AN: I want to give a quick shout-out to Xeno Blaze, who just uploaded a new chapter of their fanfic, Kingdom Hearts RWBY. It's a story about Ruby's twin sister, Sapphire, who became a Keyblade Wielder and journeyed with Sora throughout the entire series before finally returning to Remnant to join her twin at Beacon. After you read this, you should totally check that one out!

Chapter 74

Ruby watched in shock on top of the Atlesian flagship as a Grimm Dragon of all things flew past her, heading straight for Beacon. She couldn't go after it, instead having to stop and kill a wayward Griffon. Besides, she needed to stop whoever had hijacked this ship. A flash of light drew her attention next to her, where a girl in a military uniform was holding up her scroll to her. A shimmer traveled up her body, revealing a familiar girl with pink and brown hair, who winked at her.

"Neo?" Ruby asked.

Roman picked up his scroll after getting a text from Neo, seeing a picture of an annoyingly familiar red-clad girl.

"Guess who?" she added as a text under the message.

"Oh, you can't be serious!" he said in frustration, grabbing his cane as he headed outside.

Blake took a step backwards, looking in fear at her old partner.

"Running away again?" Adam asked in derision. "Is that what you've become, my love? A coward?"

"Why are you doing this?" Blake asked.

"You and I were going to change the world, remember? We were destined to light the fires of revolution!" He stepped forward, stepping on the chest of an Atlesian student lying on the ground. "Consider this the spark." He lifted up his sword, ready to plunge it into the student's chest. She was across the dining hall in an instant, her sword pressing up against his to stop the student.

"I'm… not… running," she said, pushing him back.

"You will," he said, kicking her away. She noticed a Creep running towards her, but Adam shot it before it could reach her. "But not before you suffer for your betrayal, my love."

Yang punched a Creep, knocking it through the doorway of a nearby dorm room, ducking underneath the swipe of another one. She kicked it away from her, and then fired shotgun blasts at it, killing it. Checking the inside of the dorm room to make sure no one was in it, she turned the corner to keep heading towards the airpad.

Suddenly, a small mass grabbed on to her leg, and she looked down to see a familiar head of brown hair and a pink dress.

"Marlene?" Yang asked.

"Big Sis Yang!" Merlene said, fearfully holding on to the blonde's leg. A roar drew her attention down the hall, where and Ursa Major was barreling towards her, it's body slightly too big for the confines of the hallway, resulting in it tearing away parts of the wall as it charged forward.

"Get behind me!" Yang said, standing defensively in front of Marlene.

"Oh no you don't, you big bastard!" a voice behind her yelled, followed by the Ursa being riddled with bullets, collapsing to the ground. She turned around and saw a giant man with a freaking gun for an arm approaching them. "Marlene, are you okay?"

"Uncle Barret!" Marlene called, running towards the man, who scooped her up and perched her on his left shoulder, of the arm that didn't have the gun.

"Thanks for looking out for Marlene here," the man said. "Name's Barret Wallace."

"Yang Xiao Long," Yang said.

"Oh, so you're the sister Ruby told me about," Barret said.

"Wait, you know my sister?"

"Yeah, I met the rest of your team the other day when I came to pick up Marlene. I'm her uncle, by the way."

A scream drew their attention, and they saw down the hallway a small group of civilians fleeing from a pack of Beowolves.

"Let's pick this up later," Yang said, cocking Ember Celica.

"I hope those gauntlets of yours ain't just for show," Barret said. Yang chuckled.

"Just try and keep up, old man." She ran down the hallway, following the group of Grimm into the entrance hall of the dorm, giving her more space to maneuver. She saw the Beowolves about to descend on the group of civilians and prepared herself to launch towards them.

"Over here, assholes!" Barret yelled, his body glowing light blue. The Beowolves stopped what they were doing and turned towards them. "Get outta here, now!" he yelled to the people, who gratefully headed for the exit. Yang fired her gauntlets to launch herself at the heard of Beowolves, but they ignored her and kept their attention on Barret. She wasn't going to complain, and punched one of them in the gut, blowing a hole in its abdomen. Barret fired his gun, filling two of them with holes. Yang grabbed another one by the tail, pulling it back and punching it in the face, knocking its head clean off. Barret continued shooting, killing the last one.

"Not bad," Yang said. "How'd you get them to ignore me?"

"That's my Semblance," Barret said. "I can force Grimm to focus their attention on me."

"Well, this is definitely a situation where something like that comes on handy." They heard another roar outside, cutting their conversation short.

"Let's get movin'," Barret said. "I've got to get Marlene out of here."

"I was heading to the airship docks anyway," Yang said. "We can probably find you a ride there."

"What are we waiting for, then?" Barret said, kicking open the front door to the dorm building and firing his gun at everything he could see.

Weiss charged in to join a large group of students fighting two rogue Paladins, hacked Knights, and a whole lot of Grimm. She saw Neon and Reese freeze a Paladin's legs in place, and charged to attack it, but another one swatted her away.

"Weiss!" Neptune called out in concern. Yatsuhashi was knocked backwards by a Paladin, which then turned its attention to Ren while he was busy fighting off some Griffons.

"Look out!" Nora yelled, pushing Ren out of the way, only to get hit by it instead.

"Nora! No!" Ren yelled, but he was swatted aside by the Paladin as well. Coco and Neptune opened fire on the mech, but their bullets just seemed to bounce off its armor.

"Uh, this is bad," Neptune said.

"Well, I guess now's a better time than any," Coco said, looking towards her rabbit-eared teammate. "Velvet!"

"Really?" Velvet asked, sounding excited for some reason.

"Just make them count," Coco said. Velvet nodded, walking up to the Paladins in determination.

"What are you doing?!" Weiss asked. "She's going to get hurt!"

"Just watch," Coco said calmly.

Velvet held out her hand, and the box at her waist opened up, projecting an image of Crescent Rose made of Hard Light Dust. She leaped up into the air to dodge a hail of bullets, slashing her replica Keyblade at one of the Paladins as she landed. She then created a copy of Myrtenaster, and used it to deflect a punch from the mech. She then switched to a replica of Ember Celica and punched it several times, pushing it back.

She then slid under its fist, creating a copy of Gambol Shroud. As she slid underneath it, she used the weapon's ribbon to trip it up. She then lopped off the second Paladin's hand, and jabbed it in the head with the cleaver portion. She backflipped away from it, creating a copy of Coco's gatling gun and fired at it. The Paladin powered through the bullets and walked towards Velvet, but she instead switched to a copy of Sun's weapon, knocking its fist away before switching to Nora's weapon and smashing its arm clean off.

The Paladin stumbled, and Velvet created a copy of Penny's weapon, slicing up its legs and firing a full-power laser blast at it. However, the other Paladin punched her while she focusing on its companion. She was knocked on her back, her copied weapon dissipating.

"Velvet!" Coco yelled in concern, firing her gun at the Paladin as it approached her downed teammate. A few other students joined in, but their bullets had little effect.

Weiss had enough of watching, and charged at the Paladin, instinctively using a glyph. Except it was different from her usual ones. She looked at it in confusion, but dismissed the thought, diving between Velvet and the Paladin and raising her sword. She closed her eyes in anticipation of the coming blow.

Except it never came.

She opened her eyes and saw an armored hand and sword extending from the glyph she had created. The arm raised its sword and sliced the Paladin clean in half. She looked in awe at the arm she had summoned before a flash drew her attention, seeing that Velvet had taken a picture of her.

But before they had the chance to catch their breath, another Paladin emerged from around a corner and charged at them.

"You have got to be kidding me!" Sun yelled in exasperation.

Ruby swung her Keyblade at Neo, the multi-colored girl backflipping away from her swing. Ruby transformed her Keyblade into its sniper form, shooting at Neo, who shattered like glass.

Behind her was Roman, who fired at her with his cane. She ducked under the blast, causing it to hit a part of the ship behind her.

…It was probably fine.

"You are just determined to be the hero of Vale, aren'tcha, Ruby?" Roman asked derisively.

"What are you doing?!" Ruby asked. "Without these ships, the Grimm will destroy everything!"

"That's the plan!" he said, pointing his cane at her again.

"Gravity!" Ruby shouted, and a ball of darkness appeared above Roman, quickly flattening itself out and pressing him flat against the deck. Ruby ducked out of the way of a kick from Neo, bringing up her Keyblade at the diminutive girl, who used her umbrella to block it before kicking Ruby in the face. Ruby skid backwards, nearly falling off the airship.

"But why?!" she shouted. "What do you get out of it?!"

"You're asking the wrong questions, Ruby! It's not what I have to gain, it's that I can't afford to lose!"

"Are you talking about Neo?" Ruby asked, stopping Roman in his tracks. "Is Cinder threatening her? I can help you! Please, just stop doing this!" Roman's grip on his cane tightened.

"I may be a gambling man, but even I know there some bets you just don't take. Going against her is one of them."

"But we can keep her safe!" Ruby insisted. "We can keep both of you safe!"

"You have no idea what you're up against, kid! Like it or not, she's going to change the world! You can't stop her! I can't stop her! So what choice did I have except to join her?!"

"That doesn't mean you can't make things right! If you just leave Ironwood's ships alone, we can beat her!"

"You don't get it!" Roman yelled, pointing his cane at her again. "You still think you can save everyone! New flash: the real world doesn't care how badly you want something! The real world is cruel!"

He fired a shot from his cane, which Ruby deflected, sending it into the ship again.

"It doesn't care about spirit! You wanna be the hero?! Then play the part and die like every other Huntsman in history!"

Suddenly, black portals appeared all them, allowing Heartless to spawn.

Four of them were humanoid, had wings, and looked like they were wearing aviator uniforms. Two of them looked like small brown dragons. Wyverns, to be exact.

"What the hell?!" Roman asked, looking around confused before one of the aviators kicked him in the chest.

Neo and Ruby quickly sprung into action, attacking the flying Heartless while Roman quickly recovered and fired his cane at the Wyverns.

Except they were faster than he thought, and they both kicked him hard enough to knock him off the airship.

"No!" Ruby yelled, rushing towards the edge of the ship.

Only to see a Griffon swoop in and scoop Roman up in its mouth. She turned to the Wyverns, using her Shotlock to rip through them several times, killing them. She looked to Neo, who had fallen to her knees, tears streaming down her face. Ruby approached the girl, dismissed her Keyblade.

"Neo, I'm so sorry," she said, reaching her hand towards her…

…Only to feel pain in her abdomen as Neo stabbed her in the stomach, looking at her with pure hatred. Ruby stumbled backwards, looking on as the Griffon that swallowed Roman landed on the hull of the ship, attracted to Neo's negativity. Ruby quickly summoned her Keyblade.

"Heal!" she shouted, using a Cura spell to close the wound in her stomach, quickly trying to kill the Grimm before it could kill Neo.

But then the Griffon exploded.

In its place was a Heartless, big and silver. It looked mechanical in nature, almost like it was a metal dragon. Neo looked on in fear as it fired missiles at the small girl, causing an explosion that sent her flying off the edge. Ruby dove off after her, catching the girl in midair.

…Well, now what?

"Follow your heart," a voice said.

"Huh?" Ruby asked, feeling a warmth from her pocket. She reached in, and pulled out the weird charm she found, seeing that it was glowing now.

With no other ideas, she called out with her heart, and was surrounded by a warm light.

Within a few seconds, instead of being in a free-fall, she and Neo were sitting on the back of something.

An elephant, to be specific. One with ears large enough to flap like wings.

"Well, that's new," Ruby commented, looking behind her to see Neo glaring at her. She pointed at the Heartless. "I'm sorry, but that's all that's left of him, now. I have no choice. I have to finish it off. He's a mindless monster now. You were in Mom's class, you know how the Heartless work. He'll just go after people, devouring Hearts. I can't bring him back, but I can set his Heart free. Will you help me?"

Neo looked at her for a second, wiped away her tears, and nodded.

Aqua slashed at a few Grimm, ducking to allow her husband to jump over her and slash at a few approaching Knights. Glynda threw a few Creeps with her Semblance, And Jecht ripped apart an Ursa with his bare hands before turning his attention to some more Knights, only for someone to shoot them.

Ironwood stepped out of a plume of smoke, his ship having crashed nearby. His clothing was badly damaged, revealing that the entire right half of his body was cybernetic. He fired his pistol at the rouge Knights, before running out of ammo and clubbing the last one.

"This area's secure!" the general said to the others. "We need to-!"

Qrow instead growled, transforming his sword into a scythe and charging towards Ironwood.

"Qrow! This isn't my doing!" Qrow kept moving, and Ironwood got into a combat stance, prompting Aqua to point her Keyblade at the general. Luckily for both of them, Qrow's actual target was a Griffon that was approaching from behind Ironwood, slicing the Grimm in two.

"I know you didn't do this," Qrow said. "You're a moron, not a traitor. By the way, I distinctly remember having a conversation with you about these tin cans of yours. You said they were necessary, we said they weren't, yadda yadda, and look where we are now. Maybe next time your allies try to give you some advice, actually take it."

"You can scold him later, Qrow," Aqua said. "What now?"

"Someone's done the impossible and gained control of my machines."

"Not that impossible," Jecht muttered.

"And that enormous Grimm seems to be fixated on the school. Glynda, Jecht, form up the local Huntsmen and establish a safe zone here in Vale. We need to evacuate Beacon. Qrow, Aqua, I'm leaving that to you and my men. I still need to get to my ship."

There was a sudden rumbling noise, and the group looked to see Ironwood's ship careening towards the ground.

"Well, it won't be much of a walk," Qrow said as the Knight approaching them shut down.

"Your orders still stand. Qrow, Aqua, head to Beacon to lead the evacuation."

"Actually…" Aqua said, looking up towards the school. "I think I'm going to take care of that dragon."

"We can't risk you going after that thing," Ironwood said. "Lead the evacuation, and we'll formulate a plan to deal with it later."

"I have a plan," Aqua said. "I'll deal with it."

"You have your orders."

"Since when do I take orders from you?" Aqua asked. Before the argument could continue, several Heartless appeared around them, ones Aqua recognized from Merlot's lab. "Oh, we don't have time for this," Aqua said, summoning the Master Keeper.

The students back at Beacon braced themselves for a fight with the new Paladin, when it suddenly sputtered and fell over, deactivating.

"Hm. That went better than expected," Sun said. Weiss doubled over in exhaustion, leaning against her sword for support.

"Weiss!" She heard Yang call out, looking up to see her blonde teammate approaching with Barret behind her, Marlene perched on his shoulder. "You're okay! Have you heard from Ruby?" Weiss shook her head. "What about Blake?"

"She went after an Alpha," Weiss said, pointing in the direction of the dining hall. "And some members of the White Fang."

"You get some rest," Yang said. "I'll meet up with Blake."

"Hold on," Weiss said. "I'm coming with you. She's my partner."

"Weiss, you can barely stand, and the school is crawling with people that want you dead, specifically. I'll handle it."

"You think you'll need some support?" Barret asked.

"You've got to worry about getting Marlene to safety," Yang said. "Besides, I've fought White Fang goons before. This'll be a piece of cake."

"You be careful, kid," Barret said.

"Good luck, Big Sis Yang!" Marlene said.

"I don't need it," Yang said, before running off.

"What is this place?" Jaune asked, stepping out of an elevator with Pyrrha and Professor Ozpin. He had followed after Pyrrha when she left with the Headmaster, wanting to find out what was so important that she left the battle. They had stepped out into a large, cavernous chamber.

"It's… a type of vault," Pyrrha said.

"You've… been here before?" Jaune asked, but she looked away from him instead of answering. "What would this school need to… hide?"

They finally came upon Amber's pod. Jaune looked at the contraption, and the woman kept inside, with wide eyes.

"What? Who?"

"Jaune…" Pyrrha said sadly.

"Pyrrha!" Ozpin shouted. "Get to the pods!" Pyrrha spared one last look at Jaune, before running to the second pod. "Mister Arc, if you'd like to help, you can stand guard here." Jaune looked at them with uncertainty, before turning around and holding out his weapons defensively.

"What do we do now?" Pyrrha asked.

"We do nothing," Ozpin said, typing away at the machine's keyboard. The second pod opened up, and Ozpin turned to look at Pyrrha. "You, Miss Nikos… have a choice to make." Pyrrha looked at the pod, then stole another quick glance at Jaune. She shed a tear, knowing that this was likely the last time she would see him while she was still "Pyrrha Nikos".

Without a word, she climbed into the pod.

"This could've been our day!" Adam shouted, approaching Blake aggressively. "Can't you see that?!"

"I never wanted this!" Blake shouted. "I wanted equality! I wanted peace!"

She raised her weapon in pistol form, shooting at Adam a few times, who blocked the bullets with his katana.

"What you want is impossible!" He sheathed his weapon and backhanded Blake across the face, knocking her over. "But I understand, because all I want it you, Blake." She tried to raise her gun again, but he kicked it out of her hand, making her fall backwards again. "And as I set out upon this world and deliver the justice mankind so greatly deserves, I will make it my mission to destroy everything you care about."

"Blake!" Yang's voice called out. Blake looked out the window and saw her punch a White Fang member, looking around desperately for her teammate. "Blake, where are you?!" Adam looked back to see Blake's horrified look, and smirked.

"Starting with her."

"Are you ready?" Ozpin asked Pyrrha, laying in the pod with the glass cover closed. She nodded. "I… I need to hear you say it."

"…Yes," she said.

"Thank you, Miss Nikos." He looked down at his computer, only for his eyes to widen at the display. "You…"

"Professor?" Pyrrha asked.

"Why didn't you tell me?" he asked.

"Tell you what?"

"…You didn't know?" He growled in frustration. "Damn it!"

"What's wrong?" Jaune asked, turning around to look at her.

"Miss Nikos is…" before he could finish, the sound of cracking glass was heard. They all looked down the hall, her bow raised as she sauntered into view.

Blake screamed as her former partner stabbed her in the abdomen, the scream drawing Yang's attention. Adam slowly pulled his blade out and turned to face the blonde.

"Get away from her!" Yang yelled.

"No, please," Blake said, pleading with Yang not to attack.

She knew just what Adam was capable of, and Yang didn't stand a chance. Adam sheathed his sword with a smile and Yang fired her gauntlets behind her, launching herself towards Adam.

The bull Faunus activated his Semblance, unleashing a single slice.

Yang fell through the air, her right arm separating at the elbow.

Pyrrha slammed her fists against the glass, trying desperately to get through. She could see an orange glow exit from Amber's pod, and enter Cinder. Cinder started floating in the air, her eyes bursting into flames. Energy started swirling around her, the woman radiating power. Pyrrha's pounding became more desperate. Jaune charged at the woman.

"Stay back!" Ozpin shouted. Cinder launched a fireball at the blond boy. He managed to block it, but was still knocked on his back.

"JAUNE!" Pyrrha screamed, using her Semblance to rip the entire door off of the pod. She threw the door at Cinder, who effortlessly batted it away. Pyrrha used her Semblance to pull her weapons into her arms, and began running towards Cinder, only for Ozpin to hold his arm out in front of her.

"Take Jaune and get out of here!" he shouted. "Find Glynda! Ironwood! Qrow! Aqua! Bring them here right away! The tower cannot fall!"

"But I can help!" Pyrrha insisted.

"You'll only get in the way," Ozpin said resolutely. "Please, do not attempt to fight her."

Pyrrha hesitated slightly, but eventually obeyed, picking up Jaune and running past Cinder.

Blake threw herself in front of Yang's unconscious form, standing defensively between her and Adam, despite her injuries.

"Why must you hurt me, Blake?" he asked, raising his sword to cut her head off.

Except it was one of her shadow clones, allowing the real Blake to scoop up Yang and run away.

"This whole time, she was right beneath our feet," Cinder said, staring down Ozpin. "She was right about you."

Ozpin's grip on his cane tightened.

"Such arrogance."

AN: So while I always planned for Yang to still lose her arm, I had initially planned on Barret going with her to confront Adam, but could never get the fight quite right in my head. So, I chose to still have her go alone and get absolutely wrecked.

Speaking of Barret, I have his Semblance basically as drawing aggro.

Next chapter, we'll be wrapping up Volume 3, and I think it's cool that I'm able to that in exactly 75 chapters.

As always, thanks for reading, and I'll see you all next time!