Disclaimer: I do not own any of the material appearing in this story.


BGM: Solo Menu – Palutena (Kid Icarus: Uprising)

Doors opened up and Palutena and Pit walked into Palutena's Temple. "So Medusa came back from the dead, eh?" Pit asked.

"Yes, that seems to be the case." Palutena nodded. "Are you sure you can handle this on your own? There are Grimm out there, from what Lucario said."

"Pfft! I eat Grimm for breakfast!"

"…You don't know what they look like, do you?"

"…Nope."

"Sadly, neither do I." Palutena said. "But the way Lucario described them… I'm surprised the Smash Mansion hasn't been invaded by them yet."

Pit chuckled. "Well, I'm completely nimble and ready to go! I say nimble because I usually did Yoga sessions with Link and Wii Fit Trainer!"

Palutena laughed. "Yeah, I can see that." She said and then had an idea. We may need help if the Grimm are as powerful as Lucario described it. She thought and looked at Pit. "Pit, can you go and check all the weapons we have to make sure all of them are here?"

"Sure, I can do that!" He saluted and then took off.

"Good." Palutena made a portal. "Now… Lucario said Team RWBY, didn't he?" She wondered and then eventually found them relaxing in their room. "They seem like capable fighters…" She rubbed her chin in thought. "Yeah, they'll do perfectly."

She then aimed her staff after closing the portal and then a light shined brightly in front of her as doors appeared in front of team RWBY.

"Uh, guys?" Weiss asked as they looked to see what's going on.

"Where did those doors appear?" Yang asked.

"Who knows… but hey, if we can handle the Mushroom Kingdom, we can handle a random door!" Ruby said.

"Yeah!" Yang nodded.

"Come on, boy!" Ruby exclaimed as Zwei barked happily as they all ran into the doors… and came tumbling down into Palutena's Temple because the door was too high from the floor. Not high enough to cause any injuries, but high enough to cause a comedic scene.

"Eep!"

"Wa!"

"Ah!"

"Whoa!"

And like that, team RWBY was on top of each other, with Zwei sitting on top.

"I'm being crushed!"

"Someone get off of me!"

"Someone's pulling on my skirt!"

"Who had that door so high!"

"Where are we?!" That was what they all said while trying to get up.

"Hello, RWBY." Palutena greeted which got their attention.

"Who are you?" Ruby asked.

"I am the Goddess of Light, Palutena. And what are your names?"

"Ruby Rose!"

"Weiss Schnee."

"Blake Belladonna."

"Yang Xiao Long!"

Zwei just did a simple 'hello!' bark.

"Nice to meet you." Palutena smiled sweetly.

"Wait a second, did you just say 'Goddess of Light'?!" Weiss asked after realizing what Palutena said.

"I did."

Weiss proceeded to slap Ruby upside the head. "Ow! What was that for?!"

"You're not bowing in front of the goddess, you dolt!"

"We're not seeing you do it." Blake said.

"Aaaah!"

Palutena laughed. "No need to worry about that." She smiled again… and then Pit walked in.

"Alright, Lady Palutena, all the weapons are-Whoa, who are these girls?"

"Team RWBY of course. These are Ruby Rose-"

"Hello!"

"Weiss Schnee."

"Hello."

"Blake Belladonna."

"Hi."

"Yang Xiao Long."

"Sup?"

"And… I don't think you told me your dog's name."

"Zwei." Ruby said.

"Oh, Zwei." Palutena said.

"So, the team's name is RWBY but the leaders name is Ruby? Wouldn't that get confusing?" Pit asked.

"Funny, we never heard that before." Ruby said.

"I was actually wondering if someone would say that." Blake said.

"Huh, I see. Well my name is Pit and I'm the servant of the goddess Pa-" He took a good look at Ruby. "-Lutena…" He blinked and blushed a little as Ruby noticed him staring and blushed from nervousness.

Pause BGM

BGM: Careless Whisper

"Uh… what's with the random music change?" A Centurion asked.

"Don't look at me, I didn't change it!" Another said.

"What are they talking about?" Weiss asked.

"No idea." Blake shrugged.

"Why is he looking at me like that?" Ruby asked Yang. "It's making me feel...well..."

Yang gave a sly smirk, knowing what was going on. "I think somebody has a crush on my dear little sister~" Yang said in a sing-song voice, causing Ruby to stutter madly and Weiss and Blake to widen their eyes a bit. Palutena giggled as Pit barely heard a thing, too busy staring at Ruby with beating hearts in his eyes.

C-Crush, on me?! Ruby thought in embarrassment. But I don't even have any interest in being in a relationship! I think... But he is cute-BAD THOUGHTS! BAD THOUGHTS!

Pit continued to look at Ruby other before Palutena had to snap him out of his trance.

End BGM

Resume Solo Menu – Palutena BGM

"Sorry, don't know what came over me." Pit said.

"That's okay, I'm sure it happens to everyone." Ruby said as they both looked at each other again.

She's cute. He thought.

Maybe this crush thing won't be so bad. She thought.

"Anyway, do you know why we brought you here?" Palutena asked.

"We?" Pit asked.

"Wait, were you the one who made that door?" Blake asked.

"Yep."

"Then you think you could set it a little lower next time." Yang asked, still a bit sore from the tumble earlier.

"Sorry about that." Palutena chuckled. "But back to the subject, an old enemy of ours is back and she has some Grimm that are following her." She said. "I'm sure you're familiar with Lucario."

"Lucario? Yeah, we remember him." Blake said.

"He recommended that you guys could help us."

Ruby took out Crescent Rose. "Say no more!"

"…What the heck?" Pit asked while looking at Ruby. "That's… a very interesting scythe."

"Thanks, it's also a high impact Sniper Rifle!"

"…A what?"

"It's also a gun."

"Oh."

"Alright, shall we get going?" Palutena asked.

"Hold it!" Pit said. "Aren't you forgetting something?"

"And that would be?"

Pit pointed to RWBY's backs, then pointed to his back. "Ahem. No wings."

"Oh, good call!" Palutena grinned. "I know just the solution!"

"Give them wings?"

"No, I don't think I could even if I try."

"Oh come on, I think you could do it!"

"We could just get some Cape Feathers." Ruby said.

"Hmm, possibly… but I have a better idea!" Palutena said. "Are you familiar with Kirby Air Ride?"

"…I recognize Kirby, but is that his full name?" Yang asked.

Palutena laughed. "No, it's a game."

"Ooookaaaay? We don't follow."

"Just leave it to me." Palutena said as she walked into a room where they heard hammers hammering something, saws cutting something out, and other various noises they heard until they heard a 'ding!' sound and out came four stars. "And you said the work shop was a terrible idea." Palutena teased.

"That's because no one here is a carpenter!" Pit said.

"I might be one." A centurion said from afar.

"Same with me!" Another spoke.

"I know I'm not, not after what happened last time!" said another one.

"Anyway, introducing… the four stars inspired from Kirby Air Ride, including your weapons that I put on!" She said and rolled it towards them. "I call them: Rose Star, the Glyph Star, Fang Star, and Ember Star!"

"The Rose Star boasts great speed and control and charged shots fire off a spectral scythe to cut through enemies!" Palutena explained as the Rose Star is in the shape of a red rose blooming and off to the sides are two floating gun versions of Crescent Rose that (obviously) fire off attacks.

"The Glyph Star is the All Rounder of the group and the copies of Weiss' Myrtenaster that fire different kinds of dust attacks."

The Glyph Star is in the shape of the Schnee Logo in white, and the weapons floating beside it are… well, copies of Weiss' Myrternaster, just like what Palutena said.

"The Fang Star has great control in flight and its shots are homing attacks."

The Fang Star takes the form of a Star with a White Fang Mask on it and off to the sides are two of Gambol Shroud in its pistol form.

"And the Ember Star has a great focus in attack power and can fire long range lasers to decimate enemies in front of them!" Palutena finished explaining as the Ember Star took the shape of Yang's Symbol, with two Ember Celecia's floating off to the side.

"Still think you could give someone wings if you try hard." Pit said, his trust in Palutena's power not wavering.

"Wish it were that simple, but even I don't have a power like that. Besides, I can still focus on the Power of Flight on you and you only!"

"Power of what now?" Ruby asked.

"Let's just say something… happened to Pit and he can't fly anymore, so I have to use the Power of Flight to help him, unfortunately it can only go for five minutes before his wings burn up and he falls." Palutena said.

"Yikes…" Yang looked at Pit.

"I think Pandora had something to do with it…" Pit growled.

"Either way, we now must be off to face Medusa." Palutena said as the doors opened up. "You guys ready?"

End BGM

"Question, how do we fly these things?" Weiss asked.

"Get set-"

"Wait, you didn't answer my question!"

"GO!"

And thus, the Stars roared to life and took off as Pit's wings glowed and followed them as Team RWBY was getting used to the controls… while Weiss was screaming for her life.

BGM: The Return of Palutena (Kid Icarus: Uprising)

"WAAAAAAAAAAAAAAAAAH!" Weiss screamed.

"This is getting some used to!" Yang exclaimed.

"No kidding!" Blake exclaimed.

"WAHOO! THIS IS SO MUCH FUUUUUN!" Ruby cheered.

"GLAD YOU'RE HAVING FUN!" Weiss screamed.

"I see birds up ahead… wait, are they actually birds or…?" Pit asked.

"Nevermores!" Yang exclaimed as she aimed the Ember Celecia's on them and fired lasers, piercing through the Nevermores as they fell to the earth below before disappearing. "Sweet!"

"Whoa!" Pit exclaimed as he had his Palutena Bow. "That was awesome!"

"Thanks!"

"Can anyone hear me?" Palutena asked telepathically.

"Whoa! I can actually hear Palutena!" Ruby yelled in surprise as the rest of her team was surprised as well.

"I can too! How is that possible!" Weiss asked.

"Lady Palutena and other gods can speak to us through a form of telepathy, at least that's what she told me." Pit explained.

"Kinda like Lucario?" Yang asked.

"Most likely." Blake said.

"In that case, we can hear you loud and clear!" Ruby said.

"Oh good! I was wondering if you guys could hear me."

"So what's up?" Pit asked as a very Monoeyes came into view as they proceeded to destroy them.

"It's just that when Medusa came back… I had this feeling that she's causing destruction to humanity. As a Goddess, it's my duty to protect them."

"Ah, you worry too much." Pit dismissed it, and then suddenly the sky went dark and Medusa appeared before them. "Medusa!"

"Yikes, did not expect that..." Weiss muttered.

"Someone's having a bad hair day." Yang joked.

"Hello there, Pit, Palutena… and I assume you are Team RWBY?"

"You got that right!" Yang said.

"I see…" Medusa mused. "Hmph, I believe you're all here to crash my homecoming party."

"Uh, this really doesn't look like a party…" Palutena said.

"What better way to celebrate my return than with a festive little bloodbath? After all, I have been gone for 25 years."

"And it seems you have the Grimm obeying your orders." Blake said.

Medusa chuckled. "You can thank a certain old lady for that. And just to let you know, Palutena… I will not go down so easily as last time!" She said and then her image disappeared.

"Easily… yeah, that's a good way to put it. NOT." Pit muttered and then spotted something. "Wait a minute, they're moving their attack to the ground!"

"Then so are we!" Palutena declared as she guided Pit down as the girls followed him while getting used to the controls of the Stars as they were destroying enemies like Nevermores, Monoeyes, Miks, Kerons and the like.

"Man, I'm glad you're able to help me fly, Lady Palutena." Pit said. "Seriously, you don't know how embarrassing it is to be the Captain of your army and I'm just a crippled angel. So I thank you, otherwise I'd be finished."

"Glad I can help." Palutena giggled.

"That sounded a bit cheesy." Yang teased.

"Oh come on! I said that from the bottom of my hea-" Pit gasped a little.

"What is it?" Ruby asked.

"They're attacking the town! That's not right!" Pit exclaimed.

"Hang on, I'm sending you over there!" Palutena said as they flew over to the town.

"So, are we just going to ignore the fact that we're shooting down FLOATING EYEBALLS?!" Weiss asked.

"You don't get them in Remnant?" Palutena asked.

"No, just Grimm."

"Huh, I assumed the Underworld Army attacked pretty much anywhere."

"I think they don't have any interest in other places." Pit said and then as soon as they flew overhead, they heard cheering while taking out some Syrens. "Do you guys hear that? Do you hear the people's cheers?! They're celebrating the return of the goddess Palutena!"

"Despite the Underworld invasion, the people haven't lost hope!" Palutena smiled. "It's our duty to protect them!"

"That's the Huntresses job as well!" Ruby asked.

"Huntresses-in-training." Weiss corrected.

"Y-Yeah, that's what I meant." Ruby said as they soon landed on the ground.

End BGM

BGM: That First Town (Kid Icarus: Uprising)

Once they got out of their vehicles, RWBY hopped off and then took off with Pit as they proceeded to make a mess of the Underworld Army and the Grimm by tearing them into pieces. "So, what's the name of this town?" Yang asked.

"I was actually wondering that myself." Palutena said. "Let's see… oh! Here it is! It's… huh, that's unexpected."

"What should we call it?" Ruby asked after slicing through a Skuttler.

"It's actually call That First Town."

The five of them anime fell at the name of the town… and since they were running, they also slid a little. "SERIOUSLY?! THAT'S THE BEST THEY COULD COME UP WITH?!" Weiss yelled. "EVEN THE MUSHROOM KINGDOM IS MORE CREATIVE THAN THAT!"

"You didn't have to yell." Yang said.

"Well, sorry for yelling, I'm just completely annoyed that they had ALL of this creativity and they chose THAT! What's next?!"

"I'm with Weiss on this one." Blake said as they wandered around as Pit found a grenade and then threw at a pot with several Monoeyes popping out of it.

"TAKE THIS!" He yelled, throwing it as it completely destroyed them. "Booyah!" He fist pumped as they ran forward… but then noticed a little area as they decided to check it out. They saw a citizen being pestered by an Underworld Crawler, so they proceeded to fire at it as the Crawler turned around and shot them, but they quickly avoided it as Ruby used her semblance on its weak point where Yang ran over and punched it hard enough to make it go backwards a little.

It was then that Weiss used her glyphs to fire icicles at the weak point. "Could use a Cloud Flower or something!"

"I'm not seeing anything!" Ruby said as they soon finished off the Crawler before they headed off.


At Skyworld…

"Remind me to make some weapons for RWBY." Palutena said.

"What do you have in mind?" A Centurion asked.

"Well, I was thinking…"

"Can someone get this mangy mutt off of me?!" Another Centurion asked as he was trying to run away from a playful Zwei.


Back at the town…

As they were walking, a fireball went past them as it bounced straight for the stadium. "That didn't look good!" Ruby said.

"We should go help them!" Yang said as they ran up the stairs, getting rid of the enemies in front of them while eating some food off the ground… well, it was mostly Pit as they gave him weird looks.

"What? Five second rule!"

"…If you say so…" Weiss shuddered as they soon made it into the stadium, where they saw a two headed beast in front of them.

End BGM

"Twinbellows!" Pit exclaimed.

"A Two Headed Dog that's on FIRE?!" Weiss yelled. "Great, now I've seen everything!"

"Don't say that! There's a lot of things you'll see other than that!" Yang grinned.

"Like WHAT?"

"Well…"

"Guys, FOCUS!" Pit scolded as they got ready for battle.

BGM: Boss Battle 1 (Kid Icarus: Uprising)

Twinbellows roared as he leapt from the stands and into the arena where he breathed fire at them, forcing them to dodge as Yang ran over and let out a war cry as she punched the beast, but as she did it, her fist also burned. "Yowch!"

Ruby quickly aimed her scythe and proceeded to pull the trigger, firing at Twinbellows repeatedly as Pit looked at the scythe in surprise. "Wow, that really IS a gun!"

"Told ya!"

Blake jumped into the stands as Twinbellows was focusing on RBY and Pit as she had Gambol Shroud turn into its gun form and shot it from the side as Weiss attempted to block his fire attacks with an ice wall… but that didn't turn out so well… cause ya know… fire.

Twinbellows attempted to swipe them with its claws but they jumped back as Ruby and Weiss attempted to slash it while Yang, Blake and Pit proceeded to fire bullets. (Arrows, in Pit's case.)

Twinbellows roared and attempted to charge them, forcing them to dodge as he smacked into a wall, making him unconscious as Pit split the Palutena Bow apart as he ran over and slashed it several times along with Ruby and Weiss, and then Ruby used her Semblance to attack the beast repeatedly.

Before Twinbellows could get up and breathe fire at them, Yang jumped up and punched the dog's heads to the ground where Ruby and Pit ran on opposite sides and slashed through Twinbellows to finish it off.

End BGM

Twinbellows groaned as he then howled loudly… before falling to the ground in defeat and disappearing. "Wahoo! We did it!" Ruby cheered as the image of Medusa appeared.

"Impressive of you to have bested Twinbellows, I'll give you that." Medusa said.

"Listen well, Medusa! Your days of darkness are numbered. Prepare to meet the light!" Pit shouted at the image.

"Keep thinking that little angel, cause mark my words, I will have my revenge on all of you, with your human friends as an added bonus!" Medusa chuckled darkly before disappearing.

"Anyone else got a shiver up their spine?" Ruby asked.

"Yep." Yang replied with a hand raise along with Weiss and Blake.

"We need to prepare for Medusa's army, but first we need to get you guys back to recharge." Palutena said as a light appeared above all five of them and they all teleported back to Skyworld.


Back in Beacon…

"Hey guys, I was wondering if-" Nora peeked into the room. "Huh, now where did they run off to?" She wondered as Booniper peeked into the room too as she looked at him. "You think they're in the Mushroom Kingdom?"

Booniper shrugged.

"Well, it's a start." Nora said as she took off running. "Hey guys, RWBY's gone and we need to find them!"

"Are you sure they're not chatting with the princess of the Mushroom Kingdom?" Ren asked.

"No idea, but we need to find them before something terrible happens!"

"I'm sure everything's fine." Pyrrha said. "But I guess it wouldn't hurt to look."

"Exactly, now let's go!" Nora said as she took off.

"I have a feeling this is going to be a wild goose chase." Jaune muttered as they followed Nora, all of them blissfully unaware of what really happened.


Da da da da! RWBY Uprising, ladies and gentleman!

This is gonna be pretty interesting!