The A Healthy Improvement companion quest in The Outer Worlds 2 is more than just another mission — it’s your chance to enhance and truly understand your favorite mechanical companion, VALERIE. This walkthrough breaks down every objective, dialogue choice, and hidden detail on your quest for VALERIE.
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A Healthy Improvement Companion Quest Guide
How to Start A Healthy Improvement
You can start the A Healthy Improvement companion quest shortly after beginning the Recalling the Score main mission. After waking up from your 10-year slumber, head to the cargo room located to the right of the stairs that lead up to the bridge of the Incognito.

Speak with VALERIE there; she will explain the dispenser that Niles installed on the ship. This dispenser releases lockboxes that require a special key to open. VALERIE will also provide you with the first key you need to get started.
A Healthy Improvement Walkthrough
For this mission, you must find a way to open the lockbox on the Incognito, which contains new parts to upgrade VAL.
Retrieve the Dematerializer

To retrieve the Dematerializer, simply interact with the lockbox in the dispenser and choose the Open Lockbox option when prompted. The game will then give you a tutorial on how to use Auntie’s Acidic Dematerializer. Following the tutorial, VALERIE will inform the commander that the dispenser is now working normally.
Acquire Keys to Unlock the Lockbox
The next lockbox contains VALERIE’s Mod Kit, which upgrades her blaster and armor. To open it, you’ll need to find four Advanced Decryption Keys. If you need some assistance locating them, please refer to our Advanced Decryption Keys guide.

Unlock Lockbox and Upgrade V.A.L.E.R.I.E
Once you have obtained four Advanced Decryption Keys, return to the Incongnito and use them to open the High Security Lockbox.
You’ll then want to head to the workbench in the locker room to upgrade VAL by going to the Party Upgrades tab. This will allow you to make her weapon deal more burn damage, or you can change it to frost. You can also modify her armor to be more resistant to corrosive or shock side effects.
When you’re done, exit the workbench to complete the companion quest!
Related The Outer Worlds 2 Content
- Main Page: Check out our main page for The Outer Worlds 2 to find more guides and walkthroughs!
- Official Website: Check out the official The Outer Worlds 2 website for news and updates!

