Authors Note:

Finally done, sorry for the delay, I've unfortunately been through job and family issues these last couple of months added on top of the crazy state of our world right now. It has made me depressed and hard to get into writing. And in most of my free time I've been reading other stories. But, I feel better now and I was able to get through this chapter.

I want to thank you all again for favoriting and liking my story, I would've never thought I'd make it this far.

Reviews:

Starlord Master: Thank you again for all the reviews, that's a really good question but I'll let you figure out who the Big Bads are. I don't want to spoil the story.

Another S.T.A.L.K.E.R:

Yeah it is, to me it's always been so barren. I know the Grimm exist in the lore as for the excuse as to why there's so few cities but I've always found that to be absurd and contradicting. I've probably added around fifty or more cities to this story's lore. Hell, it's become obvious to me why Rwby has so much fan fiction, it's the perfect template for anything.

About Villains and their Motives, I will agree that Rwby's is terrible. Cinder just comes downs to "Muh Power" and all the others are just as stupid. Ironically, only Tyrion seems to be the only type of person who would follow Salem. Everyone else who does is suicidal because she's not fighting to rule the world, at least in canon.

One thing I've done with writing this is literally developing everyone's motives. The Last Legion and their characters actions are the primary example of their beliefs and motives. They are driven by Tradition and Faith compared to Salem's followers' selfishness and the White Fangs' corrupted beliefs. They are a triangle of polar opposites with one common enemy, the current world order. I agree again that Fanfics seem to make Salem and Cinder more understandable and sometimes sympathetic. Here is the kicker, the Last Legion believes themselves to be Paragons of Virtue.

I know that, but I've just felt I need to state that with the increased sensitivity in this world. Like how the first episode of Goblin Slayer caused such an uproar an year ago. I've been developing the stories' footnotes and all I got to say is that people who love Grimdark stories are gonna love the mid to late volumes.

Sorry for the confusion, I'm just not good at writing descriptions for characters. I feel like I'm good at dialogue and action but I don't want to repeat Umbra, Weiss, Ruby, Jupiter etc after every sentence. Auto correct is a burden, I'll say that. Sometimes it helps, sometimes it sets me back.

XxExtremeSamX: It was one of my inspirations, along with several other things. I will admit, I feel as though in the beginning I was little but too edgy. I've thought about doing a rewrite, but it's already taken so much to make it this far.

Shooter312: Here's you another Update.

"I don't own any of the series I write FF of. I only own my OC's and my unique aspects added to the story. I don't own any music or songs possibly mentioned, they are just recommendations. All credit of Rwby goes to RoosterTeeth."

Chapter 13: Melancholic Motions.

The week had gone by in the blink of an eye for Umbra. It was Friday morning and he was writing in his journal, sitting at Ruby's desk dressed in the school uniform, reflecting upon the events of this first week in an academic environment. He came to the conclusion that he hated and loved Beacon in different ways. He loved the food, the "useful" classes, the gym and the library. He hated...just about everything else. Half of his Teachers got on his nerves, while the others were ok for the most part. School work and the assignments not involving combat or training were boring. All the people he ran into either were afraid of him or wanted to be his friend. Cardin, his lackeys and all the other school delinquents looked at him scornfully and treated him with disdain every time he saw them. Dove however, after his two day infirmary stay, just looked down whenever he was nearby in clear shame.

The relationships he had with RWBY got better in a sense, they started to get used to each other as a team. He and Ruby would talk to each other about more lighthearted subjects, Weiss and him studied together, while he would read with Blake in the library and finally he sparred with Yang. It reminded him so much about Arînville, it hurt deeply to think about it. Fortunately, there were a lot of distractions.

The latter part of his first day for example, only exemplifies what sort of wacky events and people he'd get to interact with during his time at Beacon. After lunch on Monday, they had Professor Anne Greene for stealth class. She wore a green cloak and a brown and white dress. Her hair was black and her eyes were green. She was the most quiet teacher they had and the most cunning. His first assignment in that class was to sneak through the park on campus while the other students and the teacher looked for the sneaker. Only three students passed, Blake, Ren and himself.

Then there was the next class, after everyone put their uniforms back on, and a threat from Cardin in the locker room, they had Professor Thumbelina Peach for botany and dust studies. Orange hair in a ponytail, orange eyes, tanned skin. She wore a white lab coat and black gloves, black pants and black lab boots. She was, without a shadow of a doubt, insane. She made Oobleck look calm and slow in terms of eccentricity. Her class was her literally going on and on about a flower and its useful properties. Umbra learned something new of course, but he didn't like how she only talked about this one flower for around forty minutes-after telling everyone what it's healing properties were ten minutes in.

The last class surprisingly had a cool teacher, at least after the first day, Professor Harold Mulberry for Weapon Crafting and Upkeep. He had dark purple hair and beard, lilac eyes. He had a lavender tie and vest with a white shirt, blue pants and black shoes. His classroom was a workshop where every student had their own desk and station. He was calm and collected, until he saw Tyrfing...

Monday, Weapon Class.

"What kind of masterpiece is this?!" Umbra was taken aback when Mulberry held his sword and caressed the blade gently. "The hilt, the blade, the very design! It's perfect in every way, almost a sword out of a legend!" If only he knew.

"Help!" Tyrfing cried out mentally to him, "Get him off me! His hands are greasy!" If so much attention wasn't on him right now, he'd laugh at his Sword-Friend.

"Where did you get this? Or did you perhaps make this?" Once again that day, everyone's eyes were on him. Ruby, who was a desk behind him, practically was leaning over her desk in anticipation.

"Uh, to be honest, I found it in the woods when I was ten." He told him.

"Hahaha, that's quite funny Mister Redson." He laughed.

"I'm serious." Umbra spoke up. Professor Mulberry quieted his laughter and observed the sword.

"Really now, then that makes this particular sword all the more interesting." He held it by the grip and by the blade, "The blade is similar to red steel, but has more weight to it than red steel usually does. The black cross guard and pommel are also similar to black steel but are slightly different. The grip is made out of some unusual leather, perhaps Grimm leather?" Ruby butted in the conversation.

"Wouldn't that make it worth a lot?" She asked curiously.

"Why yes it would Miss Rose, honestly I could see this sword going for quite a high price in a collectors auction. Your lucky Mister Redson, this sword is quite fascinating. Grimm Leather is hard to produce, red and black steel are rare metals." He then looked away from the sword and to him. "But what do you do for dust?"

"I really don't use any, I prefer to just use blades-undusted ones that is." Umbra said while looking away.

"Hmm, antiquated like Mister Arc I see." He chuckled, "As I stressed to him, you really should find a way to use dust of some kind. It's a powerful advantage against Grimm or any foe. There's a reason why Soldiers and Huntsmen prefer to use it than fight with bladed weapons alone."

"Tyrfing alone does a pretty good job."

"Tyrfing, is that the name of your weapon?"

"Shit." Umbra mentally cussed as he replied "Yes."

"Interesting…" The Professor said with a hand on his chin. "That name is rather unusual for a sword."

"I got the idea from a friend."

"I see. Nice Weapon, you should remember to sharpen it and check for rust." He handed it back to Umbra, went over to Pyrrha. Ruby tore the blade from his grip as she looked it up and down. It's dark majestic beauty still lured her. The Blade glimmered like blood in the light and the runes ominously did not glint, but rather seem to repulse all luminosity. There were subtle whispers, it was like if someone was right beside you but talked as quiet as a mouse. She questioned her own sanity as she marveled at her Teammates sword.

"Ruby…" She did not take heed, eyes glued to the esoteric marvel in her hands. She ran a finger down the blades edge, daring the blade to nick her. She heard him speak again, but it was muffled, her mind drawn to the allure of Red and Black. She blocked out all sound, trying to focus the faint voices.

"Ruby!" She was knocked out of her trance by Yang when her sister pulled her red hood over her head as Umbra grabbed the sword from her. "You need to stop geeking out over people's Weapons randomly."

She pulled the hood off her head and growled at Yang, "Yang!"

"Calm down sis, I just helped him retrieve his oh so precious sword from you." The Blonde said jokingly.

"I WASN'T DONE!" Ruby grabbed Yang's collar, eyes wide like a madwoman. The Older Sister smirked.

"Yeah, you would've taken hours to give it back to him."

Present Time.

He still cringes from the scene that followed, the young Ruby lunging at Yang-only to be carried off by the cloak by her would-be victim. Of course the sibling hostility didn't last a week, but still, embarrassing to bear witness to. In retrospect, all the things he dealt with now we're so much like it was in that village. Petty squabbles, naivety and carefree. In a way, it was a breath of fresh air-but tainted. He closed his journal and took a deep breath. It was another boring morning. He was surprised at how much time flies in a school environment. On the road, days seemed to go on forever-from town to town, Grimm to Grimm and Target to Target. Much more unpredictable and hazardous. One town could be pristine and booming, the next burning with Grimm devouring the unlucky inhabitants. Bandits in the woods and traders on the road.

School was more disturbingly uniform, prompting disgust in him. However, he was thankful for the rest. Whether or not should he leave and if so, when was a huge strain. He liked living under a constant roof again, despite the weakness of it. These Girls, while aggravating, were better than randos he encountered on the road. Then again, maybe that's the reason he should leave. He'd hate for them to die too. Even now, Umbra could still hear the screams. It was always in the back of his mind in times like this of solitary reflecting. Tyrfing and that monster were his only confidants for most the last few years yet only Tyrfing was the only one to ever talk about these problems. It was ironic, a sword being your only friendly companion.

He knew Tyrfing saw everything he did. The horrors. The atrocities. The Tragedy. He wasn't as strong as he was. The Sword who stood by him both in battle and in mind. Ironically, Tyrfing was the most normal and calm person he knew. Perhaps being a Magical Sword makes one's soul resilient to the darkest of days. Perhaps he had no soul. Umbra didn't know. All he knew was he thought too much. As he turned and closed his journal, he observed the sleeping women. They all breathed the same despite their radical differences. Maybe that's the one thing to unite the world. Perhaps it'll never change. War, hate, violence and conflict. They were somethings he hated, yet were a part of him.

He had got drunk too many times by battle to be free. The Legion saw to that.

Yang stirred and rose up from her bunk, yawning and rubbing her eyes. She hopped off her bunk and stretched, a little too suggestively. He started to notice something was wrong when her pajamas were a little loose and she blinked at him. Used but nonetheless annoyed by this behavior he just sighed and nodded. "Really Yang? Not even two minutes up and you do this?"

"Come on Umbra…" She said as she popped her back, "You should just have enjoyed the view. Most boys in this school would've paid millions just to see me stretch." She strutted towards him and leaned forward, "You could have more, for free."

"Not interested." He said in a dead voice with a blank expression.

"Gods, you're such a buzzkill. A lady gives you an once in a lifetime offer to ride the Yang Train and you refuse so rudely." She puts a hand on his shoulder gently, "Come on Umbra, there's more to life than brooding all day. We already have one Blake, we don't need two."

"One, there's only three ladies in this room and you ain't one of them." Her smile turned into an angry scowl, "Two, you ain't the first to put up an offer. And Three, at least Blake doesn't want to molest me." At least he didn't think so, who knows what she fantasies with what she likes reads. Yang composed herself and smirked, arm under her bosom.

"I'm the most mature gal here." She pointed at him, "I don't think you took any of those offers. Those red eyes practically scream Virgin. And "Three", do you want her too?"

"What! No!" Umbra broke at the accusation. Yang laughed and before he could respond, sat on his lap. Prompting a jerk reaction. "What are you doing?!" He whispered in panic.

"I'm just sitting on my Platonic-Virgin-Boy-Friend's lap."

"Damn it Yang, get off of me." He growled.

"Come on Virgin Boy." She giggled, "Relax…are you a virgin?"

"So what if I am?! Are you?" He answered frustrated.

"I am physically." She then whispered, "I just want to reenact my favorite scenes from some interesting videos." Her breath was hot, her lilac eyes piercing his. "You're the only one fit for the role, maybe you can fit it in the hole?" Umbra was lost for a second, unable to respond to that.

"Yang, you do realize if this was reversed, it would be very bad..." She just giggled and winked at him.

"Yeah." She said, grinding into him, "But, you're in no position to judge me, Umbra." He knew what she was referencing without ruining her mood, but he had to disagree. Killing is different from this.

"There's a difference." He said, trying his best to ignore his nether rising regions.

"Yeah, If I wasn't wanting your consent, I'd just reach down in your pants and grab it. After all, it seems to be wanting to peek its head out and see me." The Last straw broke.

"Enough!" He pushed her off onto the floor, "It's too early for your bullshit!" Yang quickly got up.

"What's wrong with you? I'm only playing around!" She defended herself.

"Will you both SHUT UP!" A third icely voice interrupted. They both looked over to see Weiss, Ruby and Blake sitting up in their beds. They all had scowls and tired eyes,

"Well," Umbra shrugged, "Good Morning."

Abandoned Warehouse, Vale.

Jupiter sighed as he entered the building that morning, a calm and quiet Pluto shrouded in his cloak beside him. The White Fang gave them a wide berth as they made their way to Roman's Office. There were dust crates everywhere and dust in regular crates everywhere, very hazardous. Jupiter made note of that, in case these Kingdomers ever try anything. Then they got to the door, Jupiter knocked on it saying "It's us."

"Come in." A melancholic voice replied and they opened the door to find Roman slouched over his desk with a glass of alcohol in his hand. The pink and brown haired girl from yesterday was there and seemed concerned about him, standing behind him with a hand on his back.

"Well it seems our Boss for today lacks resolve Pluto." Jupiter quipped. The Bat Faunus just stood there eerily, with a stoic face. The criminal mastermind on the other hand, sat up and smirked.

"Let me guess, you animals are here for the job tonight?" He spoke in an ill-mannered voice, Jupiter scoffed.

"Why else would an honorable warrior like I, delve into a shity groundwalker building to converse with scum and Mutts?" He scoffed.

"Oh, I didn't take you freaks to be the chivalrous type."

"I'd watch your tone, Torchwick. My ancestors honor means more to me than my duty to the Legion. I'd gladly accept death by my superiors if it meant ripping out that slimy tongue of yours with my own hands." Jupiter threatened.

"Oh excuse me-" His sarcasm was interrupted by the cloaked Faunus.

"I smell blood!" He knelt down on the floor and licked it.

"Excuse me?" Torchwick and even Neo were shocked and disgusted.

"So faint, but yet, so delicious…" He sniffed and licked his lips. Jupiter facepalmed and sighed.

"By Typhons Maw, get the fuck up you good for nothing savage." Pluto looked up at him with hungry red eyes.

"Where is the body? Where's the blood?!" He demanded.

"It was that Legionary who got postmortally awarded the other day, you should have been there-oh wait, they can't let you around dead bodies." He said sarcastically while he internally screamed, "I swear, you're no better than those Wolves or Bears."

"Ahem.." Torchwick spoke to get their attention, "If you don't mind me asking, why is your partner licking my floor?!" His face was scrunched up at the sight.

"My Partner," He cringed, "Has a particular semblance that requires him to drink the blood of others. He's not exactly got the most proper of minds." Looking at the feral bat before him. "But he is not the subject at hand here, the Armory is."

"Fine." Torchwick took one big drink and slammed his glass down, and pushed himself up from his seat. "Let's get down to business, follow me Gentlemen." The Thief grabbed his cane and walked out the room, his sidekick not leaving his side as the two Faunus followed. After walking down some stairs and into a dark but spacious room, a map of the city of Vale hangs upon the wall with a table below it. Further and more in the middle of the room, there is a table with another map on it. Torchwick walks confidently over to it and gestures the Men to come. "This, my new furry friends, is a map of Fort Wise. The City's Garrison and one of the main bases of the VDF."

"Why would you Valen trash name a Fort Wise?" Jupiter scoffed at the name.

"That's because it was built by King Gerland the Second, the supposed wise and mighty King of Vale's glory days. At least that's what half of this Kingdom would say. The others would be ranting about how it needs to be torn down." The Thief chuckled. Jupiter shook his head in disgust.

"Wisdom can only be ascertained by the divine. No man can truly be wise, only Typhon's Prophet-" Torchwick interrupted him by slamming his cane down.

"We didn't come here for a religious sermon." Slammed both hands down onto the table. "We need to discuss a plan."

"Very well heathen," Jupiter looked over the map and laughed. "It's so obvious on what to do." Torchwick rested his head on his fist and looked at the Eagle Faunus.

"Enlighten me." The Lighting Warrior looked him in the eyes.

"We attack head on." Roman and Neo share a surprised look, the former rising up from his lax position.

"Your kidding?"

"There is no humor in my words-only valor."

"This is one why I hate these guys..." Roman thought as he said "That's suicidal! Fort Wise is the most defended place in this city! "

"Aye, all the more glory to be had." The Avian Faunus took off his helmet, revealing his silver braided mane.

"These aren't VPD, the VDF is the military! We don't have the resources to attack them!"

"You see Roman, I'm a warrior. Battle is my right and purpose. I'm not afraid of a bunch of unbloodied kingdomers." Jupiter laughed, "If it wouldn't be so suspicious, I'd wipe out the curs myself."

"This is supposed to be a heist! Not a battle!" Jupiter sighed deeply.

"No, you fool, it's going to be both. I don't expect such cowards as yourselves to fight on the field. You're a cowardly thief and so is your associate. Not to mention my companion is a Nightblade. Your obvious roles would be to infiltrate as I fight. A classic diversion plan." He condescendingly told them.

"Who made you the leader on this?" The Redhead gripped his cane tightly as a spiteful frown took his face.

"I did." He said, Yellow Eyes unflinching.

"I'm the mastermind here!"

"You're a washed up thief, serving some arrogant woman and robbing dust." He slammed his fist against his chestplate. "I'm a Champion, a Prince and a Hero of my Tribe. I'm worthy of Tyrant's Authority."

"If you keep going into religious spiels, we'll never get this done." Torchwick put a hand on his multi colored partner, "Neo, go get things ready." She smiled and nodded, then seemingly broke apart into glass.

"Where is she going?" The Eagle Faunus asked.

"I already had an idea for getting in the base undetected, what we came here to plan was what our Pets would do while we got into the armory." The Redhead smirked. Jupiter's eyes narrowed, Torchwick grabbed his cane and patted the Faunus back. "Good luck, you're gonna need it to fight the VDF."

Grimm Studies Class, Beacon Academy.

It wasn't a good morning, Umbra had deduced. "This class will not make it better." He thought as he sat down. Weiss sat down right beside him, still as angry as she was earlier. "Why do you always insist on getting up early?" She nagged, "Do you not realize that you share a room with us?! That's there's some common courtesy." Umbra smashed his head against his desk quickly and raised it up.

"Listen Princess, I told you before and I'll say it again, it was Yang's fault, I am always quiet when it's just me." Yang, sitting at his left, leaned on her arm.

"I'm so impressed with you throwing me under the "fuss", Umbra, it's like I'm a piece of trash to you."

"Oh my god." The Reaper ran his hands through his hair. "You two make me want to burst my eardrums."

"You mean pop your cherry?" Yang winked again while Weiss convulsed in disgust.

"That's not appropriate talk for the classroom!"

"Yang…If I hear one more word out of your mouth." Was all he said.

"Word." She said sarcastically.

He wanted to scream so bad. "Good morning Class!" He really wanted to, really bad. "Today, you have a special assignment." What? Professor Port pulled down a projector screen over the Chalkboard. "I'm going to cover the three types of Grimm." The Lights went out and a projector turned on. "Bestial Grimm, Humanoid Grimm and Mythical Grimm." The projector displayed the three titles. Umbra already knew this topic, but at least he isn't going into a long winded speech about a very likely exaggerated story. The screen turned to a Beowulf, "Bestial Grimm are the most common as you all probably knew. They are Grimm shaped by regular animals in our world. Beowolves, Ursa and Sleipnir are prime examples for they take after ordinary Wolves, Bears and Horses. In the Age of Kings, it was predominantly thought that in Vale and Atlas that Bestial Grimm were the corrupted spirits of Faunus."

He flipped the slide, showing an Imp. "Humanoid Grimm are more rare and special compared to Bestial Grimm, having more supernatural abilities and greater mobility. One of the most common types of them are Imps, the horned fiends are renowned for their ear ringing screams and long arms that can stretch over quite a difference to catch their prey. One of the rarest-thank the Gods, Berzerkers, are almost indestructible. They are beasts of hatred and endless rage, if one sees you, it will chase you down and rip you limb to limb. The last one spotted in a major area was two years ago in the Atleasian city of Nordwind. It took everything their Military had to kill it, while it caused wanton devastation in its wake."

He moved the slide, showing a Sphinx with a Goat looking grimm connected to its back. "Last but not least, Mythical Grimm. They are extremely rare, creatures that resemble neither Animal nor Man, but those of lore such as the Wyvern and the Sea Feilong. They are like the Dragons of Ancient lore. Mythical Grimm can either be unique creatures unto themselves or sometimes a mix mash of other Grimm. For example, the Chimaera. A Sphinx with a Satyr on its back, caused by deformities in the Grimm pit." Port turned off the projector and flipped the light switch back on.

"Your assignment for this weekend is to write an essay about three Grimm of your choosing from each of this category." The old mustachioed Professor put the projector remote down and sighed. "I'm sorry Class, but I have to leave early today." Umbra could practically feel the joy of the room around him at that. "My dear Mother isn't doing so well, so I'm heading to the city of Kenton to see her. I'm going to try to be back in this next Tuesday so you have until then to finish your assignment. If things change, I might not be back until next Thursday. I've already asked a dear friend of mine to fill in for me next week, but after I leave a staff member will do for today. I suggest using the rest of the period to work on your essay. Farewell." He turned and went to leave the classroom, Umbra spoke up quickly.

"I hope your mother's ok Professor." The old man turned and nodded.

"Thank you Mister Redson." He left the room. The room atmosphere was divided by people who instantly went to slacking off and those who were somber at the Professor's situation. Umbra bit his lip as memories of his Mother came back to him. Haunting him. Mocking him for failing her.

"I hope his mother is going to be fine." Ruby said with a frown..

"Unlikely," Umbra said with a sad sigh, the four girls looked at him for his blatant pessimism. "He looks pretty old himself so I reckon that she is at least twenty years older than him. Most people don't survive illness at those ages. It's the burden of this life."

"You don't have to be so negative about it Umbra." Blake said after pulling out a book. "Do you think you're being a little heartless?" Umbra laughed.

"I'm not being negative, I'm being realistic. Also, I'm not heartless, if I was, I'd have told Port to say his goodbyes." Weiss brushed her ponytail to the side and shook her head with closed eyes.

"Umbra, I can agree that her chances of survival might be low, but you should be a little more optimistic."

"It's just life. Every one of us in this Remnant is born to die. Doesn't matter your Kingdom, your faith or your race. Some by chance, some by sickness, some by Grimm. And some by others hand." Umbra looked at his hand, his red eyes cold. "The lucky or unlucky few, depending on how you look on it, get to live long lives. Most of the time, they outlive their friends, their family and sometimes their own children." Ruby and Yang looked to each other as Umbra clutched his gloved hand into a fist. "We're all just animals, the only thing that keeps us from being no better than Grimm is our friendships, families and communities but even then that doesn't end hate, conflict nor misery. Your own friends could be thugs, a family could be abusive and another's community could be a cult." The four were speechless at his depressing dialogue. "Nothing in the world is equal but death, it is the true equalizer. It comes for us all, chasing us down with every second of every day until our luck ends." All five were silent for a minute before Ruby spoke up.

"That May be true, but there's no need to give into despair like that." The Red Reaper countered with determination. "Yeah, we all will die, but that's why we should all live our lives happy and not dwell on things we can't change."

"I agree with you Ruby," He turned and looked her right in the eyes. "But I have too much weighing my soul down."

"Man, your so charming Umbra, I swear you just liven the room up with your presence." Yang remarked sarcastically.

"We should precede with our essays, unless you want me to want me to continue with my rambling."

Cafeteria, Beacon Academy.

The Schnee Heiress looked at the dark haired Boy, he ate his food quietly, reading the pages off a book to the side of his tray. Blake did the same at her side, while Ruby and Yang talked about what Grimm that they were going to write about. Team JNPR doing the latter. She had been surprised by his dark lecture, but in reflection she just saw that's just how he is. Umbra's past has destroyed any of his hopes for his future, that was her conclusion. He is devoured by survivors guilt and pessimism from what she assumed happened to his family. She pitied him, she didn't have much of a family but she knew if she lost Winter, she'd know his pain. Suddenly, she was burdened by the Sisters casual conversation turning into an argument.

"I think writing about beowolves is a bad idea Ruby, that's going to be what many others do and it's just boring." Yang stated, looking at her sister with disappointment.

"But it'll be the easiest and Port did say we could do any Grimm we wanted." Her Sister argued, waving a drawn picture of a Beowulf in her face.

"Yeah, but I'm sure writing about something unique than everyone else is going to gets you a higher grade." Yang looked to Weiss and Blake, "Does it?"

The Ravenette Girl looked up from her book and responded "The Professor didn't exactly specify, he was in a hurry." She went back to reading, "Do whatever Ruby." Weiss felt she had to interject for her partner.

"I disagree with that last thing you said Blake, I'd have to agree with Yang on this one." The Three other girls looked at her, "You should put more effort into it Ruby, if you don't you risk being content with being average." She went to explain, "An average person doesn't have bad grades but instead finds themselves stuck below A and confined to B and C." Ruby put her drawing down, feeling defeated. She looked to her left.

"What about you Umbra?" She asked, "What are you doing your essay over?"

"I'm going to Write about Sleipnirs and Wyverns, but I'm stuck in the Humanoid department." He told her, "I'm personally stuck between writing about Liches, Berzerkers and Wendigos."

"What are Liches and Wendigos?" Ruby asked perplexedly. Weiss and Blake facepalmed. Umbra sighed.

"Ruby, have you ever read the Grimm Bestiary?"

"No, I know our dad has one but it didn't really ever interest me." The Swordsman closed his book and held it up for her, the rest of the table paid him attention now as well.

"This is my personal copy I've had for years, I'd honestly suggest everyone of you getting one too. It's very useful to identify Grimm after an encounter and to plan for one as well." He opened the book and flipped it to a certain page, "To answer your questions, a Lich is a very rare and powerful Grimm with Legendary levels of intelligence. They don't really attack people mindlessly. You're more likely to stumble upon one like I did than one ever to come to you. They hide in caves, tombs, abandoned ruins and castles. Their special abilities are able to control Grimm, elemental projectiles and they can talk."

"Wait, let me get this straight, you've encountered one of these before and they can talk?!" She was shocked.

"Yeah, it was in a cave in Anima. The damn thing scared the shit out of me speaking gibberish before it tried to kill me with its Goblyn minions." He continued, "You can't really kill them like other Grimm either. You have to destroy it's phylactery before it can be physically killed. Otherwise, it will just reform wherever it is at." Umbra laid the book down to show the fifthteen year old the drawn picture, she was disturbed by the wickedness of the creature. It was skeletal with its face and chest, it's hands more like boney talions. It's body's skin was more like a midnight robe.

"Why haven't we learned about this Grimm?"

"You would've if you didn't skip two years Sis, you missed out on the whole Lich King lesson." Yang interjected.

"What?" Ruby was even more surprised, "What is a Lich King Umbra?" The Crimson eyed Boy groaned before speaking.

"Listen well, because I'm only going to explain this once, Liches as they get older change like other Grimm. They become Elder Liches, more intelligent, more powerful. There have been three cases where one has become so powerful with age that they are able to control other Liches. Called Lich Kings, they all lead a genocidal horde of Grimm to try and wipe us out. They failed, the first recorded was over two thousand years ago, last one six hundred years ago. We haven't really gotten into that lesson in Oobleck's class because we're focusing more on recent and national history." He closed the book and ran his hand through his hair, "I'll explain what a Wendigo is to you Ruby another time, we already wasted half of our lunch period talking about this." He smirked, "Or you could look it up yourself."

"I'll read about it myself, I really do need to catch up after all." She said somber.

Weiss was impressed with his mini lesson to Ruby, although crude, he was right about everything he said from all she read and was taught. She had come to like Ruby as a friend, though she loathed to admit it. But that didn't change the fact she missed two years of important curriculum like the Grimm Blights or the Lich Kings. She supposed though that she shouldn't judge her too hard for her ignorance, since herself was tutored this stuff. She watched subtly as he held up his apple and pulled out his dagger from his satchel, then starting to skin it. Ruby looked at it and asked, "I've not gotten to look at your dagger yet, can I?" Umbra closed his eyes, flipped it in his hands and handed her the handle to grab.

The Heiress looked at Ruby and his Dagger. It was a curved blade, the handle was weird. The Pommel was a Dragon's head with ruby gemstone eyes, the guard was shaped like dragon wings and the handle was worn leather. "What does this inscription mean?" Ruby asked, looking at the faint but large inscription on both sides of the blade.

"Sanguis et Gloria." Umbra said perfectly but with a cold tone, "It means Blood and Glory, it's an evil phrase." Ruby, Yang and Blake perked their heads up in curiosity.

"How so?" Blake asked, curious.

"Because there's no glory in bloodshed, only the winner and the loser. Such phrases like that exist to dehumanize people." He took a hateful bite out of the apple before continuing, "That dagger is a burden and a curse I must bear."

"Where did you even get this?" Ruby asked, flipping it over in her hand.

"From the devil himself."

Abandoned Warehouse, Vale.

Jupiter hated his current predicament. He and Pluto were not in their armor and uniforms, but instead wore the Pathetic attire of the White Fang. He was embarrassed to wear the black and white sleeveless outfit, his Grimm mask was standard. The boots were uncomfortable to him. Pluto was by the Thief and his lackey, the Lightning Warrior was with a bunch of kiss up Mongrels. The women looked at him with lust while the men looked like they wanted to worship him. It disgusted him.

He is above ALL of them. He is Heir Apparent to Aquila and the Eagle Tribe. This insolence boils his blood. But he has to play nice, yes. Until the mission is over. "Mongrels, you want to make your ancestors proud?"

"Yes Jupiter!" One Sheep Faunus Women shouted. He held in his disgust.

"Then you all must awake the valor in your hearts!" He slammed his fist against his chest, noticing the lack of armor, "Tonight, we raze Fort Wise! You shall spare no human! You shall not surrender and you better not retreat!"

"YES SIR!" The Faunus before him echoed, to him like a disfigured band of warriors.

Last Legion HQ, Vale.

"Legionaries! Testudo!" Solis shouted, the black and purple clad soldiers slammed their shields down in front and over themselves. "Drop Shields! Draw Swords!" They threw down their shields and drew their gladius, "Sheath swords, draw rifles!" They did as they were told again, "Spread out!" The soldiers quickly formed a wide spreaded formation, "First rank, take a knee!" The first two lines of men knelt, "On your feet!" They jumped up. "Put away rifles, pickup shields!" They slung the guns onto their backs and grabbed their shields off the floor. "Who are you!?"

"THE SONS OF TYPHON, THE SWORDS OF TYRR!"

"WHO ARE YOU!?"

"LEGIONARIES!"

"WHAT IS YOUR PURPOSE!?"

"VICTORY OR TYHALL!"

"Forward! Double time, around the Gym!"

"HA!" The Soldiers ran forward in formation, as Solis just coughed. He had been instructing Warriors for a long time, but it had been long since he had invigorated Legionaries. He remembered when he was just one of them, decades ago. A Soldier who is to serve. Now he was a Champion, one of the greatest to ever live. The Invictus. He had ascended the ranks in service and valor, losing nothing but his right eye.

He was proud of himself, proud of the many victories won, of the many enemies slain by his own hand. Most of all, he was proud of his students who proved themselves worthy of the title Champion. Their victories, honor and glory was technically his as well. That said, above all, he hated those who sully themselves and in turn, sully his honor. There hadn't been many over the years but there had been a handful of Traitors and under three cowards among his alumni.

Traitors are just part and parcel to life. Usually Champions who thought themselves above the Hierarchy or those who felt the Legion wasn't doing enough against the Kingdoms. Even worse, those who are misled down the path of slave morality. The former usually tries to form groups or factions only to face execution at best-at worse, castration-as punishment. The Latter just runs off, discards their gear and moves to a Village to try and find a new life-only to find a blade in the dark.

Traitors were one thing, but cowards? They were another-

"Master." His Nostalgia and Pride were just pissed on as he heard the Voice of one who had dishonored him. He did not look towards the Bitch, but spoke.

"You dare come before me?" He said calmly with a hint of malice. The person kneeled behind him and spoke.

"Master, I have come to atone for my dishonor..."

"Atone, pfft." He scoffed, "The only true way for a Champion to atone for cowardice is self decimation. But you lack that resolve."

"Sir, our Commander ordered me to hunt him."

"You don't deserve such a mission." He turned to him and sighed "You're a disgrace Mars."

"You know who he is! You know why anyone would fear his wicked power!" Mars hit his chestplate with his big fist. "I won't lose again and my name will be cleared of this dishonor Solis! I am Mars-" He was silenced from a punch straight into his face and into the floor. Mars regained his senses to find himself in a crater and Solis standing above him.

"Do not talk down upon your superiors, cowardly dog." The one eyed man glared down upon him. He heard laughter as others saw the commotion, even the men that Solis was drilling stopped their laps to laugh at him. Solis turned to them and shouted "I didn't tell you Maggots to stop! Give me a hundred laps, double time!" The Legionaries quickly continued their jogging as he turned back to the now raising disgraced Champion. "It's a shame your Men paid for your sins, many of them deserved a better Dux than you." The Veteran spat on him and walked away. Mars just got up and wiped it away. He couldn't help but be drawn back to that dreadful day.

Ten Months Ago, The Port City of Lumbar, Temple.

Dreadful was the atmosphere in the dark room. He stood in front of what remained of his men, facing the wall in front of them. It was decorated in Purple Banners, the Black Dragon upon them elegantly spreading its wings out as it shaded it's damned domain. Braziers lit the corners of the room, four Legionnaires with long Purple Cloaks guarded the two exits, ten guarded behind them all against the back wall. They were armed with rifles. Mars felt the sweat slowly descend down his forehead. He was afraid, ever since they told him He was coming to punish them all. It was one thing to be punished by any other authority, but the Commander himself…

He heard slow clicking footsteps from the hall to their left and one of the Guards commanded "Kneel before his Divine Majesty!" He and all his Men did as told, their heads looked at the floor, their knees practically against their chests. The footsteps continued into the room and he saw the shadows of three men walk to the front of them all. They stopped, and he heard the voice that made him truly shiver.

"Stand." He and his men complied, before them was their commander and more of his elite Praetorian Guards at his sides. His face was obscured by the shadows, he wore a black long frock coat with a purple collar and cuffs and golden inlays, tall cuffed boots and purple pants. Around his waist was a scabbard. "Mars Brutalis de Phalanx, you stand before me charged with Cowardice and Desertion of your Men on the Battlefield, how do you plead?" Mars sighed, looking at the ground.

"Guilty." The Commander just shook his head in disappointment.

"Tell me, why did you do it Mars? You were a great warrior, I personally was impressed by your talents and you failed me. You failed your Mission. You failed your Men. You failed yourself." Mars gritted his teeth.

"I wouldn't have failed if it wasn't for him. It was Loki Sir, his power was something else."

"Hm, I know. It is quite the hungry flame. It is too bad he couldn't just have consumed you." The Commander walked forward, the Giant Man closed his eyes as he felt a hand pat his shoulder. "It would be a waste to execute one as skilled as yourself… how about a deal?" Mars opened his eyes and swallowed his spit.

"What do you have in mind, Your Glorious?"

"A chance at redemption. In order to regain your honor and earn back your rank, you'll hunt him down and kill him." The Man leaned into his ear, "If you fail me again, you'll be damned forever to Tyhel."

"I won't fail again, Your Glorious."

"Good, now it's time to judge your men."

"My men were just following orders-"

"Silence." The Commander hissed, "Following orders is no excuse for weakness. You will turn and watch them. This is your Punishment." Mars did as told and looked at his men, it was all the Legionaries under his command left. The Crew of the three ships were pardoned, he and his Soldiers weren't so lucky. The Commander walked back and forth in front of them. "My Soldiers, how could you fail me?"

The Men didn't answer, their guilt ridden faces hidden by Steel Facades. "You all shame me, shame the Dragon. Take off your helmets! You don't deserve to wear them!" They all instantly did as told, throwing them to the ground, revealing a mish mash of Young and Older Men. A few young as sixteen and others an upwards of forty. Most wore stoic faces, some visibly strained, few donned cocky smirks. "The truth is, some of you are Cowards, others simply followed their dishonorable orders. I will separate the wheat from the chaff and those who I damn shall burn in Tyhel-so I ordain by the divine blood in my veins."

Some of the men visibly strained at those words as he slowly walked all the way to the first person of the column, drawing his wicked Sabre, Durendal. He held it to the throat of the first man, an thirty four year old named Patiris. Mars has known him for six years, they have shared many drinks. "If I'm ever to bear the title of my Ancestors properly ever again, we must have Men of Steel. An unbreakable Legion worthy of the honor of our forefathers. In you, I see a glimpse of it. You pass." Mars innerly was thankful as he walked to the next man.

He was a Twenty three old man named Donan, he had been in their Cohors for three years. An honest but brave Legionnaire. His green eyes shone when he spoke "I'm not afraid your glor-aok!" Blood splattered on Patiris as his throat was slashed.

"DO NOT SPEAK UP TO ME!" Lucius shouted at the collapsing man, as he gurgled blood. Raising his right boot he stomped on the man's face and bleeding throat repeatedly as he cursed him. "Worthless cur, I DAMN your soul to TYHEL! May everyone forget your worthless face, may the GODS devour your flesh! Drink your blood and break your bones!" As he finished, he wiped his boot on the man's body like a carpet as he moved on. "Sorry about that Men, I really do detest those disgraced who talk up to royalty like that." He said nonchalantly, while swiping the blood off his saber. As he stood in front of the next man, "Now, let's see...welp, you're a coward." Stabbing him through the eye socket, as his victim fell to his knees, he pulled the blade out swiftly and let him join Donan on the floor..

Mars watched on in horror as he walked from man to man, judging them a coward or a misguided warrior. The former ones earning a swift death. They were all his men, his comrades in arms, and he couldn't do anything to save them from their leader and their Gods wrath. By the time he was done, only one third of them survived. "Well, that's all the cowards judged." Lucius walked back to infront of them all left, all while wiping his blade clean with a handkerchief. "Well, you all passed the test-congratulations!" He shouted his praise in a quick turn, tossing the rag upon one of the dead men. There was blood all over the floor where the winners stood, the smell of iron and piss dominated the room. Many held faces of despair, saddened for their comrades demise. Others showed visible relief, at their salvation. "But unfortunately for you all, it's not over-yet." The relief evaporated. "The Bad News, you're still gonna die. The good news, you have a chance to regain your honor! All of you, on your knees!" The Commander put his hand into his pocket as the finalists fell to their knees practically in defeat, "Praetorians! By me!" The Caped Legionnaires immediately rushed to the front sides around the formation and aimed their rifles at the men. "You will have one minute to commit self decimation with your swords or face damnation," He pulled the watch out, "Starting twenty seconds ago."

Mars's Men in a panic grabbed at their torso armor and did their best to unbuckle the straps, others did their best to tear it off. Those who did, tore their tunics off and drew their gladiuses and plunged it deep into their stomachs, some twisted it and shouted "Typhon take me!" They fell forward, squirming in pain. Others weren't so fortunate, Mars saw as some struggled and it seemed Patiris was one of them.

"Ten...nine...eight.." Patiris couldn't get his armor off as he struggled with the jammed buckle, "Seven...six...five.." He screamed in horror as he saw the Sabre rise into the air, "Four...three...two..." The Veteran managed to pry it off as he drew his sword, it was too late as the saber went down "One, Fire!" The self proclaimed God of War watched as his slow and unfortunate comrades were gunned down. Patiris didn't even stab himself, as bullets ripped through his torso. Then as quickly as the canopy of rifles came to life, they ended and all that remained was the groans, moans and death rattles of the finalists. Either from execution or suicide. "Praetorians, advance and finish them off." He said coldly. They did as commanded. He turned, sheathed Durendal and walked up to Mars, patting him on the shoulder with a devilish grin, his black goatee fitting. "This is the price for a second chance, this is the cost of being a coward and the result of being a shitty leader, actions have consequences Mars-and your men just felt them. Every one of them damned will cry out your name in Tyhel, as their flesh burns and bubbles, as the Gods feast upon them with the Martyrs and their blood is distilled from fountains in that glorious hall. They will suffer that for the rest of this age of Light. Until our Grimmfather arrives on the day of the Ultima Pugna, when the last remnant of their souls are extinguished and their Pain makes Hyperion wilt."

He leaned in closer, and whispered "If you ever fail me this greatly again, you won't get a chance at Salvation like they did." He patted the giant again and walked away as the Praetorians formed up as they finished their last task. "Decanus Stalos! Let's be on our way, I do believe the ship is waiting." The caped Legionnaires followed their leader out the right exit. Mars just stood and stared at the bodies of his men. About a Hundred Warriors, dead in one dark room. The Blood pool started to reach his feet, he saw his reflection in its demonic shine. He saw fear.

Library, Beacon Academy.

Blake didn't know what to make of Umbra, one second he was a happy and funny guy-the next he was acting just like He used to. Though granted, Umbra openingly demonized the things he has admitted to doing, while He always went on about how everything they did was justified by what Mankind has done to them. She doesn't know how to help him, just like she didn't know how to help her Mentor either. But she saw in his eyes the same cold rage as she saw in His one.

"Blake?" She turned to Ruby, who sat by her at the table along with Weiss. They had come to the library to study for their essays. "What did you think about what Umbra said in Port's earlier?" His statements had left them uneasy all day long..

"I think it's just sad that Umbra thinks that way." Blake answered, it really reminded her too much of him. Weiss just closed her book and spoke her mind.

"It's obvious that he isn't all there Ruby, you've both seen him stare off into the distance and look around frantically like something is there. And there's the times he zoned out and that time in the Bathroom. I think he might have PTSD or perhaps suffers from some type of delusion."

"I honestly don't know how to help him as a leader." The Red Reaper replied. "It's not the same as dealing with our other problems. I look at Umbra sometimes and see someone who could hurt us. Sometimes I see someone who has been hurt by the world. I don't know what led him on this horrible path but I wish I could help him get off it."

"Well, he is here now. I've noticed he has loosened up a bit compared to a week ago."

"Yeah, but we can't ignore these potentially hazardous signs of symptoms. I say we should tell Ozpin or perhaps the nurse about what we've been seeing. It would do him some good to take some medicine or talk to someone about these problems. He has admitted that his semblance has caused him to hurt people before and that no doubt along with everything else has screwed him up mentally. Remember what Jaune told us about what he said about Dove, I legitimately think if they fought outside of school he would've killed him for calling his mother that slur."

"I agree, we need to help him." Blake said, "I don't want him to make a mistake he would regret."

"Yeah-" Ruby was cut off when she saw him across the library. "He's here." All three Girls looked across the room to see him in his school uniform walking to the hollow computers.

"What's he doing in here?" Weiss asked, intrigued.

Blake put down her book, "I thought he was going to spar with Yang?"

"Maybe he's just going to study for his essay?" Ruby shrugged.

"Perhaps, but maybe we should go see?" Blake instantly knew what the Heiress was proposing.

"Like go talk to him?" Ruby naively said.

"No you dolt, I mean sneak and see what he's doing." The Hidden Faunus then spoke.

"How about I go, I'm more skilled at stealth than you two." She proposed.

"I can't disagree with that, but please bring back any information you gather." Weiss told her, Ruby nodded giving her the go ahead.

She nodded back and got up, she made her way through the library passing other students and blending in. He went into the aisle of bookshelves behind Umbra and made her way slowly towards him, looking at the books along the way. Acting like she usually did in the Library, just looking for another book. She kept on looking at him, but he obscured her sight of the screen. As she got closer, she heard him mumble to himself. "So the bastard still is in Vacuo, if that's the case-what are they doing in Vale?"

She froze, Vacuo. She remembered what she had searched up the week before and the weird men in that restaurant. Was it possible that Umbra was after those men? Or is she thinking too much into it? "Damn it!" He yelled quietly, "They're always one damn step ahead of me!" She walked closer and saw over his shoulder, he was looking at news articles of Vacuo. The newest headline read: Crime wave continues with another wanted Drug Lord found dead in flooded basement.

She was right, should she tell them about this? No, she needed to investigate this herself. Then, she'd tell them what she's uncovered. She closed her book and walked away, when she got back to the other two girls and sat down, she said "He was just looking up Grimm."

Vale, Agricultural District, Fort Wise.

The Shattered Moon shines brightly in the sky, illuminating the night. Private Grady Day sighed, he hated standing guard at night just as much as he hated doing it during the day. The only pro being the moon was beautiful to look at. He thought joining the army would be an adventure, that he would fight Grimm and White Fang goons. But no, all he did was nothing 24/7. Stand guard, patrol, training. Fort Wise was a drab. It had less action than the Soldiers Patrolling and garrisoned in the city walls. They at least could fire their turrets at Grimm from time to time.

"Day? What's bothering you?" His Sqaudmate, Private First Class Andrew Hoary asked. They stood guard by the fort entrance, the green banners by their sides. They both wore the standard combat armor of the Kingdoms, the difference being the green inlays on theirs.

"Same old same old, when do you think we'll ever be transferred to a more exciting front?"

"This again? Come on Day! You should be glad we're here and not somewhere on the frontier."

"All we do Hoary is just stand and walk around, we're Soldiers!"

"You see Day, that's part of being a Soldier, is these little things. Besides, the VDF is more for show than anything. If you wanted action you should have become a Huntsman and if you wanted to serve a Military with a lot of action, you should have joined the Atlesian Military."

"I wanted to serve Vale!"

"Vale hardly has a need for a Military anymore. Who would we have to mobilize against? Atlas? We would lose. Grimm? Hunters are for dealing with them. Bandits? Maybe two squads or a platoon could take them out." Hoary gestured with his left hand all around. "This is literally all we have to do."

"Well this is-" He was interrupted by someone else.

"A waste of time?" Both Soldiers were shocked by the approaching man. He was tall, broad and armed with a long sheathed Katana. He was a Faunus with the biggest wings they ever saw. He wore a Grimm mask of the White Fang.

"Halt!" Day shouted, aiming his rifle at the Faunus.

"You shouldn't aim a gun at a true warrior..." The masked man grinned, still walking towards them. Behind him an entourage came from out of the shadows. Day felt sweat drip down his visor as Hoary activated his com.

"Command! We have White-ugak!" He was cut off along with his head as the Bird Faunus appeared almost instantly with his long sword drawn. Day screamed.

"CONTACTS!" He fired his gun at the Attacker in full auto only for the Man as fast as lightning to move to his side and- he felt light as his head fell. He couldn't scream as he saw his own body shake and convulse as the man who killed him flew up into the air.

Authors Note:

That's a wrap, the next chapter is going to be action packed. Thank you all for reading my story, please leave me a review telling me what you liked or would like to criticize. I'm open to criticism to improve upon and praise is always great.