Luna brightened when She saw Celestia enter the dining room, the changeling stallion holding open the door in his magic. Whatever dark thoughts or secrets had worried her earlier were apparently forgotten, as the two were smiling and laughing easily. The smile even reached the white alicorn's eyes, something Luna hadn't seen for a while. Not since the white mare had jubilated over their victory against Discord two years ago. Before that it was even longer.

'And that is why I wish for her to be with us. She is happy, happier than even she realizes.'

The two were speaking to each other comfortably, but the moment Celestia took notice of her, the older mare's eyes rose. Celestia entered the dining area, looking around and nodding to herself. She then approached Luna, giggling the whole time.

"Luna, I have something to give you. It was the dying wish of a stallion dear to both of us."

Luna frowned, confused. Tia's attitude was completely wrong for such a subject so why-

The line of thought ended abruptly as the white alicorn used her magic to pull Luna into her side, locking the lunar princess's head under the larger alicorn's foreleg. Before Luna could do more than cry out in surprise Celestia's second hoof greeted her, vigorously rubbing the blue mane.

"Tia, stop! What madness has taken you? It was Maximus, wasn't it? Why do you do this to me? I shall avenge this betrayal!"

"Psh, this is revenge for what you did to me all night. Hell, this doesn't even start to cover it. All night Luna? Really? I mean I get joking and all but all fucking night? And in the dream-hive, too?"

"I understand! I will not do that again while you are unable to participate," Luna whined, still trapped Celestia's hooves.

"Oh you are damn right it won't. Hey Crystal, you willing to help me? We can stay with Tia afterwards. I was thinking glue Luna to the wall, maybe forget her there until morning."

"You wouldn't dare!"

Max stared at Luna, raising an eyebrow in challenge.

The mare slumped, defeated.

"You would dare. I surrender, I will not do such a cruel thing again. I promise."

Celestia chuckled at Luna's pout, giving her one last rub of her mane before moving across the room to her own seat.

"Are the Diamond Dogs on their way or will they be present for the evening meal?"

"They will be along shortly, actually. They requested a chance to retrieve something from their den. I hope you do not mind waiting for a short while."

Celestia's belly responded before she had a chance to, vocalizing its displeasure at the delay.

"Oh dear. Do you know how long it will be?"

"Your highnesses, the uh, dogs are back," a knight said, entering the dining hall. "They brought a few things as well, it seems to be food. Shall we send them in?"

The alicorn nodded, running a quick spell through her mane to straighten it after Celestia's assault.

"Yes. Allow them entrance. I am curious as to what they have brought."

The door was opened and the Elders entered, looking around the large dining hall in curiosity before taking places. Crystal made her way to a seat beside Luna and Max was about to as well, but noticed the other alicorn was alone. Rolling his eyes, he moved over to the other side of the table and took a seat, earning himself a grateful smile from the white mare.

The Elders were followed by several other dogs, each carrying stone trays that were covered, likely containing some sort of dish. From the opposite end of the room the pony chef entered, looking put out as the staff laid out their own meals at the table.

"No worries, Emerald. It's a meeting and there are a lot of people here. May even learn something," Max told the stallion.

The chef nodded and Luna watched in anticipation while the dogs lifted up the tops of the trays. Several were plates of fungi, mushrooms, a moss and even a few vegetables that in truth should have been incapable of growing underground. The third tray though caused both of the alicorns to gag. It was some sort of charred flesh, cut into strips and laid out in what was an otherwise interesting display.

"Fish?" Max asked, looking over the third tray. "Looks like shrimp as well."

"Crawlers," Mitsy corrected. "They often hide in underwater pools. Easy enough to find if you look near the shores for their mud-hills."

"Oh! Crawdads! Called them crayfish as well. There were several names for those back home. Never actually tried them though. Heard Cajun cooking used them, lots of spices as well," the changeling said cheerfully. "The fish looks amazing. There's a lake not too far from here you could use for fishing. Lots of fish since the only things that eat them would otherwise be wildlife. What do you do for seasoning?"

Mitsy beamed at the stallion's words praise.

"A little salt for preserving them, otherwise just a few subterranean herbs. Difficult to find, but they add so much flavor."

"You cooked this?" Celestia asked the female.

"No, I only teach others. I do enjoy cooking, but there are other things to do and not enough paws."

Luna brightened, though she was still looking a little ill with the smell of the fish.

"Oh, before I forget. Elders, this is Maximus. He was the one who was speaking to you through Crystal earlier today. The white alicorn is Princess Celestia, co-ruler of this land alongside myself."

Max and Celestia both bowed politely in greeting before Celestia's stomach gurgled once more, causing the alicorn to flush.

"My apologies, I did not eat this morning."

Luna nodded to her own servingponies and the lids of the pony dishes were removed, revealing several roast vegetable dishes, a bread loaf with a creamy dip sitting in the middle(something Max had suggested, or so she had heard) as well as a hay and oat balls, held together with honey.

"I would like to mention before we all start ponies and diamond dogs have different diets," Max spoke up. "I don't know how your species processes it, but before Discord stranded me on this world I was an omnivore like yourselves and I could not eat hay. By the same token ponies are not big on meat dishes, or so I've seen. Keep this in mind and if you are uncertain of the ingredients, please ask."

Luna nodded. She actually hadn't thought of that. It would have been horrible to find that the diamond dogs were incapable of eating something after the fact. It would likely be a good way to start an incident.

The group began passing out portions of various dishes, though Luna was keeping her distance from the fish and...whatever those things were. In fact she couldn't understand why anyone would eat-

Luna and Celestia both stared slack-jawed as the stallion began adding fish and even a crawler to his plate with an exuberant smile on his face.

'He did mention he was omnivorous.'

She watched with almost a morbid curiosity as he cut loose a small portion of the fillet, the tender flesh parting with only the barest amount of effort. Stabbing it with a fork, he brought it to his mouth and took a bite.

"Mmm, been a while," he hummed to himself. "Reminds me of Bass. My grandfather was a fisherman, showed me how to cut and clean fish. Delicious.."

"The vegetables are interesting, I do not believe I've had this one before. How did you manage to grow them underground?" Celestia asked, pointedly ignoring the stallion beside her.

"Crystal-lights. They can be altered with the proper magic and knowledge, causing them to shine with the proper amounts of light to grow plants. We also use them for mining lights," Duke answered. "The fruits are delicious, thought the skin leaves something to be desired."

Luna bit back a chuckle, seeing the elder dog eating the peel of the orange. It certainly played into Maximus' comment of not being aware of the foods that were served.

"The peel is to be removed from the fruit," Celestia responded, using her magic to nick a fresh orange with a knife and remove the peel. "The fruit is actually also used for a sweet drink. I shall make certain to send some for you later. We normally only use it for morning meal."

The elders all looked curiously to the orange fruit , several taking it and using their claws to remove the peels. Luna was just about to take another bite of her meal when a loud crack reached her ears. Everyone at the table, diamond dogs and ponies both, winced at the sound. Crystal wimpered, spitting a crawler back onto her plate while nursing her jaw with her hooves.

"Like this, Crystal," Max instructed, using a knife to leverage the shell of the crawler open. "The shell is pretty tough, don't bother with it."

It was then that Luna noticed that Crystal had also placed a bit of fish on her plate and in fact had already tried it. The feeling of revulsion died a quick death as she watched Max taste the different meat dishes. He'd said his species was omnivorous and he'd mentioned eating things like this before. It was merely the fact that the information was previously just that: information. Now the alicorn had to deal with the fact in reality.

"Max, you showed Tia this Pizza dish, are there any um, fish dishes you know?"

"Fish...I mostly only remember cooking it like this, only with different spices. Lemon-pepper, garlic and herbs, Italian seasoning. Of course, I could just go to the corner market and buy a few bottles of various spice mixes. Here I'd have to try and figure them out myself," he answered, chuckling. "Maybe...tuna salad? That was always a good one."

Luna nodded, her eyes tracking to the remaining fish cuts. Now that she wasn't attempting to immediately dismiss it as horrific, she found herself filling with morbid curiosity.

"Max, you said that you were an omnivore. Did you ever, um, eat anything that was..."

"Humans were the only sapient creatures. I never ate anything that could say hi," Max answered quickly. "It was actually a philosophical question I heard being discussed in some circles. Would you do that? Eat something that could speak to you? I...don't know if I could. It seems like it would be wrong, eating another sapient creature. That may just be because as the only sapient species, we associated the idea of sapience with humanity. Maybe others would have a different idea, but I don't. I find my current diet close enough to be worrying. Almost parasitic, if not for the fact we've seen no negative impact on you."

"I'm sorry, you said he feeds on you? How?" Buster asked.

Max smiled cautiously at Luna from across the table.

"It's an odd thing, actually. I feel energized by the emotions ponies radiate. Positive emotions that are focused on me provide the best source of nourishment while negative emotions make me feel ill. Like the heat that radiates from a fire warms you. In return for providing me with this energy, I do everything in my power to keep that mare happy. It's why I don't feel too bad about feeding on the emotion, it's closer to symbiotic this way. A relationship where both partners benefit."

"Actually, I'm curious if changelings could feed on other species. It would be nice, knowing that if I became separated in a strange place I could survive even if the locals weren't ponies. I know griffons are a thing. In that story I remember, diamond dogs made only one or two appearances. Griffons made several. There's always the chance they'll still be kind of...wild but if not I think it would be interesting, speaking to them."

"What do you mean when you say they may be wild?" Celestia asked, looking nervous.

"He means they may not have advanced beyond the most basic of tribal structures," Crystal explained. "I've gone over some of the things he learned and because it's so far in the future the entirety of his knowledge could be very hit or miss. The majority of his ancestors' advancement in society occurred over the course of a few thousand years, with no outside interference. Hell, they went from sail boats and beast-pulled wagons to a human standing on the moon in under a thousand years. With outside interactions it's very possible a civilization could appear in a much shorter time."

"For all I know it was contact with ponies that allowed the griffons to advance. The term in that case would be uplifting. You raise them to another level of technological advancement. Maybe the same went with the minotaurs, maybe the minotaurs have their own culture already and they uplift the griffons, maybe it's vice-versa. Maybe there are other civilizations that I've no idea of. Dragons at least had the very basics of a society, a hierarchy. A dragon lord who could summon any and all dragons to him at any time. Although I think that was more like a magic stick...I don't remember and until we have a dragon problem there's no reason to worry about it."

"Tia and I may take you to task on these species later," Luna said after a pause. "You were correct in identifying the diamond dogs, it would be foolish to assume the other species do not exist."

"I'm always happy to help. Just remember that I don't know much in the way of specifics. I can visually identify them, certainly, but what they eat? What they think like, what their cultures are? I can only take educated guesses and even those are going to be difficult to make. It's like reverse paleontology; trying to guess at what something was hundreds of years in the past based on what the future result was. A future result that is likely unobtainable at this point."

Duke cocked his head in curiosity.

"Could you explain that? You speak as though you know of the future."

"I, it isn't the future, it's a possible outcome, one that I'm not keen on seeing. For instance, Princess Luna and Crystal met you in the caverns correct? I was the one who sent her down there, or at least warned them about the possible dangers such a large cavern underneath us could prove to be in the future. When you read a story and you notice a possible issue that could come back to harm the characters, you can't warn them."

Max took another bite of his meal, enjoying the familiar textures of fish.

"Even if you could, your interference would change the entire outcome of the story. While a hero may have fallen for a trap and become captured, if you save them they will no longer go through that experience. If you prevent them from becoming injured in a fight, the next few fights would be easier. If you save a single individual during the first battle, that individual could save another who would have died in the next fight. You break the chain of events."

"As a better example, let me use you and your pack. What would you have done had Princess Luna and Crystal not found you? You were tunneling very close to what I'd guess would be the bottom of the ocean. What would you have done if you found the cavern?"

"We use those for new dens. If it wasn't occupied we would have moved in and used it as a basecamp." Buster answered.

"Right, so what would have happened if during a really bad rainstorm, the disaster I've warned the princesses about came to pass. What would happen if this castle collapsed into the earth? How many dogs would you be losing?"

The ears of the entire group of diamond dogs dropped, realization settling in. Duke, unsurprisingly as he was the chosen leader, recovered first.

"Not...all of them. Such an event is common enough underground but if it caught us by surprise, we may lose some pups, maybe an elder. I know Rusty sleeps soundly, too many hours of repairing tools means he doesn't hear as well as a young dog. I understand, though."

"There's also the chance that after such a disaster the survivors of your pack could have blamed Princess Luna and Princess Celestia. You would have taken a hit after surviving one disaster, leaving you even worse off and believing the ponies attacked you. Instead you are sitting at the table talking about the future."

"We don't need you to join us, Elder Duke. I'd personally be delighted to have a new neighbor just as much as having a few diamond dogs joining this little town. The most important thing to me right now is to get that cavern filled. That means that for now we need to make certain that you have a way back down to your old den that doesn't use the cavern so that we can start filling it. If we can prevent a disaster and make a few friends along the way, well, that's more than I'd hoped for."

Celestia nodded.

"We would be delighted to host you for as long as you require, Elder Duke. Be that as refugees looking to settle elsewhere or as new citizens. In the meantime rest, enjoy the sunlight and the fresh air."

"Indeed," Luna agreed. "Stars know I would be a much different pony if I did not spend my foalhood staring up at the moon and the stars each night. When Discord left them in the sky properly, at least."

"Actually, if you don't mind I'd like to pick Rusty's brain on metals and any metallurgy he may know. We're currently attempting to create a bit of a mining and metalworking economy of our own. A way to replace or repair what weapons and armor we have should the need arise," Max added.

The mentioned diamond dog looked a bit disturbed at the thought.

"Wouldn't that be...painful?"

"It is a turn of phrase," Crystal giggled. "It means he wishes to learn what you know. He's not literally going to do something to your brain."

Duke looked thoughtful for a moment before nodding.

"I have many questions of my own. Would a trade of knowledge be sufficient? I would like to learn all I am able about this new land we find ourselves in."

"If a trade of knowledge would be preferable, then we would be more than happy to oblige. Max will likely take Rusty to the library, where we may record the information for later use. Will you be needing to retrieve a scribe from your pack?"

"I am afraid that, being underground for so long-" Duke started, unsure how to finish his thought.

"You don't have paper, I would assume," Max said. "I'm certain we can lend you some, or even...ah. Yes, that would be a problem."

Luna opened her mouth only to click it shut a moment later. Of course a race that had been trapped underground would lack paper and proper writing implements like quills. They may be able to use something like stone tablets but the easiest way to learn to write was through practice. The walls of their caves would have been filled with writing, but none of it was easily transportable.

"We...I would be delighted to speak with you at your den, that you may properly record the information."

Duke nodded, a smile coming over his features.

"Then we will leave Rusty in the paws of your...changeling. We are grateful for your aid and hope this is the start of many profitable meetings. May our packs flourish."

All four of them, the alicorn's and the larger changelings, were bathing that evening. It had been a grueling day, one that had left all of them exhausted and ready for bed. Still, they'd needed the information. While they still lacked a forge Rusty had the knowledge of most metals and ores that could be found in the earth. He'd recited for Max a good amount of he knew while Max wrote down the information in English on several scrolls. It would need to be translated later but at least it was recorded.

Luna had likewise experienced a drawn out explanation, though in her case she was the one speaking of the local land. History, threats, local species of both sapient and non-sapient creatures, plants, fruits, spices. She was hoarse by the time she returned, keeping her answers down to either very short phrases or preferably nods or head-shakes.

Max sighed as the water warmed him, hearing Crystal buzzing through the pool in poorly contained boredom. She'd been left to watch over the white alicorn while Max and Luna were preoccupied, but Celestia had mostly busied herself with study or rest. As a mercy to the proto queen, Celestia had even taken a quick trip to the training yard, allowing Crystal to spar against the Knights. The queen had torn many of them apart. Metaphorically speaking, as Celestia was able to issue enough warnings and reminders to the mare throughout her 'fun' that she avoided inflicting serious injuries.

The changeling flicked an ear, feeling a source of emotion drawing closer. It wasn't love, so it was likely-

"Maximus, do you believe..."

He opened a single eye, the evening light currently being supplemented by magic-infused crystals as the group rested from their long day. Celestia was looking around, the anxiety she was feeling obvious even without his empathic abilities.

"We don't have to do anything, Celestia. Don't push yourself into something you don't want."

"I am aware, but I keep finding myself asking the same questions. I want this part of my life behind me, to know for once and for all I am whole. Untarnished. You said you would be willing, did you not? I do not know if I would ever accept Luna's invitation, if I can love her like that but..."

Max bit back a sigh. He didn't expect her to keep on that idea in all honesty. Celestia always came across as the proper one. Sex in the conversation? She'll call you out. Fart joke? She tuts in disgust. Poking fun at Luna? She was just starting to participate, barely. So the idea of the alicorn going zero to sixty wasn't big on his list of possibilities.

"I'll need to talk to Luna."

Celestia's white fur turned pink in the dim light but she nodded.

"You are, well, hers after all. I suppose it would be wrong otherwise. But please do not tell her why."

Max sent a call to Crystal via the link and the changeling shaped motorboat slowed long enough to catch Luna's attention before approaching, blue alicorn in tow.

"Luna, Tia's asked me to stay with her tonight. For a lesson in anatomy."

The younger mare looked confused for a moment before her eyes widened in realization.

"Tia, if you wish, we would be happy to-"

"It's not like that; not at this point anyway," Max cut her off. "Maybe in the future, but for now this is... it's something else."

"It has to do with the anger you were feeling earlier, doesn't it?" Luna asked after a pause.

Celestia paled, remembering that the changelings sometimes shared memories.

"Crystal told you about-?"

Luna placed a wet hoof to the white alicorn's muzzle, silencing her.

"She told me something upset Maximus but that it was not her place to make such a reveal. That you would speak to me when you are ready. She said no more of the topic and I respect her decision. It was the proper one."

"He just earned your trust," Crystal added quietly, her wings burbling in the water. "I did not want to shatter it in such a cruel way. I was silent and shall remain so until such a time comes that you are ready. Though I did tell Luna that you loved her. More than even she has realized."

The solar alicorn looked genuinely surprised at the reveal.

"I thank you, Crystal. I trust most ponies easily with simple things but such items as I have shared with Max, I do not remember sharing with any. Thank you for helping him keep his word."

Taking a deep breath, Celestia stood straighter as she looked to Luna.

"Luna, would you allow Maximus to accompany me-"

"Yes, Tia. I would prefer it be as a member of my flock but...I assume this has to do with the revelation? I would do anything for you, Tia. A simple request for some time with my stallion is a strange but not horrid request. Besides, perhaps you would be convinced of the benefits of such a relationship?"

"It doesn't have to be now, Sunny," Max added. "I actually thought you'd give yourself some more time to rest."

"This has bothered me for years. One way or another, Maximus, I will learn the truth. Either that you speak the truth, or..."

"Your faith is not misplaced," Crystal chimed in. "If you ever become lonely, we shall be here for you as well. For as long as we need to be."

The solar alicorn nodded, choking back her emotions.

"I thank you, Crystal. I have been unforgiving of you and your kind. I misjudged you horribly."

Crystal giggled, shaking her head.

"No you didn't. I've just been learning a lot in the last few weeks."

Max lifted himself out of the water shortly after Celestia began to dry herself off. This wasn't going to be for feeding, or for love, or even for fun. It would be to keep his word.

"Maximus?"

He flicked his ear, turning to find Luna watching him cautiously.

"Treat her well."

"As if I'd do anything else," he answered with a smile.

The blue mare nodded, pulling Crystal into a hug as she watched him leave. Luna was upset, but not at the request. It was the fact that Celestia didn't trust the younger alicorn with her pain. That hurt Luna more than any blade or barbed tongue.

For what felt like the hundredth time, Max bit back a tired sigh. He and Celestia were in the alicorn's room now, but it seemed all of her courage had fled the moment they had sat down on the bed.

He could feel the confusion, the fear, the anxiety wafting off of her and he wasn't really sure where to begin. This wasn't something he could rush after all. She'd asked for proof, but how does one go about proving such a thing without falling into the same category as those who had wronged her years ago?

Finally he sat up, ignoring the bloom of curiosity and nervousness from across the bed. He focused on the proto queen, currently burying her muzzle in Luna's groin as the blue mare returned the favor, both enjoying the contact and the pleasure immensely. With such a close connection, it didn't take long for him to react, his plates slipping open and revealing himself to the white mare across from him.

"What are you doing?" Celestia asked.

"I know you saw it, but that was in a different setting. Do you want to know about it, touch it? We need to start somewhere or we'll be here all night. Talk to me, Tia. I told you I'd work with you."

She stared uncomfortably at his shaft for a moment before nodding.

"H-how does it feel?"

"Going to need you to be a little more specific, Tia. If you're talking about the skin of it, touch it. If you're talking about penetration, I don't know. I vaguely remember feeling a shared pleasure from when Crystal and I did something weird with the link, but I don't have a vagina. But this is why we're here. You do whatever you want. I'll let you know if you do something wrong or painful to me."

That last bit seemed to confuse her.

"You can be hurt there as well?"

"Oh boy," he said, rolling his eyes. "One of the best things about this form are the genital plates, princess. With both the shaft or my previously free-hanging fruit, any impact will send me to the ground. The pain is excruciating and it usually reverberates; it's not a one time burst of pain."

"So a blow there would-"

"Take most guys out of a fight for at least a few seconds. They'd probably be tender for a while after the hit, as well," Max explained, just a little uncomfortable. It was like he'd just given her his kryptonite and the alicorn was considering using it.

She sat up and scooted closer, her eyes looking over his lower body.

"Where are the, uh, testicles?"

"Inside. I assume it's because I'm not exactly warm blooded like a pony stallion, but mine are all in here," he answered, tapping about the level of the intestines and bladder. "In fact I have no idea how many I have, I just know that it felt like more than two."

The alicorn cautiously reached out a hoof, running it along the soft insides of the genital plates, her mood flashing for a moment before she pulled back and lashed out at his sensitive bits. Max winced, his legs crossing instinctively and causing him to fall over but there was no pain. It had been a feint.

"I am sorry, Maximus. I know you are attempting to help but I need to know-"

"You owe me for that one, Sun-butt," Max groaned in irritation, shifting back into a sitting position. His dick was currently getting soft from the lack of stimulation and he played with it a bit, stroking it while allowing his connection to the horny pair in the other room to bring it back up.

"It rises and falls with arousal, correct?"

Max nodded, watching as she leaned in. She poked it with her hoof, giggling a little as it bobbed back into place. A quick but gentle push and she began experimenting with its range of motion, slowing when she saw his legs tense in anticipation of pain.

"You swell up as well. I told you that before, remember?"

She nodded, beginning to run her hoof over his rings in curiosity and sending a shiver down his spine. The reaction did not go unnoticed, and she repeated the action several more times. He closed his eyes, allowing the pleasure to flood him for a moment before a strange sensation brushed against the very tip of his penis.

"You know, it's possible to make a person orgasm without proper intercourse."

"I am aware," the alicorn answered, continuing her exploration of his lower body with her hooves. She stopped, looking at the glowing pre-ejaculate that was stuck to her hoof before bringing it closer. She niffed it briefly before gingerly touching it to her tongue.

Max winced at that there weren't many reasons he could think of that would teach a mare that, beside-

"Did you learn it from a book or-"

"It wasn't a book. You taste better, actually. Sweeter. I assume it is the love?"

He nodded.

"You know you can experience that sort of orgasm as well."

She blinked, staring up at him.

"I can?

"Would you like a demonstration? One orgasm, dick-free. Promise."

She looked at his tool nervously before nodding.

"You keep saying...I suppose I need to do this for my answer, do I not? Is there anything I must do-"

"Relax for once," he whispered gently. "I trusted you to not hurt mine, now trust me to return the favor."

He moved around her body, leaving a few gentle kisses and nips along her side and flank while taking note of her already-rising wings. Her arousal was already progressing even if she didn't realize it.

"If I do anything, and I mean anything you don't like, just tell me to stop. Okay?"

The mare nodded, watching him over her back with a nervous anticipation he'd kind of been expecting. There was also fear, likely the fear that he'd go too fast for her comfort.

He paced himself, using a hoof over her buttocks and kneading the soft flesh to begin the stimulation. He'd not lied when he said she was beautiful. Her voice, her almost glowing pink eyes that were watching him over her wings, the white hair that he was even now running his black hooves through. The contrast between their colors was just astounding. Even in the dark of the moonlight he could see her coat, her feathers. He moved closer, his muzzle brushing against her cheeks in gentle contact before shifting closer to her tail.

The mare clenched her body as he brushed closer to her sex, so he moved back to his exploration of the surrounding flesh. He gave the right flank a gentle nip, drawing a gasp of surprise before beginning to trail back to her flower. This time it wasn't as bad, her body still tensing slightly at his approach but her tail bobbed upwards, drawing a smile to his lips.

"And you were worried it wasn't working right," he playfully scoffed using a hoof to brush her tail out of the way. Sure enough she was damp already, a little of the liquid having been caught in her tail and causing it to cling to her. Her tear-shaped opening was already engorging, though he didn't think she was all the way there yet.

"It looks like it's working fine to me. But let's make sure."

He slowly traced his tongue up the outside of her swelling lips, drawing another gasp, this one of surprise. It swiftly shifted into a coo, the sensation new but certainly not undesirable. He traced the outer lips for a few laps, watching in fascination as they slowly ballooned at his touch. She moaned, the first real sound of sexual pleasure he'd heard from her yet. All it had taken was a good deal of oral stimulation.

'Crystal would have already squealed.'

"Ready for the next step?"

She looked back over her wings, nodding curiously as he ducked back under her tail. With a quick flick of his tongue, he lapped at some of the gathering moisture, causing her body to flinch at the sudden contact. He ran his tongue around the outer track one last time before slipping inside, her emotions flaring with surprise at the action.

He explored her cautiously, watching every flinch and every surge of emotion for any sign of fear. That emotion had faded it seemed, her experience thus far being more than enough to believe the stallion's words. She trusted him, and in a way she trusted nobody else. It was time she was rewarded for that trust.

His thin muscle pressed a little deeper into her body, drawing another moan as well as a bloom of embarrassment from the alicorn. She shifted on the bed but otherwise did nothing, her emotions speaking only of enjoyment. He thrust deeper, tasting what he could and taking note of which locations drew the best responses, mapping out her vaginal walls for the final push. It was just about time. She'd either enjoy it or ask him to stop.

He pulled back out, drawing a confused mewl from his target before giving her flank a playful nip and diving back in. Celestia's canal rippled at the sudden renewal of his assault, his tongue moving much more quickly for any location that had previously drawn even the smallest reaction. He heard a muffled moan, the earlier shifting being the white mare burying her muzzle in her pillows. It was going well though. She radiated pleasure, happiness. It was what he was looking for. The alicorn was experiencing nothing but pleasure. He pulled out, suckling on her swollen clit and drawing another pleasure-filled twitch, a small stream of her natural lubrication leaking from her body.

He sat there for a little longer, alternating between his exploration of her winking tunnel and the stimulation of her clitoris. As he was working on the little button, she tensed. A high-pitched squeal left her lips, muffled as it was by the pillows. Her sex clamped shut ahead of him, a small squirt of mare-cum being his reward.

He waited, a grin on his face as he listened to her labored breath. Luna was much more used to this sort of exertion but even she had needed rest between particularly powerful orgasms. When her breathing was back under control he nuzzled her flank tenderly. She flinched at the unexpected contact but quickly relaxed, a tired giggle escaping her lips.

"So do you still think you're broken?" He asked her jokingly.

She didn't respond, merely rising to her shaking hooves and moving towards him. She sat down heavily in front of him, thee her forelegs around his shoulders, and pulled him into a deep and powerful kiss.

Max blinked, confused at the outpouring of emotion. It wasn't love, it was everything. Pain, happiness, fear, lust, nervousness, it was like her brain couldn't decide on what to feel and just said 'fuck it, run 'em all'. She twisted, pinning him to the bed in a bout of aggression that surprised him. As she pulled back from the kiss, now standing over him, he frowned.

"Tia, how are you feeling?"

"I don't know," she said in a half-whimper, half crazed giggle. "You, haha, you were right. It felt wonderful, but that means that the other, that he- he was wrong. He hurt me, and I should hate myself for even thinking about this but I want to know at the same time. Just that alone felt amazing but L-Luna would not stop talking about actual intercourse. She told me it was amazing when you used your mouth but that-"

Max put a hoof up to her mouth.

"You're rambling. And I told you I'd do anything you wanted. I kinda' need some help right now anyway. I love hearing a mare experiencing pleasure, you know. That's why..."

The mare lifted her hind legs up and gazed down her belly, seeing the erection the changeling was even now sporting. It seemed even bigger now actually, and it likely was. The connection he had used to first free it from his plates wasn't quite that strong and he currently had a gleam on his muzzle from her orgasm. Not as much cum as the other mares produced, but enough to fill his nose with her scent.

"I-it's bigger."

He winced, feeling the alicorn's fear return as she stared at the shaft currently bobbing between them.

"It's the proper length to make a mare feel good. It won't hurt. It may feel strange and you may get nervous, but I won't force this on you. You can even call this right now. I'll leave if you want."

She worried her lip before looking him in the eyes.

"Your certain it won't hurt?"

"Use your magic. Guide it in, then lean back into it. That way you can say how deep you want it to go."

Her wings flapped nervously as she looked under her body, her horn swinging uncomfortably close to his face. She shuffled forward a little and lowered her flank, closing her eyes and grasping his shaft in her magic. Max felt the tip entering her ready entrance with almost no effort, the pointed end slipping in almost unnoticeably in Celestia's current state of arousal. She noticed the ring though, her eyes widening as her body clenched, letting her realize just how deep he already was.

She was panting even now, her nerves and lust leaving Max to try and shut out the emotions. An infinitely more difficult prospect when you're sharing bodily fluids with an individual. She pushed back again and Max felt the first ring fold slightly, giving way as it slipped inside of her body.

"Oh sweet stars," she gasped, accelerating her descent as her body began to cling around him more and more quickly. "Sweet stars, the, they feel-"

She shuddered, another clench of her body obliterating any further words. The nervousness was almost entirely gone, drowned in the sea of Celly's pleasure. She pushed back faster until she landed on his hips, feeling him pressing deep into her body. It wasn't painful though, there wasn't a bit of pain to be found. Just the mind-numbing pleasure of her previously ignored sex being treated properly.

"This is much better, right?" Max whispered, drawing a dazed nod from the alicorn.

She shifted, her wings flaring as the shaft in her depths shifted and scraped at her insides in all the right ways. She looked down, her eyes finally finding some focus.

"N-now what?"

The changeling chuckled, using his own magic to grasp her hips and rock her forward before slowly bringing her back onto his shaft. The mare seemed to understand as she began repeating the motion herself, the look of bliss returning to her features as she moved. For what felt like hours she rocked against him, rhythm leaving his inner thigh and her flank soaked in their combined fluids.

Celestia slowed once more, rocking left and right slightly as she rested on him. Max was staring at the ceiling by now, close to his peak but the constant slowing or shifting wasn't allowing him that final release. He bucked slightly, inwardly cursing himself as the mare's eyes widened in surprise. Max realized why a moment later, feeling a strange sensation deep inside the Solar alicorn.

"W-what is that?"

"Something not possible with human females. Since it didn't hurt though...I guess it's normal."

His words set something off in her. She stared at him, chuckling even as her eyes watered with tears.

"You, you've been watching this entire time haven't you? For pain or fear."

He nodded and she gave another teary-eyed chuckle, shaking her head. She pulled off of him, moving beside him and lowering her head to the bed.

"Mount me."

"Tia, are you sure you want-"

"Mount me, please. I trust you. Stars and sun above, I trusted you this far already. Please, just...be gentle."

He rolled to his hooves, coming around behind her and nuzzling her flank tenderly. Before she could say anything else he hefted himself onto her back, quickly lining himself up and returning his cock to its warm, wet home.

Taking a preparatory breath and watching for the slightest sign of discomfort he began gently rocking his hips against hers, the sensation drawing pleasured moans from both of them. He leaned forward, nipping her neck even as he continued his thrusts.

"Enjoying yourself?"

"Yes", she breathed. "Faster."

Max complied, following her instructions as he hammered into her clenching need. He jerked forward a little unsteadily, groaning in irritation as he realized he was hitting his limit. He didn't want that kind of experience for the mare though. She sounded close, he just had to hold out.

He shifted, his thrust dragging against a new and unexpected part of her body and drawing a gasp and shudder of surprise from his partner. He gave two more thrusts before shifting again, this time hearing her moan into her covers, her muff clamping down tightly on him. It squeezed him tightly, actually preventing his continued movement for a moment before relaxing and releasing him.

"Come on, Tia, I know you're close. Come on, come with me."

Celestia whinnied in response, fluttering her wings and slamming back into him as she began to participate with more enthusiasm. Max felt himself clench, gripping her tightly and drawing a gasp from the alicorn as he drove himself as deep as he could but he held on, gritting his teeth and forcing himself to pull back out while picking up his previous pace. It was so close, but he couldn't. Not yet, not until.

The mare shuddered underneath him, her vaginal walls tightening down on him as her entire body locked up. Her emotions turned into a wall of white pleasure, letting him know it was time. With one more thrust deep inside of her, he peaked.

It was a powerful one, as were most of his climaxes when he finished after holding back for so long. He pressed closer to her and closer still, his fangs sinking into her shoulder as he instinctively tried to lock her into place. His rings did their part, keeping his seed inside of her even as the pressure in her belly grew. He felt another clench, felt another spurt of the warm, emotion-saturated semen as it filled her womb. Her emotions didn't even flicker at the gush of emotion-laden seed, they just burned; a constant wall of pleasure and happiness as she continued to ride the aftershocks of her peak.

The changeling stallion was mindlessly licking her neck when she finally recovered enough to form any sort of cognizant thought. He wasn't doing much better though, still enjoying her quivering flesh that was still locked around his shaft even after their breathing had calmed. Her emotions were finally moving again, a flowing chain of happiness, contentment and...amusement?

"You bit me."

Max blinked as the statement hit him, looking down at the spot on her neck that he'd been licking. Sure enough there were pink marks that showed the location of the punctures, though the wounds had never bled that much. The only pink was immediately surrounding the actual punctures.

"Uh, I'm uh, sorry? I don't remember, I kind of got lost in the-"

"Don't," she muttered, pushing back into him. "It's fine. I liked it. It made me feel...like you were never going to release me."

They didn't move from their position, just basking in the warmth of each other's presence. What was most important was what she wasn't saying. She wasn't asking him to leave, wasn't saying he lied. Her body was relaxed; she was no longer tense in his presence, wasn't radiating that underlying fear. In fact her reaction was the opposite of the blue alicorn's. Whereas Luna burned brighter with emotions, feeling them settle on her partner with increased intensity, Celestia's mood had fallen into a near emotionless void. She just...was.

He let her enjoy this new state, dozing with his head sitting on her neck as the night wore on. He hoped his was now a comforting presence, one that gave her the reminder that she wasn't carrying these horrible experiences alone. That at the end of the day she could talk to someone if she needed to.

He woke from his daze as he felt her move, heard as much as felt the wet pop of a cork being removed from her lower regions before she giggled, embarrassment burning in her now. He looked around and found her still sitting on the bed, watching the trickle of nearly-glowing seed dribbling out of her body. She watched it for a while, mesmerized by the color before noticing he was watching her.

"That was enjoyable. I'm glad I was able to experience it, and I'm glad I- I'm glad I trusted you to care for me."

"And I'm glad to hear that," he answered softly. "You know I'm not going to stop paying attention to you, right? This isn't some evil plan of mine, where once I get a chance to bed every mare I laugh maniacally and leave. If you need to talk to me, regarding anything, I'm here."

The alicorn smiled, looking at the puddle that was forming on the bed.

"I know, and if you're not than I suppose I know how to get your attention."

Max rolled onto his stomach, curving his body slightly in an invitation. The white mare accepted the offer, slipping into the place beside him and relaxing once more. Her emotions were burning again, this time settling into a low simmer of contentment. He nuzzled her cheek before settling in for the night. He hoped she'd become more trusting in the future, but only time would tell.

"If you ever need anything, Tia, just ask. Don't make me beg, because I will."

"How is she?"

Max blinked, confused at being intercepted by a blue alicorn and changeling proto queen the moment he entered the hive's dream side.

"Uh, give me a sec to get my bearings."

Moving to the bed, Max flopped onto his back, staring at the ceiling as he ran the encounter over in his mind. The final emotions Celestia had settled on were a good sign, but there was always the chance that what she considered a good thing in the heat of the moment wouldn't carry over. A slight chance, but it was there none the less.

"She's doing better. At least she seemed to be last I could tell. It will be clearer tomorrow. She was hurt bad, Luna. It's nothing against you, but she's trying to work things out on her own. She's still used to being the older mare, being the one who has to be strong."

"Stars damn it!" Luna yelled, stomping about the room. "What am I to do? How do I help her if she will not allow me to help her? How do I offer my aid if she will not even tell me what has occurred to put her in such a situation?"

"You keep doing what you have been doing," Max soothed, rolling in bed to look at her. "You tell her you love her, you offer her an ear, and you let her know she's loved. Just don't ask me to tell you, because I don't want to break her trust like that. The fact she was so..."

"No, I understand," Luna said, huffing in irritation. "It's better this way anyway. I would rather she have someone she can trust implicitly than to know one thing that bothers Tia and shatter her trust. I expect you to guard her, Maximus. She is stubborn, but I worry for her."

"I don't think you'll need to worry too much about that," Crystal said, quirking an eyebrow at her alpha. "He did take a knife for the mare, after all."

"Ah, that reminds me-"

"The idea of me getting stabbed reminds you of something?" Max asked, causing Crystal to giggle.

Luna rolled her eyes.

"You were injured so we were unable to enjoy ourselves, while tonight we know you keep watch over Tia. I would like nothing more than to enjoy this time, but we shall have to wait until tomorrow. If I had known something was bothering Celestia, I never would have pushed her so. Enjoy this time to rest, stallion of mine, because tomorrow you shall find yourself properly expended, no matter how much your body produces. Crystal and I shall see to it."

Max grinned as the alicorn jumped onto the bed and rested on his chest, nuzzling him before setting her head on the pillow beside him.

"You come into my dream to threaten me with a good time?"

"Threatening implied there's a chance we won't do that," Crystal replied, shrinking herself down to fit between his arm and chest like a small dog. "That wasn't a threat."

The stallion chuckled, closing his eyes and basking in the closeness. Maybe when Luna became better at dream-walking he'd ask her about expanding the bed. It was getting a bit crowded, trying to fit two mares and a changeling/human hybrid on his mattress.

'Or maybe it's something I need to learn to do. I'll try to change things around tomorrow.'

Tomorrow. He was both anticipating it and dreading it. He prayed the alicorn beside his physical form was okay. Nobody should fear their own body, nobody should have no one to trust.

Author's Notes:

This one was...tricky. Still not sure if I feel right about it, but I think I managed to get all of the emotions. This isn't something the alicorn was dealing with recently, as this is most certainly not the answer immediately following such a horrible experience. This is the culmination of several years of self-doubt, misinterpreted information, fear, and lack of a confidant. Like with Luna, I don't intend for this to be a miracle cure, nor will Celestia be immediately jumping into the herd. She's not ready. That kind of relationship just...scares her.

As for the crawler, think crayfish but with a much harder shell.