Writer's Note:

No amount of sleep is able to cure my tiredness.

Don't really have anything to say. My writer's block got so bad that I'm even having trouble filling the writer's notes section. I'm just going to blurt out words and delete what doesn't stick.

Review and all that jazz.

Also, I retconned Jaune's dad's name. Completely forgot about Weiss' dad. It's Jacob now.

Also, I'm not sorry. Well I kind of am. Or am I?

Chapter Thirteen

"It's not much further." The zombie woman said, leading the blonde man through the underground transportation centers rundown corridors. Jaune lurked six steps behind his cheerful tour guide, not wanting the zombie woman to change her mind about dining on him.

"I'm pretty sure you said that not even five minutes ago." Jaune said, thoughts bouncing between his injured companions and the pillar he swore they walked past for the fourth time.

"And it remains just as true." The woman stopped, facing the nearby wall. Curious as to why, Jaune illuminated it with Damus' glow. On the wall was what Jaune could only assume was a map of their current floor.

"You are lost aren't you? I knew it felt like we were walking in circles!" Pyrrha and the twins were unguarded, bleeding out in the dark, and here he was playing Marco Polo in a dungeon.

"I'm not lost." Penny said, committing the diagram to memory, "I was just leading myself in the wrong direction." Jaune felt his right hand twitch, not knowing if it was Damus or him.

"Do not worry, I took a picture of this map and now know where I am, again."

"Jaune. When a bitch don't make sense or cents you know what you gotta do, right?"

"No Damus, remember what happened last time? I'll take a look at the map myself." Jaune walked past the woman whose pupils seemed to have transformed into some kind of loading bar. Alright let's see… Jaune traced his finger upon the diagram, rubbing off dirt trying to make it as legible as possible. "Glennfir Underground Distribution and Transportation" was written at the top. Underneath was a massive floor plan. "Test-ing-Cham-ber." Jaune said aloud, paying no mind as to why the word was scratched into wall versus being written into the diagram. Apparently the testing chamber, as well as a medical bay, was on the floor below them. Penny's pupils returned to normal before pointing towards the direction they just came from. "Ok it is this way!" She said smiling.

"Your sense of direction is way off. C'mon follow me." Jaune said jogging towards the correct direction, cane in hand. Penny, looking extremely offended, quickly caught up. "I'll have you know that my GPS is completely up to date along with the rest of my software." She finished the sentence with a hiccup.

Jaune could hardly understand what she meant or his surroundings as he sped by them. Claw marks and dents decorated every wall. Dust and debris covered the cabinets and desks blocking his path but Jaune lept over them with ease. Damus was right about leaping over things. I can't let him know that though.

"I bet you're thinking that I was right to make you practice jumping over all sorts of bullshit."

Damnit. Jaune slowed to a halt and raised his glowing hand above his head. The descending stairs were matted with some kind of dark brown viscera and a metallic skeleton. Penny knelt down, a flicker of a frown displayed on her face before returning to her usual jovial one. "This is the grim problem I warned you about." She lifted the metal skeletons head up slightly and reached for something behind it. Jaune took a closer look. A dirty ribbon was tied to it before Penny untied it and put it into her pocket. Before Jaune could ask why she did it she spoke. "A few weeks ago, Doran decided to repair and reactivate the underground transport system."

"So the train that almost killed us was him."

"The Subtertrain."

"Sub-ter-what?"

"To shuttle around supplies for the Outskirters in exchange for incapacitated Grimm." Penny grabbed her left arm with her right hand. "If only they properly pacified the Grimm they captured. Give a helping hand and some people will take your whole arm!" She tugged and ripped off her arm, waving it in front of her, smiling her sickly smile.

"Jaune fuck this pimp cave let's get outta here!" Damus, thinking he was a leg, tried to sprint away from the three limbed zombie, which only succeeded in knocking Jaune over. "Stop doing that!" Jaune said, recovering.

"Doing what?" Penny said, reattaching her arm back to it's rightly position.

"That! Falling apart!" Jaune jabbed his finger toward her.

"Falling apart?!" Penny could barely hide her contempt underneath her cheerful persona, apparently Jaune pushed her button. "Why do you persist on stating that I am defective? There is nothing wrong with who I am." Another hiccup emerged from the flustered girl who stifled it with her fingertip.

Jaune could detect a slight tinge of hurt behind her merry tone. Against better judgement he decided not to press it. "Why did he want Grimm in the first place?" As if on cue the familiar dreadful howl emanated from the floor below.

"Experimentation mostly. He also said something about proper companionship and for some reason we couldn't do." Penny said smiling, she must like answering questions.

Jaunes questioning only gave rise to even more questions. The time for that was not now, his team was injured and it was up to him to heal them. Stepping over the destroyed metal carcass he descended down the stairs. Growls and shuffling of giant clawed feet grew louder as he went deeper. Damus dimmed his glow, not wanting his host to attract the attention of any wandering Grimm. Penny followed from behind, her unnaturally loud footsteps getting at Jaune's nerves. At least this zombie is not moaning… He reached the turnaround point halfway down the stairs and illuminated the bottom floor entrance. Swords, green and black, protruded from three unmoving Grimm. Underneath the Grimm were more metal carcasses but less damaged. In fact, these ones looked just like his incompetent tour guide. "Penny…?".

Penny said nothing as she strode down the rest of the stairs. Jaune could not tell what she was feeling, her face hidden by the dark, but her atmosphere felt melancholic. She knelt down beside the Beowolves and almost effortlessly flipped over the long dead beasts. Jaune surveyed the corpses. They wore the same outfit as Penny, albeit they were damaged some. On their chest where Penny's "C" was was an "LXXVIII", "XLIX", and a "LVIII" in smaller print running vertically down their dirty overall straps.

Penny collected each girls ribbons before turning to face Jaune once more. A cold smile on her face with an extremely unsettling aura. Before Jaune could mutter some kind of apathetic apology the swords plucked themselves from the hides of the Beowolves and floated towards the amicable girl. "I am combat ready." She said, saluting Jaune, her smile somewhat maniacal. Jaune awkwardly saluted back before descending the remaining stairs.

A faint light came from the window through the door just ahead. From it, Penny and Jaune could see the Grimm, alive this time, meandering through the halls. They looked like a horrid mismatch of a beowolf and scorpion. Bones of white, decorated with streaks of blood red, were protecting more of its body than a Grimm usually did. One of them stood on it's hind legs before turning around, displaying an assortment of stingers. "Is that a demon type Grimm? Oh God we're screwed."

"No, it's Betsy. One of our favorites too. She was so nice. Nice for a Grimm anyway." Penny was quick to point out.

"Betsy? Why does it have a name?" Jaune looked at the zombot with well placed confusion.

"Betsy was one of the first Grimm we captured since the fall. She loves head pats and dismemberment."

"We have a lot in common but let's not meet. Jaune, I can help you fight but you aren't pimp enough to take down a horde of Grimm even with me. We need a plan."

If only Pyrrha was here. Jaune was team JNPR's leader but it was Pyrrha who usually led them into battle. Him being made the leader must be some cruel joke, as if a teams composition was decided on whether they would make a nice sounding acronym and not based on combat effectiveness. How ridiculous would that be? "Think we can take her?" Jaune directed to Ms. Combat Ready.

"Calculating…" Penny's green eyes lit up and Jaune could of swore he heard a whirring noise. "Absolutely, positively, no chance whatsoever."

"What if we ran really, really fast?"

"Three percent chance of survival."

"What if we found some kind of secret laser weapon?"

"Ten percent chance. Depending on the weapon of course."

"What if we just let it eat us?"

"Negative one hundred percent!" She finished her astute calculations with a giggle and a grin. It was as unsettling as ever and Jaune slumped to the ground in defeat. "What's wrong?" Penny asked the gloomy guy.

Jaune just about had it with her overly overt optimistic outlook. Staring into the her neon green eyes, its lack of sense of urgency, fueled his frustration at his own incompetence. "What do you think is wrong? My friends are taking literal dirtnaps and I can't help them! They need me, my help, but I can't even help myself. What am I even doing here..?"

Damus reared back his hand to slap Jaune for forgetting one of the first lessons he taught Jaune but as he was, Penny clasped it and brought it to her chest. Jaune couldn't help but notice she had no heartbeat or rise and fall of her chest that came from breathing. That and her chest was firm and cold but nice in its own way.

Penny stared into Jaune's eyes, her smile shrinking into an almost neutral expression. Speckles of dirt matted up her face and the fringe of her hair. The corner of her eyes drooped and her eyebrows sagged a bit. It looked like she hasn't slept a day in her life. Jaune recognised her facial expression. It was one that he wore himself whenever he put up a front before his bullies or sisters.

"Inadequacy is a feeling I know all too well." Penny spoke, her cheerful tone was as dull as her grin. Jaunes frustrations disappeared as Penny told her story. Waking up a month before Mt. Glenn's inauguration surrounded by dozens of women that looked exactly like her. Having no recollection of anything before that, and an unexplainable desire to assist those around her by almost any means. Atlas scientists constantly poking and prodding her and her kin, as if they were cattle. When was attacked she and her sisters were told to defend with all their might but to no avail. The ones of her that we're not destroyed in the carnage were decommissioned and/or recycled and she was one of the lucky ones that were forgotten. Without the populace of Mt. Glenn or the oversight by Atlas the leftover Penny's wandered about with no purpose, letting themselves be captured by people that they obeyed without question. "Doran found and repaired me. He was much nicer than the group who had me before. He managed to find and refurbish a dozen of us. We've been living together for the past couple years." Penny took her free hand and took out the ribbons she collected from earlier. "We failed to protect this makeshift base, just like we failed to protect Mt. Glenn."

Jaune watched sullenly as Penny fiddled with the ribbons of her fallen comrades in her hands, rubbing off the grime with her thumbs before weaving them together. Her smile never yielding but everything else about her conveyed nothing but sadness. All thoughts of her being some kind of zombie left Jaune's mind. Jaune put an affectionate hand on her head and brought it to his chest. "What are you doing?" Penny asked to a now embarrassed Jaune.

"Uh… a hug?" Jaune was asking himself why he did it as well.

"Why?" Penny asked looking up at Jaune, still buried in his hug.

"I thought that… physical contact would make you feel… better?" Jaune let go and scratched his head. Hopefully she wasn't offended he was thinking.

"Why exactly does physical contact make humans feel better?" Penny asked, her head cocked to the side with slight curiosity.

"Jaune you could show her EXACTLY why."

"It's a sign of.. physical comfort or something. It's hard to explain." Jaune said ignoring Damus.

Penny pondered this for a moment before wrapping both her arms around Jaune, lifting him into the air and squeezing him. An audible snap echoed through the halls, causing a nearby Grimm to perk up his head. "Do you feel comfortable?" She asked to the red faced Jaune with both hands smothering his scream. If it wasn't for his armored suit he might of been a goner.

"Too… much…" Jaune's armor plate began to bleed, it's hexagon plates shifting against the copper haired woman's grip. It's dark blue residue trickled down onto her chest.

"I don't quite understand but I feel… better. Is there a correlation between how much we squeeze and the better we feel?"

"The… oppo...site…" Jaunes soul was being flattened from his body. Not wanting to be like the Grimm he pressed his feet upon his captors stomach and pressed. Jaune made just enough room for him to slide out and land with a thud on the dirty floor. Oxygen rushed back into his lungs and blood continued it's circulations.

"Jaune slap this bitch for God's sake!"

"No." Jaune vehemently said, declining Penny's offer to help him up as well as Damus. "Are you trying to kill me? I mean I'm socially inept but come on!"

"But.. you said…" Penny said, slowly fidgeting away, her hands clasped together shakily above her sternum.

"And you said your purpose was to help but you've done anything but." Jaune interrupted. "With the way you act I'm starting to doubt the healing vats or this crazy Doran guy even exists."

"No." Penny stood there, her green eyes becoming brighter, sharper, more focused. "Say whatever you want about me. I may be deficient, incompetent, broken, useless or whatever you or everyone else wants to call us." Penny's fists were clenched at her sides. "But don't you say one rude thing about Doran. He took us in when everyone else wanted to abuse or destroy us. Sure all of this is his fault but he is trying, just like the rest of us are. Why can't that be enough?"

Jaune was rapidly beginning to regret his last statement. It wasn't like he was trying to offend he told himself, he was merely trying to convey the urgency of the situation. Once again he was about to face the wrath of another scorned woman. Pissing girls off must be his true semblance.

"That's right Jaune you tell her. You tell that woman off for trying her best to help us. Don't forget to call her a skank too."

Wasn't he the one telling me to slap her? Jaune watched ashamedly. The woman's copper bangs bobbed to-and-fro, framing her disheveled face. It looked like she was dry heaving, though her retches kept bouncing back to that smile she couldn't get rid of. "Why can't it be enough…" Penny said, rubbing her eyes raw, as if trying to dry tears that weren't there.

Inadequacy was a feeling they both knew all too well. Penny was offering to help when she could've just left Jaune to bumble around in the dark alone. The road to hell was paved with good intentions but maybe if they worked together they can be both their salvations. Jaune put his right hand in his pocket, not wanting to be tempted to use his magic touch to cheer up the woman. He didn't know if it would work on the maybe zombie woman anyway.

"Penny I'm sorry. I was being insensitive. You're not a failure. I am." Jaune said softly, sitting down next to her and joining her in her self pity party.

"No, no, *sniff*, no." Penny shot her head up, her smile quaking in rhythm with her wobbling shoulders. It looked almost as if she was about to physically fall apart. "I'll be in tip top condition in just a moment." A hiccup escaped, releasing another round of dry heaving along with it.

"Jaune she's crying stop being an asshole and cheer her up already."

"I'm surprised you care." Jaune stared at Penny, unsure about how he was suppose to approach her. Like an amateur writer coming back to an unfinished prompt three months later. A Grimm roared, its shout emanating from beyond the double door, reminding the the three of the danger just ahead. Jaunes thoughts raced between his wounded allies upstairs, the woman cradling herself in the fetal position in front of him, and the Grimm patrolling just ahead. This time to reflect on the situation brought one thought, one word,to the young Jaunes mind. Doom. Certain doom to be specific.

Penny stood back up, snapping Jaune from his depressing thoughts. Jaune placed his left hand on Penny's right shoulder, jolting her slightly. "Penny, I promise I'll make it up to you for hurting your feelings later I promise but we need to get in there. We are lacking manpower, a plan, and self esteem. We need to think of something."

Penny stared at the blonde noting to herself that he was uncomfortably close and that she was beginning to finally understand basic human interactions. "We could try stealth?" She said taking a small step backwards.

Of course. It was so obvious. Why didn't I think of that? Jaune would of slapped himself but remembered that it could possibly kill him. "I was thinking the same exact thing." Jaune lied. "But let's hear how you would approach… doing that."

"I know exactly where it is, but we are going to have to make a slight detour."

"Great. Where to exactly?"

"There is a communications array in a security room a few hallways down. My personal is brok- I mean, needs updates so we will have to do it manually."

"Communications array? Like an intercom system? Oh wait I think I get what you are saying. But you should say it first."

"We can activate an alarm on the opposite end of the floor. Once they investigate we can run all the way to the medical bay."

"That's a great plan we both thought of. Let's go."

"Yea your friends are dying." Penny said wiping her face once more, her permanent smile regaining its gleam once more.

"Yea that too." Jaune said, slightly cracking the double door open. The Grim they saw earlier gone, leaving the hallway eerily silent.

"I know where it is, I'll lead the way." Penny whispered.

"NO!" Jaune shouted, not wanting the upstairs fiasco encored. The dreaded Grimm howl responded and Jaune hushed himself hurriedly. "You can point the way I'll lead."

The two tiptoed down it, stepping over more metal carcasses. Penny slowed down, untying her departed sister ribbons as the two walked over them. Jaune felt awful but time was of the essence. Taking her hand he reassured her that they can be collected later and that they had to get to safety. She responded with a curt nod, and let herself be dragged by him. Penny has seen people do it but never herself held hands with someone before. It was strange to her but kind of pleasant as well. "Another human interaction I should study."

"Huh?" Jaune said quietly. "Nevermind, right or left?"

"Its left." She said pointing.

"Thanks." Jaune said, making sure to take a right and taking hurried steps. Further down the way Jaune could see a group of beowolves ahead. They were smaller than the average beowolves he's seen above ground. There was a specific name for these types but Jaune never was the one to pay attention in class. Whatever it was they were dangerous he thought and ducked behind a nearby drawer with Penny following. Up above was a couple of hanging signs. Two of them caught his eye, security to the left, medical straight ahead. Pointing towards the Grimm huddled menacingly.

Jaune's heart was beating what felt like a thousand times a minute. It wasn't the first time that he faced a Grimm or even the twentieth but he never did against a horde. He never did it with a super powered right hand either but he wasn't really feeling like testing it. The Grimm ahead shuffled away, an audible sigh escaping Jaunes lips as he pulled Penny into the hallway onto the left.

"Jaune I just want to inform you that we are going in the exact opposite direction that I directed."

"Yea I know. Your sense of direction is busted."

"...It's not that busted…" Penny said, slightly pouting.

Jaune stopped in his tracks. Just dead ahead was a Grimm, chewing on one of Penny's fallen sister. Penny gasped, causing the Grimm to turn around growl at the two who were disturbing his meal. The stealth mission almost failed right then and there if it wasn't for two green swords piercing both of the Grimm's eyes. "You tried your best XXV. You tried your best." Penny whispered solemnly, Jaune was inclined to agree.

It dropped the corpse and slowly crawled forward, its injury obscuring its perception but not its deadliness. The two took tiny steps back and turned around before halting. A pack of the smaller beowolves were patrolling the hallway they just came from. Fortunately they haven't took notice, yet. They were surrounded.

"I'm good at what I do. But if you think I can take a legion of Grimm down by myself you are shit outa luck homie." Damus took the initiative and opened a nearby standing locker. Not needing further instruction the two slid inside.

The blind Grimm sniffed at the ground they were once standing on as the two watched from inside the confines of the easily crushable locker they were hiding in. They were face to face, chest to soft and supple chest. Jaune was starting to put two and two together about the zombie woman. Penny wasn't a zombie woman. Penny was a metal woman, like the ones that lay broken all over the complex. A pretty one at that too.

"I wonder if you can fuck a robot… you should ask if you can fuck her. I mean ask if it is possible to fuck her. Then ask if you can actually fuck her."

I'm not going to ask that. That's so rude and it's not the time or place. But… she has lips so she can do… THAT. Does she have lips down THERE? Why would a robot have that? What WOULD be down there… why give her breasts and not a… why am I thinking about this.

"Lets feel her up real quick and find out."

"I'm not gonna feel her up." Jaune mouthed quietly.

"Feel what up?" Penny whispered cocking her head to the side innocently.

"Nobody. Nobody is going to feel anyone up."

"Then why did you try and teach me what a hug was, and then hold my hand?"

"Penny. There is a thing called good touches and bad touches. We can go more in depth later, this chapter is getting too long for this."

"Very in depth, heh"

"Alright!" She said smiling. Learning is her favorite thing.

The eyeless Grimm outside wandered away whilst Jaune was having his inappropriate thoughts. It seemed the coast was clear and Damus ushered the two back into the hallway.

"Alright let's hurry." Jaune said, checking his corners and advancing ahead, Penny in tow. Jaune left his three friends unguarded for too long, his thoughts racing back to them.

"I can't begin to imagine what would happen if I were too late." Dandyman said, hand over his heart in feigned desperation. The barkeep he was talking to let set down the glass he was cleaning and spoke.

"I have not seen an effeminate blonde boy surrounded by a masculine redhead and two peppermint sluts. My heart goes out to you." The barkeep was deadpan, it seemed to be his default tone.

Dandyman crossed his arms and thanked the barkeep for his drink. He took a booth in the back corner along with his men and sat down. The outskirters were a crude and nasty bunch and if they did see Jaune they wouldn't say anything, especially to an outsider, or better say insider, from Vale. Dandy could beat the shit out of him to make sure he was telling the truth but decided against it. That was the old him. The unreformed and unrefined version of himself. Back then he would of beat that barkeep half to death before interrogating him. Then hed beat the other half of him to death. A ringing protruded from his pocket, interrupting his reminiscing.

"Dandyman. Are you listening." The voice was his boss, sounding impatient as usual.

"Why of course boss man. You sign my paychecks."

"Then why haven't you found Jaune yet?"

"I assumed he'd be in Cliffside already. Maybe a Grimm got him. Hard to say unless I scour this entire mountain."

"You better get to scouring lest I get to… get to…"

"Get to..?" Dandyman inquired rubbing his temples.

"Get to… deflowering. Yea that rhymes. Deflowering."

"I'm not a virgin boss."

"I meant your mother."

"She's dead boss. Also wasn't a virgin."

"Her loss. I'm a magnificent lover. Find Jaune. Quick." And with a click the call was over. Dandyman decided to stop rubbing his temples before he lobotomised himself on accident. If it wasn't for Jaune killing his friend Sherman he wouldn't even be here right now but as he always said, blood begets blood.

"Raise em up boys." Dandyman said to his comrades, who each raised their glass. "This toast is for Sherman. And to capturing the lowlife that killed him." They each chugged their chosen drink down and crushed the glass in their gloved fists. "He better pray the Grimm find him before we do."