RWBY is owned by Rooster Teeth, of which I am not a part of.

Once again, I can naught but apologize for the delays. Fight scenes aren't exactly my forte and I had to make sure the story made sense throughout each scene.

I was able to get out a lot of chapters in on the first few days of writing the story as a whole simply because I had most of that part of the storyline written out in my head. Most of these new scenes are working off of bullet points I planned out two weeks ago, so now I have to be careful and triple check myself to make sure the flow is continuous.

Now then, enough excuses! Volume 2, Chapter 4, 'Painting the Town…'


Ruby stood in front of her friend, holding Penny's hands covered in torn skin that exposed the metal beneath.

"Penny, of course you're real! You think just because you've got nuts and bolts instead of squishy guts makes you any less real than me?" Ruby leaned forward, her eyes bright and trying her hardest to support her friend. Despite the weight on her mind from this new information, she meant what she said; Penny was conscious and caring and friendly. Surely that showed how similar they were.

Penny responded only by opening her mouth. Then closing it. Then opening it again. "I don't, um…" Penny leaned forward, causing Ruby to reel back to avoid their foreheads banging together. "You're… taking this extraordinarily well."

Ruby merely smiled. "You're not like those things we saw back there. You've got a heart and a soul," She emphasized her point by jabbing Penny in the chest, despite the metallic noise it made. "I can feel it!"

Penny took a step back. Worried that the other girl was about to start crying, the cloaked girl was about to reach forward and take her hands again before she was pulling into an… incredibly strong hug.

"Oh! Oh, Ruby! You're the best friend anyone could have!"

The girl in question groaned. She had narrowly avoided being hit by a truck just before, but her savior had shown the kind of strength it took to stop one in her bare hands.

Bare hands that were now crushing her against Penny's frame.

The red-haired girl managed to get out a few words, despite the massive pressure against her lungs. "I can see why your father would want to protect such a delicate flower…" Thankfully for her mortality, this comment caused Penny to release her, though she still felt an iron grip on her shoulders as the redhead pulled her out to arm's length.

"Oh, he's very sweet. My father's the one that built me! I'm sure you would just love him!" Penny declared.

Ruby chuckled. "Wow, he built you all by himself?"

She herself had experience with building weapons; after all, she'd built Crescent Rose with only a little help from her uncle. Building another person, though… That was certainly out of her skill range.

Penny beamed, eager to talk more about herself now that she had someone she could trust with her secret. "Well almost, he had some help from Mr. Ironwood."

Ruby was shocked. She assumed if anyone would have been smart enough to build a human, it would be the headmaster of Atlas himself. Was there someone smarter than the head of Atlas's armed forces AND huntress school?

Then again, Ruby didn't know that many people from Atlas anyhow, other than Mr. Ironwood. And Weiss.

The leader winced. She had only just realized she'd left her partner behind at the school to do their mission by herself. Whilst she'd gone off to talk with Penny. Ruby's face fell further when she realized that she also wouldn't be able to give the excuse that she'd been busy finding Penny was a robot, seeing how Penny probably didn't want her to tell anyone, given how reluctant she'd been to tell her.

Ruby decided that she might as well inquire further, since she'd already spent so much time that Weiss would kill her regardless of when she got back. "The general?" She asked, though she quickly realized how stupid this sounded. Who else would she be talking about?

Thankfully, Ruby's brain worked fast enough to push the conversation along. "Wait, is that why the soldiers were after you?"

Despite the concern in Ruby's voice, Penny cheery attitude didn't falter. "They like to protect me too!"

Ruby scoffed, though relief flowed through her. She was scared that they'd been upset with her over something. Having people be upset with her is the worst, especially when she don't know why.

"They don't think you can protect herself?" Seriously, you just stopped a truck only minutes ago!

Unfortunately, this caused Penny's face to fall, causing the leader to panic a bit. Penny managed an answer, "They're not sure if I'm ready yet."

Ready? Ready for what?

Before she tried to inquire further, Ruby heard someone calling down the alleyways. "PENNY?!"

She froze. The guards had caught up with them.

Looking back at her friend, the cloaked girl quickly inspected the torn hands. There was no way they could hide that from the guards. Plus, they would almost certainly take Ruby herself in for questioning and that would mean missing the meet-up with her team.

Acting out of desperation, she yanked on Penny's arm, only to be yanked back in return by the girl's enormous weight. "Penny!" She hissed, keeping her voice low so that the guards wouldn't hear her.

"Hmmm?"

"Come on! We gotta get out of here! We can't let the guards see you with me when you're like this!"

It was hard to keep her voice at a whisper when she needed to say so much, but they couldn't afford to be heard.

Penny looked down at her hands, her eyes shooting wide open. "OH!" She squeaked out. Ruby probably would've been amused by her obliviousness if they didn't need to get out of there.

"Right. Hang on!"

Wait, hang on?

Ruby barely processed this before Penny grabbed her. She heard a metallic clink and, looking up, saw two wings tipped with rockets extend out of Penny's back. Suddenly, her feet left the ground as they flew upwards.

Ruby couldn't control her scream as they soared through the air, pulling herself as close as she could to the android. She was used to being launched and flying through the sky, but that was usually on HER terms, with Crescent Rose's recoil to slow herself or alter her trajectory. Now, she was at mercy of wherever Penny wanted to go, as the massive volume of air they sliced through drowned out any attempt to get a word out, wind howling loudly as she tried to stop screaming.

The guards could only look up in shock as they saw something, likely the robot they were supposed to be watching, jet over the alley, engines roaring into the distance along with a shrill shriek that sounded like a young girl.


Sun's blood ran cold. Torchwick was starting STRAIGHT AT HIM.

Maybe I should've changed into something else before we left.

Extending a hand onto Blake's shoulder and shaking it, the monkey Faunus whispered, "He sees us."

Blake angrily rolled her eyes under her mask.

Maybe you should've changed into something else before we left, then!

Roman threw down his cigar to the ground, glowering and moving forward towards the crowd with an odd-looking girl with pink and black hair following closely behind.

Looking around the room, Blake saw what looked like a circuit breaker. That'll have to do. Turning back to Sun, she was shocked to see that the boy had the audacity to wave at their enemy. Elbowing him sharply and receiving a pain groan in response, she nudged him to look at her target so that he'd know what was coming.

"He can't see in the dark."

Pulling out Gambol Shroud's pistol, Blake fired a shot square into the power box, causing the building to black out. Her vision quickly adjusting, she leaped up and ran across the tops of White Fang recruits as she looked for the exit door, only to see that it was locked shut.

"DON'T LET THEM GET AWAY!" Blake heard the order from Torchwick. Thankfully, everyone else was still trying to figure out what was going on, so they had a few seconds to spare. Looking up, she spotting a large, thin window near the ceiling.

"Sun! The window!"

The blonde boy, who was following closely behind, nodded as they ran to the wall. Confused shouts continued as they scaled up towards the glass, not even turning around as they heard mechanical sounds and an engine reeving up.

The duo crashed through the window, bracing as they hit the ground and continued forward. Seconds later, the Paladin smashed its way through the wall and gave chase, Roman sitting inside and smiling manically.

Blake got out her scroll, quickly dialing her other teammates. "Everyone, if you can hear me, we need back-"

"HEEEEEEELP!"

Weiss smirked at her scroll and rolled her eyes. Listening to that blonde fool (well, not their blonde fool) freaking out was somewhat satisfying, but she quickly dropped the smile as she concentrated on locating Blake's scroll in the city, running out of the elevator and into the courtyard before launching herself into the air with a glyph.

"THEY'VE GOT A ROBOT! AND IT'S BIG! REALLY BIG!"

Ruby smiled down at her scroll, Penny having slowed from mach whatever after the cloaked girl had shaken the android's arms due to her scroll going off. "Come on, Penny, we have to find them!" This is gonna be AWESOME! She thought, squealing with pure joy at the prospect of fighting a giant machine as Penny banked to the left.

"THAT TORCHWICK GUY'S IN IT! But not like, it didn't eat him… He's like, controlling it or something."

Yang shook her head, already on her bike in front of the club after having gotten no useful information out of Junior, with Neptune looking over her shoulder. "Where are you guys?"

"HURRRRRYYYYYYY!"

Yang and Neptune turned around, the sound coming from behind them rather than the scroll. They just managed to catch a glimpse of Blake and Sun running past with said giant following right behind.

Neptune took a second to process this. "Uh-"

He'd barely started before he flew back, a cry of shock coming from the Mistral native's throat, just managing to grab onto the back of Bumblebee as Yang drove off the sidewalk after them, wasting no time.

Managing to regain his composure, Neptune grabbed his gun from his back and shot at the back of the robot. When that had no effect, he balanced on the back of the motorbike, transforming his gun into a glaive. Jumping to the air and launching himself at the robot, the boy managed embed his weapon, now extended into a trident, into the outer shell.

He hung on for dear life as he found himself on an even more erratic mode of transportation than Yang's motorcycle.

As they entered a wide clearing under the highway, Sun turned around. Focusing his aura, his semblance summoned two yellow clones of himself, which grabbed him and send him soaring at the robot, his determination to beat this metal monstrosity returning as he saw his teammate in peril.

Unfortunately, as he glided through the air towards the machine with his staff extended, Torchwick finally managed to throw Neptune off. The two boys collided in mid-air and went flying off to the side.

Yang watched the duo tumble to the ground as she passed them, growling as she herself jumped up on Bumblebee and slammed on the handle brakes with her feet, propelling her forward. Aided by a few blasts backwards from her gauntlets, she sailed over the robot to deliver several shots to the cockpit.

With no effect.

Blake, looking back at her partner, stopped when she heard Weiss's voice from her scroll. "I'm almost there!"

The white-haired girl dropped in from the highway overhead and got out Myrtenaster, her battle stance showing she was ready. Yang landed just behind her, cocking Ember Celica and jumping to the left side. As Roman charged at her, the heiress shot a layer of dust ice from her rapier onto the ground, vaulting to the right as the giant robot slipped on the floe and tumbled over several times.

As the machine regained its footing, Penny and Ruby ran up to the site (having landed nearby to hide Penny's own robotic abilities) and stood their ground as Torchwick approached. The rest of the students, including Sun and Neptune, gathered around the two.

"FREEZERBURN!" Ruby called out. The rest of the group, minus the two mentioned, spread out, giving the pair space to work with.

Yang shot several long-range projectiles at Roman, causing him falter his charge. With this opening, Weiss fired a series of her own shots at the machine, encasing the outside in a thin layer of ice. Then, summoning a white glyph, she slid off to the side as Yang jumped through it, shooting her blasts into the crystals and covering the area in a thick fog, buckling some of the steel plates in the process.

Sight hampered by the fog and slightly disoriented by the sudden attack, Torchwick surveyed the area, moving considerably more slowly with no targets in sight.

His heart lurched when Neptune jumped onto the canopy once more, slamming his electrical blade into the glass twice. "Nothing!" He called back, before being pulled off by one of Sun's spectral clones as a metal fist sailed over the spot he had just been standing.

After Neptune landed next to Sun, both boys shot forward and struck the legs of the automation. The blue-haired boy made a few slashes with his trident while his Faunus teammate shot off several blasts from his gun-chucks for good measure. The pair disappeared into the fog before Roman could retaliate.

The criminal growled in frustration. "What is it with these kids?!" Catching something out of the corner of his eye, Roman hit several of the keys on his right side, the robot launching off a quick volley of missiles.

"LADYBUG!"

Blake landed on top of Crescent Rose, launched upwards by a throw from Ruby. At the peak of her arc, she slammed her dual blades together, creating a shock wave that set off several of the incoming missiles. As she plummeted back towards Ruby, the girl in question stopped firing shots up at the incoming threat and threw her weapon back over her shoulder. Aiming low, she sliced through the air, striking both of Blake's blades and sending off another wave of blasts into the air.

Several explosions erupted as the duo leaped forwards and sliced into the legs of the automation, causing it to stagger.

An large metal arm came down on Blake, who shot away with one of her clones, while the next strike aimed at Ruby missed completely as she forced herself back into the fog with the sniper's recoil. Another round of missiles launched out the top of the machine.

"ICE FLOWER!"

Several black glyphs appeared on the paths of the projectiles, each one setting off the devices with a bang. Ruby jumped back onto a white glyph, another three blue ones prepared in front of her that she fired through in mid-air, the bullet hitting the robot and exploding into a flurry of large crystals of ice.

As the fog finally subdued, Yang jumped on top of the machine and shot several blasts directly onto the canopy, once again failing to shatter it. Not one to be caught off guard a second time, Roman, despite the considerable difficulty in moving the ice-encased robot, managed to catch Yang with its right arm and sent her straight into one of the overpass's pillars.

Blake looked on in horror. "Yang!" She called out, rushing forward only to be stopped by her leader's arm extending out in front of her.

"Don't worry, Blake. Just watch."

The brunette barely had anytime to respond when Yang's feet hit the ground. Her hair was alight and her eyes turned blood red. Clenching her teeth, the burning blonde girl blasted her way forwards. Torchwick barely drew back his machine's limb to strike when Yang launched herself up with her gauntlets, smashing apart the robot's right arm and sending chunks of metal scattering across the ground.

As Yang shot past, Neptune, Blake and Ruby fired more bullets at the canopy, attempting to gain the criminal's attention while Sun stood off to the side, gripping his staff in the event the machine charged at them. With Torchwick distracted, Penny ran up to the back of the robot and threw her arms out on both sides. Several swords, seeming to hover in mid-air, flew out of an opening on her tiny backpack and sliced into the back of the Paladin. Frustrated, Roman turned the machine around and launched one more salvo of missiles. The quirky redhead threw one of her swords of towards a pillar and embedded in into the concrete, pulling her out of the blast zone by an invisible line while simultaneously pulling the automation with her.

Penny landed on her feet in an elegant slide, her floating swords returning to form a circle in front of her. The other students could only gape as a massive laser charged up and shot from the center of the circle, blasting apart the left arm of the Paladin and causing Torchwick to go flying back in his machine as it faltered once more. The redhead circled around to the right side and lodged her swords into the metal monster, pulling it back upwards with Roman having lost all control over movement.

Ruby looked around to see Sun, Neptune, Blake and Weiss looking at Penny in complete and utter shock. The cloaked leader grinned before calling out another order.

"BUMBLEBEE!"

Snapped out of her amazement by the word, Blake looked around and spotted Yang running towards her bike.

"YANG!" The brunette shouted. The brawler stopped her tracks, turning around. Her eyes still glowed crimson but her face showed an ambitious grin, which fell immediately upon receiving a glare from her partner. "Just stick to the plan!"

Blake threw her pistol-sword at Yang, wrapped by her wrist's ribbons and firing off to make it accelerate to the burning blonde. Yang caught it and shot behind herself with her gauntlets, soaring over Blake's head and causing Weiss to duck out of the way.

They made one orbit, at the nearest point launching several shots from Ember Celica and Gambol Shroud's pistol to dent and buckle the armor as ice seeped in between the plates of metal. After one more orbit and several more shots for good measure, Yang was thrown directly at the legs of the immobilized walker, punching straight through the weakened limbs and smashing them to bits. This sent the body rolling along the ground. Already so battered, it broke apart.

Roman managed to emerge from the wreck only slightly annoyed.

He had the audacity to groan, brushing dust off of himself. "Man. Just got this cleaned!"

Yang, who had landed among the wreckage of the metal scrap, wasted little time. Her eyes still glowing red, she launched a long-range shot at their target.

The blast erupted, but when the smoke cleared, a girl holding an open parasol stood between Roman and the blonde girl.

That's the girl from before… Blake thought to herself, eyes narrowing as this new opponent joined the fight. Torchwick cracked a smile.

"Ladies. Ice Queen."

"HEY!"

"Always a pleasure. Neo, if you would."

The pink-and-black-haired girl, who was apparently named Neo, bowed to the group.

Ruby reloaded her sniper-scythe as she made her call.

"CHECKMATE!"

Weiss launched a time glyph under Blake's feet, sending the other girl bolting forward. Sending another blue glyph in front of her teammate, the brunette suddenly had two ice clones on either side of her. She jumped into the air and extended out a kick in unison with her copies. A closed parasol blocked Blake and her clones' strikes, stopping the blow with enough force that the cat Faunus had to bite back a groan.

Suddenly, Neo's heterochromatic eyes switched.

Before she could process what just happened, Blake was flying backwards and hit the ground, crying out in pain. Weiss threw a glyph forward, trying to pull her teammate back, only for their opponent to fly forwards with an incredible speed and skewer the Faunus girl with a sword extending out the top of her umbrella.

"BLAKE!" Several cries came out at once.

Weiss's arm was still extended outwards, tears about to fall from her eyes, when she was suddenly struck by a large object. Both it and Weiss tumbled across the ground, skidding to a stop at the base of Sun and Neptune's feet, the boys skittering back.

The heiress opened her glazed eyes, only to be met by the sight of a large white ribbon, contrasted by the black hair behind it. Suddenly, it shifted out of sight as golden eyes enveloped her view.

Weiss could only stare at her Faunus teammate, looking down to the sight of a bloodless stomach, before burying herself into the brunette's chest in relief, having completely forgotten the battle in the knowledge that her teammate was alright.

A bright blush broke out across Blake's face, the girl being too stunned by this gesture to respond.

Smoke rose from around the bladed edge of the Neo's umbrella as Blake's shadow clone disappeared.

"CRIMSON SUNSET!"

"RUBY!"

"UGH! ALRIGHT FINE, YANG! STRAWBERRY SUNRISE!"

If she hadn't been busy nuzzling into Blake's bosom at that moment, Weiss would have smacked herself in the forehead. Only now did she realize how stupid Yang's name idea sounded in the thick of battle.

Guess it's too late to opt for Crimson Sunset now…

Relief still flowing off her, Weiss managed to draw her head away from Blake to see her blonde teammate whirling around on Crescent Rose as Ruby spun before launching her at their target. Yang let out an angry shout as her hair lit up again.

Unfortunately, Team RWBY's master plan of throwing Yang at every opponent failed as she instead punched straight through… a glass wall.

Tumbling along the ground and looking around at her surroundings, the still-blazing brawler managed to catch sight of an airship leaving sight with both opponents on board.

Yet again.


Weiss had just barely let go of Blake when their two other teammates, Yang having apparently cooled down, embraced the Faunus, nearly sending her back to the ground. Yet again.

Blake jolted as a hand steadied her back. She turned her head to meet a pair of dark blue eyes. Sun smiled, a relieved look on his face. "I'm glad you're alright."

Neptune stood behind the monkey Faunus and gave her a nod.

Blake didn't respond, instead opting to look down at her feet as her teammates released her.

With Penny standing off to the side, the students looked at each other, clearly still trying to figure out what had just happened. Deciding to break the silence, Yang spoke up. "So… I guess he got a new henchman."

Weiss looked up, her tears already cleared, and smiled. She wanted to clear the harsh mood in the air, though her voice still shook when she addressed the blonde's comment.

"Yeah," she said, causing the others to turn towards her, "I guess she really made our plans… fall apart?"

Ruby let out a suppressed cackle. Blake merely squeezed her eyes shut as her bow flattened. The two boys shared a look of concern. Penny was smiling, but her face hadn't changed enough for the heiress to gauge whether she'd liked the pun. Weiss gave an expectant grin to Yang, only to be met by a frown. The brawler's brows furrowed to accent her sudden and uncharacteristic glare.

"No. Just… No."

Weiss was caught off guard. "Wha- But you do it."

"There's a time and a place for jokes."

The Ice Queen brought up a hand, gesturing in an attempt to defend her statement. "Was this not it?"

The blonde girl's dark expression finally broke and a wave of relief came over the heiress. "No, it just wasn't very good." Yang lied, the corners of her mouth twitching upwards.

Recognizing the teasing tone, Weiss attempted (and failed) to feign frustration. "Well, at least I'm trying!"

It was only a few more seconds until both broke out into laughter, joined in by Ruby and then by Penny. Blake retained a bit of her agitated look but managed to smirk and let out a small chuckle.

Weiss and Yang both shot to attention when Neptune spoke up from behind the heiress.

"Okay, so… what was…" The Mistral native took a step forward, gesturing to… all of Yang, "…that?"

"My semblance." The blonde girl replied.

"…what?" Blake's ears twitched under her bow in confusion.

"Her semblance!" Ruby grabbed onto her sister's shoulder as she bounced to bring her face up over it, causing Yang to almost lose her footing. "When she gets really hurt or mad, she gets stronger and her hair catches fire and her eyes go all red! Like when Torchwick's robot hit her!"

Blake's look darkened once more at the mention of the criminal who had, once again, evaded their capture. Weiss stole a worried glance at the Faunus girl as she looked to the sky in the direction that Torchwick and Neo's airship had left.

Yang elbowed her little sister in retaliation, causing the girl to let out a sputter as she fell back into Penny. The quirky girl caught her arm and helped her regain her balance.

"And her?" Sun waved a hand over to Penny.

The redheaded girl's eyes flew open as several gazes rested on her, letting go of Ruby to address this subject change.

She suddenly felt incredibly nervous from all of the attention.

"Uh…" She managed to get out, taking a step back before Ruby put her hand on her shoulder, though significantly gentler than she had with Yang.

"That was her semblance!" Ruby exclaimed as her metallic friend gave her a look of gratitude. She gushed on. "She can use metal to produce energy and launch lasers from it! Isn't she incredible?!"

The number of arched eyebrows certainly suggested so.

The monkey Faunus, who had been the one to put her on the spot, voiced his thoughts. "Yeah, it was! I've never seen somebody with such a powerful semblance before!" He could barely contain his excitement, his hands grabbing the sides of his head. "A laser semblance; that's amazing!"

Despite her significantly less welcoming expression, Blake perked up a little. "Yeah, thanks for helping us out." She received a shy grin from Penny before turning to Sun and Neptune. "You guys too. We appreciate it."

Sun gave off a toothy grin and puffed his bare chest out while Neptune simply smirked and gave a thumbs up.

Suddenly, Blake was pulled into a hug with the rest of her team, initiated by her blonde partner. Ruby chuckled while Weiss sputtered out something about Yang being too physical.

Physical. That word blindsided Blake. She really didn't want to hear the heiress say that word after… well…

She just sighed, blowing out her breath to try to get the Weiss's ribbon-bound ponytail off of her face.

Though she tried to suppress it with a scowl, a small bit of pink still lingered on her expression.


Sorry. Was busy this week. Will be busy next week. At least I delivered earlier than promised. I'll try to see if I can get another chapter out within the next twenty-four hours, because I really want to work on this and because I want to make up for some lost time. And because I have a bit of free time right now. Only problem is, the next chapter also has a lot of stuff to get through.

I do like the fights in the show but I feel the need to at least spruce them up a bit whenever one appears in my story, just for the sake of originality. Plus, I wanted to include Penny, Sun and Neptune, as well as Strawberry Sunrise.

And Neo. You can never fail with more terrifyingly dangerous Neo.

If you guys don't like the edits I've made to the fights, please let me know. I don't feel like I did my best with this one but I still wanted to at least try it. I can skip future fights if you guys think I will only make them worse. Seriously, this is less self-deprecation and more making sure I don't waste my time writing/editing something that I can't improve correctly.