald. Go talk to some mares. If you didn't get that joke, you need to get out of the kitchen."

"This is delicious," Celestia said, using a burst of magic to cut a string of melted cheese.

Nodding, Max took another bite of his pizza.

"It's not quite how I remember it, but it's to be expected. I mean, we had to use different ingredients, the dough was kind of rushed, and the cheese is different. It's still pizza, but it's different."

"I think it's interesting," Crystal said, looking her pizza over curiously. "I don't think I've ever heard of anything like this in Equestria and there are a few more you know about I'd like to try. I just find it odd that you were able to do it much easier even though I find it easier to pull the recipes from your memories."

"It's because I know how they're supposed to look and how to make them. You got a bit excited last time and tried to make seven different meals at once, too. You can't go from never cooking before to cooking seven dishes at once with ingredients that may not match
what I know," Max said with a chuckle. "When we get a bit more used to the concepts of cooking and which ingredients we actually have access to. I mean, I like pepperoni, but I don't have them here. Sausage too."

"Did you two really need to do that, that thing in the kitchen?" Celestia asked, her cheeks tinting a little.

While Crystal began snickering, Max looked to the alicorn with an innocent look of confusion.

"Thing? What thing? I was just teaching Crystal how to make pizza. You know, spreading my sauce all over the dough before sticking it in the oven. Oh, and making sure I get cheese all over the place. I mean, that's pretty easy because you just have to make sure it's all...I'm kidding Celestia, I know. It actually kind of surprised me when Emerald didn't seem to get it."

"He needs to get out more," Crystal said. "I mean, if you could understand that in spite of the stick up your rear, that stallion won't know a mare's interested if she displayed herself to him in the hallways."

"What is with you creatures and your obsessions with sticking things in a pony's rear?" Celestia muttered before covering her mouth in embarrassment.

"It's a turn of phrase where I'm from," Max told her. "Where it came from I couldn't guess, but it really doesn't matter. And We already told you, Tia. Casual. Don't be embarrassed about saying things like that to us."

"Yes, it's nice to know you can actually talk to us. You'd also feel better afterwards," Crystal added, taking another slice of her pizza.

Nodding, Max looked back to the alicorn.

"We've got some time before bed, I'll make up a list. That's going to take some time. Do you mind if we work in the same room?"

"No, I do not."

Looking over the pizza, the white mare swirled a glass of water in her magical aura before looking back to the stallion.

"Would it be too much to...well, I would..."

"I don't mind," Max said with a smile. "I'm sure Crystal and I can hold off for a night."

Crystal finally seemed to clue in on the request and turned to Max in horror.

"No! We have a hundred things I want to do! I want to, but, and then we..."

"Crystal, we're running low on love. We'll wait for Luna to get back and we'll involve her. Until then, we have to take it easy."

Max laughed as the mare started pouting, but she nodded in understanding.

"We don't mind, Tia. You're important to Luna, and me as well. Crystal I don't know, of course," he said with a grin, getting a raspberry in return for his jab. "As such, if you want something from us, you need only to ask."

Luna scowled as she stared at the quiet little village set in the dense forest, her ears twitching.

'Something happened. I missed something back home.'

She shook the thought away, focusing on the buildings scattered here and there with little rhyme or reason. There wasn't a single guard as far as she could see, much as it had been a few years ago when the two alicorns had removed a nearby bandit group at the townsponies request. The fact that not even a wall stood between the ponies and the dangers of the forest irked her more than the lack of guards, as the ponies that had moved around the keep had at least erected a small wall around their makeshift town. A better wall would be constructed in time, but the lack of even the most basic defenses around a town in such an out of the way location after so long left her confused. At least the ponies around the keep could retreat into the stone walls of the alicorn sisters' home if something attacked.

'Which begs the question why do they not defend their town, especially when Duke Silverblood has made it obvious he has no interest in their defense.'

It was something else that was bothering her now that she looked at the town. It was not built near a river or road, it wasn't near any place of importance as far as she knew(the closest was Duke Silverblood's keep and that was a good distance away for the earth pony and unicorn peasants even if one didn't take into account the incredibly dense forest), it wasn't even near any obvious resources like a mine, for goodness sake it wasn't even on a ley line. So why did the ponies decide to set up their town here? What was gained by using this location?

The dark alicorn was silent as a wraith as she wandered the village, her apprehension growing as she wandered the buildings, some well built, others fairly patchwork in their construction. Everything about the town was now causing her discomfort. How had the alicorns not noticed this before?

She paused beside the town's well, looking around and finding not a single pony awake at this late hour. Perhaps it wasn't the duke. The town itself was beginning to strike her as foul. Pulling out her hastily sketched map, a combination of memory and consultations with several knights before she left, she made her way back home. She'd heard all these evil things about the stallion but she wasn't certain anymore. Most of those words had come from the peasants of Coltson and the surrounding territories. If ponies were willing to commit such crimes as theft in their own keep, feeling they'd been wronged for being ousted from the keep after two years of doing nothing for the alicorns, what was to stop them from slandering a pony they didn't like? Perhaps she would need to look into talking to the stallion in person.

She paused midflight, looking back to the town one last time. She felt like she was being watched even though she couldn't see or hear anypony in the town. She wouldn't dismiss the possibility of them being forced to do this by somepony, but neither would she return without a full contingent of knights, and possibly a changeling or two. Spells could hide one's magical presence but hiding one's emotional state was much more difficult, something ponies hadn't really worried about in the past as far as she knew. If Max could track her from the other side of the castle with little experience with his body, a trained infiltrator like Flick might be able to track down what was going on in the town or if there was anything more nefarious ahoof.

With a powerful flap of her wings, the mare made her way back home. She would speak with her sister and her flock over this. Perhaps she would also bring a group to speak with the Duke in person. It was time to begin opening dialogue with other cities.