It all began years ago. Back when the world was normal.

Eating ice cream, sleeping, going to school. She didn't really think much about important stuff like work or how society works. To her, she just wanted to have fun like any kid would. Like watching those mecha animes or reading those translated comics from America involving aliens robots that can turn to cars.

Yes, this was how she lived. With her family and her friends. It was a nice life, and while not excitable like manga she didn't hate it either. Her own parents even approving of her desire to not bother practicing magecraft. Her parents having given up on that due to failure, and have decided to just live ordinary lives from what they told her.

Things really were good back then.

Until...the mud came.

Nobody really knew how it happened, let aside why. Just that one day, to everyone's surprise, a tide of black mud burst from nowhere. Enveloping all that touched it, and burning it. Cars exploded. Plants withered and died. Buildings began collapsing. People...bursting into flame while screaming.

She ran. Ran. Ran. Ran.

Not stopping at all, fearful of what was even happening. She didn't really remember much of how she escaped. Just that a truck came and some hands grabbed her. Next thing she knew, she was on one of the taller mountains with many other people. Watching as the mud kept on going consuming anything in its path.

Her parents weren't with her.

The friends she knew weren't around to play with her.

People were crying, hurt, cursing, unsure of what to even do.

Then a roar could be heard, followed by terror.

The mud shifted. Twisted and rippled as if something was beneath it all. As if to follow the mood, the clouds got darker and rain began to fall. The water dripped over those who were on the mountain, the weather seemingly revealing that danger was to come. To prove it, a claw with bone burst from the mud.

Everyone, including the girl, watched in sheer horror. Their eyes gazing at the forms bursting from the mud. Claws, teeth, eyes full of red malice, snouts, wings, and tails. Creatures of legends crawling out and shaking the mud off of them. Their attention on the fightful humans standing on the top of the mountain, struggling to even compose themselves. To keep calm.

Howls and roars came soon after. As the monsters that rose scrambled towards everyone. The group screaming including the girl as the beasts came right at them. It was on this day the Age of Man was over.

The Age of Grimm took over.

Ozpin woke up, surprised. Blinking, he then sat up and looked around.

He was inside a small room that was rather filthy and on a bed with only rags and towels for warmth. Ritsuka, his newest host, asleep in his mind. But Ozpin was awake, and he saw a glimpse of what can only be described as a memory. A memory of the past.

"I see." Ozpin sighed as he then grabbed his head. "So I did fail after all." Being eaten alive by those worms, and then suddenly everything went dark. Ozpin had no idea what even happened after his death from Zouken. Just that he died and has a new host as per his reincarnation. Anything in between is unknown to him.

'But thanks to Ritsuka, I understand a bit better.' Ozpin thought as the memories he sees tells him just what is going on now in this world. To start, the Grimm somehow came to earth...and in massive numbers.

This wasn't like the small attacks in Fuyuki either. From what he saw in the girl's memories, the Grimm came in full force. Through a mud that was eerily like the God of Darkness, and attacked like so. Ozpin of course doesn't have time to see all of Ritsuka's memories, but at the very least he did know one thing.

Magecraft has been exposed to the world, in another futile effort to stop the Grimm. Nations were toppled and militaries could only slow down the tide of Grimm before they were overrun. The entire planet of earth, now ruled by the Grimm as they themselves became the predominant species of the planet. With humans as the secondary dominant species and more or less forced to survive against them.

"Just how did everything go wrong?" Ozpin asked aloud, as he-she-could only ponder just what occurred on the planet. With questions if Shirou and the others even survived and where they would be at. Because for now, Ozpin was in a place called America and Ritsuka is part of a small group of survivors.

They simply defended a town and in turn, the residents gave them rooms alongside food and water. A beneficial relationship, seeing as the group Ritsuka is with are all magecraft users.

Morning soon came, and Ritsuka eventually woke up.

"Uhhh. Body feels so stiff." Ritsuka mutters as she yawns and looks around. Seeing herself in her room where nearby, her day clothes are set on a chair. Ritsuka stood up as she went to get her clothes, wondering if everything yesterday was a dream.

"I assure you, it's not a dream."

"Gah!" Ritsuka shouted as she nearly tripped. "Y-You're here still?!"

"I am." Ozpin replied. "I told you, you and I are bonded now."

"Oh great. And here I was hoping yesterday was just me being a badass or whatever." Ritsuka said as she recalled yesterday. As she went outside to find anything that could be useful, only to be attacked by an Ursa and nearly killed by it until suddenly, some guy called Ozpin took over her body and helped her out.

"Uh." Ritsuka then shivered. "No offense, and I'm thankful for the help...But having an old guy in my head feels weird."

"You're far from the only one." Ozpin chuckled, knowing just how the girl was feeling. Having had hosts who were also weirded out when they discovered they were Ozpin's reincarnation. "Still, it is what it is."

"Sure." Ritsuka said as she went to change...then stopped. "Um...can you...look away?"

"I don't exactly have eyes unless I take yours."

"You know what I mean." Ritsuka growled as she felt a bit insecure. "Just, can you...go away or something."

"I have seen many naked bodies before. It's not a big deal." Ozpin once was even a doctor. So seeing a person's body beneath their clothes was far from a big deal to him. After all, saving a life is more important than worrying about their hidden parts.

"It's a big deal to me!" Ritsuka shouted with a tick mark on her face.

"Fine. Fine. I'll go." Ozpin then vanished, or more like Ritsuka felt his presence vanish away. She looked around still, a slight blush on her face. Sighing, she then decided to go and change now before Ozpin came back. She then slowly took off her shirt, revealing her body and her lacy orange bra.

The door suddenly creaked open. "Hey Ritsuka, I heard some nois-"

"Get out!" Ritsuka kicked the peeping tomb in the face.


Ritsuka got changed, and was helping with patrolling the town. Looking a little bored, but didn't mind it too much. Keeping an eye out for bandits or Grimm, while ready to use a Mystic Code just in case. Being good at stunning a target for a good few seconds and was useful for stopping the more powerful Grimm.

"Funny." Ritsuka then said as she saw some people waving at her, which she did in return. "To think the day would come when magecraft can be used without problem."

It's been over ten years since the Grimm came, and society falling apart from the invasion. Ritsuka had a tough time surviving, and can only thank those who helped her survive, even the ones who died doing so. This included magus, who while they shouldn't have been using magecraft, did so without hesitation when their lives were endangered.

Her memories were a bit blurry due to the chaos and trauma, but Ritsuka recalled how a man with a cigar and a girl with a scythe helped her out one time when she was traveling in Britain with another group. Those two were awesome, as they took down the Grimm, especially the girl who cut them down to size and even annihilated a wyvern with one blow. Using some power of sorts that was beautiful to watch before they left.

Now, Ritsuka was here in America. Having kinda settled down a bit in this town with others defending the people from Grimm. While society did collapse during the invasion, after ten years and so things were kinda being put back together. Well, if you consider the billions of lives lost with only over a few hundred million remaining as 'put back' together.

"I'm sorry, but BILLIONS!?"

"Gah! You again!" Ritsuka then shut her mouth as she looked around her. Seeing some people giving her strange looks as they wondered why she just shouted. Especially since nobody was even around her. Blushing, Ritsuka moved on from embarrassment and said, "Really. You had to speak now."

"I apologize. I was just in shock that billions of lives were lost as you mentioned." Ozpin tells her with genuine surprise coming off of him. Well, he did say he was from the past, before the Grimm came. So it made sense he didn't know what happened.

"Right. Um. How to explain." Ritsuka crossed her arms as she continued to walk. Keeping an eye out still just in case she's caught off guard. "Basically put, some kind of mud apparently drowned half the world."

"Mud?"

"That's what people called it." Ritsuka told Ozpin. "Either way, the scientists that remained said it originated from Japan, so they got wiped out first aside from some survivors. With people saying some super Grimm or whatever was spotted before it vanished away."

A super Grimm? Ozpin had no idea what that was. But if he were to make a guess, maybe it was some form of ancient Grimm that arose. "You said it vanished?"

"Not sure." Ritsuka shrugged, as she only heard this from other people who also heard it from others as well. "According to some old guy, he said the Grimm vanished when people in costumes showed up."

"..." Hm. Guess Ozpin really can't find out the truth. Then again, that isn't what he was searching for. "Alright...but what about the people?"

"Uh-hu. That." Ritsuka then continued on to explain. "It's just that many people on the eastern side were wiped out when the mud came. Sure the western half wasn't enveloped, but the destruction caused and panic alongside Grimm screwed everything up." In just one day half the world was drowned in mud, and half of the earth's population died off. Then war began making the numbers dwindle until, well…

"Leaving less than a billion people left." Ozpin sighed. From what Ritsuka told him, when the people of the other half of the world started fearing and entering anarchy, the Grimm came at their weakest and began striking them down. While this super Grimm was killed off, the regular Grimm remained and began their campaign of killing humans until the Grimm themselves outnumbered humanity. Oddly, it was only when magecraft users decided to help out along with whatever military forces were left delayed and ensured humanity wouldn't go extinct.

"Yeah, it was kinda weird." Ritsuka shrugged. "I'm not really a magus since my family quit that, but we're still bound to not show magecraft unless we want the Association to get at us. But well…" When a good chunk of the planet was killed, and monsters coming after everyone no matter their allegiance, even magus would ignore the rules of secrecy to ensure they're lives and legacy lived on.

Now, in modern times only some towns and cities were left while the Grimm wandered around.

'Just like Remnant.' Ozpin thought as he felt earth has become like Remnant. Once upon a time, Remnant had more people than Grimm. But because of the God of Darkness by the time humanity was reborn in its second incarnation, the Grimm had wandered all over the planet and in great numbers as well. The situation is different here, but earth has effectively become like Remnant in all but name.

"Yo, Ritsuka!" A voice then called out to the latest reincarnation, who turned as she saw one of her allies here. "We got some bandits coming."

"On it!" Ritsuka called out as she then ran where the man went. Eventually the duo were with others. Some held guns, others some grenades. A few held nothing but that was because they were magecraft users. In front of the group, a bunch of bandits with mismatched clothing and gear. Didn't make them less of a threat of course as some also had guns and were willing to use it.

While those who defended the town talked strategy, Ozpin decided to comment on the situation. "I must say, quite sad to see fellow man turn to crime and pillaging instead of helping one another."

'Something you and I can agree on.' Ritsuka agrees, as while she's seen many good people, she also saw just as many jerks. Sure some of them weren't all bad, and were just desperate. Others, just taking advantage of the situation to put themselves on top. "Still," Ritsuka said softly so others didn't hear her. "This is something we're used to."

Ritsuka then got ready to stun the enemy. It might only last a few seconds, but seconds can be crucial in a battle like this. Though before Ritsuka got ready to fire, she then decided to ask something.

'Yesterday you mentioned something about aura, right?'

"Correct." Ozpin responded. "As of now you are bullet proof, for a time at least until your aura shatters."

'So I don't have to worry about a stray bullet?'

"It'll still hurt you of course." Ozpin told her.

Alright, so no trying to just tank bullets. Even if it doesn't kill her, Ritsuka wasn't exactly a fan of pain. She had some broken bones a while back and it sucked. Not to mention she actually did get shot one time. Nothing fatal bit that sucked like hell. Either way, everyone got ready as the bandits drew in. Then, the fighting started. Those with guns and in range began firing while those with magecraft used simple spells like Reinforcement or Gandr to both defend and for offense.

The bandits of course were no slouches and took cover. Those who did then fired when they felt they were safe. Some bandits began throwing rocks or small knives at the enemy they faced. Most missed but a few who defended did have to dodge lest they want a knife in the gut or a rock hitting their eye.

A small explosion could be heard a bit far back in the west. Likely more bandits who were using this situation to attack on weak spots. Thankfully, it wasn't as if Ritsuka and the others didn't put all their defenders in this one spot. Others were around and would likely go to stop them while some others would have people evacuate.

As for Ritsuka herself, since she had poor Magic Circuits she could only fire her little stun attacks a few times. So she had to aim carefully and make the shot count. Thankfully, she had practice and when she saw one guy ready to fire a rifle, she quickly aimed and fired. The man stunned unable to move.

"Thanks Rits." Then the guy was gunned down while Ritsuka flinched, feeling a bit down.

"Not used to bloodshed I imagine?" Ozpin consoled her.

"Not...really." Ritsuka whispered while still paying attention to the battle. Grabbing a rock and threw it at a girl which knocked her head back. "I mean...I know I have to fight, and it's not like I wanna die. But…"

"You feel adverse to killing, even if they are your enemy." Ritsuka nodded. Ozpin understood, as there's a reason why there were only a few defenders when protecting people. After all, while one could say why can't everybody in the world fight, the truth is not everybody could fight due to many factors.

Fear. Cowardliness. Self-interest. Injuries. Inabilities to train properly. So on and so forth.

It was the same in Remnant. Where there were more civilians than Huntsmen, and it was sadly a natural thing. Because if one commanded civilians to fight, while some might be Huntsmen material the rest would die simply because they didn't have the mindset one needed to truly fight. That's not even mentioning lack of training.

Ritsuka herself was certainly a civilian before, and while she was able to become a fighter it became clear from her wasted movements and slow reflexes that she was not made to fight. Her mindset also wasn't that of a warrior, and while she was very much braver than most people, she was a good person at heart. One who didn't want to hurt others at all, including humans.

She would if she had to, but she needed back-up with those who would fight back and possibly kill. Because her desire to not hurt others would likely end with her dead against any human enemy. It was the reason why Huntsmen could kill Grimm so easily, as since they aren't considered people and just monsters, there was no guilt or hesitation in offing them.

Still, Ozpin could acknowledge Ritsuka for fighting for what was right. As she kept stunning the enemy from hurting those who couldn't fight and just wanted to live normal lives. After many minutes, the bandits eventually pulled back and cheers went all around.

"Congratulations." Ozpin told Ritsuka. "You survived."

"Um, thanks I guess. But I was just stunning them. Nothing more than that." Ritsuka said, not thinking to highly of her actions. If anything, the others stopped the bandits for good by killing those who were down. She didn't like that, but there was nothing she could do about it.

"I think otherwise." Ozpin told her. "Even if all you did was stun, you ensured those you struck couldn't kill any of your allies, or get themselves in a position to devastate you. Besides, even if you believe you didn't do much, I'm certain others would say otherwise."

Ritsuka scratched her cheek a little. While she didn't exactly feel like someone worth praise, that didn't mean she hated the compliment. "Thanks...I suppose."

She then saw her allies cheering themselves on, where most went back to celebrate while a few like Ritsuka would keep watch for any more attacks. Especially Grimm, as bandit attacks usually drove those in.

"Hey, quick question?" Ritsuka then asked Ozpin. "What...exactly do you plan to do?"

"What do you mean?"

"I mean, what are you going to do now?" Ritsuka repeated herself. "I mean, you said we're stuck together because of some soul thing. And if you're here to stay, then do you have any plans now that you've...returned?"

"..." That was a very good question. Well, Ozpin supposed he could try and find a way back to his own home. But...his original plan was to use the Holy Grail, since as Rin told him, it could grant wishes. But since it was probably gone after this disaster, that idea was out of the picture. And unless earth has developed some way to travel across different dimensions, which Ozpin very much doubted, then he was more or less stuck here for good.

Upon that realization, memories of those he knew on Remnant came to his mind.

Glynda. Ironwood. Lionheart. Theodore. Team STRQ. His students. The kingdoms he defended. The people he protected. The battles he went through to ensure Remnant survived…

Now, it felt like it was all for nothing, as he's stuck here on earth.

Yet…

"I suppose I'll just continue the fight. With you of course." That didn't deter the ancient warrior Ozma one bit. While he will have to come to terms later of Remnant being lost to him, Ozpin wasn't going to sulk one bit. Why would he, when there were people to defend against the tide of Grimm here. Moping around certainly won't help the people, now would it?

"Heh. You sound a bit more cheery." Ritsuka smiled as she kept on walking and kept an eye out. "Guess we really are stuck together." On the bright side, Ozpin did mention something about getting cool powers later on. So that was something.

"Hey! Ritsuka. Ritsuka!" Ritsuka then turned around, where she then saw a young girl coming to her. She was a magus, and while not very strong, her magecraft was useful. As it detoxified tainted liquids. In which case, purifying dirty water was of use here.

"Yeah?" Ritsuka asked as she stopped walking, letting the girl catch up to her as she breathed heavily.

"Did...did you hear the news?" The girl then asked Ritsuka, who looked a bit confused. Wondering what the girl meant.

"Um, no. Care to explain?"

"Right. You wouldn't know. My bad." The girl then breathed out and decided to explain better. "Listen, it seems what remains of the Clocktower has found something that can help us out."

"Wait, those guys are still kicking?" Ritsuka said with surprise. Though to be fair, last she heard the Clocktower had been under siege during year two of the Grimm Apocalypse since having a bunch of immoral scientists who tortured people and hoarded Grimm to study wasn't exactly any less of a cover-up which attracted Grimm in droves.

'Sounds like Merlot.' Ozpin thought as he heard Ritsuka's thoughts on this Clocktower.

"They are." The girl said. "And it turns out, they found a way to turn our hell-hole of a planet back to normal." She then paused. "Or...as back to normal as they'll consider it." The girl rolled her eyes. "Probably going to try and make the world their image, but hey, at least the Grimm might be gone."

"I don't understand. What do you mean?" Ritsuka asked, as she had no idea what this girl was even talking about.

"Okay, fine. Let me be loud and clear." The girl then smiled. "It seems the Fuyuki Holy Grail War is about to start!"


We've returned to Ozpin and his new partner Ritsuka. Where life more or less SUCKED for those who lived during the start of the Apocalypse. If half of all life was wiped out, then I imagine the other half of the planet will start going crazy and entering terror. Terror the Grimm loved.

Now, so there's no misunderstanding, this is the 'Bad End' where Ozpin died to Zouken for real, but was able to ensure his soul didn't become worm breaths property. Though Ozpin is awake in a world where Grimm rule, and nobody likes it.

But that might just change. Just because this is a Bad End, doesn't mean it can't be turned into a Good End later on. Hope is still there.