AN: Void here with another chapter of Dreams of Remnant.

Blah Blah Blah vote on the poll, Blah Blah, read and review Blah Blah Blah.

I apologize in advance that the first half of the chapter, not counting the Dream, Uni isn't involved a lot but I really wanted to write the part with Penny. Can ya really blame me? It's Penny! The best robot girl ever! Ya can't tell me that ya don't like her. But Uni is much more active in the middle of the fic and a bit towards the end.

Though to make up for it, today's chapter will be longer. It's definitely not a long chapter because I was super inspired and couldn't find a good place to split the chapter…

I have no clue what you are insinuating.

Okay! Maybe I went a tad overboard but lots of stuff happened. I only added parts that were necessary and it still turned out really long.

That's all for now, Enjoy!


Chapter 3 - Vigilante Conspiracies

Uni wasn't quite sure where she was, it was cold and dark. She was lost somewhere in a seemingly endless forest that was eerily familiar. In the distance, between the moss covered trees Uni could barely make out a dark blue sun setting.

She sighed softly, "Another weird dream…" She thought to herself in slight annoyance.

She then shrugged as she started walking in a random direction, the frost on the ground crunching underneath her feet. She might as well deal with it, after all, it's not like it could get any worse right?

She was very much wrong. Almost immediately after she began walking through the misty woods it began to rain. It was a soft calm downpour but it was rain nonetheless. Which normally wouldn't bother her if she wasn't freezing and standing in the rain without an umbrella

She let out another sigh as she rubbed her hands together for warmth. Why was it so cold? Wait… Why were her hands oily?

Uni frowned as she looked down at her hands, they were smudged with black ink. She gave herself a once over to see that her white dress was covered in the same oily substance.

It was raining ink…

"These dreams just keep getting weirder…" She thought to herself as she began walking faster.

She needed to get out of the rain. It was only making her cold and wet in an already cold area. The grass and frozen leaves brushing against her feet as she began walking faster and faster, almost running.

The giant trees that surrounded her began to distort and blur as she ran, the area around her changing into a new place.

Uni frowned as she found herself in a familiar clearing. Upon a hill laid a rotten tree stump, below it laid the ruins of a wrecked house.

It was silent, the rain pouring even heavier than before as Uni approached the ruins solemnly.

The house had broken windows and large holes in the walls. Half of the roof was missing while scorch marks and blood lingered on the walls.

Her eyes darkened as she stepped through the door, taking shelter from the rain.

A single word escaped her lips as she observed the wreckage.

"Home…"

She looked down coldly, a broken mirror showing her shattered reflection. It looked nothing like her.

It did show Uni, just… not as she is now. It showed a much younger girl. Crying alone in the darkness of a cruel world. She gently picked up the mirror, staring into its haunting depths.

And when she looked up from the mirror, she was gone. Back in her dreamscape. As if nothing ever happened…


"Woooow!" Ruby gasped as she looked up at the CCT tower in amazement. "I forgot how big the Transmit tower looks up close!" The CCT tower was a rather tall, wide and intricate structure that was supported by four legs for stability. The center of it was a massive spire that stretched into the sky with a large antenna at the top of the tower.

Weiss gave a small smirk as she noticed Ruby's reaction to the large tower. "You should see the one in Atlas!"

"That was the first one, right?"

"Correct," The heiress confirmed. They continued walking down the path as Weiss began discussing the history of CCT. "Atlas developed the Cross Continental Transmit System to allow the four Kingdoms to communicate with one another. It was their gift to the world after the Great War."

Ruby quickly adopted a snobby voice as she attempted to mimic Weiss. "'Oh, look at me! My name's Weiss! I know facts, I'm rich!'" She said before giggling slightly.

"Don't be such a pest," Weiss said as she frowned slightly. "Besides, the only reason we're here is because you like the tower so much! We could have just as easily made a call from the library!"

"I know, but it's really cool! Oh, I'm going to take a picture." Ruby quickly reached for her scroll, but in her excitement she fumbled a little bit causing the device to fall out of her hands. The scroll landed not too far away, next to a familiar figure. The figure knelt to pick up the Scroll. She smiled as she extended the Scroll towards Ruby, "You dropped this."

"Penny?!" Ruby exclaimed in surprise.

Penny, who was equally surprised by Ruby's appearance, seemed unsure of how to react.. "Uhh…"

"Where have you been?" Ruby asked curiously, her voice full of concern. "We haven't seen you since that night at the docks!"

"S-sorry," She said nervously, "I think you're confused." She said as she let out another hiccup, quickly tossing the scroll into Ruby's hands. "Uh… I've got to go!" She then turned and began to quickly walk away.

"What was that about?" Weiss asked.

"I don't know." Ruby said softly, gazing towards Penny determinedly. "But I'm going to find out." She began to walk after Penny, shouting over her shoulder to Weiss, "You go make your call! I'll meet up with you later!"

"Wait!" Weiss cried out, raising her hand towards the reaper before lowering it slowly, she then sighed angrily as Ruby quickly grew farther and farther away from her.


Ruby quickly dashed in front of her, cutting her off from the staircase. "Penny, where have you been? It's been weeks!"

Penny gave her a nervous look. "There seems to be some kind of misunderstanding."

"What?" Penny continued to walk down the stairs while Ruby slid down the rail landing next to Penny at the bottom. "Penny, is everything alright?"

The redhead continued to walk forward without reacting, trying to ignore Ruby completely, until The reaper grabbed her by the arm forcing her to stop. "Penny, please stop!" Penny finally turned and looked towards Ruby worriedly as she continued. "Look, I don't know what's wrong, but you have to listen to me! Those guys we fought at the docks, we think they were up to something big, something bad! I need you to tell me what happened to you that night! Please… as a friend?"

Penny seemed to pause at the word friend. She sighed, then looked around cautiously, as if someone was watching her. She leaned in towards Ruby and whispered, "It isn't safe to talk here."


Penny looked around from the entrance of the alleyway before turning back to Ruby. They then began walking down the street as Penny explained what happened to her at the docks.

"I wish I could help you, Ruby, but I don't know anything about those men."

"Well, what happened to you that night?" Ruby asked, her voice full of concern and confusion. "We were all together, and then you just disappeared! Were you kidnapped?"

"Oh, no!" Penny said quickly, not wanting any misunderstandings, "nothing like that!"

"Then where did you go?" Ruby asked, frustrated by her vagueness.

"I've never been to another Kingdom before," Penny admitted. "My father asked me not to venture out too far, but…" She let out a brief pause. "You have to understand, my father loves me very much; he just worries a lot."

Ruby smiled softly, "Believe me, I know the feeling." Penny smiled and nodded slightly. "But why not let us know that you were okay?"

"I…" Penny began nervously, carefully choosing her words, "was asked not to talk to you. Or Weiss. Or Blake. Or Yang. Or Uni. Or anybody, really."

"Was your dad that upset?" Ruby asked with a concerned frown.

"No, it wasn't my father…"

Penny was quickly cut off as she, and Ruby, rounded the corner and watched as a large crowd gathered around a stage, where six Atlesian-Knight-130 Androids stood tall. In the center of the stage stood a holograph of General James Ironwood who was also the headmaster of Atlas Academy.

The General was a tall and well built man, with pale skin and a tight posture. His jet black hair was smooth and neat with only a few streaks of grey and he had a small strip of metal above his right eyebrow.

He wore an Atlesian Military white overcoat with a light grey undercoat that covered up a black sweater. He had a bright red necktie. He had white pants that matched his overcoat with it's gold accents and silver combat boots. He also had a white glove over his right hand.

Ironwood's hologram spoke loudly, the speakers underneath the stage doing their job. "The AK-130 have been a standard security model of Remnant for several years, and they have done a fine job. Wouldn't you agree?"

The androids gave a small yet sharp bow as the audience applauded. "But… the Kingdom of Atlas is a Kingdom of innovation, and 'fine'... well, that's just not good enough, is it? Presenting… the Atlesian Knight-200!"

Several large grey containers behind the AK-130s opened up to reveal six sleeker white models standing behind the gray Atlesian Knights. The new robots kicked the 130's over as the people cheered, and Ironwood continued. "Smarter, sleeker, and admittedly, a little less scary. These models will become active later this year, but they won't be alone! Now, the Atlesian Military has always supported the idea of removing men from the dangers of the battlefield. However, there are still many situations that will undoubtedly require… a human touch."

"Ruby?" Penny asked worriedly, seeing Ruby's strange gaze.

"So, our Kingdom's greatest minds, in cooperation with the Schnee Dust Company, are proud to introduce… the Atlesian Paladin!"

Ruby's eyes widened as Ironwood's projection disappeared, and was quickly replaced with an image of a massive white mech. Ironwood's voice continued, "Now, we couldn't have them here for you today, but these mechanized battle suits will be seen defending the borders of our Kingdom within the year!"

"Woah," Ruby said in awestruck wonder.

"Ruby," Penny said warily. "maybe we should go somewhere else."

Penny was looking towards to soldiers at the base of the stage who had noticed her, and were now signaling for backup. The ginger quickly dashed away, taking off in a sprint waking Ruby up from her trance.

"Penny, wait!" she cried out frantically. "Where are you going?" The reaper then noticed the soldiers running towards them, her eyes widened slightly in distress. She quickly took off after Penny, chasing after her in a flurry of rose petals. Behind them, a man's voice called out, "Down here! She went this way!"

The two young girls dashed across the street with the soldiers not far behind. Though the Atlesian Troops were slowed down as a car nearly ran one of them over.

Ruby turned down an alleyway, slashing at a support beam with her scythe; flooding the alley behind her with large crates and boxes to slow down the soldiers. Ruby bolted forward, utilizing her Semblance to catch up to Penny, wrapping her arms around the other girl.

"This way!" Ruby yelled. However, as she took off, she let out a small groan at Penny's weight. Why did she weigh so much? Ruby sighed before shaking her head; she had more important stuff to deal with at the moment. Like the fact that she was about to fly into the road…

Penny was far too heavy for Ruby to carry, causing her to give out halfway across the street, flinging Penny onto the sidewalk while she fell into the street. The reaper sat up in a daze, oblivious of her situation until a loud horn behind her warned her of an oncoming truck.

It was clear that the vehicle wouldn't be able to stop in time. Ruby didn't even have time to react before she was pushed out of the way. She looked back to see Penny standing firm with the truck barreling towards her. Ruby had expected Penny to be flattened but her eyes widened in shock as her jaw hung open.

Penny had caught the truck, the vehicle slamming into her, the front of it was crushed underneath her astounding strength. The impact even lifted the truck into the air briefly before it fell back to the ground. Her feat hadn't gone unnoticed as everyone around her looked at her with shock.

"Penny?" Ruby muttered softly as she looked on with inquiring eyes.

"Are you okay?" Penny asked the driver; the old man behind the wheel slowly nodded his head.

Penny's frown deepened as she noticed the crowd gathering around her. Quickly, she turned and pushed past Ruby, running down the alley as several soldiers arrived at the scene.

"Penny, come back!" Ruby shouted as she was shaken out of her stupor once again before taking off towards Penny.

The reaper quickly found the ginger girl standing in a dead end, a simple alleyway with a dumpster and trash everywhere.

Penny looked around in alarm, searching for a way out of her situation. "Um, uh…" Behind her, Ruby approached carefully, causing her to turn around.

"Penny, talk to me! please! What is going on?! Why are you running? How did you do that?!"

"I-I can't" She stammered nervously. "Everything is fi-fne." She said before she suddenly hiccuped. "I-I don't want to talk about it." Another hiccup.

"Penny, if you can just tell me what's wrong, I can help you!" Ruby pleaded, clearly worried about her friend.

"No, no, no! You wouldn't understand!" Penny yelled frantically as she stepped back and turned away.

"Let me try. You can trust me!"

Penny turned to her, desperation apparent on her face. "You're my friend, right? You promise you're really my friend?"

"I promise," Ruby reassured gently.

Penny looked down at her curled up hands, She slowly extended them towards the reaper. "Ruby…," she said softly, "I'm not a real girl."

Ruby looked down at the hands In shock. Several patches of grey metal could be seen underneath the peeled skin of her hands. Ruby stared downward, dumbfounded as the metal glinted underneath the sunlight.

"Oh…" Ruby muttered softly as a single black feather, slowly drifted between them…


Meanwhile…

Uni had decided one thing. Yang, was a horrible driver. She had broken nearly every law about driving while driving as recklessly as possible.

She yawned softly as she got off of the sleek yellow and black motorcycle. She was pretty sure Yang called it Bumblebee or something like that. But whatever it was, Uni didn't like it.

The area around them was clearly criminally active, it would probably become more so soon as it was late in the afternoon. The three Hunters in training stood in front of the old brick building as a strong gust of air flew by.

Yang rolled her shoulders slightly, stretching as she took off her helmet, rolling her head as she waved her hair around.

Meanwhile Neptune seemed nauseous as he sat up in a terrified daze, his hair in a wild mess from all the wind.

"Cool," Neptune slurred out dizzily as he shook his head. He proceeded to fix his hair as he looked around the street, hesitant about the criminal atmosphere. "And where exactly is… here?"

Yang smirked, "This is Junior's, Home to one of the best info brokers in Vale." She explained as she gestured to the large brick building.

"Junior does have a knack for finding things out…" Uni agreed. Yang frowned as she turned towards the sleepy girl.

"You've met Junior?" She asked with a raised eyebrow, clearly a little surprised. After all, it was hard to imagine a much younger Uni wandering around the criminal aspect of Vale. Then again, Uni's past was difficult; she knew that much; even if she didn't know the details.

Uni nodded expressionlessly, "Yes, I used his information network a few times."

Yang continued to frown for a moment as she hummed to herself thoughtfully. She then simply shrugged, quickly returning to her usual upbeat style. "Well, let's bust this party huh?" Yang asked with a mischievous grin.

Uni nodded blankly, before frowning as rather large black feather blew in front of her, from an alleyway nearby. Distantly, she thought she heard something, but it was muffled so she couldn't make anything out.

"That girl from before?" Uni though as she tilted her head curiously. Pondering as she stared at the alley.

"Hey! Ya coming?" Yang called from the door, next to two unconscious bouncers, who she somehow managed to defeat without making any noise.

"I'll meet up with you in a bit, there's something I need to investigate…" Uni replied.

Yang frowned once again as she looked towards Uni thoughtfully. The boxer wasn't too keen on letting Uni run around a shady area of Vale without someone keeping an eye on her. But then again, it wasn't like she could do much about it, and besides. Maybe doing something she actually wants to do could be good for her.

She then sighed softly, "Fine, just make sure you don't cause any problems…"

Uni nodded sharply, "I'll be fine…" She told Yang, misinterpreting what the blonde had said. She then turned around, and entered the alley.


The alley was uncomfortably narrow and the buildings blocked out most of the sunlight making it kinda dark, and it didn't help that it was very cloudy out. The ground was moist and covered in garbage while torn posters adorned the brick walls.

Uni didn't exactly like alleyways, they brought back memories. Though it wasn't a huge deal either. Just… a minor inconvenience.

The sleepy girl walked down the alley inquisitively, tilting her head as she spotted another feather lying on the ground before her.

"Where did she go?" Uni thought to herself as she picked up the large black feather. It was strangely hard and sturdy for a feather; and the edges were actually kinda sharp, at least sharp enough to cut someone…

As she inspected the feather she felt a small drop of something hit her hand. She held up her hand to inspect it only to frown. It was blood…

She then turned to the sky to see the winged girl from a while ago, sneaking up the fire escape while carrying a bloody knife, the red blade wrapped around her waist appeared to have some blood on it too.

The girl looked downward with wide eyes. "Dust!" The girl swore loudly, increasing in speed as she disregarded stealth.

Uni unsheathed her daggers and flicked her wrists. The blades flying through the air only to curve as Uni pulled sharply, causing the blades to wrap around the girl's leg, tying together in a loose knot. It a risky move for sure, and definitely a bad idea, but the girl had aura so she would've been fine if Uni had missed.

Alright she might've gotten hurt if she missed but Uni wasn't thinking about that at the moment.

Uni then pulled, tightening the knot, only for her eyes to widen in muted surprise as she was lifted into the air.

She had to admit, Uni didn't think that the girl would be able to take off while pulling her along. Yet the winged girl still took off with immense speed, causing Uni to flail around in the air wildly as they disappeared into the clouds.

"Let go!" The girl shouted, clearly struggling to control where she was going.

"Then land." Uni replied stubbornly, she wasn't quite sure where this determination had come from but she was going to make the most of it regardless. She was going to get her answers.

It had been a while since she had found something that genuinely intrigued her. Something that she actually wanted to do. So she was going to find out what was going on with this girl.

"No! I won't let you kill me!" She yelled fearfully, clearly intimidated by Uni for some reason unknown to her.

Uni frowned, "Why would I kill you?" She asked blankly, confusion evident in her normally monotone voice.

The girl turned to look at her, clearly confused and surprised, but in doing so, she began to lose control. In hindsight, she realized that it probably wasn't a good idea to turn around while you were flying.

The two girls began to spiral downward, falling towards the ground quickly.

The winged girl struggled to get upright and fly again but couldn't, as she was now further tangled up in the metal string that connected Uni's blades to her hilts.

"Is this how I die?!" The raven haired girl cried out fearfully.

Uni sighed softly as she closed her eyes, thoughts racing through her head as time seemed to slow.

How could she get out of this, how is she going to survive this fall. These were the questions. But what were the answers?

She did survive a fall in the initiation…

"Your aura shouldn't be able to do that…" Glynda's voice echoed.

"It means your aura has become a protector of your soul, rather than an extension of it." Ozpin's voice said seriously.

Well if her aura defended her then would it do it now? What if it didn't work? What is she couldn't do it?

"Remember, one day it'll be your turn to save people…" Her mother's voice said softly.

It didn't matter if her aura would, or could, do it, only if she would do it…

Uni opened her eyes and reached towards the girl. She grabbed the girl's hand causing her to yelp and struggle furiously. She then pulled the winged girl closer, making it so that Uni was practically holding the winged girl.

They didn't have long until they hit the ground. It was now or never. Uni began to concentrate, slowly gathering her aura all into a single point in her back. She rearranged herself so her back was facing the ground and the girl was above her, still struggling.

Uni breathed in and out slowly as she followed Ren'a instructions for meditation. Clearing her mind as she focused on bringing her aura to protect herself, and in turn, the raven haired girl.

They would land any second now, she needed to succeed. Otherwise…

Well let's just say falling from a couple hundred feet, even with aura, wouldn't be pretty.

Uni couldn't fail, she would survive. Though the thought occurred to her. That if this happened a few months ago. Before she came to Beacon. That she wouldn't struggle, she would just sigh and hope for the best. Hope that her aura could handle the fall. A few months ago, she wouldn't have cared…

But now? She was struggling, she clearly cared enough to survive so maybe Ruby was right. Maybe she wasn't beyond repair.

Unbeknownst to Uni, silver aura began to shine brightly beneath her. Glowing bright enough that the winged girl had stopped struggling and turned to look at what was happening.

Uni's aura began to mold slightly, clearly moving from protecting her body to becoming a shield in the air. Well, not quite a shield but more like a cushion. A cushion that would, hopefully, defend them from the oncoming ground that they would hit any second now.

Three…

Two…

One…

Uni felt a large burst from beneath her, wincing sharply as she felt her aura convulse wildly before she was flung back into the air. Not super high, roughly thirty or forty feet? That was her guess at least. They then began to fall again. Plummeting towards the ground.

Uni winced in pain as she hit the concrete roof of the building, the winged girl save in her arms. They had survived, relatively unharmed too. But what about her aura.

She felt for her aura, only to widen her eyes in muted surprise. If she had to guess she'd say she was somewhere around ten percent.

She was at full before they fell, she had used roughly ninety percent of her aura in that trick. Then again she fell what? A hundred feet? Two hundred? She was bad at numbers and stuff like that. There was a reason she was almost failing math class.

She winced slightly as she sat up, poking the girl slightly to grab her attention.

The girl's eyes shot open in fear as she quickly leapt back from Uni. However, she forgot that she was still tangled up, causing her to fall back to the ground.

Uni yawned as she sat up and began untangling the metal wires that wrapped around the girl's body and wings. She did notice that the Raven haired girl flinched whenever Uni brushed against her so something about her clearly terrified the girl.

The winged girl seemed confused and scared to see Uni helping her. "W-Why are you doing this?" The girl asked nervously.

Uni remained silent for a moment as she untangled the cords. To be honest, she wasn't entirely sure. The fall was kind of a blur. Why did she do it?

"I'm not sure, because it was the right thing to do?" Uni said emptily. "Or at least, I think it was, I'm bad at this morality thing…"

The winged girl frowned, wincing slightly as Uni finished unwrapping her blades. "Aren't you supposed to be killing me?" She asked nervously, eyeing Uni cautiously.

Uni raised an eyebrow in response, "I don't know where you're from but I'm told it's not normal to go around killing people…"

The girl's eyes widened slightly, "She genuinely doesn't know, she's innocent…" The girl eyed Uni warily once more as she stood up and brushed herself off before dismissing her wings. "One exception to Z's rules wouldn't hurt right?" She thought to herself quietly.

After straightened herself out she turned towards Uni and held her hand out. "The name's Lilith, n-nice to meet you." She said nervously.

Uni nodded and shook her hand awkwardly, "Uni, Uni Moon," She answered. "So, why did you freak out every time you saw me?" Uni asked bluntly.

Lilith let out a nervous chuckle as she rubbed her neck sheepishly, she then sighed as her face fell slightly. "It's my father," She answered softly. "Or, step father really…"

Uni tilted her head emptily, eyeing Lilith with faint curiosity, "What about him?"

"He's strict and has a bad temper, I'm supposed to do jobs without being seen…" Lilith answered, and she wasn't exactly lying per say, just… omitting the truth.

Uni's frown deepened slightly, "It seems like you are stuck in an unhealthy relationship" Uni said calmly causing Lilith to shake her head.

"No it's nothing like that, he cares about me. He's just stressed…" Lilith explained quickly.

Uni hummed to herself softly, she was pretty sure she was forgetting something but if she forgot it, then it probably wasn't important.

"Well if he's making you hurt people…" Uni said softly while gesturing towards the blood on Lilith's weapon. "Then he's probably not the best person."

Lilith glared at the sleepy girl, clearly upset about Uni's insult to her step father's integrity. "He is not a bad person, he accepted me when no one else would!" She exclaimed, her eyes flickering a deep crimson for a brief moment.

Uni tilted her head thoughtfully, "I understand, my friends at Beacon accepted me even though I've hurt people…"

Lilith flinched at the word Beacon. "Is that place as b-" she began before pausing as her scroll buzzed in her pocket. She quickly pulled out a cheap black scroll and sighed as she read the message.

She then looked back towards Uni. "I'm sorry, I have to go…"

Uni, without thinking, grabbed Lilith's arm before she could take off. She had more questions that needed answering.

Lilith flinched and sharply turned around. Her eyes glowing dark red as she glared harshly. "Don't touch me!" She yelled fearfully. Uni could've sworn she saw her eyes flicker strangely for a moment but as far as she could tell they were just glowing, similar to when Yang got upset.

Lilith immediately back away, her eyes soft and apologetic. "I-I'm Sorry," she apologized. "I have a t-thing about contact…" she explained.

Uni nodded with a frown before stepping away, not wanting to upset the winged girl any further.

Lilith stepped up to the edge off the building, waving back towards Uni before leaping off the edge, and taking flight.

As Lilith faded into a speck in the distance Uni could hear sirens approaching. Her falling spectacle must have drawn some attention.

Uni sighed to herself softly as she began hopping from building to building. She would have to meet up with someone. She pulled out her scroll as she ran, pulling up a map with everyone's locations on it.

Now… Who was closest?


Lilith wasn't sure of what to think. The silver eyed girl, Uni, not only saved her… but she didn't even know what she was…

Ever since she was a child, Lilith was told to fear the Silver Eyes. That they were the eyes of killers and demons. That if she ever met one, she would die. But from what she saw, Uni wasn't so bad…

A little weird to be sure, but still very different from what she had been warned about.

She wasn't a ruthless killer but a curious, calm, girl. Maybe they had changed over time? Or maybe it was part of a longer ploy, though that seemed unlikely. It was very hard to lie to her and she sensed no malicious intent from Uni, only curiosity.

Maybe Z was wrong, after all, Beacon couldn't be that bad if Uni came from there. Or maybe it was just an empty facade, hiding the real secrets. There was no way to tell besides what Z had told her, but he wouldn't lie to her, right?


Penny," Ruby stuttered, unable to find her words, "I-I don't understand."

Penny looked towards her hands, gazing at them thoughtfully. "Most girls are born, but I was made. I'm the world's first synthetic person capable of generating an Aura." She said cheerfully before a thought occurred to her, she turned away sadly. I'm not real…" she said softly.

Penny looked towards Ruby with surprise as the reaper took her torn hands and smiled. "Of course you are," She corrected. "You think just because you've got nuts and bolts instead of squishy guts makes you any less real than me or anyone else?"

"I don't… um…" Penny looked towards Ruby apprehensively, a tad confused at Ruby's calmness. "You're taking this… extraordinarily well."

"You're not like those things we saw back there," Ruby told her supportively as she poked her chest gently. "You've got a heart, and a soul; I can feel it."

Penny's shame disappeared as her burden was lifted, her sad demeanor was quickly replaced with joy as she pulled Ruby into a hug. "Oh, oh Ruby!" Penny exclaimed as she shook Ruby from side to side. "You're the best friend anyone could have."

Ruby barely managed to let out a groan as she was trapped in the android's tight hug. "I can see why your father would want to protect such a delicate flower!" She strained out.

Upon mentioning her father, Penny quickly released Ruby from her death grip hug, her usual smile back on her face. "Oh, he's very sweet! My father's the one that built me! I'm sure you would love him!"

"Wow," Ruby giggled softly, "he built you all by himself?"

"Well, almost! He had some help from Mr. Ironwood," Penny pointed out brightly.

"The General? Wait, is that why those soldiers were after you?"

"They like to protect me, too!" Penny confirmed.

Ruby frowned, from what she had seen, Penny was more than capable of protecting herself, "They don't think you can protect yourself?"

"They're not sure if I'm ready yet," Penny said softly as unsurety crept into her voice. "One day, it will be my job to save the world, but I still have a lot left to learn. That's why my father let me come to the Vytal Festival. I want to see what it's like in the rest of the world, and test myself in the Tournament."

Ruby tilted her head in confusion. "Penny, what are you talking about? Save the world from what? We're in a time of peace!"

Penny frowned slightly, just as confused. "That's not what Mr. Ironwood said…"

"Check down here!" A man's voice called out from down the alley. They quickly turned back around, the soldiers had caught up with them.

"You have to hide!" Penny yelled out as she lifted Ruby into the air and began to move her towards the dumpster nearby.

Ruby struggled in the androids arm, kicking frantically as she tried to escape. "Penny, wait! What are you doing? You don't have to go with them! I can help you!" Ruby protested. Penny, however, ignored the reaper's cries as she dropped her into the dumpster.

Penny gently lifted the lid to talk to Ruby. "It's okay. They're not bad people; I just don't want you to get in trouble. Just promise me you won't tell anyone else my secret, okay?" Penny said sternly, Ruby nodded firmly.

"I promise," Ruby answered seriously.

Penny smiled softly before turning around and walking down the alley. Ruby cracked the lid open just a little bit so she could make sure Penny was safe. It wasn't long before the soldiers came running down the alley. "There she is!" one of them yelled.

"Sal-u-tations, officers!" Penny greeted cheerfully as she gave the soldiers a small salute..

"Why were you running?" The first soldier asked as he looked around carefully. "And what happened to the other girl?"

"What girl? I've been by myself all day!" Penny lied, hiccuping once again before smiling brightly.

"You shouldn't cause such a scene," The soldier told her sternly.

"Are you okay?" The second soldier asked as he looked her up and down for any damages..

"Just a scratch," Penny answered as she showed her torn hands to the soldiers.

The first man sighed heavily. "Penny, your father isn't going to be happy about this."

"Please, just come with us." The second soldier added.

Penny nodded slightly. "Yes, sir!".

Ruby frowned softly as she watched Penny follow the soldiers. However, her view was quickly cut off as something fell onto the dumpster.


Uni looked down at her scroll as she sat on the dumpster. She had followed Ruby's signal to this alley yet Ruby was nowhere to be found.

She was practically on top of the signal, maybe she lost her scroll? Or maybe the app was malfunctioning or something…

Uni looked around once again as a strange emotion flickered across her mind briefly. She then turned back to her scroll, the map displaying Ruby's emblem, a rose, and her own emblem of the shattered moon right next to each other.

The sleepy girl looked around as she hear a muffled screech followed by a familiar distant scream. She then felt banging on the dumpster beneath her.

Uni frowned once again before her eyes widened slightly in realization.

"Oops…"


Blake slowly traced the large claw marks that dug into the wall of the abandoned warehouse, which signaled a white fang meeting. She peered around the corner of the wall and saw two Faunus with horns being led in the building by a guard with a beard.

"This is it." She said seriously as she turned to Sun.

"You sure?" he asked doubtfully, the place looked abandoned after all.

She sighed and rolled her eyes as she unfastened her bow, revealing her ears as she began to walk towards the door. "Y'know, I'm just gonna take your word for it," Sun said, mostly to himself.

The guards paid them no mind as they walked into the building. They walked down a long hallway lined with cases as a man motioned for them to move. "New recruits, keep to the right!"

They both grabbed a mask and continued walking forward. "I don't get it," Sun said as he looked at the mask curiously. "If you believe what you're doing is right, why hide who you are?"

"The masks are a symbol," Blake answered darkly. "Humanity wanted to make monsters out of us, so we chose to don the faces of monsters."

"Grimm masks. That's kind of messed up."

She shuddered slightly as she donned the Grimm mask. "So was the person who started it."

"Always sunshine and rainbows with you," he muttered as they entered a large room filled with many different kinds of masked faunus. Blake and Sun looked around warily, taking note of the number of guards and any escape routes.

In front of the audience, a rather large heavily tattooed man in a mask walked onstage.

"Thank you all for coming!" the White Fang lieutenant said calmly, his voice laced with a foreign accent of some sort. "For those of you who are joining us for the first time tonight, allow me to introduce some new allies. I can assure you, that they could help us gain what we've been searching for!"

Her then waved to the side as two figures stepped onto the stage. Two very familiar figures, Roman Torchwick and Cyana Myst…

The faunus in the crowd began booing heavily upon seeing that they were human. Some even yelling insults or threatening the criminal duo.

"Thank you, thank you!" Roman said as he waved to the crowd while Cyana rolled her eyes bitterly. "Please, hold your applause,"

"What's a human doing here?" Someone yelled, a woman who appeared to be a deer Faunus. Cyana sneered even further, staring the Faunus down.

"Shut up…" She muttered softly, though a fair amount of Faunus could hear it, causing even more booing.

Roman turned to address the young woman. "I'm glad you asked, 'Deerie!'" he said, joking about her traits before turning back to the crowd. "Now, I'll be the first to admit. Humans… are the worst." He gestured to himself and Cyana. "Case in point. So, I understand why you would like to see us all locked away, or, better yet, killed!"

"So, is he going somewhere with this?" Sun muttered to Blake who simply shrugged in response.

Roman continued. "But, before the claws come out, I'd like to mention the fact that you and I all have a common enemy: the ones in control; the people pulling the strings; the dirty, rotten humans that run our Kingdoms!" The crowds jeering slowly died down as he caught their interest. "Government, military, even the schools: they're all to blame for your lot in life!" Rather than booing, cheering began.

Sun and Blake glanced at each other both frowning heavily. They both had the same question in their head. Why did they have the urge to cheer?

"And they're all pests that need to be dealt with. Fortunately," he said as he gestured to Cyana, "I'm have the exterminator around." He smirked before adding, "No offense to any rodents in the room."

Roman then snapped his fingers causing the curtain to fall. The crowd cheered as a large white mech stood behind them, an Atlesian Paladin…

"Woah, that's a big robot…" Sun whispered.

"How did he get that?" Blake muttered softly.

Roman smiled as he went on. "As some of you may have heard, this right here…" he said as he lightly tapped the leg of the mech with his cane, "...is Atlas' newest defense against all the scary things in the world. And thanks to my 'employer', we've managed to snag a few before they, uh, 'hit the shelves'. Now, many of your brothers have already moved down to our new operation in the southeast. If you'd rather stay within the city, that's fine... But if you're truly ready to fight for what you believe in, this is the arsenal I can provide you. Any questions?"

His only reply was even more cheering. Blake turned to Sun. "We should get out of here."

The lieutenant from earlier came back onto the stage, "Will all recruits, please come forward!" He called as the crowd began to rush forward, pushing Blake with it.


Lilith didn't like the White Fang. Most of the members were just walking balls of negativity, ready to explode at Any moment. That's why she was disappointed when she was told to come to the rally, even more so when she was told to use her semblance.

Her semblance was powerful but she was probably the worst person to have it. She hated it, it gave her headaches all the time and her small aura made it hard to use it's active abilities.

Empathic Manipulation as she called it. Not only could she sense emotions, she could manipulate them. But she hated doing so, it made her feel sick.

Whether that was a mental block of some sort or a part of her semblance, she didn't know.

The winged girl sighed heavily as she continued pulling at the emotions of the Fang members on the other side of the curtain. She was told to make them excited and enthusiastic, to make them eager to join and help out.

She did feel some resisting her but not many, and a fair amount of those people were still somewhat eager anyway. It was really only two people who were uninterested, the rest just weren't super into it. But it didn't matter, after all, ignoring a few people wouldn't hurt right?


Blake and Sun weren't in the best spot right now as they were pushed closer to the stage by the excited crowd. "What are we going to do?" Sun whispered worriedly as he looked for any way out of their situation.

"I'm thinking." Blake replied as she looked around, struggling to think of a solution.

Sun looked to the stage nervously. Roman was smoking his cigar while laughing, but frowned as Cyana pointed in their direction. Roman frowned as he scanned the crowd, his eyes narrowing as he spotted Sun and Blake.

"They see us!" Sun whispered urgently. Roman frowned as he locked eyes with the monkey faunus, who waved and gave a nervous smile. Blake looked around frantically until she spotted an electrical panel on the wall. "They can't see in the dark."

She quickly whipped out her weapon in it's pistol form and fired. The room went dark as several of theFang initiates let out confused screams..

"Don't let them get away!" Roman yelled from within the veil of darkness.

"Sun, the window!"

"Stop them!" Cyana ordered harshly.

The two teens crashed through a window above, landing in the alleyway below. They let out a sigh of relief until they hear the sound of machinery.

Almost immediately the Atlesian Paladin crashed through the wall, Roman at the helm as he started to chase the two Faunus.

They quickly climbed up the side of a building to escape and began to leap across the rooftops only to discover that Roman was chasing after them in the streets.

"So you wouldn't happen to have… oh, I don't know, some form of backup?!" Sun cried out.

"On it!" Blake replied as she quickly pulled out her Scroll and began messaging for help. Sending everyone a location, the highway.


Uni and Ruby both ran up from underneath the highway and looked around in confusion. Everything seemed normal, that is, until they heard loud stomping coming from above.

The sleepy girl turned towards Ruby, "Are you sure this will work?" She asked.

Ruby nodded firmly, "Yeah…" She then frowned before shaking her from head side to side. "Well there's no way to tell for sure…" she muttered doubtfully.

Uni sighed softly before turning back to Ruby only to widen her eyes in nearly visible confusion, nearly…

The reason for her muted surprise was the fact that both Sun and Neptune were flying towards them at high speeds. Uni had prepared herself for a lot of things but seeing a giant robot flinging people off of the highway was not one of them.

Uni turned towards the red reaper who nodded sharply. She nodded in return before readied her bow and notched an arrow as Weiss' voice came on the teamspeak that they had set up.

"I'm in position!" The heiress signaled from where she stood in the middle of the highway, in the narrow part between lanes. She readied her rapier, the dust cylinder spinning before landing on a light blue crystal. She then stabbed Myrtenaster into the ground causing a thick layer of ice to spread across the ground.

Roman, who was going too fast to slow down, slipped across the ice throwing the Paladin off balance. The large machine quickly tumbled off the highway towards where Ruby and Uni stood at the ready.

Uni released the earth arrow causing it to soar before striking the mech in the leg, unsurprisingly, it wasn't very effective.

They probably should've thought about a bow's effectiveness on a giant robot. Her other arrows wouldn't pierce the armor and the earth dust wouldn't do much damage. In hindsight she should've brought arrows with mixed dust.

As the paladin stood up straight, the other members of Team RWBY landed nearby.

The Paladin charged towards Uni and Ruby at a surprising speed. This was no problem for Ruby with her semblance but Uni wasn't fast enough and was still weak from her fall.

She was sent flying backwards from the mech's attack, her aura now back down to somewhere around twenty percent.

Meanwhile Ruby signaled to Weiss and Yang, "Freezer Burn!" She yelled before she, along with Blake, leapt back to safety.

Weiss once again coated the ground with Ice while Yang leapt into the air. The blonde came down with a devastating strike that sent up an icy mist.

Roman scowled as the Paladin began beeping as he scanned through the fog. Looking for any signs of movement.

He quickly fired the mechs weapons as he saw a blur approaching him. Only to be surprised to see that the blow had not stopped the figure.

Uni winced slightly, her aura had dropped down to a dangerously low point but she couldn't just leave the fight. Nor could she fall asleep and fight, what Ruby called 'The Marionette', as she didn't have enough aura.

But that wouldn't stop her, she leapt up onto the Paladin, stabbing her blade into it's back to hold on as Roman struggled to get her off.

Though unfortunately for Uni, no one thought of the negative consequences of using FreezerBurn. Her eyes widened slightly before she sighed as she heard Ruby call out. "Checkmate!"

Uni quickly tried to free her daggers from the Machine only to discover they were stuck. That might be a problem…

She sighed as she let go of the daggers, deciding to leave them there only to start flailing in the air. Her foot was also stuck inside a joint of the robot.

She was having the worst luck today… not that it mattered all that much, she would just have to deal.

Weiss and Blake appeared from within the icy mist, slashing at the robot's legs, pushing it back slowly. The heiress then launched herself with a glyph and stabbed her rapier right into one of the sensors, before using another glyph to send herself back to safety.

Roman scowled, "Time to take two brats out with one stone…" He muttered as he turned around and tried to slam the Paladin's back, with Uni still on it, onto Blake.

Weiss reacted quickly, creating a glyph to stop the momentum of the machine before reversing it. The glyph causing it to fly back into several pillars. Though she did feel bad about sending Uni flying with Roman her aura could handle it, or at least she thought it would. But she didn't know that Uni was low on aura.

The tired girl winced as she finally freed her blades from the machine and pulled her foot from the joint as the machine started to stand back up.

Her aura was broken and she was injured. But the thing about being nearly emotionless is that you don't feel any fear. You don't hesitate.

Back when she lived on the streets, Uni couldn't care any less about what happened to her, as long as she reached her goal. That made her a force to be reckoned with. Though nowadays she could care a little bit, but right now? She was back…

Back to the times when everyday was life or death…

Uni's left arm hung low, probably dislocated, as she limped towards them Paladin.

Roman chuckled softly as he slammed the Paladin's arm towards her only for her to loosely dodge. His brows furrowed as he tried again, only to miss.

Uni wouldn't lie, dodging the strikes hurt a bit but she didn't care. Her eyes no longer held any faint traces of emotion and were the same cold eyes she had before Beacon.

She pulled a handful of arrows out of her quiver as she continued approaching Roman slowly.

"Uni! Get back!" Ruby yelled, but the broken girl didn't listen. She didn't care right now. She was busy fighting.

Roman scowled as he slammed both arms down towards Uni, only for her to step back slightly causing the attack to just barely miss.

But before Roman could raise the Paladin's arms to strike again, she stabbed the arrows into a small crack in the armor, right at the joints that held up the arm.

The movement inside the mech crushed the arrows. The arrows filled with dust. The arrows filled with a highly reactive dangerous substance.

Roman's eyes widened slightly as the dust exploded in a mix of colors. The mech was beeping slightly as the left arm was blown off by the explosion.

Uni took the full force of the explosion. Even though it was a very small one, since she didn't have any aura it was still very dangerous.

She winced heavily as she was sent flying back, skidding across the ground before landing at RWBY's feet.

The four young huntresses all let out a sympathetic wince as they saw Uni. She had some blood trickling down her forehead and was covered in bruises. Her left arm looked dislocated, maybe broken, and she had a couple of frost coated cuts and even a small burn on her face.

Nothing aura wouldn't fix but that didn't mean it didn't hurt.

"Are you okay!?" Ruby asked in alarm as she, along with the other members of RWBY checked to see if she was alright.

Uni's lack of a reaction was enough for them. They quickly began to help her up only to pause as she began to move. She let out a small gasp of pain as she struggled to stand up. She could still fight. She would end this…

But before she could even get up, she immediately collapsed back down to the ground. Okay maybe she was in worse shape than she thought.

Ruby turned to Weiss, "You help Uni, we'll deal with Roman." Ruby said firmly as she turned towards the Paladin, which was just standing back up.

Weiss nodded as she wrapped Uni's arm around her shoulders and began helping her off the battlefield.

The heiress sighed, "Why did you go and do something so stupid…" She muttered softly.

"Are you actually asking that?" Uni asked, her voice slightly raspy. After all, she didn't exactly have a reason for it, she just did. She didn't think about it because she didn't care.

"I suppose you have a point, but you shouldn't speak, you need to rest…" Weiss said in a stern yet gentle tone as she laid Uni down and began performing what first aid they had learned in Survival Studies.

Meanwhile Ruby frowned. The Paladin was surprisingly durable and even though it had lost an arm it still seemed to be working fairly well. They needed to slow it down. But that was somewhere Weiss or Uni would thrive so that was out of the question.

If they couldn't slow it down then they needed a distraction.

Softly, Ruby whispered, "Bumblebee on my signal…" Both Yang and Blake nodded as Ruby slammed her scythe into the ground. She began firing round after round of sniper shots towards the cockpit, trying to draw Roman's attention.

This seemed to work as the Paladin began running towards her, though much slower than normal because of the damage done from the explosion. Perfect. "Now!" She yelled loudly.

Almost immediately Blake threw out Gambol Shroud's pistol and pulled the ribbon as Yang took hold of the weapon, gaining speed as she swung around using Ember Celica. She flew towards the Paladin, with surprising speed and let out a powerful strike causing the mech to stumble back.

"Eat that!" Yang taunted with a smug grin.

Roman sneered as he quickly recovered, sending Yang flying back with a heavy strike. The blonde was sent straight into a wall, cracking the side of the building.

"Yang!" Blake cried in concern as she watched Yang fall to the ground.

"Don't worry. With each hit she gets stronger, and she uses that energy to fight back! That's what makes her special!" Ruby said as Yang slowly stood back up.

Roman smirked as he charged towards the blonde, throwing another punch towards the boxer. Only to look on in confusion as Yang caught the Paladin's punch, stopping it midair. Her eyes flashed red with fury as her hair burst into golden flames born from her aura.

Still holding onto the arm, Yang roared as she let out a super charged punch. The shear force causing the arm to separate from the body as Roman and the mech were sent flying. The mechanical arm still in Yang's hand.

The Paladin skidded across the ground before smashing into a different wall. The machine was now just a smoking pile of junk.

Yang let the robotic arm drop, which clanged loudly as it hit the floor, as she began approaching the broken Paladin.

Meanwhile Roman climbed out of the smoking wreckage. He looked down at his white coat which was slightly torn with some burn marks here and there. "Just got this thing cleaned…" he complained to himself.

However any worries about his attire quickly disappeared as Yang launched a burst of flaming energy towards the thief.

But before the blast could hit, a new figure came out of nowhere with a parasol stretched out in front of her. The shot exploded against the surface of the pink umbrella, which seemed to be made of some durable material as it came out unscathed.

The umbrella lowered to reveal a rather short girl. Her long hair was halved in color, with one half being brown and the other a light pink with streaks of white. She wore a white coat with pink inner lining that matched her hair with a plain black undershirt and brown cargo pants that were held up by a simple leather belt. She had smooth black gloves where the coat's sleeves ended with a pair of brown and white heels.

The girl's mix-matched eyes began switching color between pink and brown as she eyed Team RWBY. Smirking slightly as she rested her parasol on her shoulder. Roman smiled at her before turning back to the huntresses.

"Ladies!" he said harshly, clearly upset about the incident. "A pleasure meeting you, but let's never meet again, okay?"

He then turned back to the girl, "Neo, if you would."

The girl, named Neo, smiled silently as she gave a small bow. Yang rushed forward with an angrily, charging towards the ice cream girl. However, upon impact, the girl and Roman shattered like glass.

Yang looked left and right for the two criminals, but scowled slightly as a Bullhead flew overhead, the open hatch displaying the two escaping criminals within.

Uni slowly walked towards her with Weiss not too far behind. She was still injured but her aura was back and her arm was no longer dislocated so, despite Weiss telling her not too, she walked up to the other members of RWBY.

"So, What now?" Uni asked, her voice still a little hoarse from dust inhalation.

"Now? We get some rest…" Ruby answered with a sigh as she began walking back towards the SkyDocks, after all, the authorities would be here soon. They needed to get away before they were seen, Vigilantism is a crime after all.

"I could use some rest…" Uni said while nodding slightly.

"No dip Sherlock," Yang added with a small grin, causing a few light chuckles here and there.

Uni frowned slightly as she looked towards the sky, the sun almost setting in the distance. Maybe Beacon has made a bigger impact on her than she thought…


AN: Whew! Thank goodness that's over…

I'm going to keep this short because this chapter is already long enough.

I changed up the Paladin fight because I thought that they defeated it too easily in the show. It is the peak of atlas technology after all. It was also a good way to knock Uni down a peg with minor character development.

I needed to show that she had some weaknesses but since her real weaknesses when it comes to combat wouldn't be shown till the breach I decided to make her have low aura before the fight. Normally she would thrive in one on one fights like that, well five on one really but that's not important.

Her real weakness is numbers. She can't handle a lot of enemies at once. Maybe four or five till she starts to struggle. Her weapons and combat style just aren't built for crowd control. She's better at fighting a singular target.

I'm so glad that Lilith is now more plot involved! She's finally creating larger ripples, though not as much as Uni.

Next topic is Lilith's semblance. It's not as powerful as it seems. You have a strong will? Boom you're harder to manipulate. You have aura? You are resistant to her abilities as well. You're aware that someone is manipulating you? You become resistant. That kinda stuff. Plus, the more people she uses it on the weaker it is. It's not controlling emotions but nudging them in a direction.

Now I have other things I could talk about but I've written enough. So I'll probably discuss it in the next chapter which shouldn't be such a ridiculously long pile of word vomit.

See ya! Void out!