It was late morning as Rainbow Dash tried to rub the sleep out of her eyes without success.

She’d just rode her blue penny board over to the Liberal Arts building from the dorms after waking up to realize she’d slept through her alarm.

Naturally, when one got up at four in the morning to workout and do math homework, exhaustion was a given. Taking a nap afterward had felt like a natural thing to do.

Great idea, hotshot.

She’d told Fluttershy she would show up. She couldn't just bail, it wasn’t like her to leave friends hanging.

Maybe I’ll get lucky and the class was cancelled? Then I won’t make a scene, and I’ll technically keep my promise!

As she came to the doors to the lecture hall, she could hear the Psychology professor, Dr. Axon, speaking to the class. Rainbow Dash palmed her face.

Horseapples.

With a bracing breath, she turned the handle to the door. It wasn’t locked, which was a small relief, considering some teachers locked tardy students out. Still, that meant that Rainbow was now going to have to disrupt the class to get inside and have all eyes on her.

Heeeeere we go. Fashionably late, like Rarity likes to say. Just grin like you totally meant to do it.

Donning a rakish smile, Rainbow pulled the door back and slipped through the opening. As she crossed the threshold, the professor’s lecture became intelligible.

“The codependent strives to overcome the core belief that they are unworthy and unlovable by working hard to earn love from another. The more a codependent feels they are being denied acceptance, the harder they—” Dr. Axon broke off as he spotted Rainbow Dash trying to sneak up the side stairs to the top seats, his tall slim form turning to regard her with theatric-level exasperation.

His gray eyes narrowed and he scowled, his neat black goatee only adding to his intimidating appearance. “Oh ho! The venerable Rainbow Dash has decided to join us! What an auspicious occasion.”

Rainbow flinched and waved as the class looked at her. “Don’t mind me, Teach. I’ll just take my seat and—”

“See me after class, please.” His words were great stones that crushed any lingering desires for wit and flare.

There were scattered snickers as her stomach sank.

That doesn’t sound good.

Dr. Axon resumed his lecture as if the interruption hadn’t happened.

With her cocky attitude successfully squashed, Rainbow frantically scanned the theater seats for a familiar head of pink hair. She eventually spotted Fluttershy in the very top row.

She was doing her utmost best to flag Rainbow down without actually doing anything to draw any attention to herself. The athlete just managed to refrain from an eye roll as she went to sit next to her friend.

“Hey,” Fluttershy whispered as she neared.

“Hey,” Rainbow muttered back. She sank in the vacant seat next to her friend and propped her head upon her fist. “So what am I going to pretend to listen to for the next twenty minutes?”

“He’s doing an overview of dysfunctional relationships.”

Rainbow Dash grimaced. “Lame,” she said, half tempted to plant her face on the desk.

Fluttershy only shrugged, her attention returning to the front of the class. Rainbow looked forward too, though as she propped her feet up on the back of the empty seat in front of her, she thought she could feel her friend’s eyes on her again.

Axon changed the slide on the projector screen with the push of a small remote. The image switched from a person pushing a giant boulder up a hill, to a word and its definition.

“Now, an emotional manipulator is anyone who engages in behavior meant to change the attitude or behavior of another person or group of people by using subversive, deceptive, and abusive means,” the professor said to the class.

The slide changed to a split drawing. On one side, was a little girl could be seen taking a bottle of liquor from her passed out father’s hand, a wedding ring glinting on his finger. On the other, the girl was grown up and with a black eye, wilting under the verbal barrage from a different angry man gripping a beer bottle. A wedding ring was conspicuous on his hand as well.

“Codependents are drawn to manipulators for love and validation because they are taught to do so at a young age. They’re practically addicted to it. Even when the relationship frustrates or hurts them, they will always return with some excuse or justification as to why they ‘need’ to stay.”

Rainbow’s eyes began to get heavy as the lecture continued. Axon’s flat voice didn’t help. The words became harder and harder to follow along with, and they broke apart in the sieve of her consciousness. As her eyes closed, the last thing she understood Axon say was—

“Some codependents evolve to become emotional manipulators themselves…”

---

Rainbow Dash felt something poke her cheek. She choked back a snore and her eyes shot open as she tried to make sense of where she was. Her gaze fell on a pair of familiar blue eyes framed by pink hair.

Fluttershy was still seated next to her in the lecture hall, but she had her books and notes packed up in her bag and looked ready to leave. The room was alive with the sounds of students gathering their things, moving around, and talking.

Rainbow Dash dug the heels of her palms into her eyes. She dropped them to look around blearily before asking, “Class just ended?”

“Yes, Rainbow,” Fluttershy answered.

“Did… Did Professor Axon ask me to—”

“Stay?”

Rainbow Dash raised her eyebrows. “Well, did he?”

Her friend bit her lip and looked down as she nodded.

The athlete groaned. “That's just great. I was kind of hoping that was a dream or he’d forget.”

“I can wait for you outside if you like.”

Rainbow Dash rubbed the back of her head. “Nah, you don’t have to… I was a pretty lame classroom buddy today. My bad.”

Fluttershy spared a small, closed mouth smile that struck Rainbow as sweet. Ridiculously so.

“It’s okay,” Shy said as she shrugged one shoulder. “It was still nice having you here.”

The classroom was near empty now. Rainbow Dash jerked her head, feeling uncomfortable all of a sudden. “You should get going.”

Her friend stood, looking hesitant to go. “I don’t have any lectures after this, and my co-op at the animal hospital doesn’t start for another two hours. I can wait a little…”

Rainbow smirked. “Sure, that's cool. Hopefully, Axon isn’t going to keep me for too long. Maybe we can grab some lunch?”

Fluttershy’s smile broadened. “I’d like that.”

They waved to each other as she left down the stairs. The animal lover passed Professor Axon on the steps and ducked her head, hurrying her pace. Rainbow Dash stood as the man approached, but consciously made the effort of keeping her smirk there.

“Rainbow Dash, captain of Everfree’s women’s soccer team,” Axon said flatly. He had a manilla folder in his right hand.

“Axon, professor of psych, and stater of the obvious,” Rainbow Dash returned. Her smirk gained more of a tilt as she cocked a hip. “Sup?”

“Cute.”

He held up the folder. “This is your file on the assignments for the class so far. We’ve had all of two take-homes, one short quiz, and one in-class activity.”

“Busy for a lecture class, don’cha think?”

“Some professors are content to drone to their students. Me? I like to keep them on their toes.”

He turned the folder to the side, showing it was very thin. “Are you seeing the problem here?”

Rainbow Dash scratched her head. “Umm… Your filing system still has yet to go green?”

A chuckle escaped him at that, but it was short and rough. He shook his head.

“Rainbow, your file is practically empty.”

He opened the folder and held up what looked like an attendance sheet. “One-fourth of the course grade is simply showing up. And you haven’t even been managing that much.”

Rainbow didn’t like where this was going. She tried to swallow down the tension that was forming in her throat and said, “Coach told me he’d talk to you. Did he?”

Axon nodded. “He did. Got in touch late last night, in fact.”

“He did?”

Rainbow pulled her phone from her pocket and was horrified to see that her alarm hadn’t been the only thing she’d slept through this morning. In her haste to get to class, she hadn’t paused to really check the device. She scrolled past the missed calls on her phone’s history with increasing uneasiness.

Stupid nap! Why do I have to be such a heavy sleeper!?

Rainbow tried to keep her voice calm as she asked, “All right. So what did you say to him?”

“I said, ‘I don’t care if she’s the captain of the soccer team. If she isn’t even meeting the minimum requirements, then I’m not going to let her stay in my class.’”

“H-hold up. You said what!?”

“Right now, your complete and utter lack of participation has resulted in a zero. As per the school’s policies, I cannot let you take partial credit for a course you aren’t even attending.”

Rainbow Dash’s eyes went wide.

“You’re kicking me out? But they’ll take my scholarship away if I lose full-time enrollment status!”

Axon held up his hands.

“You’re right! But you aren’t the first student-athlete I’ve had in my class. However, you just might be the first one I kick out. No one has snubbed this course so bad before, and I don’t feel like I ask a lot in return. The other athletes at least bother to show up.”

“This is crazy!” Rainbow Dash’s voice cracked. Her body flushed with heat, the muscles tightening as the panic seized her heart and squeezed.

“Do you have any idea what this will do to me? Do you? My father is an alumni of this school! He’s donated thousands of dollars! He made Everfree national champions! What will people say if his daughter has to drop out!?”

Axon sighed, putting his hands on his hips. “Rainbow Dash—”

Rainbow sat hard in her seat. “Oh man. He’ll kill me.”

“Rainbow—“

“My dad is going to kill me—!”

“Rainbow!”

She looked up at the professor wildly. Uneven gasps rattled past her dry lips.

Axon knelt down, his face tight. His dark gray eyes had gained a keen edge, becoming bright and full with surprise, but also shrewd and studious as they took in her features.

“Listen to me. You might be the first one I kick out, but for the moment, myself, the head of the department, and the university dean want to offer you a second chance.”

Rainbow Dash stared at him. “A s-second chance?”

“Yes.”

Her eyes narrowed. “What kind of ‘second chance’?”

Axon stood back up, one hand in his pocket, the other tapping her folder against his chest.

“I want you to show me you understand this class and its material. To that end, I want a fifteen-page report along with a thirty-minute presentation covering as much as you can on what I’ve taught so far. To get you back on track with this class, you’d have to score the equivalent of a B-plus at minimum.”

Rainbow Dash felt the color drain from her face.

“I’ll give you a month to get it done," he continued. "Download past lectures. Those will show you where we are in the textbook. Also, ask a classmate for notes if you can. Whatever you do, I want you to get creative on what you talk about. Ultimately, what I need to see is you demonstrating a real knowledge of the subject instead of just reading words off a card. In addition, you can’t skip out on my lectures anymore. If you pass this thing, I want you to be able to pick up where everyone else is.”

She gazed at Axon as though he had turned into a monster hell-bent on her destruction.

The man patted her on the shoulder, his lips pursed. “That’s what I can do for you, Rainbow. If you have a question, email me. You can do this...if you try.”

His piece said, Professor Axon turned and walked away, leaving Rainbow alone to process her situation

Rainbow Dash didn’t move from her seat.

I can’t believe he’s asking me to do this. There’s NO way I can pull this off! Not with the championships coming up. Does he even know how busy I already am?

She put her head between her knees and fought to slow her breathing.

Between my other classes, soccer practice, and my dad, how can I possibly—?

“Oh, and Rainbow Dash?” she heard Axon call from the front of the lecture hall.

She sat up reluctantly.

He smiled at her, his messenger bag on his shoulder, and his coat on his other arm.

“Aren’t you friends with the quiet, pink-haired girl? Fluttershy?” He winked at her as he made for the exit. “Thought you should know, she’s top of the class so far.”

Rainbow’s brain took a moment to process that, long after the doors to the lecture hall closed.

Fluttershy is…the top student of the class?

She could feel a solution in there somewhere. It was bigger than just getting Fluttershy to help her with the project. Rainbow Dash wasn’t sure she could even do the project in the most rudimentary sense, so she doubted even a thousand eggheads helping her would get her a passing grade.

No, she needed quality work. She needed to eliminate the need for a safety net entirely. How could Fluttershy help do that?

If I got Fluttershy to do my project for me…

She felt ashamed just to think of it, but there it was. When Rainbow thought of the alternatives—of losing her scholarship, losing the right to play soccer, and even losing her father—she couldn’t completely dispel the reprehensible idea. In fact, it grew in her mind with alarming speed, making her fidget in her seat as if she could act on it right then and there.

With a grimace, Rainbow Dash wondered next, How could I get Fluttershy to even do that for me? We’re friends, but we aren’t friends like that. I’d have to dangle a carrot in front of her. Something she really, really wants—

And then it hit her, in all its terrible glory.

Rainbow Dash covered her face in her hands, the simultaneous revulsion and desperation making her feel empty and sick.

She tried, weakly, to talk herself out of it. But then it occurred to her that she was already at the point where no other course seemed even possible. All she could see was her father turning his back and walking away.

You ungrateful loser, he would say.

That was just her imagining what Blaze would do. But the reality was far worse. Had been worse.

On the day her mother had left them, Rainbow Dash had cried for hours.

You’re pathetic! Blaze snapped at her. Even so, his eyes were just as red and swollen, though his breath smelled of beer. Your mother doesn’t want you, so why are you crying for her? Get your cleats. We’re gonna sweat the tears right out of you! Winners don’t cry like babies.

She had been nine years old and he’d only gotten harsher over the years.

What would he say now? What would he do now?

Any alternatives closed themselves to her at that moment. She would not lose another parent. She would not be a failure. Her path seemed clear.

I can get Fluttershy to do the project for me, because I have something she really wants.

Rainbow Dash dropped her hands, her expression weary.

That’s me.

---

Fluttershy leaned against the wall just outside of the lecture hall, her backpack at her feet. Her eyes glazed over as she let her thoughts carry off in whimsical directions, like a butterfly dancing in the wind.

She thought about Star Weld, and how worried she was for him. He was carrying a weight, one that he wasn’t willing to share with her. She hated thinking that at this point in her life, she couldn’t help him share the burdens—that she might even be among his burdens.

It made her anxious and sad. The self-loathing and ambition mixed dizzyingly in her heart; a potent need to become something more than she had ever been.

A door slammed somewhere down the hall, making her jump, and her thoughts followed suit, startled like that theoretical butterfly changing its course to move in concert with the world’s breath.

Rainbow Dash.

It had surprised Fluttershy to see the athlete show up at class. When the clock had ticked past twenty minutes from the start of the lecture, she had assumed that something of import had delayed her friend. It was also possible that Rainbow Dash had slept in. She was a notorious fan of sleeping.

But when Rainbow had come into the class, so casual and confident, Fluttershy’s heart had sped up.

That devil-may-care grin on Rainbow’s face, her colorful windswept hair, the light flush on her cheeks from riding her penny board across campus… Did she know how alluring she could be?

What am I thinking? Of course she does. Fluttershy thought with a pout. This is the same person who wrote a song about how awesome she is.

She sighed a little.

It’s true, though. She’s awesome. And cool. And sexy…

Fluttershy wished, not for the first time, that she could somehow be Rainbow Dash’s equal. She felt so plain in comparison to her skilled and daring friend.

Rainbow was so sure of herself, that Shy doubted the athlete ever second-guessed her path in life. She seemed destined to excel in sports.

Students on campus spoke of Rainbow with stars in their eyes. Everyone knew that the Everfree Dragons were on their way to the national women’s soccer championships.

“Fluttershy?” Rainbow Dash’s voice pierced her thoughts.

She looked up to see Rainbow gazing at her in a way that she couldn’t recall the other girl ever doing in the past. It was appraising. And yet…something was off in the light of her eyes. A glistening there, like she’d been holding back tears and had just blinked them away.

The latter detail would have been alarming on its own for Fluttershy, who stood from the wall with a look of fresh concern. But there was one more thing...a tension. It was in her friend's shoulders--like Rainbow Dash was about to get into a fight, and she wasn’t sure she was going to win.

“Rainbow Dash! What’s wrong?” Fluttershy asked.

Rainbow Dash swallowed hard, her eyes casting down at her sneakers.

“Nah, nothing’s wrong." A small pause. "Well, okay, that’s not true. But that could change...with some help.”

Fluttershy took a step forward, her arms wrapping around her stomach in an attempt to quell her growing anxiety.

It wasn’t the idea of helping, so much as the idea that Rainbow was in trouble. Few things could worry Fluttershy more than seeing her friends in need.

“You need help? With what?” she asked.

When her friend failed to respond, Shy dared to step closer, to better catch Rainbow’s gaze with her own.

“Rainbow Dash, I can’t help you unless you tell me.”

Rainbow Dash stared at her—no—through her, for a long moment. Then she grinned sheepishly, her hands shoving into her pockets.

“Yeeeah… All right, I’ll tell you. Fluttershy, I have a huge Psychology project due in a month on all the material we’ve covered so far."

"Wh-what!? I don't remember him telling us—"

"I'm the only one who has to do it. It's to make up for all the time I skipped. I have to pass it, or I'm going to be in deep trouble."

Rainbow's head turned a fraction to the side. "I hear you’re at the top of the class at the moment.”

Fluttershy’s eyebrows shot high. “I am?”

“Yep.”

“But we’re still so early in the semester!”

“Go figure. Look, what I’m getting at is—“ Rainbow Dash rocked back onto her heels and hitched her shoulders up. With a grimace, she asked, “D’ya think you could help me with the project? I’d owe you big!”

Fluttershy chewed on the corner of her lip, her gaze dropping.

Can I do it? I’m pretty busy myself, what with my job and my pre-vet classes…

She looked back up at Rainbow only to realize with a start that her friend had taken a step closer.

Only a few inches kept them apart now. The athlete’s brow wrinkled and her lip pouted in a fantastically effective puppy dog look.

“Please, Shy? I… I need you,” she begged quietly.

Fluttershy’s eyes went wide and her heart hammered in her chest.

Did she say...need? She can’t have… No, I must have heard her wrong!

Rainbow Dash could only hold her gaze for so long. The athlete turned her face again, this time a light blush on her cheeks. She rubbed the back of her neck and heaved out a heavy sigh.

For just a brief moment, a dark snarl passed her features, before being swallowed once again by that desperate, vulnerable expression.

Fluttershy stared, wondering if what she saw had just been in her head.

At her prolonged silence, Rainbow looked at her again, considerably more fear in her eyes.

“Fluttershy. Please?” she murmured. Her deep, scratchy voice was husky from barely restrained emotion.

That did it.

Fluttershy reached out and gently grasped her friend’s shoulders.

“I’ll help you, Rainbow Dash. Forgive me for hesitating. I just wanted to make sure I wasn’t promising something I couldn’t give you!”

Rainbow Dash’s face split into the biggest grin and she let out a loud whoop, which was followed by the most breathtaking hug Fluttershy had ever received—and she’d caught plenty from Pinkie Pie’s surprisingly strong arms before.

Rainbow even lifted her up bodily in the air and spun around the hallway, causing Angel to squeal in protest in Fluttershy’s backpack.

She squeaked as she felt her friend’s arms around her torso, so tight, their bodies sharing warmth for those precious few seconds before she was set down again.

Rainbow’s grin did not abate, even as Fluttershy bowed her head to hide the intense blush that swept over her.

“Thanks, Fluttershy! Omigosh, you have no idea how much this helps. I’ll make it up to you, I swear, dude. I swear!”

Fluttershy could only shake her head in a weak attempt to communicate that recompense was not necessary.

Just being near you is enough.

“Okay, so how about we try and get an early start? What time do you get off today? Can you even do today? Please say you can!”

Fluttershy’s head jerked up, her eyes fluttering as she thought of a response.

That’s a good question. Am I available today? Oh Fluttershy, why don’t you think these things through?

After some consideration, she said, “I— Y-yes. I should be free by eight tonight.” She winced when the words left her mouth.

That’s only right when you get off work! You’ll be late! Say something!

Rainbow grinned and gave a thumbs-up before she pulled her penny board from out of her open backpack.

“Awesome! So then I’ll meet you at the Freenote Library, close to this building. That cool with you? You know where it is, right?” She was already backpedaling down the hallway.

Fluttershy managed a jerky nod. “Y-yeah! I—“

“Sweet! Hey, I gotta catch you later, Shy. I need to let the coach know that I’m doing this since it might affect my responsibilities to the team. Raincheck on lunch, m’kay? See ya!”

Fluttershy stared, flabbergasted as Rainbow Dash ran down the hall and rounded the corner, out of sight.

What… What have I gotten myself into?

Next Chapter: Chapter 4 (2020 3rd Draft Edit) Estimated time remaining: 15 Hours, 34 Minutes