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An unsupervised learning system, implemented as an autonomous agent is presented. A simulation of a challenging path planning problem is used to illustrate the agent design and demonstrate its problem solving ability. The agent, dubbed the ORG, employs fuzzy logic and clustering techniques to efficiently represent and retrieve knowledge and uses innovative sensor modeling and attention focus to process a large number of stimuli. Simple initial fuzzy rules (instincts) are used to influence behavior and communicate intent to the agent. Self-reflection is utilized so the agent can learn from its environmental constraints and modify its own state. Speculation is utilized in the simulated environment, to produce new rules and fine-tune performance and internal parameters. The ORG is released in a simulated shallow water environment where its mission is to dynamically and continuously plan a path to effectively cover a specified region in minimal time while simultaneously learning from its environment. Several paths of the agent design are shown, and desirable emergent behavior properties of the agent design are discussed.