We're stopping that train.

With a frustrated groan, Ruby screwed her eyes shut a little tighter and rolled over, kicking the warm sheets off her legs as she moved. While she had been the one to originally suggest retreating to their dormitory, and unconsciousness had come about rather easily, the young girl found it impossible to maintain. Upon the cusp of true darkness, just as peaceful slumber was about to sweep her up in it's arms, she would remember the events that had transpired mere hours earlier.

Struggling into an upright position, Ruby heaved an exasperated sigh and resigned herself to a sleepless night. Moving slowly so as not to wake her teammates or, worse, the soft bundle of fur curled up at the end of her hanging bunk, Ruby clambered down. Her feet hit the hardwood floor with a dull thud, and she padded toward the door. She extended a hand to retrieve her cloak from where it had been absentmindedly draped over her desk chair… and paused, fingers trembling mere millimeters from the soft fabric.

Then, knuckles tightening with restraint, she lowered her arm. Instead, she opened the door, stepping out into the dimly lit hallway, opting to leave her most prized possession behind - a first.

Wrapping her arms about her lithe waist, Ruby sauntered listlessly down the corridor, sparing only a brief glance at the closed door of her friends' dorm room opposite her own. Her muted footfalls echoed ever so slightly in the hushed hallways of the academy as she made her way toward the courtyard. To Ruby, the silence was unbearable. Absolute. Deafening.

You three, go below and try and stop those bombs!

Her bare toes caught on some uneven patch of carpet, and Ruby stumbled with a gasp, barely managing to catch herself before she fell flat on her face. Taking a deep breath, the teen pushed open the dorm's main doors and wandered into the moonlight. The night was a numbing cold, beyond that which would make one want to shiver. However, there was no wind. The air was still, silent.

Retaking her position from earlier, Ruby sat on the edge of the landing platform, her legs dangling over the edge, gripping the freezing steel beneath her fingers. Letting out a long exhale, she stared out at the lights emanating from Vale, and the Atlesian fleet hovering above. She and her team had sat in the grapefruit pink glow of the sunset that very evening, musing over what had occurred. But they hadn't really… talked about it.

Ruby winced, shutting her eyes against the image of her older sister and partner alike emerging from the train, both covered in bruises and cuts. But in the darkness, the memory merely sharpened. Weiss had been in no shape to use her Semblance yet, to protect them, she had. Ruby remembered the pain in Yang's eyes as her older sister's arm encircled her protectively just before the explosion. Pain that could have been avoided if she hadn't run off on her own. If she had just been smarter.

The young leader had no idea how to deal with these fresh wounds. Cuts and bruises, Aura could heal. Broken buildings and sidewalks could be fixed. This, though? Ruby didn't know what to do with this.

"Mind if I join you?"

Ruby yelped, startled, and turned to find the source of the familiar voice. Her gaze flitted upward, and surprised silver locked with concerned brown. Ruby relaxed, settling back down and offered a small smile, though it was lacking its usual enthusiasm.

"Oh, Professor! O-of course."

Ozpin sat next to her, keeping a small distance between them - far enough to be respectful, yet close enough to be reassuring. The pair lapsed into silence, with Ruby wringing her hands in awkward uncertainty. Neither spoke for a long minute, and Beacon's headmaster was slightly surprised when he found himself being the one to break the quiet.

"If I may, Miss Rose - what brings you out here on such an uncomfortable night when I am certain you would much rather be resting? You and your teammates have certainly earned a break, after your ordeal."

"Oh..." Ruby bowed her head, staring down at the black waters far below. "The others are still asleep. I just… couldn't."

"I see. And why is that?"

Ruby sighed and shrugged halfheartedly. "I don't know," she muttered. "Well… I do. I think? I just… I don't…" She threw up her hands with a noise of utter frustration. "I don't know."

"Hmm…" Ozpin hummed, then took a sip of his coffee. "Perhaps you should start by telling me how you're feeling?"

"Fine, I guess." Ruby replied. "Tired. And sore. And… frustrated. And confused. And-"

Ozpin interjected smoothly, "Forgive me, but I do not believe that equates to 'fine'."

Ruby rubbed at her eyes with a small, almost defeated sigh. "Well… no," she said. She bit her lip for a moment, chasing after a line of thought that was attempting to escape her, one she knew would lead her to the source of her problem.

Closing her eyes, Ruby watched her memories superimpose themselves on her darkened lids. The lost look in her sister's eyes when Yang questioned her about whether or not Doctor Oobleck had asked why she wanted to be a Huntress. Following Zwei out into the abandoned ruins, and subsequently discovering the White Fang members patrolling the area. Falling into the underground city. Being unable to defend herself and getting captured. How truly frightened and lonely she had been until her teammates arrived to rescue her.

"Professor?" She questioned slowly, opening her eyes. Her gaze held a matured sadness far beyond her years, intertwined with the fear of a confused child. "Am I… am I useless?"

She gauged Ozpin's reaction carefully. His eyes widened for a moment, though he quickly seemed to turn to contemplating how to respond. "Ruby," He began in a gentle tone, "in my years here at Beacon, I have encountered many aspiring Huntsmen and Huntresses. Certainly, everyone has their faults and failings, but never have I come across even a single student I believe to be completely hopeless."

"But if I hadn't…" Ruby's hands curled into fists, her nails digging into her palms as she trembled, "What happened to Vale, to my team, was my fault. When the White Fang found me, I couldn't even fight them off. I couldn't hold my own against Torchwick. I got myself captured, and they had to come save me. Because of me, Weiss, a-and Blake, and Yang! They got hurt. Because of me, innocent people in Vale got hurt. If I had just stayed quiet when…" Ruby trailed off, feeling pinpricks behind her closed eyelids. She took a shaky breath. "Weiss was right. You made a mistake."

"Do you believe your teammates hold you accountable for what happened?"

Ruby blinked in surprise and considered that for a moment.

"No, but-"

"Ruby," Ozpin interrupted, in a tone Ruby recognized by now as indication she should listen. "As I have told you before, I have made more mistakes than any man, woman and child on this planet. Your appointment as leader of Team RWBY, however, is a decision I continue to consider not one of them."

He offered her a warm smile, "Despite the daunting trials you have faced, you have upheld your responsibility. Your teammates have placed their trust, their respect, and no small share of admiration in you which is, as I see it, well founded." He paused a moment and turned aside, staring out at the lights of Vale as she had.

"But Ruby, as sure as it is important to place the needs of those around you above your own, it is equally vital as a leader to believe in yourself. If you begin asking of yourself whether or not you are good enough; begin questioning every situation and wondering what could have been, you will stumble. Then what reason will people have to follow you?" In the dim light of the night, Ruby could see a regret in his eyes that mirrored her own and wondered how much of what he was saying was from experience. "Doubt eradicates more than failure ever will."

Taking one last sip of his coffee, Ozpin stood. "I suggest you get some sleep, Miss Rose. You and your friends have a busy few weeks ahead of you."

Ruby sat in silence for a few seconds, turning her Headmaster's words over in her mind.

"Professor Ozpin?" she called after him. He paused and glanced back over his shoulder, an eyebrow raised. "Thank you."

A smaller smile was cast her way.

"Goodnight, Ruby."