An appreciated upgrade

BY : Fanfictionfan360
Category: +M through R > RWBY
Dragon prints: 3005
Disclaimer: I do not own RWBY or its characters, Monty Oum and RoosterTeeth own that right, I am not making any profit for writing this

An appreciated upgrade

(Revival AU)

“Can I see it yet Ruby? Please?” Penny asked yet again as she waited impatiently for Ruby to finish what she was working on, well her head was that is

After Salem’s defeat and Pyrrha was brought back to life and Blake settled down with Yang and Sun Ruby soon found herself aching for a partner of her own, wanting someone to celebrate the post victory peace with but the only person she felt close to anywhere romantically emotion wise had been long ‘dead’, having been destroyed by Pyrrha by accident in the Vytal Tournament

A few months after Salem’s death however she got a call from a man simply calling himself Mr Polendina asking to meet her and since he shared Penny’s last name she let curiosity get the better of her agreeing to meet

Thankfully instead of someone wanting revenge for Salem’s death or just a generic pervert wanting to prey on her curiosity Ruby found Mr Polendina to be a kindly old man who seemed extremely happy to meet her, warmly taking and holding her hand when he greeted her thanking her for everything she had done for Remnant and more importantly his daughter

And that’s when it finally dawned on Ruby that he was Penny’s father

Before she could give her condolences however Ruby found herself being ushered into the old man’s home as she claimed that he had something to show her, ushering her into his home where he led her into his work station “it’s something you must see with your own eyes” he asserted when she had asked him to just tell her what he wanted to show her

“Someone has been waiting to see you”

Ruby was extremely puzzled and curious about that statement, could Penny have had a ‘mother’ like Mr Polendina was her ‘father’? she had never mentioned having a mother figure so his words confused her greatly

Her confusion didn’t last long however when they finally reached their destination, a large room filled with computers and tech equipment along with what looked like spare parts for the ATLAS Droids but the Droid that drew her attention the most was laid out on a display table in the centre of the room which numerous wires attached to its head and chest

Penny’s body

“You…you fixed Penny?” Ruby gasped walking up to the display table, there was no mistaking it, it was Penny, all put back together with no physical signs of her destruction, it was almost too good to be true

“Yes, yes I salvaged her CPU and Black Box from her remains after the disaster at the Vytal Tournament”

“Black Box?”

“Her brain Ruby, her Black Box held all of her memories and personality and I had crafted it to be nigh on indestructible in case such an event like this happened” Mr Polendina explained “Penny’s body has been in functioning condition for a while now, I had intended to reactivate her as soon as she was functional but before the tragedy she spoke such wonders of you and now I want you to do the honours of bringing my little girl back to life”

“I…I don’t know what to say…” Ruby gasped as Mr Polendina took her hand leading her to one of the large computers on the other side of the room

“You don’t have to say anything, just push this button to activate the process when you’re ready”

Staring in shock at the button that had been promised to bring one of her dearest friends back to life Ruby didn’t need much thought before pressing it, jumping slightly as the machine suddenly flared to life and countless words and numbers appeared on its screen in endless lines of code, moments later the long wires that led from the computer to Penny’s body started to light up as the information was transferred into her

Watching in awe as process continued Ruby gasped at the sight of Penny slowly beginning to move, her eyes moving under her eye lids and her fingers twitching slightly as the information continued to stream into her before finally her eyes slowly opened.

Ruby couldn’t remember much after that as everything became a giddy haze as she watched Penny slowly sit up, all she could remember was tackle hugging Penny ignoring the dizziness that had ensued from the collision with her much heavier body and crying a lot

From that moment Ruby was determined to make up for the lost time between her and Penny, showing her everything that she had planned to before her destruction at the Vytal Tournament, barely ever leaving the synthetic girls side which her friends and family found both endearing and at times a little creepy with how clingy Ruby got at times

As the months afterwards steadily turned into years Ruby and Penny continued to grow closer and closer until finally Ruby let out a blurted confession that she was in love with Penny right in front of everyone, the sudden outburst making Weiss spit out her wine and Sun choke on the apple he was eating as Ruby had for some reason chosen to reveal her feelings when Teams RWBY, JNPR and SNNN were all hanging out together

Luckily for Ruby despite her embarrassing outburst Penny returned her affections revealing that since her reactivation she had been feeling much stronger than friendship towards the silver eyed girl and after she research she realized the feeling to be that of love and since that day Ruby and Penny were a loving couple

“Not just yet babe, just securing the last finishing touches” Ruby replied having made sure to have placed Penny’s head down facing away from her as she worked not wanting her curiosity to ruin the surprise

After she and Penny had become a couple Mr Polendina had taken it upon himself to show Ruby how his daughter worked on a mechanical level, stating that since they were together there was the chance of them moving in together and finding a place of their own meaning he wouldn’t be immediately on hand for repairs of Penny got damaged, since then Ruby had been Penny’s personal ‘mechanic’ fixing any damages she received in fights against Grimm and what not

With a few more tweaks Ruby finally deemed her work done, turning around to pick up Penny’s head from the small ‘charging dock’ Mr Polendina had created to give Penny’s head somewhere to be and still function without using her internal power source “ok, I hope you like it” the silver eyed girl said as she secured Penny’s head back to her body allowing her control of it again

Slowly sitting up Penny looked at her hands and her body curious as to what Ruby had done to her to require such secrecy from her, when her eyes found nothing outwardly different she performed an internal scan on herself, the scan showing that the majority of her body was completely functional and had no changes

Save for her groin region

“Oh? What is this?” she pondered slowly lifting up the simple white dress that she wore whenever Ruby made improvements and repairs to her body, to her surprise as she lifted her dress she wasn’t greeting with her pussy but with a thick meaty cock that sprung free making her jump slightly “oh my!”

“Do you like it?” Ruby asked unsure of Penny’s overall reaction as she just stared at her new appendage “I modelled it after that toy you really like to use on me, I also made it retractable if you don’t want it all the time, at first I was thinking tentacles in case you wanted to tie me up but I thought it would be too stereotypical” she then continued “I thought maybe you’d want the extra just so we don’t have to waste several minutes finding something…you like it right?....Penny?”

As Penny continued to stare at her new cock Ruby began to panic fearing that she had made a huge mistake “if you don’t like it I can remove it, we can act like this never happened” she told her only to get no response from the Android “Penny?”

When Penny gave no response again Ruby leaned in to check her facial expression and to her surprise Penny seemed to have discovered the retract function of her new penis and was playing with it “in…out…in…out” she muttered to herself staring in utter fascination at her new appendage before finally looking up “I’m sorry Ruby, were you saying something?”

Letting out a sigh of relief at the realization that Penny wasn’t disgusted by the upgrade Ruby decided to move onto what she had made the ‘extension’ for, moving to stand in front of Penny as the redhead curiously extended her cock again before reaching forward to grasp it, the sudden touch making Penny jolt and let out a high pitched squeak as a shot of pleasure ran up her spine

“Oh!” the Android exclaimed as her hips bucked towards Ruby’s hand, her eyes wide as pleasure coursed through her body

“Does that feel good?” Ruby asked to which Penny nodded vigorously “good, I had tried to set your sensation receptors to max on this and I didn’t know if it had worked” the silver eyed girl explained slowly beginning to stroke Penny’s cock making her shudder and grasp the edge of the gurney she had been laying on “now for the real test” she added with a smile removing her hand from Penny’s cock to replace it with her mouth

As her new extension disappeared into Ruby’s hot wet little mouth Penny nearly flew off of the gurney, Ruby had used her mouth on her countless times before but at that moment it felt like the very first time again “oh Ruby!” she exclaimed bucking her hips as her girlfriend took her deeper into her mouth

Thankfully their past experimentation with sex toys had removed most of Ruby’s gag reflex allowing her to take most of Penny’s new cock down her throat, humming and moaning as she did as she felt her slit beginning to soak through her tights

With a few more hard sucks however it proved to be just too much for Penny, the Android covering her mouth with both hands to muffle her scream as she came, her hips bucking as she released down Ruby’s throat taking her by surprise before she quickly got into it swallowing as Penny released into her mouth

Gulping down the rest of Penny’s cum as her climax died down Ruby then slowly pulled away wiping her mouth “looks like I set the sensitivity a little too high” she tittered licking her lips “so glad I made your cum strawberry flavour” she added making a mental note to see if she could make a chocolate flavour for Penny’s synthetic release and also thankful that she had taste tested it first before adding it to the Android’s anatomy

Standing up fully as Penny slowly recovered from her release Ruby then proceeded to work her tights down her legs taking her panties down with them revealing her now dripping slit, admiring how adorable Penny looked as the redhead laid on the gurney panting heavily still completely overwhelmed by her climax allowing Ruby to slowly mount her lap without her noticing until the last moment

“Ruby?” she all but whimpered before gasping breathlessly as Ruby guided her cock to her slit and slid all the way down it on one smooth motion, the redhead’s back arching almost painfully as Ruby let out a long low moan of pleasure, having sized Penny’s cock to fit her perfectly so that her pussy was as tight as possible for her

“Mmmmm yeah that’s nice” Ruby moaned as she rolled her hips letting Penny’s cock stretch every inch of her insides “Dust I fitted this perfectly, you feel so big and thick” she breathed reaching forward to grasp Penny’s breasts through her dress having amplified the sensitivity in them as well whilst she was working on her

As soon as Ruby’s hands touched her breasts something inside Penny’s processing snapped, the Android sitting bolt upright and grabbing Ruby’s ass making her yelp with surprise before Penny started frantically bucking her hips fucking Ruby as hard and fast as she could completely overwhelmed with pleasure “oh Dust Penny! Slow down!” Ruby exclaimed as Penny took her completely by surprise, the sudden roughness making her mind hazy

Seemingly unable to even hear her Penny continued suddenly standing lifting Ruby up as her mouth latched onto the silver eyed girls throat, making Ruby gasp and shudder with pleasure as she sucked hard on the skin drawing a hickey out all whilst constantly pounding into her making her toes curl in the air “oh! Oh…oh yes! Penny!”

Turning around Penny then laid Ruby down on the gurney before clutching her ankles, spreading her girlfriend’s legs wider as she took wild frantic thrusts into her “Ruby…good…it’s too good…” the Android panted as she felt another release building up far too quickly, it always felt amazing when she fucked Ruby with a strap on but this was all too much for her and it seemed that Ruby felt the same as the silver eyed girl soon lost herself in her own orgasm

As Ruby got even tighter from her climax Penny lost it as well, her hips pistoning on autopilot to the point that she actually started bruising Ruby’s cunt and inner thighs as the Android unloaded inside of her, her internal processor literally crashing at her climax causing Penny to momentarily pass out collapsing on top of Ruby

Reboot system activated, loading all systems, no bugs detected, time to wake up Penny

As the words and series of numbers scrolled along the insides of her eyelids Penny quickly rebooted shooting upright as she realized she was on top of her lover and most likely squashing her “Ruby? Ruby are you ok?” she asked a little panicked as Ruby still looked completely out of it, the silver eyed girl twitching slightly as she came down from her orgasm

“Best…upgrade…ever…” Ruby mumbled only able to get out those three words making Penny sigh with relief and smile softly unable to do anything but agree with her at that moment

Thank you for reading, hope you enjoyed it



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