A/N: Back again, everyone! So, after Riley having been scatterbrained all day, she now has a test to study for that she cam't even really focus on! So, time to see just how she'll deal with that little dilemma? Time to find out!

By the way, I put up a picture of Joy's room on the Pixar wiki as a screenshot from the art book. As for that window portal thing that she can use to go to her "Happy Place" that's modeled after Belle's house from Beauty and the Beast, we'll see that later—the way I see it, it can also serve as Joy's "second sleeping spot", when she's not relaxed enough to sleep in a bathtub the whole night. ;)

Also, for everyone who didn't know, someone made a TV Tropes page for the fic! Huzzah! :D Speaking of, to answer the questions on the Headscratchers page:

1. The Mind Mail: I like how someone termed it "Nerve Mail", because that's the kind of thing I see it being like. Kind of like a blend of the light bridges that link the core memories to the Islands, and the recall tubes, think of their being a sort of mail system that causes small tubes and panels to open up in the ceiling, sending the right letters to the rooms in Headquarters either by hitting the front door or going through the mail slot if they have one. There will be an instance of that later.

2. The placement of the Intercom: I did purposefully place it in an area that we don't see in the film, basically in that area right near the idea bulbs, kind of across from the lockers. Seeing as I wrote the first couple chapters before the film came out, I wanted it to be some place where it could be, but not so much where it would likely be retconned by the film itself.

Disclaimer: Inside Out belongs to Pixar.


The first thing Riley did when she got home was make sure to drink some water while her mom went over to the bathroom's medicine cabinet, a gesture that Riley appreciated as she got some orange juice from the kitchen herself.

Sitting at the kitchen table, the 12-year-old's head was pounding for a multitude of reasons, her fingers brushing her blonde hair away and massaging her head. It was bad enough that she hadn't studied near as much as she should have, having been distracted and entertained by the emotions in her head. It was worse that she had been scatterbrained all day thanks to the overhaul in Long Term. She didn't need a migraine headache making things worse!

"This is gonna be a nightmare," Riley mumbled.

"Oh Riley, it won't be so bad," Mrs. Andersen said as she returned with the medicine and a small cup of water. She put on a smile. "Just really work on studying tonight, and then tomorrow if you feel like you did a great job, we'll get some pizza to celebrate. How about that?"

"Oh, now Mom's using bribery?" Anger muttered.

Joy, however, didn't seem perturbed by it at all. "Bribery or not, it works for me!"

And clearly it worked for Riley too as she managed to smile herself, even though she was still worried about the test.

After taking the medicine and drinking her cup of orange juice, Riley glanced upstairs. As much as she wanted to just relax, she couldn't. Like it or not, she had to study.

Heading upstairs and going into her room, Riley sat on her bed for a moment. Certain by her racing thoughts and the noises of clattering memory orbs that it was chaos in her mind, she rubbed her temples in an attempt to assuage the pounding in her head. "I'm in trouble."

"Don't worry, we can do this!" Joy quickly ran over to the shelves that housed the idea bulbs, picking up the one from before for Riley to use the emotions' help to study for the test. Hurrying over to the console, she plugged the idea bulb into the outlet, and they noticed Riley's head turn up slightly as the bright idea came to her.

"I sure hope so," Riley agreed, trying to let Joy's confidence show through more in her demeanor as she gathered her Biology textbook and notebook to take downstairs. "I'll just have you guys be my study buddies for the night!"

Disgust rolled her eyes at the term.

"And hopefully that will help the whole scatterbrained thi-" Riley paused, the hand that had been opening to the right page of her Biology book to check it stopped short. "You plugged the idea bulb in, didn't you?"

"Sure did!" Joy called brightly, leaning her elbows on the console as Riley resumed gathering her notes together. "Headquarters to Riley, we are here to help you study, over!"

"'Over'?" Disgust echoed. "What is this, a military plane?"

"Well, we are on a mission!" Joy pointed out as Riley closed the book, "It's called Operation: Study Time!" She clapped her hands. "Okay, let's hope we can get memory recall to actually bring up the memories we need so we don't have to flip through the entire book! Just say what ya need, Riley, and we'll see if we can bring it up!"

"And sort it through all these other memories," Sadness pointed out as a biology memory was knocked aside to be replaced with a memory from Riley's last birthday party.

Carrying her notes and textbook downstairs, Riley couldn't help but feel a little nervous. She usually did her studying in the kitchen, and if she stayed up in her room her parents might think she was surfing the Web rather than studying.

If she was going to converse with her emotions, she'd have to be very quiet if she dared to address them.

Riley's eyes scanned the words of both the textbook and her notes, her vision slightly blurred from a lack of focus. With all these thoughts crowding her head, and having to address the emotions quietly enough for her parents not to hear, she felt like it was a struggle to even focus on a single question!

"Okay," Riley mumbled, reading the first point on her study guide and flipping through the textbook to try to find the answer, at least not feeling like she needed to whisper so her parents wouldn't overhear. "I can do this... 'The process relating to cell division is called'—".

"We are the shoes! We are the shoes!"

"AAHHHH!"

As Fear sent that the memory of that scary B-movie back down as fast as possible, Riley let out a frustrated groan, shaking her head a bit to try to get things back in order. In all honesty, she wasn't sure which had been worse for her concentration—the memory of Shoes of Doom or Fear screaming about it. "Okay Riley, you can do this..."

Finding the answer to the first question, she went through a few more parts of the study guide, searching for the information in the book while also calling on her emotion companions for memory recall.

"Hey, Riley," her dad said, entering the kitchen with his wife and causing Riley to stop her muttering. "You want some spaghetti? It'll be good brain food."

"Bill," Mrs. Andersen chided, rolling her eyes a little as she went over to the cabinets. "I'm not sure if I could call spaghetti strictly 'brain food'."

"Well at least it's not candy," Riley's dad muttered with a laugh.

While the spaghetti was heating up in the pot, Riley resumed studying again, but paused as a small bowl was placed in front of her, filled with nothing but strawberries.

She glanced up at her mother in confusion.

Mrs. Andersen grinned down at her. "I remember reading online that the smell of strawberries can help improve memory. Give it a try."

Feeling a bit silly, but trusting her mom's judgement, Riley picked up one of the fruits and slowly inhaled.

Disgust did as well. "I always loved that strawberry smell."

"And funnily enough," Anger said, "I think it's working."

The others looked at the Mind's Eye, then cautiously at the projection of it. The Biology memory was still there, and it seemed for the moment that the scatterbrained stuff had lessened.

"Maybe it's just a coincidence," Sadness said.

"But maybe it's not!" Fear exclaimed, looking relieved for once. "Maybe tonight, strawberries are our salvation!"

Riley, currently eating one of said strawberries, had to fight the urge not to laugh.

After dinner, Riley's parents had exited the kitchen, giving Riley some privacy to study. Most of the strawberries were soon gone (not thinking a blend of the tastes of strawberries and spaghetti would be too appetizing), and it seemed that the pleasing aroma did help with Riley's scatterbrained problem.

Sort of.

"See? We're doing great!" Joy said, trying to be encouraging even though each question was interrupted by at least one random memory from Long Term coming up. "Got through a bit of the study guide, the memories aren't coming in as much—"

"The strawberries have saved us!" Fear exclaimed as Riley ate the last of said strawberries.

Riley was about to be inclined to agree, only to have the memory of what she had learned in her biology class being knocked to the ground of Headquarters by a memory of Riley driving the Train of Thought. Which itself was knocked away by another memory of her watching Shoes of Doom.

Riley dug the tip of her pencil into the paper, nearly tearing a hole through it before she placed her head on the table, staring at the open book with a deadpan expression. "Ugh, who am I kidding?" she mumbled. "I'll never be able to memorize all these in time for tomorrow! The memories keep coming even with the strawberries maybe sort of helping, and if this scatterbrained thing doesn't let up, I'll be even more distracted and I'm gonna fail!"

"Riley, calm down," Joy said, trying to ease their host's worries about the next day despite the fact that the new memories appearing on the shelves were more driven by the others at this point. "We've been doing good so far! We'll find a way to—"

"How?" Riley interrupted with a touch of indignence, seeing the images of two more memories flash into her head in quick succession, almost before she had time to process them. "So the strawberries helped, but even then I'm still scatterbrained! I can't focus!" She lightly smacked the side of her head in frustration, as if hoping to dislodge those memories from her Mind's Eye and get things back on track despite the fact that they were in another dimension. "If this keeps happening then the only way I'd be able to keep my focus is to have you guys guide me through the actual test the whole time!"

Suddenly, the idea bulb plugged into the console lit up even more than when it had been plugged in, as an addition to the idea came to Riley. Perhaps she wasn't doomed to fail after all! "Wait a minute..."

Fear's eyes widened, able to sense where this could be going as Riley lifted her head. "Oh no..."

"That's it!" Despite her looming headache, and having to whisper to disguise her conversation as mumbling the questions to herself, the former frustration present in Riley's voice was lessened. "You guys can write everything down, and then give me all the answers tomorrow!"

"Wait, are you serious?" Anger asked. Sure, it seemed that that particular line of thought had been heading that way, but the fact that Riley had actually suggested what was for all intents and purposes cheating...

"The idea bulb doesn't seem to be lying," Joy pointed out, indicating how said bulb had increased in brightness.

"B-But Riley!" Fear stammered, glancing at the console, then backward to really make sure Honesty Island wasn't going on the fritz because of this. Realizing that both the core memories and the Islands outside seemed okay, he turned back to the screen once more. "That's not just asking us to help you study! That's cheating!"

Riley brushed some eraser markings off her paper as she flipped back to the first page of her study guide. "Well, tests are meant to show how much you remember in your head, right?"

Fear fidgeted nervously. He couldn't help but feel that Riley was stretching the morals of test-taking. "Yeah..."

None of them could see the slowly triumphant grin on Riley's face, but the smugness was there in her whispered voice all the same, overtaking the irritation and headache. "You guys are inside my head. So, it's not an outside source, therefore, not cheating!"

Fear, on the other hand, didn't have much of a higher opinion of the idea and was still expecting to hear the sound of a certain Honesty Island being damaged. However, given that said Island was still standing strong as ever, it seemed like Honesty was more in favor of Riley's opinion at this point. Then again, they weren't exactly taking the test right now either... "I can't help but feel that's stretching a loophole. We could get in trouble!"

"How?" Riley challenged.

"Mom and Dad will think it's suspicious if we suddenly get a perfect score!"

Riley paused. She said nothing in response, listening carefully at the wording. Not just because Fear had a point about the "sudden perfect score" thing, but because of a certain word he had said...

"That's how it is with adults," Anger grumbled, his part of the console lighting up with a red hue. "They want us to do great in school, then when we get a perfect score they'll suspect we're cheating! Make up your mind!"

There it was again...

"Wait, we?" Riley lifted her head up, her expression questioning. "What do you mean 'we'? You guys aren't taking the test, I am."

The emotions looked at each other.

"Well, um..." Joy, unseen by Riley, looked a bit sheepish. "Sorry, kind of a force of habit."

"Force of habit?!" There was that almost accusatory tone in Riley's voice again, memory orbs like red-and-purple marbles clinking into the Short Term shelves. "You mean you guys say 'we' instead of 'Riley'? Like you're me?"

"Not all the time!" Joy said quickly, hoping that would help Riley not be so mad.

Disgust glanced at Joy with a slight glare.

Fear's pupils shrank, noticing that the images in a few of the new memory spheres, rather than giving a clear picture of the outside world, seemed a little blurry and out of focus, not fully having their attention drawn to the outside. Joy saying those words was just about the worst thing she could have said.

Sadness spoke up, quickly trying to save face. "It's just, we could only interact with the outside world through you, so..."

Riley had to fight to whisper at that point. "Well I'm not you, and you're not me, okay?"

Anger lifted his hands from any buttons on the console, as did Fear, and the blend of irritation and caution was left to simmer in Riley's thoughts. With her unease about the test and her surprise at hearing the term "we" come from their mouths, the focus of that blend of feelings—at least, what focus Riley still had—was directed Inside as well as Outside.

Joy couldn't help but look a bit guilty. She didn't like it when Riley felt like she couldn't trust them; that could put a rip in their friendship. And if they argued, the gang in Headquarters would never be able to help her through the test! "Okay, so maybe we've made that mistake in the past—"

"Almost every day," Disgust muttered.

"—But things can be different now." Joy placed her hand on her portion of the console, hoping to offer Riley even at least a little bit of comfort. "I mean, look at us! Well, I mean, you can't literally look at us right now, but, we're talking to you!"

"And you didn't automatically push us away," Sadness added, a small smile appearing on her face. "You gave us a chance."

"Okay, fine," Riley sighed, turning to the next section of her Biology book. "If you guys don't say 'we' so much anymore when it's actually me doing things out here, then we'll be on good terms. Deal?"

"Deal," the five in Headquarters chorused.

"Good." Despite the somewhat abrupt manner in which that last word was said, the emotions, much to their relief, could sense a hint of a smile there. Sure, having people in her head was something she was still getting used to, and the "we" thing was a bit of a bitter pill to swallow, but they certainly seemed to have her best interests at heart. And she had been to their world, that wonderful, magical world of theirs...

They hadn't done anything bad, and they were trying to help her now. Why stay bitter at them?

"Okay," Riley said, growing a bit more confident as she flipped back to the first page of her study guide. "We can do this."

"You know it, Riley!" Joy cheered.

Riley, giving a mental cheer herself, focused on her answers to the first few questions, making sure that she had got the wording on each one exactly right.

And Fear, reluctantly but at Joy's request, was writing the questions and answers verbatim.

"It's not cheating," the purple emotion was muttering, his hand shaking a little as he scribbled down everything. "It's not cheating... we're—Riley's using her head, it's not cheating..."

"Hey, you know we can all hear you!" Anger snapped backward.

Fear flinched a little, but resumed writing. "Sorry."

And as Riley worked with her emotions late into the night, double and triple-checking everything to make sure they were prepared (thanks to writing everything down, Riley even bothered to read the picture captions this time), the 12-year-old had hope that maybe she could ace this thing after all.


"Okay, here we go!" Joy exclaimed, trying to give an internal pep talk to their host. "Got all the notes down, we're gonna go in there, ace that test—"

"In a way that's totally cheating," Fear added, still feeling antsy about the whole thing despite having all the questions and answers stacked next to him in a pile.

"It's not cheating," Riley whispered. "It's just using my head like everyone else does."

Disgust shook her head. "Yeah, I don't think everyone else happens to talk to their emotions thanks to someone breaking the intercom."

Riley heard grumbling from Anger in response.

"You guys get what I mean," Riley whispered. "I just—"

"Hey, Riley!"

Riley stopped, suddenly realizing that one of her friends was trying to get her attention. She turned and saw a girl with dark brown hair, a black shirt, and part of the right side of her hair was dyed.

"Hi Ann!" Riley's eyes widened. "Woah, you decided to change your dye?"

"Yup!" Ann grinned, brushing a bit of her dyed hair in front of her face. "After having it blue since last year I decided to try fuchsia. You like it?"

Inside the Mind World, Disgust was looking at Ann's new hair color with an expression of approval. "I don't know about you guys, but I like her new look."

"It makes her look a lot more cheery," Joy said.

"And it matches my scarf!" Disgust added, glancing at her own hair for a moment, as if considering dyeing it that partial color herself. Whoever heard of pink broccoli?

"Yeah," Riley said with a light laugh, liking Ann's new hairstyle herself. "It matches Disgust's scarf, she likes it too—"

Ann's expression switched from happiness to uncertainty. She arched her brow, her confusion clear on her face as she glanced around. "Who's Disgust?"

All five of the emotions froze.

So did Riley.

"AH!" Fear cried. "Why did you say that?!"

Of course, Riley couldn't sheepishly answer her emotion friend, but she felt heat rise to her cheeks at the same. But she had to say something... "N-Never mind."

"Aw come on, you've got me curious!" Ann said, curiosity joining her confusion. "Is Disgust a nickname of another friend or something?"

Think, Riley, think!

And it was the that possibly the only good thing about this whole scatterbrained thing happened as another memory came up. A memory of what the lesson plan for her Introduction to Psychology class had said would be coming up.

"Uh, I'm practicing for the section in Intro to Psychology about Memory and Emotion!"

"Huh?"

Inside, Joy was beaming with relief. "Nice save, Riley!"

"What do you mean 'nice save'?!" Fear exclaimed, whirling to face Joy with the exact opposite expression. "She's telling Ann about us!"

"I think Riley knows what she's doing," Sadness pointed out, noticing how Ann looked a bit more understanding.

Realizing that Ann wasn't looking at her like she thought she was crazy, Riley kept going. "Yeah, see, I was thinking that maybe personifying my emotions would help me understand the class better. Like little people in my mind!"

The five emotions stayed still, waiting tensely. Depending how Ann took this explanation, this could either be really good or really bad.

Fortunately for them, Ann smiled a little. "Huh, might not be a bad idea." She continued walking, gesturing for Riley to follow as they walked into the building together. "Maybe you ought to bring that up in class. Mr. O'Brian might give you extra credit!"

"What do ya know," Anger said. "Ann took that well."

"Extra credit means more chances to not fail," Sadness added. "Maybe it will make up for getting a C on the last test..."

"The test!" Fear exclaimed, coming out of his "Riley's mentioning us" worry and practically leaping at the console. "If we don't get in there soon we'll have less 'study before classes start time! And Biology's right after lunch!"

The smile on Riley's face at how well the conversation was going vanished.

"What's wrong, Riley?"

Riley resisted the urge to facepalm, her nerves coming back in full force. "The Biology test."

Ann cringed. "You nervous too?"

"Yeah," Riley admitted. "I forgot to study until last night."

"Ouch." The dark haired girl couldn't help but wince in sympathy. "Well, hopefully Fear calms down a bit."

Riley nearly stopped short, looking at Ann in surprise.

Ann just smiled. "Just trying out that 'emotion personification' thing myself." She looked a bit thoughtful. "It's kinda cool."

Despite her anxiety about the test, Riley couldn't help but smile back.


A/N: Loopholes, they tend to help—not cheating if it's in your mind, right? XD A little bit of tension between Riley and the emotions here, but we'll see how that goes. Also, I named the cool girl from the film Ann because that was the first name of a Parks and Recreation character (a show that Amy Pohler is most known for) played by her emotions' voice actress at the end of the film, so I just rolled with it—admittedly I thought Ann was the first name of the voice actress because I didn't look on the Pixar wiki and instead didn't investigate the "Hey It's That Voice" section by properly clicking, oops. So, next chapter we'll see how Riley does with that test, and a little bit more antics during the day as well! Hope you enjoyed and remember to review! And thanks to Heitomos for editing!