The train ride had been going for a while as the two ponies sat in silence, which suited them both fine. After a while, however, Earl thought about the magic he was able to use at Sugar Cube Corner.

"Hey." He called said to Twilight.

His voice echoed across the emptiness of the room as Twilight sleepily shook her head and turned to him.

"Yeah?" She asked.

"When we were at the corner, Dash threw a cupcake that almost hit me. It would have been nothing... but, I thought about when I was still a human and closed my eyes, imagining that I was putting my arms up to defend it."

"What happened?"

"I levitated the cupcake." Earl replied with a nervous chuckle.

"Hmm... well unicorns come up with their own way of levitation, I guess yours is just using mental 'arms'."

"That makes sense."

Earl looked around the train car, the bright colors were starting to fade and only the soft glow of candles lit the room. He was still afraid of night, multiple run-ins with the infected at this hour never turned out good.

"How do you levitate?" The grey unicorn asked, turning back to her.

She thought for a moment.

"Honestly, I don't remember," She said with a chuckle. "It just comes naturally."

"Well you did teleport us here and turn me into a pony, I guess levitating would probably be nothing for you."

Twilight blushed slightly and smiled shyly as she rested her head against the window, shutting her eyes.

"Thanks." She said quietly.

"Don't mention it." He replied.

Over the next two hours on the trip, Twilight had fallen asleep, and Earl tested his levitation skills. To the former human's surprise, imagining that he still had arms allowed him to successfully levitate objects. Just as the grey unicorn had levitated a small vase, the train came to a harsh stop, and the vase fell to the floor with a sharp crash.

Shit...

Realizing the train had reached it's destination, he walked over to Twilight's seat and gently shook her awake.

"Hey, Twi, we're here." He said, as softly as he could.

After a few moments she raised herself up off of the bench and yawned. Her eyelids opened and revealed two shining purple irises, fixed on Earl. His eyes instantly went wide and his mouth fell open.

"What? Is something wrong?" She asked, slightly worried at his changed expression.

"Ohh... um... no nothing, we're just uhhh... here." He said, still staring at her shining eyes.

"Huh?" She asked, raising an eyebrow.

"The train... it stopped, we're in Canterlot."

"Oh, uhh... OK."

Twilight held her raised eyebrow as she got on all fours and approached the door. Earl's expression remained the same for a moment but he quickly shook his head and snapped out of it.

So? She has pretty eyes? No big deal, I don't care. He thought as he approached the door.

One of the workers entered the train car and held the door open for Twilight as Earl made his way over. The pony instantly noticed the broken vase on the floor and glared at Earl.

"Uhhh... somebo- somepony broke that..." The grey unicorn said as he slipped out of the train car and onto the platform.

As the two walked through Canterlot towards the castle, Twilight examined the darkness outside.

"Wow, how long was I asleep?"

Earl laughed.

"Almost the whole trip, you were sleeping like a foal." He replied, pleased that he was getting the hang of their "horse lingo".

Twilight laughed as well.

"Hey, I was tired." She said.

"Eh, it's fine you're kinda cute when you're asleep." Earl said.

He instantly stopped and his expression immediately turned sour.

YOU'RE KINDA CUTE WHEN YOU- Nope. No. I wonder if there is anyway to use this magic to sew my mouth shut... He thought.

"Thanks." Twilight replied as she continued walking down the path, blushing slightly and smiling.

Earl raised his eyebrow as high as it could go and continued walking as well.

"Uhh, you're welcome?" He replied awkwardly.

Twilight looked up towards him.

"Something wrong?"

"Nope," Earl ran his hoof through the back of his mane nervously. "Nothing at all."

He sprang a quick nervous smile and continued walking. The purple mare simply shook her head and chuckled again.

The two soon neared the main gate of the castle, where multiple guards were standing on the wall above them.

"Halt! State your name and business!" one of the guards shouted down to them.

"Twilight Sparkle. I'm here for an urgent meeting with the princess." Twilight nervously replied.

The guard instantly calmed.

"Oh, my apologies Miss Sparkle. Please proceed."

The purple mare nodded and motioned for Earl to follow.

Even at midnight, the bright colors of the garden entryway were shining brightly. Earl gazed at them intently as he followed Twilight to the massive front door of the palace.

"Good evening Miss Sparkle," A guard perched in front of the door said as he held the massive entrance open.

The guard looked behind her towards the large gray unicorn.

"And...."

"Earl." He replied with a smile.

"Mister Earl, welcome to the Canterlot Castle."

Both ponies made their way in to the large entrance room lined with paintings and various sculptures. Twilight motioned for him to follow and the two made their way through the various corridors of the castle. Earl was speechless as he walked through the halls, the massive size of the structure and the decor had been the most impressive thing he had ever seen. After a while, the two reached a large winding staircase, two guards standing confidently at the bottom step.

Again with the security...

"Go right ahead Miss Sparkle, Princess Celestia is expecting you." One of the guards said as both of them moved out of the way.

Twilight smiled to them and began making her way up the steps. As Earl approached, however, both guards returned to their position and remained speechless.

Earl sighed loudly.

"He's with me." Twilight said, walking back a few steps.

Both guards glanced to each other and nodded before moving out of the way once more. Earl simply nodded and walked up the steps with Twilight. As they reached the top of the steps, the nervous fire began to rise in Earl once more.

"Do I really have to go in there?" He asked Twilight.

She turned and looked at him with an expression that said really?

The gray unicorn glared at her for a second.

"You'll be fine, I'm sure she'll like you." Twilight said, rolling her eyes.

"She probably wouldn't like where I'm from..." He replied with a slight laugh.

Twilight sighed.

"C'mon, we don't want to keep her waiting."

Twilight put her hoof on the door and slowly pushed it open.

"Princess Celestia?" She called out.

I know I'm going to find someway to buck this up.