Well here is chapter 3. I may be changing the description or title of the story. All of that stuff was rushed because I wanted to get some material out. Anyway, onto the chapter!


He dived to the side as the black blur shot into the open, razor sharp claws splintering the tree he had been leaning against moments before.

The dive turned into roll over his shoulder and he stumbled to his feet as fast as he could, quickly breaking into a sprint.

He hadn't even seen the beast clearly, rather just the blur of motion. He didn't even really know what was chasing him, just that it wanted him dead.

Branches and bushes slapped at his face and scratched his arms as he sprinted through the lush landscape. His bare feet slapped almost noiselessly down onto the thick moss and leaf cover on the forest floor.

He could feel the eyes of the beast boring into his back, getting closer and closer. He could feel it gaining on him. At this point he was just prey. He had no claws. He had no way to defend himself.

His heart was pounding in his ears again. The dizziness was starting to throw his balance off even more. He was stumbling through more of his stride.

He poured on the speed, weaving between the trees. It felt like he was almost falling forward rather than running. The trees were just a blur of obstacles, whipping past him. Beads of water ran down his face.

A faint light pierced the trees and fog a few dozen yards in front of him. A clearing. There had to be a clearing.

He started chanting encouragements in his mind over and over again.

He could hear the breathing of the monster behind him, growing slightly louder with every passing moment. There had to be a dozen beasts following him at this point. He swore he could hear the thunder of a thousand feet behind him.

The light was getting brighter and brighter with every passing moment.

At least he could die in the light.

He tripped over a root as he burst into the clearing, sliding to a stop on his chest. The light was almost blinding.

Four pairs of boots were in front of him, each a different color.

He followed the legs up.

Four female faces looked down at him with a mix of shock and confusion.

He stared up at the girls for a moment before remembering an important detail.

He was being chased.

His eyes shot around, quickly spotting his fighting picks. They were hung on the belt of the smallest of the group, a pale skinned girl wearing red and black.

His arms shot out in a blur, grabbing the two picks and yanking them off the girls belt. She let out a squeak of surprise, nearly falling forward as he hoisted the picks up.

He cocked an arm back and spun, flinging the glimmering weapon end over end into the bushes.

A roar tore through the air as the Beowolf burst into the clearing, landing in a crouch. Droplets of bloods splattered the underbrush.

A single fighting pick stuck out of the top of its head.

With yet another earth shaking roar it lunged at the man like a black blur, covering the distance between the two almost instantly.

Releasing his own primal roar, the man viciously swung his second pick, driving it down with both hands into the base of the beowolf's skull as it lunged at him.

The momentum of the beast tossed him across the clearing and with a sickening crunch he smashed into a tree, falling to a heap at the bottom with the carcass of the beowolf draped over him.


The group had been walking quietly through the forest, searching for any sign of the survivor that they suspected had escaped the crashed hovercraft.

Suddenly, Blake glanced out into the forest, her hair twitching ever so slightly.

"What is it Blake?" Yang asked quietly.

Blake quickly waved her off and held her finger to her lips.

"I hear footsteps."

Weiss's eyes opened wide.

"No way. There is no way we were this lucky..." She whispered.

The girls slowly formed a line. They were on one of the many trails that ran through the forest, so it was relatively clear compared to the deep bush the footsteps were coming from.

"Whoever is out there is running fast. It sounds like they are barefoot too."

Yang raised an eyebrow.

"You can really tell that?"

Blake nodded. The group waited patiently, watching as Blake listened intently.

Her eyes widened suddenly.

"Something is wrong..."

The sound of feet pounding through underbrush reached the ears of the rest of the girls.

"What's wrong?" Ruby asked loudly.

Blake paled slightly. She remained quiet for a second before speaking up.

"Whoever is running is being chased by a lot of Grimm..."

A man burst into the clearing, diving onto the ground and sliding to a stop at Ruby's feet.

Ruby's jaw hung open in shock.

The strange man glanced up at Ruby for a moment. He was up in a flash.

The girls were totally still, still slightly shocked from the man's sudden appearance. He wore little more than a tattered jacket, the edges of which were burned and covered in mud. His hair was matted down and coated in mud as well. His skin was incredibly pale and his eyes were glinting with sheer terror.

Ruby cried out as the man grabbed her roughly by the belt, wrenching both of the fighting picks out of their sheaths. She started to spit out a smart retort when the man sprung into action yet again.

The man spun around, his arm whipping forward, launching the pick end over end into the forest.

With a deafening roar, a wounded beowolf leaped like a missile from the darkness, barreling into the man. With a roar of his own, he drove the second pick into the back of the beowolf's head, killing it instantly as it carried his body like a ragdoll.

The dead monster's momentum still managed to carry the man into one of the many massive trees around the forest, and with a wet thump he was unconscious.

The was frozen group hung in a stunned silence.

Blake was the first to react.

"Grimm! Lots of them! Get ready!"

In a flash, Ruby had unfolded Crescent Rose, twirling the long scythe in her hands. Yang double checked her gauntlets. Weiss hoisted up Myrtenaster and fell into a combat stance.

"I knew we were too lucky. Of course. The guy we are looking for brings an army of Grimm to us." Weiss muttered under her breath.

Blake drew Gambol Shroud from its sheath and swung the blade through the air a few times before cracking her back. She fell into her own low combat stance, the katana gripped in her right hand and the sheath in her left.

The four girls waited, the trees rustling slightly. Not a single noise came from the bushes.

A beowolf burst from the underbrush, leaping straight at Ruby. With a thunderous explosion and small shockwave, the top half of the pouncing Grimm was separated from the bottom.

Ruby spun back to the rest of the group.

"Team RWBY! Attack!" She cried out. In the blink of an eye she was gone, a trail of red petals and the rustling of leaves were the only thing that showed that she had been standing there moments before.

As soon as Ruby disappeared into the underbrush, a dozen more Grimm burst into the clearing, four attacking each of the girls. Having appeared so fast, the girls didn't have time to form a tighter group and were separated.

Yang landed a solid punch into the gut of an airborne beowolf. The following shockwave sent the beast flying back into the underbrush with a pitiful yelp. She spun to face her other three opponents, all of them rather large beowolves.

"I knew it was a good idea to try and warm up before this." She said with a laugh. A massive grin split her face as she lunged at the nearest beowolf.

As soon as the Grimm had burst into the clearing Blake was already climbing the nearest tree, seeking to gain a height advantage over the four beowolves that were already circling under her. It took her only moments to scale the tree with the aid of Gambol Shroud.

She reached the top and surveyed the scene below as quickly as she could. The strange man was still underneath the dead beowolf in the far corner of the clearing. Under her, four beowolves were milling about, as if deciding whether or not to climb the tree after her.

Each of her teammates were fighting their own separate groups of Grimm. Yang was brawling with four beowolves while Weiss was fighting off three beowolves and a rather large Ursa. Ruby was outside of the clearing, but the constant string of massive explosions caused by her rifle and the rising chorus of howling beowolves convinced Blake that she was not having too much trouble.

She glanced down at the Grimm below her again. They were scratching at the base of the tree and glancing over at the other battles going on. Two of them started to walk off toward Yang, who was already having a bit of difficulty taking four of the beowolves on at once. She couldn't let them hit Yang from behind like that.

With feline grace she leaped from the tree, driving her katana through the spine of one of the beowolves as she landed. A quick spin gutted the nearest beowolf.

She cartwheeled clear of the swinging paws of the other two beowolves and fell back into a crouch.

Weiss was already surrounded by three beowolves and an Ursa. She glanced around for a moment before bringing her glimmering rapier up into her classic fencing stance, waiting for the Grimm to make the first move.

A beowolf lunged at her, bringing both of its arms down in an overhead strike. A quick step back moved her clear of the clumsy attack and a swift jab from Myrtenaster stole the beowolf's sight.

The other two beowolves moved in as soon as their pack mate was injured. Weiss threw herself clear of the two beasts, somersaulting through the air. She cast a glyph underneath her and shot through the air, flying through the pair of beowolves with a fury of strikes.

Her rapier slipped through the neck of one beowolf. A quick twist in the air yanked the blade free from the beasts thick hide and carried her momentum onward. With the flick of her wrist, the throat of the injured beowolf was sliced open, dropping it to the ground.

Weiss landed in a roll on the other side of the clearing, quickly cleaning off her blade and falling back into her normal fencing pose.

The Ursa charged at her. She dove to the side, barely getting out of the way in time. The massive Grimm snapped at her, almost catching her legs in its jaws.

Weiss sprung into the air again, spinning the cylinder of Myrtenaster to a fire dust before driving the rapier down into the back of the Grimm. Fire burst from the wound and the beast howled in pain, batting Weiss away with the back of its paw.

Weiss rolled with the blow, landing on her feet a short distance away from the Ursa.

She leaped back as the beast reared up on its hind legs and swung its paws at her, splintering a nearby tree. She lunged in, stabbing the beast in the gut. The rapier bounced off a random bone plate and failed to injure the Grimm.

Weiss through herself back yet again as the Ursa swung at her. She cast another glyph and sprinted forward, nearly laughing to herself as she watched the Ursa try to swing at her in slow motion. She unleashed a fury of attacks on the Grimm's flanks, quickly slicing through its defenses and gutting it.

As soon as the beast fell, she rushed off into the forest to help Ruby.

Yang ducked under another one of the beowolf's clumsy swings and followed with a lightning fast uppercut. The Grimm stumbled backwards, but Yang stayed close and continued to beat the beast. Three more blindingly fast punches slammed into the beowolf, each strike harder than the last. With a spinning right hook, the beowolf went down.

Before the beowolf even hit the ground the other two Grimm were already rushing forward. Yang merely leaped into the air and delivered a neck breaking split kicked, knocking both of the Grimm a few steps back. She landed in a crouch, driving her fist into the gut of the first Grimm, causing the beast to double over. The second beowolf descended upon her, but was stopped by a swift kick which swung the Grimm off balance and sent it to the ground under her. A dozen shotgun blasts rang out as she slammed blow after blow into the beasts face.

She continued to hammer into the beowolf's face until the final Grimm, having finally recovered, swung its massive paw up at her face, seeking to drive her off of its pack mate.

With a quick back flip away from the blow, she caught the beast with a left hook as it charged her again. The Grimm tumbled through the air past her and landed in an unmoving heap.

Ruby was having no issue deeper into the forest. Her rifle's thunderous report echoed periodically, driving her across the underbrush. She was moving far too fast for the various Grimm to catch up to her.

Bits and pieces of various Ursa and beowolves littered the forest floor. Each time her rifle fired, another beast was cleaved in two. The massive blade of Crescent Rose had little trouble ripping the Grimm apart when propelled by the large rifle that made up the shaft. Trees fell and the ground was soaked in blood.

Back in the clearing, Blake batted the paw of one of the beowolves away with a hiss. She quickly threw a dozen slashes at the beasts exposed belly, drawing a howl of pain from the monster. With a flip, she moved out of the way of the second beowolf's swing, landing in a low crouch yet again.

She sprung forward, not giving either of the Grimm time to rebalance themselves. A swift chop with sheath of Gambol Shroud dropped one of the Grimm while the second managed to land a solid hit on her back, throwing her back through the air. She landed a short distance away, teeth bared and already in motion again, throwing a dozen blindingly fast attacks at the beowolf.

The Grimm blocked each of the oncoming attacks with the thick spines on the back of its forearms. Each of her vicious strikes took large chunks out of the sturdy bone, but none of them drew blood.

The beowolf pushed forward, knocking Blake back yet again. As soon as she was a comfortable distance, the Grimm swung wildly.

Blake quickly slid under the swing, driving her katana up into the beasts belly and hacking wildly with her sheath. Blood rained down onto her and the beast collapsed.

Moments later the steady stream of thunder coming from the depths of the forest slowed, then finally stopped. The forest resumed its near perfect silence.

Blake groaned as she rolled the massive beowolf off of her. The Grimm had managed to actually scrape her up a bit with the few blows it had landed. She had been sloppy.

She stood up and shook some of the blood off of her vest as best she could before tying her hair back up in a bow.

Yang walked over to her with a massive smile on her face.

"Jeeze Blake! You are starting to look like Ruby wearing all that red. Are you starting to regret wearing white out to work yet?" She asked with a laugh.

Blake glared at her for a moment before sheathing Gambol Shroud. Yang laughed awkwardly before turning to watch the forest, looking for Ruby and Weiss.

They emerged from the forest totally covered in gore. Weiss looked somewhere between totally disgusted and totally horrified. Ruby, on the other hand, was still happy as usual.

The two girls stopped in front of Yang.

Weiss finally turned and glared at Ruby.

"I am never helping you again. I can't believe this. I mean, look at me! How did you get blood in the trees? How is any of that even possible? Next time we fight, you are on your own!" Weiss shouted, gesturing wildly to her blood soaked clothing. Ruby shrunk back with every word she said.

"Look, Weiss, I'm sorry! Maybe I got a little carried away! I mean, that will wash out, right?"

"Gettin' a little roughed up from all those mean ol' beowolves eh Weiss? Told ya' it was a good idea to stay warmed up!" Yang chimed in, failing to hold in a string of laughs.

Weiss turned to glare at Yang, who promptly froze.

"Yang, not helping!" Ruby cried out, jumping in front of Weiss's freezing glare.

"Do you think this is a joke?" Weiss screeched as Ruby held her back, trying vainly to try and preserve her sisters life.

"This outfit is ruined! How can you even joke at a time like this? What am I supposed to do about this?"

Yang merely laughed and turned toward Blake, who was busy trying to clean off her vest.

A loud groan silenced both of the fighting girls. They glanced around the clearing for a few moments, trying to figure out where the sound came from.

"Oh wow... He's still alive? Yang asked jokingly. Blake glared at her again before rushing over and pushing the dead beowolf off of the strange man. The rest of the group quickly rushed over to her.

The man was still unconscious.

Weiss scrunched up her face.

"All he is wearing is a coat and a pair of boxers? What the hell is he doing out here?"

Yang snorted.

"Obviously he wasn't planning on being out here. Who is carrying him back?"

Weiss simply turned and walked away at that point.

Ruby laughed nervously.

"Well, I'm really too small. I mean, you wouldn't make your little sister carry a strange man all the way back to Beacon, would you?"

Yang turned and glared at Blake who held up her hands.

"I think you got this one..." Blake mumbled before turning and walking away.

Yang sighed.

"You know buddy, this is the first time I am doing this for someone and it has nothing to do with alcohol..." She said to the prone body before hoisting it up on her shoulders.

"At least you are light..."


Well there is chapter 3. Hope you enjoyed it! Please leave a review!