Max blinked awake later that day. He felt warm, energized if still a bit hungry, and most importantly he didn't feel the hanging dread he'd been suffering from for the last few days. He'd survived the disconnect from Discord's energy even if it laid him out. He was free now, free to relax, free to calm down, enjoy himself. Free to...do what exactly?

Laying in the bed, Max realized that he had no idea what he should be looking into at the moment. Certainly he could help the princesses in their pursuit of better lives for their subjects, but what would he do now? He wasn't even certain how his own biology worked, much less how the world around him ticked. Was this the dark ages of their history? If so, what did that entail?

'No plumbing, no modern medicine, they might not even sterilize the tools used in surgeries. The biggest question isn't what is needed, it's what's practical enough for them to go for. Plumbing is material intensive and requires more work then they're likely willing to put out at the moment, and I'd have to convince whatever passes for medical professionals here to take better care of their tools.'

Someone comes up to you and tells you that the way you've been working, the way your master taught you and that the way you and yours have been working for hundreds of years was wrong? That would go over well. Then there was the princesses subjects.

'How big is this kingdom anyway? Just how much power are Celestia and Luna throwing around in the world? I can't see them being too big, even if they did take out Discord. This is pre-telephone so information may not reach the other parts of the world, if it ever does. At this point in history for humans large kingdoms weren't something you pulled out of your ass. You needed infrastructure, you needed the people to maintain it, and you needed the food to feed that population.'

The biggest issue he was facing, Max decided, was what he was going to be to this kingdom. What was he anyway? As fun as it was, he wasn't sure 'royal consort' was something he wanted to be known by, much less 'royal fuck-buddy'. Not only was that kind of weird and not on the list of things he wanted to be known as, Luna deserved more than that. He needed to be more, he needed to do something that really set him at a level that didn't leave Luna stooping to his level.

The changeling managed to wiggle his way out of the alicorn's hooves and stretch in the bedroom, cracking open the window afterwards and taking a deep breath of the fresh air. No cars meant no familiar scents. Some may cheer at the lack chemicals floating about on the breeze, but it was just another thing that left his situation unfamiliar. There were few places he would have gone that didn't get any vehicle traffic whatsoever, and even in those locations you could still see a jet flying overhead or hear a distant freeway. The lack of such things left the world almost hauntingly quiet at night. Hell, scent of burned gasoline would have been welcomed as familiar.

"Going to have to check farming, tech, medical, navigational things, I may even look into doing some engineering of my own. Not like I've got anything else..."

His mutterings trailed off as a stray thought hit him. This wasn't temporary. There was a good chance he'd never get back home, never even manage to get a message back home. For all his friends and family would know he just dropped off the face of the planet. They'd never even find a body.

His rump hit the floor as one thought led to another. He'd never finish his college courses, his belongings were gone so he had nothing to his name but what Luna allowed him to use, the only reason he could think of for his even surviving this long was because the mare was dangerously depressed. She was so desperate for a friend she was willing to accept him in spite of the innumerable and unknown risks. Not only that, she was willing to go that far with someone she'd only recently met. Was that normal for ponies? Were they naturally just more intimate, or was it something else? Was it her fear of losing her companion that drove her to such dangerous acts?

His thoughts only spun downwards from there. Was he hurting Luna more by doing this? Could the feeding have long term effects that would hurt her in ways he couldn't comprehend? What about him? How long did changelings live? How long did whatever variant he was live? Would he ever be able to come close to making up for what he'd been given?

Luna blinked awake the next morning feeling refreshed. Max was beyond the grip of Discord and, as far as they could tell, healthy. The stallion was already beginning to allow them a taste of the knowledge he had access to. She was curious what other things he knew of. She was well aware that he wasn't going to be able to tell them everything, but even general knowledge could push Equestria decades into the future.

The mental image of a pony seated in one of those strange metal things from the changeling's dream was interrupted by a grumbling sound followed by a scraping impact on one of the walls. Luna rose from her covers to look out into her room, seeing Max pacing about as he muttered darkly. Every few passes he'd shove a shoulder or flank into the wall, the impact leaving an odd scraping sound as chitin struck stone.

"Max? Whatever is the matter?"

The changeling slowed in his pacing, giving her a glance before resuming his previous pace.

"I'm fucked, that's what. I survived Discord's game, but now what? I'm an alien on a world I know almost nothing about, I've probably already made some enemies with that little stunt I pulled in the dining room, enemies with more power and resources than I could guess. I'm a fricken' bug-thing that eats emotions which means if ever I get separated from you or anyone I know I could die of starvation even if I know every edible plant and animal in the wild. I'm literally dependent on the good will of those around me, Luna!

"I'm dead on my own, and even then my situation sucks. I've got fangs that I can poison myself with, I've got a fucking alien dick, I may even have more testicular mass than brains! Do you know how stupid that is? This body pumps out more semen than anything would ever need! Why? Why the hell is it so virile when there's no need for it? Even if a changeling queen produces several hundred eggs, there's no reason for my body to have so much capacity!"

Striking his shoulder against a wall once more, he growled before using his fangs to nip at the itch.

"Look at this! I'm so stressed out I'm molting!"

The stallion's eye twitched and he stopped in his tracks the moment the words left his lips.

"Max..." Luna tried to start, but was cut off as his tirade began again.

"Molting?!?" he shouted, "Are you fucking kidding me? Not only do I look like a bug I'm going to shed this shell like one? What the actual fuck? How does that even work? If I'm eating emotion, where the hell does the mass come from? What do I do in the meantime, hide under a bed? What happens when I shed? How do I shed? This is driving me up the wall, I don't understand any of it!"

"Please calm down," Luna interrupted. "Perhaps a drink would allow you to relax? We could have something potent brought to breakfast, something that could help with your nerves."

"If I could even get drunk," Max muttered darkly, scraping his hoof against a shoulder. He seemed two seconds away from trying to scratch his neck with a rear hoof like a dog when an idea seemed to strike him. Luna found herself leaning back a bit from the intensity of his gaze.

Max walked over to the bed and stepped up onto it, his eyes drilling into her own.

"I had an idea. Will you help me test it?"

Luna nodded blankly. The tone of voice, it sounded almost as if-

He wrapped his forelegs around her and gently set her back on the bed, this time on her back. It was a bit uncomfortable to be exposed in such a way, but even as her head hit the mattress he'd met her lips in a kiss.

She blinked in confusion as he drifted away, leaving a trail of kisses running down her neck and barrel. What was he doing? Why would he try to arouse her at this time?

She flinched as his hot breathe ran over her vaginal lips. He was moving fast, almost too fast. A few feather-light kisses over her marehood and she was winking, surprising even her with how quickly her body was responding to the changelings touch. Before she could even begin to ask him what he was attempting to accomplish, she felt his tongue begin to slide teasingly over her slit before it ran along her inner thighs, tracing the lines between her legs and her barrel.

She squeaked in shock, not expecting the flurry of sensations as he began to stroke her nethers with a soft touch from his hoof. His tongue continued it's journey about her lower body, even passing along her flanks. It came close enough to her ring that she actually clenched in surprise. Never had a male been so bold!

"M-max, what are you-aah!"

Once more he cut her off, this time giving her dampening need a few tracing licks before sliding the roaming organ between her lips by the slightest amount. Her breath hitched in her throat and she had to stifle a moan. He was licking her again, oh she was almost praying he'd drink of her cum again. A few more licks and she felt his lips pressing against her even as his tongue went on to explore her more thoroughly.

As the prehensile muscle began writhing inside of her, Luna bucked, feeling her dampness shifting to an absolute soaking arousal. The changeling was right there waiting though, noisily slurping up anything that escaped. As his tongue began feathering against her cervix again in its movements, the alicorn's eyes widened at her rapid ascent. He was drinking from her again, he wanted her cum again. A blissful smile came to her face; she wanted to give it to him, more than anything else right now.

"Almost, a-almost there. There, again! Yes! Oh yes!" she cried, her legs bucking into the air even as her body clenched, an eruption of fluids rushing from her canal. To her absolute delight, the stallion was noisily gulping down every drop, even chasing it down to her-whoa! That was...actually that was kind of strange feeling. Not bad, but...perhaps she should remember that for another time. Or maybe ask Max, he seemed to know about the sensations.

Even as Luna came down from her peak, she heard the changeling chuckling to himself. What was so funny? She managed to regain enough control of her neck to look down her body at him and his eyes were a deep red with swirling hints of pink. A much deeper red than she'd seen the first time he'd taken her this way.

"Max, what are you doing?"

"Testing a theory. So far I think it's working pretty well," the stallion answered with a smile. "Not that I think you mind the interim results."

Luna couldn't help but squirm at the sight of him smiling at her, the smears of her excitement easily visible against the black chitin. He seemed to sense her reigniting fire, his smile growing as he began tracing a hoof along her lips. She giggled in spite of herself. Whatever he was doing, it felt good. Really good. With a sigh, the alicorn laid back against the bed once more.

He was still watching her with a smile even as she felt his hoof begin tracing her once more. The red of his eyes slowly faded out as he processed the energy and his motions became rougher. He began driving his tongue into her most sensitive locations with greater force and frequency, causing her to buck erratically, soon explosively reaching another peak. Before she could even finish coming down from the second orgasm, she felt him begin once more.

"Sweet Elysium what, what are you doing? Was that not enough?!?"

Another long lick was her answer, this one accompanied by the buzzing of his large wings. Her mouth opened to release a soundless scream at the spike in pleasure, and everything went white.

Luna returned to awareness for the second time that day, this time not from falling asleep though. Looking about, she realized she was currently on her barrel, her head facing towards the door. When did she move?

A grumpy mumble from underneath her tail gave her the answer, right before she shuddered at something nuzzling her flanks. Looking back over her barrel, she found that the changeling was currently laying on her pillows, holding her over himself in reverse as if she were a living blanket.

"Max?"

An irritated grunt, followed by a lick of her inner thigh was his answer, causing her to shiver. She was actually feeling a bit sore at the moment, so it wasn't as nice as it had felt earlier. Luna shook her head in amusement; she'd not even been aware such a think was possible. Too much pleasure? Ha!

"Max, did you attempt to intoxicate yourself on my arousal?"

"Mhm."

"Why?"

She rose and fell slightly as the stallion sighed.

"Because I want to be drunk, and I don't think alcohol will work."

Luna's eyes widened and she whispered a quick 'oh yea' before noticing his hooves were wrapped around her barrel.

"We seem to remember seeing a drunk farmer hugging tightly to their liquor bottle some time ago. Is that all we are to you? A simple container to hold your poison of choice?" the mare asked with a smirk.

"Nope. My last booze bottle wasn't so soft and warm," he said, nuzzling her flank. "It also didn't make funny noises when I did this."

The alicorn gave a squeak of surprise as she felt teeth nipping lightly at her flank. She flicked her tail, earning a chuckle and a sneeze in response before she found her eyes drifting downwards. Frowning at what she saw, she returned the nip before asking a question over her shoulder.

"Why does your body have an anus if it does not have a digestive tract?"

The changeling shifted a bit, leaving Luna to watch as he flexed different muscle groups to test his form. Not that it wasn't interesting to watch. The way the chitin and leathery skin underneath tightened and relaxed was almost mesmerizing, and she saw him actually move the plates over his groin at one point. After a few shifts she felt him sag, a string of strange curses leaving his lips.

"I don't know what to tell you, Luna. My guess would be for the shape shifting, as it would be a give-away if a pony didn't have a proper butt. If not, I can't think of anything right now. God dammit, another thing to think about."

"Well, we suppose we shall suffer the court alone tonight," Luna sighed, patting his flank reassuringly. "Rest, Max. We shall return later tonight to make certain you are well. Oh, and we must ask; for what reason did you decide to utilize us in your quest for intoxication?

"I felt kinda fuzzy after I did that the first time. It filled me up a lot more this time, but that's secondary to the fact that I needed a buzz. Ha, get it? A buzz?" he asked, vibrating underneath her as his wings buzzed against the bed.

Luna chuckled lightly before hefting herself up and gingerly stepping off of the bed. She had some magical studies to catch up on and...perhaps later she could study with Max? He was even more behind in his understanding of magic than she was when she first ascended and if his horn was something to go by he could cast spells like a unicorn. Yes, that may be nice. The best way to learn was to teach after all.

After her studies there would be dinner with her sister and then night court. Considering Max's current state, he likely wouldn't be making it, though the ponies who'd showed up the night before might once again. What would she do in the meantime to keep the lords interested? It wouldn't do to finally get a group of ponies and have them leave again.

"Hey, Luna," Max mumbled from the bed. "I don't think, I really don't think I'll make it tonight. So you can, you remember that metal box thing from my dream? The one that moved? I got somethin' for ya. You tell those guys...if any of 'em show up, here's the puzzle. Tell them the box-cart-thing moves by itself, and that it's not magic that powers it. They hafta' think up ways to make a cart move on its own, without magic. Well, they can use magic, but...they can, but they can't just spell the wheels to move because everyone has to be able to use it. That's the trick, see? You can store magic in it to make it run, but it has to run for someone without magic too."

"I'll have a few answers next time, I promise. I'll also see what random stuff I can think up. I'm sure I can give you guys something nice."

Luna nodded as the changeling curled back under the covers. Opening the door, she flicked her ear as a soft tune reached her ears. Was he singing something?

"Sweeeet emoooootion...Sweeeeeet emoooootion..."

With a final giggle at the intoxicated creatures antics, Luna made her way to her bath. Her mind was already attempting to puzzle out the question put forth by the stallion. What was it that propelled the carts if not magic?

Author's Notes:

The idea of a changeling holding onto a pony like a drunk covets his liquor bottle was something I'd thought up a while back. Glad to have somewhere to throw it. Second part was rewritten 2x and I'm still a bit mad at it, but what can I do, right? I'm off to take a shower.

Oh, and thanks ARK: Survival Evolved. The new creature in the swamps gave me an idea for how Max can help out.