RWBY is owned by Rooster Teeth and created by the late and great Monty Oum.

This is officially the longest chapter I've ever written. I mean it's so long but I wanted to leave you guys with a big, epic chapter so I hope you enjoyed it because I am very tired after writing and editing this beast of a chapter.

Read, review, and tell me how I can improve, what you liked and what you didn't. Your feedback is appreciated, thank you! Thanks to all the reviewers, I appreciate all your kind words and thoughts, seriously, you guys keep me going!

RWBY: Destiny of Remnant

Chapter 10: The Storm Rages

Ren woke up to the sight of Nora cuddled into him, snoring rather loudly. He smiled and nudged her in the shoulders as he got up. "Nora, it's time to get up." He said.

"Don't wanna." She said drowsily.

"Pancakes." Was all Ren had to say to get her out of bed.

She looked around and saw no pancakes. Nora looked to her best friend and said "You lied to me."

Ren chuckled and said "The kitchen has the ingredients to make some, I'll ask Dr. Chloris if it's okay." He said as he got dressed. "While I'm making breakfast go check on Ashe, see if he's woken up yet." He added as he walked out the door.

Nora waited until Dr. Chloris gave Ren the go-ahead to make the pancakes and then she made her way to the room where Ashe was being kept. She opened the door and saw Bolin asleep in a chair, as he had been the one assigned to keep watch over Ashe for the night and had fallen asleep while doing so.

"Morning Bolin." Nora greeted, waking him up.

"Huh? O-oh... morning Nora." He said with a yawn. "Please don't tell the others I fell asleep, Reese will never let me hear the end of it."

"My lips are sealed, I'll take over for now. Go on and wake up the rest of your team." She said. He nodded and left the room as Nora sat down, watching the still asleep Ashe.

She looked at Ashe's stuff; his scroll and the case that she knew contained the powerful relic known as the Aura Crystal. Her curiosity about what it was, what it looked like, and if it could help them out was getting the better of her. It would be so easy to just take Ashe's hand and use it to bypass the scanner and open the case. However she knew she couldn't do it, as it may have dangerous consequences and Nora didn't want anymore of that than there already was.

She looked at Ashe's scroll and thought to herself 'Maybe he has some info about it there?'

She picked up his scroll and began looking through it, but found nothing related to the crystal but she did find something that caught her eye; an audio file labeled 'Mila's song' was on Ashe's scroll.

Now Nora was very curious, she knew Ashe's lover Mila had been killed but she had never known about a song that was either sung by her or about her. She was about to open the file up when all of a sudden a voice said "What do you think you're doing?"

Nora turned to see Ashe, awake and annoyed with her going through his scroll.

"Oh! Morning Ashe! Well you were sound asleep and I... I was getting really curious about that crystal thingy so I tried to look in your scroll to see if there was any info on it but I found this audio file..." Nora began before Ashe stopped her.

"You have no right to invade my privacy like that. I'll tell you more about the crystal today, hell I'll even show it to you, just don't open that song." Ashe said.

Nora looked at the scroll and then back to Ashe. "Why?" she asked.

"Because she made that song for me the night before it all went to hell. She gave it to me for my morning patrol around the village. She told me there was an important message on it and that I needed to listen to it but... that was the last day of her life." Ashe said.

Nora sat down on the bed next to Ashe and gently asked "What happened?"

"That morning as I walked through the woods I stumbled upon Saul Jude's thugs. Jude had been targeting the village for weeks, trying to use it as a front for his drug smuggling operation but me and some of the villagers had managed to keep them away for a bit but we didn't do enough to drive them totally away. I saw that his thugs had captured the holy man of the village, a friend of mine called Deno, he was who my robe belonged to. He had tried to convince Jude to leave the town in peace but Jude, the sadistic bastard he was, decided to have Deno executed for his 'audacity'. I was too late to stop them. They killed him and I couldn't save him. It was then that I declared war on Jude, I returned to the village, left my scroll behind, and attacked Jude's fortress with everything I had. I managed to take out half of his men until they took me down.

Jude was pissed and he wanted to make an example of me. He and his men took over the town and forced the villagers to watch my punishment. They hung me up but made sure I wouldn't die that easily, they whipped me, cut me, and beat me, trying hard to break me. Mila tried to stop them, using a machete I had taught her to use to fight them. She stabbed Jude in the shoulder, it distracted him enough for Nora to free me but it cost her. Jude stabbed her in the heart and killed her. She died in my arms and I... I lost it. I fought him... I cut off his right hand and our battle had attracted a horde of Grimm. I threw him off a cliff to the beasts and they took him. You can guess what happened after that." Ashe finished.

Nora looked at the man with sympathy and she grasped his hand. "You never listened to her song, did you?" she asked.

Ashe nodded in confirmation. "I've wanted to listen to it so bad for half a decade now but I could never bring myself to listen to it. I'm afraid to know what her message was because I know whatever she wanted to say will never come to pass. Listening to it now would only make my pain worse." Ashe said.

Nora shook her head and said "I want to tell you a little about Magnhild." She said.

"Your war-hammer? What about it?" Ashe asked.

"It's not really an original idea; it was based off my mom's weapon. She used one a lot like my own. You see, she was a Huntress that quit the life for a bit to have a family in her home town but one day the Grimm attacked. My dad died getting me to safety but my mom died taking out most of the Grimm. In my eyes they both died heroes. After that I met Ren and we've been inseparable ever since." Nora said.

"You based Magnhild off of your mother's weapon, didn't you?" Ashe asked.

"Yes. I did it as a way to honor the dead, to honor my parents who gave their lives so that I could live." Nora said, being unusually serious. "A guy of the rescue team even found what was left of her hammer, the Torden, and gave it to me. Years later I used what was left of it to make Magnhild, in a way my parents will always be with me." Nora said as she held back her tears.

"So Ashe, you should listen to the song, don't ignore it. Listen to it and hear what Mila had to say because if you don't you'll always feel empty. Pyrrha didn't really show Jaune how she felt until it was too late so don't follow her example. Honor the one you loved and listen to that song." Nora finished.

Nora got off the bed and said "Well, I smell those pancakes! You want some?" she asked, her demeanor making a complete 180.

Ashe shook his head and smiled "I'm not hungry, maybe later."

"More for me then!" Nora said as she left the room.

Ashe looked at the scroll and sighed. "Damn it." He muttered, knowing full well that Nora was right. He took up the scroll and opened up the audio file and for the first time in years he heard the voice of the woman he loved.

"Hey Ashe! I made a new song for you while you were out the other day and I... uh... oh god... listen Ashe, I need to tell you something, something really important. I'll tell you after the song okay, just... just listen."

Ashe smiled, tears forming in his eyes as he heard her gentle and loving voice. He heard her guitar begin to play and she began to sing.

"This looks familiar, vaguely familiar.

Almost unreal yet, it's too soon to feel yet.

Close to my soul, and yet so far away.

I'm going to go back there someday.

Sun rises, night falls, sometimes the sky calls.

Is that a song there? And do I belong there?

I've never been there, but I know the way.

I'm going to go back there someday.

Come and go with me, it's more fun to share.

We'll both be completley at home in midair.

We're flying not walking on featherless wings.

We can hold on to love like invisible strings.

There's no a word yet for old friends who've just met.

Part heaven, part space, or have I found my place?

You can just visit but I plan to stay.

I'm going to go back there someday.

I'm going to go back there someday."

Tears now fell freely from Ashe's eyes. Her voice was still as beautiful as he remembered it. He closed his eyes and tried to imagine she was right in front of him, tried to imagine he could still have a happy life with her... but then she made her announcement.

"Ashe... I'm... I'm pregnant."

Ashe dropped his scroll and placed his face in his hands. He began to shake as he sobbed uncontrollably. He now knew the horrible truth; Mila was pregnant when she died. He didn't just lose the woman he loved that night, but their unborn child as well.

He tore his face away from his hands and looked at the case that contained the crystal.

"No more." He said as he got up off the bed. He walked over to the case. "I've failed everyone but I won't give up... alright you stupid crystal, you are going to help me save those kids." He said as he opened up the case.

Ashe walked down to the Chloris' living room with the steel case in hand. He looked to see the six teenagers and one adult sitting around the room in various positions, all of them enjoying the pancakes Ren had made.

"I must say Ren you're very talented at this, are you sure you're a Huntsman and not a chef?" Maia Chloris asked.

Ren chuckled and said "I'm fairly certain of my choices, when I was young I would often help my mother with the cooking so that's why I'm so good at it." Ren said as he humbly accepted the praise.

"Well good morning sleepy head." Said Reese as she noticed Ashe walking down the staircase, causing everyone to look at him.

"Are you alright? You were out of it for over twenty-four hours, which is an unusually long time." Dr. Chloris pointed out.

"I'm fine doc, it's just the huge aura drainage and the emotional shit I went through took a lot out of me. Any word on Jaune and Ruby?" Ashe asked.

"None, we scouted out the factory you described and we managed to work out something with Weiss." Ren said.

"Okay, what exactly?" Ashe questioned.

Ren took the next five minutes to explain the situation with Penny in Atlas, Weiss' plan, Weiss getting the schematics of the factory, and how they would receive some much needed back up by tomorrow night.

"Well it looks like Ironwood turned out to be just as bad as the people of Mistral think he is." Dr. Chloris said, shaking her head.

"Something's not right; the Ironwood we saw didn't act like that." Nadir pointed out.

"What happened at Beacon was a big shock and loss for him, things like that can change people." Arslan said.

"Well whatever's going on it'll take more than seven teenagers and a robot to even our odds." Ashe said as he put the case down on the table.

"That's not all, Weiss will also get Teams NDGO, BRNZ, and CRDL to help us, and Weiss updated me this morning, she said that Ruby's uncle will bring Professors Goodwitch and Port, Dr. Oobleck, and Ruby's father after they pull off the rescue mission and Yang has gotten a new mechanical arm and has joined up with Team SSSN and once they find Blake they'll head back here so add up all their numbers with us and the schematics of the facility that Weiss has and we may have a chance to do this after all." Ren said.

Ashe considered it. "Sounds like we still don't have much of a chance, but then again..." Ashe said as he opened up the case, "...maybe all we need is a little something out of myths and legends."

He flipped the case fully open, revealing a large crystal that was two feet long and half a foot wide, its color constantly shifting from one to another, everyone in the room could now feel its power.

"I... is that..." Dr. Chloris asked.

"Yeah, this is the Aura Crystal." Ashe said.

The group was silent for several minutes, all of them just looking at the crystal.

"What now?" asked Reese.

Everyone looked to Ashe for an answer.

Ashe sighed and said "I guess I'll try to do what my mom did and meditate with it."

"I thought you said that never went over well." Arslan reminded him.

"It never has, but I have to try. Maybe it can show me a way to beat Cinder or give us the power to save Ruby and Jaune. The legends say that in times of great crisis the crystal would help out, light the dark so to speak. Maybe it can help us out." Ashe said as he pushed a button on one side of the case.

A small dome encircled the crystal and it began floating in midair.

Ashe held his hand out. "You guys might want to stand back, sometimes this thing acts up a little." He warned them and they wisely followed his advice.

Ashe placed his hand over the crystal and a visible mist of violet aura came out of his palm and touched the tip of the crystal and he began to chant as he looked right into the crystal's light.

"So Sil Ung Zok Tek Na Ekt Ayuk Ok Shod Var Cru Eer Lach Mal!"

For a few seconds, nothing happened.

"Oh come on! I need you! You might not like me being your guardian but..." Ashe was cut off as a brilliant purple beam of light shot out of the crystal and into his eye.

Ashe let out a scream of surprise and pain as visions began to flood his mind; visions of life and death, love and hatred, wars and peace, he saw good and evil battle, with hundreds of soldiers colliding with thousands of Grimm.

He saw someone he never expected to see again; his mother, looking at him with sad, but proud eyes.

"Mom?! Wha..." he was cut off by another flash of pain as he witnessed Cinder strangling the life out of their mother.

Ashe screamed out in horror as he was forced to watch his mother's death, all the while his sister cried, showing a horrified reluctance on her face.

Ashe closed his eyes. "No more! Stop it!" he yelled.

And just like that, the visions ended.

Ashe opened his eyes to find himself lying on his back and being held down by Team ABRN while Ren and Nora watched.

"Wait, wait! I think he's coming out of." Arslan said as Ashe stopped struggling.

"What the hell happened?" Ashe asked.

"You tell us man! You just started freaking out, acting like you were having a seizure." Bolin said.

"And you said something about your mom." Nora added.

Ashe shook his head as they let him sit up. He looked up to see Dr. Chloris ran into the room with a needle.

"Is he okay?" she asked.

"Yeah mom, I don't think he'll need the sedative anymore." Reese said.

"I just need a stiff drink." Ashe muttered.

"What did you see?" Ren asked.

"What I saw? I saw terrible things. I saw how my mother really died... I saw Cinder choke her to death." He said, looking away from the shocked and sympathetic looks everyone was giving him.

"Why did it show you that?" Arslan asked.

"Good question." Ashe admitted as he looked to the crystal, still floating.

"Why did you show me that?" he demanded, but he got no answer. No beam came out this time. "Come on, you may deem me unworthy but I need help, these kids need help, the world needs help!" he yelled at the crystal.

Still nothing.

Ren, Nora, Team ABRN, and Dr. Chloris all looked at each other, unsure what to make of what happened or Ashe.

"God damn son of a bitch, what is it you want from me? What do you want?! I'm far from perfect but I have done everything I can do! I've watched over you for twenty years so you owe me for that!" he shouted.

Ren placed his hand on Ashe's shoulder and said "Ashe, it may be a powerful relic but it's just an inanimate object. Yelling at it won't accomplish anything."

"When I was a kid my mother would meditate with the crystal and talk to it and she said that in her mind it spoke back. Why won't it talk to me?" Ashe asked.

"I don't know, but right now it's not doing us any good to just yell at it." Ren said.

Ashe sighed and said "You're right Ren. This damn thing has done nothing for me, all its done is annoy me. I've never been able to stay in one place because of this stupid thing. Now I'm wondering if I should have thrown it into a volcano years ago. Maybe then I..." Ashe stopped himself, "Too late to wonder 'what could have been' now. I can't do it, this damn thing won't help us. My failure is complete." He said.

"What about Mila? She must have proof you can do good." Nora pointed out.

"Who's Mila?" Arslan asked.

"She was Ashe's fiancé, she was killed five years ago by some drug lord guy called Saul Jude" Nora said.

"She was... special. She made me realize that I didn't have to run, that I could have a family... but that all changed with that bastard Jude, may he rot in hell. She was taken from me and I knew I was pretty much I could never really have a peaceful life." Ashe said.

Nora found the courage to ask Ashe something; "Did you listen to her song?"

Ashe simply nodded. "I did. It was beautiful but it's just more proof how bad I've messed up. I listened to her message; she was going to tell me she was pregnant."

This was followed up by a silence.

"Oh... oh Ashe I'm so sorry." Nora said, trying not to cry for her friend.

"It's not your fault Nora. I should have listened to it long ago. At least I got to hear her voice again." He said quietly as he shut down the case, gently putting the crystal back in its proper place.

"What now?" Nadir asked.

"I have no idea, maybe I'll try again later but right now I just... I just want to be alone for a bit." Ashe said.

Dr. Chloris grabbed Ashe's hand and said "Come on, I think you could use a drink."

She led him out of the room, leaving the six teenagers alone.

"So what do we do? I mean we can't just sit here and wait for Weiss to come right?" said Bolin.

Nora and Ren looked at each other. They honestly didn't know.


Jaune was forced awake by a painful jolt of electricity running through his body. He yelped out in surprise and pain, his vision clearing up quickly. He looked around the room he was in, a dark room with no real distinguishing features. His hands were bound together by binders but his legs were free so he managed to push himself up, all the while feeling something around his neck, a shock collar most likely, since that's where the pain that woke him up originated from.

"Where am I?" he asked out loud, but he received no answer.

He looked around at the bare room, trying to find an exit, but found nothing. This wasn't his cell, nor was it the throne room, so he was utterly clueless as to where he was right now. "Whatever you're up to Cinder it won't work! My friends will find us and get us out of here..." Jaune said as he tried to see anyway of escape in the darkness.

"You will not leave here Jaune. You deserve this." Said a voice that Jaune knew all too well. It was the voice of his partner, the voice of the Invincible Girl, the voice of the girl who loved him.

He turned and saw Pyrrha Nikos, glowing with an arrow in her chest, glaring at him with intense hatred. "Hello again, Jaune." She said, her usually bright and loving green eyes now dull and filled with loathing.

"No, this isn't real! This is just..." Jaune couldn't continue his sentence as another shock from the collar on his neck zapped him painfully.

"Oh I assure you Jaune, this is real. This is your hell, it is what you deserve." She said as she walked closer to him, hatred emanating off of her.

"Pyrrha... I'm..." Jaune was cut off by a powerful punch to his face. A punch that reminded him of the times of the balcony when Pyrrha got a little too touch and accidentally hit him too hard.

"What? You're sorry? Sorry won't make up for how you hurt me Jaune. It will never make up for how you let me die!" Pyrrha screamed as she punched him again as the collar shocked him at the same time, giving him horrible pain.

"Pyrrha, please stop! I loved you... I didn't realize it until it was too late but I..."

"SHUT UP!" Pyrrha screamed as she kicked him in the gut, knocking him down.

"You didn't love me, you never loved me! You were pining after Weiss Schnee! Little Miss Rich and powerful! You left me with heartache for months you little idiot." Pyrrha said as she kicked him in the chin.

"This isn't right... the Pyrrha I know would never say these things." Jaune said as blood dripped out of his nose and mouth.

"Death can change a person, Jaune. You didn't love me you pathetic failure! You let me go off to my death alone! Why Jaune?! WHY DIDN'T YOU SAVE ME?!" she screamed as the electricity coursed through his body yet again.

"I wanted to save you... I wanted to fly up to the tower and stop Cinder and save you so bad! I would have died for you, gladly taken that arrow for you. Please Pyrrha, this isn't you!" Jaune begged, sobbing miserably.

"No Jaune, this is the real me. The Pyrrha Nikos you knew always did what was expected of her, but no more! You left me alone to go after Weiss and now you have forgotten me so you and Ruby can be together." Pyrrha said as she kicked him again.

"NO! Ruby's like my sister and Weiss was nothing but a stupid schoolboy crush! Please Pyrrha remember our time together! Remember that afternoon; it was just the two of us out in the courtyard, sitting together, your hand on mine! I..." Jaune was silenced by another kick to the gut.

"Lies! All lies!" Pyrrha screamed as she grabbed him and slammed him into the wall.

Jaune looked at Pyrrha; saw how she looked, moved, and sounded exactly the same but this couldn't be Pyrrha. Pyrrha would never do or say these terrible things no matter what.

"Stop this, this isn't you. I can feel pain so we're not dead and if we're not dead there's still a chance to save you." He said.

He watched as she ran at him again and punched him. As he thought; whoever this pretender was she moved, looked, sounded, and even fought like Pyrrha, but this wasn't Pyrrha. Pyrrha didn't have any hatred like this in her. She was an angel and this was a demon.

"There is no way to save me Jaune, I'm dead and it's all your fault!" she screamed.

"Is it?" Jaune snapped back as he struggled to get back up. "You kissed me and then you did the worst thing anyone has ever done. I'd expect it from my parents, my sisters, from Ren, from Nora, or Ruby, anyone but you. You tossed me into that locker and sent me away! You denied me the one thing I've always wanted! To be a hero! You took that away from me and then you ran off and got yourself killed because of that destiny bullshit! You denied yourself a life Pyrrha! You denied you or me any happiness! You made me into the thing I never wanted to be, the thing everyone thought I would be; the loser stuck in the tree while his friends fought for their lives! You denied me my chance to matter Pyrrha! To be more than just the lovable loser, you denied me the chance to be a hero! We could have had a happily ever after Pyrrha but you had to run off because you couldn't just run to fight another day, you had to make a pointless, stupid sacrifice that did nothing but hurt your friends and family!" he screamed, getting every ounce of rage, bitterness, frustration, and hurt feelings that he had kept pent up for months now.

"You left me Pyrrha!" he screamed.

Pyrrha now looked rather unsure of herself.

"I... what? I..."

"You're not Pyrrha." Jaune said in disgust as he walked towards her, his Semblance and Aura powering him all the way, ignoring the pain from the shock collar.

"Stop! I am the real Pyrrha and you are going to suffer for what you..." she began to say before Jaune screamed at her.

"Don't you dare speak to me about suffering! I don't know what the hell you are, but you are NOT Pyrrha Nikos and you don't deserve to ware her face! If you are the real Pyrrha Nikos then you'd remember that day in the courtyard, how happy you looked. The bittersweet joy of it all! It was then that I realized I loved you!" Jaune said as tears fell from his eyes. "Pyrrha loved me, I was so blind then but I see it now. You are not Pyrrha."

"Stay back... keep away from me..." 'Pyrrha' said nervously as she began to step backwards.

"If you really are Pyrrha, then what did you tell me in the Emerald Forest? What did you say to me when you unlocked my Aura? Answer me now!" Jaune screamed.

"I... what the hell is this?! What are you?!" 'Pyrrha' cried as Jaune got closer, ignoring all the pain he was receiving from the shock collar, which was getting worse every second. Ashe was right, using anger did make you stronger.

"I am Jaune Arc, the youngest in a family of ten; seven sisters, one mother, one father. I am the wielder of the Crocea Mors and I was a student of Beacon Academy, leader of Team JNPR, and partner and best friend to Pyrrha Nikos. I knew Pyrrha better than anyone and you are NOT PYRRHA!" Jaune screamed as he got closer.

Jaune heard a voice in his head, the voice of the girl he loved.

'Fight Jaune! Fight them! Don't let them win, my love! I would never say these terrible things to you... I'm so sorry I hurt you. I'm sorry I was so foolish to go up there alone, I'm so sorry I denied you a chance to be a hero! I love you so much! Please forgive me! I'm sorry I believed in destiny. I'll always be with you Jaune and I'll always love you.'

Jaune didn't know what to make of the voice he had been hearing in his head, but he couldn't question it right now. He ran forward, channeled as much of his Aura as he could into his hands and with his Semblance fueling his attack; he smashed his combined fists into the fake Pyrrha, shattering it.

He watched as the illusion crumbled away, revealing Emerald Sustrai standing several feet behind it, so that explained why it had been able to hurt him.

From his point of view he had just been forced to destroy something that looked, moved, and sounded exactly like Pyrrha.

He knew that he didn't really hit the real Pyrrha, but the pain he felt, the overwhelming sadness was just too much. He looked at Emerald who simply stared back at him, wondering what would happen next.

Jaune collapsed to his knees and began to sob uncontrollably as he smashed his combined fists into the ground until they began to bleed. He screamed out in anger, without any coherent words. It was just his rage and his misery.

The shock collar activated again, zapping Jaune painfully, causing him to scream out in agony and writhe on the floor, crying the whole time.

He was so distracted by his own pain and overwhelming sorrow that he didn't notice a door to the side opening and another familiar figure stepped out and approached him. "Okay, you're actually not that bad. This was fun, but we gotta end it for now. Lights out, Arc."

Jaune was mercifully knocked unconscious by a hard kick to the head from a metal foot.

As he slipped back into the darkness of sleep he could hear Pyrrha's voice again, sounding sadder than ever.

'I'm sorry, I'm sorry, I'm sorry, I'm sorry, I'm so sorry Jaune.'


Emerald watched as Jaune Arc slipped away into a terrible sleep once again. Emerald had stayed up for most of the night watching videos of Pyrrha Nikos' performances at various tournaments and of her fights at Sanctum and Beacon. She had studied Pyrrha well enough to get the moves down as well as her body language and had stood slightly behind the fake Pyrrha to land hits on Jaune but he had managed to see through it.

Emerald didn't really know how to feel about what she had just done.

She remembered walking around the fairgrounds at the Vytal Festival and seeing just how happy Pyrrha was around Jaune, at the time it made her sick to her stomach, as her life had not been a kind one but now she wondered; did she really hate Team RWBY and Team JNPR because of their happiness or did she hate them because she was jealous?

"I'm beginning to see what Salem wants with this little prick, he's way tougher than we thought." Mercury admitted as he wiped Jaune's blood off his boot.

He looked up and saw Emerald shaking a bit.

"You okay? Don't tell me you're wussing out on us." Mercury said to his partner.

Emerald shook her head, "No! No... it's just... I thought my illusion of Nikos was good enough, how did he see through it?"

"He knew her pretty well. Maybe it was the things you said, Nikos may have been a good fighter but I doubt she ever insulted her pals, how pathetic was she in the end?" Mercury said with a smarmy laugh.

Emerald nodded, "That's it. He just knew Pyrrha better than we did. Apparently they were a bit more... close than we thought." She said.

Mercury nodded to the mocha skinned illusionist and said "Well he's out of it for now and I don't think Cinder will be too happy that this didn't last nearly as long as she thought it would."

"I think she'll be pleased." Emerald said, getting Mercury to look at her. "We nearly broke him Merc, he must have had that rage pent up for a while now, that rant about how Nikos sent him away? All he needs is a few more prods and he'll break for good."

"We'll have to use different tactics; he won't fall for your fake Nikos again." Mercury pointed out.

"I think Ante and his men could help us out with that. Maybe even a session with Cinder could drive him over the edge." Emerald said as she went over to the door. "Guards, get him back to his cell." She ordered.

Two guards came into the room and dragged Jaune away by his cuffed hands, leaving a small trail of blood on the floor. Mercury and Emerald watched as they turned a corner and left their sight.

"I... I need to use the restroom." Emerald said to Mercury. The gray-haired boy watched as his partner ran off down the hall.

"Weakling." He muttered.

Emerald ran into a restroom and looked into the mirror.

"What am I doing? What have I become? Is this really the path to a perfect world? Torturing and murdering people? What... what is my life?" she asked herself.

She had no answers.

She walked out of the bathroom, trying to look calm only for her to see Fotia walking down the hallway towards her.

"Emerald, I heard screaming! Was it Arc? Has he learned the error of his ways?" Fotia asked.

Emerald looked away and simply said "No."

"Well then, I guess he'll have to undergo more punishment until he sees the light." Fotia said as if it were nothing.

"Just drop it, okay?" Emerald snapped.

Fotia looked a little hurt by her outburst. "Emerald, are you alrig..."

"Shut up!" Emerald yelled as she walked away.

Fotia watched as Emerald departed and then she looked to the room where Jaune's 'training' had taken place. She saw the blood on the floor and wondered why this Jaune Arc was being so foolish as to resist them? She hoped Lady Cinder would have better luck training the girl known as Ruby Rose.

"What is it about these two? What makes them so special?" Fotia wondered to herself.


Ruby's eyes lazily opened up, taking in her surroundings. The throne room again. She jolted up and took up a defensive position, trying to see if anyone was around her. She could feel her Aura was unusually weak, whatever Cinder and her thugs were doing to her it was keeping her pacified so she couldn't fight back.

Just then the lights in the room snapped on, temporarily blinding Ruby with the sudden light. Her eyes adjusted to the brightness and she saw Crescent Rose on the floor in front of her in its storage mode. "This can't be good..." Ruby murmured as she grabbed her weapon and transformed it into its rifle form.

"Your training begins now." Said the voice of Cinder Fall. Ruby looked up to the throne to see Cinder in front of it with twin swords out, ready to fight.

"Come on then Ruby Rose, our last few encounters haven't really given us the opportunity to have a proper fight, let's correct that shall we?" Cinder said with her eyes glowing.

Ruby aimed her weapon at the witch who ruined so many lives. "Let's!" she cried as she opened fire.

Cinder created gusts of wind to blow away the Dust bullets and then she ran at Ruby with her blades ready to kill. Ruby screamed out as she fired at Cinder as the Fall Maiden charged at her, her power radiating off her body.

Cinder jumped up and sent out a stream of flaming Dust at Ruby. Ruby rolled out of the way as the Dust exploded against the ground, she recovered as Cinder rushed her and Ruby quickly changed Crescent Rose into its scythe mode and blocked the swords.

"Good reflexes, but you're letting your emotions control you." Cinder said.

"Shut up!" Ruby screamed her eyes began to glow and her Aura surged up, she swung her scythe and managed to force Cinder back. Ruby swung her blade down and Cinder was forced to sidestep it to avoid getting her arm cut off. She made a move to hit Ruby in the head with the hilt of her sword but Ruby charged into her with her Semblance.

Both women were on the floor but for the moment Ruby had the upper hand. Ruby jumped up and slammed Crescent Rose down, aiming for Cinder's head but her enemy quickly pulled her head to the left and avoided what could have been a gory fate.

"Excellent, maybe you do have a taste for blood after all." Cinder said.

Ruby stopped, "What?" she asked before Cinder jabbed her arm forward and a powerful blast of wind threw Ruby into the wall.

Ruby struggled to get free as Cinder held her grip on Ruby. "Yes, you've claimed the lives of two men already and now you want to kill me. Don't deny it Ruby, you want to see me dead." Cinder said.

"Yes I do and I wouldn't mind your blood on my hands! You're not a person; you're just a monster like the Grimm!" Ruby spat. Cinder glared at Ruby and used the wind to slam Ruby into the ceiling and then to the floor.

Ruby moaned in pain as she got up, only for an explosion of fiery Dust to send her flying across the floor to the center of the large room.

"You're oh so wrong Ruby; I'm not like the Grimm. For one thing; I won't die as easily as they do." Cinder said from the throne as she pulled her bow out of thin air and aimed five glowing Dust arrows at Ruby.

Ruby's eyes widened as she got up, legs aching as she did so. Cinder let go of the string and the arrows flew at Ruby.

Ruby stood her ground and quickly used Crescent Rose to slice the arrows apart; she would not die here and she would not die to Cinder. She would avenge Pyrrha and Penny and everyone who was now dead because of Cinder. She didn't care if she had to do it alone, she'd stop Cinder no matter what.

Ruby glared as Cinder jumped off the throne and pulled the swords out of nowhere once again. "Come now Ruby; let's see what you've really got."

"If you want it... you've got it!" Ruby yelled as she opened up a small compartment on the side of Crescent Rose and took out a new round of Dust ammo. She quickly loaded it into Crescent Rose's gun as Cinder charged at her, the wind and fire surrounding her made the Fall Maiden appear to be some kind of demon.

Ruby quickly shot off Crescent Rose five times and as she expected Cinder burned all of the blasts away but something happened that Cinder did not expect, when the rounds were burned they burst into clouds of dust that temporarily blinded her.

"What is this?" Cinder hissed as she used the wind to blow the dust away, only to find Ruby nowhere in sight.

"We call is a distraction. What? Aren't you familiar with basic combat strategies?" Ruby's voice mocked from somewhere in the room.

Cinder growled in frustration, the girl was better than she thought.

"Come out Ruby, let us talk." Cinder said as she began concentrating, trying to focus on finding Ruby.

"There's nothing to talk about, you're evil and I'm good. Good always comes out on top in the end." Ruby said.

Cinder laughed, "Only in fairy tales child, and I think you are too old for fairy tales."

"I don't know about that Cinder, fairy tales are usually way more interesting than the boring mature stuff. I mean, weren't the Four Maidens supposed to be just a fairy tale?" Ruby shot back.

Cinder chuckled to herself and said "Okay, I'll give you that one, but the world is not what you think it is Ruby, there is more in it than just good and evil and to believe otherwise would be foolish. Take my follower Emerald for example; she was orphaned after a Grimm attack, alone and uncared for she was forced to steal to survive and when she was caught she was usually brutally beaten and left to starve in the streets. Eventually her illusion Semblance helped her greatly but it wasn't until I found her that her true potential awoke. Can you really blame her for joining me after life was so cruel to her? I helped her and I can do it for you as well Ruby, for both you and Jaune. I was forced to kill Pyrrha; she left me no choice Ruby!"

"Shut up!" Ruby yelled, accidentally giving herself away. Cinder now knew where Ruby was hiding, up in the rafters, but decided not to strike just yet.

"It was their fault Ruby! Ozpin, Ironwood, Goodwitch, and your Uncle Qrow! They gave her no choice! They made her think she had no choice; they wanted to force the life of the Fall Maiden upon her and turn her into a pawn for their power! Just like you!" Cinder yelled.

"Shut up... stop talking. I'm not listening to you." Ruby said, sounding like she was on the verge of crying.

Cinder smirked and continued, "That's right Ruby Rose, cry. Try to run and hide from your future! You'll be like me soon enough Ruby! Just like me!"

"STOP IT!" Ruby screamed.

"Come on out now." Cinder said as she used the power of the wind to rip the rafter Ruby was on out of the ceiling and onto the ground. Ruby cried out in surprise as she fell with it, but she quickly recovered and used her Semblance to rush past Cinder with Crescent Rose's blade out.

Cinder cried out in pain as a large, thin, bloody cut appeared on her arm and her sleeve sliced in half. Had it not been for her powerful Aura the cut would have been devastating and if Ruby had been a few inches closer Cinder's arm would have been sliced off.

Cinder reached out and used the wind to begin ripping panels out of the wall and rafters and pieces of metal off of the ceiling. "I think you need a new lesson Ruby; humility!" Cinder cried as she threw all the debris she could at the younger girl.

Ruby used her Semblance to dodge and it worked for the first ten seconds but she was soon knocked off her feet by a bit of metal. Cinder smirked in triumph as she grabbed Ruby and hoisted her into the air again and bombarded her with what was left of the debris.

Ruby was now beaten and even bleeding a bit, her breathing was ragged as Cinder approached her.

"It's obvious your useless drunk of an uncle didn't tell you much about your true power, because if he did you could have beaten me, but as you are now you don't stand a chance but with a few more training sessions you'll begin to see it our way. You'll be one of us Ruby, just give in." Cinder said.

"Never." Ruby said quietly.

"We'll see about that. You're friend Jaune is still expendable so if you continue to prove difficult I will just have to punish him for your failure to learn." Cinder said, smiling pleasantly.

Ruby glared at her enemy and said "If you harm him I'll..."

"You'll what? Kill me? You were shaking in panic when you accidentally killed two street scum, do you really think you have what it takes to kill me? You don't have it in you Ruby, you never will! You can't save your friends from me, you couldn't help Penny, you couldn't help Pyrrha, you can't even help yourself! So what makes you think you can help Jaune?" Cinder asked as Ruby closed her eyes to try and stop her tears. "Maybe I should kill him, after all we do have someone else to take his place should he die and maybe he would be happier, he'll be together in death with his beloved Pyrrha, both reunited by the fact that you couldn't do a damn thing to save them." Cinder finished.

Ruby's eyes snapped open and a brilliant silver light, taking the form of wings shone out of her eyes.

"Yes, this is more like it." Cinder whispered to herself as she let Ruby down. This was the extraordinary power she had felt atop Ozpin's tower. This was the incredible aura that froze a Wyvern; this was the power of the silver eyed warrior.

Ruby's eyes glowed brilliantly as she glared at Cinder. "I'm going to stop you, you will never hurt someone I care about again." She said.

"Try and stop me." Cinder said with a smirk.

Ruby used her Semblance to rocket towards Cinder, the silver light shining with her all the way.

Cinder summoned up every bit of power she had from her original powers as well as her new gifts of the Fall Maiden and she threw all of it at Ruby. Fire and wind hit Ruby but she forced her way through it, a brilliant shield of silver aura protecting her.

Now Cinder was getting worried, she was using everything she had and Ruby wasn't stopping. This was... more than she expected.

"Fall!" Cinder yelled.

Ruby reached forward and grabbed Cinder by the neck. "No, that's your name and it's exactly what you're gonna do!" Ruby yelled.

"No!" Cinder screamed as she grabbed Ruby by the head and poured out a large amount of her aura to overwhelm Ruby's senses, sending her into unconsciousness.

Cinder stumbled back, sweating profusely and feeling exhausted. Despite everything Ruby had almost defeated her which was disconcerting to say the least. She had studied the silver eyed warriors since Salem ordered her here and she was expecting something grand but this is just overwhelming. Cinder was now looking forward to not only training Ruby, but seeing just how strong her own powers could be.

Cinder picked up Crescent Rose and put it back in a small case near her throne which contained Crocea Mors and what was left of Milo. She took out her scroll and spoke into it, "Security, our training session is done for today, please come and collect Ruby Rose and return her to her cell, and bring a cleanup crew, I'm afraid we made quite the mess."

Cinder took a seat on her throne and mopped her face, trying to pretend that the battle hadn't taken that big of a toll on her. She looked to the out cold form or Ruby and smiled. "Very good Ruby, you'll be one of us yet."


Joseph Polendina stood in front of General Ironwood, trying his best to be strong.

"General, for the last time I beg you to reconsider this reckless plan. Not only is it a foolish waste of the resources we used for Penny but if word of it gets out to the council of either Atlas or Mistral than you could be in serious danger and face charges of terrorism." The older man said to Ironwood.

"If that should happen I will face the consequences, if we succeed in killing Cinder Fall no jury would dare convict me." Ironwood said.

"General, are you blinded by your delusions of power? Do you not see the arrogance in this course of action?" Polendina asked.

"The only arrogance I see, dear doctor, is the arrogance of an old man who thinks he can tell me what to do." Ironwood scolded.

"I do not think I can order you about, I merely want you to see the folly in this course of action." Polendina said.

"I know this may have negative repercussions but I think if we succeed it will all be worth it in the long run." Ironwood said. He eyed the older man who seemed to be on the verge of tears. "Why do you care? Not only would you help us in eliminating a great threat to the world but it would make you a hero. The man who created the weapon to kill Cinder Fall, that's what you will be."

"Penny is not a weapon! She is my daughter." Polendina cried.

Ironwood shook his head, "Let us get something straight doctor: Penny was not born, she was built. Legally she is property of the Atlas military; we gave you the funds and the equipment to make her, we gave her everything she has so she is ours to do with as we please and if you attempt to stop us I will have you permanently removed from this facility. Besides, you can just make another one."

Polendina was now furious. Penny was property?! And they said Atlas was a civilized kingdom.

"She is not a little trinket that can be replaced if broken! She is my daughter!" he cried.

"No, she is your creation; an experiment that was successful and one that has been duplicated very well. We all have a purpose Joseph; mine is to protect the world, yours is to create for us, and Penny's purpose will be whatever I choose it to be." Ironwood said coldly.

"I'll go somewhere else, I'll..." Polendina began before Ironwood stopped him.

"Where would you go? For years you tried to create a robotic duplicate of your dead daughter, you were turned down by every major robotics company in Remnant until we found you. Your obsession with Penny is dangerous Joseph but I saw past that. I gave you the opportunity to make her and now you are in my debt and I intend for it to be repaid." Ironwood finished.

Polendina sighed, knowing Ironwood had some legitimate points. Years ago his wife had died after giving birth to their child, an adorable little girl named Penny. He had promised his wife before she died that he would always protect their daughter... but Penny was killed in a Grimm attack at the age of fifteen and Joseph was overwrought with grief, so he dedicated the rest of his life to 'resurrecting' Penny via robotics, creating a robotic duplicate of his little girl. For years he looked for anyone to help him but no one would even consider it. All hope seemed lost until he was contacted by the Atlas military to help them develop the Atlesian Knights.

When Ironwood became head of the military ten years ago Polendina approached him with the proposition to create Penny, to create new robotic bodies for people who's own organic forms could no longer go on. The idea intrigued Ironwood, who was already half machine, and agreed to fund the Penny project. It took several years to get right, several horribly flawed prototypes but they finally got it right. A robotic Penny that looked, sounded, and acted almost exactly like his daughter. It was a resounding success.

But Ironwood wanted to make changed. Weapons were added, the swords controlled by the incredibly thin wires from Penny's back, to be used as deadly tools for combating Grimm as well as other foes. While Polendina didn't want Penny to be exposed to a world of violence but he had no say in the matter.

And now it appears as if he never would again.

"What is your decision Joseph? Will you try to stand in our way or will you help us?" Ironwood asked darkly.

"I will do it. I will not let anyone else try to work Penny's interior mechanisms. In my eyes she is my daughter." Joseph said as he turned around.

Mentally Ironwood was feeling very unnerved. This wasn't like him, he wouldn't do this. Why was he having no second thoughts? Why was he even considering this? These questions were small ones, ones that barely registered with his mind for the most part but there was a certain feeling of regret within him on a subconscious level but something else spoke to him, the need to protect his world at all cost. That was a greater need than anything.

"Very good. I'll have the bomb delivered to you in two hours. I am not a cruel man so I want you to spend what time you have left with your daughter. You are dismissed Dr. Polendina." Ironwood said.

Joseph walked to the door as it opened to reveal Jackson Chamberlain who gave the doctor a questioning look. Polendina shook his head and Chamberlain sighed.

"Jackson, has Agent 501 called in yet?" Ironwood asked as Joseph left the room.

Chamberlain nodded, "Yes sir, he said there is no sign of Cinder yet but he will keep us updated."

Joseph walked down the hallway and took something out of his pocket; the first Penny's memory chip. He had kept it for her sake, but what Weiss told him had gotten him thinking. Penny did deserve to know the truth, she deserved to remember.

He was fully on board with the younger Schnee's plan, but he decided that he would throw in a little something bonus. He'd restore Penny's memory, risk be damned.

As he got into the elevator and took out his scroll and called Winter.


Qrow sat in the cockpit of the airship with Ross, watching as Atlas City came into view.

"Nearly there, you got the coordinates to her house?" Qrow asked his pilot.

Ross nodded, "You bet I do boss, we'll be there soon."

Qrow got out of his seat and walked to the bay of the ship where Team CFVY slept. They had been awake for most of the night, finding it difficult to rest in a moving airship but soon enough they were all claimed by sleep.

Yatsuhashi slept on the long seat with Velvet lying down on her back, her head in his lap with her long ears twitching a bit. Qrow had to admit the sight was rather cute. Coco and Fox sat across from their friends, both asleep and leaning on one another.

Qrow took out Reaper and banged it on the ceiling, waking the four teens up. "Rise and shine kids! Dawn of a new day and all that crap." He said as the team jolted up.

"Couldn't you have waited until we landed?" Coco asked as she rubbed sleep out of her eyes and Fox stretched his arms out.

"Yeah, but there's no fun in that." Qrow said cheekily.

"I see where Yang gets some of it now." Velvet said to her large partner, who simply nodded in agreement. She looked out of the window and saw the beautiful and advanced capital city of Atlas.

Atlas was much more clean and tidy than Haven was and much larger than Vale. People, mostly humans as Velvet noted, walked about their day, seemingly without a care in the world, totally oblivious to the chaos of the outside world. A few dozen human guards walked about their patrols while Atlesian Knights covered the city, as if these walking suits of armor could do any better than something that could think and feel.

Coco noticed her friend looking down at the city and spoke up. "Don't get too impressed Velv! I've been here before, just a bunch of snooty, stuck-up jackasses who think their..."

"I get the idea Coco, if things go according to plan we won't even be here that long." Velvet said, she had no desire to enter Atlas, as while there were a few Faunus among its 'high society' there was still a lot of prejudice against the Faunus in Atlas. Most of the world had moved on and it was not uncommon for there to be mixed relationships between humans and Faunus in Vacuo, Vale, or Mistral, but in Atlas the very idea of love between the two species may as well be outlawed.

They soon flew over the main part of the city and in the distance the Atlas Military HQ could be seen with several large airships flying over it.

"Think we can pull it off?" Fox asked.

"When we run they'll most likely send fighters after us, maybe a bullhead with a tractor beam on it, but I doubt they'll send one of those things after us." Coco said in regard to the warship.

"What if they do?" Velvet asked.

"Then we fight and run at the same time I guess." Coco said, content to improvise along the way.

"Hold on kids, we're at her house." Qrow announced as the ship began to descend.

Velvet looked out the window again and saw a woman who could pass for an older version of Weiss waiting for them in front of a medium sized stone house with a well kept lawn.

The ship landed on a large stone driveway path and Qrow slid the door open.

"Hey there Ice Queen!" he greeted as he disembarked from the ship.

"Greetings Branwen, you've made excellent time." Winter praised as she politely shook his hand.

"Yeah well, I've gotten used to being all over the place. The last twenty-four hours I've been to three of the four kingdoms." Qrow said with a smirk as Team CFVY exited the ship.

"Hey, I'm Coco, leader of Team CFVY, these are my mates: Fox, Velvet, and Yatsuhashi." she introduced as modestly as she could.

"I am aware of all of you. Weiss has told me that with your help we will be able to pull this mission off. I looked up several of your battles and you strike me as very capable of aiding us." Winter said as she nodded to the team.

"Where is Weiss?" asked Velvet.

"Inside resting, she was up rather late last night looking over the details of the plan and trying to create contingencies should something go wrong." Winter answered as she led them inside.

"Are you coming Mr. Ross?" asked Velvet to their pilot he shook his head.

"No, Qrow told me to leave for Vale. Says he's got another mode of transport." The pilot said.

Velvet looked to Yatsuhashi, who simply shrugged before they followed the others inside the house as the airship lifted off back into the sky.

The inside was just as nice as the outside, shiny marble floors and white stone walls made the house look like it was out of the past.

They arrived to the living room where Flynt and Neon sat on the couch; Flynt was reading a book while Neon bobbed her head to the music she was listening to on her headphones. Flynt looked up and grinned, "Hey there guys! Been a while." He said as he got off the couch and walked over to greet them.

During the Vytal Festival Team CFVY and FNKI had become good friends with one another as both Flynt and Coco shared a similar cool and laid back personality and Velvet was intrigued by someone like Neon Katt, who was simply way too energetic for a Faunus who lived in Atlas of all places.

Flynt walked over to them and slapped Coco a hi-five. "How you doing Coal?" Coco asked.

"Not bad Adel, could really use my other two mates here but right now I think we can settle for you." Flynt said jokingly.

"We do our best, man." Coco said.

Neon looked up, just now noticing the new arrivals. She took off her headphones and said "Hey guys!" She then back-flipped over the couch and landed perfectly on her feet and she darted over to Velvet.

"Velvet, it's been too long! How're things?" Neon asked with her tail waving energetically.

"I've been okay I guess, all though in the grand scheme of things I guess things are pretty no-so-good." Velvet said.

Neon looked to Yatsuhashi and she got a sly look on her face. "Hey there tall, muscular, and quiet! Things been treating you good?" she asked.

Yatsuhashi simply nodded. Neon smirked and looked to Velvet. "So have you two..."

"Please stop." Velvet said, trying to hide her blush.

Qrow and Winter walked off to the kitchen to speak in private.

"Any more updates?" Qrow asked.

"None to my knowledge, Dr. Polendina has told me he will make a last ditch effort to try and talk the General out of it." Winter said.

"Oh brother, if it didn't work before why would it work now?" Qrow asked.

"We have to try; if he fails to talk sense into Ironwood then we'll have no choice but to go ahead with the plan. Are you prepared to battle the General if need be?" Winter asked.

"You bet." Qrow said with a smirk.

Just then her scroll began to ring "That's probably him now, let's hope he managed to make some progress." Winter said as she answered the phone.

"Good morning everyone." Said Weiss as she entered the room living room, dressed in her usual outfit with Myrtenaster attached to her belt.

"Hey there Schnee." Coco greeted.

"It's so good to see you again Weiss." Velvet said as Weiss approached them and shook Velvet's hand.

"It is good to see all of you again as well. I'm glad you agreed to help me." Weiss said gratefully.

"Hey, things were getting boring just killing some Grimm and sitting on our butts while the world went crazy." Coco said with a grin.

Weiss smiled and nodded in agreement, "I know how it feels, I got tired of the dreary life of an heiress rather quickly once I returned home."

"Yeah, giant mansion, being waited on hand and foot, can do practically anything you want, and no life threatening situations; who'd want that?" Fox said sarcastically.

"Don't start with me." Weiss jokingly warned.

"Okay, so we got what? Four hours until show time, right?" asked Coco.

Weiss nodded, "We've prepared for most of the security measures and our main escape plan. Which one of you is the best gunner?"

"That would be me. I may use blades but I'm pretty good with a gun." Fox said.

"Okay, so Fox will be our main defense from attacking airships once we're in the air." Weiss said.

"What about Penny? She'll be a bit confused, won't she? What if she resists?" Velvet asked.

"She'll be okay. Penny's really trusting and Dr. Polendina is working with us on this, so while the guards take her to her ship so when we ambush them she won't interfere, but we've come up with an idea to transport her if she hesitates; despite the fact that she's a robot she's apparently light in weight so one of us can carry her." Weiss said, looking to Yatsuhashi who nodded.

"I'll do it, but you'll need to give me some covering fire." He said.

"No problem, we'll keep you covered all the way." Velvet assured him, gesturing to her camera.

"What about the guards, what kind of security we looking at?" Coco asked.

"Hold that thought, I just got word from Dr. Polendina." Interrupted Winter as she and Qrow reentered the room.

"Let me guess, no luck?" Weiss said.

"Got it in one, kid. Ironwood is hell bent on this idea, so there's no backing out of it. If we want to stop him from doing something incredibly stupid then we're gonna have to go with your plan." Qrow said, he scanned the seven teenagers and said "If any of you want to back down, now would be the time."

No one said anything.

"Nope, we're in." Coco said, with her teammates all agreeing.

"We ain't backing down." Flynt added as Neon nodded.

"Thank you, now Winter, do you have sufficient knowledge of the security measures?" Weiss asked.

"Yes, Jackson Chamberlain has volunteered to be the one to escort Penny to her ship. You will need to get down to the vault before he gets there and once he arrives you'll need to defeat him and his guards. You will also need to take out the security cameras that were installed the other day, General Ironwood has become increasingly annoyed by Penny wandering around the base so he had security measures put up so Penny wouldn't be able to get out as easily." Winter said.

Weiss nodded, "Neon can take those out for us, but we'll need a way to shut them down so Ironwood doesn't notice our presence in the vault."

"I can upload a program that will temporarily shut all security cameras in the main building down for thirty seconds. If you can be fast enough..." Winter began before Neon cut her off.

"Oh don't worry about it! Thirty seconds is more than enough time for me to knock out the cameras." The cat Faunus said cheerfully.

"Right, so after we take out this Chamberlain guy and go back up the elevator we're gonna have to make a break for it." Flynt said.

Winter nodded, "It may take a few minutes but soon enough they'll catch on and every guard on duty, be they organic or mechanical, will be after you."

"Let's just hope it'll mostly be the Knights so we won't have to hold back." Coco stated.

"Yeah, but we're gonna be hounded all the way so where will the ship be and who's gonna fly it?" Flynt asked.

"I have arranged for the ship to be parked at the edge of the complex near the landing pads so it will not attract attention." Winter explained as she looked to Weiss.

"And I will be our pilot." Weiss said.

Team CFVY and half of Team FNKI all looked at Weiss.

"Any reason you didn't want to tell us that before now?" Flynt questioned.

"I've been training with a flight simulator, I've gotten good enough at it but once we're off the ground I will need all of you to help keep the pursuing craft off our backs." Weiss said.

"Hm... small chance of success, certainty of getting shot down... what're we waiting for?" Coco asked cockily.

"Okay, but what about General Ironwood himself?" Velvet asked.

"Ice Queen and me will take care of ole Jimmy; make sure he doesn't get in your way. We'll distract him while you kids get away; if he catches on I'll fight him and make my getaway after you kids get out of town." Qrow said.

"How?" Weiss asked.

"That's right, Ross said you told him to leave, how do you plan on escaping from the general?" Yatsuhashi asked.

"I've got a way." Qrow said, winking.

"Okay then, what about the bomb?" asked Velvet.

"Simple, Dr. Polendina will take it out for us. He has agreed to put it in so he'll easily be able to take it out once you get there." Winter said.

"What about you? If General Ironwood finds out you aided us you'll be arrested for treason against..." Weiss tried to say before Winter stopped her.

"I'll be fine, if Ironwood does find out I assisted you I'm more than prepared to spend a few weeks in prison. I'd gladly sacrifice my reputation in order to stop Atlas from making this horrible mistake." Winter said confidently.

Weiss nodded, feeling proud of her older sister.

Qrow smiled and said "Maybe you're not the cold bitch I thought you were. You're all right."

Winter looked at him with annoyed eyes and said "And you need to work on what you think is your 'charm' before you pass for tolerable in my book, Branwen."

Qrow shook his head as Weiss turned to her comrades. "Okay, we have four hours until the mission begins, I suggest we all prepare." She said, to which the six other teenagers all agreed.

The young Hunters-in-training all left to the backyard to get some last minute practice done while Qrow and Winter talked some more.

"Really, how are you going to escape from Atlas?" Winter asked.

Qrow smirked again and said "Sorry Ice Queen but a good magician never reveals his secrets, a good card player never plays his ace right away, and I don't give away my surprises. What about you? Ironwood will be beyond pissed if he finds out."

"I'll be fine. I am willing to do whatever it takes to stop this." Winter promised.


At the White Fang camp in Mistral, Alessandro Kane watched from a dead treetop as his soldiers moved about with their routines. While he was annoyed that Adam had assigned him to this useless outpost in the middle of nowhere he still had a great amount of respect for Adam and at least it had allowed them to find the original founder of the White Fang, Claudandus.

Kane felt the chilly late winter air blow through his hair, luckily they were in a part of Mistral that didn't get much snow and wasn't affected by the cold as bad as other places so it gave them plenty of foliage to hide amongst.

He looked to the north-east and saw something move. His eyes squinted to get a better look at what was moving and he saw something dart between the tents. While he only got a brief glimpse of it he had seen it well enough that his jaw dropped and his eyes widened. It was the traitor Blake Belladonna, stealthily infiltrating the camp.

"That arrogant bitch..." Kane muttered as he jumped off the tree and opened up his wings. He glided down to the ground and landed in front of a few guards.

"Quiet, we have an intruder among us and I think that it's Belladonna. I knew Blake once and I know she'll be looking for info on Adam, get the others and surround the main tent, that's where she'll go." He whispered to them. They all silently nodded as they loaded up their rifles with Dust cartridges.

"Make sure you don't kill her, Taurus wants her alive so we'll keep her alive, so long as she doesn't annoy me too much." Kane said as he took out his own gun.

Inside one of the main tent a guard sat at the computer, unaware of the silent intruder behind him. Blake bashed him on the head with the hilt of the Gambol Shroud, knocking him out.

'One down, forty-one to go.' She thought to herself as she pushed him out of the seat. Usually she'd have waited for nightfall but she needed to get this over with, plus maybe the security wouldn't be as tight during the day. Thankfully the guard was still logged in so Blake went to work looking up the contact information. She was that the last few recent transmissions had come from a large White Fang base near the Mistral Mountain Range but it was also near a village by the Mistral Circle Sea. She knew that there were only a few villages near that location so her options were limited, she could find Adam and make him pay. Blake looked up the base on the White Fang's network and saw that it was, for the time being, the command center for Adam.

"I got you." She muttered to herself as she quickly memorized the location specifics.

"No, we got you." Said a voice.

Before Blake could respond she heard the clicking of guns from outside the tent and felt the presence of someone else inside with her.

"Hello Blake, it's been a while." Said the Alessandro Kane as he aimed his gun at her.

"Alessandro, please don't." she said as she raised her arms up, one still holding Gambol Shroud.

"Why shouldn't I? You betrayed us." He said.

"We all betrayed Claudandus and I didn't realize that until it was too late. We betrayed what the White Fang was supposed to be, what are you now Kane? Nothing but a terrorist thug, not the freedom fighter you think you are." Blake said.

"Shut up Belladonna, Taurus wants you alive so I intend to make sure he gets you that way, he has plans for you."

"What plans?" Blake asked.

"You'll find out soon enough." Kane said.

Blake quickly created a Shadow using her Semblance and used the Fire Dust to charge it up and she jumped. Kane fired wildly and the bullet hit the charged up shadow and the whole left side of the tent was engulfed by flames.

The guards outside the tent turned away or ducked down the shield themselves from the blast. One guard looked up and asked "What the hell happen..." only for Blake to land on top of his head, her full bodyweight knocking him out. She rolled down and quickly used the pistol mode of Gambol Shroud to blast another thug down. She got up on her feet just in time to block a slash from a soldier armed with a sword with Gambol Shroud quickly turning into its katana form.

"Stand down and I won't have to hurt any of you." Blake demanded.

"Fat chance!" the swordsman yelled as he pushed forward.

Blake quickly forced his back and rushed past him, using her blade to slice his armor off and she quickly put him down with a shot to the back from the pistol mode. More guards ran towards her and she made quick work of them with a series of quick, painful strikes from a sheathed Gambol Shroud.

She looked to make her escape only for a blast to hit her in the right shoulder. Blake cried out in pain and quickly made a stone Shadow to give her some cover. She pulled out a small home-made explosive that was made up of several house hold cleaning supplies that when combined and exposed to fire could created a small but powerful explosion.

She tossed the orb out to them as they blasted away her stone cover and the blast sent he thugs flying for cover, knocking a few of them out. Blake turned to run but saw another swordsman, a lieutenant this time, lunging at her.

She quickly used her Semblance to distract the new attacker and she quickly struck his sword. The lieutenant quickly forced her back and slashed her across the shoulder, causing Blake to cry out in pain. Her shoulder was bleeding a bit but thankfully her Aura was dealing with most of the pain.

She needed to wrap this up, she couldn't beat all of them but she could outrun them. She quickly used the still sheathed Gambol Shroud to smash the lieutenant in the head, the impact knocking him out.

She quickly turned around and transformed her weapon into its Kusaigama form and rushed forward, quickly wrapping the chained blade around the feet of an unlucky medic who was attending to one of the guards Blake had knocked out and she dragged him with her into a tent and she took him out with a swift, aura-infused punch.

She loaded up a small cartridge of dust, ready to make a run for it and get out of here.

She used the katana form of the Gambol Shroud to slice the tend open and she ran out, to battle the six White Fang troops who opened fire on her. She managed to only take a few hits from the lasers the White Fang soldiers were blasting as her as she quickly created another stone clone of herself to shield her. She was taking damage so she needed to end this fast. Blake slammed down the Gambol Shroud and a powerful violet shockwave sent the soldiers down on their backs. She quickly looked to her left as she felt another laser graze her hip. She performed the shockwave attack again, blowing away another five guards.

She began to run out of the camp only to be jumped by another guard, the horned one from the other day who made that stupid crack about her ears. She enjoyed smashing Gambol Shroud's hilt into his forehead. Blake continued to run for the woods but a loud blast to catch her attention.

"You're not going anywhere, traitor." Kane said, now armed with his personal weapon, a long gun with a very thin and deadly bayonet blade attached to it.

"Kane, why are you even working with Adam anymore? He's working with humans now! I thought you of all people would draw the line there." Blake said as she prepared to fight.

"Oh, I don't like working with that Cinder bitch anymore than Adam does, but he assures me that an alliance with her is necessary burden for the time being. Adam will reward me greatly for turning you in, Blake!" Kane cried as he opened fire on Blake.

Blake easily dodged his blasts and used Gambol Shroud's Kusaigama form to send its blade at him but he easily knocked it away with his bayonet.

"Adam doesn't want equality anymore Kane, he just wants revenge! All he'll do is spread pain, suffering, and hatred! Everyone will suffer because of his lust for vengeance, Faunus and human alike. Do you really want to be a part of that?" Blake asked as she tried to shoot him with the gun form of her weapon.

"Trust me Belladonna, the only Faunus that will suffer are those who try and get in our way like you! Faunus under the idiotic delusion that the two species can co-exist. It's time you learned about the true power of the White Fang's wrath." He said as he fired at her again.

Blake dodged the blast but she knew she couldn't fight Kane for much longer. She took her chance and shot him again, managing to score a hit in his leg. "Ah!" he cried. He glared at her and began to charge with his arms spread out. He kicked himself up and he flew up into the air.

Blake decided she wasn't going to fight a flying enemy so she decided to run for it, occasionally taking shots at Kane as he soared after her. He landed on the ground and threw his rifle like a spear, the bayonet caught Blake's clothes and pinned her to a tree.

"No!" Blake cried as she grabbed the rifle and tore it out of the tree bark, freeing her.

She twirled the rifle around and tried to shoot Kane down but he quickly evaded the shot.

"I'm not letting you walk out of this Blake!" Kane yelled as he took cover behind a tree.

"Too bad." Blake said as she turned to retreat, only to be greeted a small stab in her gut. She was face to face with one of the foot soldiers, who had webbed hands with a venomous stinger on what passed for his thumb. A damn platypus Faunus.

"No..." Blake moaned as she began to slip into unconsciousness.

Kane came out from behind the tree and made his way over to them. "Good work soldier, how did you do that?" he asked.

"Venom stinger, don't worry sir it's not lethal, she'll be out of it for a few hours and in pain for about a day afterwards but she'll live." The soldier said as he put a glove over his hand.

"Excellent." Kane said as more guards approached. "Secure her and keep her under guard, I don't want her getting away. Get to work on putting out that fire, we don't need to attract any unwanted attention." Kane began to order his underlings about.

Adam was going to reward him for this.


Yang looked up the long stretch of road that she and Team SSSN were walking down. Originally Team SSSN were planning to so the Circle Sea since that's where they were told Adam was hiding, but the train had been diverted to go closer to the mountains behind the sea so they would need to take the train that went through a large tunnel in the mountains.

"How much further to the next village?" she asked Neptune.

The blue-haired boy took out his scroll and looked up the map feature. "Uh... says here we still got about fifteen miles left, so about two or two and a half more hours of walking left." He said.

"Ugh! I vote break." Yang said.

"I second the notion." Scarlet agreed as he sat down on a rock by the road, quickly joined by Sage.

Neptune sat down as well, lying against a tree as Yang walked ahead of the team and said "I'm gonna try to take a look over that hill over there, ya know, to see if there's anything in our way." She said.

The boys nodded, "Mind if I come with?" Sun asked.

Yang shook her head, "Sure, I could use the company." She said as she walked over the grass to the large hill, followed by the monkey Faunus.

They looked out to the Mistral countryside, seeing nothing for miles except forests and swamps with mountains in the distance with what was left of the snow covering the landscape.

"We still got a long way to go." Sun said.

Yang simply nodded in response.

"Yang, I want to talk to you about what you said yesterday morning... when you called me you said that you loved Blake. I want to know if you meant..." Sun began before Yang stopped him.

"Hey now banana lover, I don't see how that's any of your business!" she said.

"It isn't, but I care about Blake, I love her and obviously you do too or you wouldn't be out here trying to find her. I want to know if you love her just as a friend and as her partner or if your feelings for her are like my own. I don't care either way; I just want to know if I can count on you to help me find her no matter what." Sun said, his voice serious.

Yang took a deep breath. "At first it was just weird that she ended up being my partner, you know? We were like total opposites, but then again it was a thing, opposites: Jaune the lovable looser and Pyrrha the invincible girl, my happy little energetic sister Ruby and stuck up Weiss, stoic Ren and out-of-control Nora, and finally the quiet Blake and loud as hell me. I think fate or destiny or whatever you want to call it has a sense of humor. It was weird at first, having to live with someone you barely know and who is so different from you, but then again you're more like me than you are Blake. So maybe she's got a thing for people like us... or?"

Sun laughed to himself, "She found her way into both our lives I guess." He said as he sat down and Yang followed his example and continued.

"Yeah, killed an Ursa that was trying to sneak up on me and she stood up for you when Weiss accused you of being a criminal. It was kind of a shock to find out she was a Faunus, I didn't have anything against it, it was just weird that she was able to keep it a secret from us for so long."

"All she needed was a bow, I'm not so lucky." Sun said as his tail shook around.

Yang laughed and carried on "I think it was before the dance, that's when some feelings began to develop for her. I saw how obsessed she was with finding Torchwick and I decided I needed to tell her something really personal about myself in order to get her to snap out of it."

"What did you tell her?" Sun asked.

Yang told Sun the story about her search for her mother that nearly got both her and Ruby killed when they were younger.

Sun looked at her with sympathy in his eyes. "Yang... I'm so sorry."

"Don't be. Me and my mom are square now. Anyway, me telling her that story got her out of it and she went to the dance with you... but she shared one with me first. I think.. I think that's when I began to have... feelings for her. Then Mercury happened, that little asshole faked breaking his leg or Emerald used some illusion thing on me... I don't know what happened but... Blake almost didn't believe me when I said I was innocent. Ruby and Weiss did but Blake needed convincing, she wanted to know that I was sure that Mercury tried to attack me. I told her I was and she believed me, knowing what I know now I think she was hesitant to believe me because of that Adam guy, maybe he started out good and accidentally hurt someone and then he... just started to like causing pain because he liked it and she didn't want me to end up like him." Yang said.

"If it makes you feel any better, when I thought you broke Mercury's leg I didn't think you did it on purpose, I thought you were just high on adrenaline or something like that." Sun said.

"Eh, it's okay." Yang said acceptingly. Sun looked at her and said

"Let's get something really awkward out of the here okay? I don't care if you love her like I do so I hope you don't hate me because..."

"Wait a minute! I don't hate you at all; I am not the jealous type dude! I don't care who she ends up with as long as she's happy, besides I swing both ways." Yang said with a sly grin.

Sun simply smiled as he laid back in the grass and snow on the hill.

A couple of hours later the five teen arrived to a medium-sized village known as Uisco as the sun began to set. Neptune and Scarlet noticed some men talking and could help but eavesdrop when they heard the word 'fighting'.

"You hear the fighting in the forest?" asked an overweight man.

"You bet I did, think it was those White Fang creeps?" asked his friend.

"You read my mind, next time an Atlas patrol comes though we report it, I don't want those sacks of crap trying to take our town over."

Neptune and Scarlet exchanged glances before they ran to catch up with Yang and Sun.

"We just overheard a couple of guys talking about the White Fang, maybe we got a lead." Neptune said.

"They also said they heard fighting earlier today, you think it could be Blake?" Scarlet asked.

"Maybe, but we should ask around first, try to find out for sure if it is the Fang." Sun said.

"And if they are here, it gives me a chance to test out my new arm." Yang said with a smirk as she clenched her steel fist.

They made their way to the Inn where they were greeted by the keeper.

"Ah, new tenants, are you looking for a room?" the old man asked.

"Maybe, right now we're on a mission." Yang said.

"Mission? I thought the Academies stopped sending kids as young as you on missions after what happened in Vale." The old man stated.

"Call it a mission of our own; we want to know if there are any White Fang scumbags around here." Sun said.

"They've been spotted in the woods but they keep their distance from the town... honestly you're not even the first ones to ask about them." The old man said.

"Who else has asked about them?" Sage questioned.

"A girl, a Faunus girl about your age, came in here night before last."

"Oh thank Oum." Muttered Sun.

"Please sir, was this girl pale with yellow eyes and long black hair with cat ears?" Yang asked hopefully.

"W-why yes. She's not in trouble is she?"

"We don't know, there was talk in the village about fighting in the woods." Neptune said.

"She... she told me that she was going to take care of some business in the forest but I had on idea she'd try to fight those criminals. Who is she really?" the old man asked.

"She's my friend and my partner sir and right now I think she needs our help now more than ever." Yang said as she looked to Team SSSN.

"She said people might come looking for her but she warned me they might be the unsavory type and you lot look okay to me, what's going on?" the innkeeper asked.

"We'll let you know later, right now we got a cat to save." Yang said as she and Team SSSN ran out of the inn.


Cinder sat in a chair and watched Jaune's 'training session' on the screen in front of her. Even she had to admit his fortitude and will was admirable, the way he saw through the illusion after only a few minutes was impressive, but the fact that he was able to resist the pain from the shock collar was amazing.

'Master was right, he does have potential.' Cinder thought to herself.

She watched as he shattered away the fake Pyrrha and she paused the video and watched as he used what appeared to be a Semblance. "That's odd." She muttered, she thought that Arc had not yet activated his Semblance and here he was using it.

"This is unexpected, but not unwelcome." Cinder said to herself. Arc's session had been very taxing on his body, his aura, and he was weak right now, vulnerable but the Semblance gave him power and Cinder couldn't have that.

"I think I know what Jude can do once he gets here." Cinder said, maybe Jude would be able to get some real information out of the boy. Cinder then brought up the recording of Ruby's session and she watched it several times and was impressed by just how powerful Ruby was. Cinder also took notice of her own powers and how it had taken a great deal of effort to subdue Ruby. She looked at the cut on her arm, still healing and was almost gone, but it was proof that Ruby was indeed a powerful Huntress.

Cinder shut off the screen and got up. She decided she would have a chat with her student once she woke up.


Weiss looked around to her comrades; Flynt was making sure his trumpet was ready as Neon loaded up Dust vials in her nunchacku-glowsticks, she noticed Weiss was looking at her and she gave the Schnee a confident thumbs up. Weiss smiled back as she looked to Team CFVY. Coco was loading up her purse with Dust cartridges, making sure she had enough spare ammo for the coming battle, as she knew they'd need it. Fox was adjusting his blades to his arms and it was at this moment that Weiss couldn't help but wonder if the scars on Fox's arms were the result of early inexperience with his chosen weapons. Yatsuhashi was didn't need to check his own weapon, as his greatsword could be pulled out at anytime to help his teammates. Velvet was checking her camera and selecting which moves and weapons she would mimic; Ruby, Sun, Yang, Weiss, Yatsuhashi, Coco, Blake, Penny, and Jaune were her chosen targets, with the help of her camera she could perfectly copy her friend's moves and create light-copies of their weapons.

Weiss could see each and every one of them was ready and they weren't backing down, and she couldn't help but mentally thank Oum for the friends she had made ever since she came to Beacon, after all she was doing this for the girl she considered to be her best friend.

Up ahead in Winter's private ship Winter and Qrow readied themselves. "I'll upload the virus once you give the signal that you're in the vault, remember you'll only have thirty seconds to take out the cameras so be quick about it." Winter said.

"We got it covered." Neon said as she spun one end of her nunchaku around.

"I hope so, I just received a text from Dr. Polendina, the bomb has been placed inside of Penny but once you destroy the cameras he'll be able to get it out quite easily. He has told me he has already made the preparations to restore Penny's memory." Winter revealed.

"He has?" Weiss asked, somewhat surprised.

"Yes, he says it is risky, but it will help you in the long run, as the act of compiling the memories, taking out the new ones and restoring the old ones will put Penny into a stasis mode for a while, it should make your job of carrying her much easier." Winter said to Yatsuhashi, who simply nodded.

"What if Ironwood puts two and two together and finds out you've been helping us?" Coco asked.

"If and when a fight between the General and Mr. Branwen here, I will pretend to help the General and allow myself to be taken out early in the fight, to convince the General that I had little to do with the raid." Winter explained.

"It's a risk, but we're gonna have to take it." Qrow said as he piloted the ship towards the Atlas Military HQ.

"We're almost here, if any of you kids want to walk out, here's the last chance." Qrow said. No one said anything. "Okay good, let's get this thing over with." He said as he landed the ship down. Winter looked to Weiss and gestured over to the edge of the landing platforms and Weiss saw their medium sized ship, long with a bubble turret in the rear above the three engines, a long area in the middle for passengers with one sliding door for an entrance, and topped off with the cockpit which had guns beneath it. Weiss nodded to her sister, understanding what she had to do.

Winter opened the ship's ramp and led the group towards the main building. Amelia still stood at the door and did a double take when she saw how many young Hunters-in-training were behind her.

"Pardon my intrusion Specialist Schnee, but are you starting a private class?" she asked.

Winter gave the woman a smile and said "No, Miss Adel and Mr. Daichi both fought Cinder's known accomplices Emerald Sustrai and Mercury Black so I decided we could use as much familiarity with the enemy as possible and they refused to come unless Miss Scarlatina and Mr. Alistair were allowed to come as well." Winter elaborated.

Amelia nodded, satisfied, but then she saw Qrow.

"Oh! Hello Mr. Branwen, we were not aware that you were coming! Should I tell General Ironwood that you have arrived?" she asked.

"No, I want to surprise Jimmy, don't spoil it." Qrow said with a wink.

They walked out of the main entry hall and came to the split up point. "Good luck and stay safe." Winter said as she hugged her sister.

"Same to you." Weiss said as she hugged her older sibling back.

"We'll make sure she stays unhurt, just do your part." Coco said to Winter.

"I intend to, remember Chamberlain will be the one you'll have to fight to get past the elevators but go easy on him, he's a friend after all." Winter said as she and Qrow made their way to and elevator.

"We'll try not to rough him too bad." Coco said as Weiss led them down the hallway that led to the vault elevator.

As the elevator ascended to the third floor Qrow took out Reaper and made sure it was ready. "I'll talk to him first, don't want to make too bad of a scene." He said before he took a swig from his flask for good luck.

"We're lucky you're such a drunk, fighting Ironwood will probably be seen as you finally succumbing to a long overdue alcoholic breakdown." Winter said dryly.

Qrow eyed her and then bust out laughing. "You're okay Schnee." He said.

Down in the elevator that lead to the vault Weiss and her group made the final preparations. Weiss took out her scroll and prepared to send the text that would let Winter know they were ready for her to black out the cameras.

"Did they really feel it was necessary to lock Penny up all the way down here?" Velvet asked as she closed up her camera.

"I guess they did, this was technically where she was born, so to speak." Weiss answered as the elevator stopped and the door opened up.

The seven teenagers quickly made their way to the heavy steel door and Weiss knocked on it so Polendina could let them in. The door slowly began to open up and Weiss sent the text to Winter.

Up on the top floor Winter received the text and quickly went to work, she was already logged in to the military's security network so it was a simple matter of pressing a button and the small, simple virus was uploaded to the network.

In the main security room the technicians had just spotted Weiss and her rescue team but they were soon baffled as the security cameras went black. "What the hell happened?" cried one of the lead engineers.

"I don't know, all of the cameras in the main building went offline." Said one of her underlings.

"Get them back! What about the other parts of the complex?" the lead engineer asked.

"No, oddly enough they're still on." Another technician reported.

"Whatever's going on it can't be good, call General Ironwood at once! Also, tell him about those kids that went down to the vault, I think he'll want to know about that."

Down in the vault the door finished opening and Neon said "Tell me where the cameras are now!"

"Two there, two there, one there, one above us, and two in the back." Dr. Polendina said and with that the speedy cat Faunus went to work, propelled by her rainbow Semblance as she went around, taking out the cameras as quick as she could with her nunchaku while Fox destroyed the cameras in the entry hall with his blades.

"Where's Penny?" Weiss asked.

"Here I am!" said Penny who somehow managed to get behind the team after they entered, startling them all.

"Ah! Penny! Don't do that!" Weiss cried, clutching her chest.

"Oh, hello Weiss Schnee, who are these other people?" Penny asked.

"Right now, we're your best friends in the world." Coco said as Fox got back into the room.

"Friends? You consider me a friend? But I don't even know your names." Penny pointed out.

"Coco, that's Fox, Velvet, Yatsuhashi, Flynt, and Neon. You clear?" Coco asked.

"Not really, but more friends is always a good thing." Penny said cheerfully.

"They are indeed Penny." Said Dr. Polendina as he grabbed her arm and led her over to one of the work tables. "Lie down Penny, I need to make a few last-minute adjustments before you leave."

"Okay father, are they going to accompany me to Haven?" Penny asked. While she knew some details of her mission: going to Haven, finding someone called Cinder, she had no idea at all about the bomb inside of her.

"Yes. I need you to deactivate for a few minutes Penny, it's okay, they all know." Dr. Polendina said.

Penny looked around at the new arrivals, trying to get a glimpse at Neon as she sped around finishing off the cameras.

"They know I'm not a real girl?"

"Yes." Weiss confirmed.

"And you don't care?" Penny asked, sounding amazed.

"Hey, you act like a person, or at least try to, and you have a personality so that makes you good enough in my book." Velvet said.

If Penny could produce tears they would have been happy tears.

"I like these new friends." Was all she said before she was put into stasis.

Dr. Polendina wasted no time and quickly opened up a compartment in Penny's stomach revealing two small, but powerful bombs.

"Whoa, I may not be a weapons expert but those look like two bad bombs." Flynt observed as Polendina nodded.

"Correct young man, they are the first of their kind to see use, they're aura detecting bombs loaded with highly volatile Dust, but should the bombs be hit by any sort of projectile that's powerful enough they'll go off early." Polendina said as he gently removed the two explosives.

Coco grabbed them and said "State of the art 'bang-bangs'? We'll take 'em with us, considering the crazy crap we'll have to face we'll probably need 'em." as she placed them in her purse.

"The fact that General Ironwood placed not one but two bombs inside of her is all the proof we need to say he's gone off the deep end." Fox said.

"Sadly we can't convince him of that, I've tried." Polendina said as he walked over to Penny's head. He parted her hair and took out a small scalpel and pressed it gently into the back of her head, prying open a small hatch.

He grabbed some tweezers and pulled out a small microchip. "Miss Schnee, please hand me that memory chip on my desk."

Weiss quickly grabbed it and gave it to him. "Is this...?"

"The first Penny's memory chip? Yes." Polendina confirmed as he replaced the new chip with the old one. He gently loaded it in, made sure it was properly connected to Penny's robotic mind and then sealed it off.

"There, it will take fifteen to twenty-five minutes for her original memories to register and for her newer ones to be deleted, but I must warn you there is the threat of some of her more recent memories lingering behind so she may be a bit confused." Polendina said.

"What about when Pyrrha accidentally tore her apart? I thought you said that it would damage her mind to remember that." Weiss pointed out.

"I took your advice and simply removed that part so hopefully Penny will remember everything up until her battle with the Nikos girl." The doctor said as Yatsuhashi picked Penny up.

"Okay, let's get a move on! The sooner we're out of this place the better." Coco said as she went to the door, only for the door to open and reveal Jackson Chamberlain, joined by twenty 300 model Atlesian Knights.


Meanwhile in Ironwood's office, the General sighed in relief as the security cameras for the main building came back online but he immediately became suspicious when the lead engineer mentioned Weiss Schnee and six other young Hunters heading down to the vault.

Ironwood lost his train of thought when he heard a voice of a guard outside.

"I'm sorry sir, but you can't go in there without clear..." the guard was silenced as he was smashed through the door by Qrow.

"Hey there, Jimmy. Got some free time?" Qrow asked.

"What the hell are you doing Qrow?!" Ironwood cried as Qrow walked into his office.

"Funny you asking me that considering what you're trying to do with the robot girl." Qrow said with a glare as his hand clenched around Reaper.

Ironwood sighed and said "So you know."

"I had to tell him sir, I know you two have had your differences in the past but I thought your plan was such a reckless and dangerous move that I had to do something to stop you. I figured that he could get you to see reason but I had no idea he'd react this strongly," Winter said as she got between them, her sword out, acting as if she would get in front of Ironwood should Qrow attack.

"And what of your sister? My technicians said that just before the cameras went down she and six others were going to the vault. I want an explanation now!" Ironwood demanded as he took out his revolver.

"Weiss wanted a chance to say a final goodbye to Penny, the others have been recruited by my sister to help her collect data on our enemies." Winter lied.

"Forget about the kids, Jimmy. You've got one minute to give me a good explanation for this bat-shit crazy plan of yours and why it won't be the biggest case of 'coming back to bite you in the ass' in the history of existence. If you can I'll walk away, if you can't I'm kicking your half-metal ass to Vale and back." Qrow threatened as he transformed Reaper into its sword form.

"I don't have to explain myself to you Branwen. I... ugh!" Ironwood cried out.

Qrow and Winter looked to each other in confusion as Ironwood clutched his head and groaned in pain. Qrow noticed Ironwood's mechanical hand was twitching.

"Oh shit." Qrow muttered.

"What's wrong?" Winter asked.

"I've seen this before. Ironwood is being..." Qrow couldn't finish as Ironwood fired at him and he was forced to duck.

"You will not meddle in my affairs Branwen, leave now." Ironwood ordered.

Qrow gave off his usual cocky smirk as he held Reaper up and said "Make me, Jimmy."

"If you insist." Ironwood said as his flesh hand took his revolver and his robotic one transformed into a large, sharp blade. "As you can see Qrow I've had some updates."

"I like it, now we can have a fair fight!" Qrow said as he charged.

Two blades clashed, but not Ironwood's and Qrow's. Instead Winter had blocked Qrow from fully engaging Ironwood.

"What's the matter with you?!" Qrow yelled.

"We can't just attack him!" Winter said, playing the part of the still loyal agent.

Qrow winked at her and said "He's out of control; he needs to be stopped before he gets innocent people killed!" He surged forward and parried with Winter who tried to slash Qrow across the chest but he easily evaded it.

"I thought you were going to talk to him!" Winter reminded him.

"Actions speak louder than words." Qrow said before he used his strength and speed to smash into Winter and knock her into the wall as he held his sword to Ironwood who blocked it with his arm-blade.

"Snap out of it Jimmy! I know you're an asshole but you aren't that big of an asshole! Fight it!" Qrow cried as he quickly turned around to parry an attack from Winter, keeping up the charade that she was still on Ironwood's side.

Ironwood took his chance and landed a hit on Qrow's arm.

Qrow cried out in pain before he flipped over Winter and landed behind her.

"Let's take this outside." He said as he activated Reaper's gun mode and blasted Ironwood's window open. He darted past them and jumped out the window.

"Crazy, drunken fool. Should we call security?" Winter asked.

"No, we shall deal with him personally Specialist Schnee. We will discuss you actions later but right now we must stop Branwen, if he escapes he'll ruin everything." Ironwood said.

Winter saw Ironwood's face twitch, seeing what Qrow had saw. She couldn't help but wonder what Qrow was going to say.

She created a Glyph around them. "Hold on General." She said as she launched them out the shattered window and into the courtyard below. She landed perfectly with little problem but Ironwood landed roughly, his cyborg body creating a spider-web crack in the pavement as he landed on his feet.

Qrow stood in front of them and said "Well let's go, we ain't got all day."


Chamberlain was completely confused at the sight of Weiss, Flynt, Neon, and Team CFVY in the vault.

"What the hell are you doing here?" he demanded.

"Flynt, make some noise." Weiss instructed.

"You got it Schnee!" Flynt said as he created the Killer Quartet and blasted the Knights with four powerful sound-waves, damaging their audio receptors. The Knights were off balance but they could still fight as they opened fire on the teens with their wrist mounted blasters

"Get behind me!" Velvet cried as she got in front of Penny and Dr. Polendina. Everyone gathered around Velvet and she used her camera to create larger versions of Akouo and Crocea Mors' shield which absorbed the blasts for them, protecting them but not the lab as laser bolts went everywhere.

"Fox, go for the legs!" Coco said, Fox nodded and quickly jumped over and landed crouched down and he slammed into the Knights, using his blades to sever their legs and then stab them in the torso. He managed to take six of them down before they managed to shoot him in the side.

"Velv, lower the shield!" Coco ordered. The rabbit Faunus did so and Coco opened fire with her minigun, which still had the bombs protected inside. She mowed down the Knights, aided by Flynt who blasted them up with the sound-waves and Yatsuhashi who tossed his greatsword at the Knights, decapitating two of them.

Weiss created a black Glyph, she launched herself into the air and landed behind Chamberlain as she held her rapier to his back.

"Stand down." She ordered.

"Miss Schnee do you realize what you're getting yourself into?" Chamberlain asked as he tossed down his gun.

"I'm stopping General Ironwood from making a mistake that could lead to Atlas' ruin! If you had any sense in you you'd help us!" Weiss said.

Chamberlain nodded and said "Sad thing is I agree with you."

"What?" Weiss asked.

"I won't try to stop you, I know what Ironwood is doing is wrong and will cost us greatly if the truth ever gets out. I can't do much to help but I won't get in the way." Chamberlain said.

Weiss lowered Myrtenaster and said "Thank you."

Coco and Velvet ran to Fox. "Come on buddy, get back up, we can't have you hurt." Coco said.

"I'm okay, little banged up but I'm fine, my aura will take care of it." Fox said as he got back on his feet.

"We should probably make ourselves scarce, don't want anymore unwanted interventions." Flynt said as he left the room.

Yatsuhashi nodded as strapped his sword to his back and grabbed Penny.

"Take care of her, please." Polendina pleaded.

"No harm will come to her under our watch, I promise you that." Yatsuhashi swore.

"Don't worry doc, we'll get her back to you without a hair or even a bolt cut." Coco said as she made sure her minigun was ready for another bout.

"Thank you, thank you all." Polendina said as he took a last look at Penny and kissed her forehead. "Go out there and help save the world Penny."

Chamberlain walked up to Yatsuhashi and said "Hit me."

"Why?" the large teenager asked.

"Because it needs to look like I put up a fight, you're the biggest so knock me out." Chamberlain explained.

"Coco." Was all Yatsuhashi said.

"Coco? I..." Chamberlain was knocked out with one smack from Coco's purse.

"Nice guy." Coco quipped as she and her team followed Weiss, Flynt, and Neon out of the lab.

Dr. Polendina watched as his daughter and her friends ran off, all he could do now was pray he would see them again.

Weiss and the others got into the elevator and it began to ascend to the first floor.

"I'll run ahead and prep the ship and get it ready, Coco and Flynt I need you two to be in charge of making sure everyone else makes it." Weiss said.

"You got it." Coco said.

"Can do." Flynt added before he looked to the team, "Okay, Neon and Fox, you two to make sure Yatsuhashi and Penny don't get hit."

Fox and Neon nodded and they went to Yatsuhashi who was carrying Penny.

"Me, Velv, and Flynt will be the main targets since we'll be the ones making a lot of noise, literally in Flynt's case." Coco joked.

"We'll help you guys out if things get crazy." Neon said.

"Thing's are already pretty crazy." Velvet pointed out.

"... well crazier." Neon corrected.

The elevator reached its destination and once they got out they were confronted by three human Atlas guards.

"Hey! You're not..." a guard said before he was silenced via Neon's nunchaku. Neon made short work of the three guards as Flynt ran forward and used his trumpet to shatter a window open.

"Get moving Schnee!" he said. Weiss nodded and quickly created a black Glyph and she launched herself out of the window. She landed on her feet some twenty meters away and she repeated the action. She jumped across the complex like this several times to get to the ship faster.

Inside the building Yatsuhashi had already jumped out with Penny, followed by Neon, Fox, and Velvet.

"Stop right there!" yelled another guard who was running at Coco and Flynt with nine other human guards.

"I'll handle them." Coco said and she transformed her handbag into its minigun form and opened fire on the guards, forcing them to take cover behind pillars and in doorways. Flynt jumped out and Coco quickly followed him. "Get moving!" she yelled to the others

"Halt!" yelled another human guard, but he was quickly knocked out with a mighty punch from Yatsuhashi.

"Well we're in trouble." Velvet muttered as guards surrounded them.

"What's going on over there?" Neon asked. Everyone looked across the courtyard to see Qrow fighting General Ironwood and Winter.

"Well that can't be good." Fox said in annoyance as he held up his arms, ready to fight. "Orders?" he said to Coco.

"Fight as hard as you can and don't go down unless I say you can go down." Coco said as she smashed her purse into a guard.

The battle began.

Qrow slammed his sword into Ironwood's blade, the angle of the clash and the friction created sparks as the two blades slid against one another.

"Give it up Qrow! You can't possibly win this!" Ironwood yelled.

"Don't have to beat you Jim, just have to keep you busy for long enough!" Qrow said before he jumped up and landed a mighty kick on Ironwood's face. Qrow exchanged glances with Winter and she nodded, they needed her to get out of the fight while convincing Ironwood she was on his side.

Winter and Qrow's blades smashed into one another, creating a powerful shower of sparks from the impact.

"Ready Ice Queen?" Qrow asked as he parried and blocked.

"As I'll ever be." Winter answered as she slashed and thrust her sword forward.

"Yes! Specialist Schnee! Do it!" Ironwood cheered as he got up. He then turned and saw Team CFVY and half of Team FNKI battling his troops, taking them down with middling difficulty.

He could see Yatsuhashi carrying Penny forward through the carnage and now it became clear to him. Qrow's insane attack on him was nothing more than a distraction so these brats could take the robot.

Ironwood turned to see Qrow transforming Reaper into its scythe form and then he went to work on Winter, hitting her in both of her hands, forcing her to drop her weapon. He smashed her with the backside of Reaper in the head and knocked her to the ground.

"Nice fight Ice Queen." Qrow said, he turned around only to get a metal fist to his face. Qrow was sent sprawling on his back on the ground, he looked up and saw Ironwood standing above him with his revolver pointed right at Qrow's head.

"You thought this would work?! You think you and those kids can stop me?! I knew you were a drunk Qrow, but I never took you for a total idiot!" Ironwood ranted.

"Not my plan." Qrow said. He quickly rolled and avoided Ironwood's shot. He jumped up and slammed Reaper into Ironwood, pinning him against a wall.

"Snap out of it Ironwood! Jimmy... James, listen to me; you are better than this, no matter how many stupid cracks I've made about you. I saw your twitching, I've seen it before! Someone is messing with your mind and using you but I know you can fight it. Come on Ironwood, you are smarter, stronger, and better than whoever is doing this to you." Qrow said.

Ironwood's face began twitching and a look of horror and helplessness spread on his face. "I... no... you're wrong... Qrow, help me! Stop me before it's too..." Ironwood shut up and his face hardened. "No!" he yelled as he slammed his legs into Qrow's torso. Qrow fell to the ground as Ironwood got a shot of his revolver off, hitting Qrow in the leg.

"Son of a bitch!" Qrow screamed in pain as Ironwood aimed his revolver at Qrow's head.

"You have gotten in my way Branwen and now you're going pay for it." Ironwood said.

"No!" cried Winter, she grabbed her sword, jumped up and slammed into the General before he could pull the trigger.

She quickly grabbed Qrow's hand and helped him up. "You alright?" she asked.

"I've had worse shots; this is like the sixth or seventh time I've gotten shot in this leg to be honest." Qrow joked.

"You traitor! Why are you working with him?!" Ironwood yelled as he got up.

"To stop you from making a mistake that everyone will regret." Winter said firmly as she held her ground.

Ironwood saw that Atlesian Knights were arriving, flying down and surrounding Qrow.

"Specialist Schnee is a traitor to the Kingdom of Atlas, take her and Branwen down!" Ironwood ordered the Knights.

Qrow quickly sliced apart a Knight that lunged for Winter while she decapitated a Knight that was aiming for him.

"I have a way out but not for both of us, what are you gonna do?" Qrow asked as he spun Reaper around, deflecting the laser blasts.

"I'll be fine, they can throw me in prison but they cannot execute me. I am doing what is right Qrow, I will find comfort in that." Winter said as she cut a Knight's arms off.

Ironwood gritted his teeth, all the while his head was pounding as it felt like there was a battle inside his mind as well.


Weiss climbed into the pilot's seat of the airship and started it up. "Come on, let's make this snappy." She muttered as she checked to make sure the engines were firing properly. "Okay, main engines are go, emergency boosters are low but I think we can handle that, guns are good..." she said as the ships engines revved up and she began to lift up in the air.

Across the courtyard Velvet made a facsimile of Crescent Rose and smashed it into a duo of Atlesian Knights, then she spun it around to deflect the laser blasts from the oncoming guards before Flynt blew them away with his trumpet. Velvet nodded to him in appreciation as she created a copy of Penny's swords and she sent them flying at more Knights, cutting them apart like paper. Her ears detected a Knight attempting to sneak up behind her so she quickly exchanged her copy of Penny's swords for one of Yang's gauntlet and she smashed her hologram covered fist through the robot's head.

Neon raced all over and around them, her rainbow trailing behind her as she punched, kicked, and hit the Knights and guards with her nunchaku-glowsticks, chanting "Never miss a beat!" the whole time as she did so. She jumped up and smashed her roller-skated foot onto a guard's head and she hopped to another one and took him out while she tripped another guard with her tail.

Fox was moving as swiftly as he could with his blades making deadly cuts across the Atlesian Knights. He was trying not to engage with any flesh and blood guards as he didn't want any deaths on his conscience and the blades were very deadly, the damage it was doing to the Knights was proof of that, along with the scars on his body. He sliced a Knight in half while he decapitated another. He saw a human guard attempting to sneak up on Coco so he ran forward and smashed the guard in the back with an Aura infused punch.

Coco noticed this and smiled, "Nice work Fox." She said with a grin, she winked too, but he couldn't see that behind her glasses.

Coco smashed her purse into a Knight, smashing through its torso and then she smashed it into a trio of organic guards who were trying to rush her. "Rushing, yeah, that'll work." Coco snarked as she rolled her eyes. Laser blasts began to rain down upon them from the sky as flying Atlesian Knights opened fire on them. "Ha! Death from above, death from below!" Coco yelled as she began shooting down the Knights. Metal bodies fell from the sky thanks to Coco, taking down a big problem for the team.

Flynt gave Coco cover fire as he and his Killer Quartet, using the sound-waves from the trumpet to blow any ground based guards away. "Schnee better hurry up, we're keeping 'em off of us for now but I don't know how much longer we can keep this up!" he said to Coco as he slammed his fist into a guard's face.

"There she is!" Yatsuhashi cried as the ship came towards them.

Inside the cockpit Weiss could see that reinforcements were arriving to attack the rescue team with three Paladins among them.

"Oh no you don't." Weiss muttered under her breath as she grabbed the main gun trigger. She pulled it and the mighty laser blast hit one of the Paladins and sent the guards around it flying. Weiss landed the ship as she continued to fire at the Paladins, taking out another one as the rest of the team got it.

Neon and Fox quickly jumped in as Yatsuhashi stormed after them. He placed Penny in a chair and strapped her in. "We are leaving now!" he called to the remaining three who had yet to get in.

Coco backed up as she fired at the guards, watching in astonishment as Weiss blew up the remaining Paladin. "Nice light show!" she said.

She noticed a new group of airborne Atlesian Knights dive bombing her, she quickly began shooting at them but one landed in front of her tried to blast her but Velvet quickly saved her leader by stabbing a photo-copy of Myrtenaster into the Knight's face.

"Thanks for the save Velv." Coco said as they hopped into the ship after Flynt.

"Get us out of here, Schnee!" Flynt cried.

"Gladly." Weiss called as the ship's shields took the hits from the lasers.

"What about Winter and Qrow?" Velvet asked.

Weiss had been too busy with the ship and the Paladins to notice Qrow and Winter's battle.

"Oh no." Weiss whispered to herself. She flew the ship towards Qrow and Winter still battled Ironwood and the Knights.

Winter saw this and yelled "No! Weiss get out while you can! We will be alright." Winter promised.

Weiss didn't know what to do. She wanted to help her sister but the ship began to shake from the laser fire hitting the shields. Fox had manned the turret and was returning fire but it wasn't enough to drive the army away.

"Go!" Winter ordered.

Weiss held back tears and she controlled the ship to ascend to the sky.

"No!" Ironwood yelled as he took out a radio, "Bring out the Eagles! Have them stop that ship before it can get too far but instruct them to only use their guns, no missiles!" he yelled to the crew inside main control room. The Atlesian Eagles were a newly developed battle airship piloted exclusively by Atlseian Knights, while they had not been in many battle they were more than capable of catching there insurrectionists.

Winter slammed her sword into Ironwood's blade. "General, if Qrow is right then we are all in danger! Don't you see, you are playing us right into the enemy's hands?!" Winter cried.

"You don't know what you're talking about!" Ironwood yelled as he clashed his blade against Winter's. He bashed his forehead against hers and then he kicked her in the gut.

Winter rolled out of the way before he could stab her. She jumped up and landed besides Qrow. "You need to get out of here." She said.

"I don't like leaving someone behind!" Qrow said.

"Too bad, I swear to you I will be fine. Now go and pull off your magical escape!" Winter ordered.

"You know what Schnee, you're not such a cold bitch after all." Qrow said cockily before he began running towards Ironwood, putting Reaper away.

"And you're not such a drunken idiot after all." Winter shot back with a smirk.

"What is he doing?" Ironwood wondered to himself as he saw Qrow take a few hits from the lasers but he was barely flinching.

Ironwood tried to fire at Qrow but Qrow simply jumped over him and made his way behind one of the nearby buildings.

"After him!" Ironwood ordered as a squad of guards gave chase. He turned around to see Winter who was now surrounded by three dozen guards.

"I surrender." She said calmly.

Ironwood glared at her and said with a glare "I'll have you court martialed for this."

"I will face any trial with a clear mind sir. What I have done, I did because you gave me no choice." Winter said with a cold stare.

Ironwood clenched his metal fist as the squad that had chased Qrow returned.

"Branwen has escaped sir!" the squad captain reported.

"What?!" How could he possibly...? Damn it!" Ironwood yelled.

Winter smiled to herself. Maybe Qrow did pull a magic trick after all. She looked up into the sky and thought her mind was playing tricks on her when she saw a crow flying away.

Ironwood held his revolver to Winter's head, his hand subtly shaking. "Where did he go?!" he yelled.

"I don't know, he said he had an escape plan for himself but he never told me." Winter said.

"Where is your sister and her little friends going? Penny Polendina is property of the Atlas Military and we cannot allow those idiotic..."

"I won't tell you. Torture me if you want but I won't tell you anything, sir." Winter spat.

"Throw her in the stockade." Ironwood ordered a female lieutenant who saluted him.

"Right away, General Sir! Come on traitor." The Lieutenant said as she forced Winter along.

Ironwood watched as the Atlas Eagles soared over head after Weiss. One way or another, the younger Schnee wouldn't get far.


Elsewhere in the Headquarters a voice spoke to Salem.

"Mistress, there have been some complications with the Penny Polendina plan..."

"What sort of complications?" Salem asked.

"It was the Schnee girl; she and six other Hunters-in-training hijacked her from us and flew off. You might like to know that Qrow Branwen was with them."

"Branwen. I should have known he'd stick his nose where it doesn't belong. Have the young ones gotten away?" Salem inquired.

"Ironwood has sent Eagle Fighters after them but I doubt they'll do the job. Winter Schnee was an accomplice and we have her in custody, should I have Ironwood execute her?"

"No, do something too drastic and people will lose faith in Ironwood, the few who know about Penny's mission were told it was for the greater good but Ironwood killing someone will raise too many eyebrows, even among the Atlas council, so keep her alive for the time being." Salem instructed.


Weiss wiped a tear from her eye as Atlas went by them far below.

"Weiss, I'm sorry about your sister." Velvet said, trying to comfort her friend.

Weiss nodded somberly as she piloted the ship ahead to the sea.

In the main passenger area Coco looked to Penny and asked "How much longer is she supposed to be out of it?"

Flynt took out his scroll and looked at the clock. "Doc said it takes about fifteen to twenty-five minutes, it's only been nineteen." He said.

"What do you think she'll be like? Will she remember both sets of memories or just the original set?" Velvet asked.

"The doctor said she'd mostly remember the original, but some stuff from the newer set might linger." Flynt reminded Velvet.

"Heads up, we got company!" Fox cried from the turret. He could see that behind them the group of seven fighters were flying after them.

"How many?" Coco asked.

"About seven, I'll try to blast them down." Fox said as he turned the turret around and began firing.

The Eagles began opening fire with searing lasers, getting a direct hit on the rear of the ship as well as several spots on both sides.

Weiss cried out as the ship shook and bucked. "Oh no..." she muttered as she swerved the ship down to avoid any more blasts. This gave Fox the perfect opportunity to fire and his shot hit one of the Eagles dead center underneath, blowing it up.

"Whoa! I hope that guy had a parachute." Neon said.

"I don't think we have to worry about fatalities, I don't think they're being flown by anyone alive." Velvet said as she held up her camera to a window and zoomed in on one of the fighters, seeing an Atlesian Knight at the controls.

"Oh, well that's a relief." Neon said.

"Might wanna get back, kitty cat." Coco said as she walked up, she looked to Velvet and said "Yo Velv, it's time for a double barrage." Coco said.

"This high up?! Coco are you mad?!" Velvet cried.

"A little, one of those Knights got me." Coco said, revealing a place on her arm where a laser had badly grazed her.

"You going to be okay?" Velvet asked as her camera created a double of Coco's minigun.

"I'm fine; aura's taking care of it. Everybody strap yourself in!" Coco shouted.

"Do what she says, we tried this on a pack of Grimm back in our first year." Yatsuhashi said as he fastened his seat-belt. Flynt and Neon wisely took his advice.

"Weiss! I don't wanna risk getting sucked out to pull this trick off, lower us down!" Coco called.

"What are you trying to do?" Weiss asked as she began lowering the ship as fast as she could.

"Even our odds." Coco said.

Soon they were low enough, about they were forty feet above the ocean all told, Coco and Velvet slid open the door and used their miniguns to shoot the Eagles that were getting too close for comfort. They both managed to hit one, Coco had blasted through the cockpit and hit the Knight piloting the craft while Velvet shot apart a control console, so two ships went down. This act was enough to get the remaining four Knights to pull back.

"You should have a clear shot Fox!" Coco called to her partner as she closed the door.

Inside the turret Fox concentrated on the farthest Eagle and fired, hitting it directly in the cockpit, resulting in a huge explosion.

"Chalk another one up for me." He said as he kept firing at the ships to keep them at bay.

Weiss sped up as the ship approached a large, rocky island with several Nevermore visibly flying around, keeping guard over the land mass.

Weiss had an idea, an insane idea but one that could really help them out. She knew it was risky but she asked herself one question: 'What would Ruby do?' she thought.

Weiss sighed and said "Everyone hang on! We're taking a little detour."

Velvet quickly strapped herself into the seat nest to Yatsuhashi as Coco held on to a railing on the wall.

"What are you...?" Coco tried to say before Fox interrupted her.

"Why are we flying towards that Grimm infested island?" he asked.

"Are you insane?!" Velvet cried.

"My easy going nature is being very tested right now." Coco said.

"Relax everyone; I know what I'm doing..." Weiss said before she muttered "I hope."

Just then the ship began to shake and buckle violently with a mighty crash.

"What happened?!" cried Neon.

"Those fighters hit one of our engines! We have to get rid of them now!" Weiss cried.

"Whatever you're gonna do Schnee you better do it fast!" Flynt shouted.

"Right, Coco! Get one of those bombs ready!" Weiss said.

Coco nodded, beginning to understand what Weiss was going for.

"Ruby if I die doing this I will come back and haunt you." Weiss muttered as she dove the ship down to a long canyon on the island where many of the Nevermore were nesting. The loud ships zooming through their nesting sights naturally disturbed the winged Grimm so they began to attack, crashing into the ships, but the craft remained steady with the Eagles opening fire and blasting the larger Nevermore away, attracting the avian Grimm to the Atlesian ships.

"Okay listen up! Here's my idea; Coco, open the door and toss the bomb, Fox you track that bomb and blast it. The resulting explosion should take care of most, if not all, of those fighters!" Weiss said as she avoided hitting a Nevermore

"That's pretty crazy Schnee, but sometimes crazy works, so let's hope this is one of those times!" Coco said as she went to the door. She opened the door only for a young Nevermore to lunge at her.

Coco drew back to reactivate her minigun, but the young Grimm was quickly killed with a stab to the chest from Yatsuhashi's greatsword. As it disintegrated Coco grinned at her massive comrade, "Thanks Big Y." she said as she tossed the bomb out. "Shoot it, Fox!" she yelled.

Fox swung the turret around and carefully tracked the explosive device as it crashed into the rocks below. He pulled the trigger and after a mere second a mighty ball of fire and Dust exploded through the canyon, disintegrated most of the Grimm and two of the remaining Eagles.

Weiss let out an uncharacteristic cheer of exhilaration as she outran the fiery blast as the ship rose up above a cliff.

"Don't celebrate yet, we still got one more ship on our tails." Fox said.

"Let me take care of it." Weiss said as she preformed a U-Turn to face the last Eagle, but not before taking one more hit to the engine. Weiss pulled the trigger on the primary guns and a small series of powerful lasers blasts smashed into the Eagle and the hostile ship burst into flames. Weiss quickly rose the ship up so the burning wreckage would not crash into their ship as it hurtled into the cliff behind them.

"Nice work Schnee! Now get us out of here before those Nevermore recover." Flynt called from his seat.

Weiss nodded and she quickly maneuvered the ship and departed from the island as fast as they could as Fox blasted away any Nevermore that attempted to follow them.

"We doing okay Weiss? We took a beating back there, I want to know if we can make it." Coco asked.

Weiss looked at a readout on one of the diagnostic screens and did not like what she saw. She sighed and said "We can't make it to Shade but I'm pretty sure we can make it to Haven with what we have now." Weiss said.

"Okay, so what are we gonna do about NDGO and BRNZ?" asked Velvet.

"I can call Professor Goodwitch and ask her to have them transported to Beacon; I know she has the ability to do that." Weiss said as she flew the ship to the east, rerouting their flight path to go to Mistral.

"Sounds good to me, now what about..." Coco was cut off by the voice of Penny.

"What's happening? What's going on? Where am I?" she asked.

Weiss, Coco, and Velvet all looked back to see Penny struggling to undo her seat-belt.

"Are you alright?" Yatsuhashi asked.

"Oh! Uh... I think so, you're that rabbit Faunus girl's teammate, right?" Penny asked awkwardly. Yatsuhashi nodded as Coco and Velvet came back to see her.

"Penny, what do you remember?" Velvet asked.

"I remember talking to Ciel about my fight with Pyrrha... but at the same time I remember talking to my father... I don't really understand it. Where are we?" Penny asked.

"We're on a ship going to Haven." Velvet answered.

"Haven? Aren't we supposed to be in Vale at the Vytal Festival?" Penny asked.

The five teens in the passenger area looked at each other.

"Should we tell her?" Neon asked.

"I'm not really sure." Coco admitted as Weiss entered the passenger area with the ship now on autopilot.

"Hello Weiss! Where is Ruby and the rest of your team?" Penny asked.

"Penny, listen to me; Ruby is in big trouble and she needs our help." Weiss said as she knelt down in front of the robot girl.

"Are we going to help her?" Penny asked.

"You bet." Coco answered.

"Good, I will do anything I can to help her." Penny said before she began remembering her earlier questions. "What happened? Why am I... I seem to be remembering two different memories at once but one of them is fading." She said, feeling confused.

"Penny, everyone knows the truth about you, we know you're a robot." Weiss said.

Penny's eyes widened and she looked around. "Aren't any of you disturbed?" she asked.

"We were all a little freaked out when we found out, but hey you seem to be an okay kid to me." Flynt said.

"We already went over this, but yeah, we're okay with you being a robot." Neon said.

Neon's words made Penny concentrate on her weaker, fading memories. "I think I remember that, you guys telling me you knew I wasn't a real girl but you would be my friends regardless... was my memory damaged?" Penny asked.

"Somewhat, you did fight Pyrrha but it was all a big trick by someone very dangerous Penny, a woman called Cinder Fall. Pyrrha accidentally used her Semblance and tore you apart in front of everyone watching the tournament. Your father rebuilt you but didn't restore your memories until today because he was afraid remembering your own death would hurt you but he found a way around that. We came to rescue you to stop General Ironwood from doing something very bad with you and we managed to pull it off and save you." Weiss explained.

Penny just stared at her for a solid minute without saying anything.

"Uh, is she okay?" Neon asked.

"Maybe all this information was too much for her, I know it would be for me." Velvet said before Penny snapped to attention once more.

"I think I understand it, but it's a lot to take in. Is Pyrrha all right? I hope she doesn't blame herself for what happened to me." Penny said.

There was an uncomfortable silence.

"Penny, after you were demolished the Grimm and the White Fang attacked Beacon, a lot of people died and Pyrrha was killed by Cinder." Weiss said.

"Oh. I... I'm so sorry." Penny said sadly.

"Penny, we need your help; Cinder's in Haven and she has captured Ruby and Jaune. From what we know she won't kill them but Ren and Nora need our help to rescue them. Will you help us?" Weiss asked.

Penny looked at the Schnee heiress and said "Of course I will. Ruby is my best friend! Of course I will help you!"

Weiss smiled, "Thank you, she'll be happy to see you again, I told her that you had been rebuilt but that your memories were gone. She'll be overjoyed to see you back to normal."

"I will do anything I can to help Ruby, I promise." Penny said.

"Okay, so we're all nice and happy but I think we should get to Haven before Atlas can send anymore of those airships after us." Coco said.

Weiss nodded in agreement, "Explain the rest to Penny while get back to flying the ship. I'll need to call Professor Goodwitch and Ren." She said as she walked back to the cockpit.

She took out her scroll as she got back into the pilot's seat and called Glynda, who quickly answered.

"Miss Schnee, has everything gone to plan?" Glynda asked hopefully.

"Our part of the plan went as we expected Professor but we're not sure about my sister or Ruby's uncle." Weiss said.

"What happened?" Glynda asked.

Weiss explained the situation as well as she could to her teacher, telling her that they had successfully rescued Penny but she did not know about Qrow or her sister, explaining the fight she saw between them and General Ironwood.

"I see, I have known Qrow for years, he always finds a way out of these messes and I am confident your sister will be alright, she is a highly respected figure in her field of work and James could not do anything to her without risking his business with your family's company or his own reputation." Glynda said.

"I hope so Professor. We're heading to Haven right now, our ship took a bit of a beating and I don't think we can make it to Vacuo. Can you find a way to get Team NDGO and Team BRNZ?" Weiss asked, remembering that earlier today they had agreed to join them.

"Of course, the headmaster at Shade was a friend to Ozpin, she will be more than willing to lend a hand." Glynda assured the young Huntress.

"Thank you Professor, we'll be in Haven by tomorrow so wish us luck." Weiss said.

"Good luck Miss Schnee and I hope you and your team will have a safe journey." Glynda said.

"Don't worry about that Professor, if anything the worst of it is over for now." Weiss said as she flew the ship towards the east as the sun set behind them.


Fotia stood in front of her Grimm partner, the Wyvern. It growled at her slightly but Fotia had come to see it as a form of affection, or as close to the act as a Grimm could get. She rubbed its muzzle and it closed its eyes and let out what Fotia considered a purr.

"You're not so bad, are you?" she said gently as she lovingly pet the large beast in front of her.

She was doing this to try and get her mind off what had been going on around the factory recently. Ever since the two new arrivals had come her comrades had been acting a little odd; Cinder had been acting distant and Emerald was behaving as if she was nervous, their encounter earlier was proof of that, sadly Mercury was the only one acting like his usual self.

Neo was a bit of an enigma, always had been and most likely always will be, but Fotia was still confused as to what she meant when she said 'don't trust them'.

Who did she mean? Was she referring to the newcomers or could she be insinuating that Lady Cinder and Mistress Salem were not to be trusted? That was unbelievable! After all they had done for her she would trust them with her life.

But Neo apparently trusted Fotia enough to speak to her, something she noticeably did not do with the others so what did it mean?

Fotia had no answers and she hated it. She never liked to left in the dark, her old family had lied to her about so many things such as how she would always be a useless brat who would never amount to anything.

Fotia smirked inwardly and though 'I showed them.'

Her thoughts wandered to the newcomers; Ruby Rose and Jaune Arc. They had began their training today and they apparently had been rather difficult to deal with as Mercury had told her that the Jaune fellow had forced Mercury and Emerald to get physically violent with him because he resisted so much. She had heard his screams and she had seen the blood on the floor, so obviously he had put some sort of fight and judging by Emerald's nervous appearance after the session he must have done something to them. She had asked if she could help with their training but Cinder forbid it, said that she was not experienced enough to take part in it.

Why would this Jaune Arc resist? Could he not see how horrible the world was? How badly it needed Mistress Salem to purify it?

Ruby Rose was also a problem, she had overheard some of the guards talking about the training session between Ruby and Lady Cinder and she had even felt it earlier, a mighty clash of Aura, unlike anything she had ever felt before. The guards said the battle had torn up the throne room and it would take a few days for it to be presentable again so obviously this Ruby Rose was a threat if she could stand against Lady Cinder like that.

Just then Wyvern growled and lifted its head up, looking at something behind Fotia. The dragon rider turned around and saw nothing there; until she looked down and saw a card lying on the ground.

She made a gesture to calm the Wyvern down and then she walked over and picked the card up. It was the keycard for one of the prison cells with a small sticky-note on it that read 'Open this door and you will find an answer.'

Fotia was not very curious. She looked around but saw no one else in the underground cavern, save for a few Grimm Knights who stood guard.

She was very tempted to just give this keycard to Lady Cinder, but the recent happenings had made Fotia suspicious. Neo's warning, the odd training sessions she was not allowed to witness, and that strange voice she had heard earlier in the training room.

Something was going on and Fotia needed to find out what. She decided she would use this card to find this 'answer'.


Ruby sat alone in the dark cell she was being kept in. It had been about five hours since the grueling battle between her and Cinder and she had only been awake for two hours. Her body was still sore from the fight and she could feel how drained her Aura was.

She had already looked around the cell and found no way to get out from the inside and the binders she was kept in kept her aura down. Ruby was wondering how she had managed to even put up that big of a fight. Maybe the sight of Cinder had just sent her into a blind rage and this time Cinder wasn't threatening Jaune to protect herself from Ruby's eyes.

Ruby now began to think about her eyes. If these eyes really did hold some legendary power then why couldn't she do anything right with it?

Why couldn't she save Pyrrha? Why couldn't she defend herself? Why couldn't she defeat Cinder earlier today? The entire time she and the others were on their journey to Haven they had run into Grimm over a dozen times and not once did her eyes do anything to them.

It didn't really make any sense, but than again why should it? Nothing really made sense anymore. Uncle Qrow had once told her the older you got the more simple things would become confused. She now knew how right her uncle was.

Ruby was ripped away from her thoughts when the large metal door of her cell opened up, revealing Cinder Fall.

"Hello Ruby, did you have a nice rest?" Cinder asked as she and several Grimm Knights walked in.

"What do you want?" Ruby snapped.

"Temper, temper, why are you so hostile? I have helped you so much today; you now have a great taste of your true power. While you may not understand it completely you will soon be able to have a greater control over it." Cinder said.

"I don't care about this stupid power because so far it hasn't done anything for me." Ruby said bitterly.

"You soon will Ruby; it will help you greatly once you see the truth. I just wanted to show you a little something." Cinder said as she gestured to one of the Grimm Knights. It's visor lit up and a hologram was projected onto the wall.

"What is this?" asked Ruby.

"Your first kills, first of many." Cinder said as the hologram showed the battle at the construction site.

"No! Please don't make me..." Ruby began to say before one of the Grimm Knights grabbed her head and used its fingers to hold her eyes open and another grabbed her arms and held them in place.

"You must face reality Ruby, you have murdered two men and you must accept it." Cinder said as the hologram showed Ruby blasting the tire of the vehicle that was charging at her. Ruby watched in dread, knowing what was happening as the vehicle was sent into the air and collided with one of the construction machines, erupting in a fiery explosion.

"Zoom in." Cinder ordered the Grimm Knight. Ruby was forced to watch as the hologram zoomed in on the burning car, making her see the burning corpse of the driver.

Ruby tried to shut her eyes but the Grimm Knight kept them open. Ruby watched, her eyes beginning to give off a weak silver light as tears formed in her eyes.

Cinder watched in satisfaction as the hologram went on to Ruby's second kill. Ruby watched in horror as she saw the whole thing yet again, she watched as she slammed Crescent Rose's blade into the man's torso, sending a small torrent of blood flying followed by the blood pouring from the two puncture wounds Ruby had caused.

Ruby's eyes began to glow brighter as she began to cry in horror and self-loathing. "That's right Ruby, you're a killer. Embrace it! It is who you really are." Cinder said

"No! I won't kill anyone ever again! It's the worst thing anyone could ever do!" Ruby cried as the hologram began to show Jaune's last stand as he fought off the charging thugs, killing several of them just to protect her.

"Jaune killed several more men to defend you and he is being quite the annoyance right now. He won't give in to our... techniques. He is stronger than I thought he'd be." Cinder said.

"What did you do to him?!" Ruby demanded as the recording rewound back, forcing her to watch the murders again.

"I did nothing, Emerald and Mercury, however, drove a dagger into his heart and mind with a little vision of Pyrrha." Cinder said enjoying Ruby's scream of anger and frustration as the Knights held her down.

"You monster! I'll kill you! I'll kill you!" Ruby began to scream.

"Didn't you just say you would never kill anyone ever again? Make up your mind." Cinder mocked as Ruby began to cry.

"Oh Ruby, don't be so dramatic. The first victim I ever claimed was my own mother and yet I'm able to function rather well, don't you think?" Cinder asked.

Ruby glared at the older woman, but said nothing.

"I can see that you need some time to yourself." Cinder said as she left the cell. The Grimm Knights released Ruby and followed their master out of the small room. "Think it over Ruby, I'll see you tomorrow."

Ruby was left alone in the dimly lit cell and all she could do was cry and hope that she could make it out of this.


Back at the White Fang camp near the village of Uisco the recovering guards were walking the perimeter, making sure no one else tried to attack the camp, as they were still on edge after Blake's attack.

Inside the main tent Kane spoke to Adam over the radio. "What do you want me to do with her? Are you sure about keeping her alive?" Kane asked.

"Positive, tomorrow I will send an airship to you to have your platoon and your prize brought to me. Do not kill her Kane, I want her to suffer for what she did and if you do anything to her before you get here I will punish you." Adam threatened darkly.

"Understood Adam, when can we expect the airship?" Kane asked.

"Tomorrow morning, I will send you more guards to keep watch over her. Don't underestimate her Kane, she is very crafty and intelligent, one wrong move could lead you to disaster if you aren't careful." Adam warned.

"Don't I know it; she really did a number on us." Kane said as he looked to Blake who was bound and gagged in the corner with cables over her body and tape across her mouth.

"I look forward to seeing you tomorrow Kane, rest assured you will be handsomely rewarded for this." Adam said as he cut off the communications line.

Kane sighed and glared at Blake. "If he had a shred of common sense he'd have me kill you right now. People like Adam, they're always thinking about revenge and never about reason. But he has gotten results and you cannot deny that, the White Fang are more feared than ever before Blake, you could have been a part of that."

"Don't try to talk sense to the traitor sir, it's no use." Said the Platypus Faunus who was also in the tent, as Kane wanted to give him a promotion for taking Blake down.

"Ah, old times. I remember when you and I were the leading supporters of Adam, how we saw what he could really do, what he could accomplish if it wasn't for that old fool Claudandus." Kane said nostalgically. He noticed Blake's worried look and said "Oh don't worry, the old fool isn't dead yet, I don't know how you know we captured him but it doesn't really matter. Tomorrow you and Adam will be reunited once again and he can have his revenge. It doesn't really matter to me."

Blake could do or say nothing. She just glared at the winged man with her piercing yellow eyes.

At the edge of the camp's perimeter two guards walked silently through the dark forest. "Still hurts, did she really have to shoot us? Couldn't she have just sneaked in and left?" whined one of the guards.

"Quit complaining, we caught a traitor like her so Taurus will take us off this dead-end base and put us in a place of some importance." His partner said.

"I think Kane will be taking most of the credit..." the first guard tried to say before a grappling hook wrapped around his legs and pulled him into the bush with a yelp of surprise.

"Oh on, not again..." muttered the other guard before a few blasts from Neptune's gun finished him off.

The first unlucky guard was dragged into the woods to see Scarlet, Neptune, Sage, Sun, and a very pissed off Yang waiting for him.

"Try to call for help and you'll be in a world of hurt." Yang threatened.

The guard nodded meekly as Sun knelt down. "How many of you are there?"

"Forty-two." The guard answered.

"Is Blake Belladonna here?" Yang demanded showing her deadly looking metal fist.

"Yes, yes, we captured her a couple hours ago after she attacked our camp."

"Why is this always so easy?" Sage asked as he kicked the guard in the head, knocking him out.

"Okay, Sun you go up the trees, sneak in while we rush in and take 'em out, you try to find Blake and make sure she's okay. Guys, leave the bulk of these thugs to me, mommy needs to express some wrath." Yang said as her eyes glowed red.

"Gladly." Sun said as he began to climb up the tree.

"Guys? Report in!" called the voice of another guard who was approaching them.

"Think he'll see the body of the other guard?" Neptune asked before his question was answered the guard crying out in surprise.

"Yeah." Sage said as he drew out his sword.

Yang grinned as she ran out of the bushes and smashed her fist into the third guard, sending him flying through the woods and into the camp. The White Fang soldiers all looked up as the guard smashed into a tree and Yang, Neptune, Scarlet, and Sage all ran out of the forest.

Yang pounded her metal fist into her hand and asked "Okay, so who's next?"

"Get them!" yelled a soldier and with that the forces of the White Fang charged the four teens.

"Don't they ever learn?" Yang muttered as she launched herself forward into the thugs, smashing through them effortlessly, powered by her anger that had been pent up for months.

A large soldier managed to rush her and pin her to the ground, he quickly began to smash his fist in her face but she just grinned at him. "Thanks for the power up." She said as she used her Semblance to power her kick that shattered his groin. As he fell back down Yang flipped up, grabbed hi, and threw him into the soldier Neptune was fighting. Yang then activated the shotguns of her gauntlets and opened fire on the thugs, letting out a cheer as she did so with a fiery look in her eyes.

Kane ran out of his tent with his bayonet rifle and saw Yang demolishing his men as Neptune helped her out, blasting away any guard who tried to sneak up on her while Scarlet and Sage were battling the swordsmen and winning thanks to their superior training.

"Damn it!" Kane muttered as he took aim with his rifle and began firing at Neptune who quickly transformed his gun into a trident and deflected the blasts as he spun the weapon around, knocking down one of the medics as he did so.

Kane was about to rush forward before something whacked him in the back of the head and then smashed into his knees from the side, blowing him down to the ground. Kane tried to get up but he was pinned down by Sun who was pointing Ruyi Bang and Jingu Bang in their combined Bo-Staff form at him.

"Where is Blake?" Sun demanded with a furious look in his eyes.

"I'll never talk." Kane hissed.

Sun jabbed the staff down on Kane's abdomen, hard. "Where is she?!" he yelled.

"Nearby..." Kane said as he saw one of the lieutenants sneaking up behind Sun with a sharp dagger ready to stab Sun. "... but you'll never see her again." Kane finished with a smirk.

Sun didn't react as the lieutenant was sent flying with a hit from Neptune's trident. "Got your back, bro." Neptune said.

"Thanks man, now you were saying?" Sun said to Kane, who growled at him. Kane gave up and gestured to the main tent. Sun repaid the winged Faunus with a mighty blow to the head.

"I'll get Blake, go back and help the others!" Sun said to Neptune, who nodded and ran back to fight alongside Yang who was kicked a guy in the chest to launch herself up in the air and she began shooting down more soldiers who were trying to fire on Sage and Scarlet.

Kane was quickly woken up by the Platypus Faunus who had also left the tent to join the battle. "Sir, wake up! We can't beat them, we need to retreat!" the guard said.

"No! Go back to the tent and finish off Belladonna, they're here to rescue her and we can't let them!" Kane said as he struggled to get up.

"But Taurus said..."

"I don't give a damn about Taurus! We are not letting them get what they came for!" Kane yelled as he leaned against a post. The guard nodded and ran after Sun.

Yang mercilessly beat the thugs, punching one in the chest so hard he flipped over but Yang grabbed his leg and used him as a melee weapon and began whacking other guards with his body.

Sage and Scarlet finished their battles, knocking out the White Fang swordsmen. Scarlet fired off his grappling hook and grabbed a sword wielder who was trying to stab Yang in the back and yanked him forward to them, so Sage could finish the soldier off with a punch to the head.

"Nice work Sage." Scarlet said as he watched Yang unleash her fury.

"You too." Sage said as he stood still, watching Yang take the White Fang punks apart gleefully.

"Should we help?" Scarlet asked.

"Nah, she's got this." Sage replied.

"No, I mean should we hold her back? Even the White Fang doesn't deserve this." Scarlet said as he avoided being hit by an unlucky White Fang member who had been sent flying with a punch from Yang.

"You really want to get in the way of a powerhouse like her?" Sage asked as he gestured to Yang who was still kicking ass, literally in one case.

"Now that you mention it, let's just sit back and help out whenever she needs it." Scarlet agreed as a bloody tooth landed in front of him.

Elsewhere in the base camp, Sun burst in through the tent's flaps and saw Blake, struggling to get free.

"Blake!" he cried.

Blake looked up and let out a muffled cry of surprise as Sun rushed to her. "Blake! Oh thank god you're alright." He said as he hugged her.

He looked to the corner and saw Gambol Shroud. He grabbed it and unsheathed it and carefully cut the cables, freeing her. Blake ripped the duct tape off her mouth and then she hugged Sun.

"How? How did you find me?" she asked.

"Hey, I never give up on a friend, especially you." Sun said as he gently kissed her on the lips and she returned the favor.

"What's going on?" Blake asked as they parted, with him returning Gambol Shroud to her.

"We're here to rescue you, Yang and my team." Sun answered.

"Yang?! Is she...?"

"Yang's back on her feet and she's got herself a new arm and right now I kinda feel sorry for the assholes she using it on." Sun said with a grin as he took Blake's hand.

"Stop right there and don't freaking move!" yelled the Platypus guard as he aimed a laser rifle at them.

"Oh please." Sun said in annoyance.

Blake smiled as she took Gambol Shroud and used its full power as she slammed it down and created the purple shockwave attack which sent the Platypus Faunus flying into the forest, bashing him against a tall pine tree.

"I have missed you so much." Sun said.

"And I've missed all of you, are Ruby and Weiss here?" Blake asked as they walked out of the tent.

"No, we gotta talk about that..." Sun began as they saw Yang finish off the White Fang forces.

There was only one unlucky soldier left who was now shaking like a leaf and bracing himself for injury.

"If you surrender now I will make note of your cooperation on the report!" he cried as Yang walked up to him.

Yang smiled, leaned in and whispered "Boo."

The soldier fainted.

Neptune, Sage, and Scarlet began to applaud her. "You are officially the most badass person in Remnant." Neptune said.

"You're damn right I am, and never forget it!" Yang said.

"Yang?" asked Blake's gentle voice.

Yang turned around to see Blake and Sun. Yang looked like she was getting mad, she quickly walked towards the cat Faunus but not to attack her, catching her in a crushing hug. "Never leave me like that again!" she cried as she hugged Blake to her.

Blake was shocked, "You're not mad? You don't hate me?" she asked, astounded.

"I could never hate you, not when I came to my senses. I don't blame you for what happened to me Blake, it was that son of a bitch Adam! You couldn't stop him and I rushed right into it without thinking, so please don't blame yourself." Yang begged as she kissed Blake's forehead.

Sun smiled at the sight, happy that the two best friends were reunited.

"You're not mad?"

"I'm a little mad that you ran off and left us like that, but I forgive you. It's pointless to hold grudges." Yang said as she glanced to Sun and smiled.

The two partners parted from the hug and Blake grasped Yang's hand. "I like your new arm." She said.

"Wait till you hear how I got it." Yang said with a grin.

"Okay, we need to get the cops from the village up here and take these chumps into custody." Sun said as he gestured around to the knocked-out White Fang thugs.

"We need to get to the White Fang Headquarters and stop Adam, I know how we can get there!" Blake said, making everyone look at her.

"Blake, right now we got more important things to worry about. We can take care of that prick later but something's going down in Haven." Sun said.

"But we have the best opportunity to take him out! A ship from the White Fang will be coming here tomorrow expecting to pick me up and take me to Adam, we can use that to our advantage, sneak into their main base, and stop Adam once and for all!" Blake cried.

Yang and Sun looked to their comrades, who looked unsure.

"Let's worry about that later, we can decide tomorrow what we'll do. Right now we need to make sure these idiots don't go anywhere." Sun said. Everyone nodded in agreement and they set to work

Yang looked to Blake and said "It's good to have you back, partner."

Blake smiled as a tear of happiness ran down her cheek. "It' good to be back."

Above in the trees Kane watched as his men were rounded up by Team SSSN, Blake, and Yang.

'Damn it! Taurus will have my head for this!' he thought. He didn't have a radio or a way of contacting Adam to warn him about Blake's plan so he decided the best course of action was to fly to the nearest White Fang base and call Adam from there.

Kane took off from the top of the tree, soaring away into the night sky.


Ashe sat in his room, more than a little drunk, looking at the steel case on the floor in front of him. Bitterness, regret, and misery were the only emotions he felt right now.

He had failed Ruby and Jaune, he had carried so much hatred against his father for years after being fooled into thinking that he had killed his mother, Cinder had wiped the floor with him, and now he had learned that Mila was pregnant when she died to save him.

He was beginning to understand just how hard he had hit rock bottom.

He looked at the case and sighed. Despite everything he couldn't really give up no matter how much he wanted to. There was a part of him that wanted to just slit his wrists and get it over with but there was a part of him that wanted to go to that factory with everything he had and just kill everything in sight. He was lost for the time being and he didn't know what to do.

He slipped off the bed and crashed onto his knees in front of the case and he placed his hand on it. He pressed his finger on the scanner and opened it up and he grabbed the relic.

"Come on, don't abandon us. I know we haven't really proved ourselves worthy and I've been a pretty pathetic excuse for a guardian in your... well you don't have any eyes but you have aura so you have to be a little sentient so... oh this is so stupid." Ashe muttered as he took his hand away from the crystal.

He had stayed in his room for hours, preferring to be alone after the incident but he could hear well enough to know that Ren and Nora had left to go scout out the factory a bit more, mostly so Nora could get out of the house. Ashe shook his head, ignoring the pain pounding in it.

"Damn booze Chloris gave me, tasted like friggin' battery acid." He muttered, but a small glow got his attention. He looked down and saw the crystal was shining, pulsing with light.

"Oh man... okay, listen to me for a second okay... oh Oum I'm talking to a crystal and I honestly think it'll answer me. That's it, I've broke. I have gone bye-bye..." he said to himself... "And now I'm talking to myself, well that's spectacular."

He looked at the crystal and he pondered on what to do. Would it help him this time? Or would it simply show him more visions of his painful past?

He remembered something his father once told him: "The only time you fail is when you stop trying, so try again."

Ashe grabbed the crystal and said "Please, help me out here. At least tell me what Cinder's trying to..."

Ashe was cut off by another powerful beam of light shooting into his eyes. He fell on his back and he began to scream again as visions of something... horrible began to fill his mind.

Within a minute the door burst open and Team ABRN ran into the room and saw Ashe on the floor holding the glowing crystal.

"Oh not this shit again!" moaned Arslan as she, Nadir, and Bolin ran forward to hold Ashe down, but as soon as they got to him he stopped moving ad he sat up, his eyes closed.

Team ABRN looked to one another, unsure of what to do. "Ashe? You okay?" Reese asked quietly.

Ashe's head jerked around to look at them and his eyes opened up but Team ABRN was shocked by the sight of his eyes looking like they did when he preformed the Haakskeekah, he spoke to them.

"I dream of a rose, a blade of frost, a black cat, and hair of gold. I dream of two warriors bound by love and a flower in a storm. I dream of an old wizard and a dark witch. I dream of the maiden of flame. Death be not proud, though some have called ye mighty and dreadful, thou art not so. Die not poor death, nor canst thou kill me. One short sleep past, we wake eternally and death shall be no more. Death shall die." Ashe said with a voice that was not his own.

Team ABRN were now utterly either confused or creeped out by what was happening in front of them as Ashe got up and said one last thing in this voice; "There will be another."

He dropped the crystal, he fell on his hands and knees and his eyes returned to normal.

"Okay, I am officially freaked out." Nadir said.

Ashe moaned in pain, "Please tell me what I just saw was the result of an alcohol induced dream." He said.

"Nope, I think you were tripping around with that crystal again man, you were talking in a voice that wasn't your own." Reese said.

"Ugh, mom would do that every once in a while. Would really scare when I was a kid... wonder how she put up with it." Ashe muttered as Arslan and Bolin helped him to the bed.

"You were saying some weird things, you said you dreamed about a rose and a snow sword or something like that and two warrior loves and... then you started reciting some poem about death." Arslan said as he sat down.

"Poem about death? That's weird." Ashe said.

"Yeah, nowadays weirdness has gotten pretty common." Reese pointed out.

"Oh, and you said something else that stood out, you said that there would be another. Do you have any idea what you or whatever was talking through you meant by that?" Arslan asked.

"There will be another? I... wait... I think I do." Ashe said.

"Well what does it mean?" Arslan demanded.

"When I was touching the crystal I kept hearing one word repeated to me over and over again... the whole time while I was forced to relive the memories I have of Mila. I... I think I know what it means; I think the crystal just helped me out by showing me what will happen if we don't stop Cinder and her master." Ashe said with a look of dread on his face.

"And that is...?" Arslan began for him.

"Something bad, really bad." Ashe said as he got back up and put the crystal back within its case. "I need to leave; I'm going back to the warehouse."

"No you're not! You can't leave now!" Reese said as she blocked the door.

"Reese, I've got to communicate with this crystal and doing that might be dangerous. I studied some of the ancient books about it and apparently sometimes those who try to communicate with it go crazy so I don't want to hurt any of you if this stupid thing drives me mad. I'll be okay on my own, but just in case I want to be alone tonight if something goes wrong. Tell Nora and Ren where I am once they get back and tell them to come back to the warehouse tomorrow, by then I may know more about what's happening and maybe even how to stop it." Ashe said.

Reese sighed, shook her head, and got out of his way.

"Thank you." Ashe said as he exited the room and walked down the stairs.

"You really think this will work?" Arslan asked as she followed him.

"No." Ashe answered as he collected his weapons which had been stored in a closet.

"Then why do it?" she cried.

"Because I've failed at everything so far, one more failure won't make it any worse." Ashe said as he made his way to the door.

"Good luck." Bolin wished him.

"Thanks, I'll need all the luck I can get." Ashe said as he opened the door, "Thank you for everything, if you guys hadn't shown up when you did me, Ren, and Nora would probably be dead by now. Thank your mom for me Reese, tell her I'll repay her someday."

"She doesn't like that. She helps people out regardless if they can pay her or not." The skater said.

Ash smiled and said "Maybe the world's not as dark as I thought it was." And with that he left the house and made his way into the city.


Across town Ren and Nora sat on the old building that Ren and half of Team ABRN had been on yesterday, watching the factory in the darkness, trying to see anything. Nora kicked her legs up as she sat on the edge of the building, feeling very bored. Weiss had called and told them she was on her way but wouldn't be there until tomorrow morning, but Ren had given her the coordinates to a space behind the warehouse where she could land her ship and they could rendezvous tomorrow morning.

Nora looked up and said "Ren, let's just go back, nothing's going to happen."

Ren nodded, looking defeated. "I just wish we had something to go on." He said. They couldn't get too close to the building because they didn't want to risk getting spotted, as the guards would most likely either shoot on sight or report them to Cinder.

Ren got up and said "You're right Nora, let's just go..." before he could finish his sentence Nora's scroll rang.

"Hello?" Nora said as she answered it. She was silent for a total of twenty-five seconds before she went "Okay, that sounds weird but I guess it's par for the course at the point."

"What is it?" Ren asked.

"It's Reese, she says Ashe tried to meditate or communicate or whatever with that crystal thingy again and he started talking in a weird voice so it apparently it was talking through him. He took the crystal, his stuff, and went back to the warehouse." Nora said.

"Why?" Ren asked as calmly as he could.

"Apparently he saw something really bad when the crystal communicated with him and he wanted to be alone and he said we should go back to the warehouse tomorrow to see what he's found out." Nora said.

Ren moaned and said "This has gotten beyond strange Nora, put Reese on speaker."

Nora did so, allowing Ren to talk to her.

"Reese, what exactly did Ashe say?" he asked.

"I don't know man, but I think he's is keeping something else from us. He said that 'there will be another' while he was possessed and I think he knows what the crystal or whatever meant by that." Reese reported.

Ren shook his head. "Let's just get back to Reese's house. I am not in the mood to confront Ashe, let him do whatever he wants tonight." He said.

"Are you sure about that?" Nora asked.

"Yes, I think we should leave Ashe alone for the time being. He doesn't really understand this crystal but we know even less. We'll check in on him tomorrow but tonight I think we should just get some rest. Once Weiss and the others get here tomorrow we'll go to the warehouse and find out what he's up to." Ren said as he led Nora away as they began jumping from roof to roof.


Jaune looked above to see the beautiful, but sad face of Pyrrha Nikos as she cradled his head in her lap.

"I'm sorry Jaune, I'm so sorry I hurt you." She said.

"Pyrrha... is this another illusion?" he asked.

"No, you're dreaming again. Your dreams are the best way for me to contact you." Pyrrha said.

"Are you Pyrrha's spirit? Are you a ghost?" Jaune asked.

"No Jaune, I'm not a ghost... I think when I kissed you, right before I went to fight Cinder, I... somehow did something to you. I think I somehow unintentionally left a piece of my spirit and aura within you." Pyrrha said.

Jaune nodded and just laid there, just now noticing they were in the courtyard outside of Beacon's cafeteria.

"Why are we here?" Jaune asked.

"Because this place... the day we were here, alone... it was one of the happiest moments of my life, no matter how brief it was." Pyrrha said quietly.

"But it was the last day." Jaune pointed out bitterly.

Pyrrha held back a sob, "I know, but in this one moment you made me so happy. I'm sorry I hurt you Jaune."

"Why Pyrrha? Why did you go up there alone? Why didn't you just run with me? Why couldn't you let me come with you?! Why?!" Jaune demanded, tears now falling from his eyes.

"I couldn't just walk away and let her win! I had to do something, can't you see that?!" Pyrrha argued.

"She won anyway! You left me Pyrrha, you abandoned you partner, your team, your family, your friends so you could fight Cinder and for what?! To die a pointless death." Jaune said angrily.

"It was my destiny." Pyrrha said weakly.

"No. No it freaking wasn't. You were meant to be so much more Pyrrha, you were not supposed to be some martyr that convinced Ruby and the rest of us to go out and be heroes. If you think that's true then... then..." Jaune couldn't continue as he began to cry.

Pyrrha grabbed him and held him to her, whispering "I'm so sorry." To him the whole time as he hugged her back.

"Jaune, my death needed to happen. If I hadn't died Ruby's power may never have been awakened." She said.

"Bullshit!" Jaune snapped, making Pyrrha's eyes widen in surprise.

"Ruby's eye thing would have happened regardless, it would shown its head sooner or later. Please Pyrrha, don't say things like that. You were not put on this world just so you could die in a stupid sacrifice. When we were in this courtyard you asked me what I thought of destiny and I didn't really have an answer, all I said was 'it depends on how you look at it'. But now I have a better answer, destiny is whatever you choose it to be, there is no destiny or fate except what we make for ourselves. You were just convinced it meant doing something that you felt you had to, that your fate was set in stone but I can tell you right here and now that nothing is set in stone until it is chiseled in. Your fate was not predetermined Pyrrha, life and everyone in it had just expected so much of you that you felt you had no choice but to go fight Cinder. You could have escaped what you had been deluded into thinking was a fate you could never get away from, there were a thousand different ways it could have gone. I would have gone with you Pyrrha, I would have died for you." He said

"That's why I pushed you into that locker and sent you away Jaune, I didn't want you to die because of me."

"I would have. Because, even though it took me months to get it through my thick skull... I..."

"Jaune, you were the obstacle between me and my destiny. I... I was always told I destined for greatness so I figured that my destiny was to die fighting Cinder... but I never expected you, I never expected to fall in love, I was so tempted to just run with you but I needed to buy time, do something to stop her and when I heard you talk about Ruby's powers I felt that was my destiny, to awaken Ruby's true potential." Pyrrha said.

"Screw that. If you say it like that you're saying that you were nothing but a key to open a door and I refuse to believe that Pyrrha. You were so much more than that to everyone." Jaune said.

They were silent for a while, they just sat in each other's arms before Pyrrha said "I did my best to talk to you when that fake version of me, I heard you when you began to fight back, I realized how angry you were at me for leaving you. I now know how much I hurt you, my love. I won't ask for your forgiveness because I know I don't truly deserve it."

"You already have it. I was hurt, really hurt when you shoved me into the locker. I felt... I felt betrayed that you, the first person to ever really think I could become more than a pathetic loser would just lock me away and deny me the chance to matter... but I forgive you Pyrrha." Jaune said as he hugged her tight.

Pyrrha sobbed as she buried her head in Jaune's neck, thanking him.

"Can you forgive me?" he asked.

"Forgive you for what?" Pyrrha asked, confused.

"I'm just as responsible for your death as Cinder is. If I had called Goodwitch when I had the chance instead of calling Weiss maybe she and Ironwood and Qrow could have saved you. I don't know how but maybe they'd have gotten there faster than Ruby. Maybe they could have saved you but instead I just threw my scroll to the ground and shattered it. I'm no better than..."

"Stop right now. Don't you dare blame yourself for what happened to me Jaune! It was my choice and as poorly made as it was... I don't... it's not your fault!" Pyrrha cried as she hugged him tighter.

"It feels like it. I feel so guilty Pyrrha, guilt over your death, guilt for going after Weiss, guilt for... guilt for not being good enough." He said.

"You were always better than good enough to me." Pyrrha said.

Jaune looked around the dream version of the courtyard and said "It's nice that you chose this place for us, because I think this is when and where I finally figured it out."

"Figured what out?" Pyrrha asked.

"It took a rejection from Weiss, that dance I shared with you, and everything you did for me to help me realize it, but it was here. When it was just the two of us in this courtyard as the sun set that I knew that I loved you." He said.

"I fell for you once you treated me like I was just another person. I was miserable at Sanctum, most of the other students were either too intimidated by my fame or that tried to use me to get popular. I was scared that my life at Beacon would be a repeat of my experience at Sanctum after Weiss tried to get on my good side then I met you, you saw me as more than just 'the invincible girl' or a way to get popular. You saw me for who I really was, not for my public image. In you, I found my first true friend in a long time, and through you I made friends with Ren and Nora, with Ruby and her team with... with so many others. It was after I unlocked your aura that I began to have feelings for you and when you stood up to Cardin I realized that I love you but I didn't make a move because I didn't want to risk our friendship or endanger your chances with Weiss." Pyrrha confessed.

"I had no chance with Weiss, I see that now. I just wish I would have been smarter than I was. I was so blind that I..." Jaune began to say before Pyrrha stopped him with a finger to his lips.

"Hush, don't ruin it." She said as she leaned into him.

They sat like this for what left like hours, just sat together in each others' arms.

"I never want to wake up." Jaune said.

"I know, I wish this could last forever." Pyrrha said as she nestled into him.

"I used to believe in forever, but I know it's too good to be true." Jaune said sadly before he added "I love you."

"I love you too." Pyrrha said before Jaune began to fade.

"No! Not now!" Pyrrha cried as Jaune began to wake up.

Jaune opened his eyes weakly, desperately wanting to keep them closed so he could keep dreaming. He heard a very familiar voice whispering to him, the hand grabbing him felt familiar.

In the dark room he saw someone else with him but once his eyes adjusted to the darkness and he was utterly shocked by who he saw.

It was someone who looked exactly like Pyrrha, but her skin was incredibly pale, white as snow and her eyes were now blood red. In the dimly lit room he thought his eyes were playing a trick on him but he soon saw that her appearance was not a trick of the light.

"No... not again." Jaune moaned, knowing it was another illusion Emerald had created.

"Um... hello there? Are you awake?" the fake Pyrrha asked, her voice a perfect match for the real thing.

Jaune weakly hauled himself up and said "Don't. I'm not falling for it this time."

"I'm sorry...? I don't understand, fall for what?" asked the fake Pyrrha.

"Listen Emerald, I'm..." Jaune began as he grabbed the fake Pyrrha's arm, only to feel that it wasn't an illusion. This Pyrrha was flesh and blood. She was real.

Jaune was now totally awake and paying attention, sitting up as he grabbed Pyrrha's hand and squeezed it tight. He could feel the aura within her, it was Pyrrha's but it felt darker, it felt vaguely like a Grimm somehow, but it was just so close to being Pyrrha's.

"I'm sorry but could you please let go? That is rather..."

"You're real..." Jaune said, amazed.

"Well of course I'm real! You mentioned Emerald, did you think I was one of her illusions? You're Jaune Arc, correct?" Pyrrha's pale body asked.

"Y-y-you don't remember me?" Jaune asked, feeling worried now.

"I only know what Lady Cinder has told me of you."

"W-what?" Jaune asked, now feeling scared.

"Oh, I'm sorry, I didn't properly introduce myself. Hello again, my name is Fotia Drakos."

To Be Continued...

So... surprised? Some of you probably already guessed it, but I hope I made it vague enough. Look up the song from Batman Returns, Face to Face by Siouxsie and the Banshees, as that describes the relationship between Jaune and Pyrrha/Fotia in this fic. And to address the one guest reviewer, don't worry I came up with this story's main plot before I started reading Resurgence, even though that story is pretty good.

Please tell me what you thought about the two scenes with Jaune and Pyrrha, as they were really hard for me to write and I literally cried as I wrote the two scenes down, something I have never done before.

Pyrrha's spirit knows what Jaune knows because she's been listening, not much else to do inside of Jaune.

The song 'I'm Going to Go Back There Someday' is from the Muppet Movie and is rightfully owned by Disney and Jim Henson Productions. I wanted to use it because I realized just how much of an effect it had on me before I began writing this story.

The poem Ashe recites when he is possessed by the crystal is Sonnet X, or Death be Not Proud by John Donne.

And before you ask, yes Platypuses do have venom stingers on their claws. Did Perry the Platypus ever do that?

Early on in development I had Ciel Soleil among Penny's rescue team but I quickly dropped her for several reasons, one being we don't know much about her or what her weapon is and two I didn't want to overload the cast.

Jackson Chamberlain's name is taken from two civil war heroes: Jackson is from Stonewall Jackson who fought for the confederacy and was accidentally shot by his own men, he died later due to pneumonia and he never even got to see his baby girl. (Man, even the notes of this story are depressing) And Chamberlain comes from Joshua Lawrence Chamberlain who led the 20th Maine at the infamous battle of Gettysburg, as seen in the movie Gettysburg (which I highly recommend).

Here are the voices of some of my OC's in my head:

Ashe: Matt Lanter (Anakin in The Clone Wars animated series)

Damien: Jason Saldana (Tucker in Red vs. Blue)

Giger: Udo Kier (Professor Pericles in Scooby Doo Mystery Incorporate, Dragonetti in the first Blade movie)

Ziz: Maryke Hendrikse (Revy in Black Lagoon)

Steppenwolffe: Pete Postlethwaite (Roland in The Lost World Jurassic Park)

Saul Jude: Tony Todd (Candyman, Dreadwing in Transformers Prime)

Zhan: Jean Reno (Leon the Professional)

Kane: Jensen Ackles (Dean Winchester from Supernatural)

Claudandus: John Hurt (The War Doctor, Kane in Alien)

Mila: Olivia Olsen (Marceline from Adventure Time)

Norvik: Robert Englund (Freddy Kruger)

West: Dee Bradley Baker (More specifically Tarlock from Legend of Korra, dude has way too many voices)

Chamberlain: David Kaye (Animated Optimus Prime voice)

Oh and Happy Easter.