"Salutations!"

Ruby turned around and there she was. She was taller, almost as tall as Ruby. Her black, white and green ensemble had been replaced by a much more efficient outfit. Instead of trying to blend in as a human, the outfit accentuated everything that was artificial about the android. Overtop of a slick, black, latex unitard were multiple hardened plates of silver armor, each one screwed into the woman's frame. Pulsating green lines ran over the armor. Her hair was slightly longer but still bore the distinct curl at the bottom.

"Penny?" Ruby asked softly.

"Hello! My name is Penny! I've been sent to stop you! Please, surrender now or face the consequences!" The android leapt from her perch and landed with a heavy thunk a few paces in front of Ruby, who quickly drew her scythe and took a step back.

"Penny, it's me, Ruby. Do you remember me?"

"I have no recollection of being associated with anyone named 'Ruby'," replied the robotic woman. "Please, lay down your weapon and surrender."

"I can't do that, Penny. People are in danger, and we need to catch a very bad person before she can hurt more people."

The android's green eyes widened. "You mean Mistress Branwen! I am sorry, but I cannot allow you to harm her." Penny's hands disappeared and too long, silver blades took their place. Glowing green lines ran along the flat of each blade, pulsating dimly.

Ruby closed her eyes and shook her head slightly, her heart heavy with what she knew was to come. "Please, Penny… I don't want to fight you…"

But the android was no longer listening and Ruby ducked low under a vicious slash. Unfortunately, it meant she had to drop her scythe and suddenly Ruby found herself on the defensive. Penny methodically sliced and slashed as Ruby ducked and weaved through the hail of blades. Her bare feet gripped the grating as she shuffled around, recalling Weiss and Yatsuhashi's martial arts training.

Knees bent, center of gravity low to the floor. Side step, push-block, cat stance, kiba dachi, roundhouse, improvise.

Ruby pushed off the ground and flung her left foot then her right at her opponent in a mid-air roundhouse kick. Penny blocked her face with each blade and Ruby's feet bounced off of the flat metal. With a burst of power, Ruby activated her semblance and time slowed. The lightning arcing around them stood still and the static charge lessened slightly as Ruby's speed increased exponentially. She whipped around and charged at Penny, her hand forming a vicious knife edge, aimed for the android's neck servos.

Yet, despite the amount of power, Penny's eyes shifted and she grinned at Ruby. With incredible speed and precision, she grabbed Ruby's hand with her own, now-bladeless hand. With a small motion, she broke Ruby's wrist and tossed the huntress aside like a ragdoll.

Ruby's eyes widened and she stared at the machine that stalked toward her. Penny extended her arms, as if performing for an audience, and several blades metallic liquid blades condensed from her back. Four wicked looking daggers floated around Penny's head like a demonic halo and the woman stalked towards her prey, eyes glinting in delight.

Reaching out with her armored hand, Ruby called upon the Gauntlet and unleashed a blast of aura energy. The blast dissipated across the metal armor and the android continued her advance.

"Penny, please…remember me… We're friends, you and I!" Desperation seeped into the huntress' voice.

Penny cocked her head and stopped. "Accessing database. Ruby Rose. Daughter of Summer Rose and Taiyang Xiao Long. Hero of Vale. Killed Cinder Fall. No known interaction with this unit. I am sorry, Ruby, but we are not friends."

"Please…" Ruby scrambled backwards, her bare feet pushing against the metal grating to escape the approaching threat. "Penny… Please, stop…"

The android stomped hard on Ruby's right leg and the huntress screamed in pain as the shin bone snapped in half. Ruby reached out desperately with the Gauntlet and grabbed at Penny, but the robotic woman stabbed Ruby through the right shoulder, pinning her to the grating beneath her.

"Farewell, Ruby Rose." Penny drew her arm back, the blade glowing with power as she drove it home.

Ruby's hands moved faster on their own than they ever did under her control. One hand on each side of the blade, she snapped the metal in half, flinging the offending object away where it buried itself in the thick metal wall. Ruby's armored hand punched out and stabbed through the armored stomach of her opponent and let loose with a blast of energy. Penny went flying.

"I…said…STOP!" Ruby crouched low, wounds healing, mask already completely covering her face, silver eyes staring death at her opponent.

To her credit, Penny recovered extremely quickly, leaping to her feet and shedding the broken right arm. Liquid metal began to condense and rebuild the lost object, albeit slowly. The daggers in her crown all pointed at Ruby and Penny narrowed her eyes, targeting software locking on to the masked huntress.

Ruby growled and Penny grinned. "Ruby Rose, I have seen your speed and can match it easily. I am, after all, combat ready! There is nothing that can beat—" Ruby's hand around her throat cut her off.

"You have a lot to learn, little bot," Ruby growled out through her mask. With tremendous force, Ruby hurled Penny into the generator. Red lightning pinned the android to the glass, shocking her until smoke poured from her joints and her skin steamed with heat. The robot dropped to her knees and her eyes dimmed.

Ruby stalked forward, reaching out and calling Crescent Rose to her, using the return-to-sender feature she'd built in. The giant scythe whirred as Ruby shifted it into a more compact form.

With the blade looped around Penny's neck, victory was almost at hand. Yet something made Ruby stop. The urge to pull even slightly and end the battle was nearly overwhelming, but Ruby desperately clung to the shred of humanity deep within her. She battled her way back into control of her body. When she refocused, Penny's eyes were glowing again, but still she knelt in front of her opponent.

"R-ruby?"

The huntress' eyes widened and she reached to the mask with her armored hand, making the motion to pull it off. Quickly, the mask dissipated in a wisp of black smoke.

"Ruby Rose?" Penny's head twitched violently, the servos locking up.

"Penny?" Ruby asked tentatively.

Then it was gone. Penny's eyes lost any sense of familiarity and she hunched over as more blades spiked from her back. Ruby backflipped away and glared up at her opponent. Between them was a pair of parallel yellow caution tape lines and every few seconds, red lightning would arc violently. Penny stood, her head cocked unnaturally, while Ruby took a moment to calm her breathing and try and regain some stamina.

With a blur, the two traded places, Ruby receiving a long gash across her forearm and Penny losing one of her ears. They stood again, Ruby occasionally reaching out as the lightning arced to strike it with her blade.

Something clicked inside of her and Ruby grinned. Penny's head tilted at a ninety degree angle and her eyes redshifted as she tried to analyze what was happening. With another gesture across her face, Ruby drew the mask forth once more and she powered up her semblance.

"Your speed is useless against me, Ruby Rose. I am just as fast as you."

"No. You're really not," Ruby said, before vanishing in a puff of petals. Penny's eyes scanned the room but could find no trace of the huntress. Suddenly, lightning began being drawn towards the far east corner of the room and Penny began to walk towards it.

Yet, as quickly as it had been drawn, it was dissipated and Penny stopped, her sentry mode engaging again. On the western side, lightning was drawn towards an unknown source as if to a rod. Penny whirred and stalked towards the source, her frown deepening. By the fifth appearance, the robot simply flung three of her daggers towards the condensed energy ball. They sank into the wall.

A slight breeze tugged at Penny's orange hair and it frizzed slightly at the top. There. On the ceiling, another source. And there, east. West. North. Northeast. South. Penny's sensors began to overload as the lightning charge built up around the room until Ruby appeared a few meters away from her, Crescent Rose completely coated in thousands of bolts of red electricity. The bolts arced out towards every black panel in the room and Ruby began to spin her scythe, laughing slowly.

Penny stood her ground as the maelstrom built around her, throwing daggers towards the target. Yet, every time a dagger hit its mark, Ruby would just disappear and reappear elsewhere, causing the energy storm to shift currents. Penny was beginning to have trouble standing.

Her vision filled with a white mask and Ruby placed an armored hand on the android's shoulder. "Sorry, Penny." Crescent Rose pierced Penny's stomach and millions of accrued volts of electricity poured through the weapon and directly into the artificial woman.

Ruby backed away and watched as her friend fried. Lightning began to cover everything, smoke and steam filling the room as the systems overloaded. The generator began to whine and crank as it tried to keep running under the brunt of so much power.

But it could not, and flame and fire filled the room.

A fair distance down the hallway, Weiss turned as she felt the rumble and heard the massive whump of the explosion. "Ruby…" she said, her eyes filling with tears.

Author's Note: I know, I know, I need to stop making it seem like Ruby died. One of these days, I'll actually kill her and you all won't believe me. I hope you enjoyed the showdown between Ruby and Penny. It wasn't as long as I'd've liked it to be but my wrist might actually be broken and I still have another chapter to write. Ugh. Ow.

Anyway, hope you all enjoyed. Stay tuned for the next part!