A/N: Another day, another update. Thankfully whatever was going on with the site that was keeping me from uploading documents has passed and now I can get back to what I do best.

The next couple of chapters are lacking in the action department, but I think it's high time for the rest of team RWBY was brought in on what has been going on around them. And they're about to get one hell of an eye opener.

(I own nothing)

A large array of emotions passed through Weiss, Blake and Yang while they stood in Ozpin's office listening as their male team mate told them about his past.

The broken memories of his childhood from Project Origin to his time in the Atlas military that led to his reassignment to FEAR. The incident in Fairport where he and his team persued Paxton while combating a full batallion of clone super soldiers while at the same time learning about Armacham's seedy background along with the truth of his own past. Every event leading up to Alma's release, and the detonation of the Origin facility that nearly wiped Fairport from the face of Remnant.

But more than that, Adrian spoke about the revelations that he had uncovered. Discovering that Alma Wade was his mother, and that Paxton Fettel turned out to be his little brother, being forced to keep it all together while trying to escape the paranormal infested city before his capture by Armacham.

The whole story took the better part of two hours , ending with the former FEAR operative revealing that he had gone out into Vale and met up with Jin before having to help her escape from and ATC attack squad sent to take her in.

When he was finished, a long stretch of silence filled the office while his team, save for Ruby, took in everything as best they could.

"I...I was told that the incident in Fairport was an industrial accident at a dust refinery." said Weiss, swallowing thickly at what they had just heard.

"The mission was cover operations." explained General Ironwood, "Most of the information was lost when the city fell, and we were sure that there had been no survivors from the FEAR team or the Atlasian squads that were sent in. Until recently when it was brought to light that Mr. Wade was still alive."

Yang held her hands up, "So, wait a minute. You're telling me that you're a super soldier made in some kind of messed up secret lab, your mother was super powerful and was kept locked away most of her life, and the only other family you had was a younger brother who ate people and could control an army of clones that you shot in the head."

[That about covers it.] Adrian signed with a shrug.

"And I thought our family had a couple issues." the blonde brawler said to Ruby who sent her a small glare before looking back to her sister's boyfriend, "Got any other skeletons in your closet you're willing to air out?"

"Not skeletons, per say."

Everyone was on their feet and on the defensive as they all looked at the farthest corner of the room as someone stepped out of the shadows. Paxton's astral form standing in clear view, arms behind his back as a blade-like smile spread across his face.

"Paxton Fettel!" James shouted, drawing his revolver and aiming at the apparition who didn't look the least bit threatened.

"In the flesh, or about as close to it as one could get after certain events." said the youngest child of Alma as he looked at the General's weapon, "I'm afraid that won't do you any good, General. Hard to kill what is already dead."

Gritting his teeth, the Atlas headmaster lowered his weapon hestiantly while Ozpin came out from behind his desk. "How is it that you are here?"

Paxton strolled around the office while he answered, "Much like mother, my power transends physical boundaries. Although that doesn't mean that reaching this ascension wasn't painful." he sent a glare at his older brother while gently tapping the very visible bullet hole in the center of his forehead.

"W-What are you?" asked Blake, her voice trembling as all of her instincts, faunus and otherwise, were screaming at her to keep a good distance from the being that had just revealed himself.

The psionic grinned before disappearing in a burst of ashes and reappearing infront of the black-themed huntress making her stumble back in alarm, "Something beyond your understanding."

Blake felt her heart constrict, but it was in that moment that she realized something. "It...It was you!" she exclaimed.

"What are you talking about, Blake?" asked Yang, not taking her eyes off Paxton.

"Ever since initiation I've had this feeling that something was among us, but I couldn't really tell what it was...now I know." the faunus glared at the phantom, "It was you this whole time!"

"Very perceptive." said Paxton, "Then again, it is always said that felines could sense things that normal people could not." he turned and found himself eye-to-eye with Adrian. The two of them leering at each other in silence before the younger of the two rolled his eyes, "Fine, I will play nice, brother. But what were you expecting when you and your little rose agreed on this little get together."

Yang, Blake and Weiss snapped around and looked at Ruby who was more than a little nervous. "You knew, Ruby?!" Weiss demanded, "You knew that this...guy was floating around us?!"

Before the cloaked girl could defend herself Paxton spoke up, "She was only aware of my presence before the incident at the docks weeks ago." he looked at Blake pointedly, "I believe my brother and I never got a thank you for saving your lives when you thought it needed to get in over your head against the White Fang and Roman Torchwick."

The faunus looked a little guilty as well as unnerved while remembering that night while the apparition continued, "The only one who truely knew of my existence was Adrian, and I said that I would not bring harm to those he considers friends and allies. However, there were loopholes to our agreement involving those who wish ill will toward my brother. I believe Cardin Winchester learned this the hard way."

Glynda blinked in shock, "That was you?!" she asked, referring to the bully's current vegitative state.

"He was a problem for this academy." Paxton said with a casual wave of his hand, "A problem that I solved for you. He would have continued on his path of causing trouble to others and not learn anything. Pain and fear are good educational tools for those like him."

The admittion left the professors and the students in stunned silence. The fact that Paxton admitted to breaking someone's mind as though he were talking about a relaxing stroll had left them all with a sense of dread.

Adrian pinched the bridge of his nose, hoping beyond hope that things didn't get any harder than they already had.

"This explains why the second black knight chess piece went missing during initiation." said Ozpin, his demeanor still very calm despite what was going on. "In a way, I suppose that means the two of you have been partners since the beginning of the year."

"What better backup in combat than family?" Paxton replied with a shrug. "Despite what has happened in the past, we are still bound by blood."

"That sounds a little nice...and super crazy." said Yang.

Paxton looked her way briefly before going to Weiss, then Blake, then lastly Ozpin himself before humming. "Interesting. It seems that Ruby wasn't the only one to get a visit from our mother."

The girls all looked to one another in alarm before looking back at the two brothers, "What...What do you mean by that?" asked Blake.

"I can sense mother's aura around each of you, it's faint, but there is enough to tell me that she has encountered you at some point." replied the apparition. "Of course, you more than likely saw her in one of her different forms. Her more common one was when she was a little girl."

The three huntresses in training all went pale, "L-Little girl?" Weiss stuttered. "Black hair...red dress...?"

Yang and Blake nodded, the 'dreams' that they had a long time ago coming to the forefront of their thoughts. Realizing now that they weren't dreaming, and instead had been visited by the powerful mother of their male team mate that had been all but tortured her whole life who liquidated people by thought alone.

"She didn't hurt you guys, did she?" asked Ruby, worried about how her sister and friends faired after meeting Alma.

"She...certainly left an impression." said Yang, wiping sweat from her forehead. "What about you Rubes? What happened?"

The cloaked girl bit her lip, "She went into my mind and saw everything there was about me, at the same time I saw everything that she had been through. I was scared that she was going to kill me, but she told me that hurting me would hurt Adrian, and she never wanted her children to hurt after not ever being there for them after everything Harlan put them though." she said with a dark tone at the end when she mentioned Harlan's name.

"If mother spared you, then you must have proven that you are no threat to her eldest son." said Paxton. "You should feel honored. Many have fallen to mother's wrath."

"This is all informative," said James as he tried his best to accept everything that had just been unveiled. "However we are all missing a very important fact. That being a supposed deceased psychic commander, who is by all rights a war criminal, has been running freely through Beacon!"

"We are well aware of this fact, James." said Ozpin seriously, sending a piercing look at Paxton who merely looked back without a care in the world. "Though it would seem that we are far out of our element in how to deal with the situation."

Adrian clapped his hands once to get everyone's attention before he started signing, [Despite how right you are, General. Save for the incident with Cardin, Paxton has kept his word and not harmed any of the students here at the academy. And believe me, if I had a choice he'd be anywhere but here.]

"I certainly can feel the love, brother." Paxton said with a sneer at Adrian's blunt dismissal before turning to the General. "It must burn you that you are helpless to do anything. But what bothers you more, General? The fact that someone like me continues to exist? Or is it that such horrible events happened right in Atlas' backyard by people you thought you knew?"

James grit his teeth, wanting nothing more than to knock the smug look off Paxton's face if he had the ability. "Alright, that's enough!" Ruby exclaimed, marching right up and getting into the apparition's face, "I can understand your angry for the way Armacham treated your family, I can even understand why you went so far to get back at them. But that's no excuse for how you're acting!"

"You may technically be dead, but that doesn't give you the right to go around and treating people like they're inferior to you! If what you said is right, that you are Adrian's partner, then by proxy that means you are part of this team as well, and as leader of this team I'm ordering you to stop being such an asshole!"

If the others had been stunned before, they were completely slackjawed now. Even Adrian couldn't believe, not only in the fact that Ruby rarely cussed, but the level of courage she was displaying, to stand in the face of his socipathic, psychic commander of a brother and demand him to fall in line even though he had the power to crush her with his mind.

Preparing to step forward and shield her from Paxton's wrath, the former FEAR operative saw the frown on his little brother's face twist up into a smirk. "I can see now why my brother cares for you so much, and how you earned mother's favor." the silver-eyed girl didn't back down and glared right back at him. The psionic's smirk widened, "Very well."

Everyone blinked. "Uh, what?" Weiss asked dumbfounded.

"She has proven herself time and again how capable of a leader she is. At first I thought it mere foolishness. But to stand up to me while knowing I slaughtered people for far less, along what else I'm capable of shows how truly brave she is." Paxton turned, hands going behind his back as he walked back to the corner he had come out from, "Adrian knows where to find me, should I be needed."

He looked back at the group sharply, "But do not consider my willingness to humor your demands as a sign of compliance. For me, family will always come first." with that he vanished in a burst of ashes without a trace.

"Well, that was..." Yang paused, trying to think of something. "You know what? I got nothing."

Adrian walked up and put an arm protectively around Ruby while she let out a breath. "You certainly have an unusual family, Mr. Wade." said Ozpin as he walked over to his desk and picked up his coffee mug. "I only hope that your brother won't cause further trouble."

[Save for what happened to Cardin and fighting with me at the docks, he hasn't shown any other signs of violence against anyone.] Adrian signed, [It's hard to say what his agenda is, I wasn't born with psionic powers or a natural connection to our mother.]

"If Paxton was marked as the 'perfect psychic commander', where did that leave you since you didn't have the same abilities?" asked Weiss, wanting to move the conversation away from the chilling entity that had made himself known moments ago.

The soldier stared at the ground a moment, Ruby sending him a concerned look before he answered the heiress. [Being the first prototype, Harlan had high hopes for me. But when I didn't show signs of being like Alma, I was immediately marked as a failure. Paxton became the favorite and was run through multiple surgeries and tests to improve his powers. But for me...I was put through my own regiment to enhance my reflexes and make me into a better soldier, a better killer.]

"Why didn't you tell us all about this sooner?" asked Blake.

Adrian shot her a look, [Why didn't you tell us about your past affiliations?] he asked in return which had the faunus' cheeks coloring, knowing that he had a rather good point. [When I came to Vale, I was trying to escape Armacham, escape my past, but it was all in vein in the end. Now my past has caught up, and there's a very real chance that you all will be caught in the middle.] he continued.

"Then we fight those Armacham bastards!" Exclaimed Yang. "I mean, we took on the White Fang and Torchwick, I think we can deal with a bunch of corporate rent-a-cops."

"Those so called 'rent-a-cops' are highly trained soldiers with equipment and weaponry to rival the Atlasian military." said General Ironwood, not sounding too pleased with having to admit that. "The man you encountered at the docks that took Roman Torchwich was one of their commanders who was wearing prototype power armor capable of phase-teleportation."

"Then what do we do?" asked Weiss, she herself feeling troubled given her own families ties with the Armacham corporation and worried if the Schnee name would be dragged down with them.

Ozpin sighed, "For now it is best that we all remain vigilant. These people are far more dangerous than the White Fang if Mr. Wade's first hand accounts are anything to compare to. I recommend that you do your best to stay together when going out into Vale, and if you encounter any kind of trouble you are report it to any of us, understood?"

The team nodded in understanding. "What about?" Blake paused when she glanced at Adrian a moment.

"Should Mr. Wade's...family present themselves, do your best to remain calm." replied the headmaster, "Despite his overly abrasive behavior, and Adrian's understanding, Paxton should not cause you any problems."

"And Alma?" asked Yang, again remembering the horrible visions the powerful psionic had put her through.

All eyes went to Adrian, [If she didn't hurt any of you before, than you shouldn't have nothing to worry about.]

Even with his signed answer, the rest of his team only felt mildly comforted after everything they had been told about the woman.

"It has been a long day, perhaps you all should head back to your dorm and relax." said Ozpin, "Mr. Wade, thank you for your honesty with everything. We'll contact you if something should occur."

Team RWBY-A bid the professors a good night before entering the elevator and riding it down to the bottom of the tower. When the students were gone, the three teachers lapsed into a tense silence.

"I don't like this." said James stiffly.

"None of us do, James." replied Glynda, rubbing her eyes beneath her glasses. "But as Ozpin said before, there is little to nothing we can do against, well, spirits."

"We will simply have to keep our eyes open and be more careful." said Ozpin as he stood up with his cane. "If there is one thing I have learned since all of this came about, Alma certainly has a way with wanting to protect her children."

The other two looked at the man in shock, "Ozpin...she visited you too?" asked the General in shock.

"Indeed. It was a rather eye opening experience." the other headmaster said as he looked out over the campus of the academy. "And she left me with a very clear warning."

"And that was?" asked Glynda, now worried.

The lamp on the desk flickered briefly, making the huntress jump and the General to tense. "That she would be watching." Ozpin said calmly, wondering how things would turn out for all parties involved.

And he couldn't help but hope that things didn't get worse...

A/N: Ozpin, you have no idea. Now that Paxton has made himself known, and the team are aware of Adrian's past and what his mother is capable of, one can only imagine how much more things will change in the near future. But it'll certainly make things more surprising in the end.

Another update is on the horizon, until then folks!