RWBY is owned by RoosterTeeth and was created by Monty Oum

Mega Man is owned by Capcom

"Speech" = Normal talking

"Speech" = Thoughts or robotic speaking

"Speech" = Demonic speaking

Speech = narration or description

Pre chapter A/N: So this chapter was finished on Tuesday, but then the direct was announced so I decided to delay it to see what would come out of the Nintendo direct and then I forgot to post it. So, yeah, whoops. Anyways, all that I'll say about the direct is that it was a pretty good direct with some good announcements and a few boring ones. With that being said, lets get to the chapter.


Volume 3 Chapter 10: Attack on Vale

Several weeks earlier

After the Breach in Vale had been stopped and General Ironwood had placed Torchwick and Rock in their respective cells on the massive Atlas airship, Ironwood had made his way back to his room and was sitting at his desk processing the events that had taken place that day.

"Did I go too far? Where they right, should I not have arrested him?" He thought to himself, after which he took out his scroll and decided to look through the camera's of the prison cells. There he saw that Rock was sitting on his bed, with looks of regret on his face.

"Maybe I shouldn't have arrested him. Maybe I shouldn't have let my ego get the better of myself, and instead I should have helped him. He did look scared after he had been cured of that virus." Ironwood thought to himself, but then he remembered a message he got. "Why would the Vale council even give me the go ahead to arrest him? It doesn't make sense, how did they even know what was happening?"

It was then that Ironwood received a message on his scroll, he looked at his scroll and saw that he got a message from Ozpin which read "You went too far James. We need to talk, contact me when you have time."

"He's right, I did go too far. I should let Rock go first thing in the morning, and even apologize to the girls for holding them at gun point." Said Ironwood, who then got slightly startled when a crashing noise was heard behind him.

He turned around and pointed his gun towards the source of the noise, while exclaiming "Who is there! Show yourself!"

"If you insist." Said a voice, who then walked out of the shadows. Revealing Doctor Merlot standing in front of Ironwood.

"You? You're supposed to be dead!" Yelled Ironwood.

"Oh Private Ironwood, don't you know that stories can be so misleading?" Asked Doctor Merlot, who began to slowly approach Ironwood.

"Stay there! I won't hesitate to shoot you if I must!" Yelled Ironwood. "Also it's general Ironwood for you."

"Quite frankly, I don't really care what your rank is. So why don't you put the gun down before either of us does something they might regret." Said Merlot.

"I don't think so, I'm arresting you for all your crimes. Now. Turn. Around." Demanded Ironwood.

Merlot let out a chuckles and replied "Oh, you're arresting me. Do you actually have grounds for that, or are you just going off your instinct. Like how you arrested that robot earlier today?"

"I'm going to release him first thing in the morning... Wait, how do you know what happened?" Asked Ironwood.

"Oh general, who do you think caused him to get the roboenza virus? It was me, I planned it to happen. And I must say, you played right into my hands perfectly." Said Merlot.

"So you're responsible for what today?" Said Ironwood.

"Not entirely, the Breach did make it easier to execute my plan. I might have to thank those animals in the White Fang, well the ones that are alive not the ones that got slaughtered in the tunnels." Said Doctor Merlot.

Ironwood loaded his gun and said "I'm arresting you right here, right now. Get on your knees and put your hands on your head."

"Oh I wouldn't do that." Said Merlot as Ironwood began to come closer to him. He walked backwards into the shadows of the room and fired an energy blast at Ironwood. It hit and the general slumped over forward and fell over onto the ground, becoming incapable of movement.

"Wh- What did you do to me?" Asked Ironwood.

"A small EMP shot, on normal people it won't do much. But it works perfectly on robots, or people who are part robotic. Such a shame that most of your spine had to be replaced, and that without it functioning your wouldn't be able to move at all." Said Doctor Merlot.

"What are you going to do to me?" Asked Ironwood.

"Nothing too major, you see I need you in order for my plans to succeed and I can't have you release Mega Man yet. So I guess you're going to be my puppet for a while." Said Doctor Merlot, who then moved over to Ironwood with a small scalpel in his hand and then made a small incision with in his neck. Causing Ironwood to wince in pain.

"Aw, is the big tough general scared of a small knife? Don't worry, this will be over soon." Said Doctor Merlot, as he then attached a small device to the nerves that connected the scarred tissue to the mechanized parts of Ironwood's body and also connected the device to the mechanical part of the body. Merlot then grabbed a wire and began to stitch up the wound, to help close it.

"What did you do to me? What did you do to my neck!" Yelled Ironwood.

"Oh poor general, I simply made an addition to you. Nothing to be concerned about." Said Doctor Merlot as he snapped his fingers, which caused Armored Mewtwo to teleport into the room.

"What is that?" Asked Ironwood.

"The thing that will keep you under my control." Said Merlot, who pressed a button that activated the device attached to Ironwood's body. He turned to Mewtwo and said "He is now under your control, make him forget about this meeting and about the idea of freeing Mega Man. Then put him to sleep."

"Yes master." Said Mewtwo, as small light flickered behind the mask he was wearing. A couple of seconds after that happened Ironwood became unconscious and started to sleep on the ground.

"Perfect, now you won't even question the scar on your neck. So keep doing what you have been doing, and I'll activate you when the time is right my little puppet." Said Doctor Merlot, after which he and Mewtwo teleported out of the room. Leaving Ironwood asleep on the floor, and ensuring that no one that entered the room the next morning would be any wiser of what had occurred the previous night.


In the present

It was chaos in the Vale Police Department, as all hell had broken lose. As over the last couple of minutes the phone lines were being completely occupied by people calling in over robots causing destruction on the outskirts of Vale and making their way over to the city.

"Ma'am, ma'am please listen... please listen we know that there is something happening. We're trying to make sense of he situation, please stay calm." Said one of the police officers into the phone, trying to calm the caller down.

While that was happening, with multiple police officers trying to calm down worried citizens over the phone, Agent Stern was in his office looking at a map of Vale and the surrounding areas to get a clue of where the robots were coming from. It was then that a knock was heard on the door, and an officer peaked his head into the office and said "Sir, we're getting reports that the robots have been spotted by the harbor."

"Thank you officer, I'll put it on the map. Keep working the phones with others, we might be able to solve this." Said Agent Stern, after which the officer left the room and Stern put another pin on the map. "There certainly is something going on here, and I don't like it." He mumbled.

He then got a call over the small portable radio, which was difficult to hear due to the static "... Glibert... Are you there..."

Agent Stern Quickly grabbed the walkie talkie and replied "Roslyn, I'm here. What's going on out there!"

"There robots have made it into the city..." Roslyn replied, only for a loud crash to be heard in the background.

"Roslyn, are you ok!" Yelled Agent Stern.

There was a bit of static on the other end before Agent Krantz replied "...Sorry about that, those things started shooting and are causing explosions. What do you want me to do?"

"Get off the roof, it's much safer down here." Said Agent Stern.

"Understood, see you in a bit." Replied Roslyn, after which the connection was cut.

Agent Stern took a quick look through the blinds to look outside, and saw that people in Vale were running away from the robots in order to get to safety. He was about to reach for the radio in his office, when a loud crash was heard followed by several screams of terror.

He rushed out of his office and saw that one of the robots had crashed into the police station, which was then firing blasts of energy around the station and at the officers who are were at the station. The blasts of energy hit and caused sheets of ice to form and explosions to knock over the desks and the computers.

Seeing what was happening, Agent Stern knew what had to be done and exclaimed "Everyone start shooting at the robot!" After which he got his gun out, then he and his colleagues began to unload their guns into the robot. Only for it to turn into rose petals, which began to move out of the way of the bullets. After everyone present had emptied their guns and couldn't fire anymore, the rose petals turned back into the robot it once was.

The robot then set it's red glowing eyes on Stern, and before he could react the robot had slammed him into a wall at high speeds. He then saw that the robot held up it's hand and had turned it into a spike which was going to be used to stab him in the chest. The robot was slowly beginning to move the spike, when a blunt object hit it multiple times. Causing it to fall to the ground deactivated, and with energy leaking from it.

Stern fell to the ground as well, and saw that Roslyn was standing over the robot with a massive wrench in her hand. "So much for it being safer down here, huh?" She asked, after which she helped Stern get off the ground.

"I honestly don't know where I would be without you." Replied stern, who then looked at the deactivated robot. He then turned to some of his officers and said "Bring this hunk of junk to the IT department, get the people in the lab to look at it for anything that might help us. Have them call us when they find something."

"Don't worry boss, we'll get on that right away." Replied the first officer, who with his two colleagues picked up the robot and rushed out of the room with it.

Stern then looked outside and saw that more and more explosions were being set off at the same time. He then walked back inside and went to one of the doors of the storage garage in the back of the building. He opened the door, which revealed heavy weapons, combat gear and several armored police trucks.

"Alright people listen up! I know that the last couple of weeks have been crazy. The amount of warehouses that have been blown up, Beacon on lock down and the amount of weapons that have been stolen from the docks. Now we have robots in the mix, robots that are attacking innocent civilians and causing destruction. We won't stand for that, so get into gear and move out!" Exclaimed Stern, motivating the cops and officers present who made their way into the storage garage.

"And one more thing, destroy the robots as much as possible. But if you see anyone from the Emerald Spears, disarm them and arrest them on the spot. You know what they look like, so don't hesitate." Added Stern, as he referred to him teaching the entire station about the Emerald Spears and it's members after getting out of the hospital.

The main garage door then opened and most of the police force went out with combat gear, weapons and while riding the armored trucks. Roslyn then approached Stern and asked "You think this will work?"

"It's going to have to Roslyn, now lets defend Vale." Said Stern, as he and Roslyn grabbed their gear, and left the station in another armored truck.


Meanwhile at a safe house

Back at the Emerald Spears safe house the group had assembled themselves in the main hall of the house, all of them armed to the teeth with armor and weapons. In front of the group stood Xander Payne, who was speaking to the group.

"Brothers and sisters of the Emerald Spears as you can see outside robots are attacking! The day that we feared has come to pass, and now we must act up as the saviors of humanity. We will save them from the cursed robots, we will show them that we were right!" Said Xander, to which he was met with a loud applause.

"Anyone who tries to stop you will be seen as lost, and must be taken out! Anything, to stop the robot plague! And if you see a Faunus, be sure to shoot them! Just like robots, they don't belong in our world and must be dealt with!"

"You have all been given the tools for this task, armor, weapons and so much more. Be sure to use them properly!"

"Now! Move out! Lets show humanity that we were right!" Xander yelled, which was met with applause from the audience. Who then all stormed out of the building to go hunt down robots.

After the entire group had left, the only people that remained in the building were Xander, Theo and Simone. Xander turned to the two and said "You know what must be done right?" To which Theo and Simone nodded in response.

"Good, then lets get out there." Said Xander, after which Theo and Simone left the building as well. Xander muttered "Now the fun can really start." and left the safe house as well.


While all of that was going on in Vale, the rest of Remnant was also in for a rude awakening. As all over Remnant people were now thrown into a fight for their lives against what seemed to be a nearly endless army of robots.

Menagerie

The Faunus on the small island were fighting for their lives against the robots, with even the law enforcement of the island coming in to help to keep the damage done to the island to a minimum. In the meantime at the Belladonna house, Ghira, Kali and their guards were also fighting against the robots. Ghira threw a punch at one of the robots, only for him to miss as the robot created a clone of itself and moved out of the way of the punch.

Ghira felt confusion at what happened, and nearly had to jump out of the way of another robot firing a blast of electricity at him. Only for those two robots to be destroyed by Kali throwing a spear through the robots, destroying them.

Kali turned to Ghira and asked "Dear, are you alright."

"Yeah, I'm fine. Thought I saw something for a bit, must have been wrong." Replied Ghira.

"Can't have you get distracted, please stay focused. I'd rather not lose the house." Said Kali, as she rushed off to another room to help fight off more robots.

"Did that robot just use her semblance?" Ghira thought for a bit, before shaking off the thought and going after his wife to continue the fight.

Mistral Forest

In the Branwen Tribe camp, the group had fortified themselves against the incoming robots to ensure that none of them would be able to enter the camp at all. With the bandits that carried long range weapons shooting down the robots that were trying to break down the wall, while the bandits with short ranged weapons taking out any of the robots that somehow had made their way into the camp.

"Keep fighting! Don't let a single one of them get away. They'll pay for messing with the tribe!" Yelled Raven, as she pulled out her sword out of several robots that had managed to get into the camp.

It was then that another robot landed in front of Raven, who instantly reacted and tried to slash at the robot. But instead the robot turned into rose petals and managed to avoid the attack.

Raven felt shock over that and thought to herself "...Summer!" Before shaking off the thought and preparing to strike at the location where the rose petals reformed into the robots and slashed the robot to pieces. Destroying the robot in the process.

She looked around the camp and saw that one of the walls was about to be breached, she rushed over to that wall and prepared to take out anything that was about to come her way. Completely forgetting about what the previous robot had done.

Mantle

Due to order from Ironwood, Mantle was left completely defenseless as the remaining Atlas military was ordered to stay in Atlas. Leaving the citizens to flee for their lives, while those that did have some form of training or wielded a weapon tried to fight back.

Unfortunately, some of the robots had created ink spots on the ground which had trapped some citizens. Who were about to get shot at with beams of electricity or beaten to a pulp by some of the stronger robots when the robots were shot out of the air by several arrows fired from the rooftops.

Three cloaked figures jumped down from the rooftops, and helped the people stuck in the ink get back on their feet. After which the leader motioned for the people to get away as fast as possible. As the trio continued shooting the robots that were flying out of the air with arrows from their crossbows.

After taking out another group of robots and clearing an area the trio ran deeper into Mantle to go and help more people. Once they go there the trio saw that another group of people were being threatened by robots, this time by robots that had hammers for hands and were using magnetism to lift the street lamps off the ground.

"Have no fear citizens, Atlas may have abandoned you. But we won't!" Exclaimed the leader, as she and her group began to fire arrows from their crossbows. Taking out the hammer wielding robots, but not the one using magnetism as they caught the arrows in mid air. But this gave the trio the opportunity to take out the robots, by setting of the fire dust in the arrows. Taking out the robots in the process.

Vacuo

Deep within the walls of the abandoned castle that Doctor Wily had found, the doctor was hiding behind some rubble of the ancient castle as the robots had broken into the castle and he had no way of defending himself. As a result of that he was beating himself up over it "God, why didn't I bring one of the robot masters with me. Or bass for that matter."

"I should have just stolen the weapons from that camp." He muttered, only for his hiding spot to be discovered by the robots. Who then held up their weapons and were preparing to fire blasts of energy at Wily. He knew this was going to be his end, not some big grandiose final battle against his nemesis MegaMan or him dying of old age after having conquered the world. Instead dying while shivering in fear like a coward. He knew that he shouldn't have given Merlot that vial of roboenza.

The robots prepared to fire at him, but the end never came. Instead several loud energy blasts were fired, causing the robots to fall to the ground destroyed. He opened his eyes and saw that several mechanical tentacles had risen from the floor and had fired lasers at the robots.

He looked at the source of the robotic tentacles and saw that they had originated from the device he had been working on for the past several weeks. "Thank you for saving me, I didn't know you had been completed." Said Wily.

"Foolish human, I had been online two weeks ago. And was already repairing myself, what you did was just ensuring that it would go faster." Said Ra Moon.

"Is there something you want me to do?" Asked Wily.

"Upgrade me further, and I'll help you take over this pitiful world. I'll help you reshape it into your own image, you will be a god among men." Said Ra Moon, in a hypnotic tone.

"Yes, I'll do that." Replied Wily, with a glassy expression on his face.

Salem's kingdom

The robots had even managed to make it to Salem's kingdom and were already wrecking things. Fortunately, Salem had sent out Watts, Hazel and Tyrian to take care of the robots. With Hazel punching the robots to pieces, while being able to fully ignore the pain that the robots were causing him. Watts on the other hand was just using his hand gun to take the robots out, by shooting the robots in the head.

Tyrian on the other hand, was jumping from one robot to the next by tackling the robots to the ground and then using his scorpion tail to stab through the robots and destroying them in the process. Unfortunately, any Grimm that tried attacking the robots was quickly taken out and turned to dust by the robots.

From within her castle Salem was watching the chaos unfold, but not taking part in any of the fighting as she knew that her subordinates would be able to take care of the robots and wouldn't let a single one of them escape or get near her.

But then three robots somehow managed to dodge the attacks Watts, Tyrian and Hazel were throwing at the robots and managed to make their way to the castle. After which they crashed through the windows at super speed, and managed to knock Salem backwards.

Salem then summoned a small gust of wind beneath her, and launched herself at the robots while charging up a beam of rainbow colored energy. Which she then proceeded to fire at the robots, only for all three of them to turn into rose petals and move out of the way to dodge the attacks.

"The semblance of that woman... Didn't she have silver eyes?" Salem thought for herself, only for her answer to be immediately answered as the rose petals turned back into robots and then fired beams of silver energy from their heads which hit Salem and ripped chunks out of her "Gah... Come on then, finish it."

Only for nothing to happen, as Tyrian had seen the silver light and dashed inside the castle to take out the robots. "My queen, are you alright?" Tyrian asked.

"Get back out there you fool, and let me heal." Grumbled Salem, Tyrian obeyed and left the castle to fight against the incoming robots. In the meantime, the Grimm goo that Salem was made off, started to repair the damage Salem had sustained to her face, arms and torso. After a bit she was able to move again, and continued to watch her subordinates takes care of the robots. This time making sure not to let her guard down.


At Merlot's base

Within the cell of the base, the group of prisoners were watching what was happening on the screens. Which showed different parts of Remnant being attacked by the robots, and unarmed civilians being targeted by the robots. So Yang and Knuckles started to hit the door in the hopes of being able to escape, while Pyrrha tried to use her polarity to try and rip the door open. Only for it to fail due to a lack of energy, causing the three to fall to the ground in exhaustion.

"Well, I'd be lying if I said that this went well." Said Roman as he sat and watched the group fail to come up with a plan. He then stood up and added "See kids, this is what happens when you don't make a plan. You exhaust yourself."

"Oh really, I don't see you making a plan to get us out of here." Replied Blake in annoyed tone.

"Don't worry kitty cat, I have a plan. Waiting for Neo to come break me out." Said Roman.

"But what if she doesn't show up, you want to just wait here forever?" Asked Rock.

"That would be ideal yes, but at least I'm not wasting my energy trying to open a single door." Replied Roman.

"So does anyone else have a plan?" Asked Ruby, who then noticed that Tails was drawing something on one of the walls and asked "Uhm, Tails. What are you drawing?"

"Oh this, I'm making some calculations. Merlot once said that he opened the rift at ten percent capacity whenever he would steal our energy. I"m trying to figure out how much energy would leak out if it was opened at one hundred percent capacity. That being if someone managed to get out of this place, get to Merlot's lab and then open the rift." Said Tails.

Silence filled the room, as everyone was trying to think of ways to escape. That was until Sonic spoke up "I might have an idea, but I'm not sure if it will work."

"What is it?" Agent 3.

Sonic turned to Ruby and asked "What was your superpower again?"

"Superpower?" Asked Ruby in confusion.

"You know, superpower, quirk, mutation, meta gene, the thing that makes you shoot stuff. You know, the thing that makes you special." Said Sonic.

"You mean a semblance?" Asked Weiss.

"Yeah that, what was yours. I remember you guys telling us what it was, but I completely forgot what you had." Said Sonic.

"I'm fast, and while running I leave behind rose petals and can fly through the air by turning into a rose petal." Replied Ruby.

"I see, what's the fastest you've ever gone?" Asked Sonic.

"Merlot said I broke the sound barrier once, is that fast enough?" Asked Ruby.

"It is, want to learn a new ability?" Asked Sonic.

"Su-sure, what is it?" Asked Ruby.

"You can use the speed within you to vibrate your molecules to the point that you can pass through solid objects." Said Sonic, as he focused the chaos energy within him and used it to vibrate his hand. After a few seconds he stopped.

"Sonic, since when do you know how to do this?" Asked Amy, with Knuckles and Tails giving him confused looks.

"Oh that, uh listen this is going to sound really weird. But while floating around in the void, I met hero from another world in red with a lightning bolt on his chest. He taught me a few tricks, after which he left. Said something about having to stop his evil counterpart from destroying time." Replied Sonic.

"If you can do it, why don't you free us?" Asked Yang.

"I only had enough chaos energy in me to do the demonstration." Replied Sonic.

"Really convenient." Muttered Yang in annoyance.

"So what should we do?" Asked Ruby.

"First I need Jaune to use his tricks on you and amplify your aura, so you can get faster." Said Sonic, to which Jaune nodded, walked over to Ruby and placed his hand on her shoulder and began to use his semblance to enhance Ruby's aura. After a bit, Ruby began to start shaking from an overload on aura prompting Sonic to give Jaune the sign to stop.

"Alright Ruby, I need you to focus. Ignore the overflow of energy, and just listen to my voice. The speed inside of you is yours, feel it, become one with it and use it to vibrate your entire body." Encouraged Sonic, to which he saw that Ruby was listening and her entire body began to vibrate. "Good, now walk over to the door and stay focused.

Ruby, while focusing heavily to keep her molecules vibrating, walked over to the door. "Good, now walk through it and you should be able to get out of the cell. Once you're out stop vibrating your molecules, and take a second to regain some energy." Said Sonic

Hearing the information, Ruby first put her right hand through the door. Seeing that done successfully, she walked through the metal door and managed to make it out of the cell. After that Ruby stopped vibrating her entire body and exclaimed "I DID IT!" In excitement.

"Great job Rubes." Said Yang.

"Thanks, should I open the door?" Asked Ruby.

"No, just go grab your weapon and then go to the lab to open the rift and make sure to keep it open for as long as possible. You don't need to open the door we'll be fine here, don't worry." Said Tails.

"I'll do that." Said Ruby, as she then ran off.

Within the cell Weiss pondered out loud "This doesn't add up."

"What doesn't add up?" Asked Tails.

"She was vibrating the molecules of her body, not her clothes. How did they stay on. And also due to vibrating her molecules, light and sound should not have been able to reach her. So none of this should have been possible. Also, how did she not fall through the floor?" Asked Weiss.

"I have a simple answer for that." Said Sonic, then adding "Don't question it." Causing Weiss to grumble in annoyance.

With Ruby

Ruby was running trough the entire base, desperately trying to find Crescent Rose when she suddenly bumped into something and fell to the ground. She looked up in shock as she saw Doctor Merlot standing in front of her. She was about to try and run away from him, when Doctor Merlot started to change his appearance and turned into Neo.

"It's you, Torchwick's partner. Neo was it?" Asked Ruby, to which Neo nodded and helped Ruby get off the ground.

"Good to see you too, little red." Signed Neo, causing Ruby to look at her in confusion. Neo noticed this and signed slower, ensuring that Ruby would look at her hands "Do you not know sign language?"

"Oh sign language, I'm so sorry. I didn't know you communicated that way. We have had some classes on sign language at Beacon, so I forgot to look at your hands. Can you try again? I might get it this time." Said Ruby.

"Good to see you too, little red." Signed Neo, with Ruby this time understanding what Neo was trying to say.

"Yeah, good to see you as well. Are you here for Torchwick?" Replied Ruby.

"I am, could you please tell me where he is?" Neo Signed.

Ruby took a few seconds to understand her, but then replied with "He is in the main cell of the cellblock one floor beneath us."

"Good, thank you little red. Now if you're looking for your weapon, it's stored in a nearby storage room." Neo Signed.

"Oh thanks, did not expect you to help me." Said Ruby.

"We may be criminals, but there is such thing as honor among thieves or temporary allies. Anyways, good luck." Signed Neo, as she made her way to the stairwell to go and bust Roman out of his cell.

"Yeah, you too." Replied Ruby, who then ran to the nearest storage room, opened the door and saw Crescent Rose sticking out of one of the boxes. "My baby!" Exclaimed Ruby, as she rushed towards it, took it out of the box and hugged it tightly.

She then used her semblance to rush over to Merlot's lab, and once she got there she saw that the man was watching the screen with awe. Watching as his robots were causing destruction across remnant.

Ruby turned her scythe into into it's sniper form, pointed it at Merlot and yelled "Freeze Merlot."

The doctor looked up from his seat and said "Ah, Miss Rose. What are you doing out of your cell?"

"Doesn't matter, I'm here to stop you." Replied Ruby.

"All alone? My oh my, someone is feeling confident." Mocked Merlot, angering Ruby and causing her to shoot at Merlot several times. Merlot managed to dodge the shots and lunged at Ruby. Who ducked out of the way to avoid getting caught by the mad doctor, and quickly rolled out of the way to avoid getting sliced by a machete that merlot pulled out of his pockets after getting to his feet.

Ruby made sure to create as much distance between her and Merlot as possible by moving backwards, causing the doctor to go after her while exclaiming "Stay still! I won't have another group of kids ruin my plans again!" But with that happening Ruby found an opening and managed to punch Merlot in the face knocking the doctor to the ground.

With him on the ground, Ruby tried to make a run for it and rushed towards the lab. Only to get tackled to the ground by Merlot, who then used his machete to stab Ruby in her right upper leg. Out of pain and as a reflex, Ruby used her left leg to kick Merlot in the face. She was about to stand up, but then she remembered what her father had told her.

"Your opponent isn't going to wait for you to remember to deliver the next blow. No, you have to follow through with it." Ruby remembered, so she stood up and with her left leg she gave a heavy stomp onto Merlot's hands to make sure he wouldn't do anything.

She then grabbed Merlot's lab coat, and pulled him into the lab. She sat him down next to a wall, she pressed a button and several metal rods came out of the wall to restrain Merlot. Ruby then sat down on the chair at the desk, and took a deep breath to ignore the pain from the stab wound. As it began to heal slowly by her aura.

"Well done Miss Rose, you beat. Well done, I certainly learned my lesson." Mocked Merlot, only for Ruby to press a button labelled electricity which gave Merlot immense pain as he was electrocuted.

"That was for you did to me." Said Ruby, as she increased the power "That was for what you did to my friends, and those other people." She then used Crescent Rose to shoot Merlot in his legs causing a black liquid to leak from the wounds and then said "And that was for what you did to Rock." After which she turned off the electricity.

"So, what's next? Are you going to beat me to a pulp with a crowbar?" Asked Merlot.

"Hmm, that is tempting. But, I'm going to do what I came for. You being trapped and unable to move is just a nice bonus." Said Ruby, who then walked to the main computer. And began to activate the laser, after pressing the right combinations of buttons and dialing the power capacity to one hundred percent the laser activated and shot up into the sky. Creating a rift in the sky that was larger than usual.

"What are you doing? You'll destroy all of time and space!" Exclaimed Merlot.

"Oh relax, you've used this before right? I'm sure it will be fine." Replied Ruby, who then noticed a large file on the computer and asked "So what's in there?"

"Nothing of importance, you better stay away from that." Said Merlot, trying to deter Ruby from looking at the files.

"I'm going to do it anyways." Said Ruby.

At the cellblock

A bit before Ruby had activated the laser and opened up the rift, the group was waiting in their cell when the door was blown open and Neo walked through the door. However the door being blasted open caused the alarms to go off.

"Ah, look at that. I told you she would show up!" Exclaimed Roman, who was instantly met with a kick to the shins from Neo. "Ouch, what was that for?"

"For getting yourself captured dumb dumb." Signed Neo, with an annoyed looked on her face.

"Ok geez I get it, but in my defense. I didn't account for this to happen." Replied Roman, causing Neo to give him a satisfactory nod.

It was at that moment that a loud shake was heard, after which Sonic was the first one to get hit by energy leaking out of the rift. Giving him enough speed to start running around the room. "Oh good, Ruby was successful." Said Tails.

"I'll grab everyone's weapons." Said Sonic, as he dashed out of the room at the speed of sound and returned within seconds carrying a large pile of weapons which he put on the ground.

"Ok first up on the auction, this cane." Said Sonic.

"Yeah, that's mine." Said Roman.

"Next up, a hammer."

"Gimme that." Said Amy in an annoyed tone.

"Gauntlets, with... shotgun rounds in them? Oh I wanna try them."

"That's mine, also just a warning. We once caught Jaune using our weapons, we made him do our dishes for a week." Said Yang.

"Iron gauntlets."

"Didn't think that he would have found them." Said Knuckles.

"Tail's repair kit? And since when did you have an arm canon?" Asked Sonic, as he pulled a red arm canon out of the pile.

"I have always had this, and I could use the repair kit to repair Rock." Said Tails.

"Ness, I found your backpack."

"Okay, lets see if everything is in there." Said Ness, as he and Lucas started looking through it. "Lets see, baseball bat, yoyo, snacks and yeah that should be everything."

"A rapier."

"Thanks." Replied Weiss, as she took Myrtenaster from sonic.

"A katana with a gun on the end of it, Espio would love this one."

"That's mine, also who is Espio?" Asked Blake.

"A friend of ours, he is a purple chameleon and also a ninja." Said Sonic.

Blake got a saddened look on her face, causing Amy to ask "Hey, what's wrong?"

"Nothing, I got reminded of a friend I used to have who was also a chameleon and I left her behind." Replied Blake.

"I'm sure she'll forgive you for it." Said Knuckles.

"Yeah, lets hope so." Said Blake.

"A spear, and a shield that wouldn't feel out of place in a Greek story."

"That's mine, thank you." Said Pyrrha, grabbing her weapons.

"No problem, and next up just a sword and a shield."

"Those are mine, thanks for grabbing them." Said Jaune.

"And lastly, all of Agent 3's weapons." Said Sonic, pointing at the pile of weapons that were still laying on the floor.

"You mean that glorified super soaker and those bath toys?" Asked Yang.

"Yup, exactly those toys. Though I wouldn't want to get hit by the ink that comes out of them." Replied Agent 3, as she put all of her weapons into her pockets and held onto her Splattershot.

"I think that's all of our weapons, right?" Asked Sonic, to which everyone nodded.

"Hey Sonic, I'm going to stay behind to repair Rock to the point that he can fight with us. You guys can just go ahead." Said Tails.

"You sure, one of us could stay with you." Said Sonic.

"It will be fine, I'm more than capable of defending myself. I'm not going to just cry and runaway like a baby when I see something scary, like a guy in a mask." Said tails.

"That's oddly specific." Said Yang.

"I know, so just go on ahead. I'll be fine." Said Tails.

"If you say so, lets go everyone." Said Sonic, as he and the others ran out of the cell towards uncertainty. Leaving Tails and Rock alone in the cell, allowing the two tailed fox to start repairing Rock.

Back with the main group Neo and Roman were following the rest, when Neo signed "So, are we going to leave them behind and get out of here?"

"Nope, I'm itching for some pay back. So we're going to help them." Said Roman, to which Neo nodded and the two kept following the rest of the group.


At Beacon

At Beacon the students were rounded up in the assembly hall, and were unable to escape due to their weapons being taken away and their aura being blocked by aura blockers on the ceiling. But due to this happening and people not knowing what was going on, fights were beginning to break out between the students. Mostly between Team CRDL and some students from other schools. While the rest of the students were yelling at each other due to what was happening.

That was when a loud crash against the wall was heard, and someone yelled "ENOUGH!"

This caused people to stop what they were doing, and made them focus their attention on the source of the noise. That being Yatsuhashi who had slammed his fist on the wall, and Coco standing on one of the tables who had yelled out to the students to stop fighting.

"Look at all of you, you're all students at the most prestigious academies in Remnant and you're acting like children. We were brought to this school to fight in a tournament, to celebrate our differences and to remember why the Great War eighty years ago shouldn't have happened. Clearly one kingdom is busy trying to rewrite history, or something. We don't even know what atlas is doing, but we know it's not good."

"But instead, we're standing around here doing nothing while Atlas seem to be attempting a coup. Well I think that I speak for all of us, when I say that I'm not going let them get away with this!" Exclaimed Coco, rallying up the students of the four academies.

"Now I know that some of you won't agree with me on this, but..." Said Coco, as she eyed the students from Atlas academy.

"Don't worry, I think that I speak for all of us when I say that we don't agree with what Ironwood is doing." Said Flynt, while his team and all the Atlas academy students nodded their heads.

"Then lets fight for what is right, and take back our school!" Yelled Coco, causing loud cheers to erupt from the audience. Only for it to die down when sarcastic clapping was heard. Coco looked into the crowd and saw that Cardin was sarcastically clapping his hands. "Oh what is it now Winchester?"

"Nothing Adel, just a beautiful speech is all. It's really nice to see you rally up everyone like that, but there is one problem." Said Cardin.

"Oh what's that, you don't want to work with Faunus students. Is that it?" Asked Coco, in a mocking tone.

"Not at all, it's just that... uhm... how should I say this? ...We have no way of getting out of here." Said Cardin, while somewhere in the hall leading up to the assembly hall some loud crashing noises were heard. "Lets see, we have no weapons, our aura and semblances don't work due to those devices on the ceiling and oh yeah, we're being guarded by robots. Did I miss anything else?"

"Not really, but there are windows we can go through..." Coco was about to retort when a loud crashing noise was heard in the hallway. After which the doors were kicked open, revealing Nora with her hammer and wearing her combat outfit.

"Somebody call for a rescue?" She asked as she drove a cart with everyones weapons into the room.

"Nora!" Ren exclaimed, with happiness in his voice as he ran up to her and pulled her into a hug.

"I missed you too." Replied Nora, after which her stomach grumbled and she then added "You owe me a lot of pancakes."

"You'll get as many as you want after we fix this." Said Ren.

"So where are Pyrrha and fearless leader?" Asked Nora, as she looked around and saw that her teammates were missing.

"They have been gone for a while now, same with Team RRWBY." Replied Ren.

"Hey, so I don't want to cut short your reunion. But we have a school and possibly a kingdom to save. So get your buts in gear." Said Coco, as she and the other students began to ran out of the room to go fight against the Atlesian military outside.

"When did you wake up?" Asked Ren.

"Oh just a little while ago, saw what was going on. So I snuck out of infirmary, grabbed my hammer and my combat outfit, and made my way here." Replied Nora.

"Do you feel good enough to fight?" Asked Ren, with concern in his voice.

"Honestly I feel like I have been reborn, so I think I'll be fine." Replied Nora.

"Then lets go help our peers." Said Ren, as the two longtime friends ran after the rest of the student body holding onto their weapons to make sure that they are ready for whatever happens next.

At the teachers living quarters

The entire Beacon staff, along with Doctor Light, Tai and Qrow had been brought to the teachers living quarters and were currently locked inside one of the rooms. All of them having been tied up to the chairs, but despite that Qrow was using his chair to hop away trying to escape.

"Qrow you've been doing that for the last half hour, what are you doing?" Asked Tai.

"Trying to make it to the kitchen so I can grab a knife, and cut myself lose. After that, I'm punching Ironwood in the face." Said Qrow, as he continued to hop with his chair getting a bit closer to the kitchen with each hop.

It was then that the door to the room opened, revealing Winter in the doorway. "Oh hey, here to make more stupid decisions?" Asked Qrow.

"I could just leave you here." Said Winter as she walked into the room.

"Miss Schnee, might I ask what you are doing here?" Asked Ozpin.

"I've realized that what Ironwood is doing isn't right, so I'm going to help you stop him." Said Winter, as she used her sword to cut everyone free from their ropes.

Upon being freed Thomas immediately grabbed his scroll and tried to dial several numbers, only for him to be unable to reach the numbers. "Thomas, are you alright?" Asked Professor Goodwitch.

"I'm trying to reach some of my colleagues in Atlas but I can't seem to reach them, then I tried to call Pietro and I can't reach him either." Said Doctor Light, who then turned to Winter and asked "Did you see where the soldiers took Auto, Roll and Proto?"

"I didn't, I'm sorry." Replied Winter. After which several loud crashes were heard coming from outside, Ozpin took a look out of the window and saw that all the students had made it onto the courtyard and were fighting against the robotic soldiers.

He then got a call on his scroll, he accepted the call and saw that it came from Agent Stern. He put it on speaker and said "Agent Stern, you are on speaker care to tell me why you are calling."

"Ozpin, listen. Things are chaotic here in Vale, but we were able to take out one of those robots and send them to the IT lab for investigation. The guys there were able to get a look at the insides off the robot, and they just send me the results. Turns out that they are being given coordinates from Beacon Tower... I don't know what is going on over there, but you're going to have to stop it." Said Agent Stern over the phone.

"Don't worry, we'll get that done. Just stay safe out there." Replied Ozpin.

"...You too Ozpin." Replied Stern, after which he ended the call.

Ozpin thought for a moment about the situation and then said "The students are going to need some help, Peter, Bart, Peach, Greene and Mulberry I need you all to go out there and help the students. In the meantime me, Glynda, Tai, Qrow and Miss Schnee will go to the tower." Said Ozpin.

"I'm staying here for now, I'm going to try and see if I can call some of my colleagues." Said Doctor Light.

"Very well, lets go everyone." Said Ozpin, as he and the others left the room and the building. Once they were outside the group made a beeline for Beacon tower. Which was made significantly easier by the teachers and the students creating an opening by taking on the robotic soldiers. Making it a group of only five people.

The group ran to Beacon tower and was about to reach the entrance, when the Ace ops jumped out of the bushes and stopped the group in their path. The leader, Clover, was the first to speak up "Sorry, can't let you pass. Orders from the general."

Qrow scoffed and replied "Yeah, well those orders are stupid. Now let us through."

"Sorry, can't let you do that. Now please return to your room and stay there." Said Marrow.

"Listen kid, I don't know what kind of brainwashing the military has given you. But even someone with half a brain should be able to see that what the general is doing is wrong." Said Qrow.

"Still, we cannot let you pass." Said Vine.

"Can't you see that what the general is doing is wrong, he locked up the children of this school, he is doing something bad in the tower and yet you are still willing to follow him blindly?" Asked Winter in disbelief.

"And it seems we have a traitor in our midst, typical of the Schnee's always trying to undercut the Atlas Military!" Exclaimed Harriet, while scoffing at Winter.

"If it means preventing Remnant from being destroyed or unfairly taken over by a mad man, than I'd gladly stand against the general." Replied Winter.

"Now let us through, before you make a mistake you'll regret." Said Tai.

"Not gonna happen, now get back to your room or things will get ugly." Said Clover.

"We're the best huntsmen in Atlas, there is no way that you'll beat us." Said Elm, causing the group to burst out laughing.

Ozpin let out a chuckle and replied "Children please, your going up against the headmaster of this school, the person who would replace me if I were to pass away, two huntsman who graduated nearly twenty years ago, and someone who outranks you. So keep saying that you'll beat us, it will only make it funnier."

"Last chance to walk away." Said Clover

"Last chance to let us through." Replied Professor Goodwitch.

A few seconds passed with nothing happening, except for an intense stare down between the two groups. But then the silence was broken when Ozpin said "I think it's time to teach these kids a lesson."

At that moment the adults and the Ace Ops got their weapons and semblances ready, and charged at each other to start the fight.


20 years earlier

Qrow supporting Tai and professor Fall, and Thomas carrying Summer stepped out of the portal Raven had created. But then Professor Fall started coughing up blood. Qrow turned to Tai and asked "Think you'll be able to stand on your own for a while?"

To which Tai nodded, as he let go of Qrow and sat down on the ground. Thomas in the meantime put Summer next to a tree, to give her a place to rest. Qrow looked at Professor Fall and asked "Sir, are you going to be alright."

The Professor coughed up some more blood and replied "No... I'm not... I'm bleeding out."

Qrow looked over and saw that the Professor had a massive bloodstain on his torso "What happened?"

"One of those... one of those creatures managed to impale me before... before Miss Rose used her eyes... I don't have a lot of time left... I can feel it." Said Professor Fall, as he coughed up more blood and the color started disappearing from his face.

"Is there something we can do for you?" Asked Qrow.

"One thing... My daughter... I have a daughter... Cinder... little Cinder... she is two years old... I'm the only one she has left... tell Ozpin what happened... she needs... she needs someone to take care of her." Said Professor Fall.

"Don't worry Professor, we'll tell Ozpin." Said Qrow.

"Thank you, Qrow. You always were a pretty good student..." Said Professor Fall, only for him to stop talking mid sentence.

"Professor?" Asked Qrow, who then began to feel for a pulse and found that the professor didn't have one anymore. "Dammit!" Exclaimed Qrow, as he punched the ground in anger.

"Don't worry, I'll keep my promise and tell Ozpin what happened." Qrow thought to himself, after that an explosion was heard and a portal opened with Raven stepped out. While somewhere far away from them, a large ball of fire erupted.

Seeing two of her teammates slumped on the floor, and the lifeless body of her professor she asked "Did something happen?"

"The Professor died, Tai just needs to rest and I don't know what happened to short stack." Said Qrow.

"Are you hurt?" Asked Raven, who then noticed a look on Qrow's face and added "No I don't care about you, it's just that if you were hurt you'd be dead weight to me."

"Thanks for the concern sis, but I'm fine. For once in my life I got lucky." Replied Qrow.

Raven gave a small smile and replied "That is a first for you."

It was then that Thomas approached the two and said "Guys, I was able to reach Ozpin. He found our location and is sending an airship this way. He said that the airship should be here within an hour."


A/N: And there you have it, another chapter done. Now two things before I close this off, originally I was going to have Ozpin and his group fight the Ace Ops this chapter. But then I realized that it would work better if it was done next chapter, and I really wanted this chapter to release. So look forward to that next chapter.

Now regarding the Ace Ops, I'm going to be honest here. They're not bad characters but they aren't my favorite characters, cause they're kind of held back by their blind loyalty to Ironwood. So much in canon could be avoided right now if they would just think for themselves, and realize 'hang on, this is actually something bad. Maybe we shouldn't listen to his orders.' So yeah their appearance is basically a take that towards their canon selves and their blind loyalty.

Though, I did try to make sure that it didn't come off as bashing the characters too much. But you'll see what I mean next chapter.

Also the story has passed 250000 words, which I'm happy about as it means that were a quarter of the way to a million words. A quick thanks to everyone who has read the story, left reviews, favorited and followed. I'm happy to see that people are enjoying the story.

Anyways, a quick thanks to the people now supporting this story

donzzyy91

And now onto the reviews from last chapter

Jacob9594: Thank you for the review, glad you enjoyed the chapter

BlueSkies: Thanks for the review, as for how he survived that. You'll have to keep reading to find out.

Now with that being said, I'll see you all next chapter.