Large, soft, dark brown eyes watch as she drops her head, his ears pick up the subtle sounds of crying, but he is too unsure and awkward to try and say anything so instead remains silent about it. As curious as he was to what made her upset, he wasn't brave or smart enough to approach it in a manner that wouldn't come off in a way that would probably upset her even more. When she spoke, his ears perked forward to catch her words; some as introduction, some as statement, some as a question. It was to the latter to which he answered.
"No, I've never been here yet." He stopped talking, thinking back to where exactly he had been so far. He mainly stayed to the Crossing Isle, although with no luck in finding a home he started to expand where he went. It was during one of these escapades where he ended up battling the ocean that he found a home, although he still felt awkward about the offer from the strange speaking mare. He wasn't about to turn her down though; any home was better than no home. Rather than explaining all this to the patched young, although rather tall, girl, he in turn asked, "What brings you here this late?" He hoped it didn't come off as prying, it was just a little unusual for a young lady to be away from home in the middle of the night.
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