Riker and the gang encounter a paperclip maximizer; this is a routine thing that just happens sometimes, and not a real threat. The whole ship runs a betting pool on whether Picard can dramatic speech it into reforming its ways. He fails so they stick it in a simulated universe where it can maximize all the paperclips it wants, then toss it in the box with the other paperclip maximizers.

In the B plot, Geordi and Data teach a bunch of kids about engineering by having them build bridges out of all the excess paperclips.