AN:

Hey guys, in the last chapter I wrote it as if Beacon was set on the ground. Sorta forgot that it's a flying school. My bad. We can all play it off as Beacon has ground property underneath the main part lol.

I apologise for this chapter taking a while. With the release of Mass Effect Andromeda as well as other life things, and me just loosing track of time - It's May already! Late May! - I was a little distracted. Please follow and/or review, the more I see the more motivated I am to get these done quicker.


"Ozpin." The teen in black spoke into his scroll. Still holding the absolutely terrified Neopolitan. The explosion just a few minutes prior had used up all her aura. Levi had put her on her own two feet, but had kept a tight grip around her wrists behind her back.

"Yeah, the warehouse lost all of its supply of explosive type Dust, as well as minor damage to the courtyard." Blake, Lily, Weiss, and Iris were tending to their fallen comrades. A large, deep purple bruise had already started developing along the side of Christine's right ribs, not the only mark on the group left by Mercury Black. Yang had also taken a heavy hit to her stomach, she felt nauseas but had managed not to lose her lunch. Ruby's left shoulder had dislocated in her near encounters with the duo of dust flares and unlucky landings. The violet haired punk of LILC handed her a handkerchief to bite down on.

"I'm sorry babe, this'll sting." Iris reassured the crimson reaper as best she could before shoving it back into place with a sickening pop. The sound of bone and muscle snapping back into place coupled with her sister's muffled cries of pain was enough to tip Yang over the edge. The blonde wretched heavily, which was sign enough for Blake to know to pull back her hair. Yang's face turned green as she gave her partner a sickened smile before evacuating her lunch all over the pavement beside her.

"We took a beating, but they didn't get away with any of the dust." Between Weiss comforting her silver eyed friend, Blake making sure Yang didn't vomit on herself, and Iris double checking that none of Christine's ribs were broken. That left everyone but Lily with a job. She walked over to her leader and his captive to inform him of the situation, and that she didn't think they'd be able to make it back to Beacon without assistance. She eyed the small girl that was still slightly shaking. Despite herself, Neo had not taken her eyes away from Levi's flat yellow ones.

"We'll need help getting back. A transport for nine." He nodded to his cat-like partner before motioning her back over to the main group. The pink coloured faunas gave the girl that was eye level with her a harsh glare before jogging back to her friends to see if she could help.

"Yes, nine. We managed to capture one of them." The brown and pink head of hair looked down briefly before she felt she was being mentioned again.

"No, I think she'll be good." Levi look down at the girl. "Won't she?" There was no apparent anger or threatening tone in his voice. But he briefly lit up his eyes, this caused the girl's own orbs to turn white once again. That confirmed his suspicion. Neo nodded with a slight tremble to her head.

"Actually," Levi seemed to interrupt the voice on the other end. "I would prefer to handle her. I have ways of getting information faster than any conventional torture would allow." A worried look furrowed his brow before he seemed to hear the answer he wanted. The mention of torture only frightened Neo further.

"I appreciate it Sir, I promise I won't disappoint. I owe you one." With the conversation over, Levi closed his scroll and leaned down to come eye to eye with the short, almost half naked girl.

"You have information I need. One way or another, you will give it to me." Levi stared intently at the girl's face for any sign of breaking. There was apparent fear, lots of it, but no signs of talking. The boy sighed heavily before taking off his jacket. He laid it gently around the small girl's shoulders, her form jumping at the contact. He slowly zipped the front up to cover her exposed skin.

"It's only fair." He said with a shrug before reaching under her hair to grab her neck. She flinched once again at the touch, but obliged when Levi started to walk forward. He walked the few feet required to be with his group once again, all in varying degrees of pain.

"I would like you all to know I blame myself for this. If I hadn't left the battlefield none of this would have happened." Lily rose from her squatting position with a spin to face her leader.

"No, Lee. It isn't your fault. If anything, it's hers." The last word was full of malice, accompanied by an equally angry glance. Lily quickly retracted her anger once Levi gave her a solemn look and a slow shake of the head. She pulled his head to hers for a quick peck on the cheek and a sweet smile before updating him on the condition of his team in a whisper.

"Blake, Weiss and I are mostly fine, just tired. We barely took any damage that fight. Iris is gonna faint any second now." The small girl rolled her neck and shoulders. "Ruby's arm was dislocated, Iris popped it back into place but it is still rightfully sore. Christine probably has some bruised ribs. And Yang got hit with the same force to her stomach, hence why she's spilling her guts." Iris let slip a dry laugh before thinking out loud.

"Most of us got taken down by a single guy." Levi's glance turned to her with worry and mild shock. She noticed this and continued. "Not all at a time. It was a mix of him being fresh and us being not so fresh. He took us by surprise."

"Grey?"

"Grey." Iris confirmed with a nod. "You could have taken him easy. Might have been a challenge for the rest of us though."

"His name, or at least the name he gave, is Mercury Black. He was a contestant from Haven in last year's Vytal tournament." Weiss informed. She had moved onto Yang once Ruby convinced her that she'd be fine, it was just some pain.

"Noted." Levi said appreciatively. "Transport should be here in no more than five minutes." The tall teen informed, he turned to his still shivering captive. The girls of RWBY were wary of Levi, given his previous display. Threatening to kill or violate what looked to be a girl as young as they, and openly antagonising a known criminal.

"I'm going to need to blindfold you. It won't help your mental state, but you need to trust me." He had seemed to be getting increasingly kind and understanding. Neo and team RWBY didn't understand it, he was threatening to turn her insides into outsides a minute ago. LILC had seen it done before however. They knew exactly what would happen after he was done getting any information he needed. Levi reached into his coat once again, this time, pulling his hand out with a strip of black cloth. He gingerly tied the soft fabric around the frightened girl's head at eye level.

"How much do you actually have under that coat?" Ruby asked trying to distract herself from her quickly healing arm, thanks to her remaining aura.

"I have everything I think I might need." Levi replied distractedly, his focus on making sure Neo couldn't see through the fabric.

"Why not use all those pockets on your pants?" The silver eyed girl asked a little confused.

He answered wordlessly once he was sure the blindfold was secure, he pulled out multiple different types of ammo from various pockets.

Lily's left faunas ear flicked quickly before she informed the group that the transports where near. Blake nodded in confirmation as she rubbed Yang's back. She seemed to be finished making a mess of the area.

As the airships came to ground, those of closest height of those injured helped them to their feet and slowly walked them over to the troop mover. The wind from the roaring engines buffeted all the students' hair and clothing. Beacon security staff stepped out from the large metal sky transport. They formed a semi-circle around the students as they made their way onto the large Bullhead. Inside was seating for eight, and enough room for two to stand.

They passed the injured and the captured up to those that could manage. Levi jumped up first, pulling Neo with him and promptly sitting her in the far corner, her arms now wrapped around herself. He carefully pulled Christine up by the underside of her shoulders, guiding her to a seat closest to the door. Yang was reluctantly handed over, Levi gingerly helping her to the seat opposite Christine. He grabbed Ruby's good hand and helped her climb into the airship, she took a seat beside her sister. He helped the rest climb in, Lily being last.

"Lil, you're gonna need to stand this time." She nodded and dragged the door to a close behind her as she stood looking over the rest of the passengers. Levi took his seat in between Neo and Iris, the later almost instantly passing out on his shoulder. He put his other arm across the front of the nervous girl on his other side. Still blindfolded, the unexpected contact made the girl flinch slightly.

'What has Cinder done to you?' He asked himself mentally. Seeing how scared this girl was of one of the only traits he and his sister shared, it raised more questions than it answered. As the Bullhead took off and the security forces started sweeping the area, the familiar rocking of the giant hunk of metals caught the attention of all those that were conscious.

The ride back to Beacon was uneventful. The first words spoken since the group boarded was the pilot informing the group that they had arrived back at Beacon. The teens started gingerly shuffling back onto solid ground.

"You're going to have to hold onto me. I'm gonna trust you not to run away, okay?" Levi spoke softly to Neo, who gave a very small nod. At least she'd stopped shaking. Levi picked Iris up bridal style from her seat and waited for Neo to show some sign of being able to follow. After a few seconds of waiting, she slowly reached out and blindly grabbed the yellow shirt which he wore under the jacket he had temporarily given her. Weiss thanked the pilot as he took off.

It was late, so most of the students had already resided to their dorms. There were a few stragglers but they were most likely just preparing to go back to their dorms as well.

The group of nine made their way through the school grounds, passing a few individuals who gave them various looks. Some of the first years that had not made their way back to the hall for initiation the next day gave the group looks of admiration as they passed by. Some of the older students, those with a more trained eye, saw their battle scars. They moved aside respectfully, news of the explosion spreading quickly. As the group made their way to the medical building, they ran into a familiar scarlet head of hair. Her sharp senses quickly picking up that the group of people she had been waiting for were approaching, she turned to greet them cheerfully.

"Hello agai-" She cut herself off once she saw the sorry state the group was in. With worry on her face she got to fussing over everyone. "What happened? There were eight of you, just who did this to you?"

"You remember that kid, Mercury Black? Turns out he was a bad guy. So was Emerald." Blake spoke in a cool tone, but she appreciated the concern. Pyrrha was dashing around the group as they walked making sure they weren't seriously injured. She stopped once she got the the blinded girl roughly Lily's size.

"I don't mean to be rude, but who is this?" Neo turned away from the inquiring voice.

"Don't worry about her." The normally darkly dressed teen spoke with the most authority he could manage. But he was exhausted. His main, and only, focus now was getting his team to the infirmary. With Levi carrying Iris, Yang leaning on Blake, Lily supporting Christine as best she could, and Weiss keeping an eye on Ruby, the group slowly made their way to the medical wing of Beacon. Pyrrha had offered to help Christine as she could see the height difference between her and Lily was uncomfortable, but she was told it was fine and was sent back to her room after wishing them the best. The group was in solace once again. Apart from the tapping of heels and boots hitting the ground, and the occasional groan from one of the students, the journey was once again, in silence.

'First mission. First failure.' Levi scolded himself, he knew Ozpin had the upper hand in their relationship, especially after agreeing to let Levi take care of the girl. The group was greeted by medical staff that were waiting for them as per Ozpin's orders. The school nurses guided the students to empty beds, and gently started assessing the injuries. After a few minutes of investigation, the nurses established that there were no serious injuries, and that the injured should be fully healed in two days. Aura is a wonderful thing. Those that were able thanked the staff for their work.

Lily hadn't taken her eyes off of Neo since she was sure her friends would be okay. The glare she gave the blindfolded girl was one not easily deciphered. It hinted at a wide variety of emotions ranging from distrust to anger, from spite to jealousy. As the girl sat next to her leader, still huddled into herself, one hand reached out from the black jacket a few sizes too big for her to grab at him. Lily knew this was the process, but it didn't mean she liked it. She noticed Levi pull out his scroll and type something before laying to rest in his lap and tilting his head back pointing at the ceiling. The faunas softly walked across the room from beside her brunette friend toward her leader. Her pale orange eyes glanced down at the message typed on the scroll, it was Levi asking Headmaster Ozpin to meet them at the room, as bringing his captive with him to Ozpin's office may cause problems.

"Lee?" She was met with a hum. "Are you actually okay?" She got a shrug in reply. A sad look spread across her face before she steadied her resolve and laid her head gently on his shoulder after sitting next to him. Levi lifted his hand to rest it on her lower thigh and let out a deep breath. He tilted his head to the right to get closer to his pink themed friend.

"She knows Cinder." He whispered with contained relief and joy. She smiled back up at him, almost excited as he was. She grabbed his arm and held it close to her body. Levi didn't make it known that he had felt the small girl tense up on hearing the name. He carefully placed his hand on Neo's smaller one, not unsurprisingly eliciting a flinch from the probably white eyed girl. He moved his head once more to whisper to the captive.

"Look, Neo was it? You don't need to be scared of me." He whispered as reassuringly as he possibly could. "You probably should be," he trailed off, "but I digress." He squeezed her hand gently before he continued. "I won't hurt you. I don't know what about me it is that scares you, but I can assure you that whatever it is…" Levi found himself silent a while after he had stopped conversing. He sighed and straightened back up. Being comforting had never been easy for Levi, it wasn't his strong suit.


"I see." Ozpin had not expected this. To encounter Raven Branwen at all in the past eighteen or so years was rare in and of itself, but to encounter her without her wanting so, unconscious or not, was astounding.

"Yeah. She was looking rough so we carried her off the path to a clearing to make sure she wouldn't die on us if we brought her to where we were going. As it turns out, she's real tough."

"Did she attack you?" The green suited man asked with surprise.

"No. Nothing like that. Well, almost. But it's just that…" Levi was at a loss for words. What he saw was hard to describe.

"Her extraordinary Aura reserve?" Ozpin offered.

"And all that came with it." The darkly dressed teen added. "We could see her injuries healing themselves, it was noticeable by eye. And the sheer presence she has, it's not someone I'd look forward to fighting." Levi seemed to grow distant just remembering his encounter with the tall woman.

"I wouldn't worry about it young man. I doubt you'll be seeing her again." The conversation was more of a way for both parties to gauge the other, rather than an actual conversation. They matched each other's intensity, joked when the mood was lighter, and shared a mutual if not comfortable silence whenever the situation arose. After a couple of hours of interviewing the teen, Ozpin's voice shifted back to his head of a school voice.

"Mr. Aurelian. From what I can tell you are of no danger to my students." The Headmaster informed Levi of his thoughts before he was interrupted.

"I could be. You'd never know until it happened." His head suddenly lurched forward when a blur of moderately pale flesh came into contact with the back of his head and returned the it's owner's blue coated side. He rubbed the back of his head with a slight cringe on his face before eyeing Ozpin again.

"But I mean no harm to anyone currently on this school's grounds." With a well-hidden giggle Ozpin continued on with his train of thought.

"I will have you inputted into Beacon's database before tomorrow's lessons begin. I expect you to be there."

"We greatly appreciate it Headmaster Ozpin." The brunette shared with a soft voice and a gentle smile. The two shorter girls gave synchronised nods in agreement with their taller companion's statement.

"We'll be back here before seven in the morning for any preparations you would like to make. And thank you again." Levi offered a hand to the head of Beacon, which he accepted. With a nod of approval from Ozpin, the group that would come to be known as team LILC set out to spend their last night in the apartment they had temporarily been staying in for their duration in Beacon City.


A knock on the door to the room got the attention of all who hadn't fallen to exhaustion, which weren't many. As Ozpin opened and walked through the light brown door with opaque glass, he met the eyes of Levi and Blake, and the black blindfold that had been tied around what looked to be a young girl's head.

"Miss Belladonna. Mr. Aurelian." He greeted them both with a respectful nod. "I trust that no one was critically injured?"

"The doctors said they'd be completely fine in a couple of days at most." Blake's flat voice rung through the air.

"That's wonderful news." Ozpin smiled. "Mr. Aurelian, I assume this is our… Guest?" Levi nodded slowly. Ozpin's gaze trained its way to the point of contact, where the small blindfolded girl seemed to be clinging to Levi's presence for dear life. "You have met prior?" Levi shook his head with an equally slow speed. "Well, in any case." Ozpin started. "Are you sure you can take care of her?" Tired gold eyes locked to aged brown.

"Give me a secure room and anywhere between, if I'm lucky, two days, and if I'm unlucky, three weeks and she'll be willing to tell me her life story. And her darkest secrets." Neo's grip on Levi's sleeve loosened, her mind wandering to just what her supposed friends had left her too.

"How much could you do in about nine hours? You are still a student here." Ozpin asked with a well-hidden smirk.

"Nine hours Ozpin?" Upon hearing the name that she had learned to dread, Neo's grip on Levi's shirt tightened once again. "In nine hours she might not want to leave." Levi moved his hand to rest on his knee. "If we're lucky." He added with a troubled look on his face.

Ozpin nodded solemnly. "I assume you can handle her until tomorrow?" He asked although he felt he knew the answer he would receive.

"I should be able to." Levi replied almost nodding off. "If I can't however, I'm sure you can take her."

"I should be able to." Ozpin returned, amused with himself. This earned a single laugh from the black and yellow haired teen. They exchanged nods with slight smiles before Ozpin departed. The room grew still once again. The only sounds were the various breaths and pained moaning from the sleeping students.

Blake, not having much else to focus on, decided to give another glance at Levi and his captive. The small girl seemed to be as tired as the rest of them were, but was understandably not letting her guard down. Neither had Blake. She was ready to spring into action in case the blindfolded girl tried anything. She had slipped one hand back into the leather jacket, still keeping contact with the teen with the other. The ball she had curled up into seemed to be more relaxed than when they had first entered the room. Much to Blake's surprise, the girl hadn't even tried to remove the blindfold. Either she was petrified of Levi to the point of obeying every order, she had cut a deal with him, or she really did know him before today. Blake didn't know which she preferred.

Then there was Levi himself. The obviously exhausted, both physically and mentally, teen in the black bottoms and form fitting yellow top. His body looked like it could barely be more relaxed with how it was slumped. But Blake had the feeling that there was a typhoon of thoughts in his head. His gaze was distant, seeming to stare right through the wall across from him. He might have been completely immersed in thought, he might be one to sleep with his eyes open, or he might just be staring intently at the wall. Blake couldn't tell. And she didn't like it. So much of this group of people was secret, they were all so closed off. And why did Levi matter so much to them all? Blake shook off her thoughts. She was just overthinking out of exhaustion. It had happened before.

Blake's own head tilted to the ceiling. She was just about ready to feel the sweet embrace of sleep for herself, but something stopped her. An urge she felt about things that caught her attention. She was curious.

"Levi?" The calling of the boy's name seemed to fall on deaf ears. "Levi?" She was slightly more forceful in her pronunciation of the name this time.

"I'm listening." It seemed the coming conversation was second priority to him.

"Why was it suddenly okay to stop using the codes?" She was referring to the fact that as soon as Roman and the rest of his raiding party had left, he went straight back to using real names rather than the colour code names that he was persistent they all use. "Are you not worried about her escaping and reporting back to Torchwick?"

"No." The short response wasn't out of confidence in himself, but rather as if he was stating a fact.

"And why is that?" Blake's facial expression shifted to her somewhat guarded slight head turn that her team had come to recognise.

"Because I know she won't."

"How could you know that?"

"I trust her." Blake was taken aback and slightly enraged by the statement.

"How can you trust her? She works for Torchwick." Blake's voice had started to raise slightly. "She'd kill you without a second thought given the chance." Levi had still not made eye contact with the faunas.

"No she won't." He obviously wasn't putting much effort into the conversation.

"How can you be so certain?" Blake almost shouted. Various people stirred around the room. Lily, Weise, and Christine being the only ones to actually wake up. The former two because they had the energy to be awake, the later because of how alert she naturally was whilst asleep.

After a second or two Weise quickly straightened up, snapping back to consciousness. Her memories of the night and the situation not too far behind. "Blake, what's the matter?" Her voice was projected with exhaustion, but obvious concern. She rubbed a groggy eye whilst turning to her teammate.

"Levi what's going on?" Lily barely reacted to suddenly being woken. Her voice was barely a whisper as she snuggled into Levi's side. Christine however had a much more drastic reaction. She immediately sprung up in her hospital style bed. A glyph summoned in her right hand with her left in a guarded position. She instantly regretted her instinctual action as the immense pain from her ribs caused her to gasp in constrained agony.

"Christy. We're okay. You need to sleep." Levi spoke softly as he walked to her side, leaving the two girls sitting with a gap between them. "You have to take it easy." He put a hand on her upper back as to help her down gently. Once she was on her back again she gave her leader a thankful, if not pained, smile. She rested her hand on his after he cupped her cheek in reassurance. It wasn't long before her eyes closed and she once again left the waking world temporarily.

Blake sighed and turned to the heiress.

"Everything's fine Weiss. Just a little heated conversation is all."

"Conversation about?"

"Her." Blake nodded her head towards the blindfolded girl. The pale blue orbs studied the girl in Levi's jacket.

"Hey Blake?"

"Yeah Weiss?"

"Didn't we run into her on the train that was carrying those explosives from Mountain Glenn last year?" Blake searched her memory for a moment before a look of slight enlightenment spread across her face.

"Yes. I believe we did." Blake's distrust of the girl grew. "She also helped Torchwick get away when we fought him in the mech." Weiss nodded in agreement before she reached for her rapier that she had laid beside her. Blake stopped her wordlessly with a raise of her hand and a shake of her head. It wasn't an expression of wanting to protect her girl, but one that gave the message of "I was getting to that." The white dressed girl nodded in understanding and put her blade down again.

Levi, once making sure his friend was once again asleep, slowly made his way back to his seat. He parted the girls before planting down for what he wanted to be the rest of the night. He look at the members of team RWBY that had watched him take his seat.

"Don't you know, Belladonna, that curiosity killed the cat?" He spoke in a hushed, but full voice and a cheeky smile. Both sets of eyes currently on him narrowed. Lily growled and punched him in the kidney, which he chose to ignore. The atmosphere in the room was tense. It almost seemed like an ill taken word away from exploding. Several minutes went by before there was a break in the silence. A feint buzzing, amplified by the almost silent room, caught the attention of everyone.

"Can I trust you three with looking after everyone?" The young man didn't wait for an answer before rising and dragging Neo with him. "I'll see you all tomorrow." Levi walked his captive out of the room and disappeared down the hallway. Weiss waited until he was out of earshot before speaking to Lily, who was still half asleep and missing the warmth beside her.

"What is his problem?" The heiress hissed, getting fed up with the boy's attitude. In between yawns came Lily's reply.

"What's yours?" Her eyes closed once again as she laid on her side using her arm as a sort of pillow.

"Mine?" Blake rolled her eyes upon the incoming rant. "He has been nothing but rude ever since he arrived-"

"Could say the same for you." Lily cut her off from her sleeping position.

"He has brought a dangerous criminal into school grounds."

"She doesn't seem dangerous to me." Lily mewed in what even Weiss and Blake found to be a somewhat cute way despite the situation.

"You never fought her." Blake cut in. Lily yawned again and stretched out her limbs. She moaned slightly on a quiet cracking release in her back.

"That's true. But Levi brought her here. If he trusts her so do I." There was a long pause. The atmosphere shifted in the room. The trio sat there in silence. Lily not being able to sleep decided to just lay on her back facing the ceiling with her head on her hands. The girls of RWBY were deep in thought.

"He means a lot to you, doesn't he?" Blake's voice broke the silence. It was softer than before, more caring. Lily nodded with a blissful smile across her lips.

"The world."


It was still dark. Whatever this blindfold was made of, it wasn't even remotely transparent. The floors changed texture and consistency occasionally. The hand on the back of her neck made her both uneasy and comforted her at the same time. She didn't know who this boy was, and she didn't like it. Those eyes. Those eyes are what put her off guard. Maybe she could take him in a fight and try to escape. She didn't have her umbrella, and if he was anywhere near as good as the other with those eyes, she wouldn't stand a chance anyway. She couldn't use her semblance either. He'd already figured out her illusion ability. To an extent. The best thing she could do is bide her time. She'd get away, back to Roman, then tell him about this kid. Hopefully the boss bitch wouldn't overreact to not being one of a kind anymore.

A slow, thick click brought Neo out of her train of thought.

"Feel free to take the blindfold off now." Levi's voice broke the silence. He spoke as if talking to an old friend. As if he spoke of a trivial matter, and not to someone he had kidnapped. Neo obliged his request, happy to have her vision back. What her sight met was not what she had expected. Her gaze was met by a cushy room. Furnished for four people, but it didn't look like it had been lived in at all recently.

"Take a seat." His voice seemed to get warmer as he talked. Was he doing that intentionally? She humoured him again and took a seat. Neo cautiously walked to one of the desk chairs in the corner of the room. She spun it away from the desk and gently planted herself in it. Muscle memory taking over as one leg crossed over the other and her hand met her hair and began idly playing with it.

"Oh?" Levi questioned himself amused. "You're more confident now that we're alone?" The small girl with brown and pink eyes gave a confident smirk and a slight shrug accentuated by her head and eyebrows.

Levi walked over to the desk that Neo sat in front of, plucking a pen and a scrap of paper and wrote a short message on it before folding it up and walking over to the door and sliding it under.

"Well. We're in here until someone observant walks passed the room." The taller person in the room slowly made his way to one of the beds and fell back onto it. "Get comfy." His hands found the back of his head and his legs crossed.


"Ozpin, are you sure letting that boy take care of the captive was the right choice?" The large window that made up the back wall of the Headmaster's office gave a wonderful, unobstructed view of the rest of Beacon academy, as well a much more distant view of Vale city below. Ozpin and Glynda stood watching the few dorm lights gradually turned off. What sparked Goodwitch's question was when she saw the light to the unused room Ozpin had allocated for the time Levi had asked for.

"I agree that I am giving him too much freedom considering who he says he is." The head of pale blonde hair turned to the aged grey. A look of curiosity in the bright green eyes.

"But that's exactly why we need him on our side." The Headmaster spun and strolled over to his desk.

"If Qrow's information is correct, Cinder Fall is the one that attacked Amber. She is capable of that kind of power, we know that much at least. But we have no idea what this boy is truly capable of." Ozpin's voice carried weight as he looked through his documents.

"Are you suggesting that he lied on his enrolment forms?" The right hand of Beacon turned to face Ozpin, genuine intrigue evident in her voice.

"No, I'm thinking about the damage he could do if he has told the truth." A slightly confused look spread across Glynda's face once again as she thought of what Ozpin could have meant. She went wide eyed after she remembered just what was filled out under the 'Semblance' section of the forms.

"You don't mean…"

"Unfortunately I do. If what he shared is truthful, then eventually even we will falter to him."

"And if he got his hands on Jacques Schnee, or even James…"

"This boy may be just as powerful as the Maidens."


Ten or so minutes had passed in silence. Levi could feel the stare of the short girl on him, unwavering. She hadn't moved or readjusted. Or if she did, it was silent.

The quiet sound of pen on paper broke the silence that had taken over the room. The scribbling continued for a short moment before the sound of the blunt side of the pen being tapped against the table called for attention. Levi's head lazily tiled to his right, letting gravity do most of the work. He read the message written on the notepad held up by the small girl.

"So why opt to 'keep' me?" Levi found the question amusing. Making sure to have the girl's eye contact he gave his answer.

"Like I said, I can get information faster than most other forms of torture." He paused for a moment before adding more to his statement. "Unless you're loose that is." A look of confusion and very well hidden frustration spread across her petite face. She started scribbling a response quickly.

"I don't think you have to worry about me being 'loose'."

"Well that's a plus. It's no fun if you are." At this point Levi knew what the conversation might sound like, but decided that he might be able to break the composure of the dual coloured haired girl faster if he kept the innuendo going. The sound of pen on paper filled the room again as Neo wrote out her words.

"I was going to say the same thing. I'm assuming you're a catcher?" A smug smile spread across the lips that rested under the brown and pink eyes. Levi nodded at the girl out of some type of respect. He swung himself around to sit up facing Neo.

"Ooh, I like you. You're fun." The teen in the yellow top rolled his neck in an attempt to relieve some of the stiffness. "But no. I chose to take care of you because, as I said, you have information I want. And I can get it faster than I could with imprisonment."

"Or torture?" Neo's facial expression was serious, all playfulness seeming to fade away. Levi thought his answer over carefully before speaking it.

"Depending on your mental fortitude, yes." The room grew tense. "Unless you're into that sort of thing." The atmosphere was ruined. The pen was back at work with an almost disappointed pace.

"You sure know how to read a mood don't you?" Neo's face had a look that gave the impression of a playful disbelief. Levi chuckled upon reading the rhetorical question.

"I try." Levi rose to his feet to walk over to the desk that Neo was seated at. He spun the second chair around so the back was facing Neo, then sat down at it facing her. With hands on the top of the backrest, and chin on his hands, he spoke to her again.

"I propose a game. I ask a question, you answer, then vice versa. Sound good?" A look of curiosity spread across Neo's face, before she put her writing hand to work again.

"I'm assuming you want truthful answers?"

"It'd be nice, but neither of us have any way of telling if the answer is truthful or not." Levi extended an open hand to his conversational partner. "So I give you my word that I will tell nothing but the truth to the best of my knowledge." The short girl narrowed her eyes slightly before regaining her confident smile and taking Levi's hand with a nod.


Yet another scream of frustration accompanied by the screech of metal being bent by force echoed around the warehouse Roman Torchwick had been using to store most of the dust in Vale, as per orders of Cinder Fall. Multiple steel support beams as well as his own weapon, Melodic Cludgel, had felt the wrath of his enraged outbursts. His vision red with rage, and vocal cords strained from letting his frustration be heard.

"Calm down Roman." Emerald was fed up with watching her temporary boss' tantrum. A headache long since birthed by the screeching of both metal and man. Red eyes shut tightly as she rubbed her temples to try to alleviate the uncomfortable pulsing.

"Calm down? Calm down?!" Green eyes set on the head of green hair, wide and twitching. "That little fuck has Neo! Ozpin has Neo!" Roman had walked right up to Emerald as was screaming in her face. Mercury rose to his feet, ready to jump in in case things got violet.

"You heard her old man. Chill." He tried to make himself look imposing without looking actively aggressive. Not too much effect, seeing as how Roman was both taller, and more experienced in both combat and people.

Roman held himself back when he felt ready to put the punk back in his place. The visual change in intentions clear to everyone. He threw himself into a chair with accompanying desk and pulled a tall bottle of hard liquor from one of the drawers.

A long absence of words took over the warehouse break room that had been set up as an office of sorts. Sounds of White Fang workers bustling outside, Mercury returning to his comics, and Roman drowning himself in liquor in his rage. The moon was high in the sky, starlight blocked out from the city due to the vast amount of unnatural light.

The atmosphere in the room tense, but settling, Emerald felt is what an appropriate time to break the silence.

"We need to figure out who Ozpin's new toy soldiers are. They didn't fight like students." The sharp sound of glass heals clicking on concreate broke her train of thought.

"Ozpin's new toy soldiers?" The voice cool and sultry, confident and intrigued. Upper back length black hair and bright golden eyes caught the attention of Emerald and Mercury. Accompanied by fair skin and a red cocktail dress.

"Yes ma'am." Emerald addressed Cinder Fall with a nod while jumping to her attention. "Tonight's dust raid was, interrupted, by team RWBY of Beacon accompanied by four more. They were on par with me at least, and managed to capture Neopolitan." A pained growl was heard from the table as Roman refilled his glass for the third time. Cinder gave an intrigued hum with a raised eyebrow.

"Yeah, they had the old man on the back foot before we showed up." Mercury added with a smirk. Cinder walked over to the man in the white coat, hat now resting on the table beside his bottle. She draped her arms around his shoulders.

"They had you beat Roman?" Her tone seductive as it usually was while she was in control. A confident smile across her face ever since she entered.

"I had to stall. I was keeping them away from the dust." He paused briefly and took a deep breath before continuing. "Neo snuck around back to get the explosive dust as planned. But they were more organised than school kids should be. Me and your kids had them distracted, and were starting to outlast those little shits. There was an explosion. Then he showed up." Roman slammed his glass onto the table, small amounts of liquor spilling from the glass.

"Who showed up Roman?" Cinder was completely unreadable. At everyone's best guess, it was a calm before the storm.

"The kid wasn't like the rest of them. He was hiding something. He stopped the fight and Neo was unconscious and he had her and…" Roman began slipping back into rambling before Cinder put her right hand on his face and turned his to parallel her own.

"Roman. You really should calm down. Furious isn't a good look on you." As green eyes gazed into glowing gold, Roman felt his senses return to him once again. It wasn't a calm he wanted, as much as one he forced himself into.

"The end of it is we didn't get any dust, Ozpin now has Neo, and I really hate this new kid."

Cinder straightened slowly, hands dragging along Roman's shoulders. She looked to Emerald and motioned for her to follow as she walked passed. The dark skinned girl obliged with a nod and followed her boss out.

The next hour was spent Emerald recreating what she could of the night's events for Cinder using her semblance and the information she obtained from various White Fang members as well as her own experience. It was the easiest way to give the most accurate reports. Details weren't always perfect, but Emerald had one of the best memories that she knew of.

Although, Emerald always looked a little better.


"And, as you can assume children, whenever the creatures of Grimm would invade a battlefield, the armies that had been engaged in battle with one another called a temporary ceasefire long enough to eradicate the monstrosities, before continuing to fight each other." The unkempt green hair and loose yellow tie dashed around the classroom at astonishing speed. Even if he didn't notice it, Professor Oobleck only had the attention of half his class at best. The few that were paying attention were tired of having the same lesson drilled into them for the past few classes.

Ruby Rose had taken this time to sketch up some plans for modifications to Crescent Rose in a small notebook she carried to everywhere except combat. The drawings were somewhat complicated to decipher for anyone that didn't understand where they stemmed from. Weiss was diligently yet reluctantly taking notes on the lesson for what felt like the hundredth time. Blake had her chin rested on her hand as she lost herself to her own thoughts about nothing in particular. Yang had lost interest and fallen into a nap about ten minutes into the lesson.

On the other half of the room, Jaune had lost track of what the professor was saying and decided to just pretend he was paying attention. Nora was snoring quietly enough to not distract Oobleck, but loud enough to distract those around her. Pyrrha followed Oobleck's frantic movements and was listening for any changes in information he gave. Ren had taken out a sketch pad and begun drawing a scene of war based on the descriptions his teacher was giving.

CRDL were talking quietly amongst each other about nothing in particular. Just usual 'Who or What would you rather?' type games. Short notes were being jotted down between them.

LILC were together in body, but minds were split. The small faunas was fuming that Levi smelled like that girl he ran off with. Iris, in her still absolutely exhausted state, had convinced herself of Lily's point of view and that he was slowly trying to replace them. Christine was just upset that he wasn't there when she woke up. Rather than try to argue his point, Levi just let his girls be mad. It usually worked out for the best, and required less effort from him. None of them payed any attention to Oobleck.

"I still can't believe you…" Lily hissed at the black and yellow clad male while fiddling with what she saw as a string that required to be tied around her neck due to the uniforms. Her complaints seemed to fall on deaf ears.

"Many settlements were lost to the Grimm, due to their best warriors being away to fight in the War." Oobleck's tone was sombre. His head dipped slightly and his erratic movements settled. "Most of those settlements were never reclaimed."

The lecture seemed to go on for hours.

"Hey Weiss?" The dark red haired leader of RWBY whispered to her friend. She got a hum of acknowledgment in reply. "We have combat class next right?"

"We do. Why?" The heiress turned her full attention to Ruby. It's not like she was missing much anyway.

"You think Ms Goodwitch will take it easy on us? We got pretty banged up last night."

"It's possible. But the argument could also be made that enemies would not wait for a professional huntsman to be fully healed."

"But we're still just kids." Ruby whispered with slightly more emotion.

"We have to learn at some point." Weiss replied with a shrug. She stopped Ruby when she tried to argue further, and got back to her notes. Right where she expected to be. Ruby gave an exasperated sigh before returning to her notepad.

Once again, students were relieved of their boredom by the sound of the bell ringing throughout the large school.

Students flooded into halls, hurrying off to other classes. Second year students made their way to the change rooms to prepare for combat class. Teens made their way through the locker room to their equipment lockers to pick up their uniforms and weapons. Changing and shower rooms were attached to the back of the long room.

Blake watched carefully as LILC wordlessly entered their room. She joined her own team in, the admittedly nice for a school locker room, team dedicated multipurpose rooms. There was something up about them. Something that didn't sit right. The fact that Lily the night before refused to give any information apart from trivial things about herself alone only cemented that further in her mind.

"Hey Ren?" The constantly cheerful voice of Nora sparked conversation in her team's room.

"Yes Nora?" Her relatively short male friend replied.

"I wanna fight Iris again."

"And why is that?"

"Because I totally had her last time!" She erupted. The large majority of her clothing hitting the ground at once. "Before further injuries occur…" She mocked her teacher.

"I'm sure she'd be glad to fight you again." Ren assured her without actually knowing if his words were truthful. Ren's mind was on the potential glitch in the Aura trackers that no one else seemed to notice. He'd bring it up to Goodwitch after this lesson.

"I do hope Ms Goodwitch takes it easy on team RWBY. They looked unfit for combat last night." Pyrrha thought aloud. It was her nature to worry about others. She wrapped her corset around herself and began tightening it behind her back.

"I'm sure she will Pyrrha. Ms Goodwitch may be strict, but she isn't cruel." Jaune's words immediately brought a smile to the champion's face. He pulled his tops off and slid into his hoodie. "Besides, those girls are tough. A lot tougher than I am." He added with a sheepish grin and a dry chuckle.

"Jaune. You've improved so much since you first started here. You should stop comparing yourself to others, and start comparing yourself to who you used to be." With a thankful smile and softened face, he nodded in acknowledgment to his friend.

It was after Yang had pointed out just how much more combat training they had in comparison to their first year at Beacon that she looked down to the bandages covering the mostly healed dark purple bruise on her stomach. It was still tender, but much less painful than it was just the night beforehand. It brought to mind her sister's injury.

"Hey Rubes, how's your arm?" The blonde brawler asked while beginning to gingerly remove the bottom half of her uniform. Yang was glad that all the tops in the uniforms were button up, because stretching her abdomen in any way was still a little painful.

Ruby rolled her also bandaged arm backwards slowly wincing as it reached its descent. She had just happened to be stripped down to her, purely function over form, plain black underwear.

"Still hurts." She giggled nervously. "How's your belly?"

"Still hurts." The elder sister giggled right back at her younger sister. She was thankful they could still share moments like this. She knew not all siblings were close.

Over in LILC's room, Lily had not taken her glare off of Levi.

"I'm making you smell like me again after classes today." The tone of her voice made it evident she was very upset by this whole scenario. To most, this would seem weird. But Lily had been possessive of Levi ever since they had met. She turned to pick up her pale pink top. Her lacy white lingerie covering her small chest and shapely behind.

"Okay." He didn't seem at all interested. He reached into a small bag. He'd already finished getting changed. Swapping pants and jackets didn't take long.

"And then I want you to take me to her so I can tell her to back off." Lily felt she was in control of the conversation. A subconscious smile of confidence spread across her face.

"Okay." Levi continued to ruffle around in the small bag. Seeming to make a show of it.

"And if she doesn't I will hurt her."

"Okay." On hearing him repeat himself again Lily spun around with a stomp.

"Are you even paying attention to me?"

"Okay." Iris saw the smile spreading across Levi's face from her position on his side. She just needed to adorn her coat and she would be ready. She silently motioned for Christine's attention while helping her with her outfit, drawing her attention to the grin across Levi's face.

"Levi! I will bite your-" She was interrupted by something hitting her face. She dragged the floppy object from her face. She was about to jump at him when she looked at what was in her hands. It immediately calmed, and even lightened her mood.

In her hands was, what was essentially, hooded sleeves. The piece of leather was coloured the same pink as her tights, thicker due to light armour on the shoulders and elbows. Slits in the hood for her ears, the plush inner hood made black. Just as she remembered it, but better.

She remembered the day she lost it, and how close she came to losing more. She shook off the memory and looked up at Levi with wide eyes and a huge smile. She fitted her hood, pulled her ears through and gave them a shake. Small arms snaked their way into the sleeves before gloved hands emerged with a flourish. She clipped the strap that ran between the tops of both sleeves to finish adorning her gift.

The small girl jumped at Levi arms outstretched. In what had become a subconscious reaction he caught her with his left arm and made a makeshift seat for her with his right. She pulled the side of his head into the side of her own and twisted her upper half slightly from side to side. Giggling the whole time.

Levi pushed her face into his shoulder and stood holding his faunas friend with a gentle smile on his face. A smile the girls feel they didn't see enough. Genuine joy.

After a minute or so of watching the exchange, Iris reluctantly spoke up.

"I'd hate to break up your little moment, but we gotta go. Don't wanna get on Goodwitch's shit list."

"You think we aren't already?" Levi questioned with a raised eyebrow as he completely let go of Lily, only for her to continue being wrapped around him. He walked over to her guns, clipped them onto her back, and then did the same for his own tonfa.

"I think we're fine at the moment." Iris flicked her head toward the door and rolled off the wall to walk out. "I mean, I hope we aren't."

They saw teams RWBY, CRDL, and JNPR ahead of them as they idly stood and waited at the other end of the locker room.

"Well there you are! What took you guys so long?" Nora called to the new arrivals. Levi responded by lifting his arms out sideways and staring Nora in the eye from behind Lily's neck. There was a brief pause as the redhead didn't know what to make of the situation.

"Oh hey Lily, you got a new coat… Hood… Thingy…" Nora called slightly confused to the approaching faunas. Lily hoisted herself up to straighten her arms on Levi's shoulders. Swung her legs to be either side of Levi's head, and swivelled around to face the group. Now sitting on her friend's shoulders.

She smiled at the hammer wielder and popped the p on the "Yup" she gave in response. The majority of the group slightly uncomfortable at the fact that Levi seemed not to care that he had just gotten a face full of Lily's crotch.

"May I ask why everyone was waiting for us?" Christine's warm, gentle voice graced everyone's ears. Her arms folded under her bust.

"It was a unanimous decision that everyone would enter the arena classroom as a group." Pyrrha spoke up as she walked to the front of the group with a friendly smile. LILC shared a look before various dismissals and followed the larger group of Beacon students.


"Okay. So. The chemist is just around this corner and down the street." Cinder Aurelian spoke to her younger brother. Long deep red jacket and matching below the knee shirt blowing gently in the wind.

"I know, Cinder." Levi spat his words towards his older sister. A jacket that paired his sisters and faded blue jeans slightly ruffling. The jackets had been a gift from an overcautious grandmother. On the inside of the back was a map of the village with points of interest marked out. 'So they could never get lost.' She says. They both disliked not being trusted not to get lost. Especially considering they were frequently sent on errands.

"If you knew we wouldn't have got lost." The girl said with a huge smile and a giggle. After hearing her brother mock her in a silly voice, she grabbed his head and yanked it under her arm. After a short struggle Levi begrudgingly admitted defeat. The siblings continued their walk towards their destination, Levi with a slightly angered look on his face.

As the children arrived at the building that was home to remedies to ailments and small injuries of all kinds, ranging from herbal medicines to modern day pharmaceuticals,

"Welcome to - Oh! Hello young Cinder and Levi! Here to pick up your gran's usual?" The chemist was a jolly old fellow. Tall, thin, and completely hairless apart from his eyebrows. His voice carried none of the signs of age, but all of the fabled wisdom that was said to come from aged people.

"Ahuh! Hello Mr. Anis!" The elder sibling replied skipping up to the counter. "Levi gran said we could get some candies if we wanted. Go pick some out."

"I know…" Levi angered under his breath. A very shy child around those he didn't know. He hurried to the sweets rack so he could hide his face in it. He already knew what he wanted to get, but made it look like we was searching and deciding.

The chemist pulled out a white paper bag and began transferring various bottles and boxes from a small tray into it. An idle conversation began between the chemist and Cinder, mostly about how their grandmother was.

As he heard the conversation begin to die down, Levi shuffled up with his bag of Beowulf shaped gummies of all varieties of colours and flavours. The gentle old hands took the bag from the young boy's outstretched hands.

"All up that will be 50 Lien." The old man stated after some brief calculation. Cinder handed the plastic cards that had been provided by their grandmother over and dragged the bag off the counter.

"Thanks Mr. Anis!" She cheered with a smile and turned to leave.

"Please. It's Joe." The old Chemist waved the children goodbye as they left his store.

"Okay Mr. Joe Anis!" the elder sister waved back to him with a giggle. The pair left the store and made their way back to their home. Snacking on the gummies the whole time.


"Students," Glynda Goodwitch stood before her classroom. Her crop under arm and clipboard in her hand. "I have collaborated with Professor Port, and will be working with him for the next few lessons." Murmurs were allowed to exist between the students for all of five seconds before Glynda addressed her students once again.

"We will be running various combat scenarios with Creatures of Grimm." A wide array of emotions and reactions spread throughout the small group of sixteen students. Every other team of four having been disbanded and sent home for one reason or another.

It was Pyrrha that spoke up first.

"But Miss Goodwitch, isn't that rather dangerous?" Her concern wasn't for herself, more every other person in the room.

"Precautions have been and will be taken. We wouldn't put you in any situation we didn't think you could handle."

"What about scenarios where you are supposed to fail? No right answer type deals." Levi spoke with a half hidden smirk. He quickly received an elbow in the left ribs from Christine, who was sitting next to him. She seemed to feel it more than he did when she immediately grabbed her side. Goodwitch's reply came while he was rubbing her back in sympathy.

Glynda took a deep breath and spoke up to the students in the stands.

"These activities start today. All students are to ready themselves, and meet us near the cliff near the Emerald Forest."


AN:

What's this? TWO Author's Notes? Yes. Yes it is. I would like to have one at the beginning at at the end.

So as I said in the first note, that took much longer than I wanted it to. But with a mix of writer's block, knowing what I want to do but not knowing how I want to get there, and not having a lot of free time, working on this wasn't easy. Those are me problems though.

Please follow and/or review if you enjoyed. Send me PMs of ideas you want to see or things you think I need to work on. I welcome any and all input. The more people I know are reading, the more motivated I am to get these done quicker.

Until next time folks.