The Uncanny Penny

Chapter 4

After the fireworks was over, Ruby and Yang went home by themselves. Along the way Ruby explained everything that happened. Yang tried to console Ruby by telling her she did the right thing, but Ruby didn't buy it. Ruby was regretting everything she said to Penny, whether it was true or not. As soon as they got home, Ruby buried herself under her blankets and tried to go to sleep. About an hour later Weiss and Blake arrived.

"So how did it go?" asked Yang.

"It's a long story," said Blake. "We'll explain everything in the morning. How was the carnival?"

"Didn't end on a happy note. Ruby and Penny had a falling out."

"What happened?"

"I'll explain it tomorrow. I think we can all use a good night's sleep tonight."


Gainsboro was pissed. He received a message from Torchwick saying that Torchwick refused to pay for the latest mission going sour. Gainsboro replied that it wasn't Nick's fault Torchwick couldn't handle amateur huntresses and was the one responsible for the failure. Gainsboro wanted to never help Torchwick again, but Torchwick insisted he get helped one last time or else Torchwick would expose Gainsboro's illegal ventures. Gainsboro was trapped; now he was forced to help Torchwick or get busted.

"So what are your orders professor?" asked Nick.

"I'm afraid we'll have to do what Roman says for free," said Gainsboro. "Hopefully since the robbery was a bust, it will lessen everybody's suspicions about us."

There was a knock on the door of Gainsboro's lab. Gainsboro opened the door and saw Penny.

"Model-001, you actually came back on time," said Gainsboro. "So how was this date of yours?"

"It was horrible," moaned Penny.

"It's just as I calculated," said Nick.

"Shut up!" yelled Penny.

"What happened?" asked Gainsboro, quickly losing his patience.

"Ruby, the girl Penny went out on a date with, has rejected Penny's feelings because they are in fact coded in artificial intelligence instead of being genuinely real," explained Nick.

"My feelings ARE real!" said Penny. "I'm real!"

"I really do not have the time for this," said Gainsboro. "Both of you return to your room and shut down."

"Professor, I need you to make changes to me," said Penny.

"What kind of changes?"

"I need you to make me human."

"What do you mean make you human?"

"I need to be able to cry when I'm sad, and to blush when I'm happy, and know what it's like to eat, and have dreams when I sleep. I need...I need to be human!"

Gainsboro sat down and rubbed his temple. Between Torchwick blackmailing him and Penny acting ridiculous, he was starting to get a migraine. Penny continued to stand there with her hands folded, hoping Gainsboro would fulfill her request.

"All right Model-001," said Gainsboro. "I'll begin working on your upgrade tomorrow. It should be ready in two days."

"You'll really fix me that fast?" asked Penny, getting excited that she could be a human soon.

"You'll be fixed all right; because I'll finally get rid of that emotion crap!"

Penny was startled by Gainsboro's last comment. This wasn't what Penny was asking for at all.

"Get rid of my emotions?" asked Penny.

"I knew from day one that giving an android emotions was a mistake," said Gainsboro. "But the President insisted I make one anyway. So I was forced to toil into creating an emotions program within your system. I could have used that time to design more powerful androids, but instead I have to work on some President's pet project!"

Penny was starting to get really upset at Gainsboro. It was evident that Gainsboro didn't care about her feelings, just like Ruby.

"Is that all I am to you?" said Penny. "A pet project?"

"You could have been so much more Penny," lamented Gainsboro. "You could have been another great success like Nick here, but because of those emotions I've programmed into you, you're just a whiny, useless hunk of junk. But don't worry Penny. I'm going to fix all that. Soon you won't have to worry about not being able to cry or eat or dream of electric sheep. I'll have you upgraded into the android you were always supposed to be."

"I am not useless junk!" yelled Penny, enraged at how Gainsboro viewed her. "Nick, help me! Tell the professor why he's wrong!"

"I agree with the professor," said Nick. "While the short term results of your emotional programming have been positive, the long term effects have proven that your design is ultimately flawed compared to mine. A simple upgrade to my style of programming will fix this flaw."

Penny couldn't believe what was happening. Even her own brother, her closest ally, was turning against her. Penny went up to Nick and slapped him as hard as she could. Despite being hit, Nick didn't change his expression.

"How dare you!" screamed Penny. "You think I'm flawed just because I'm upset? That I want to feel like a real person?"

"Yes," said Nick.

"That's enough!" said Gainsboro. "Both of you go to your room now!"

Without hesitating, Penny ran back to her room. She quickly grabbed her backpack containing her swords. As soon as Nick entered the room, Penny started to leave.

"Where are you going?" asked Nick.

"I can't be here anymore!" said Penny. "I'm not going to live with people who think I'm just some broken machine that needs to be fixed!"

"I query that to be a bad idea. You have no other place to go."

"Then I'll wander the entire world until I find one! Goodbye!"

Overhearing Penny's outburst from down the hall, Gainsboro came out of his lab to address Penny.

"Model-001, you are not to leave the premises!" said Gainsboro. Penny ignored Gainsboro and continued on her way to the exit. "Model-001, I am ordering you to come back here right now!"

Penny stopped in her tracks. She turned around and walked up to Gainsboro. Before Gainsboro can say another word, Penny suddenly punched Gainsboro hard in the chest, knocking him to the ground and clutching his chest like he was about to have a heart attack.

"Now you know how I feel," said Penny, turning back around and leaving. Nick stood by and simply observed everything happening. Penny stopped and turned to Nick.

"Don't even think about following me!" said Penny.

"I had no intention," said Nick.

And with that, Penny left Cadet for what she intended to be the last time. Once she was out of sight, Nick helped Gainsboro back up.

"That little bitch," growled Gainsboro. "She's been nothing but an annoyance since the day she was built."

"I must remind you once again professor," said Nick, "Penny is just doing what she was programmed to do. Perhaps if she reaches some kind of cooling off stage, we may be able to upgrade her then."

"At this point it would just be easier to scrap her and rebuild from scratch."

"That is a valid alternative solution, albeit time consuming."


Penny wandered around the dark streets of Vale. She had never been to the city at such a late hour. Whereas the day was bright and full of people to talk to, the night was dark and void of life. It was the perfect atmosphere for the way Penny felt. Being an android who was never meant to leave the lab, she felt alone. She had no family or friends; her "family" consisted of company executives who ordered her, the lab professors who built her, and the androids of the same model.

Then she met Ruby. They had only known each other for about a minute, but Ruby had called Penny her friend. Penny finally had a real friend. They've only met each other a few more times since then, and every time felt like a special occasion. Even if they did nothing more than talk for a few minutes, it made Penny feel joyful to talk to someone who treated Penny like a person instead of a machine. It made Penny want to be with Ruby every chance she got.

That's when she began to get curious about love. She knew of it from the database implanted into her, but didn't understand what it really was. Of course no one in her "family" could tell her, either because they too would only give her the literal definition or saw no point in teaching an android the concept. She knew the only person she could rely on to truly teach her what love was about. That's when she began to put the pieces together. She wanted to be with Ruby constantly; she wanted to make Ruby happy the way Ruby made her happy; Ruby had given Penny's life meaning outside of being an android built for her company's own reasons. It had to mean Penny was in love. Penny didn't want to admit there was a chance Ruby would reject her, but if that were to happen, Penny would try to accept Ruby's reasons.

But she never expected for it to be because she wasn't "real." Hearing Ruby say the words "not real" devastated Penny. It was one thing for her "family" to call her that because that was the way they always treated her, but Ruby was different. Ruby was the one who treated Penny like a real person, helped her make more friends, and showed her how to live. Yet in the end, Ruby thought of Penny just like everyone else did. It didn't matter to Penny how many friends she had anymore; the one she cared for the most admitted she could never love her.

Now Penny was worse off then she started. At first she only felt alone; now she was alone. Her "family" had rejected her for wanting to be real, and Ruby had rejected her for not being real.

Penny decided she had enough wandering for one night and stopped by a bench that would serve as her home for the night. She noticed something under the bench. She bent down and picked up a rag doll. It looked kind of like the one she won at the carnival, only it had a blue dress and black hair. Penny had tossed away her winning doll because it would only remind Penny about Ruby. She lied down on the bench and began talking to the doll.

"Hello there little dolly," said Penny. "Were you abandoned because you're not a real person either? Well don't you worry. Penny will be your friend, and you'll be my new best friend. Won't that be great little dolly?"

Penny shook the doll's head up and down to make it seem that the doll was saying yes.

"I know you're not real, but I won't love you any less for it. Not like my old best friend. I was in love with her and she said she could never love me because I wasn't real like you. Well if she can't love me, then I won't love her. I'll hate her! After all, she broke my heart. She had the nerve to dismiss my feelings just because I wasn't made of flesh and blood, and that I won't grow up into a woman like she will! She doesn't care about how I feel! That's why she..."

Penny suddenly closed her eyes and buried her face in her hands like she was trying to prevent herself from crying, which she couldn't do anyway.

"I can't do it! I can't hate her! Ruby is a sweet person and the closet friend I ever had! How can I possibly hate someone like that? Even when I know she doesn't care about me, I'm still going to love her."

Penny picked up the doll and began to trace her fingers all around it's body. She began to squeeze and bend the doll in different ways. No matter what Penny did, the doll kept smiling.

"Maybe Nick and the professor were right. Having these emotions was a mistake. If I didn't have emotions, I wouldn't have to feel sad and alone. I wouldn't have to feel like there's nothing to live for. I'd be just like you little dolly. You don't have any emotions; you'll always smile no matter what. It doesn't matter what I do or say to you; you'll just smile back like nothing's wrong."

Penny pressed her thumbs against the corners of the doll's mouth, trying to get it to frown, but the stitching didn't make that possible. The doll continued to smile as it was intended to.

"You're smiling like you're happy, but you're not really happy. You don't know the real joy of hanging out with friends, having fun, and falling in love. You were created only for amusement. Then again, apparently I was created for the same thing, and yet they gave me the gift of experiencing genuine happiness."

Penny sat up and looked into the doll's eyes, as if she would find the answer by staring deep enough.

"What should I do? Ruby won't love me the way I love her, but I don't want to turn into just another emotionless machine. I want to smile because I'm happy, and not because I have it stitched across my face. I'm sorry little dolly, but I don't want to be you. I want...I want to be me."

Penny laid down on the bench, turned on her side and tried to go to sleep, but she wasn't tired enough. She then realized she never actually got tired; when it was time for her to "sleep," she would shut down in her pod and be woken up after a set amount of time. Forced to stay awake the whole night, Penny decided to close her eyes and attempt to simulate a dream. In her dream, she and Ruby were getting married, and all their family and friends would be there celebrating.


The next morning, Team RWBY woke up and got dressed quickly so they can discuss what had happened last night; except for Ruby, who tried to go back to sleep the moment she woke up.

"Ruby, we've got important matters to discuss," said Weiss. "It's time to get up."

"I'm not getting up," said Ruby, picking up a pillow and burying her head under it.

"This is serious Ruby," said Weiss, standing up and pulling Ruby's blankets off. "Get up now or I'll drag you out."

"Fine," said Ruby. Ruby dragged herself out of bed and quickly got dressed. The four of them sat on the bottom beds, with Ruby folding her arms and looking away.

"Still upset about last night?" asked Yang.

"Can we please not talk about it?" asked Ruby. "So what happened at the vault last night?"

"Blake and I found the people responsible for the robberies," said Weiss.

"Let me guess," said Yang. "Good ol' Roman Torchwick?"

"But this time he's got backup," said Blake.

"Not the White Fang again I hope," said Yang.

"Worse," said Weiss. "He was being helped by Nick."

"Nick?" said Yang. "You mean Penny's brother?"

"You have to be mistaken," said Ruby, turning to Weiss. "Why would Nick be working for Torchwick?"

"I don't think he was doing it on purpose," said Blake. "His creator was there as well, ordering him to help Torchwick."

"And if Nick is helping out Torchwick," said Weiss, "it could mean Penny is involved as well."

"No!" yelled Ruby, suddenly standing up enraged. "Penny would never do that!"

"Calm down sis!" said Yang. "Weiss was only speculating-"

"What's there to speculate?" asked Ruby. "You think just because Penny and Nick are alike that Penny is going to be a criminal too?"

"Why are you getting upset at me for?" asked Weiss. "I'm just saying if Nick can be commanded to help Torchwick, then Penny-"

"She wouldn't!" said Ruby. "Penny isn't some mindless robot! She's..."

Ruby suddenly ran into the bathroom and closed the door. Weiss got up and knocked on the door calling for Ruby to come back out. With Ruby ignoring Weiss, Weiss turned to the other two members of her team with a befuddled look on her face.

"Am I missing something here?" asked Weiss. "Why is Ruby throwing a fit over Penny?"

"Ruby and Penny's date ended really bad," said Yang.

"What happened?" asked Blake.

"Penny admitted to being in love with Ruby."

"IN love?" asked Weiss.

"Yeah. Even planted a kiss on the lips."

"So how did they have a falling out?" asked Blake.

"Because Ruby told her they couldn't have a relationship, since you know, Penny isn't really a human."

"I see," said Weiss. "Ruby told Penny the truth and Penny couldn't handle it. I don't see why Ruby would be upset about it."

Ruby opened the door. Her eyes puffed with redness from the crying she was doing in the bathroom.

"I'm upset because I ruined Penny's feelings," said Ruby.

"Why? It's not your fault Penny can't comprehend the impossibility of a robot and human falling in love," explained Weiss.

"Whoever said it was impossible?" asked Ruby.

"It's common sense!" said Weiss. "Ruby, Penny isn't real; she's a machine. Nothing more than a computer in the shape of a human."

"You're wrong!" said Ruby. "Penny isn't just a machine!"

"I hate to say it Ruby, but Weiss is right," said Blake. "Penny may act emotional, but that doesn't make her a real person. She can't have that kind of relationship with you."

"Of course she can!" said Ruby.

"If that's what you really believe, then why'd you break up with her in the first place?" demanded Weiss.


Ruby suddenly walked out of their room. Weiss threw her arms up in defeat, no longer having the patience to deal with Ruby.

"Wonderful," said Weiss. "We've got Cadet helping Torchwick gather enough dust to wipe out armies and our leader is too busy crying over a break up."

"I'll go talk to her," said Yang. "I'll call you guys when things have settled down."


Nighttime was a lot longer than Penny had realized. Her simulated dream of her wedding with Ruby was not long enough to last the night, so she wound up simulating an entire life with Ruby. From meeting each other as children and to going to the same schools, to eventually growing old and raising a family. It was a life Penny would have loved to have if not for the fact that she was nothing more than a glorified simulation herself.

Penny continued to roam around Vale with her only friend, the doll she found last night. She passed by the restaurants with people eating and enjoying each others' company; the benches with couples holding each others' hands; the children chasing each other and laughing loudly.

"Look at them little dolly," said Penny. "All the emotions and expressions they make. It's all second nature to them. They don't realize what it's like to be able to enjoy such simple pleasures."

Penny walked into a park with a giant water fountain in the middle. Penny sat by the fountain and grabbed a handful of the water, splashing it straight into her eyes. She then tilted her head up so the water would look to be pouring out of her eyes. "It's just not the same," she muttered.

Penny got up and started walking away, forgetting that she had put her new doll down. One of the kids in the park noticed Penny leaving the doll behind, so she grabbed the doll and ran up to Penny.

"Excuse me miss," said the kid. "You forgot your dolly!"

"Huh?" said Penny, turning around and seeing the kid with her doll. "Oh! Thank you." Penny took the doll and was about to turn back around when something caught her attention. She noticed someone sitting by the fountain, but she could only see their back; they were wearing a red hood. There was only one person Penny knew that wore a red hood like that; it had to be her.

Ruby had not only decided to leave her room, but Beacon entirely. Yang had ran up to her and tried to convince her to come back, but Ruby was too upset to talk about anything relating to Penny and needed to get away. Yang decided to tag along with Ruby until Ruby was ready to come back. Much like Penny, Ruby had spent most of the morning simply walking around Vale and feeling upset about their break up, with Yang trying to make small talk to cheer Ruby up. Ruby and Yang eventually stopped by the park fountain where Ruby sat with her hood on, while Yang decided to get them ice cream. Ruby had been staring at the ground and didn't realize Penny was in the park with her.

Penny wanted to run up to Ruby and talk about what happened, but didn't know how to approach her. There was a mix of emotions Penny was feeling towards Ruby. She was happy to see someone she can talk to, but sad that it was the one who broke her heart, and a bit of anger because of why. Plus she didn't know how Ruby was going to react to seeing Penny again. Would Ruby be happy to see her, or get mad just like when Penny confessed her feelings?

Penny wasn't ready to talk to Ruby yet. Instead she sat on the opposite side of the fountain so she couldn't be seen, but can overhear what Ruby would say. As soon as Penny sat down, Yang sat down next to Ruby and gave Ruby her cone.

"You shouldn't wear your hood like that in this kind of weather," said Yang. Ruby didn't respond, instead just staring at her cone in silence.

"Have you heard what Beacon might have planned for our finals?" asked Yang. "I heard it's going to be so intense it's going to make the initiation look like a cakewalk." Yang looked to see if Ruby was giving any sort of response, but continued to get the silent treatment.

"Really not in the mood for talking huh?" asked Yang. "Gonna at least eat your cone?"

"Last night at the carnival," said Ruby, "I nearly offered Penny some cotton candy. I stopped myself at the last second because Penny couldn't eat even if she wanted to."

Yang was surprised Ruby finally started talking, and about Penny no less.

"Ready to talk about what happened?" asked Yang.

"What's there more to say?" asked Ruby. "I already told you everything that happened."

"Not about last night," said Yang. "About this morning's sudden outburst. So you think Penny is real after all?"

"No," said Ruby. "Weiss and Blake were right. Heck, I'm the one who said those things to Penny herself."

"So then why the sudden change of heart?"

"Because this is all my fault. I made it sound like it was okay for anyone to be in love with anybody they wanted to. I'm the one who planted the idea of being in love into her and leading her on. If I had explained the truth earlier maybe she wouldn't have been so upset, but instead I wait to tell her right after she bears her true feelings."

Penny was feeling justified for her actions. It was Ruby who taught Penny everything she knew about love, and as Penny suspected, Ruby had taught her wrong. It wasn't Penny's fault she fell in love with Ruby. She wondered how Ruby was going to make this up to her.

"I need to find Penny and apologize," said Ruby.

"Then what?" asked Yang. "It won't change the fact you and Penny can't be together."

"I'll just lie to her then," said Ruby. "I'll take back everything I said about her not being real."

"You honestly think that's going to make things better?" asked Yang. "Being in a relationship you know is completely fake?"

"But at least she'll be happy for a while."

Penny was shocked, yet excited. She was finally going to have the relationship she wanted. Her and Ruby were going to become lovers.

Yang felt the complete opposite. Yang stood up, pulled off Ruby's hood and grabbed her by the shoulders, causing Ruby to look up and see the disgusted look on Yang's face.

"I'm not going to allow that," said Yang. "Not to be the overbearing older sibling here, but I'm not going to let Penny put you in an abusive relationship like that."

"What do you mean abusive?" asked Ruby. Penny was thinking the same question.

"Look at yourself!" said Yang. "Penny runs away and causes a scene, and suddenly you act apologetic and take the blame for it. Let's pretend for a moment that Penny was in fact a human being, and you still decided that you didn't want to be in that kind of relationship with her. What do you think Penny would do? Ends things amicably, or run away and cry like a child?"

"I don't know," said Ruby.

"Relationships are two-way streets Ruby," said Yang. "If Penny wants to act like a real human being, she needs to accept the truth that the two of you aren't going to be an item and get over it."

Penny felt insulted by Yang calling her child. She wanted to yell at Yang and tell her she wouldn't do that, except there was one problem: She did run away and cry - or would have cried if given the ability. Penny was just as unsure as Ruby.

That's when Penny realized how selfish she was. All this time Penny had only cared about how she felt. She never considered Ruby's feelings. If Penny was really in love with Ruby like she claimed to be, Penny would accept Ruby's decision no matter what. But when Ruby said something Penny didn't want to hear, Penny ran away and played victim. Now here was Ruby willing to let Penny feel better at the expense of lying to herself. Penny was wrong; just because Ruby wasn't in love with Penny didn't mean Ruby didn't care about Penny's feelings. Penny wanted - no, needed - to go up to Ruby and apologize.

As Yang was waiting for a response from Ruby, her scroll started beeping. Yang pulled out her scroll and saw she was getting a call from Weiss.


"Has Ruby gotten over Penny yet?" asked Weiss.

"Not quite," said Yang.

"For the love of...look, Blake and I might know where Torchwick is going to take the dust."

"How can he? Everything connecting to outside of Vale has been completely cut off."

"Not everything. Vale is leaving its ports open to continue trading amongst the other kingdoms."

"Of course," said Yang. "So now what do we do? Meet at the docks and stop him ourselves?"

"I'm not sure we have what it takes to stop him."

"Why not? It's just Torchwick we're dealing with."

"It's not him I'm worried about. It's Nick."

"What about Nick?"

Penny was going over in her mind what she was going to say to Ruby when she suddenly heard Yang talking about Nick. Curious, Penny focused on Yang's conversation.

"Blake and I saw a part of what he's capable of," said Weiss. "If he shows up with Torchwick at the docks, we don't stand a chance against him; even worse if Penny is there as well."

"All right. We'll meet up with you guys and come up with a plan." Yang hung up.

"What's going on?" asked Ruby.

"Weiss thinks Torchwick is going to transfer all the stolen dust via ship, and Nick may be there to help him again."

Nick helping transfer stolen dust? Penny didn't know what Yang was talking about, but it didn't sound like something Nick should be doing.

"Yang? Do you really think Penny would be involved in this?" asked Ruby.

"Penny may be an overemotional android, but I think even she knows the difference between right and wrong. Ready to head back?" asked Yang.

"Let's go," said Ruby.

As soon as Ruby and Yang left, Penny got up and decided to head back to Cadet's headquarters instead. There were more important matters she needed to take care of now.


Nick was in the weapons testing area, practicing his techniques against other robots as Gainsboro looked on. As usual, Nick had completed his training with ease.

"Another perfect run Nick," said Gainsboro. "We might have to start using Grimm instead."

"Considering these robots do not provide a hard enough challenge," said Nick, "I query that may be the case."

As Nick was putting his swords away, he suddenly started receiving a transmission. Strange, he thought. Who could be trying to contact him now? Nevertheless, he answered the call.

"Hello? ...Oh, hello Penny."

"Penny?" asked Gainsboro. He was still mad about Penny's walkout last night. He was also still feeling the punch that Penny delivered before leaving.

"Okay, I'll tell him," said Nick. "Professor Gainsboro, Penny has returned and is waiting for you in the lab."

Gainsboro headed to his lab, wondering why Penny had decided to come back. He doubted Penny suddenly decided to make a 180 and accept her role as a weaponized android. Gainsboro arrived at his lab and sure enough, there was Penny waiting for him.

"What the hell are you doing back here Model-001?" asked Gainsboro, not even hiding the fact he was not happy to see her.

"Professor Gainsboro, I apologize for my earlier behavior," said Penny, bowing her head in shame. "I was letting my emotions get the best of me. I assure you it will not happen again."

"And what makes me believe that it won't?"

"Professor, I ask of you to please remove any traces of my emotional coding."

"Am I hearing this right? You honestly want me to remove the emotions program?"

"I do not want to be a burden on you or the company any further. I want to become an android you can be proud of like Nick."

"I have to say Model-001, this is quite the turnaround. Nonetheless, I'm glad that you eventually realized what's best for you. I'll begin the upgrade design tomorrow."

"Thank you professor."

A moment later, Nick had entered the lab to see Penny as well.

"Welcome back Penny," said Nick. "For what reason have you returned?"

"Good news Nick," said Gainsboro. "Penny here has decided to accept her upgrade."

"As I've calculated, Penny simply needed to cool off from her emotions before coming to her senses. It's good to have you back Penny."

"I'm glad to be back," said Penny. "I cannot wait to receive my upgrade. Perhaps I'll start surpassing you in combat."

"I query that to be unlikely," said Nick. "You are a capable fighter, but I calculate my abilities still surpass yours by a considerable margin."

"Let's find out," said Gainsboro. "Penny, come with me to the training area."

"If it's all right with you professor," said Penny, "I'd rather shut down early for tonight."

"Not a problem," said Gainsboro. "Good night then."

Penny bowed to Gainsboro and went to her room.

"Now that Penny has come to her senses, this gives me an idea," said Gainsboro.

"An idea for what professor?" asked Nick.

"Torchwick wants to blackmail us into doing his bidding, yet it's clear we outmatch him in power. He knows about you, but doesn't know about Penny. Perhaps we can use that to our advantage."

"Are you sure it's wise to use Penny pre-upgrade? Her emotions may cause her to act out again."

"I'll program a temporary subroutine to keep her at bay for now. Speaking of Torchwick, let's see if he has any more demands."

Gainsboro reached into his pocket to pull out his scroll, but it wasn't there. Gainsboro checked his other pockets and realized he didn't have his scroll on him.

"Where's my scroll?" asked Gainsboro.

"Have you lost your scroll professor?" asked Nick.

"It seems so. I could have sworn I had it on me. Check the training area, I'll search the other labs."

After searching for about an hour, Gainsboro still couldn't find his scroll. Gainsboro decided to look for it tomorrow morning and went to work on Penny's reprogramming. Nick retired to his room where Penny was in her pod, already shut down.

"Even though I am not programmed to care about you," said Nick, "it's nice to see you here again Penny. Good night."

Nick entered his pod and shut down. After a half hour, Penny opened her eyes and took out Gainsboro's scroll. She couldn't believe her plan worked. While Gainsboro was talking to Nick, Penny had quickly snatched Gainsboro's scroll from his pocket, and then faked being shut down so nobody would suspect what she was doing.

She reached behind her neck and pulled out a cable, connecting herself to the scroll. She began to access all the data inside the scroll, including deleted files. She discovered the messages between Gainsboro and Torchwick, the bribes that Gainsboro accepted, and the details of the dust robberies he had Nick commit. As she continued accessing all of Gainsboro's secrets, a new message from Roman Torchwick arrived. She played the message.

"Hey Gainsboro, it's your favorite customer," said Torchwick in fake, cheery voice. "Tomorrow me and the boys are going to start packing up our huge arsenal of dust and start exporting it through the docks. There's quite a lot of it here, so I'm going to need you, Nick, and maybe a few of those other robots Cadet has lying around to make things go a bit quicker. I'll be sending you the coordinates. See you there!"

After the message played, Penny received the coordinates to where Torchwick was keeping the dust. She recorded all the data, then unhooked herself from the scroll and got out of her pod. She went over to Nick's pod and activated the emergency wake up call. Nick woke up and turned to Penny.

"What's wrong Penny?" asked Nick.

"We need to talk Nick," said Penny.

"About what?"

"Has professor Gainsboro been using you to rob dust?"

"I'm afraid that's classified information."

"Don't lie to me Nick!"

"I'm not lying. I am simply withholding information."

"Look Nick, I know what Gainsboro is up to! Don't you realize what you've been doing is wrong?"

"What does it matter if it's wrong? I am simply doing what I'm programmed to do."

"Because you're not supposed to do the wrong thing! Nick, we need to return the stolen dust!"

"We need to do no such thing. I have my orders and I will follow them. You'd best do the same."

"If you're not going to help me, then maybe I'll have to go to the police!"

"I query that to be a terrible decision."

"Why? Because you'll get in trouble?"

"Because you will get all of Cadet in trouble. If you reveal what this company has been up to, it could lead to serious consequences to everyone involved. Consequences including the possible termination of all the machines, including you and I."

"You're bluffing!"

"I was not programmed to bluff Penny. If you do not want to believe me, go ahead and tell the authorities; then you can witness my calculations firsthand, much like you did on your failed date with Ruby."

Penny wanted to sock Nick for that comment, but he was right. If Penny went to the authorities to reveal Gainsboro's schemes, the entire company could suffer along with her.

"Will that be all?" asked Nick.

"That will be all," replied Penny. Nick closed his pod and returned to his shut down state. Penny entered her pod and tried to think of who to turn to for help. There was one person she had in mind, but wasn't sure if she wanted to confront her in person.

Penny reached into her pocket and pulled out the doll she still had from earlier in the day.

"I'm going to need your help little dolly."


The next day, Gainsboro entered his lab and noticed his scroll by one of the computer terminals; he didn't know how he missed finding it the first time. He checked his scroll and saw the message from Torchwick.

"I'll give you robots all right," said Gainsboro. "Exactly two to turn you back into dust."

Gainsboro called for Nick and Penny to come to his lab. Nick arrived, but Penny did not.

"Nick, where's Penny?" asked Gainsboro.

"Last time I saw her she was in our room," said Nick. "I was certain she had shut down after I did."

Gainsboro went to Nick and Penny's room and went to Penny's pod, only to find it empty. Just when Gainsboro thought Penny was finally falling in line, she was pulling off one of her disappearing acts again.

"Nick, contact Penny and ask her where the hell she is!" said Gainsboro.


Earlier that morning, Team RWBY were still asleep when there was a loud banging on their door. The four of them woke up tired and annoyed.

"Somebody wanna get that?" asked Yang.

"I'll get it," said Ruby. Ruby jumped out of bed and opened the door, only to find nobody there. "I swear to Grimm if this was a prank..."

She went out to the hall and looked around. Near her team's door she noticed something on the floor. Ruby looked down and saw a rag doll holding a folded piece of paper. Ruby picked up the doll and unfolded the note, reading the message inside:

"The dust is being stored at coordinates (11.05, 7.05). The meeting will take place tonight."

"Guys?" said Ruby. "I think I know where the stolen dust is."

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