Perhaps the fact that Penny was indeed a robot would have been surprising under normal circumstances, but that was put to the back of Usopp's mind. That surprise was nothing compared to seeing her die in front of his eyes. There was nothing he could do except grit his teeth in frustration.

The dead don't come back. But since Penny was a robot, then maybe… No, she had a soul like anyone else. It would be more accurate to compare her to Franky than a robot, so I don't think she can be rebuilt.

Cinder's voice echoed throughout the Colosseum. "This is not a tragedy."

"Shut the hell up!" Usopp shouted.

"This was not an accident."

Cinder... was all of this your plan?

"This is what happens when you hand over your trust, your safety, your children, to men who claim to be our guardians, but are, in reality, nothing more than men."

Cinder's monologue made Usopp seethe, but he opted to ignore her running her mouth and focus on the real problems. Ruby was still a mess emotionally, and seeing her down made him realize that she and Penny were much closer than Usopp had imagined. Ruby even seemed to know that she was a robot before anyone else, so they must have interacted more at some point.

First Ace, and now Penny... No, dammit Usopp, try to think of something positive for once! Like... Is Penny's Aura really gone?

He didn't want to check, but he had to. For Ruby's sake at least. He breathed steadily for a few moments to calm himself before activating his ability once more.

He could sense that Mercury had freed himself from the Humandrakes and was currently hightailing it out of the place. Emerald was doing the same. A part of him desperately wanted to pursue them and give them what they deserve, but he couldn't just leave Ruby like this.

Many different Auras were moving around, but he focused on the arena where Penny's remains lay. It was faint, but there was a part of her that still had her unique Aura. Usopp didn't know if that was normal for a dying person or not, but he didn't care. What he saw was a chance.

"R-ruby," he choked out, "There m-might still be a chance for… for P-Penny."

"Usopp... She... she had a soul-"

"I know... But I can still see her Aura in a certain part of her. It's not completely gone."

"Really? Then-then you may be right!"

"...I sure hope so, but we should ask Ironwood about it."

Usopp squashed the thoughts that told him his hopes would only make the truth hurt more. The 'truth' won't hurt if it's not the truth, dammit!

Alarms suddenly started blaring off, and Usopp could see a Giant Nevermore poking at the shields above. Pyrrha was notably shell shocked at what she's done, and was hardly noticing the situation at all.

"I don't know what will happen if Penny's body is destroyed further, so we'll need to protect it, Ruby."

"Can you cover for me and everyone else long enough for our weapons to arrive?"

"I'll try."

The rest of Team JNPR jumped into the arena as the forcefield was broken. The overgrown bird monster descended to attack Pyrrha, but all it got for its efforts was a Skull Bombgrass explosion destroying it from within. The pieces dissolved before they even hit the ground.

"Usopp?"

"Don't worry, Pyrrha, there still may be a way to save Penny yet."

"What?"

A swarm of Griffons swooped in, with numbers that made Usopp frown. There were enough that some might get close enough to harm his friends while they were mostly weaponless.

"Usopp sensed some of Penny's Aura still in a part of her," Ruby explained in Usopp's stead, "So as long as that part isn't destroyed, there might be a way to rebuild her."

"Wait, really?" Jaune asked.

"If even Usopp believes there is a chance, then the odds are good," Ren said.

"What's that supposed to... gah," Usopp grumbled before putting his focus back to the incoming Griffons. Usopp had some trouble taking out the annoying pests at every angle that they swarmed at. Pyrrha, her weapon now transformed into a rifle, tried to lighten the load, but inevitably a Griffon managed to slip past them both. Diving down, it brought its vile claws to bear against the weaponless students, but its moment of success was short lived.

A rocket locker slammed straight into the unsuspecting Grimm and dissolved it instantly. Usopp couldn't help but grin. That Griffon wasn't the only unfortunate Grimm, as more were taken out by swarm of lockers that flew in. With the students armed, Usopp's could finally take a break.

Not even a minute later, Professor Port and Dr. Oobleck arrived at the scene, urging them to leave.

"But we have to protect this part of Penny that might let her be rebuilt," Usopp protested.

"I will be sure to protect it in your place, Usopp. But I'd rather that my students live to tell about this day. And I have a feeling that your particular talents will be more needed elsewhere."

Usopp looked at Ruby, who nodded.

"We'll leave this with you two then," Ruby said, "Let's go!"

Soon enough, the students managed to meet up with Ironwood, who had just finished up disposing of an Alpha Beowolf.

"What's going on!?" Ruby asked the General.

"Grimm are crawling all over the city. The White Fang's invaded Beacon, and to make matters worse, some... vagabond has seized one of my ships. Until we regain command, the skies are out of our control. So I'm going to take it back."

"What should we do?" Jaune asked.

"You have two choices. Defend your Kingdom and your school... or save yourselves. No one will fault you if you leave."

I'm surprised he even gave me a choice, considering I was hired as a guard. Maybe it's because the situation is that bad? Regardless though, as much as I'd like to take him up on his offer, I know my weaker friends won't hesitate to fight. And it's not like there's anything I can't handle there, so I'll be fine.

As Ironwood was about to leave, Ruby asked him about one more thing. "Um... About Penny..."

"...We should be able to restore her, as long as we can recover her core. But for now, focus on the issues in front of us."

"Yes sir!" Ruby said with a large smile on her face. Pyrrha and everyone else's mood brightened too.

Ruby hi-fived Usopp. "You were right!"

"I can't believe it... er I mean of course I was right! Ha ha ha!"

Despite the ensuing catastrophe, the mood lightened before they all agreed to stay and fight.

If Usopp could take a single positive note from the chaotic ground battle against all shapes and sizes of soulless and murderous monsters, it was that the fighting was easier with people watching his back. Despite a seemingly never ending tide of Grimm assaulting the makeshift team of students, they have mostly managed to avoid injury by having Usopp cleanly eliminate any large Grimm. Such threats were called out ahead of time so he could move into the proper position to deal with them.

When Usopp wasn't killing unfairly tough Grimm, he was barraging lesser ones with varied Dust rounds and setting up defenses with Pop Greens. Bamboo walls and ravenous Devils did little to stop a charging Goliath, but they slowed down the rest enough so they weren't overwhelmed despite their relatively small numbers.

Ruby was notably absent from the fighting, as she had departed the dropship that had transported the students to the ground before it landed. Usopp at the very least was able to confirm she was alive with his ability while he was on the dropship, but ever since the fighting started he never got the chance to focus.

Usopp almost fell as the very earth he stood on began to shake. What was that?

"Goliath coming, Usopp!"

"Right!" he said, preparing an Impact Wolf for the occasion. I don't think this Goliath caused the shaking.

Its head bursting from the powerful shockwave of Usopp's attack, the Goliath fell to the ground and dissolved into nothing. Immediately afterwards, another tremor threatened to throw off Usopp's and everyone else's balance.

What is that?

He and the rest continued fighting for a few minutes before they saw it. In the skies, passing by several Atlesian Airships, was by far the largest Grimm Usopp had ever seen.

Flying upon leathery wings, the dragon-like Grimm intimidated all who looked upon it. The worst part was that as soon as Usopp registered what he was looking at, the Wyvern's head snapped to Usopp's direction, drawn to the growing negativity.

"Can… can you even kill that, Usopp?" Sun asked.

"I-" Before he could answer, the Wyvern breathed a torrent of fire at the formation of students.

"SCATTER EVERYONE!"

A white hot stream of fire created a steaming crater of scorched earth. While everyone managed to leap out of harm's way, their formation was broken and the fighting dissolved into chaos.

Dammit, that dragon is too dangerous. I can't just ignore it and hope someone else deals with it. As tempting as that would be...

Cursing his luck at having to fight the intimidatingly powerful creature, he prepared himself to get it's attention. He would then move to an area where he could fight it without worrying about the other students getting hurt from collateral damage.

Crushing a Beowolf skull with Black Kabuto, he fired his shot. "Green Star: Skull Bombgrass!"

The powerful Pop Green went straight down the monster's throat and then exploded. The Wyvern's exposed ribs cracked, and a skull like cloud escaped from its mouth. It let loose an unholy screech before sending another blast of fiery death in Usopp's direction.

For better or worse, he got the Wyvern's attention.

Mercury couldn't help but smirk while watching Usopp lead the Wyvern away. "That should be interesting."

"Be sure to get that," Cinder said.

"Oh, I'll look forward to it."

After running for eight city blocks, Usopp took a deep breath and faced the approaching Wyvern. Loading three more Skull Bombgrass seeds, he silently hoped for another easy victory.

Unfortunately, the Wyvern learned its lesson about what Usopp's seeds could do, and it repelled the explosives with a forceful flap of its wings. They all scattered in random directions, destroying buildings and creating craters. The Wyvern responded by breathing more fire, making sure to stay in the air and stay mobile. While easy enough for Usopp to avoid, he'd be lying if he said his heart didn't jump every time the fire was directed at him.

There was also the problem that the creature was leaking a black, tar-like substance that spawned weak Grimm. While not much of a challenge, they did divert his focus.

Of course it wouldn't be that easy. Something more aerodynamic is needed then, and grounding it is a must if I want to hit it with an Impact Wolf.

Grabbing a solid handful of Platanus Shuriken seeds, he prepared to fire a massive barrage. If he was lucky, the shurikens would cut up the Wyvern's wings and create holes much larger than the ones that already existed on its wings.

He squeezed Black Kabuto, making it grow in size to both increase its power and allow him to fire the amount of seeds that he was planning.

"Platanus Shuriken Storm!"

The Wyvern surprised Usopp by tucking its wings close to its body, dodging many of the projectiles and protecting its wings. The shurikens that hit its main body only made superficial cuts. It fell for a moment before it unleashed its wings again, halting its decent.

Naturally, all Usopp got for his effort was another blast of fire and a wave of fresh, tar-produced Grimm. Usopp kept on the move, taking down the weaker Grimm and not taking his eyes off the Wyvern, but at this point he realized he would have to get creative.

Ok Usopp, think, how do you defeat a dragon? Maybe mix Bombgrass and Shuriken seeds so if it tucks in its wings, it takes explosions to the face, and if it tries to repel them with wind, the shurikens hopefully have enough momentum to tear the wings? No, even though it didn't happen last time, it's possible that the Skull Bombgrass could hit me if it chooses to repel everything. Alright then, maybe play dead like with the Giant Nevermore in Initiation? No, that was fine when I was fighting by myself, but here there is the risk that the dragon just goes after someone else instead of getting close to me. Maybe… oh yeah!

In truth, a fair bit of time back, he helped Zoro fight a dragon on Punk Hazard. To help get Zoro close to the flying creature, he used his Trampolia for him to jump on. Maybe he could try something similar, except it would be him jumping super high into the air.

It'd be scary, but it's worth a shot. It's better than my other ideas.

Letting Black Kabuto shrink back to an easily portable size, he put an Impact Wolf seed into his pocket. He carefully watched the Wyvern's flight speed and path so he'd know exactly where to jump. After dealing with the latest wave of Grimm, he found the right spot and fired his Trampolia seed. Usopp jumped on it and had his legs push with all their might, shooting upward only moments later. Finding himself right to the side of the creature's head, there was no question of what he would do. A point blank Impact Wolf hit the Wyvern's head, breaking its lower jaw right off and snapping its head to the left. But then its head turned back.

Usopp paled. It's still alive?!

The Grimm's right wing swatted Usopp right back to the ground fast enough that he couldn't employ a proper landing strategy. He stood up, wincing at the bones he broke for what felt like the hundredth time. His Aura was also depleted.

Damn, just back where we started. Do I dare try the same tactic two times in a row? The creature learns dangerously fast. Oh, and here comes the fire again. Great.

The Wyvern tried once again to breath a torrent of fire, but the result was that instead of a concentrated stream, the lack of a lower jaw made it scatter and dissipate. Its range was therefore much shorter than normal, and Usopp didn't even have to dodge.

Well… I didn't kill it, and I didn't ground it, but at least it will have to get close if it wants to kill me. That's something at least.

The Wyvern circled Usopp for a while before suddenly diving down. Usopp decided to try the first strategy he came up with, which was mixing Skull Bombgrass seeds and Platanus Shuriken seeds into a varied barrage that would at the very least truly ground the monster. Growing up Black Kabuto again and firing eight or so Skull Bombgrass seeds with sixteen Platanus shuriken seeds, Usopp hoped that it wouldn't backfire.

Noticing the larger explosive seeds, the Wyvern interrupted its dive to blow them all away. Leafy shurikens were also blown away if the angle they flew at was slightly off, but most hit true, tearing up the already tattered wings into obsoleteness.

"Fall you damn monster!" Usopp yelled out, but looking down, he saw a reflected Skull Bombgrass seed burrowing into the concrete. It exploded into a magnificent skull shaped cloud, with Usopp being sent flying straight into the air.

Both the Wyvern and Usopp crashed into the ground at the same moment. Usopp coughed blood as he pushed himself up.

Damn, eight Skull Bombgrass seeds was pushing my luck... but at the same time, I may have needed at least eight to destroy it should it have continued its dive...

The Wyvern crashed unfortunately close to Usopp, but it too was already getting up, eyes glowing menacingly. Preparing another Impact Wolf or two in order to finish the creature off, he forgot one important thing.

If he was close enough to hit with an Impact Wolf, the Wyvern was close enough to use its fire. The only warning he had was the orange glow forming in what remained of its mouth. He might have been able to dodge with that warning if it was a normal concentrated stream, but the fire scattered like a shotgun blast and scorched Usopp. Screaming from the excruciating pain of being set on fire alive, he didn't even have time to put himself out with Water Dust before he was met with a whip-like tail slamming his head from the side. His skull cracked and he was sent flying through a row of buildings, putting out the fire.

Mercury whistled as he witnessed Usopp crashing through building after building. "Well, that's the end of that. I don't think he'll get up after that one."

Walking away, he decided it was time for him to record other things.

Dazed and disoriented, Usopp struggled to get a grasp of what had happened and where he was. I should get up and finish of that stupid dragon… Ugh, but I really don't want to get up with all the bones I've broken. My body feels burnt all over too. I think my head is bleeding… Am I in a building or on the street? I don't want to open my eyes to check though.

Hearing someone familiar cry out in pain, however, made him open his eyes and roll to the side. He saw some random White Fang asshole stabbing his katana into Blake's abdomen.

Painfully, Usopp stood up on broken legs, pulled back his slingshot with broken arms, and let loose an attack. Two leafy shurikens flew through the air at the man, but he used his katana to block both. He slid back a foot or two and winced. His sword, glowing red, managed to absorb much of the force from the shurikens, which now fell harmlessly to the ground.

Usopp's jaw dropped as he froze in both fear and pain.

"Usopp! No, his Semblance-" Blake tried to say, but it was too late. Adam had already charged forward and cut Usopp from shoulder to waist, making him fall to his knees.

"Didn't tell him about my Semblance, huh? It's like you killed him yourself. It's a shame he didn't get cut in half like I intended though. He'll suffer more like this."

Blake, overcome with shock and guilt, couldn't help but start sobbing. "...Usopp..."

"Don't... listen... I'll... live..." Usopp choked out.

"Don't delude yourself. With all that blood you're losing, I won't even have to raise another finger."

Usopp could only glare, feeling frustrated at both himself and this new person. I might have been able to dodge if half my bones weren't broken, dammit! And I only have so many broken bones because I messed up against the dragon. And now, because of that mistake, I'm almost out of action while the dragon might be killing everyone else. Come on useless, one step at a time. Grab your damn slingshot and get rid of that nuisance!

Usopp shakily reached to the ground where he dropped his slingshot, but he leaned forward too much and fell onto the ground face first. He let out a pained cry, but he immediately tried to push himself up.

"U-Usopp?" a voice asked.

Turning his head to the side, he saw Yang with her mouth wide open, slightly recoiling with shock.

Never in her experience had Yang ever seen Usopp hurt this bad.

She'd seen him survive and stay conscious with all manner of horrific injuries before. However, his burnt and broken body, which was bleeding from a slash on his chest, and shaking from the effort of getting up, made her worry if Usopp was even going to live through the night.

"One after another... I guess I get the chance to kill another person you care about in front of you."

Yang's attention shifted towards Adam and the fallen Blake at his feet, and her expression hardened. "I won't let you lay another finger on them!"

"Just… let me handle it.. Yang!" Usopp said as he continued to try to at least get back to his knees.

"I won't sit back as someone tries to kill my friends! You've fought hard, Usopp, but please get some rest and survive."

Yang turned away from Usopp's shocked face and charged with all the rage and determination she could possibly muster. She vaguely heard shouts from both Blake and Usopp, but there was only one thing on her mind.

It was to get this bastard away from her friends.

However, in the end, simple rage and determination did absolutely nothing to prevent her arm from being cleanly cut off with a single strike from the man's katana. Passing out from the pain, her body tumbled and crashed into the ground.

Usopp could only blankly stare forward as he watched his friend get maimed in front of him without being able to do a damn thing. By the time Yang hit the ground though, his senses returned to him and he glared intensely enough that Adam briefly glanced in his direction before scoffing.

With fresh waves of rage-induced adrenaline, Usopp managed to reach into his pouch and take out an Impact Wolf seed. It was normally reserved for powerful Grimm, but Usopp had run out of both patience and mercy.

As Adam moved to finish Yang off, a red portal appeared in between him and Yang. Another masked figure, this one a woman with black hair fiercely attacked Adam with a flurry of sword blows that caught him off guard.

Usopp was rather clueless on how or why someone appeared from nowhere, but he took the opportunity to line up a shot. When he released his hold on the sling though, the woman jumped backwards, disengaging. Adam also noticed the leafy wolf, but it was a few moments later. Wisely deciding to dodge, he almost completely moved out of it's path.

Almost.

The three meter wide shockwave managed to catch his left arm, depleting his Aura and completely destroying his arm from the elbow down. Screaming in pain, he looked at Usopp one more time before running away.

The strange masked woman made no effort to pursue the man, and Usopp wasn't in any shape to do so either. The woman stared at Usopp for a while, assessing him, before walking back towards the portal she came out of.

"When Yang wakes up… tell her that I won't be there to save her again."

She left as soon as she said that, leaving Usopp and Blake confused. But with all the immediate threats taken care of, Usopp couldn't keep himself awake any longer.

When Usopp woke up again, he felt himself completely wrapped in bandages. His nose was straightened out, but it was too painful for him to even try to get up. To his side were Yang and Blake, only the latter of which was conscious.

"But Jaune and Pyrrha are still missing," he heard Nora say.

Oh no… It wasn't the Grimm Dragon was it? So, because I couldn't deal with it, Jaune and Pyrrha... no no NO!

"What?!" a voice like Ruby's said.

Wait, I'll use my power to see if… if they're alive somewhere.

"Look, guys, that giant Grimm is walking around the school! Even the White Fang are pulling out! We all have to go, now!" This time it was Sun.

"We're not... leaving!" Ren said.

I see them! They're both at the base of the central tower!

"I'll find them… I'll find them, and I'll bring them back," Ruby said.

Not trusting his voice, Usopp simply raised his arm and pointed at the tower. Ruby's eyes widened, but she quickly nodded with understanding. "Thank you, I'll be back!"

"You mean we'll be back," Weiss corrected.

Usopp could only watch their Aura's helplessly as they did the job that should have been his.

Although… even if I could try and help Jaune and Pyrrha, I'd probably just fail anyways. I have no excuses for failing against that damn Grimm, so why should I even let my injuries be an excuse now? I only have these injuries because I failed. Yang lost her arm because I failed. I couldn't even finish off that stupid White Fang asshole, so I failed there too. Next time one of my friends encounters him… it might be more than an arm that is lost.

Usopp continued monitoring the situation with his ability, even though he didn't really want to. He saw Pyrrha send Jaune away, and he also saw a powerful Aura heading to the top of the tower. It was Cinder's Aura, but it had changed. It made Usopp feel wary.

His wariness turned into heart pounding fear as Pyrrha ascended the tower. He felt a fresh wave of tears coming when he realized Pyrrha was only challenging Cinder because she was the second strongest. She wouldn't need to do it if he could still fight.

"Is that giant Grimm climbing the tower?" he heard Sun ask.

His fear did not wane for a single moment when Cinder and Pyrrha started their fight. It wasn't going well at all. Ruby and Weiss were almost at the base of the tower, but the fight was at the top of it. Not only that, but they were slowing down and fighting what was probably a swarm of Grimm that the Wyvern was spawning. If it was climbing the tower for whatever reason, it would be right above Weiss and Ruby.

Can they make it in time? Actually, even if they make it in time, what difference will it make? Cinder will just kill all three of them. If I could just use Black Kabuto right now, I'm sure I could take a shot even from here. Although it's not like Cinder's going to sit still long enough for a Dust round or a Pop Green to reach her. Not from this distance. And anything that wouldn't need to hit her directly would also hit and possibly kill Pyrrha. Even though all of that is true... why does it just feel like I'm making excuses to myself?

He couldn't be sure how from just looking at their Auras, but Ruby had somehow made it up the side of the tower, surely passing the Wyvern that he couldn't detect. He felt only a small amount of hope, but it was quickly replaced by pure dread as Pyrrha's Aura simply vanished. It never vanished like that even if one's Aura was depleted, so it could only mean one thing.

He felt himself go cold as his worst fear manifested itself. But no matter how much he'd like to fool himself, this was reality.

Damn it all! What the hell were those two years of training for?! Why am I even here?! I'm no Luffy! I can't protect anyone! Why...

He let out a deep breath.

Why did I think I could do anything? Me, the weak and cowardly sniper of the Straw Hats... I miss them all so much... I want to go back to the Sunny so bad! I want to laugh and dance and party… and cry with them again. I want to sail with them… but...

I need to earn that right.

I can sit here and cry about my weakness all I want, but like it or not, my friends in this world are even weaker. The fact that the enemy stole some of my Pop Greens puts them in even more danger. It would take them a huge amount of time to figure out how to safely use them on their own, but I refuse to take any comfort in that. My friends can lose limbs and die. They can be torn to pieces before my eyes, and... they need someone stronger than me.

In other words... Unless I can get stronger, they will all die. I could die too, with no one to tell Luffy and everyone else what truly happened to me.

So, I'm sorry Luffy, but I don't have the time to look for a way home anymore. I need to train, I need to unlock my Semblance, and I need to figure out more about my strange ability.

And only then, once the people behind this attack are no longer a threat, will I have earned back my place on that ship.

A/N: I may have taken some liberties with the Wyvern's intelligence and fire breath(imo if a Leviathan can breath fire, so can a Wyvern) as well as the limits of Adam's hax Semblance, but I don't think I did anything too crazy.

Anyways, I was hoping to finish Volume 3 this chapter, but it was getting pretty long and it's also been more then two months since I last updated. Next one may be a bit short, but it will wrap everything up and hopefully come out sooner than this one did.