Chapter 1

I sat on the highest branch of the tallest tree in the Emerald Forest, right leg stretched out on the branch, left hanging over the edge, and head leaned back against the trunk. I was waiting for the next patrol that Ozpin would send out, and it was almost a game by now.

I'm sorry, forgot to introduce myself. Ares. I've honestly forgotten my real name at this point, and that was the codename the military gave me back in the day, so I'm sticking to it. Or…maybe I just chose to forget my real name. I dunno. But when I have to blend in with the people of Remnant, I'm Ares Falu. I have been alive for 2048 years, 7 months, 2 weeks, 6 days, 2 hours, and…17 seconds. In all that time, there was very little reason to use my real name, hence the forgetfulness. I was infected with the BlackLight virus in 2010 by Alex Mercer himself when I was 17 years old. I was supposed to keep an eye on my teachers, who were supposedly spying for BlackWatch.

But I became more than adept at using the powers I'd been given, figuring out tricks no one had ever managed before, and Mercer made me one of his right hand men. I was basically his R and D department, figuring out powers, then teaching the other evolved how to use them. You should have seen the look on those bastards' faces when they learned a teenager was above them. But when Heller started tearing shit up a few months later, I got out of NYZ. I escaped Mercer's wrath when Heller killed him, and Heller found me about a year later. I convinced him to leave me be when he realized I had no love for Mercer, and just wanted to disappear. In return, I helped him disappear, off in some random country with his daughter and Dana Mercer. He hated tech, and with my help, Dana managed to make them all fake identities.

I learned later that in 2075, when his daughter Maya died, Heller stole a high-pressure submarine, drove it as deep as he could into the Marianas Trench, and let it implode. Knowing our…reluctance to stay in water, I knew he was dead. Large amounts of water slow our regeneration ability to a crawl, and the pressure down there could crush even our bodies.

Around 2143, people started fucking shit up. One country got pissed at another country, I really don't remember which, and I didn't really care at the time. But I'm sure it was America that created the Grimm.

Somehow, they managed to get their hands on some BlackLight, and made the special infected. All of them. Brawlers, Juggernauts, Hydras, the works. I was in Japan at the time, so by the time I heard about it, there were WAY too many for me to just kill them all, spread in bases all across the country. But that wasn't enough for those assholes in the military. They injected them with copious amounts of animal DNA, trying to make them more aggressive and easily trainable, mutating them as the infected assimilated the genetic code. The Brawlers turned into what's now known as Beowolves and Boarbatusks. Juggernauts became Ursa, Goliaths became…Goliaths, Fliers became the Nevermores, and Hydras became King Taijitus and Deathstalkers. (If you're into imagery, just make the red bits on the Grimm veiny and redder, like the infected from the game) They were created as some sort of bioweapon, but with the added strength that the animal DNA gave them, they escaped and wreaked havoc on humanity.

Then, humanity being the brutes they are, the unleashed the Superbombs. They'd been developing these non-nuclear bombs for decades, and they had the power to shift continents. And they did. They destroyed most of the landmass on the Earth, and sent the tectonic plates in entirely different directions, simply from the force. Unfortunately, they underestimated their power, and the blasts killed most of humanity, hiding in their useless protective bunkers, and didn't even manage to wipe out the Grimm.

It…It was centuries before I found Remnant. It was the year 3767 when I found pockets of life, primitive cities erected over several continents. All records had been wiped out in the blasts, so these people had no idea about the civilization we had before all of this, or how the Grimm came to be. And I was determined to keep it that way. Humanity had been given a chance to start over, and maybe they'd be a bit better this time around. I had to admit, I admired Humanity's will to survive. They'd been blown up, torn apart by Grimm, and scattered among what used to be the planet they ruled. And they still pushed on.

I'd been killing every Grimm that dared to attack me for almost two millennia. And they were still. Fucking. Everywhere. On the upside, all that time gave me loads of experience with my powers. I spent 30 years just mapping out the entire genetic sequence contained within me, so I had a good hold on manipulating my image. But new powers only come with a brainstorm, me figuring out some brilliant way to manipulate myself. It was fun fooling around, but most attempts at new powers without some kind of base code ended in failure.

Although, I hadn't found out about Dust before Remnant. As far as I could figure out, the bombs used in the blasts weren't as non-radioactive as the science boys thought, and they made parts of the ground into sources of energy. I can't figure it out, but I suppose I'll be content with that. For now.

So now, after almost 2000 years of being mostly on my own, I'd spent the past 280 years amusing myself, doing whatever the fuck I pleased. I did introduce a lot of good things from the world before, certain types of weapons to combat the Grimm, aiding humanity by leaps and bounds in robotics, and even simple things like chess, tea, and coffee. I did this through a myriad of disguises and fake identities. I grew used to the luxuries I had from the world before, and when they were robbed from me in the blast…I was quick to bring them back.

I tried not to kill people though, that tended to attract attention. Well, I lie. I had rules. Kids are a no-no, no matter what they do. Adults are fair game, but only if they try to kill me first. Otherwise, I set my phasers to stun. I used Grimm to get my biomass, through a process Mercer dubbed "Consuming" back in the day. We didn't actually eat them, obviously, but it's easier than saying we assimilated their genetic code. For fake faces…you just had to know what Amino Acids to change. After wiping out all the Grimm in the Emerald Forest in a matter of days for shits, giggles, and biomass, the headmaster of the local hunter school sent out a patrol to see what had happened. Team Cardinal, they called themselves. I laughed from the top of the tree as I remembered that "battle".

The tall one, Cardin I think, was very pompous from first glance. Everything from the way he held himself, to the way he styled his hair shouted that he thought himself invincible. His weapon was a large mace, and the armor made me think that he used a tank style of combat. Too bad I'd taken out real tanks.

The next few were harder to read, but followed the same basic pattern. The one in the green hoodie and Mohawk stayed close to Cardin, as did the others, indicating that they relied on him to soak up damage while they attacked. The squinty one in leather armor indicated the same thing. Sure, any armor looks good, but leather armor isn't going to do shit against a Grimm, so it was just for show. The last one was tricky. He was the only other one with actual steel armor, but the lack of scratch marks on his halberd compared to his comrade's weapons indicated it wasn't used often. A coward, perhaps?

It took a few seconds for me to realize that I'd observed all that in less time than it took for me to blink. My observational skills were getting better. When I was first infected, that would've taken a minute to analyze, and a hundred years ago, it still would have taken about 4 seconds. Now I was down to less than one. Not shabby. I grinned, then dropped down from my tree. I landed with a loud crack, and they instantly turned towards me. I stood up, and they took in my appearance. At the time, I wasn't much to look at. I was about 5' 6", was VERY thin, almost sickly looking, with sandy hair and green eyes. No weapons, but they'd probably been told to attack anything that moved. This was proved when Cardin flashed his teeth in a grin, and raised his mace up to rest it on his shoulder as he walked over to me. "He's just a kid, Cardin," said the one in the green hoodie. "You got this!"

"Show him not to mess with Team Cardinal!" said the potential coward. He smirked, then took a swing at me.

I hadn't moved since my landing, and his strike went straight to my face…And then his mace stopped on contact with my skin. I'd moved my head a small amount to keep his weapon from breaking, but he hadn't noticed it. He just saw someone who tanked his strike, and suddenly, his confident look was gone, replaced with one of sheer terror. All it took was the smallest of steps forward to send him and his friends scattering back to their little school. I thought that was that. They'd never know how a kid beat them without moving, and I'd never know what they were after. What I didn't expect was a follow-up team the next day. Team Juniper. Now, that was fun.

I'd been playing around with an old trick of mine when I found them. When I first came back to the states, back before the blasts, I'd found a bunch of Brawlers, recently injected with spider DNA. Like anyone would have in my position, I killed the entire batch the second I saw them. And I got something from it, not just the satisfaction of watching spiders die. Spider legs. Four 10 feet long, armored legs sticking out of my back, each with two joints, and able to pierce almost any surface, allowing for climbing hands and feet free. It was a neat power, and it certainly scared the shit out of Team Juniper.

I'd also changed my appearance too, growing tired of the sickly child façade. I was now a 6' 2" guy with messy black hair that stopped just short of my eyes, which were now deep blue. I also increased the visible muscle mass, so, while I was still lean, I looked like I could kick some ass. But anyway…

I'd just transferred from one tree to another when I heard babbling. And not the bad, lecturing kind, the kind coming from a person who just didn't know when to shut up. I shifted my path towards it, and saw them soon after. I did another quick analysis.

The one talking. Relatively short, and with ginger hair, she had a grenade launcher on her back, which, if I was doing the mechanics right in my head, could turn into a war hammer. Not bad. Her personality was certainly bubbly, but the way she moving around the guy next to her indicated unpredictability. I couldn't tell where she was going to go next, and that's saying something. She might be a slight annoyance.

The guy next to her. Long black hair with a purple streak in it, and a green robe. No visible weapons, but a quick flash with thermal vision indicated two pistols stowed in his sleeves, with…were those knifes attached? Cool. Twin pistols, probably rouge style. Wouldn't be able to keep up with my speed, and a few strong hits with the whipfist would probably take him down.

The other guy. Tall, blonde hair. Mediocre sword, shitty armor, his shield was actually pretty good, all with countless scratches and marks, probably hand-me-downs. What was he even doing here?

The other girl…She was going to be a problem. I could tell. With long red hair tucked up in a tiara, she had on Greek looking armor, with a breastplate/corset looking thing, and a red short skirt, ending in thigh-high armored boots. She was a professional, I noted as I looked at her weapons. LOTS of marks on that shield, but not as many on the collapsible spear. Defense, then counter attack strategy, perhaps? Or would she prove to be more flexible than that? I grinned, then pulled the four legs from the trees, dropping to the ground with the spider legs still on my back. They all jumped, then drew their weapons.

I willed the legs to disappear, then cracked my neck as tendrils swarmed over the limbs, pulling the biomass back into my body. All 8 eyes widened in disbelief, and then the ginger one pounced. She launched at me, swinging her hammer down at my head, and I stopped the strike with a raised hand. She fired a grenade from a hole in the head, and it exploded against my palm, a tingly feeling flaring up as it tore up the "skin" there. It healed as I pulled the hammer over me, slamming her and the pole of the hammer against the ground. She grunted as she flipped back onto her feet. The blonde one started shouting orders.

"Pyrrha and Nora, keep him busy. Ren, try and wear him down. I'll try to block him." They all sprung forward, following his orders without question or hesitation. That meant, not only that he was a leader, but that he'd demonstrated his ability to lead and strategize in battle before, and they trusted his judgment. I'd need to take him down quick, or this battle might actually get painful.

Aura was…tricky to figure out. The people of Remnant had said it was "Soul Power" or something, but my theory is…radiation. It manifests after long-term exposure to Dust. It explains why the humans and animals can have an Aura, and me and the Grimm can't. Radiation can't even hope to hurt BlackLight. After years of consuming animals, I'd developed a sense for the radiation signature. I could see things that were using their aura, and how much they had left, but I became almost blind to everything else while I was using it. I activated it for the second I had before they struck. The one with the pistols' aura was a very light pink, and he didn't have a lot of it, comparatively speaking. Hammer girl's was hot pink, and I'd already taken a quarter of it off with that hit. Blondie had quite a bit of it, and it was white. Nothing a few non-shielded hits couldn't take care of though. Finally, warrior girl's was red, and she seemed to be using her semblance to enhance the force of the strike that was currently heading for my face. Which brought me back to the battle. I deactivated my Aura Vision, then got to fighting. Also, since I know their names now, I'm just going to use them for the fight, for the sake of simplicity.

I knocked Pyrrha's stab out of the way with a high kick, spinning to punch Nora in the side, noting with a flash of Aura vision that I'd taken off another quarter of her aura. Ren's gun began firing, but they easily bounced off my skin that had long been immune to normal bullets. I tried to hit Pyrrha, but Jaune was in the way, and my punch put a dent in his shield, knocking him onto his back a few feet away. I kept the spinning motion of the punch, clotheslining Pyrrha with a kick. I activated my whipfist, sending it out to hit Ren, who flipped to the side, shooting me several times in the face as I retracted it. I sideswiped him, and knocked him down, taking down half his aura. Nora launched at me with a shout, and I kicked her hammer to the side, hooking my foot onto the pole, moving to the point where I was standing on the pole of her hammer, which she was holding on the ground. A side kick took away what was left of her aura, and sent her flying through a tree. In my experience, people black out when their aura is depleted, and I had no intention of taking their damage any further.

"Nora!" shouted Ren, jumping over to her as Jaune and Pyrrha finished getting to their feet. I switched to my hammerfists, bringing them down on the pair as they raised their shields. It bounced off Pyrrha's easily as she simply shifted the force, but Jaune tried to stop my hand completely, and I dented his shield further. They both followed up with stabs to my chest, which I tanked, and their blades pierced my abdomen a few inches, sending tingles up my spine. I bitchslapped Jaune with my hammerfist, sending him flying and taking off all but a quarter of his aura.

"Jaune!" Pyrrha shouted, then turned back to me. She pulled her spear from my stomach, backing up a few feet and sending bullets into my face, which I ignored and turned back to Ren. He'd gotten up after realizing Nora was relatively unhurt, and he jumped at me, aiming his blades for my face. I sent my whipfist out, grabbing him around the neck, and slamming him against the ground. He was down as well, now.

I jumped about 20 feet in the air, pinpointing what was left of Jaune's aura, then diving towards him with my hammerfists. He yelped as he saw me, but couldn't get his shield up in time and his aura depleted. He slumped, and then I remembered Pyrrha. I heard her gun click back into spear form, and she threw it at me as I turned. It went straight into my chest, caught halfway, and carried me back into a tree, pinning me to the trunk. She walked up to me, like a predator approaching her captured prey.

"I don't know what you are," she said, obviously still a bit wary, "but Ozpin told us to bring in whoever we found. If you'll come with me quietly, I promise not to hurt you anymore. Do you have a name?"

"Ares," I said. I'd talk until I could get down. I could just snap her weapon in half and jump down, but I didn't want to cripple such a warrior. She'd do fine as a Huntress, and I didn't want to snap her trusty weapon. So I was forced to wait until she got me down, or I could worm myself off the pole.

"Why don't you have an Aura?" she asked.

"I just don't. Get me down."

"Are you going to hurt me if I do?"

"Yes."

"Well, you're very blunt, aren't you?"

"You have no idea. Get. Me. Down."

"How did you do that shapeshifting thing?"

"Long story."

"I'm listening."

"I'm not talking." With a final pull, I launched off the pole, landing on whatever was in front of me. Namely, Pyrrha. She managed a sheepish smile, and tried to reach for her shield, before I head-butted, finishing off her aura. I sighed as I got up and healed my wounds. Now I had to carry them back to school. Wonderful. Didn't think that far ahead, did you Ares?

(X)

I got back to the school, dumping team JNPR on the edge of campus. I sent an absentminded glance up as I did, and saw someone looking at me. A 40 something year old man was staring out of a window at me, with white hair, a black sweater and green scarf, with thin-framed glasses. He sipped his coffee. I smirked. He leaned closer to the window, then widened his eyes in faint surprise. I stood stock straight, gave an exaggerated salute, and then back flipped back into the forest. This was going to be fun.

And that brings us to today, sitting up in the tree, waiting. I did a lot of waiting these days. Living for two thousand years gives you a strange feeling when it comes to time, especially when your appearance only changes if you want it to. I thought back to the time I took down my first Goliath. Honestly, that could have been just before Remnant, or 1500 years ago, and I wouldn't be able to tell. The only way I know how long I've been alive was a watch I kept shielded in my biomass. It was the only thing I kept from the old days, as it had been my father's. It was one of those old timey watches that would keep going forever, as long as you cranked it every once in a while.

I kept it, at first, just to tell the time, forgetting the sentimental value. Now…Well, there was a reason I kept it shielded. I willed the path to the watch to part, and my body opened up, drawing out a small ball that I knew could withstand the strongest of explosions. I imagined it opening, and the watch fell into my palm. It had date, time, and I'd modified it to display the year as well on it, and it currently read January 2nd, 4040, 10:47 AM. I chuckled. It was New Year's the other day, and I hadn't realized it. I was cranking the watch up when my head shot up, and I put the watch back into its case, which went back into my chest. Voices.

I jumped 30 feet in the air, and lowered the density of my biomass. I landed on a branch with the smallest of noises, but there was still a hush from the group. Someone here had good hearing. Faunus, perhaps?

The Faunus, as far as I can tell, are what's left of the Military's attempts to test the animal DNA project on humans. They infected them with Blacklight, then injected the animal DNA. It wouldn't have killed them, not if they had the right genes, but they certainly weren't runners like me. They would have just become carriers, and then the virus assimilated the DNA. Heredity took care of the rest, and now they were a species of their own. A quick flash of infected vision proved me right, one of them was glowing white. Faunus. I analyzed them.

One was wearing all white, had platinum hair, and a scar on her left eye, both of which were pale blue. She had a rapier at her hip, several tubes of Dust near the handle. It probably utilized the stuff for moves. I didn't know all of what that stuff could do, it was pretty versatile. She could be an annoyance.

The Faunus was a cat Faunus, I could see the ears under her bow with thermal vision, and she had yellow eyes with black hair. Her weapon was a cross between a pistol and something else, I couldn't see the blade yet, and it appeared from the sharpened edges that the sheath could be used as a weapon itself. I might have to resort to the Wires to take her down.

The next one was…Interesting. She had long blonde hair, lavender eyes, wore some kind of cape around her waist, and her weapons were out. Gauntlets that ran up her forearms, and I could see Fire Dust shells wrapping around them. So…She can punch, with explosions? Awesome. Hammerfists would probably be able to tank the explosions and still do some damage, if it came to punching against punches.

The last one was definitely younger than the rest, being at least a few inches shorter than the Rapier girl. She was younger, but in a warrior college like Beacon, younger was better. She was skilled enough to be in this school, and that meant I had to be weary of her. She had a red cape around her neck, and her hair started out black but ended as red. Her weapon was a scythe, and judging from the size of the gun bit in the middle of the staff, it was a sniper rifle. I hated sniper rifles. They certainly stung going in, and if she managed to hit me in the head, I might be down for a few seconds while I healed. Just like last time, real names for the fight.

I dropped onto Ruby, delivering a quick punch to the face before anyone realized what had happened. I jumped off, bowling straight into Blake, who knocked my off by hitting me with her cleaver of a sheath. I fell back towards Yang, who punched me in the top of the head and blew my brains out. They all gasped as my head exploded, and I lay on the ground, slowly and unnoticeably healing myself as they tried to talk.

"Did…You just…?" Weiss asked.

"Ozpin told us he didn't have an aura," Blake said, being the realist, but still shaken up.

"Sis?" Ruby asked. Yang just stared at my feet, my head hidden in the shade of a tree.

"I…Did I kill him?" she asked. My head finally healed, and I started moving, getting to my feet. It'd been a few seconds, and they'd done more damage than Team JNPR. This was gonna be FUN.

"Thank you sir," I said over their gasps and cracking my newly reformed neck. "May I have another?" And then RUBY blew my head off. "COME ON!" I shouted from what was left of my jaw. "That was fucking sarcasm!"

"He's getting mad. That must hurt," Yang muttered.

"It tingles, yes," I said from the ground. "Why must you insist on doing it?"

"Because it's the only thing keeping you down," said Blake. "Who are you?"

"They didn't tell you that?" I said as my mouth fully healed, and I set to work on the rest of my face as I stood. "Ares."

"And how are you doing that healing trick?"

"Ah. That'd be telling!"

"What about the shapeshifting they told us about?"

"Oh, that?" I asked, morphing my hands into the hammerfists. "Spoilers: those can hurt, a LOT." They all sprung back, and I rolled to my feet. I tried to slam the fists down, to launch them up, but Wiess made some motions with her rapier, and a glyph blocked my strike. SHIT. She can use glyphs. THAT was a problem. I had no idea how they worked, and they added an unpredictability I couldn't accept. In other words? Weiss had to go.

I moved my armor into place so I could focus on her and ignore the other's damage, and leapt at her. She jumped over me, trying to tear up my back with her rapier. I landed, then spun, kicking back. She deflected the move, then encased me in ice. Not crippling, like water would be, but annoying in its own right. But I had to admit, I was having more fun in this one fight than I had in decades with Grimm.

I twisted my body, breaking free of the ice and deactivating my hammerfists, switching to muscle mass. I launched a kick at Yang, who'd come up to see if I was frozen. She blocked it with a kick of her own, but I spun, landing on the foot I'd kicked out with, and knocking her remaining foot out from under her. It crumpled, and she hit the ground. Ruby came at me with her scythe, but a raised arm blocked the blade, and I sent her sprawling with a punch.

"How is he so strong?!" Weiss yelled, confused. I launched at her again, and she blocked my advance with a few glpyhs. I simply jumped over them.

I punched at her face, but she knocked it out of the way with the tip of her blade. Damn that sword. I'd have to get it away from her. I spun, trying to elbow her in the face, but she'd ducked and stabbed at my legs before retreating behind Blake. I activated the earlier mentioned Wires, splitting my arms into innumerable strands, another trick I got from the spiders. I could've got webswinging, but y'know. The strands were razor sharp, similar to garrote wire, and I could control each and every one of them with concentration. I sent them swarming towards Blake, who ducked under the first wave, and with a little glyph help from Weiss, sent the ones from my right arm reeling back with severed ends. Damn that girl.

I jumped towards her, flipping so my legs were aimed skyward as I travelled vertically towards her, activating my blade. I swung at her, HARD, and she tried to block it, but it sent her flying. I wondered how Weiss was able to keep me from hitting her, coming to the conclusion that she was deflecting the force I was putting out, not trying to stop it.

'Let's fix that,' I thought as I landed back on my feet. I slammed my blade down at Wiess, and she positioned herself to deflect the hit, but I moved slightly, causing our forces to meet head on. She crumpled under the hit, hitting the ground and bouncing back up a bit.

"Take this!" Yang shouted as she launched at me. I switched to hammerfists, meeting her first punch with an identical one. The impact stung, blowing off a quarter of my fist, but it quickly healed in time to punch down against the uppercut she launched next.

I spun, kicking her in the side of head and focusing back on Weiss. I slammed my fists down on the ground, launching her in the air. I brought my fists down on her back, knocking her into the ground. She jumped to her feet. Goddammit, stay down! She flicked her rapier around, forming a higher wall. I didn't feel like jumping over it, so I set to work knocking it down. I heard Blake jump behind me, trying to do a flying strike. I stepped back and ducked, grabbing her outstretched leg, and slamming her onto the ground. She gave off an echo after hitting the ground, and avoided the follow up kick.

I sprung back at Weiss, who'd lowered the wall, thinking I'd go after someone else. She managed to sidestep me, and I had to land and jump back at her. I slammed an elbow into her stomach, twisting my arm and uppercutting her chin, and launching her into the air. I grabbed her ankles as my hands shifted back to normal. I slammed her into the ground. She still had some aura left, but she wouldn't be getting up for a while.

I turned back to the other three. Yang would have to go next, she was the next biggest problem. I glanced at her to see a…Interesting sight. Her eyes had gone from lavender to red, and her hair appeared to be on fire. Her semblance, perhaps? She launched towards me, punching towards my head, almost quicker than I could see. I ducked, driving a fist into her stomach. She didn't even seem to feel it, as she followed up with a flurry off attacks. My torso was blown to bits by her attacks, before I healed, jumping up and over her. I needed to know when and where she was going to attack. I needed her memories of planning the attack.

Me getting memories out of genetic material…It's tricky. You CAN get memories by consuming the entire body. But that's messy, and defeats the point, in this case. Dead skin cells contain genetic material, but not nearly enough to get memories. Hair, however…You can get a couple of minutes out of that.

There were a few hairs that stuck up higher than the others, and my hand shot out, pulling them from her head so quickly that it probably couldn't be felt. I consumed the hair and the follicle that came with it, and a quick flash of her memories flooded my head.

I saw her analyzing my body, aiming for my torso, and planning on following up with blowing my limbs off. Then, I jumped over her, and one thought flooded her/my head. "IF HE TOUCHES MY FUCKING HAIR, I WILL-…" Whoa. I landed, straightening myself. I ignored everything else, and only one sentence managed to get out of my mouth.

"I done fucked up." Then my head exploded as she slammed her fist down through the top of it.

My entire body crumpled into the ground, turning to paste as I was already trying to heal it. Well, damn. That actually hurt. I healed my head, working on my torso as Yang turned to Blake. "Do you still have that tranquilizer Ozpin gave us?" Blake nodded, swapping out the ammo in her pistol for a few rounds she pulled from her belt. Ruby walked up next to her, cocking the rifle and shooting my re-formed head. Fucking hell, people. I might actually need a Devastator to take these people down. My torso was healed, and my legs clicked back into place as the bones reformed. My head molded into normality, and I flicked aside the next bullet that Ruby shot at me.

Blake walked calmly up to me, and shot me in the forehead with a tranquilizer. I don't know what she thought she was doing, I don't have a heart to slow or blood to transfer it to. I pulled the dart out of my head, and stood up. I heard Weiss getting up, and I bent over, feeling the biomass churn in my stomach. I threw my arms out to the sides as the tendrils burst forward, powering through their aura. As the tendrils shrunk back into me, I only had one thought. 'That ought to fucking do it.'

But no.

There was a second where nothing moved, and I was convinced that I had won.

Then Blake coughed. Then Yang sat up. Then Weiss started moving slowly towards her rapier. Then Ruby shot me in the head. Again. I stayed standing, my head reforming as I began to talk.

"Alright, ladies. I'm impressed. You four have put up more of a fight than I've had in centuries. I'm assuming tranquilizers means you wanted to bring me in alive." I held out my hands in front of me. "Take me where you wish."

(X)

I sat in front a desk, my hands chained in useless handcuffs, as I stared at the man in front of me. He was the same one who'd seen me out of the window yesterday. He sipped the coffee out of his mug, analyzing my face for the 5th time. I raised an eyebrow. "You know, if you're checking me out," I said, "you really should buy me a drink first." He smirked, placing his mug on the table, then folding his hands to rest his chin on them, all while staring at me.

"Do you know why I ordered the teams I sent after you to bring you in alive?"

"Really? Could have fooled me, the yellow one blew my brains out a few times. The one with the scythe, too."

"Yes, well, Ruby does tend to get a bit…enthusiastic when it comes to slaying monsters." I raised an eyebrow, and he hurriedly tried to correct his mistake. "I don't mean you, I mean the Grimm. This was just another-"

"Oh, no. You had it right the first time. I'm definitely a monster." He stared at me, as if he were trying to see my soul.

"I don't see a monster. I see a child with extraordinary abilities." I laughed.

"I am not a child. I have been alive for longer than you can conceive, professor. As for being a monster…I have done my fair share of evil. I have hunted. I have obliterated. There was a time when I slaughtered all who opposed me, each time feasting on their defeat. What would you call that?"

"A very misguided old person, still with extraordinary abilities." I laughed again. "Tell me, why did you kill all those Grimm? It must have taken some form of effort, even for someone of your abilities."

"I wanted to. I get bored easily, and heavy combat is one of the quickest solutions."

"You slaughtered over 500 creatures of Grimm…because you had nothing better to do?"

"Now you're getting it." He thought for a moment, placing his mug on the table.

"Would you like a drink?" he asked. I raised an eyebrow.

"I don't need to drink."

"But would you like one?"

"Eh, sure. Some tea would be wonderful." I got my cup of tea a minute later from a tall, blonde haired woman in a white blouse and cape. I effortlessly snapped my cuffs as I reached up to take it, casually sipping on the drink. I hadn't had a good cup of tea in a while, and this was pretty well made. They'd sure mastered the craft after I reintroduced it. "What do you want, Ozpin?" He leaned back, raising his eyebrows. I'd surprised him. Good.

"How do you know my name?"

"Oh, relax. One of your students talked about Ozpin like he was the boss, and here I am, seeing you. I made an assumption." He cleared his throat, realizing how paranoid he must have seemed, and calmed back down.

"I simply wanted to see who it was that wiped out our stock of Grimm."

"Bull. You ordered your team to bring me in alive. As in capture me. You didn't just want to see who it was, or you would have sent a stealthy scouting party first. You wanted to talk to them. What about?" He smiled, looking almost smug. He looked like a cat, who'd just captured a rather interesting mouse. Sadly, it was the other way around.

"I wanted you on our side."

"Your side?" I asked. "Aren't you lot in a time of peace? Who are you fighting against?"

"I thought someone like you would know everything."

"I tend to not affiliate myself in the affairs of humans." He raised an eyebrow.

"Humans?"

"I'm not elaborating. Just realize that everyone in this building and I are in completely different leagues."

"They brought you in, didn't they?"

"I became sufficiently impressed with their abilities, yes. Perhaps if I'd stood still for another few weeks, they could've killed me. If you want me on your side, you need help. If someone like the team from today are a part of the underdogs, I want to see whoever the hell it was you all are fighting. I don't know everything, I just observe everything." I finished the sentence with a smug grin, and I sipped on my tea.

"We are fighting a group of terrorists who have affiliated themselves with the White Fang."

"The Faunus civil rights group?"

"They have long since stepped away from peaceful protests. The old leader stepped down, and the new one is far more militant."

"Pity. I liked the old leader. I helped found that group, you know." He cocked his head in confusion, and I smiled, shifting into the persona like putting on an old coat.

My body swarmed with tendrils as my cells were changed and rearranged. My hair turned silver, I grew slight claws on my hands, the body hair on my hands and arms extended like mad, and small cat ears appeared a few inches away from my temples. I smiled, extending my arms. "Wenge Cedar, I believe was this one's name. Completely of my own invention."

"I…See…I assume there is more to this power of yours?"

"Yes," I said, shifting back to my old face, but adding a blue hoodie over the shirt.

"And you are not going to divulge the secrets of this power?"

"No."

"Hm…Is there anything I can do that would…entice you, to join this school?" I thought.

The only reason I even came here was that it was the closest place with Grimm to kill. To stay…would require one hell of a reason.

"Who would you consider to be the strongest person at this school?" I asked. He raised an eyebrow, bemused.

"Faculty or student?"

"Does it matter?" I asked. He smiled, and nodded his head at the doorway.

"Ms. Goodwitch. She has been my assistant for many years, and is one of the most powerful huntresses I've ever met."

"Fine, then," I said. "A duel, with her. I lose, or it's a draw, I stay. I win, I leave."

"Any reason?" he asked.

"If I win against your strongest warrior, there will be no more enjoyment left to be had here." He nodded.

"That seems fair. I shall speak with her, and I will get someone to escort you to the arena."

(X)

The person escorting me to the arena was, in fact, someone who'd blown my brains out several times today. "So…" said Yang, waiting outside the door as I left. "What did Ozpin want?"

"For me to be a pawn in his little game," I said. "And I think you're supposed to be taking me to the arena, not intruding on private conversations."

"Don't get smug with me," she said. "I'll blow your head off again."

"Oh, I don't doubt it." She glared at me for a second longer.

"I don't like you," she said bluntly.

"Oh? I would have thought my stunning good looks and scathing wit would have won you over by now."

"You took my hair."

"And now we're enemies for life or something?"

"Pretty much."

"Good to know. Arena now, Jeeves."

"It's Yang. Not Jeeves."

(X)

I sat, legs crossed, in the middle of the arena as people filed into the stands. Apparently I was now a spectacle. I'd better give them a good show. Goodwitch hadn't entered yet, and I had no idea what I was in for. I didn't know her powers, and I hadn't spared enough attention to her when she handed me the tea to size her up as a fighter. I thought about what I had seen. The riding crop at her waist was no weapon, indicating that she probably used something else. Her semblance, or glyphs? Both? I'd have to do this on the fly. I heard the conversation in the stands hush, and I opened my eyes. Goodwitch was standing on the other side of the arena, her crop at her side, staring at me. I rolled back, flipping onto my feet.

She took something from her pocket, placed it on the floor, and slid it across the ground with a kick. I stopped it by reaching out with a foot, and picked it up. It was similar-looking to a cell phone. 'I don't remember re-inventing those,' I thought. "We shall use these to keep track of our aura," she called. Apparently she hadn't been told that I didn't have one. I was about to shout that back to her, when I had an idea. I pulled it in half, rewiring it a bit, before plugging a small wire into my body. A small shock ran through my body as it judged my amount of biomass. I shivered as the tingling sensation left me, and I put it back together as a red bar spread across the screen. I slid it into the pocket of my hoodie, and settled into a combat position.

I slammed a foot into the ground, allowing the biomass to travel quickly underground and rise up as spikes. She blocked the strike with a glyph. Goddammit. I pulled the spikes back underground and into me as she waved her crop, creating clouds above me. They started raining down crystals as I crouched, raising my hands. One above my head creating a barrier to my front and head, the other guarding my sides. The Dome. The crystals bounced off the dome easily, and I settled back with claws ready. I leapt at her, claws aimed at her torso, when I felt a force grab my body and slam me into the ground. 'What the hell?'

I recovered from the hit, switching to Wires and sending them flying towards her. The strands stopped halfway there, then they were tied in a knot by an unseen force. I could see subtle finger movements from Goodwitch as my arms were sent back in a square knot. I shifted them back to normal, and my arms settled at my sides. She was…manipulating…something. The air? Telekinesis? I decided to lock myself down, see the extent of her power. I settled my armor into place as parts of my feet extended into the floor like rambolts, securing me in place. I crouched, setting up my dome, and redistributed my biomass, making me as dense and heavy as possible. 'I'd like to see her get through this,' I thought.

It took a moment. But the floor I'd secured myself in shook. The space between the parts of my dome got larger and larger. And suddenly I was ripped out of the floor and tossed aside like a ragdoll. Damn. If I couldn't touch her, this fight would go nowhere. She couldn't defeat me, as I could fight with my current biomass for weeks, but I couldn't hurt her. My only option was to strike fast, and hard, before she could react. But how…I could move fast, definitely faster than she could hit me, but she'd have me with that power the second I moved.

I half-noticed the shards from earlier were still on the floor, and were starting to twitch. Suddenly, they lifted into the air, forming into some sort of rock snake, and barreled towards me. I switched to muscle mass and punched it, hard. A ripple ran down the length of the snake, and the thing fell apart a second later. She flicked her crop, and I was launched into the air, heading for the ceiling. I spun, putting a dent in the ceiling with my feet, rather than my head, and pushed off, heading back down to the ground with a huge burst of speed.

Just before hitting the ground, I shifted all of my mass forward. The momentum got me a couple of feet forward in an airdash, and allowed me to keep that speed as I sprinted towards her. I ran as fast as I could, crossing the arena in a few strides, throwing my fist forward HARD. And it slammed into a GODDAMN GLYPH. It shattered into pieces, but it gave her time to thrust her crop forward and I launched back into the wall. I pulled myself off the indent, before shifting my arms back to normal.

I had one more choice. I could try to go toe-to-toe with that power of hers. If I could push past it, I could get a strong enough shot off to take her down.

I switched to Hammerfists, forcing all of my mass into them. Judging from the strain on my arms, they had to weigh a few hundred tons by now. I began walking towards her, just managing to keep my fists from hunching me over. She waved her crop in a zig-zag, and a red glyph appeared. 6 red spears formed at the points of the hexagon, and slammed towards me. I barely raised my fist in time, and they glanced off of it, the damage healing instantaneously. I pulled some of the mass out of my fists, shifting them to my legs as I ran forward. I started to hunch over as the weight took its toll, and suddenly slammed into an invisible wall. I slammed my fists into it, and I watched her aura take a hit.

Holy shit, I could hurt her by draining her energy! Yes! I'd found her weakness.

I swung my arms up, preparing to slam them down with all the force I had, when another wall slammed into me from behind, flattening me.

Literally, I turned into paste. For the second time that day. 0/10. Would not recommend.

My biomass surged into either wall, straining to give me some room to heal. My head reformed in the center, and I glanced around at my surroundings. Goodwitch's eyes were narrowed as she squeezed her hands together, trying to force her walls together. I had to admire her tenacity. She and Ozpin could've just let a monster like me walk out the door, but here she was trying to fight someone she knew was far beyond her skills.

As my torso and arms healed, I finally glanced up at the students watching the fight. Many were terrified, staring at me with open mouths and wide eyes. A few simply watched intently. I noted Teams JNPR and RWBY were both part of the second group. Team CRDL, I noticed, was one of the first.

But I couldn't help but notice…how young some of these kids seemed. None of them could've been over 25. They'd just begun their lives, and they were expected to fight a war? No, they're all just…children. Even Ozpin and the White Fang. They should be spending their lives how they want, not fighting for…whatever reason. I couldn't allow the Humans that had survived the Superbombs and 2000 years of Grimm fall to some violent group with a grudge. They needed someone…stronger. Someone to make sure the right side won, or at least that neither side went too far. Someone to guide them. Someone like me.

But first I needed to get out of here. My legs finally reformed, and I prepared a Devastator. The biomass churned, and shot out. It barreled into the walls, driving them back, but not shattering them. I brought my hands down to my hip and prepared another one. "Ka…me…" I noticed the air rushing as the walls soared back towards me. "Ha…me…" The wall at my back pressed into it, and I brought my arms forward, aiming for Goodwitch. "HA!" The stream of tendrils surged forward, barreling through the wall and knocking Goodwitch onto her back. "I've always wanted to do that." I glanced at the screen, noting gladly that it had only taken off half her aura. I couldn't even see a difference in my biomass.

I raised a hand as she flipped back to her feet. "I surrender," I said in a clear tone. "I'm done." Goodwitch tilted her head slightly, then glanced up to the crowd. I turned, seeing Ozpin, leaning over one of the railings. He raised his eyebrows, then gestured for me to follow him. I bent over slightly, letting power run through my legs and jumped over the stands, landing just behind him. "Well, that was fun," I said. I could hear him chuckle as he raised his thermos to his lips.

(X)

Before I knew it, we were back in Ozpin's office. He'd instantly gone behind his desk, taken out some papers, and began writing things on them. I couldn't be bothered to spare the brainpower to read upside down, so I picked up the tea that I'd left earlier, sat down, took a sip of the cold drink, and began to ponder my new responsibility. I couldn't get attached to these people. If the White Fang lost, and the government went all retribution on the Faunus…Beacon might end up becoming the target. I could get comfortable, but not relaxed. I had to be ready for anything this…War, I guess, could throw at me.

I was jolted out of my thoughts when Ozpin slid the top paper across his desk to me. I glanced down at it. "What's this?

"It's a document saying that by enrolling in the Academy, you are our responsibility and under our jurisdiction. Sign it, and you will become part of Beacon."

"Just like that? Going to trust a random stranger who beat 12 of your pupils?"

He smiled. "I'm a very good judge of character."

I smirked. "Whatever. Where's the pen?"

Author's Note: 15 pages on Microsoft Word and over 4 months of planning are finally coming together. I LOVE this story idea, and I have a few…twists coming up. New chapter should be coming up fairly soon, as we finally reach something canon.