Warning: I do not own RWBY, that belongs to Oum & Rooster Teeth. Nor Naruto that is shonen and his creator.


"Excuse me?"/"Excuse me?" said Naruto and Kurama.

The ma—Ozma, the 'real' one, laughed. "Yeah you are not the first one that is confused. It's a long story unless you want to stay, it's kind of lonely where I live and it is nice to have company for once instead of him" said Ozma.

"W-Wait the only reason I came here in the first place was because I needed help about what to do about Orochimaru and gaara ... um you can help me with that ... right?" Naruto stopped the man.

"Orochimaru? Gaara? Huh, never really heard of them before, sorry but down here I get news rather slowly. The last thing I learned was about the kyuubi and that was today" Ozma scratched the back of his head. "So um mind filling me in?"

"You gotta be kidding me" he groaned into his hands as the Kurama chuckled. Seeing no other option he sat down before explaining everything that happened after meeting the kyuubi for the first time.

xxx Some Time Later xxx

"—And after beating up that other Ozma I ended up talking to you" he finished.

...

...

...

"Wow, you've been through one crazy ride. Awesome job on saving a nation there" Ozma gave a thumbs up to the blonde.

"Yeah, thanks ... so um do you think you can help me with Orochimaru or Gaara?" Naruto asked. Ozma rubbed his chin before answering.

"Well I'm not really sure, I mean I can offer some magical aid and all ... but before that I believe we have other issues" said Ozma

"What do you mean?"

"Well, since you came here that means you must be ready and since you told me the door was not there then that means you really think your ready for this" said Ozma.

"Ready for what? I'm in a hurry here"

"Why the truth, about the gods, magic, and Salem" Ozma spoke.

...

"E-Excuse me?"

"You heard what I said, Ozpin never told you the whole truth? Hm ... judging by your face I guess I am right. Makes sense, the full truth is something that is left last. But in your case we will be doing it earlier than anticipated. Now of course once you learn the truth things are going to happen. The biggest is that every piece of memory you haven't gone over is going to rush at you like a freight train. Now don't worry too much about it, you'll live if that is what you are scared of"

"Yeah and would I be the same?" Naruto asked. Having thousands of years worth of memories dumped at once ... yeah that sounds like a bad, a very bad idea to him.

"Depends on what you do with those memories, you can break down or keep moving on. The choice is yours, how truth changes you is up to you and you alone" Ozma explained. "On the plus side you get all the experience in that moment so no longer do you need to merge with Ozpin."

"Oh? And what about dear me Ozma? Will you let me see this truth, even knowing our deal?"

"Sure" surprising the fox "Of course you won't tell anyone about it. Because if you do ... you will regret for the rest of your immortal life, little fragment"

The kyuubi's breath hitched for a brief moment as he felt its memory stir, magic he was using magic on him! Ozma merely smiled, just begging him to do something. Pushing its mind down he glared at the wizard before nodding "Fine ... but NEVER do that again or else I will make your immortal life miserable!" Ozma just nodded and agreed.

"Well Naruto, what is your choice? You get to decide if you two want to see the truth, or wait a few years la—" said Ozma.

"—I'll do it" Naruto declared.

...

"Well, if that is the case here we go" with a single snap everything around them turned white


"Perhaps we should begin our story at the beginning, to the time of the Gods. Long ago, before most things in existence ... well ... existed, in the beginning there was once a mighty dragon that roamed across the stars looking for other life then itself for it was a lonely being. This loneliness grew only greater and greater till the dragon could no longer take it. In desperation it shatter itself into two begins, one of light and one of dark"

As naruto and the kyuubi looked around the white expanse it shifted into total blackness as from it stars and nebulas were formed as a massive shadow sailed across it. Neither of them could see what it was but from the shadow they could see it glow before the light encompassed the entire shadow. As the light died away they saw two beings in place of the shadow.

One was eastern dragon that was pure gold with sliver eyes. The other was a western dragon with a skull covering it's head and it's body pure purple.

Suddenly the two beings looked at each others ... and the purple one struck the golden one

"When the gods first saw each other they did not see another of their kind but a clone, a fake. Both believe themselves to be the real dragon and both have tried to leave each other, but in the end they all came back to each other never feeling complete without the other. However, even then neither could accept the other easily and so began a long battle between the two.

For countless eons the two battled each other, the Elder God of Light created the countless worlds and different lives while the Younger God of Darkness destroyed all his brother made. Until one day, when the God of Light created a new world for their battle to continue ... the elder brother had become sick of this battle.

So as the two battle the Elder Brother stood above the younger one but instead of striking at him and waiting eons for him to return ... he made an offer."

All around them the scene changed to show the God of Light standing above his brother, this time in the form of a tall humanoid with antler on his head.

xxx

"I grow sick of this war brother, for eons we have battles each other with no end, and for what exactly!? Because we do not see each other as the true one, a lie that both of us have perpetuated for eons! ... I know you too have grown sick of this so that is why I come to you, not to strike you down but to offer you something.

Instead of destroying everything around us is it not time for us to create something together? Think about brother, there is being like ourselves, we have tried to find such life but only found disappointment. If there is no life like us then perhaps it is time to create a new life by our hands"

The god extended his hand

"Strike me down if you want, but remember that my offer is open ... from here on our I shall not create anymore life that you will destroy."

xxx

"And so the younger brother looked on with shock and was silent. As the elder brother left him he soon received his reply many years later ... the younger brother agreed. And so remnant was transformed into the cradle were the first gods was born and the creation of the peatheon of old"

The scene showed the two god brothers as they joined their magical energies together and from it condensed into a small egg, as the egg floated down both watched in awe as something broke out of the shell. It was a dragon, just like them. Soon the world around naruto and kurama shifted before showing various other dragon beginning born. It showed the new gods turning remnant into a paradise as more life came to be.

"It was a time of peace, wars were nearly non-existent save for the occasional demon or monster infestation. The gods insured few would ever dare destroy the peace made, it was a kinder time and the time I was born. Our mother was a nymph who married to the God of Victory, Ozrus." Ozma formed a cloud of smoke that formed into the God.

It was a massive man, easily seven feet tall if not a bit more. The man was clad in bronze and gold armor that covered his chest, shoulders and vambraces for his arms and legs. The design resembles closely to that of greek armor, it even had the fan shaped crest on top of it, most of the body was wrapped around a thick red cloak that hid much of the skin. Even the helmet has shadowed, only the glowing brown eyes from within gave any sign of life.

"Wait a minute doesn't that mean I'm a god or something" Naruto gasped.

"... Demigod is the correct term. My father never gave me any powers expect for my immortality, but back then it was far more different then it was today. But I digress, for most of my life my mother was the only constant in my life, as a god my father rarely had time to stay with me but on those days that he could he made each one memorable.

As time pass I had put my attention into the arcane arts, I had a naturally curiosity of the art and put my heart/soul into it. The day that the the circle of druids declared that I was now a wizard, it was the greatest day in my life ... and the first time I ever got drunk. Heh, mother was so furiously when she saw I accidentally destroy her garden.

Eventually I moved out and found a nice abode where created my first house and started to experiment more into magic and it's different application. I was quite the tinkerer back then, there's wasn't day that pass that didn't have some explosion. I was left relativity alone, just a simple wizard who had a penchant for magic who lived far away.

Expect ... there was one person I dare call a ... brother"

xxx

"No no no, seems lotus fire and dragon's bane don't mix after all" Ozma coughed, the dark skin man waved away the smoke from his laboratory. He quickly grabbed the still smoking concoction and threw out the nearest window.

...

"Hey, that wasn't so b—"

BOOOOOMMMMM

...

"Great, need to patch that hole later" the wizard sighed. Waving his hand another wooden bowl came out of the woodwork, grabbing it he sat back on his stool as he pulled out ashes and various herbs from different containers, putting them into the bowl his hands glowed his magic as it flowed into the mixture.

He grabbed for a flask of mercury before someone coughed

"I hope I'm not interrupting anything?"a lighter but masculine voice spoke.

"Mithrax!?" Ozma turned to see a tall pale man standing next to beam. The man had lean build and most of his body was covered in fine plate armor encrusted with silver etchings of the gods. He angular head with sharp features but pale skin that glowed with a faint silver sheen to it, his hair was long and went to his shoulders, it was pale blonde and almost white in color.

"Good to see my youngest sibling is still alive, at this rate all the virgins in the land will faint if they hear the great Ozma died mixing flowers" The man jested.

"F-Flowers!? These are alchemical ingredients, each one took weeks to get, and they're here to help understand the fundamentals of the mercury—Oh ... that was a joke, wasn't it" the wizard suddenly realized and looked a little sheepish.

Mithrax laughed as he patted the young man "You need to relax more brother, the secrets of the world won't vanish if you turn away for a moment. If you really want to know why don't you ask grandfather? I'm sure the God of Darkness would love to bore you with an explanation"

Ozma scoffed "Please, that's the easy way out. I'll rather learn these secrets on my own terms, what good is knowledge if one cannot understand it? Give me all the knowledge in the world and I will be the most unhappiest man to exist."

"And I expected nothing else from my little brother" Mithrax cluckled.

...

"So, what brings the first born demigod to my humble abode anyway?" The wizard asked "Your rarely have free time as it is, the gods always have needs to be fulfilled and being their greatest champion ..."

The pale man shook his head "And as I said before, the gods owe quite a bit to me as it is. Let's just say I decided to cash in some of them today. I understand that you'll want to know what your father is up to." The demigod watched as Ozma's eyes perked up , being the champion of the Gods meant he was always in close contact with them including his father.

"Last time I checked he was sent by the God of Light to take care of monster uprising near the abyss. The last thing we need is monsters breaching the gates of damnation" Mithrax explained "He went with two other Gods and should be back within a season."

"Oh, I see" the wizard looked downcasted before shaking it off. "But that doesn't explain why you wanted to meet with me? Surely our other siblings would love your attention to."

"Perhapes, but I prefer the home of my youngest sibling. There is something special about this place you know" the man explained.

"That or the fumes" Ozma offered

"That too" He agreed "But the real answer is ... I worry about you some time. You aren't like our other siblings, your father never gave you any gifts or powers befitting of his firstborn, not even your own mother. You inherited nothing but carried a drive that even impresses me.

But here you are, a wizard with more knowledge than most wizards would like to admit and a drive for more. You had nothing, but you pulled yourself up by sheer will and know look where you are. Your parents don't even realize the blood and sweet you put in, your like mirror opposite.

I was born with all my powers and how to use it but I barely grew. You had nothing and is more closer to some of the most powerful demigods to exist. Sometimes I wish that the Gods could see your work, to work side by side with you is one my greatest wishes, you're my only siblings that I can give all my love to" The demigod explained.

...

...

"... Brother ..." Ozma whispered.

"But enough of about me, tell me Ozma what does this little contraption do exactly, is it meant to glow blue?" He showed a small cube as his younger brother suddenly panicked.

"WAIT NO DROP TH"

The house glowed as both demigods screamed. The house proceeded to explode.

xxx

"Ah that was a fine time ... still was annoyed I had to rebuild my house for the 4th time that month" Ozma said.

"Who the hell was that guy and why do I feelThese weird feelings, I feel so happy and went so, sad" Naruto whispered. Ozma looked at naruto with sad smile.

"That was Mithrax, he was the first born demigod. Born to a water spirit and the God of the Sun, from the day of his birth his father had taught and gifted him with multiple powers and duties that came with it. As monster and demons grew in their incursions to this world Mithrax was pushed into more battles till he became the champion of the gods" Ozma explained.

"Such a role came with many benefits but many duties too. Being so close to the gods meant they're were many task they had for their champion and that left him with little time. He was a good man, he saw all other demigods as his siblings and tried to make time for them as well as his own wife, gifted from the gods of course. As shown the memory he always did have soft for me" said Ozma.

"But such joys never last long, he fell didn't he" the bijuu spoke. But instead of it being factual or even haughtily the being had an understanding tone. Ozma nodded his head as the world changed again.

"Yes, my brother was the first of the demigods and like all other was gifted with immortality. Over time as more demigod children were born each generation had more mortals then immortals and he watched as part of his family withered away while others lived to their hearts content. For hundreds of years he stood by the gods of decision of forbidding the return of the dead, even when his wife was assassinated he stood by those orders.

But even he had his limits, the more he watched his family die the more he began to question the Gods and their reasoning as well as their treatment over some of their lesser demigod children. As time went on this questioning and confusion became a bitter hatred at the gods, this hatred only found fertile soil to grow till it finally reached it's breaking point.

My brother striked at one of the Gods after the women gave a rather inappropriate comment about another god's child. He tried to kill her before the others stopped him. Everyone was shocked at what he did and many tried to question for his reasoning but he did not give, after much deliberation they decided to banish for a time, where they could investigate as well as keep from doing any more harm.

Instead they destroyed the last bond he had for the Gods, even after he argued on the crimes of the gods and question their actions they ignored and only sought to quite those that dare ask. What they failed to learn was that my brother had planned for this and in the last few centuries was amassing allies; Demigods, minor gods, magical beast of great power, various artifacts, slowing weakening the armies of the Gods and so much more.

He wasn't going to protect them, he was going to kill them all"

xxx

Shadows wirilied around as a man clad in silver armor, head to toe, watched from his throne. Around him various beings of pure light stood by his side as the sound of thousands of souls echoed from below. The shadow moved outward to see a massive armies, beings of different races stood side by side.

Mithrax stepped off his throne as his body was basked in silver energies.

A massive a claw crushed the ground as a silver dragon, that closely resembled the God of Darkness, came out. Cold sliver eyes looked at his army before the dragon gave a mighty roar.

The war of the Gods have begun

xxx

"And so the first and last war of Dawn begun, a war that trumped all other wars. Even the great war would be seen as a small skirmish" Ozma spoke. He saw as both naruto and kurama looked on with both awe and horror.

The world of remnant was torn and covered in the flames of war. Entire continents were shattered and placed back as they saw god's life them and threw them at the opposing army and for them to destroy it. Oceans and seas were formed and destroyed within weeks. Great volcanoes erupted and spewed hot magma across armies as the world cracked and buckled.

Even the moon had it's scars, parts of it was torn off as Mithrax himself could be seen fighting gods from the main patheon. Each strike tore a chunk of the moon as other pieces were torn off and used as impromptu falis. Soon even the celestial bodies was a shadow of itself, a fourth of it was gone and from it. It's very light dimming as the light fled from the body or crashed back onto remnant.

Whatever plant life previously existed perished soon. The world of remnant was world of dust, ash, and fire. It's crust was caked in burn marks and shattered, wind speed so fast that it tore more of the earth apart daily, and magma flowed freely as it tried to cover up what it could as more of the planet's life blood flowed out of control.

Remnant was a world of death

"The war had destroyed almost all the remaining life on remnant, even the gods were not immune. Mithrax struck down his father and the other gods while his followers finished off much of the remaining other ... including our father. Not that Mithrax's forces fared any better, in the end the war reduced it to only four people. Mithrax, The God Brothers, and ourself."

"Mithrax had consumed many gods and his power has only grown, while the God brothers were still more powerful my brother had known much about their weaknesses as well as how they fought countering them and reaching only a stalemate. Until then I had stood out of the war, for a while I had thought of joining by his side ... until he killed my father. But once nearly all life had finally ended I knew what I had to do."

xxx

In ashes of remnant a lonely house stood by as winds bellowed around it. It was a crooked and damaged house, where once their was life and vibrant energy was replaced with a grimm silence. Until the door crashed opened, Ozma clad in fine plate mail, his staff gloweds a light cyan blue. Paper starting from the gem top trailed down to the bottom as arcane runes of ever increasing complexity glowed darkly.

With a snap of his hands a shadowy steed from the ground as he got, kick it the beast moved at great speed, covering a vast distant as his ears picked up the sound of thunder. Hours passed the sound only got louder before it started to become erratic as winds blew violently and chunks of earth

Before him a massive mountain was shattered as three beings of power struggles and tore across the ground. He knew how they were, his staff glowed as he knew what he had to do.

He watched as a massive silver dragon rose from the ground. It's eyes looked around, before they meet his. The dragon slackened momentary but before he could speak Ozma raised his staff.

Green, blue, red, orange, and a whirlwind of colors exploded from his staff as it launched straight towards to Mithrax the god wretched in pain as he gasped. His silver scales buckled ... and cracked. For decades Mithrax had consumed the powers of the gods and his hide was nearly impossible to pierce, only the powers of a greater god could ever harm him.

But before him a small tear appeared on his chest.

A mere demigod had pierced a god's skin

The god brothers acted, before Mithrax could gather his thoughts the God brothers brought their claws and striked at the wound. Right above his heart. The Silver dragon gasped as golden ichor flew from his body as his body fell to the ground, he could feel the gods power coursing thought, tearing his very body as he gave out muddled gasps.

His head twisted over to Ozma who walked closer, he was shaking as his eyes were filled with shock and mounting horror fulling realizing his actions. Mithrax felt bitterness within his chest but it soon vanished, there was no use for bitterness or anger ... his body and mind were too tired.

...

"I never would expect you of all to ... end my life" He whispered "... Do not cry ... you made your choice ... as I made ... mine"

"Brother, I had no choice—" One single glance stopped the wizard. They both knew he was making excuses.

"I care not for your reasons ... but know what you did ... will not be forgotten" He warned.

Ozma merely nodded, coming close to his brother he knelt down as he whispered something into his ear. The demi-gods eyes widen before a pain wheeze came out. "I see, cunning brother ... very cunning ... yes ... see ... that ... it is ... F-Fin— ...—ish" The coughed started to choke and gasp as the last of his essence faded away.

Mithrax, the one who began the great war of the dawn died. And with it the end of the greatest war in Remnant.

...

...

...

Ozma felt something on his cheek, touching it he realized that it was his own tears. A hand clamped on his shoulder as he saw the God of Light and Darkness before him. Before he knew he felt his head resting on the elder brothers chest as he started to sob, the true weight of his actions finally coming to his body.

He killed his brother

He was a Kin-Slayer

And they were all that was left of Remnant

Time passed for the three of them, buring the remaining dead was a long and arduous task. Once they were done they know had to deal with their other pressing matter, what to do next?

xxx

"So what did you do? Did you three bring back remnant?" Naruto asked.

The wizard chuckled "No ... in fact the God brothers wanted to leave in fact. Once Remnant was a place of pride and joy, but after the war it was a reminder of bitter memories and wanted nothing to do with the dead planet. Can't say I blame them, they wanted to take me with them, their last loyal grandson as well as Godhood. I refused."

"R-Refused!? You were offer the chance no other being has ever recieved and you turned it down?" The Kyuubi looked utterly gobsmacked by the mans answer. Ozma chuckled as he rubbed his head.

"I did, it was a nice offer but not for me. I wished nothing to do with Godhood, not after the war. Besides, I had my own planes after all" before they could ask Ozma waved his hands as smoke covered their eyes.

xxx

"Truly my grandson, you have no desire to come with us. You wish to stay here?" The God of Light asked.

"Yes ... I am sorry if it is not what you wanted to here but I wished to stay here. This place was my home it feels wrong to abandoned it after fighting for it" said Ozma.

"But this is a dead world Ozma. A dead world with bitter memories, no life can live here" The God of Darkness argued.

"That is where you are wrong grandfather. Life can exist on this planet once more, it can take a hundred years or a thousand but life can return on this planet. Was this world once not a battlefield for the two of you? Please, grant me this request and let me once again sow the seed of life on this world, perhaps one day even you may come here" spoke Ozma.

...

"I fail to see how that my happen. Once this world was out crown jew a home for our family to live and prosper; Now it is a graveyard filled with the echoes of dead joys" The younger brother spoke softly "But, I can see in your eyes you are admenant on this. You can see it to brother?"

"Indeed ... very well you may stay here if that was what you wish" The eldest hesitantly agreed "However, we will not leave our last remaining family member without gifts. Your father never gave any powers worthy of his first child, take this as a late boon" The God of light opened his hands.

Suddenly two orbs sprang out from his hands. A lamp and a staff, both of which were colored in gold/blue

"When me and my brother first created life together we decided they would be based on four aspects. I give you the relics of Knowledge and Creation, inside each of them is a small aspect of all of creation and knowledge. With them you may learn all that has and what does exist and created whatever object you may desire. This I give to you" The Elder God spoke.

The younger brother snorted before opening his hands. Coming out as a sword and a crown, both in the same color. "If my brother gifts you creation and knowledge then it is only befitting that I give you Destruction & Choice. With destruction you will be able to destroy all that stands in your wake. With Choice you may see all possible outcomes and change them ... to an extent"

"We give them to you in hopes your plans may come to fruition. However, should you find your task beyond you then merely summon the relics and you will be able to call us back" The brother explained softly. Both the gods glowed as they transformed into their dragon form.

"Goodbye my grandson, I pray that you will succeed" the two beings flew from the planet crossing across the very stars before disappearing from his view.

...

"Goodbye, grandfathers" Ozma replied

xxx

"Once they had left I used the relics to restore the planet to its natural beauty. I made sure to bring as much as I could from the old world. Soon you could not even tell that a war even happen, well safe for the continents" said Ozma. "As the world was rebuilt I began the next step of my plan, to give this planet new life. Like the gods I sought to create beings in my own image."

"Wait a minute ... you created humans a-and faunus!?" Naruto pointed as Ozma nodded.

"Yes, however, man did not come to form for a long time. They were not my first creation" Ozma explained "When I was first creating mankind I knew the relic of creation would not be enough, it could create the body but not the life needed. No, the only places that could give my creations life would be the pools of powers. The pools of Creation & Destruction were nexus to the primordial powers of the existence.

I had chosen the pool of destruction to bring life. Creation may be a part of life but destruction was power itself, I believed what I needed for my creations was a spark for them and to me the pool of destruction filled that. And so I created the first human, using the relic of creation to form her body I brought it to the pool"

xxx

The scene shifted to show Ozma carrying the body of a doll in the shape of a women. Around him the ground was pitch black and purple with the occasional grimm looking afar. Before him a bubbling pool of magic that swirled around widely without reason. The wizard could feel the power coming from the pool, begging the wizard or anything to touch ... and be destroyed by its power.

Shrugging it off he threw the body into the pool as it greedily swallowed it. The pool seemed to calm as Ozma watched, time continued to pass as the man looked more and more worried. Nearly an hour passed as nothing came from the pool, he dropped his shoulder as he looked disappointed.

He turned away before hearing sloshing from the pool. Snapping back he watched with wide eyes as something clawed its way out, a white arm grabbed the ground as from the pool a ash white women with black veins emerged. Ozma appeared before her side as he wiped away the goo.

He saw his creation opened it's eyes, a black sclera with red iris, the women tilted her head as she looked around the world with confusion. She then looked up to Ozma.

Before gurgling and babbled away without care. Her arms nearly gave out before he grabbed her. "Easy there, you could've hurt yourself there ... do you, understand me?" the women looked confused as she spit came from her lip.

He wiped the spit away with his cloak "Interesting, you have the body of a fully grown women and yet you act like a newborn. I guess you need a name then, I doubt creation or experiment sound right" he smirked when the women cocked her head. "No, you need a good name ... Salem, you shall be known as Salem ... my daughter"

The same caused the cre—Salem to grasp her hand, she must've liked it after all. So he was right in the end, the pool of destruction was what was needed to bring life to remnant. Smiling he patted his daughter on the head "Well Salem, we have lot of work to be done. I expect a lot coming from you"

Salem merely garbled

xxx

"Salem was my first creation and my own daughter. I raised her, feed her, taught her how to read and right. She never showed any sign of magic expect a minor level of influence of the grimm, but I loved her nonetheless. In time she grew into a fine women and became almost an advisor to me." Ozma explained.

"However, I never made any more like Salem there have been moments of doing it but each time I stop myself. I guess you could say Salem was unique to me ... as well as ... wanting to improve on my creation. Salem was living proof that my design worked, but I wasn't content with it's form. Not for me the least.

So I tinker my formula, making various changes. The pool of destruction did bring the spark of life, but I need more and so I wondered, what would happen if I combined the powers from the Pool of destruction and creation. At first I believed the power of the relic of creation should have been enough for the creation side but after seeing Salem I wondered if it wasn't enough.

So once again I created new life but tried it in a different manner" said Ozma.

xxx

"My lord, is it really necessary for all of this, and to be so close ..." Salem fretted as she help carry a large jug with the wizard holding another. Ozma merely waved it away as they reached their destination. In front of them was a small empty ditch, big enough to hold maybe two gallons of water. Next to the ditch was over a dozen figurines in shape of newborn babes.

"Please Salem, have some trust in me. I doubt I will die from this, I've already ran the numbers this should work smoothly ... well as much as you can when your combing two opposing energies together" He quickly turned away from the pointed look. "Have some faith in me, I will not be dying to this any time."

Placing the two jugs down Ozma started to pour out their content. Clear sparkling water came from one, straight from the pool of creation. Salem opened the other jug and poured at the same time. Thick black/purple sludge came out, the waters of destruction. The minutes the two waters touched both glowed violently.

Salem looked worried as Ozma grinned. His hands glowed as green magic meet with the two conflicting waters, the pool began moving violently the colors shifted from purple, gold, and green back & forth. The wizard's brow began to sweat as more magic was poured into the pool, nearly an hour passed before the water started to calm. Finally it settled on a light green tint.

"Quickly, give me the statues" he ordered. Grabbing the first one he slowly plunged it into the pool an waited.

...

...

...

Bubbles started to appeared as he pulled it out. Right to see a crying babe in his hands, he wasted no time traded it for another doll and repeated the process again. Within an hour Ozma and Salem watched as twelve clothed babies were before them.

On that day mankind was born

xxx

"They were my greatest creation. This was where mankind was formed, unlike with Salem what I saw was the accumulation of my work. A new race for remnant and one worthy for it. I did not stop with twelve and made more as the both of us raised the first humans. My own home was not enough to hold my new family and soon created a village for us to live. From there I watched and guided mankind, raising them with beliefs from my time" said Ozma.

"Guided? Hmph I figured you would rule over them, you were their creator surely they must've thought you as their God." said Kurama "Why you would create such a parasitic species is beyond me" he whispered softly.

The wizard's smiled turned into an annoyed griminced "~sigh~ You're only repeating the words of Salem. Understand I had and still don't have any desire to rule as a God. I gave mankind the power to choose their own fate and I merely wished to watch them from afar. Make no mistake I knew my creations would make many mistakes but I wanted to be there for them and nudge them from any path that would only bring harm or misery. But ultimately mankind's future was up to them."

The man took a deep breath before continuing

"Salem urged the same thing. To rule over mankind, she argued I was their only God and they should be loyal to me. I dismissed those statements, I allowed mankind to prosper as I slowly stepped away, in fact I created this sub dimension to watched mankind from afar."

"Wait, but then why is Salem attacking humanity? If she was loyal to you then shouldn't be helping not ... well you know" Naruto made Illusions of grimm attacking people.

"Jealousy and Madness" Ozma explained "Let me explain. For much of early human history I had remained passive, only interfering in the most dire of moments and only guided for most of it. It was an age of peace, sure the occasionally war appeared but they were stopped by either myself or Salem before it got worse. The grimm were mostly passive as I used to relics to keep them away plus humanity's connection with the pool of destruction gave them a strong measure of protection from the grimm's wrath.

As I watched mankind I slowly came a sad realization, I was finding it harder and harder to understand mankind. Each action I did only seemed to push mankind away from me. To my own frustration I could not understand why, until one day I decided to ask those few who knew of my existence. Their answer was, not what a expect.

They said that I did not understand what it meant to be human. Heh, Salem was absolutely furious by the response but I was rather intrigued. I thought one the subject until one day I decided to act. As I said being a demigod meant I was gifted with immortality ... and that was the key to understand mankind. Using the relics I had changed my immortality to what it is now and with my new found immortality my soul merged with the other Ozma.

When I had first merged with humans I realized what my followers meant. The emotions of humanity, it amazed me just how much I did not know or feel, just how far away I was from my own creations. These emotions nerely overwhelmed me and gave Salem new ideas. You see Salem loved me and not just the love of that of a parent but also that of a lover. To her I was everything, she could not even imagine a world without me."

"... She was like Haku then" said Naruto.

"Yes, a lot like Haku in that regard. When she realized that I was still understanding human emotions she started to get closer and seduced me, had stayed in my original body I would never have fallen for it. But in my human body, I became smitten by own daughter and soon married her" Ozma watched as his latest incarnation started to look green as the fox looked more amused then anything.

"By the brothers! Ack, I did not want that image" Naruto looked a nauseas "Why did you have to say that of all things."

"Blame human hormones" Ozma replied "Continuing on, as we married I found myself listening to my wife's ideas. Specifically the ones about Godhood. In a moment of weakness, I agreed to her idea of becoming the Gods of this new world and so we worked together to bring mankind into our grasp. Those that tried to resist were destroyed with my magic or the relics, soon the very world kneeled before us and I had went against my very own ideas.

At first it was peaceful, we had ruled well enough and those few who would oppose were quited, I even acquired a family with Salem four beautiful daughters. I thought Salem was right and that this plan could have worked, had it not been a growing suspension within me. As I ruled over mankind I slowly noticed that my wife became less and less involved with court. Whenever I asked she always told me she wanted me to take more control, being the one true God or something else along that way.

However, I could not help but wonder and so I used my magic to spy on my wife. There I saw her always going to one of the castles that we conquered years ago. At first I tried to peer within the castle but I found my magic stopped I tried different methods but each one failed. Instead I choose to watched from afar and see any changes. A moon later I saw a cart coming to the castle and I looked within.

Corpses, men, women, and children corpses I saw within" Ozma spoke softly.

"Whatever my wife wanted to hide I did not care anymore. Gathering my mightiest soldiers and the relics and marched to the castle when she was still back at the capital. We crashed through the castle and easily reached the lower levels. Where we saw the level of depravity Salem reached. Hundreds of bodies and grimm slewn across the dungeons. Bodies that were switched to that of a grimm and other parodies of life, the further we got I saw the notes that my own wife made.

She was not creating life here, but was trying to destroy mankind. Those notes showed me what my own lover had tried to hide from me, since mankind's creation she held nothing but disdain and longer I cared this angre grew ever so bitter to her she wished the world to be only her and me or creations similar to herself. Along with those notes showed various experiments she conducted on herself.

Like mankind Salem was mortal as well. It was only through my own powers that I gifted her with incredible long life, but she could've died a strike to the heart would easily end her life. Not anymore, by experimenting on herself with the pools of creation & destruction she made herself immortal in the most perverse ways. It was less immortality and more like she became ... a constant in life itself, all it costed her was her sanity. Her experiments made her mind unstable and caused her hatred to humans to reach a level beyond what I thought was possible.

To the point to that outright genocide sounded the only reasonable choice to her, Salem's plan was too force humans to fight in show that they were the perverse ones hoping I would end them. This could not stand, using the relics we reached the capital where Salem was in out private quarters. I ordered my men to take my daughters away as I confronted her" said Ozma.

"No mercy was given" Kurama more less stated

"Indeed, she tried to explain her madness but I would not accept any of it. I did not hit her, or shout at her, or harm her. I said one simple thing ..."

xxx

Ozma watched Salem as she gave excuse after excuse. A simple of wave of magic stopped her from speaking.

"My wife ..." Salem flinched at the tone as he continued "I was there, I saw the corpse that laid there. None of those lives asked to be tortured or feel your wrath upon them. I cannot begin to understand where I went wrong with you."

"My lov—"

"—No, you're not my lover. You have shamed and disgusted me beyond what was possible. I say this not as your lover but as your father" Ozma said.

"You are banished from these lands, you are to never come here again ... or else I will smite you. You are dead to me my daughter"

He turned around and walked away, ignoring Salem's stunned silence.

But not the enraged howl that came next.

Nor the red energy coming out of her

xxx

"And so we fought, our children, the very capital and so many innocent lives died that day as did my own body. And from there on out Salem and I had battled across the eons. Over the centuries I created new beings to turn the battle or push it back, the silver eye warriors, the faunus, etc ...

I used the relics to soon shatter her control over the grimm, something she found after our battle. Unfortunately I could not stop the spread and hatred she implanted onto the grimm, by taking control of the pool of destruction she locked me out of stopping the grimm." Ozma said.

"And eventually brought us here" said Naruto

"Indeed" Ozma nodded.

...

...

...

"Then ... how do I defeat Salem?"

"You can't, I tried to use the relic of knowledge to find out if I could kill Salem and many years later I asked where or when I could find someone who could. The answer was always the same. Either they did not exist or where not born yet, so instead I changed my plans, if I could not kill Salem the best I could do is deny her influence over humanity and try to guide them into a better future, one where they would be able to finally defeat Salem" Ozma answered.

"However, you may not be caring that for a few seconds thou naruto. Because soon all those memories I told you about are going to coming into your head riiiigggghhhttt ... now" he said.

Naruto's eyes rolled in his head as he fell limp.

...

...

...

"Hehe, yeah it's like that. Don't worry you should be good ... mostly I think. I mean you should be good outside of the worst headache in your life" he chuckled "Now what do about you Mr. Fox, so do you want me to show you the way out or—"

"Ozma, I have something I want to ask to you or ..." The kyuubi looked down at the fallen Naruto "... your other incarnation. Why?"

"Excuse me?"

"Why do you keep trying to give salvation to mankind?"


So you all can see that I have not taken the backstory given in cannon and the reason is that ... well it's not that great. The idea behind is interesting and all but it doesn't feel that great for a good backstory for Ozpin. So I decided to go with my own version of it which I got inspiration for reading Tolkien lore.