A/N: Despite the fact that I'm slowly gaining speed with this story, it's actually much harder to get through than those I've made before. The most likely reason being that the FEAR storyline was a bit fragmented in regards to Pointman's past and how you had to pay close enough attention to full grasp what happened to him, Fettel and Alma and how they all became what they were.

Combining that with the RWBY storyline is a lot more work than I thought...but if there's anything I like it's a challenge. And given that this fic is the first of its kind I'll do everything I can to make it entertaining enough for my readers.

Some have asked what may be included in this story; Flashbacks from FEAR? Pieces of FEAR 2? The RWBY cast getting stuck in the Almaverse? Or possible encounters with both Fettel and Alma herself? Honestly I haven't fully decided yet, but this story is marked Horror/Adventure for a reason, so stay on your toes.

Anyway, I hope you guys like my work thus far. And I'll keep it going as long as I can...which will hopefully be to the very end.

(I don't own FEAR or RWBY)

The bright sun shined down from the cloudless sky above, the sound of seagulls calling as they flew overhead while a large cargo ship cruised along the ocean. Salt water spraying into the air as the waves crashed against the hull.

At the head, Adrian stood with his hands on the railing before him as he looked toward the large piece of land that was steadily growing bigger the closer the vessel got. It had taken a bit of lien, and doing a few odd jobs around the ship, but he managed to get passage to another kingdom.

He'd never been anywhere other than Vacuo and Atlas, and more than likely he would be found out in either of those kingdoms if he went to either one, so he decided to head to a continent that he wasn't familiar with in order to throw Armacham off his trail completely.

Vale wasn't as large or as military strong as Atlas, but it was said to have it's own way about it that drew in a lot of people from time to time. It was the perfect place for him to hide out and think about his next move before going forward.

The ex-FEAR operative knew that he couldn't keep running forever. Eventually ATC would find him and he'd have to fight back. But he wanted that particular confrontation done on his terms, with the least collateral damage as possible.

The organization needed to be brought down, after everything they've done and covering it up he couldn't just let it all slide. But in order to take them on he'd need a damn good plan...and enough firepower for the job.

Taking another look at the steadily closing docks, Adrian pushed away from the railing and made his way into the ship. Making his way down a few flights of stairs and a few corridors until he entered the utility room where he had been spending the last few nights and picked up the duffel bag and rucksack he stashed out of sight before making his way back toward the upperdeck.

Nodding to a few of the crew men he got to know on the journey as he stepped back out into the sun just as the ship finished pulling into port. The gangplank dropped to the closest dock allowing a few of the crew to step off as he followed down shortly after.

"Welcome to Vale, kid." said one of the crewmen as they started to unload cargo from the ship. "Hope you find what your lookin' for."

Adrian nodded to him as he headed up the pier, pulling out the passport information he forged a while back as he prepared to enter the city.

Seeing him leave, one of the deck hands looked to another, "Kid didn't say one damn word the whole trip." he said shaking his head as they went back to their work.

X

Getting into Vale was rather easy, a farcry compared to all the other places he had to get into in the past weeks. But considering Vale didn't have nearly as many threats, except Grimm, as the other kingdoms they didn't really take too long checking authenticity of identification.

Either way, it worked in Adrian's favor as he now walked down the sidewalk almost an hour after arrival amongst the citizens that were going about their day. His eyes straight, but his senses scanning the crowds for anything out of place or if someone was following him.

Paranoia was never something he considered a part of his mentality, but after recent events he learned to be much more cautious then he had before. And being somewhere he hadn't been before made it even more prominent than usual.

Reaching into his pocket, he pulled out a black colored scroll and flipped it open to look at a map of the city he had downloaded not long after he arrived. Flipping over the readout, he found a low-cost motel downtown.

Even though he had a decent amount of money on him, spending a lot on someplace he would only be staying at for a week tops wasn't good strategy. That, and it kept him out of crowded areas, which was even better.

Selecting the location and marking the coordinates, Adrian walked a bit faster. An actual bed and some food sounded pretty good at that moment, and he didn't want to be walking around with all of his gear out in the open.

Thankfully it didn't take too long, considering that where the ship had docked was close to the downtown part of the city. And after a few minutes of checking in and paying in advance, the ex-FEAR operative stood in his new living space for the time being.

It was spartan in nature, only having a bed, a side table, dresser and a cracked tv along with a bathroom that was no bigger than a closet with just a shower stall and toilet. The wallpaper was torn in several places and the lights looked like they needed to be replaced, containing only the bare essentials. Simple, which was all that Adrian needed.

Making sure that his gear was stashed out of sight while putting his spare clothes away in the drawers by the bed, the teen dressed in a black underarmor shirt, digital-camo pants and his boots before slipping on his thigh rigs and slipping his pistols in place with a few clips of ammo before grabbing his wallet and heading out after making sure the door was locked up tight.

The sun was still high in the air as he moved through downtown into the market district where the shops and resturants were located. Thankfully no one batted an eyelash at the fact that he was carrying his sidearms with him, considering that many huntsmen and huntresses carry their armaments when they were out and about.

Taking the time to observe his surroundings, Adrian settled on a simple diner that was out of the way of the more busy businesses. The place only having a few tables full as he grabbed a booth toward the back and sat down while pulling out a menu as he waited for the waitress to come by.

His sharp eyes picking out an older woman with brown hair and an apron heading his way with a notepad in her hand. A pair of dog ears sat atop her head meaning that she was a faunus.

Adrian knew of their history and honestly felt no ill-will toward them, he even served with a couple of faunus when he joined FEAR and became friends with them. Though members of the terrorist cell the White Fang were a different story entirely.

"Good afternoon, are you ready to order?" she asked kindly.

Nodding the teen pointed out a couple of things on the menu. The waitress tilted her head at his silence, but wrote it down regardless. "Alright, coffee and a BLT. It should be ready in about ten minutes." she replied taking the menu and heading toward the kitchen.

The ex-FEAR operative sighed as he leaned back in his seat. For as long as he could remember, he had been unable to speak. After being checked out by a couple of doctors during his time with the Atlatian military, he had been told that there had been permanent damage done to his vocal cords that had happened years prior.

Sometime in the past that he was unable to remember.

Even after getting bits and pieces of it back after his altercations with both Paxton and Alma, there were still large blanks in his memory that had yet to be filled. And after what he had seen and learned thus far...he wasn't sure that he wanted them to be.

He was brought out of his thoughts when lunch arrived, sending a small smile to the waitress as he waited for her to be out of sight before taking out his scroll while digging into his food. Bringing up the map of Vale again as he started scouring various locations of interest.

Local shops that sold weapons, ammo and dust. Hospital. Medical supply stores. Library. And the CCT tower. One of the many things he knew from the military was that you needed to know the terrain, the best vantage points, and any and all resources that could be at your disposal to add against hostility.

Finished with the task, he brought up the local news files to get a better feel of the ongoings of Vale. Other than a few dust robberies and minor Grimm outbreaks in the surrounding forest nothing really stuck out which was good.

Expanding the search, he mentally cursed when he saw a couple articles about him. Or, more or less, the alter ego given to him by various people he'd helped recently. Articles such as; 'Rogue Huntsman Saves Village', and 'Grimm Horde Slaughtered by The Rogue'.

Even though the chances were slim that such things would point to him, there was always a small bit of doubt that someone might dig just deep enough to match it to his profile somehow. Armacham had a large intelligence division, and with what happened in Fairport at the Project: Origin facility they'd do whatever it took to keep it away from the public.

Adrian was a loose end that managed to get away. None of their higher-ups would take that lightly and do whatever it took to either capture or kill him. Though, if they knew of his connection to Alma, then the former was more likely to occur.

Searching a few more points on the device, the teen finished off his meal and paid the bill, leaving a generous tip before leaving the diner and heading for one of the stores he had marked. His ammo had taken a bit of a hit in the last few jobs and he needed to restock while he had the chance.

Entering the store, his grey eyes took in all of the different weapons that surrounded him on the shelves and walls. Some in gun form, others in bladed/melee form, each one different from the last and not one was the same as another. Adrian took a moment to admire some of the wares before making his way to the counter that showed smaller weapons along with dust crystals of various colors, ringing the bell by the cash register to get the attention of the shop owner.

"Be right out!" a gruff voice bellowed from the back before a tall, built man wearing a red t-shirt and jeans stepped out. His hair was grey with black streaks running along the sides and his eyes were a dark shade of brown that was almost black. "Welcome to Tolka's Arms, what can I help you with today?" he asked with a wide grin.

Adrian reached into his pocket and produced a piece of paper with what he needed and handed it to the man who looked it over carefully.

"Hmm, lotta rounds here, clips as well along with dust-grenades. You going to war, kid?" Tolka asked with a raised eyebrow.

The teen crossed his arms and shrugged making the shop owner narrow his eyes. "What's the matter, cat got your tongue or something?"

Rolling his own eyes, Adrian pointed at his throat and shook his head. It took a second or two for the man to realize that he was mute and flushed a bit in embarrisment. "Sorry bout that, got a habit of putting my foot in my mouth sometimes."

Waving him off and letting him know that it wasn't a big deal, the ex-FEAR operative pointed at the paper he handed Tolka. "I can get the rounds and the magazines for you, but the grenades will have to be special ordered. I'd say about two days before they'll get here."

Adrian nodded in understanding as the man went into the back and came out a few minutes later with a couple of cases with bullets and clips and set them on the counter before going to the register and punched in the information.

"All this, plus the cost of the explosives, 750 Lien." he said looking up and found the teen gone along with the supplies he'd set out. Finding the money cards already on the counter along with another slip of paper with a scroll number on it and a note that said; Call me when the grenades are in. I'll be sure to come by again if I need anything else. Thank you.

Tolka shook his head and looked at the door. "Strange kid." he said outloud before going into the back again.

X

Night had slowly decended over Vale as the shattered moon and stars lit up the sky. Even though it was getting late, the city was still alive with activity with people having a bit of fun while they were still out.

As for Adrian, he's spent a good few hours loading rounds into clips and putting them away before heading out again. Pistols still in their place as he walked along the well lit streets enjoying the cool night air. Looking up at the sky as he moved leasurely down the sidewalk.

If there was one thing he enjoyed doing from time to time that didn't involve killing Grimm, it was looking at the stars. He never knew why, but there was something about nighttime that relaxed him. And the view that wasn't offered in the day was nice in its own way as well.

It offered him a moment of peace and helped him forget what could have been bothering him before. Even if it was only temporary, it was something that he needed to keep his mind at ease when things got too rough.

Taking a deep, calming breath, he checked the watch on the underside of his left wrist before taking a left turn down another street...Coming to an immediate stop when he saw a group of armed men come out of an alley ahead of him.

Moving to the side and getting into the shadows out of sight, he observed the men a bit more closely. Eight of them were dressed in black suits with red shades. Most of them had either side arms or swords on their sides, but two had assault rifles slung across their backs. All of them being led by a man wearing a white suit, a bowler hat holding a cane and smoking a cigar.

Adrian narrowed his eyes, it didn't take someone with military training to see that trouble was brewing. Even more so since the man leading them was Roman Torchwick.

The man's reputation was well known in the other kingdoms, a criminal mastermind that was as cunning as he was eccentric. Which made him all the more dangerous, given him his place in the top five most wanted.

And if he was walking around in the open with an armed escort, it meant anything but good for someone.

Following along slowly and staying out of sight to avoid detection, he watched the armed group continue down the street and enter a shop named From Dust Till Dawn. Four of the thugs stood outside on guard while the others entered the store with Torchwick.

The teen stayed low and made his way closer to get a better viewpoint of the situation. Getting a good look through the window from his position and finding the other half of the group pointing weapons at the elderly shop owner before going around and grabbing every piece of dust that was in sight.

Having seen enough, Adrian quickly formed a plan. Standing up and made his way out into the open and approaching the shop. One of the men standing guard saw his approach and blocked his path to the door. "Sorry kid, shop's closed." he said putting his hand on the teen's shoulder to stop him from advancing.

There was a brief pause before the ex-FEAR operative grabbed the man's wrist and twisted it hard to the right until he heard the tell tale snap. The thug bellowed in pain before a quick jab to the throat silenced him, the man gagging and grabbing at his neck while dropping to the ground, his comrades moving in to intercept when they saw him go down.

Adrian drew one of his Straders just as a commotion could be heard within the store and shot the closest thug in the head before he made it two steps. The remaining men drew their own weapons, but the teen was quicker. Activating his semblance and slowing the world around him as he fired quickly into them while they were in the process of pulling the triggers of their guns.

When everything went back to normal speed, the men dropped to the ground dead the same time one of the front windows of the shop exploded outward. Spinning around Adrian caught sight of a girl kneeling over the downed form of one of the gunmen that went in the store.

She looked to be about his age if not a little younger wearing an all red and black outfit that hugged her curves with a skirt and ended with a long flowing red cloak. Her black/red hair was cropped short framing a heartshaped face with alabaster skin.

Standing to her full height, she pulled a weapon from behind her back. The device unfolding to reveal a massive scythe with a sniper scope attached to the shaft. Looking over her shoulder, a pair of silver-grey eyes peered at the remaining thugs in the shop, a smirk appearing on her face as she twirled the large weapon around and implanted the blade into to the asphault. Her other hand clicking off a pair of headphones she had been holding.

Inside, Torchwick took a slow drag on the cigar in his mouth as he looked at the girl. His eyes traveling over to Adrian as he stood with the bodies of his other henchmen scattered around, pistol aimed in his direction. "Okay...Get Them!" he ordered and the remaining thugs went on the attack.

Two of them went after the girl while the other went after the ex-FEAR operative with the aid of the gunman he had punched in the throat who had just gotten back up. Ducking under an uppercut, he slammed his fist into the man's jaw before pistol whipping him in the side of the head knocking him to the side.

Adrian drew his other Strader and punched a few rounds through the other man's chest before firing one last one into the back of the head of the thug he had knocked to the ground. Looking toward the girl, he saw her finishing off the last of them, twirling her massive scythe like an extension of herself. Using the recoil when she fired it into the ground to move with great speed leaving rose pedals fluttering in her wake.

Smashing the last gunman to the ground and landing on her feet. Torchwick shook his head as he looked at the men he had hired who had been taken out so easily. "Well...you were all worth every cent. Truly you were." he muttered taking out his cigar and dropping it to the ground, stamping it out with his cane, "Well kiddies, I think we can say that it's been an eventful evening. And as much as I would love to stick around." he raised the cane and a sight snapped open from the bottom. "I'm afraid this is where we part ways."

Adrian raised both his pistols and fired a salvo of rounds at the criminal as he fired a flare from the cane. The girl aimed her scythe at the ground and fired herself into the air to avoid the following explosion while Adrian dove aside and rolled out of the way.

Getting to his feet and aiming forward again he found Torchwick gone, but a small spot of blood could be seen where he had been standing along with a trail that led to a ladder that went to a nearby rooftop where the mastermind was busy climbing up with a large red spot on his left shoulder.

Holstering the pistols, the teen grabbed a dropped DAR (Dust Assault Rifle) and gave chase. Activating his semblance along the way as he scaled the ladder, appearing as a blur to those who saw him as he reached the rooftop quickly. Rifle pressed to his shoulder and eye down the sights as he saw Torchwick staggering to the other end of the roof holding his bleeding shoulder.

A moment away from pulling the trigger to stop him, a gunshot was heard in the street below and a familiar red cloaked girl appeared with her scythe at the ready. Sending a brief look at the one that got there before her before addressing the criminal. "Hay!"

Torchwick stopped, gripping his shoulder a bit tighter, "Persistant." he hissed through his teeth as a loud hum of a bullhead's engines was heard powering up. The arial craft raised into the air sending wind billowing around them, a spotlight shining down on the rooftop as the cargo door opened to allow the criminal entry.

Squinting through the brightness, Adrian raised his pilfered weapon and fired at the ship. Torchwick ducking out of the way as the rounds peppered around the metal walls until the clip ran out.

"End of the line kids!" the man shouted coming back out into the open holding up a red dust crystal before throwing it in their direction.

Narrowing his eyes when he was the criminal raising his cane to shoot, the ex-FEAR operative flared his aura and slowed time around him again. Tossing the empty rifle to the ground and drawing one of his pistols and taking careful aim at the piece of dust.

The weapon kicked when it fired, the bullets path clear through the distortion as it pierced through the air and hit its target. The crystal slowly breaking apart on contact as time flowed normally again as it went up in a blast of fire, the shockwave that followed jarred the bullhead forcing Torchwick to grab the handhold inside the compartment, glaring down at the two below.

Smirking, Adrian drew his other pistol and stared firing in quick succession forcing the man into cover. Beside him, the girl converted her own weapon into a smaller form and started shooting as well. Rounds pinging off the ship's hull as it remained in the air.

Torchwick grunted as he kept low and making his way to the cockpit where a woman with raven colored hair and a dark-red dress was piloting. "These kids are a pain in the ass." he growled while using his aura to heal as much of the gunshot wound as he could.

The woman stood up abruptly and headed past him and into the compartment, leaving her partner to pilot the ship as she looked down at the two teens as they reloaded their weapons. Glowing ember eyes leered down at them as she held out her hand, fire traveling along the arm of her dress before a blast launched from her palm.

Both of them saw the attack and leapt out of the way when it struck the roof, splashes of energy spreading around on impact. The woman waved her hand through the air and a glowing red circle appeared below them.

Adrian grabbed the girl around the waist and leapt back as the ground exploded sending chunks of debris flying in all directions. Glaring at the woman when he landed away from the blast zone, the soldier raised his weapons to shoot when he saw another fireblast heading straight for them

Before he had a chance to move again, a shield of purple energy suddenly erected and took the hit instead. Confused at the turn of events, he heard the sound of high heeled shoes on the ground behind him.

Turning around, he was greeted with the sight of an older woman making her way across the roof. Dressed in a white blouse and black skirt, her blonde hair tied up in a tight bun with green eye behind a pair of glasses. Her posture was stiff, yet controlled as she held a riding crop in her hand that was pointed forward.

Waving the crop, the debris that was scattered around from the first blase started hovering in the air before forming together to create a large, spear-shaped projectile that launched at the bullhead.

A handful of fireblasts shot out of the ship from the attacking woman, taking out half the projectile. But the blonde waved her crop again causing the remaining stone pieces to split off in several directions and attack from various angles.

This only lasted a few seconds before a wave of orange energy blasted from within the bullhead destroying the projectiles completely

The two teens raised their weapons and started shooting again, the mystery woman in the air held out her hand and deflected the salvo of rounds effortlessly before waving her hand through the air again. Causing the ground below the three of them to glow brightly forcing them to jump out of the way as a large hole was blasted through the roof.

By the time they had righted themselves, the bullhead was already flying away. Its engines tilting upward as it gained speed and disappeared into the distance.

Adrian lowered his pistols, holstering them in place as he watched the craft fade away. "You're a huntress." he turned to the girl that fought with him with a raised eyebrow as she saw her looking at the woman that helped them with stars in her eyes.

"Can I have your autograph?!" she added with a higher pitch.

The woman gave her a pointed look, "No. And I must ask that you come with me immediately." she turned to the young man as he started walking back to the ladder. "That goes for you as well."

Stopping, Adrian turned and looked back directly into her eyes before he vanished in a blur leaving both women shocked.

X

Ruby Rose could only stare, mouth agape at how the other teen had just vanished like that. She'd never once seen someone with speed that could rival her own, and from what she had seen he was very skilled with a gun.

"Who was that guy?" she wondered outloud before the woman gave her another look and motioned for her to follow. Her frusteration as being blown off by the other teen very clear as they headed into the city.

X

Unknown to all, across the street on another rooftop, shrouded by the light of the shattered moon, stood the form of a familiar eight year old girl. Long red dress covering her frame with pitch black hair covering her face. A pair of cold, glowing red-orange eyes leering through the curtain seen clearly in the darkness as she watched the events unfold.

The wind picked up just as she vanished in a burst of ashes, the fading pieces scattering as they fell.

A/N: Looks like Mommy's keeping close watch over her oldest son. I did mention that there would be changes to RWBY canon, and I started them much earlier than I originally planned to make things interesting. I mean come on, how many of you wanted a bullet in that arrogant ass, Torchwick, after seeing the first episode? I sure as hell did.

And if your a little put off with the killing of the thugs and how quickly it was done by Adrian(Pointman), don't forget he was technically raised to be a killer in Project: Origin and was a part of the FEAR task force. He's used to taking down enemies swiftly and a few dime store thugs are nothing compared to what he can do. So prepare for a lot of asskicking in the future...but remember. Good training and paranormal reflexes doesn't make him invincible, he's not a Gary-Stu folks and I'll be damn sure not to make him that way.

Till next time, send your reviews and I'll update soon. Peace!