"That'll be $6 please." I take out my scroll and scan it on the card reader next to the till, then I take the two cups and walk back towards the alley, the smell of cheap takeaway noodles only serves to boost my appetite even further.

Honestly, I was surprised to find out that Penny is able to eat food normally. She says it's a placebo effect designed so that her experience can be more "human". Apparently that's a necessity so that she can generate an aura. In fact she told me all about herself, about how her "father" built her in Atlas. About how general Ironwood funded the project, and how she'll have to "save the world one day".

That part shocked me a little. It means the people who built her are aware of an upcoming conflict. I can't help but wonder what they know that I don't. All I know is that roughly every hundred years, some kind of world-changing conflict occurs, and the next one could happen tomorrow, or it could happen decades from now. Honestly, I have no idea where it'll happen, or who will be responsible, and I have no idea if the people I've been fighting have anything to do with it.

So maybe that's part of the reason why I want to get to know this girl better. She could be a lead to finding out more about this threat to the world. But there's more to it than that. She told me her story, even though it was supposed to be classified information, and she only just met me. And the more I learn about her, the more I find we have in common. Neither of us can make friends easily. Outcasts, both of us would be shunned by society if they were to see our true nature. But most importantly, out stories are both completely unique.

We both recognize that there is nobody else in this world who could understand our circumstances better. This is the unspoken bond between us that formed the first time we saw each other. Which is why for the first time in a very long time, I have decided to trust her with my story. The TRUE story, not the false version I give everyone else. And it's the very first time in my whole life that I have ever told it to someone I've known for less than an hour. I'm sure you could understand then, why I decided to go get food for the two of us. I needed time to psyche myself up.

I push open the door to the warehouse with my foot, and walk in to find the girl is still here. It looks like in the time I was gone she moved some of the old crates together to form a makeshift table and chairs for the two of us. With her chrome internals still showing through the wounds in her skin, we couldn't exactly walk into a café and order a meal. This abandoned warehouse was really the best place to talk.

"Oh, you're back!" She says, raising her head as I close the door behind me. I nod in response and take a seat, handing the girl her noodles. Then we just eat in silence for a solid minute. It's a little awkward, but she realizes I still need a minute. After all, so did she when she was telling me her story earlier. I finally decide to just give it to her straight, and begin speaking.

"I'm over one thousand years old." I stop and wait for her response. She just freezes, a look of surprise creeping onto her face. Clearly she wasn't expecting that.

"About one thousand two hundred to be more precise. I lost count ages ago." Penny just listens silently as I work out where to go from here. My nervous stutter has completely vanished in this moment.

"I was born somewhere in Anima, before it was called that… I don't remember the name of the town. Grimm destroyed it when I was about… as old as I look, I guess… because that's the day I got my semblance." I demonstrate by allowing my fingers to split into a mass of writhing tendrils, which coil idly before reforming into their default shape.

"As far as I know I was the only survivor. This power of mine saved my life. I lived in the woods for years after that. It was hard… My semblance couldn't do much at that time. Even simple changes drained my aura rapidly. But I've been training it every day since then, and now the aura drain is negligible." It's true. I wasn't just handed the greatest semblance in history, anyone would be as strong as me if they'd had a millennia of training.

"But I don't understand… That doesn't explain how you've lived so long…"

"I think it's a side benefit of my semblance. I can regenerate from anything, and apparently that even includes aging." That's the simplified explanation. I decide not to get into telomeres with her right now, not that I don't think she would understand. While she appears to be very socially naïve, she's actually quite intelligent, which she demonstrated to me earlier when trying to explain the workings of her body. (an explanation which flew right over my head.)

"Anyway, from that point on not much interesting really happened. I lived in the wilderness for most of that time, just traveling around and living off the land. Every now and then I'd get lonely and decide to try and make a life for myself in one of the towns or cities, but one thing or another would usually ruin that after a few years or so…" I've done that a few dozen times in my life so far. Guess the world isn't the only thing that has cycles.

"And here I am now. Trying to be a hero, but so far all I've done is scare off some thugs…" And thus ends my monologue. Penny takes a moment to digest what I've just said before responding.

"I think I kind of get what you mean… My father wanted me to come to Vale with him so the general could keep an eye on me at all times, but I begged to come up here early so that I could see the outside world a bit… and also… I wanted to prove to him that I'm ready. That's why I ditched my escort to come out to the bad neighborhood. I thought that if I beat some bad guys, he'd take me seriously… But all I did was get damaged… Father is going to be so mad… He probably won't let me go out anymore…" She looks so defeated as she says this. I don't really know how to comfort her, since in this case our situations are very different. She's been surrounded by father figures, protecting and controlling her all her life, whereas I have been alone and free.

"I-I don't think you should give up yet…" She looks at me curiously as I say this. And as quickly as it went, my stutter came right back.

"I mean… I've been h-hurt… so many times in the past… B-But I'm still trying… Trying to make friends… a-and to make a good life for myself…" It's true. I've become so jaded from every loss, every failed attempt at a normal life, that it's a wonder I ever find the strength to try again. Wasn't there an old parable about that… something about a man pushing a rock up and down a hill forever? Either way, my encouragement (as generic as it was) seems to mean something to her.

"Thanks Sylvia. I don't really have many friends, so I can't really tell but… I think you're a pretty great one…" She gives me the most sincere smile I've seen in a long time.

"Oh!" suddenly she reaches for her pocket, fishing out a scroll and checking her inbox.

"Oh dear, it looks like my escort have been calling me non-stop… I really have to have them pick me up so I can get this damage taken care of… Can we swap contact info?" I nod my head eagerly, before fishing out my scroll. I hesitate a moment as I realize…

"W-Wait… didn't you say they monitor you all the time?... Won't t-they wonder why I-I'm in your contacts?" She gives me cheeky grin.

"Oh no! They won't know a thing! All I have to do is hack the scroll and hide the data!" Figures. She is a robot after all, it doesn't surprise me to hear she can do that. We scan each other's scroll, then Penny speaks;

"Umm… do you think it'd be okay to meet up again soon?" She says with pleading eyes. If she weren't doing it, then I would be.

"S-Sure… I-I'll message you what times I'm free…" I respond.

"Sensational! Then I'll see you soon!" She waves, and I return the gesture before grabbing the empty noodle containers and exiting the building, depositing the trash in a nearby dumpster. I then begin to slowly make my way back in the direction of the shuttle port.


It's been a long time since I've had this many friends. I mean aside from Nora, I still don't really know any of them very well yet, but it's still a warm sensation that fills a part of me that's been empty for so long. And this latest addition is someone special indeed. A real live robot, with a soul and everything! She's unlike anyone I've ever met before. I'm looking forward to getting to know her better. But just then worrying thoughts drag my mind away from that pleasant topic.

Right, I haven't had time to process what happened back there because I was so caught up with Penny.

That fight was pure insanity. Those girls were the first opponents to ever push me past blade form that weren't a Grimm. I mean fair enough, I don't fight humans or faunus very often living in the wilderness, but still. It's cause for concern. Both of their skill levels exceeded the standards set by my classmates by a significant margin. And even though I still have so much strength to spare, they outclassed me in terms of discipline and team co-ordination.

Not to mention I panicked. When push comes to shove, I'm still such a coward. If only I could think logically under pressure I'd have realised I still had the fight in the bag. It's shameful. How in the hell am I supposed to save anything if that's how I respond to even the slightest bit of pressure? I know one thing for sure. I'm going to beat this weakness of mine whatever it takes. And I think I know how to do it too.

But first, I'm going back to my dorm room and passing the fuck out. Way too much has happened for one day.

WOOT! Fuck yeah! Broke the double digits bois! Chapter 10! This is still super weird to me, watching as my little story continues to accumulate more and more viewers, plus the reviews too. The fact that people actually enjoy what I make is mind-blowing to me.

Just want you guys to know I'm thinking of starting another fic soon to give my brain something else to do creatively, since I'm getting a little worn out working on the same story, but rest assured that Fear of Death will take precedence over that. I do not want to let it interfere with the upload rate of this fic.

Anyway, yeah. This chapter and the last one, what do you guys think? I really wanted to do something with impact when introducing her, and I really hope I pulled it off. BTW, even though you guys could probably figure it out based on the chronology of the show if you really wanted to, this meeting with Penny happens BEFORE she runs into Ruby.