It was three in the morning, and there was nothing to do.

Rippen had decided to go to bed after he revealed that Penn was was, in fact, not a ghost. Leaving the deceased(?) teenager alone with his thoughts. Penn missed being able to sleep, because then he wouldn't have to think about his problems.

He was curled up on Rippen's couch. His legs tucked up against his chest with his arms wrapped around his knees. Penn stared at the opposite wall, his eyebrows knitted together in deep thought. What was he if he wasn't a ghost? Why had he been acting strange the day he died? What was happening to him? There were so many questions with no answers. Nothing was adding up, no matter what theory Penn's mind provided. He sighed in frustration and ran a hand through his hair. Normally that would have been the time Boone spit balled his own thoughts and ideas that were always so silly. Penn was sure Boone did that half the time just to make him feel better. Then his ideas would be shot down by Sashi who would come in with a more violent and direct approach to the situation.

But Boone wasn't there to give him crazy ideas. Sashi wasn't there to criticize Boone and put her own crazy ideas on the table.

It was three in the morning, and Penn was all alone. Well, not completely alone.

Penn turned his head and leaned over to look down the hall at Rippen's bedroom door. From where he sat, he couldn't see the villain but Rippen's snoring was very distinct in the quiet atmosphere of the apartment. He stared at the door for a while before turning back to stare at the wall, a small sigh escaping his lips.

"Come on Zero, think… Why weren't you fighting back? What was keeping you from stopping Rippen? You have to remember!" Penn pulled at his hair frustratingly as he tried to wrack his brain for answers. All he remembered of that day was waking up and his MUHU started ringing. After that his memory was nothing but fuzzy images and blank spots. The only other thing he remembered was a few moments before he died...

Penn's side felt like it was burning as the monster's claws ripped through his skin. The boy couldn't keep himself from letting out a large scream. His voice cracked when the monster punched his face, causing him to fly backwards.

"What's the matter boy?" Penn heard Rippen's voice echo down from the platform above "Too weak to fight a single monster?"

Penn bit his lip and struggled to get up; his side greatly protested against him moving, but he had to! He had to get up, he had to stop Rippen. The countdown clock was almost at zero, he was running out of time! He couldn't keep his mind focused though, something kept distracting him. Something that made him too upset with worry and fear; twisting his stomach into knots as the train of thought seemed to get worse.

He looked up when he noticed a shadow fall over him. The monster loomed over him, growling through bared teeth. Penn tried to back away but felt his back hit a wall. The large beast raised it's claw, getting ready to make the final blow.

000:000:003…

Penn heard Sashi scream his name from the other side of the room. Followed by the footsteps of his friends rushing to help him.

000:000:002…

He saw his friends get blocked by another large monster, preventing them from reaching him.

000:000:001…

Rippen's laughter was loud in Penn's ears as he celebrated his victory.

000:000:000…

The monster's claw came down and ripped at Penn's chest. His scream was cut off by a bright blue light and then-

Nothing. Penn couldn't remember anything after that. He sighed and rested his forehead against his knees. What happened to him? After that, Penn could remember waking up in a black nothingness with a distant blue light that had been rapidly fading. He remembered that he had to get to that light before it vanished, so he had started to run. However the more he moved, the more cold and sluggish he felt. He remembered tripping over his own feet as he tried desperately to reach the light before it faded, but he couldn't. The second the light disappeared, it was like winter had arrived in that dark place. It had grown unbearably cold, slicing through his usually warm long sleeved shirt.

He wasn't sure how long he had been in that place at first, but it felt like forever. No matter how hard he tried he couldn't find anything or anyone to help him. He remembered screaming out his friends' names, he even tried calling for his parents for some reason. Just as he was going to give up hope and resign himself to the bitter cold, the light returned. That time he was able to reach it before it vanished and he had found himself in-

Penn paused, his thoughts coming to a grinding halt when he realized something. He slapped himself on the forehead, quietly asking himself why he hadn't remembered it sooner. Penn shot up from the couch and floated over to Rippen's desk. He grabbed a pen and paper and quickly scribbled out a note.

Rippen,

Remembered a lead and I'm going to go look into it.

Talk to you soon!

-Penn

He grabbed the note and a piece of tape and floated down the hall to Rippen's room. Sure enough, there was the art teacher sleeping with his stuffed poodle. Penn floated above him and carefully taped the note to Rippen's forehead before flying out the window. The only evidence left behind being the frost left on the glass.

It didn't take long for the young man to find his way to the building that had become the center of his life after that first fateful day of school.

It was three in the morning, and The Odyssey Theater was eerily quiet.

Penn hesitated before he phased through the door, looking around the front lobby. There was no sign of Phyllis or her security bear. Then again, Penn wouldn't have to worry about Karen since she wouldn't be able to see him. Good thing too since that bear could be vicious. He paused as he floated past the Manager's Office that Phyllis used to store most of her more delicate machinery. Curious, Penn decided to poke his head through the door just for a quick peek. He was surprised to see the sleeping form of Phyllis slumped over a desk with spare parts and strange tools scattered all over the place. She must have been working late and fallen asleep.

Penn floated into the room, leaving a small patch of frost on the door behind as he floated closer to Phyllis. He wondered if she had missed him after what had happened. When he had appeared here earlier she seemed like her usual self, but then again looks could be deceiving. He noticed her shiver in her sleep as he floated a little closer. Penn had to keep reminding himself that other people felt cold around him now. The boy looked around the room and spied an old blanket peeking out of a box in the corner. He flew over and grabbed the cloth, then he very carefully draped the blanket over Phyllis' shoulders.

He smiled to himself as he left the room, being careful not to accidentally float into something as he phased through the door again.

"Now to get down to business…" He whispered to himself as he flew through the large double doors into the room that housed the Multi Universe Transprojector. It looked exactly the same as he remembered it, but it seemed a little more eerie at night with all the lights off.

Penn flicked the light switch next to the machine, turning the lights in the room on. He turned to the many monitors on the wall next to the MUT. They displayed random locations all around the Multi-Verse, some Penn even recognised.

He turned his attention down to the keyboard and mouse that laid amongst the plethora of flashing buttons and switches. It took Penn awhile, but he eventually found what he had been looking for.

The Mission Logs.

He scrolled back a few weeks and eventually found the file that contained the events of his last mission. It wasn't too hard to find, since Phyllis seemed to have it marked for some reason. Penn double-clicked on the file, and one of the triangular screens switched from displaying a world made of candy to showing the events of that fateful day.

Penn fast forwarded through the mission, noticing that he had been barely speaking at all through the whole ordeal. Only speaking when spoken to, not cracking any jokes, heck not even laughing when Boone had gotten his head stuck in a crack on a wall. He found himself watching the very ending of the mission, just as he remembered it up until the last second counted down.

000:000:000

Boone and Sashi were forced to watch as the monster's claw came down and struck Penn in the chest. There was no time to react though, because a split millisecond later all three of the teenagers were engulfed by a bright blue light.

Next thing they knew, they were being pulled out of the portal. Phyllis' face was pale as she seemed to frantically be manning the controls from her platform. It took a moment for Sashi and Boone to realize that the spot in between them, the spot for the Hero, was empty. Penn was gone.

Penn paused the video, eyes squinting as he rewound the footage to play the scene over again. Something wasn't adding up. Something about the footage didn't make sense, but he couldn't put his finger on it.

-forced to watch as the monster's claw came down and struck Penn in the chest. There was no time to react though, because a split millisecond later all three of the teenagers were engulfed by a bright blue light.

Rewind.

-no time to react though, because a split millisecond later all three of the teenagers were engulfed by a bright blue light.

Rewind.

-millisecond later all three of the teenagers were engulfed by a bright blue light.

Rewind.

-all three of the teenagers were engulfed by a bright blue light.

Penn paused the video the minute Phyllis started pulling them back, eyeing the blue light that had surrounded not only Boone and Sashi but also and most importantly himself. He remembered a long time ago asking Phyllis about what happened if a Hero died during a mission. She had told him that the MUT would be incapable of zapping the dead body back, since it had problems zapping things that were not alive. Things such as clothes and small objects it could handle just fine, but anything larger would be unable to pass through the portal. The footage confirmed his suspicions, when the timer had hit zero and the monster had made it's killing blow, Penn was still alive.

And the blue glow surrounding his form proved it. The MUT still registered him as a living breathing being, but then how come he didn't wind up back in Middleburg and instead in that cold dark place? How come he hadn't been fighting in the first place?

He tried to dig deeper into Phyllis' files, but as he clicked on a folder that seemed important a small notification popped up.

USER RECOGNITION IS NEEDED TO ACCESS THESE FILES: Y/N

Penn hesitated before pressing the Y key.

PLEASE PLACE HAND ON SCANNER

A small panel opened up next to the keyboard, inviting Penn to place his hand on it. He wasn't sure that it was going to work, but decided to give it a try anyway. Slowly he placed his hand on the scanner. He jumped a bit when a blue light quickly flashed across the glass surface of the scanner. He pulled his hand away when he saw the computer actually processing the data it had apparently received. Did it work? Penn's stomach twisted nervously, silently hoping that he'd be able to get more answers to his questions.

The silence was horribly destroyed with the sound of blaring alarms.

"WARNING TRANSDIMENSIONAL THREAT DETECTED. WARNING TRANSDIMENSIONAL THREAT DETECTED." The speakers said loudly in Phyllis' voice as red lights flashed on and off all over the room. Penn was startled and he started flying away from the machine; making a beeline towards the ceiling. He had to get out of there. This turned out to be a bad idea as a strange mechanical eyeball popped out of the ceiling and scanned the room, quickly fixing its gaze on him. It could see him.

"TRANSDIMENSIONAL THREAT FOUND. STAND BY FOR APPREHENSION." The voice over the speakers said.

Suddenly, the air in the room felt energized. As if the air had been filled with static. Penn felt shivers run up his back as he tried to retreat to the doors as fast as he could. The security system seemed one step ahead of him though, and shot a strange beam at Penn's fleeing form. Penn found himself unable to move as suddenly he was flung backwards. His head hit something hard, a dull pain on the back of what used to be his skull. Penn tried to adjust himself as he opened his eyes to find he had been placed in a strange tube. It had a metal framework, and it was just big enough for him to stand to his full height. The defining feature though was the strange glowing material that made up the rest of the tube. It looked almost like a liquid as it's glowing patterns changed and shifted slowly. Penn put a hand against the material and found that no matter how hard he tried, he couldn't phase through it.

Out of pure desperation he started slamming himself against the side of the tube. Phyllis' security system was extremely dangerous, and Penn had a feeling that if she had something that could contain him, then there was no doubt that she probably had something that could harm him too.

"TRANSDIMENSIONAL THREAT IS SHOWING HOSTILE BEHAVIOR. NEUTRALIZING."

Penn's eyes widened when suddenly he felt what seemed like shocks of electricity. He didn't scream though. The pain wasn't that bad. However, he found himself unable to move. He couldn't stand on his legs anymore, causing him to collapse at the bottom of the tube. The sounds of the loud alarms started getting muffled, as if someone had stuffed pillows into Penn's ears. He could have sworn he heard doors slamming open, but he couldn't focus. His mind felt like it was in some kind of fog. It wasn't long after that, Penn's vision went black.

It was three in the morning, and Penn Zero was finally able to sleep.