So yeah sorry for the wait but things didn't exactly go to plan. Anyway enjoy the next chapter.

I don't own RWBY if I did I wouldn't need to put so much effort into exams.


Blake ducked under the incoming swipe from a Beowolf before spinning around to block the follow up attack, only to frown as she saw the Grimm pause mid swing and turn to look at something. Taking a quick look around showed all the Grimm stopping their fights and doing the same. Her curiosity getting the better of her Blake leapt backwards and turned to follow the Grimm's gaze, a cold feeling spreading throughout her body at the sight that greeted her. Yang was laying still on the ground bleeding while Ruby knelt beside her with an Ursa towering above the duo.

There was silence on the battlefield as everyone, Grimm, Human and Faunus, turned to watch this turn of events with a strange sense of foreboding. They all heard a clang as Crescent Rose fell to the pavement leaving what should have been an easy kill for the Grimm. Blake tried to rush over and help but found her body trembling and refusing to even move anywhere near her endangered teammate. Unable to do anything but watch Blake cursed as she saw Ruby begin to slowly stand up and turn to face the Ursa.

The Faunus' eyes widened in shock however as she watched the Grimm, a creature that had willingly charged itself to its death just to kill one enemy, begin to slowly back away in fear. Ruby's clothes had cuts in them, she had wounds all over her body and wasn't even armed, everything about her indicated she was on her last legs and yet the Ursa, a creature of Grimm, refused to even go near her. Blake gasped as she felt the waves of killing intent that were rolling off Ruby. Nothing not even Grimm ever emitted this much, it was so intense that it felt she was being stabbed repeatedly in the chest.

"Ruby?" came Weiss' fearful voice from behind her.

Blake glanced at her white haired teammate whom was struggling to stand up, forced to use her rapier as a crutch. Turning back to Ruby the Faunus had to suppress a shudder at the sight, her aura was changing as a glossy black colour began to spread throughout the bright red, giving Blake the impression of rot in a fruit. Ruby's hair had grown down to her shoulders and turned the same colour as her aura and her hands had changed to accommodate her new large and razor sharp claws. Blake watched as large rune like tattoos that ran across her body began glow a harsh red. Most of Ruby's face was shrouded by her hood but Blake could make out two red glowing lights where her eyes should have been.

Ruby just glared at the Ursa in front of her and the Grimm bowed its head before quickly getting out of her sight. Giving a low growl Ruby then began turning around, obviously in search of someone when her gaze came to rest on Roman Torchwick, who was being captured by a green haired girl. Upon seeing the criminal the killing intent from Ruby skyrocketed and she let out a guttural roar that sounded more animal the human before launching herself at him. Hearing her roar the greenette dived to the side and drew her dual wielding pistols.

"Ruby stop! What are you doing!?" shouted Blake.

And like a switch had been hit, the minute Ruby attacked, the Grimm decided the cease fire had gone on long enough. The last thing Blake saw before she lost sight of her teammates as she and Weiss were attacked by yet another pack of Beowolves was what looked like a red portal form near Yang. As the two fought their way towards Yang one thought crossed their minds, what had happened to Ruby?


Hearing the roar Emerald dived to the side and drew her weapons, a frown present on her face. This wasn't part of the plan, she was meant to 'capture' Roman and gain the trust of the staff not tango with an obviously unhinged girl. Roman hadn't bothered to stick around and had fled to a relatively safe distance to watch, after all it would raise a few questions as to why Vale's most wanted was helping her. Firing her pistols she was greeted to the sight of her opponent's shoulder spurt blood causing the thief to frown. 'That shouldn't have happened. She clearly has her aura active and yet my bullets are passing right through her…like it's not even shielding her,' she realized with wide eyes.

With this realization her frown deepened, Cinder had said that Earth aura was powerful from before but nothing of this scale, it was almost overpowering. She watched as the girl, if the creature in front of her could still be called that, placed a hand over her wounded shoulder and examined it. Seeing it covered with blood the creature turned its red gaze to Emerald before giving an animalistic snarl and charging the greenette. Not expecting the sudden charge from her opponent Emerald had no time to dodge and instead switched her pistols to their Kamas forms, flaring her aura as she tried to block the incoming blow.

However the claws just passed through her aura as if it wasn't even there, causing Emerald to cry out in pain as large gashes appeared down her arms. Emerald struggled to stand as she felt her aura begin to quickly heal her wounds but it wasn't fast enough, she saw the beast approach her slowly as if savoring the moment. Unable to use her arms she was defenceless as her opponent began to pick her up by the throat. Looking into the hooded face Emerald saw no pity or mercy in those red glowing eye, only an all-consuming rage and as she saw the white flash of teeth for the first time Emerald felt truly afraid. Closing her eyes she waited for the end when suddenly the grip around her throat disappeared. Confused she opened her eyes to see her opponent leaping back as her grey haired partner stepped in between them.

"Well Red looks like we get to have that rematch after all," Mercury commented, smugly.

Red's only response was a low snarl as her hood finally fell down revealing her face, instantly Mercury dropped his smug façade as he readied his greaves.


Blake thrust Gambol Shroud into the Beowolf before taking a quick look around, with the addition of Atlas' military helping out most of the Grimm were killed or about to be killed. Seeing a chance the two of them ran over to Yang and checked on her condition. Only to find someone had already bandaged the wounds and sure enough Blake heard to faint sound of a heartbeat coming from their teammate.

"Blake is she ok?" asked Weiss, concerned.

The Faunus frowned, "she's alive but barely, whoever treated her really knew what they were doing. Her aura's got her stabilized but if we don't get her proper medical attention soon then we're in trouble."

"Blake what the hell happened to Red?" called Sun as he and Neptune ran over to them.

Blake frowned and followed their gaze to see the green haired girl wounded on the ground with her grey haired partner whom looked like he was barely staying upright. Then she saw Ruby and her heart sank, Ruby's black aura wafted around her like smoke and a white mask covered the top half of her face. Unlike the masks worn by the White Fang this one looked alive, with glowing runes that joined the tattoos around her body. In fact it looked like it was fused to her skin, impossible to tell where one ended and the other began. Ruby suddenly bellowed another animalistic roar and Blake saw large fang like canines had replaced her teeth.

"Her Earth aura, it's gone out of control," she informed them.

The two looked shocked at this, "this is her aura? I never even heard of one capable of doing this before," replied Neptune in disbelief.

"Earth aura is far more dangerous than Remnant one, that's why we told her never to use it again," said Weiss.

Any further questions were halted be the sound of a male crying in pain, turning around they saw Mercury staggering back to his feet, a slight limp in his left leg. The teen then rolled to side and tried to sweep kick Ruby off her feet. Only to cry out in pain again as she anticipated his move and grabbed his leg before biting down on it, tearing huge chunks out of the limb.

Wincing Neptune looked at Sun whom nodded in response before turning to Blake, "we'll keep Red busy, you guys get Yang some help," he ordered.

Before either of them could argue the two members of SSSN had run off with their weapons drawn, sighing Blake and Weiss grabbed Yang fireman style and carried her to the nearest grounded airship. As the two arrived they saw team CFVY and JNPR along with General Ironwood, Prof. Goodwitch, Oobleck and Port cleaning up the last of the Grimm from the area.

"… elling you General your robots are acting odd," informed Goodwitch.

"In what way Professor?" asked the general.

"They keep saying there are multiple S-class Grimm in the city but there have been no sightings and none could have fit through that tunnel," replied Port.

"I see that is odd, their scanners are state of the art so faults like that shouldn't occur. I will have to have them recalled after this," agreed Ironwood.

"Prof. Goodwitch we need a doctor now!" cried Blake as they rushed over to them.

The four adults turned to them in surprise which rapidly evolved into looks of concern as the spotted Yang. "General flag down the nearest airship I'll escort her to the hospital," said Oobleck.

Ironwood frowned, "with all due respect Professor you have more use to us on the ground then escorting the wounded."

"Most of the Grimm have already been dealt with, besides team RWBY were assigned to me and as such they are my responsibility," argued Oobleck.

"Very well," sighed the general before grabbing a nearby radio.

"Thank you Professor," said Weiss.

Oobleck just nodded as he and two soldiers carefully placed Yang in the Bullhead before flying off. Blake let out a sigh of relief as the aircraft disappeared in the distance. "Miss Belladonna, Miss Schnee, where is Miss Rose?" asked Goodwitch.

They both flinched as they informed them of what happened, all of the adults' faces going pale at the news of her black aura. "Looks like we found our S-class," commented Port grimly.

"Miss Belladonna, Miss Schnee, you as well as team CFVY and JNPR are to stay here with the General. Prof. Port and I will deal with this," ordered Goodwitch.

"Ruby's our teammate and Sun and Neptune are our friends you can't just expect us to stay here!" exclaimed Weiss.

Glynda just turned to glare at the heiress, "this is an enemy beyond your current abilities, if you go you will only get in the way."

Seeing the heiress become quiet the two professors rushed towards where Ruby was, a small army of Atlesian Knights following close behind.


Mercury knew he was going to lose it was only a matter of time, this opponent was simply out of his league. Every time he thought he'd figured out its fighting pattern it would change to throw him off balance, whenever he tried to take the offensive it would anticipate his every move. Sure it was wounded as shown by the bloodied shoulder as well as the numerous cuts on its body but that didn't even seem to slow it down, as it just shrugged off the blows like it was nothing. In fact if anything the wounds made it all the more deadly, after all there's nothing more dangerous than a wounded animal. At the same time his own wounds were beginning to take their toll, he could barely walk with his busted leg which meant his kick boxing fighting style was completely ruined, leaving Mercury with no real weapon left.

Diving to the side as he dodged another strike from it, unfortunately the kickboxer's leg decided to finally give out and Mercury fell to the ground. Before he could even think about getting up he felt pressure on his neck, opening his eyes showed his opponent stamping down his throat with its boot. Unable to breathe Mercury began to see spots appear in his vision as he weakly tried to push it off, to no avail.

"Hey Red heads up!" called a teasing voice.

Mercury saw a blonde monkey Faunus appear from behind the beast before slamming his staff into its head, sending it flying off the kickboxer and into the wall. Mercury gasped as air rushed into his lungs and turned to see the Faunus and his blue haired teammate walk up to him.

"You still good to fight?" asked the blue one.

He shook his head, "my leg's busted no way I can fight until it heals."

The blue one frowned as he readied his trident, "in that case take your green haired friend and get back we'll keep it busy."

"Thanks," replied Mercury, grudgingly as he struggled to his feet.

"No problem we Haven students need to look out for each other after all," answered the blonde.

"Right…don't bother using aura defensively it can just bypass it," he warned them before grabbing Emerald and limping off to a safe distance.

"Saved by a couple of losers, great I'll never hear the end of this," he grumbled, taking a seat as he grabbed his scroll.

Cinder did tell them to study any potential threats and those two looked like they could fight, besides whatever this creature was there was no denying that it was powerful. Cinder would definitely want to study it, if only to find its weakness. Grinning he turned on the camera, "alright it's showtime."


Neptune's eyes widened as he saw the creature climb out of the ruined wall, apparently oblivious to the blood now running down its face. Its red eyes narrowed as it spotted the two of them, causing Sun and Neptune to swallow in fear as they saw white bone-like structures begin to cover its body like armour. There was no warning this time around, no roar or growl, instead the runes began to glow brighter as it leapt into the air. Remembering the other boy's warning they didn't even try to block and just rolled to either side as it landed between them, the pavement cracking beneath its feet.

"Hey Sun I think we made her mad," called Neptune.

"Yeah Red learn to take a joke would you?" grinned Sun.

It just glared at them as the smoky aura began to intensify around the creature until the only thing visible were the red glow of the eyes and rune tattoos. Coughing, they both backed off and began circling the creature warily, waiting to see its next move. Turning, it charged Sun who then split Ruyi Bang and Jingu Bang into their gunchuck forms as the beast got within very close range. It was at this point both the teens realized the purpose of the smoky aura. It made it nearly impossible to tell where the actual attack was coming from and acted as some sort of gas, causing them to feel light head before their own aura kicked in.

Sun was good, the fact that despite these obvious disadvantages he only suffered scratches so far was a testament to his skill. However even the experienced hunters would have struggled under this assault and before long Sun found himself being pressed into a corner. Seeing his teammate beginning to struggle Neptune ran at the beast with his trident, intending to force it away from Sun. But instead of dodging away it simply allowed Neptune to impale the trident through its hand, causing the blue haired boy to freeze in shock. Taking advantage of the sudden opening the beast used its good hand to slash Neptune across the chest, whom just stared at his wound in disbelief.

"Neptune!" cried Sun, concerned as he watched the creature pull the trident from its hand before slamming the blunt end into his teammate, sending Neptune skidding across the street where he lay unmoving.

Dropping the trident it turned back to Sun with a growl as it rushed him, shoulder bashing him before he could even use his semblance. Realizing he needed to end this quickly Sun ducked as the beast tried to bite his jugular and flipped onto its back. Wrapping the chain of his gunchucks around its neck the monkey Faunus tightened his grip as the creature began to thrash, trying to get the annoying monkey off its back. But Sun continued to hold on even as it scored a couple of hits on him, causing the Faunus to hiss in pain. Realizing the monkey wouldn't let go the creature quickly smashed its back up against a wall, nearly crushing Sun as he let go from the pain and fell to the floor. Sun was so dazed by the blow he didn't see the creature leap up in the air nor did he see the black clad boot that smashed his face against the wall and the last thing he heard was a roar of satisfaction before everything went dark.


Glynda Goodwitch was a person who was known for being calm and collected under moments of extreme stress, so to see her panicking one would instantly know something had gone very badly wrong. As she and Port began to pass the numerous destroyed buildings the sounds of fighting finally stopped and a loud roar echoed through the ruins, causing the two to pick up speed as they feared for the worst.

"She might be dangerous at the moment but if you can try to take her alive, we might be able to fix this," ordered Glynda.

"To think an S-class Grimm in the city and we need to take it down alive. This should make a better story then even the capture of my arch nemesis Edgar," grinned Port before his smile dropped.

"That being said Glynda you do realize if she's at that point there is little we can do save her," he commented, darkly.

"She is our student Peter and as her teachers it is our duty to help her, especially at times like this," she retorted.

As they reached the end of the street the two professors stopped dead in their tracks, there slowly approaching them was the remnants of what was once Ruby Rose. The former student was bleeding from numerous cuts along her body, as well as a bloodied shoulder and one hand that was hanging limply by her side.

"Dear God how is it even alive let alone standing?" exclaimed a shocked Port.

Before Glynda could reply they heard the sound of rifles being fired as the Atlesian Knights behind them opened fire. Glynda and Port watched as instead of dodging like they expected it to the creature slammed its fist into the pavement. It then grabbed a large piece from the broken pavement and used it as a shield from the dust rounds. As the robots paused to reload the creature charged, the Knights tried to shoot it but weren't able to get through its shield and before long the beast had reached them. Crushing three of the robots under its makeshift shield the beast turned and began slashing and biting the rest, the Knights heavy armour might as well of been made from paper for all the good it did them. Glynda and Port were stunned as the watched it single handily rip the army to shreds, both trying to analyze the creatures fighting ability.

"I can see now why even the Headmaster is weary with S-class Grimm," said Port as the last of the Knights were destroyed.

Glynda nodded and the two Beacon professors readied their weapons as it turned to face them, not letting it take the intuitive Port fired his blunderbuss at the creature. The beast leapt to the side as several fireballs passed within a hairsbreadth of it before rushing Port. Only to be hit with a wave of debris as Glynda shielded Port as he retreated. Gesturing with her crop Glynda sent a car flying at the creature whom simply held it back by sheer strength, the runes flaring briefly as it threw the car out of the way. However the beast was not prepared for Port to take advantage of the car and use it as cover for his approach. Unprepared and caught flat footed as Port took advantage of its current blind spot, the creature howled in pain as the blunderbuss created a large gash along its chests.

For a moment it looked like it would finally go down and the professors watched as it swayed on its feet before the red runes began to glow more harshly and it let out a cry of rage. Both professors took a cautious step back as the smoky black aura surrounded the creature, leaving only the red glow of the runes visible. Unfortunately for the beast the same trick that worked on Sun and Neptune wasn't nearly as effective on the experienced professors and it soon became clear to the two hunters that the creature was tiring. Its wounds along with the number of fights were beginning to show signs of strain as the beast's strikes began to grow sloppy and predictable, to the point where not even a single blow landed. Deciding enough was enough the creature knocked back Port and tried to flee, only to be tired up in nearby chains as Glynda used her crop to restrain it. The beast roared in frustration as it attempted to break free of its restraints but was too exhausted to muster any strength. Giving a weak growl it fell to the ground as a cautious Glynda and Port approached it, seeing the beast unconscious Glynda sighed and got out her scroll, "Headmaster we have a problem."

Unknown to the two professors high above all of them two red glowing eyes narrowed as it watched the newborn get restrained before being airlifted away. The red eyes never left the airship as it watched the aircraft carry its kin to a large building on the cliff face. Snarling it left the area and melded into the darkness as the prey began to gather, there were too many to hunt…at least for now.


"Ozpin? Ozpin!" cried a male voice.

Ozpin sighed as he turned his chair back to the screen, "yes Councilmen?"

"Not only did you allow the White Fang to lead Grimm into the city but you knowingly kept such a dangerous individual in your own school. We can only be thankful that there were no lives lost during its capture," scorned the angry councilmen.

"Of that we can agree on Councilmen," replied the headmaster.

"You've left us with no choice Ozpin. The Vytal Festival tournament cannot be broadcast, let alone held, if we are unable to ensure the safety of the citizens. Therefore, we have reached out to the Atlas Council and together have decided that the best action is to appoint General Ironwood as head of security for the event," informed the councilmen.

"Thank you, Councilman. Our Kingdom is happy to lend as many troops as it takes to ensure that the event runs smoothly and safely as possible," replied Ironwood.

"And we thank you, General," responded the councilmen.

"Will that be all?" asked Ozpin.

"For now. But after this festival comes to a close, we are going to have a serious discussion about your position at Beacon Academy. General Ironwood's reports over the last few weeks have left us somewhat... concerned and as for your 'experiment.' We will leave her in your care for now but if she endangers our people again you will put her down, do we make ourselves clear?" demanded the councilmen.

"Crystal," came Ozpin's frosty reply.

With that the councilors hung up leaving Ozpin to stare at the image of Ironwood on his screen, "this is the right move, Ozpin. I promise, I will keep our people safe, you have to trust me," said the general before he too hung up.


Yang groaned as she opened her eyes, her head feeling like she'd head-butted a rolling Boarbusk. Taking a look around her the blonde saw that she was in the hospital bed with a heart monitor beeping quietly in the background. Hearing the door open she sat up and saw Blake and Weiss enter the room, both giving a relieved smile as they saw her.

"Yang, how are you feeling?" asked Weiss.

"Urg I've got a monster headache but other than that I'm all good," replied the brawler.

"That's a relief it was really touch and go there for a while," said the heiress.

Yang took a quick look around before she frowned, "what happened to me and where's Ruby?"

Her teammates' relieved expressions dropped into ones of worry as each stared at the other, silently questioning who would go first. Sighing Blake took a step forward, "Yang how much do you remember before you got injured?"

Yang's frown deepened as she began to recall what happened, "Grimm were attacking the city and one of them caught Ruby by surprise. Everything after that is blank."

Blake nodded, "you nearly died Yang, the only reason you didn't is that someone performed emergency first aid. In fact Ruby probably thought you had and so she…got angry and we had to take drastic measures," replied the Faunus cryptically.

"What do you mean Blake? What happened to Ruby?" said Yang fearfully as she climbed out of the bed.

Weiss gently pushed her back down on the bed and said two words Yang never wanted to hear again, "stage five."


Done, seriously guys you didn't think I'd really kill off Yang did you? She's way too fun a character to write. Was Red OP in this chapter? Yes. I was trying to think how strong something would have to be for Ozpin to be weary of it, don't worry though she won't be completely OP now. The idea was that stage five is a monster in every sense of the word, so Red won't just instantly walked over everything now. I'm really sad that I didn't get to put Raven in but I couldn't figure out how she would fight so I left her out.