Mark Atlas: Future Explorer!

by The Real Mark Atlas

Chapter 4: Green (and six other colors) with envy

Author's Note:

The OC in this chapter, Gemini Dream, belongs to a friend of mine: https://www.fimfiction.net/user/521290/GeminiDream

Used with his permission of course. Hope you like it, buddy.

Sleeping well last night, Mark awoke the next morning in his bed. Yawning and rubbing his eyes, he immediately remembered what he was doing today, which made him quickly grab his glasses, and spring right out of bed the second they were on. Today was the day he would meet with Fluttershy at their new clubhouse to fix it up. Mark quickly filled his bag with everything he needed and prepared to head out.

"Well, you're excited. What's got you in such a hurry, kiddo?" His father said as he noticed and came into the room.

"I'm going to see Fluttershy again today, and we're gonna make a clubhouse!" Mark cheered with glee.

His dad just smirked. "Again with Fluttershy? You've been going out to see her every day now. Not wanting to go even one day without your girlfriend, lover boy?" He teased, grabbing his son for a hug and ruffling his mane.

"She's not my girlfriend!" Mark insisted while laughing and squirming to get free.

His dad finally let him go. "I know, I know. I'm just teasin ya, bud. Go out there and have a good time with her," He said giving his son a pat on the back.

"Thanks, Dad. I love you," Said Mark, giving his dad one last hug goodbye.

"Love ya too, champ. See you tonight for dinner," Said his father before sending him off and seeing his son sprint out the door.

Mark's mom had just woken up, stepping into the room and yawning. "Mark went to see Fluttershy again?" She asked while adjusting herself awake.

"What do you think?" Pen asked with a grin.

"Ah, our little colt's growing so fast," Saga said with a smile and shaking her head. "How many times do you think we're going to hear 'she's not my girlfriend'? More than you, or less?"

"Oh, definitely more," Pen wagered. "That fella's gonna be so deep in denial, he'll be able to see Somnambula."

"Just like you were, huh?" Saga said teasingly, leaning on her husband and rubbing her hoof on his chest. "Any chance you'll bet a spa day on that?"

"Not a chance," Pen said flatly.

"Ah, darn it. I guess you'll have to pamper me instead, won't you, hun?" Saga said playfully while batting her eyelashes.

"Mmmm... I thought you'd never ask," Said Pen before pulling his wife in for a deep kiss on the lips.

---

Mark had his map set out and headed for the tree which he and Fluttershy were to make into their clubhouse, following his map and going the same path that they went last time, but this time, much master, partly because he knew which way he was going, and also because he was excited.

The Atlas Files: Entry ◇◇♡A
It's rare that my travels lead me to the same place twice in a row, yet here I find myself returning to the land I had just ventured. Deep within these isolated woods, far beyond the eyes of ponies, lies what will soon be a dwelling place for my newest companion and I. This location, once seized from the untamed wild, shall be my very first base of operations. You know, besides my bedroom.

He made it past Jimmy the rock, marched through the tall grass, climbed the log, slid down into the leaf pile, and hopped across the stepping stones in the creek, making it to the tree in no time.

And just as he was expecting, Fluttershy was already there waiting for him, her face lighting up when he first came into view, and wrapping him in a hug with her hooves and wings the second he was close enough. "Mark! Mark! You're here!"

Mark happily welcomed the hug as usual. "It's... nice to see you too, Fluttershy. You ready to turn this place into a proper clubhouse?"

"Oh, absolutely," Answered Fluttershy, breaking the hug. "I thought of some ideas on what to do with it, but I want to hear what you think."

"I had some ideas, too," Replied Mark, pulling out a list of things he wrote down last night from his bag. We'll work out together what we'll do, and make this clubhouse perfect for both of us."

"Hold it right there, buddy!"

MUSIC: https://youtu.be/1EjfyI3AQ-I

A loud, clear voice called out from above, Mark and Fluttershy both looked up to see a pegasus filly flying in the sky.

Seeing as the filly was diving down at great speed, and on a collision course with him, Mark quickly jumped out of the way, Fluttershy yelping and jumping back in shock.

The filly landed right where Mark was, leaving a smoking crater in the ground as she made a superhero pose upon landing.

When the smoke had settled, the filly could be seen shaking the dust off of her and flipping her mane. Getting a look at her now, Mark saw that she was a cyan pegasus with a rainbow mane and tail. She also has a cutie mark of a cloud with a multicolored lightning bolt coming out of it.

"H-H-Hi... R-Rainbow Dash," Fluttershy said timidly.

Rainbow Dash is her name? How does Fluttershy know her? Flight camp maybe? Well, what was that?! That filly almost turned me to rubble! Mark thought in his mind, still panting from the sudden evasive action he had taken.

Rainbow Dash turned over to face Fluttershy, looking all worked up. "So this is where you're going every day?" She asked Fluttershy.

"S-Sorry, Rainbow Dash. I..."

Before Fluttershy could finish, Rainbow turned right around and looked at Mark, bearing an angry expression. "And as for you," She snapped aggressively, "Fluttershy's been leaving flight camp every day, never telling anypony where she is, not even me! I needed to know what was so important that she wanted to come down here every chance she gets! What are you doing to Fluttershy, huh? You messing with my friend?" She places her hoof on Mark's chest threateningly.

Mark gulped, a bead of sweat dripping down his face as he was intimidated by the filly. "I... No, I'm not! We're just friends!

"Likely story!" Rainbow snaps back, taking her hoof and pushing Mark back, making him fall right on his flanks.

"Don't, Rainbow Dash! He's telling the truth! He is my friend! Please don't hurt him!" Fluttershy pleaded.

Fluttershy was about to see if Mark was alright, but he got back up on his hooves and readjusted his glasses, Fluttershy relieved to see him just fine.

"You're friends with Fluttershy?!" Rainbow Dash asked, still looking angry and hovering slightly above the air, leaning down to be eye-to-eye with Mark. "Fluttershy is my friend, you know! But instead of hanging out with me, she's been sneaking down here every day to see you! Why's that, huh? What do you have that I don't?!"

"Rainbow, wait. Let me ex--" Fluttershy was saying before being cut off.

"In a minute, Fluttershy! I'm getting some answers out of this kid!" Rainbow interrupted, focusing on Mark.

"I... Uh... Are you asking because I actually have something you don't? Or is that a rhetorical question?" Mark asked as he took a few steps back, Rainbow slowly flying forward towards him.

"Rhetora what? Ahh, I don't even know what that means!" Rainbow shouted, shaking her head in frustration.

"Rheotical question. It means a question asked to make a point rather than to get--"

"I don't care!" Rainbow interrupted Mark's explanation. "Fluttershy's my friend, and I'm not letting some random jerk steal her from me! I challenge you to a race! If I win, I take her back and you leave us alone!"

"But... But Rainbow Dash!" Fluttershy shouted.

"It's okay, Fluttershy. I know what I'm doing. I'm not gonna lose on ya," Rainbow interrupted once more, Fluttershy getting frustrated.

Rainbow landed right next to Mark. "Alright, now get ready to lose!" Rainbow boasted.

"R-Right now?" Asked Mark, all of this happening fast for him.

"Yes, right now! What's the matter, scared?" Rainbow taunted.

"No, I'm not scared," Declared Mark.

"First one to run five laps around this giant tree wins. Now you're gonna eat my dust, earth pony!" Rainbow boasted again.

Both ponies proceeded to take their starting positions, and the race was primed to begin.

[END OF MUSIC]

Rainbow kicked the dirt with her hind legs, getting ready to take off on the word go. Mark's stance was less coordinated. He wasn't much of an athlete, but he wasn't going to let Rainbow boss him around and tell him he can't be around Fluttershy. Meanwhile, Fluttershy herself was looking at the scene with her head down, sad to see that her friends are fighting, and that Rainbow just wouldn't listen to reason.

"Ready..." Said Rainbow Dash, crouched and in position.

"Get set..." She continued, Mark squinting his eyes and looking forward, fully determined.

"Go!" Yelled Rainbow Dash. As soon as she did, she darted ahead of Mark.

Mark was knocked back a little from the force of her acceleration, but regained his balance and ran to try and catch up with her.

It wasn't easy. She was fast, and wasn't showing any signs of slowing down. Mark moved his hooves as fast as he could, circling around the tree.

"That all ya got, slowpoke?" Rainbow taunted him while running ahead, finishing the first lap well before he did.

Mark wasn't giving up yet. He kept on running, not taking a chance to rest, but despite his best efforts, Rainbow kept gaining on him, finishing her second lap when Mark was barely half way done with his.

Still refusing to surrender, Mark didn't slow down in the slightest, his efforts seeming to pay off when he saw Rainbow Dash up ahead. He was catching up with her!

Am I getting faster? Mark thought to himself as he ran. No, she's slowing down! She must have been using all her energy to blow past me at the start. She wanted to show off and beat me by a mile, but she's tiring herself out because of it. She doesn't have the stamina of an earth pony, though. That might just be my ticket to victory!

After the third lap, Rainbow Dash looked back and saw that Mark was catching up with her. "What?! No way!" Rainbow uttered in denial, picking up even more speed. "No way am I losing this race!"

Fluttershy had to step sway from the tree, almost being hit by Rainbow Dash on the third lap around. She didn't cheer for either of them as they ran, though. Both were her friends, and she didn't know who to cheer for. She just wished that her friends could get along.

Rainbow's attempts to utterly decimate Mark in the race appeared to be backfiring, as Mark had caught up with her and Rainbow Dash was losing her breath.

"Oh no you don't!" Rainbow yelled out when Mark was just about to pass her. With that, she flapped her wings and began to fly, picking up speed once more and passing ahead of Mark again.

"Hey! No fair!" Mark shouted back, still running ahead but losing ground against her. "I can't fly!"

"Not my fault you're stuck on the ground. And nopony never said I couldn't fly," Said Rainbow Dash while in flight.

Despite getting this advantage from being able to fly, Rainbow Dash began to slow down soon after. While she was able to fly faster than she could run, she had already used up a lot of her stamina from running, so she wasn't able to keep it up for long, Mark catching up and being right behind her by the end of the fourth lap.

I can do this! I can beat her! Mark thought as he was more determined than ever.

Rainbow Dash was stuck. She couldn't run any faster, and Mark just kept getting closer. If he kept gaining at the same rate that he was, then he would win.

I can't let him win! There's got to be something I can do! Rainbow thought, looking at Mark as they were neck and neck.

Suddenly, Rainbow grinned mischievously as a thought came to her mind.

Just as Mark was about to pass her, Rainbow snatched his glasses right off of his face, rendering him all but blinded, Fluttershy gasping seeing just what Rainbow would do in order to get her way.

"Aaagh! Hey! I need my glasses! Give those back!" Mark yelled while running ahead.

"You want 'em? Come and get 'em at the finish line!" Rainbow smugly replied.

Unable to see straight ahead and growing dizzy, Mark started to go off course, wobbling and losing his balance. Before he knew it, he fell to the ground, not able to know where he was meant to be going.

"Mark!" Fluttershy cried out as she flew right up to him to help him up. "Are you okay?"

"I... I think so, but it's hard to see anything," Mark said with squinted eyes.

While this happened, Rainbow Dash had already been making ground in the race, and with Mark out of the commission, she had crossed the finish line first, winning the race, albeit with her less than honest means.

"I won! I won!" Rainbow Dash did a little victory loop in the air, then threw Mark's glasses onto the grass like a hoofball, the grass thankfully being soft enough to not break them.

"Here, Mark," Fluttershy said as she picked up the glasses and put them on his face, returning his eyesight.

"Thanks, Fluttershy," Mark said, giving Fluttershy a hug as she came into view.

Rainbow then flew up to Mark. "In your face! You lost, and now you've gotta get lost!" Rainbow mocked, pointing a hoof at him and sticking her tongue out.

"Rainbow Dash, I saw what you did! That wasn't very nice," Fluttershy told her off, now looking angrier than Mark had ever seen here before.

"Hey, it worked, didn't it?" Rainbow said with a shrug, ignoring Fluttershy's disapproval.

"But... But you cheated! I can't fly like you, and I can't see without my glasses," Mark argued.

Rainbow went eye to eye with Mark, staring him down. "Look, pal. Fluttershy was my friend first! Then you show up and get her to keep coming back here and ignore me for over a week, and then you act like I'm the bad guy for getting a little clever with the way I race? What a jerk!"

"Rainbow Dash, please listen," Fluttershy pleaded with her.

"In a minute, Fluttershy. I'll deal with this guy," Rainbow said dismissively, turning her attention back to Mark. "I've barely even seen Fluttershy in over a week. You think you can just waltz right into other ponies lives and take their friends away? What do you have to say for yourself?"

Mark frowned with his ears down, tears starting to form in his eyes. "I... I'm sorry. I didn't know I was stealing her from you. I just like spending time with her."

Looking fruious, Rainbow grabbed a hold of Mark, holding him with her hooves and terrifying him.

"Rainbow, don't!" Fluttershy cried out.

"I don't need any of your stupid apologies! A bet's a bet, so get lost!" Rainbow shoved Mark backward and he fell into the creek, barely able to avoid losing his glasses again.

Mark didn't even know what to say. At that point, he couldn't take it anymore, and he broke into tears, bawling loudly and running away, dripping wet from the creek.

Fluttershy was saddened to see Mark so upset, and she turned away from Rainbow Dash and sitting down. "I can't believe you just did that. Some friend you are," said Fluttershy, starting to tear up as well.

"What? He had it coming," Rainbow argued, sounding justified in her actions. "Look, we don't have to worry about him anymore, okay? We can just hang out again like before."

Fluttershy crossed her hooves. "I wanted to play with Mark today. We were going to make the tree into a clubhouse together."

"A clubhouse? Why didn't you say so?" Rainbow asked, still not seeming to pay Fluttershy's disapproval for her actions any heed. "We can make a clubhouse for the two of us instead. And with my help, we can make it in no time."

"But... But..." Fluttershy huffed angrily, them gave a disappointed sigh, knowing Rainbow just wasn't going to listen to her. Knowing also that she probably wasn't going to see Mark anytime soon, spending time with Rainbow Dash is better than losing both of her friends. "O-Okay. I guess we can make a clubhouse."

"Sweet! Knew you'd come around, Fluttershy," said Rainbow Dash, giving her a pat on the back and heading into the tree.

Fluttershy sat up and slowly followed her, still upset at the thought of losing Mark as a friend.

I might as well just try to forget about Mark. There's no chance we'll ever be able to play again after this. But I don't think I can ever forget a friend like him.

---

Mark cried and ran off to Ponyville. Until he couldn't run anymore. Then he just walked. So grieved at the potential loss of his first friend, he found it hard to think of anything else, but he had a feeling his chances to ever play with Fluttershy again were slim to none.

Remembering he had made another friend by this point in Rarity, he made his way to her house, hoping she would be around to offer him some much needed comfort and emotional support.

Making his way to Rarity's house, he knocked on the door. Seconds later, after hearing some commotion inside, Cookie Crumbles answered the door.

"Oh, well hello, little Markie. How's my..." She said looking down at him, until realizing that he was sniffling with tears in his eyes at the door. "Aww, what's the matter, puddin' cake?" She pet his mane a little.

Mark took a deep inhale through his muzzle and tried to compose himself. "Is... Is Rarity here? I... I wanna play with her," Said Mark, taking a deep breath out afterward and hiccuping.

"She sure is here, sugar snap. Of course you can play with her. You're always welcome here," She said sweetly, inviting him inside.

Mark took a step in the house, seeing that things were scattered here and there on the floor in unusual locations, seemingly with no rhyme or reason.

"Oh, uh, sorry about the mess," Said Cookie Crumbles with a little embarrassment. "I haven't had the time to clean. I wish I could spend some time with you, too. We could all bake a cake together. But I have soooo much planning with my husband for the new foal. I hope you don't mind, sweetheart, but if you could just run along upstairs, I need to get back to that."

"O-Okay. I don't want to bother you when you're busy," Mark said, getting more of a grip on himself and his crying easing up. "Thank you, Mrs. Crumbles."

"Aw, aren't you just a precious peach?" Cookie Crumbles said while giving him a pat on the head. "Rarity is just up there with another friend of hers. I don't think you've met. This will be your chance to make a new friend today. Have fun!"

This made Mark's frown turn to a slight smile as he lifted up his glasses and wiped his tears away. Sure, he just lost his first friend, and nopony could ever hope to replace her, but the thought of making a new friend wasn't bad. And since they already know Rarity, Mark could bond with them over their mutual friend.

Cookie Crumbles had hurried off back to her husband, while Mark headed up the stairs to Rarity's bedroom.

Knocking on the door, he awaits another answer, which is soon answered when the door opens, and he is met with a blue pegasus colt, his mane being a darker blue, and his cutie mark being a Gemini symbol.

Mark just recalled seeing this colt in class before, often being around Rarity. He seemed like he was a fun colt to be around, but Mark was always too shy to talk to him.

"Hey! You're Mark from school right? Rarity's been telling me all about you! Come on in!" The pegasus shouted in a hyperactive manner, pulling Mark by the hoof and brining him right inside the room, to which Mark was caught off guard and surprised.

Rarity was just in the room, and her face lit up when she saw Mark. "Oh! Mark! You're here, too?" Rarity squealed with girlish delight.

The visible joy on Rarity's face made Mark smile, a much appreciated blessing considering what he had just been through. "H-H-Hi, Rarity," He said with a blush and a wave of his hoof.

"It's so good to see you. I wasn't expecting to see you both today," Rarity said cheerfully. "Mark, this is Gemini Dream. He's another friend of mine from school. I've been meaning to introduce you to him for a while."

"I just came back from vacation with my mom in Canterlot, and me and Rarity were here all day yesterday," Gemini said with a little chuckle as he stood beside Rarity. "She told me about this new friend of hers, and you sounded really cool."

"R-Really c-cool?" This made Mark blush even harder and his smile widened. Out of all the impressions ponies would get about him, be never thought 'really cool' with make the list.

Mark spent the next half hour or so, all talking with Gemini and Rarity while helping her with sewing a curtain. The three of them all got along well right away. Turns out Gemini is also into modeling, so he and Mark immediately had something to nerd out about. That, and it gave Gemini the perfect chance to talk about the model train he had been working on all summer.

"It's called the Harmonic. My cousin Skylar helped me with it. It's brass. You wouldn't believe how hard it was to get the gearing right. It's my favourite of Signal Spiral's designs. The outside frames are definitely a cool look, and the livery is nothing like anything else in Equestria! What do you think? Wanna help me paint it?" Gemini went on, passing Rarity a spool of thread as he spoke.

Rarity giggled hearing Gemini go off while she worked on the curtain. She didn't quite understood much of what he was saying, but she liked seeing how excited he got.

"You bet!" Exclaimed Mark, as he picked up a red jewel and passed it to Rarity.

"Wow, I wish we talked like this sooner," Said Gemini, passing Rarity the glue. "You were in class with me all last year, and we never really met."

Mark smiled sheepishly. "Oh yeah. Sorry. I'm just kinda shy is all. I was worried you'd think I was weird."

"You kidding me? You and Rarity are the coolest ponies I've ever met," Gemini declared.

Mark chuckled and rub his own foreleg, flattered by Gemini's compliments. He felt silly for ever distancing himself from his classmates in the first place, all because he was afraid of being ostracized. It seemed his concerns were just nothing more than self-sabotage.

"Speaking of shyness, how is that other friend of yours, Mark? Fluttershy, was it?" Asked Rarity, turning from her work to face him. "I hope to get a chance to meet her sometime after summer."

Mark's expression immediately changed, frowning and looking away to the side.

Rarity certainly didn't like the look of that. She gave a worried look. "Oh dear. What happened?"

"I... I don't think me and Fluttershy are going to play anytime soon. We were going to today, but..." Mark explained what had happened to the two of them. About how he and Fluttershy were going to build a clubhouse together, and then what happened after Rainbow Dash showed up.

"Goodness, this Rainbow Dash doesn't sound very pleasant," Rarity commented.

"I say what she did is messed up!" Gemini blurted out, stomping his hoof. "She can't just say you can't be around Fluttershy anymore! And she cheated you out of that race, too? You should go over there and demand a rematch!"

"I don't think she'd give me another chance, but it doesn't matter," Mark said, sighing again and looking down at the floor. "She and Fluttershy are friends, but I've been spending so much time with her, that Rainbow barely got any time with her. I don't want to come between them."

"Darling, you have nothing be sorry about. Fluttershy wanted to be with you. That's why she came every day to see you in the first place," Rarity assured him, placing a hoof on his back.

"I know, but I can't help but feel guilty that I'm hogging up all the time with Fluttershy. With how much fun she is to be around, I was hoping we could share her, so neither of us has to miss out on time with her," Said Mark, looking back at Rarity.

"Rainbow Dash doesn't sound like that fun a pony to be around if you ask me. After how she treated you, why would you want make any kind of compromise with her?" Gemini argued.

"I remember her talking about Rainbow Dash before last week. She stood up to some bullies that were picking on her and defended her honor. Besides, if Fluttershy is friends with her, she can't be all that bad. If you think about it, she must see Fluttershy just as special as I see her," Mark suggested in response.

"I mean... fair enough," Gemini admitted. "But what are you going to do?"

"I don't know. I need to figure that out," Said Mark, as he put his hoof up to his chin and contemplated the situation. "Let's see. I want to find some way to get through to Rainbow Dash, to convince her we both can be friends with Fluttershy. But how do I get her to listen to me? She probably felt really sad that Fluttershy wanted to be with somepony else every day instead of her. Like she was left out."

Rarity sighed. "I know how that feels."

That got Mark and Gemini's attention both. "You mean with your parents, don't you?" Mark guessed.

"Mother and father are so busy getting ready for the new foal now, that I've barely gotten a second with either of them all day yesterday, or today," Rarity said, now pacing around as she spilled out her thoughts. "It's just been new foal this, new foal that! We don't have time for little old Rarity anymore! My baby sister isn't even born yet, and my parents already barely remember I exist! When she is born, will they even remember my name anymore?" Rarity felt herself tearing up.

"I'll always remember you, no matter what," Said Gemini as he gave Rarity a hug to comfort her.

"I... I just want a little time to play with them. Is that so wrong?" Rarity said, hugging Gemini back. "I'm sorry, Mark. I shouldn't be venting all my complaints. This was about you."

"No, no, it's fine, Rarity. I understand," Mark assured her, shaking his head and raising his hoof. "You must feel left out, not getting a lot of time with them... just like Rainbow Dash..." Mark thought aloud, when an idea came to him, and has face lifted up.

"I know what to do! I know how to make things right with Rainbow Dash!" Mark exclaimed, bouncing up in the air with excitement.

"Hm? What do you mean?" Rarity asked curiously.

"Yeah. What's your plan?" Gemini asked as well.

Mark huddled up with Rarity and Gemini, telling his plan to them.

---

Mark made his way back to the tree that Fluttershy and Rainbow Dash were at, hoping they would still be there. As fate would have it, they were.

Just outside the tree, Fluttershy was under the tree moping, while Rainbow Dash zoomed in and out of the tree in flight, removing all the rubble and junk from the interior and dumping it out to clear the space inside.

Upon seeing Mark, Fluttershy's frown instantly vanished, her eyes sparkled, and her smile grew wider and wider by the second.

He came back! He came back for me!

Joining Mark were Rarity and Gemini, who wanted to come and support Mark as he enacted his plan. Rarity had also wanted a chance to meet Fluttershy for a while, so this was a good moment for both.

When Rainbow saw Mark and the other two ponies accompanying him, she groaned, and flew right up to him. "You again? I told you to get lost! What, you got a couple of your buddies to gang up on me now?" Rainbow accused with her face right up to Mark's again.

Rarity was angry at that comment, and lifted up a hoof, about to say something, but Gemini had stopped her, and she gave it up.

"No, no. I'm not here for anything like that," said Mark, growing anxious now with Rainbow's immediate aggression.

"Well, what is it this time? Spit it out!" Rainbow demanded impatiently.

"Would you... Would you like to have another race?" Mark asked while showing nervous body language.

"Oh, no! You're not getting a second chance! I beat you in that last race fair and square... uh, sort of!" Rainbow said, not even able to convince herself that her methods were honest.

Both Rarity and Gemini looked like they were dying to say something to call her out on that, but they held it back.

"No, Rainbow. I didn't want a second chance." Mark said, now smiling meekly looking up at Dash. "I just want to race for fun."

Rainbow flew back a little, looking at Mark confused. Fluttershy also seemed confused, wondering where he was going with this. Rarity and Gemini, meanwhile, knowing the plan, looked at the situation with suspense.

"You... want to race me... just for fun?" Rainbow asked, trying to figure out if Mark had an angle here.

"You like racing, don't you, Rainbow? Can we have another race, please?" Mark asked politely.

Rainbow Dash landed, staring deeply into his eyes, trying to see some hidden motive. "What's this about?" She asked with a raised eyebrow.

"Rainbow Dash... I want to be your friend," Said Mark.

"You... What?!" Rainbow blurted out in disbelief. Where is all of this coming from? She thought.

"I realize how you feel about Fluttershy coming to see me all this time. You felt left out, didn't you? I was hoping we could both be friends with her, but I want to be your friend, too. We both think Fluttershy is special, right? We both have that in common. And... And knowing just how much she means to you, and how you stand up to ponies that are mean to her, I... I think you're really cool. So can we be friends and race together Rainbow Dash? Please?" Mark gave a respectful smile as he explained himself and asked her.

Rainbow stood silent, her jaw wide open as she tried to work out what she was hearing. This colt sounded like he was serious. She looked for a sign, any indication that this was a joke, but none came.

Fluttershy beamed with her hoof to her own chest hearing his every word. She knew Mark had a big heart, and this was one of the sweetest things she had ever heard.

Gemini and Rarity watched Rainbow Dash with full attention, their eyes never leaving her once, ready to see what Rainbow Dash's reaction would be.

Suddenly, Rainbow's expression changed from a look of shock, to one of guilt. She frowned and her ears went down, revealing herself in a much more emotionally vulnerable position than Mark had seen thus far.

"I... I may have been too hard on you. You were just having fun with a pony you think is special. I never should have acted like Fluttershy could only be friends with me. I was a real jerk. I'm sorry, Mark," Rainbow confessed, kicking at the ground a bit.

Rainbow then turned to face Fluttershy. "And I'm sorry to you too, Fluttershy. You coming to see Mark every day was your choice. I should have let you speak for yourself. I just thought that because you were choosing to see him every day instead of me, I thought there had to be something wrong with me, and I guess I was a little... jealous. Can you two forgive me?"

Fluttershy's eyes began to tear up lightly, and she quickly wrapped Rainbow Dash in a big hug, surprising her prismatic friend.

"I forgive you, Rainbow Dash. I'm sorry, too. I should have told you where I was going. I should have known you would have taken it that way," Fluttershy said as the hug went on.

Mark then joined in the hug, embracing Rainbow Dash with equal affection. "I forgive you too, Rainbow. I don't blame you for being jealous. After being friends with Fluttershy, I learned what I've been missing all this time without her. So of course I'll forgive you. No hard feelings."

Rarity had to go "Aww" at the heartearming display, and she jumped right in, hugging Rainbow Dash as well. Gemini, not wanting to be left out, dove in as well, all five ponies embraced in a full scale group hug.

"Th-thanks, guys," Rainbow said while receiving hugs from all directions, before turning her attention to Mark. "Mark, I know you said you wanted a race, but I think I have a better idea. Would you like my help in making that clubhouse? We could all do it together."

The other four all gasped in amazement, all seeming to be on board with the idea.

"I'd love to! With your speed, we could get it done in a flash," Said Mark.

"All I wanted was for my two best friends to get along. I think it's a wonderful idea," Fluttershy agreed.

"Well, Fluttershy, I've been looking for a chance to meet you ever since Mark first told me about you. A friend of his is a friend of mine. I would be delighted to help," Rarity chimed in.

"If Rarity wants to help, than I'm going to help, too," Declared Gemini. "I can come here and visit you guys, right?"

"Of course!" Mark affirmed. "We're going to build the best clubhouse ever! Let's do this!"

---

The five ponies all got to work, removing all the junk from the tree interior and cleaning up wherever they could, all having a great time talking to each other in the process.

Rainbow was with Mark and Gemini, gushing all about the Wonderbolts and how she wants to join them one day.

"I'm not just going to be a Wonderbolt. I'm going to be a legend! Now that I've performed the Sonic Rainboom, all I need to do is learn to do it on demand, and land in the Wonderbolts hall of fame!" Rainbow insisted confidently.

"You performed a sonic Rainboom?! So that's what happened the day I met Fluttershy!" Mark exclaimed in revelation. "That was you?!

"You're darn right it was! And before you know it, I'll be able to pull it off anytime I want," Rainbow boasted.

"Make sure you don't do it near my house, okay?" Gemini joked, the three sharing a laugh.

Mark also started to introduce himself properly, talking all about how he likes to explore.

"That's pretty neat, Mark. I like your sense of adventure. I had you figured all wrong. You're a thrill seeker, just like me. I thought you were just a nerd... Uh, no offense," Said Rainbow Dash, adding that last part when she realized what she had said.

Mark just chuckled. "None taken. I am kind of a nerd, anyway."

The three laughed away again as they worked.

Gemini ended up talking about his favorite trains, but Rainbow couldn't for the life of her understand any of it. But then the subject came up of his cutie mark and special talent.

"You play the guitar? Awesome," Rainbow said while bumping Gemini with her hoof on his shoulder.

"I just got this brand new acoustic last year. I'm learning so fast," Gemini bragged, smiling and looking over, seeing Rarity and Fluttershy at work, giggling with one another. "I give private concerts to Rarity sometimes. She likes listening to me. You guys want to listen to me play too, right?"

"You kidding me?" Answered Rainbow Dash.

"I'll listen. Just remember me when you're a famous musician, alright?" Mark asked teasingly, nudging Gemini on his side.

Gemini laughed, excited and nervous at the prospect of new friends and audience members. "Thanks, guys. I need to get used to playing for others. It's a lot of pressure."

Together, these three got the work done within the tree, their upbeat attitudes carrying their pace.

The Atlas Files: Entry ◇◇♡B

Today, I have established a group with which I can claim this area as my base. Much work needs to be done, but with our combined efforts, it will be done. This day was quite surprising, to say the least. One of my new allies seemed like she would have been my enemy at first, a territorial dispute brewing between us. Fortunately, the two of us reached common ground, and are now on good terms with one another. And what adventures could we expect are in store for us? In my mind, the sky's the limit.

PS: That goes literally for my new friend.

At the same time, Rarity and Fluttershy were working as well and talking amongst each other, just barely out of earshot.

"So, Fluttershy. I'm curious. Why did you spend so much time with Mark every day?"

Fluttershy grew wide-eyed with a nervous expression. "I... What do you mean? Because... we're friends?"

"I just meant that you spent almost all your time with him and almost none with Rainbow Dash. She's your friend, too, isn't she?" Rarity asked further.

Fluttershy looked away, growing even more nervous. "I... I just... eep!"

"I'm not judging you. I was only asking. Was there a reason for wanting to be with Mark so much over Rainbow Dash?"

Fluttershy looked over at Mark, who was with Gemini and Rainbow. "Well, I wanted to because I... I... um," Fluttershy began to answer before getting tongue-tied, and she started to blush.

"Don't keep me in suspense, darling," Said Rarity, before leaning in and whispering in her ear. "You can tell me. It'll be our little secret."

"It's because I... I... I... l-l-l-luh... luh... like..." Fluttershy stammered, barely able to speak, her blush growing deeper.

"Oh!" Rarity's ears perked up as she realized just what Fluttershy was trying to say. "Oh my, does somepony have a little crush?" She asked, giving Fluttershy a playful smirk.

That made Fluttershy's wings pop right open, a look of deep fear on her face that was as now as bright red as a tomato. "Please don't tell!" She quiet-shouted, her voice a barely audible squeak.

Rarity wrapped her foreleg around Fluttershy and whispered. "My lips are sealed, darling. You have my word."

Fluttershy took a sigh of relief, her heart still pounding but on the way back to normal as she calmed down. "Thank you, Rarity. It's just a little teeny tiny crush, but it's so embarrassing."

"I think it's beautiful," Rarity said rubbing her back soothingly. "And I also think you have good taste. Mark is quite the gentlecolt, isn't he?"

Fluttershy smiled, Rarity's words reassuring her. "He's just so sweet. I can't help it."

"Who knows? Maybe one day, I'll be sewing your wedding dress," Rarity teased.

The blush on Fluttershy's face had come right back.