During one especially boring history lesson, Junior excuses himself to go to the restroom. While he is there, he hears someone throwing up in the girls' restroom next door. He knocks on the door to ask if she is okay, and is told in no uncertain terms to go away. "Destiny" pulls him back, however, and he stops by the wall and waits.
It is Penelope who comes out of the restroom, chewing on a wad of cinnamon gum. She tells Junior that she is bulimic, but only when she is throwing up. Junior thinks she sounds like his father, who says he is an alcoholic only when he drinks. He tells Penelope, "Don't give up".
Penelope starts to cry and tell Junior how lonely she is, despite the fact that everyone thinks her life is perfect because she is "pretty and smart and popular". Junior thinks that Penelope is extremely attractive, and over the next few weeks, they become "friends with potential". Everyone at school is shocked that Penelope has chosen Junior to be her "new friend", and her father Earl, a racist, is livid. Knowing that if he reacts it will only make Penelope want to be with Junior more, Earl says nothing to her but warns Junior rudely what will happen if he gets her pregnant. Junior does not know what he means to Penelope, but he likes being with her anyway.
As they get closer, Penelope shares her hopes and dreams with Junior. She longs to get away from Reardan, and wants to go to Stanford and study architecture so she can build something amazing and be remembered. Junior is surprised that, essentially, they share the same dream - they both want "to fly". But most of all, he just knows that she is beautiful (Chapter 15).