Disclaimer: I do not own RWBY or any of it's characters or locations.


Topside landing platform of the Leviathan

"White Lion!" Ruby yelled as she swung Crescent Rose towards the approaching form of a Griffon.

Leo's arms sprung to life as they shifted into their Gatling gun mode. Several white Glyphs appeared along Leo's arms and in front of him in the air. Leo flexed his arms and they began to fire, the bullets being accelerated to insane speeds by the force of the gun and the assistance of the Glyphs. The bullets tore through the Grimm that they came into contact with, causing the numerous Grimm to begin scattering to avoid being grouped together under the hail of dust and lead.

The winding sound died down as Leo turned to load another belt of ammunition into his arms. Due to being on the top of a fast moving ship, the usual air bullets he fired became useless, forcing him to fall back on using ordinary bullets like the rest of the teams. He had found the armory for the ship on the way and had grabbed three satchel bags of .50 fire dust ammo, all of which were now placed at his feet.

Ruby turned to look at JNPR, who with the assistance of Nova and Orion were holding off the Grimm on the starboard side of the Leviathan. She heard a loud thud and looked to see that a giant Nevermore had landed not twenty feet before her. The massive beast roared at Ruby as it got ready to attack. Thinking quickly she saw that Yang and Blake were close together.

"Bumblebee!" She shouted as she rolled out of the way of the Grimm's beak. Yang and Blake turned to the Nevermore and charged. Blake threw the blade of Gambol Shroud through legs of the massive avian. Yang caught the blade and the two began to weave in and out of the Grimm's legs before ending at opposite sides of the creature. With one powerful yank, Yang and Blake drew the Nevermore's legs together causing it to fall onto its face. Ruby moved fast in killing the fallen Grimm with Crescent Rose before it could attempt to stand.

Winter propeller herself from Grimm to Grimm with her Glyphs as she danced across the sky killing any Grimm her blade could reach. She swung he sword towards a Nevermore ahead of her and braced herself to launch off the Grimm once she'd finished it. She connected with the Grimm and sailed through it as it finished dissolving. Thinking fast, Winter propelled herself higher into the air past the now dead Grimm she had been aiming for. Turning to her right she could see a large crow attacking the Nevermore that got close to it, the birds talons raking across the masks of the Grimm.

'What a stupid bird!' Winter thought as she watched the crow attempt to kill the Grimm the size of a bus. Winter turned and dove towards the Nevermore that the bird was attacking and landed on the top of the Grimm's tail. She ran up the length of the monster, leaving deep slashes as she went. Reaching the beasts head she saw that the crow was close to the size of a man and was actually leaving marks as it attacked. Swinging her sword, Winter decapitated the Nevermore and moved to create another Glyph before a Griffon slammed into her causing her to falter and fall past the Leviathan into the clouds below. Weiss watched her sister disappear below the cloud barrier, followed by a large bird.

"Winter!" She screamed as she ran to the edge of the ship, prepared to jump down after her. Weiss starred down over the side scanning for her sister when she heard Ruby call her. Weiss turned to see a Griffon diving at her and attempted to brace herself for the hit, knowing it was to close to her to attempt to dodge. Weiss closed her eyes waiting for the hit.

"..."

"Weiss! Get off your knee's! This fights not over yet!"

Weiss turned to look behind her, and saw the Griffon that had attacked her split down the middle falling towards the clouds below, with Winter floating behind her. At first glance Weiss became terribly confused when she saw that her sister had grown two massive black feathered wings on her back, before she noticed that it was merely a massive crow holding her by the shoulders.

The crow flew forward quickly, allowing for Winter to slice through several Griffon's before being set back down on the deck. Winter turned to the bird with a look of shock as it morphed back into the form of Qrow. He ran his hand through his hair, pushing several feathers out of his hair, and slicking it back. He turned to Winter with a smirk.

"So that's why your name is Qrow." Winter said as she raised her sword and slashed through an attacking Nevermore.

Qrow scoffed. "No, my parents named me that because its a badass name. My semblance being the ability to morph was just a coincidence." He said as he raised his gun and began to blow the Grimm out of the sky.

There was a loud grinding noise as the cannons on the ship began to move towards the large flock of Grimm, the robots on the ship and Nora who was still without her weapon at the command terminals for each of the various cannons. Ren could hear a crazed laughter as the largest cannon began to fire flak rounds into the crowd. Ren grabbed Jaune and Pyrrha and dragged them out of the way of a stray flak round.

Glaring up at the cannon he shouted into his scroll. "NORA! Watch where you're aiming!" The laughter died for a moment as the cannons began to rotate away from the front of the ship.

"Sorry Ren!" Nora yelled as she returned to firing the cannon.

Jaune tried to get to his feet before he felt a huge weight on his back as Leo was sent crashing into him. Pyrrha pried the dazed Faunus off of Jaune before turning to the giant Nevermore that had thrown the massive man. It was a giant Nevermore, with spikes lining the edges of its wings, and a spine running down the back of the beast to prevent attacks from behind and above from being effective. The Grimm let out a loud cry as it charged the small team of hunters before it.

Pyrrha raised her shield to block the creature before being thrown to the side by its beak. Landing with a roll she spun and threw her shield towards the Grimm's head. It bounced off with a satisfying clang as the treated metal clashed with the bone of the mask. Taking the opportunity that Pyrrha had given him Jaune lurched forward and slashed at the Nevermore's leg. The beast let out a shrill cry of pain as the blade of Crocea Mors cut the limb clean off. Falling to its side the Grimm attempted to get back into the air by flapping its wings to push the team of hunters away with the gusts of wind.

*Shunk*

The Giant Nevermore fell forward onto it's chest and began to disintegrate, a large Battle Axe protruding from the top of it's back. Nova jumped up onto the Grimm and hauled her weapon out of the decaying monster before turning to Jaune and his team.

"Your kills take to long! Never spend more that thirty seconds on the same Grimm if your with a team!" She shouted before she narrowed her eyes at Leo who was getting back to his feet, having recovered from the hit he took from the Grimm. "I expect more from you Leo. You may not have trained at any of the academies, but the general and Dr. Polendina have spent the last two years perfecting your body into the perfect civil service solider, those arms are the latest in anti-Grimm technology. If you can't prove to me that you can use them effectively, then I will have them removed and have you sent to live with the rest of those filthy Faunus in the Schnee mines." Nova said as she rose into the air and began to slash at anything that got near.

Pyrrha turned to Leo and saw him glaring up at Nova before he turned and began to provide covering fire to team RWBY. "Don't worry, Nova's the only one of my sisters that is openly opposed to Faunus." Jaune said as he walked over to Pyrrha. The Grimm flock had finally begun to thin out, granting the weary combatants brief reprieve from the battle. "My mom and dad aren't the fondest of the Faunus, and neither are the majority of my sisters. The two youngest haven't really formed an opinion on the subject yet, since they're pretty young, but I'm pretty sure they'll end up like my mom and dad too."

Pyrrha gave Jaune a confused look. "If your whole family hates Faunus, why are you different? Most children follow what their parents say when they're young." Pyrrha asked as she shifted her spear into a rifle to provide some ranged support to the more melee oriented fighters.

"All of my sisters are gifted fighters, scholars or prodigies. I was just the only son born into the Arc family since my Great-Great grandfather, which is why I was given Crocea Mors. I wasn't smart like my older sister Violet, I wasn't a gifted fighter like Nova, and I can't play every instrument blindfolded like my younger sister Angel. My parents laughed at me when I said I wanted to be a hunter, and when I told them I got into beacon they said not to worry when I was sent back home." Jaune said bitterly as he spun and slashed the wing off a Griffon.

"I grew up in the Arc Manor, a little outside Vale. We weren't as rich as the Schnee family, but we had been a family a warriors and heroes for centuries, so we had accumulated a good bit of wealth. We had servants and maids, butlers and groundskeepers. I'd love to show you and the rest of the team what my house looks like one day, but the point is that I got to see how the wealthy treated the poor. We have a few Faunus slaves that lived in the sheds behind the house, who were treated even worse than the servants."

Pyrrha looked to Jaune in horror. "Your family had slaves?!"

"'Has' slaves. I don't particularly agree with my father about our family's policies, but its one of the reasons I don't give Weiss any grief about all of the Schnee family's business dealings. When your family's wealthy enough, you can get away with quite a bit. The local authorities turn a blind eye to the slaves, and in return, my father and grandfather fund the police and fire departments for most of Vale." Jaune raised his shield to deflect a stray feather that had been thrown from a Nevermore when one of the Flak rounds had hit it. "I played with some of the Faunus slaves we had while I was growing up, and while they seemed nice enough, it wasn't until I got older that I could see the hatred in their eyes."

Pyrrha was still trying to wrap her head around the concept of Jaune and his family owning slaves as her leader explained his empathy towards the Faunus. "I had discovered that my great-great grandfather had fought for Faunus rights in the great war with Crocea Mors, and had many Faunus in his squad. Turns out that my great-great grandmother however, couldn't stand the species. After my great-great grandfather died saving his squad from an assault from a nearby stronghold, my great-great grandmother blamed the Faunus as a species for his death, and drilled that flawed ideology into all of her descendants." Jaune watched as the last of the Grimm fell to the hunters on the deck and sheathed his sword.

"I spent my whole childhood admiring my Great-great grandfather, and for a time, I also blamed the Faunus for his death. When I stumbled upon a book with a direct account of the battle at the local library, I discovered that my Great-great grandfather had died while defending Faunus refuges and families from the attacking army, not a squad of soldiers that had abandoned him. I decided that since the man I looked up to so much had seen fit to forfeit his life for the Faunus, then maybe there was something in them that I wasn't seeing."

Ren folded his guns down into his sleeves and looked up to the cannons that were still firing flak rounds. "Nora! You can stop now! The Grimm are dead!" He shouted, trying to get his partners attention. The guns continued to fire for a few more seconds before shutting down. The barrels of the weapons retracting into the dome before being lowered below deck.

"Give it to me straight Ren. How many did we lose?" Nora's voice was solemn and serious sounding as it came over the speakers on the scrolls for each of the team.

Ren sighed and raised his scroll to his mouth. "We didn't lose anyone Nora. Everyone's still alive."

There was a brief period of silence before Nora's voice came back on the scroll. "Great!" He voice had gotten back the peppy tone it usually had.

Pyrrha laughed at her teammates happy demeanor before turning back to Jaune. "So what was it that you didn't see?" She asked as she placed her shield on her back.

Jaune sighed lightly as he turned to look at the rest of the crew who were celebrating in their own ways. "I'm not really sure. I found out that my Great-great grandfather had Faunus friends, and that he hated slavery, so I just started to adopt his ideology. I stopped seeing the Faunus as trash, and began to see them as just a subspecies of humans that was getting the short end of the stick." Jaune shifted Crocea Mors into a sheath and placed it back on his hip.

"So what do you think of the Faunus you've met since you came to Beacon?" Pyrrha asked as she turned to look at Blake and Sun.

"They're all pretty great people. Blake is a little anti social, but if I grew up in the White Fang, and had most of my life change in the blink of an eye, I probably would be too. Sun's a carefree goof ball, but he's a good guy, and the way he led his team in the Vytal festival a few months ago was really impressive. Velvet is nice, but she seems like she's always nervous. Other than that, I haven't really met too many Faunus, save the one's my family has as slaves."

"What about Leo?" Pyrrha asked as she turned to the giant Faunus that was being scolded by Nova.

Jaune frowned as he looked over to Leo and his sister. "I'm not too sure about Leo. He seems like a good guy, since he helped Yang down in the caves, but he acts like a bit of a jerk. We know that he was in the White Fang, from listening in on the spy cams, but it seem's like he's got some other motive behind being a hunter." Jaune said as he watched Nova shout at Leo.

"Well, that was fun. But I think it's time everyone got back to their rooms. You are still being punished after all." Qrow said as he and Winter walked over to Jaune and Pyrrha.

"Punishment?" Pyrrha asked as she turned to greet the new arrival to the conversation.

"Oh that's right, you were out cold when they brought you in. JNPR and RWBY along with Sun and Neptune are confined to quarters until we reach True Remnant. Leo and Yang will be getting a more severe punishment once we get to True Remnant, for leaving the ship early, and fro attacking the teachers when we tried to stop them." Qrow said as he looked down at Pyrrha.

*BWAAAAAAAAAAA*

Everyone's head snapped to the right side of the Leviathan as they heard a terribly loud horn from behind them. Qrow and Winter sprinted to the railing and starred behind them as a ship emerged from below the clouds.

The Nautilus.

Winter's eyes widened when she saw the flagship of the Atlesian military come up alongside the Leviathan and match their speed.

"That's the Nautilus!" Weiss shouted with a cheer. "The General is sending the army with us to help!" Her team shared a small bit of happiness before they heard Winter shout.

"Open Fire!" Everyone Looked to Winter with a confused expression.

"Miss Schnee, need I remind you that this ship is one of our own vessels?" Orion came up beside Winter and focused his glare down upon her. "Or have you forgotten what our great flagship looks like?"

There was a low humming coming from the Nautilus as it began to shift.

"That ship was captured by the White Fang and Roman Torchwick one week ago!" Winter shouted.

The Nautilus's guns came into view as the crew began to file out onto the deck. All of them dressed as White Fang. Winter grabbed Qrow and Orion and dragged them out of the way of a hail of bullets. The larger guns on the Nautilus finished deploying and began to turn into their firing position.

Ren brought his scroll back to his face. "Nora! Get those guns back online now!" He shouted with a great deal of panic. StormFlower emerged from his sleeves as he began to fire back at the White Fang.

Ruby brought her scope to her eye and focused on the bridge of the Nautilus. She could see a figure in the window, with a white suit, and a bowler hat. He smiled and waved down at her before moving his hand down onto a button. "Why hello again Red. Gotta say, never thought I'd see you way out here, away from all the safety that the kingdom provides you!" He shouted into the microphone with a sly grin on his face. "But since your here, I may as well show you my new toy!" As Roman finished speaking, the guns came into position and began to fire at the Leviathan.

The ship began to shake violently as the shields absorbed most of the damage. Leo was thrown to the edge of the ship and slammed into the railing. He climbed to his feet and attempted to fire back at the attacking ship before being thrown again, this time falling past the railing and onto one of the guns. The gun was damaged when the several hundred pound Faunus slammed into the gun, and exploded when the robots tried to fire it.

Rolling onto his chest Leo focused down below the clouds and felt a change in the air. Inhaling quickly he let out a sonic pulse, trying to feel what was below the ship. After a few seconds the pulse returned and Leo began to grin. He raised his scroll to his face and the robot captain came into view.

"Ah hello Fleet Admiral! I can assure you that these blasted pirates will never sink this mighty vessel! Have at thee!" The captain shouted as he pulled a lever that caused the cannons to begin to fire a return volley.

"Get the ship below the clouds! I want us in the sea now!" Leo shouted as he started to climb back up to the top deck.

"Right away sir!" The captain said. True to his words, the captain began to make the ship dive below the clouds.

Roman scowled and turned to the captain of his ship. "Follow them! I don't want them getting away! Last thing I need is for Cinder to chew me out when I get back for losing these guys this fast."

The Nautilus gave chase and followed the Leviathan below the cloud barrier. The Leviathan quickly reached the water below, and began to coast atop the large waves from the storm. Leo dragged himself over the railing and saw that most of the teams had been evacuated below deck, save for Qrow, Tyme and Jaune. Tyme saw Leo and waved him over.

"Quickly now boy! The ship must have taken a hit that forced us below the storm clouds! We need to get below deck before one of these bolts of lightning hits us!" Tyme shouted as he urged Leo to hurry to the door.

"No! I ordered the ship down. I have a plan!" Leo shouted as he turned to the waves in front of the ship.

"Your plans never work Leo!" Tyme yelled as he rushed over to the Faunus.

"Well then lets hope that this is where the losing streak ends!" Leo shouted as he grabbed on to the front of the ship as a wave taller than the Leviathan appeared before the ship.

"Leo! You can't swim!" Tyme yelled as he tried to drag the Faunus away from the bow of the ship.

*SCREEEEEEEEEEEEEEEEEEEEE*

There was a shrill shriek as the wave ahead of the ship exploded. A massive black object appeared in its place. At first glance, one might mistake it for a large King Taijitu, but this was larger that the Leviathan, with three heads on one end, the far right head was black, with red eyes and a mask that had a thick spine that trailed down the length of the Grimm, the far left head was white with black eyes, and a mask to match the one on the far right. In the center was a grey head with one red eye, and one black eye, and a red mask that trailed down past where the heads met, and down into the water. Each head had a cobra like hood with a red and white pattern, and a sail fin on the top of the masks.

The gargantuan Grimm stared down at the ship before it, each head moving to one side to examine it. Tyme's breath caught in his throat as he starred up at the Grimm. Finally catching his voice he shouted. "E-EMPEROR TAIJITU!"

The Emperor Taijitu's heads roared as it bared down upon the ship. Suddenly the middle head was slammed to the side as a flak round crashed into it from the Nautilus. Turning to the attacking ship it vanished beneath the waves and moved to the Nautilus. Leo and Tyme watched as the Emperor Taijitu shot out of the water and wrapped itself around the Nautilus, before the ship could take to the air. Several White Fang grunts were either crushed or thrown off the ship when the giant Grimm attacked.

Leo grabbed Tyme and sprinted over to Qrow and Jaune, who were themselves pale from seeing the giant Grimm, and rushed inside before ordering the Leviathan back into the air.

Reaching the bridge, where the rest of the organic crew had gathered to watch the fight with the Nautilus, Qrow walked over to a chair and slid down into it before letting out a breath that he didn't know he was holding. "LEO!" Qrow shouted as he turned to the large Faunus. "What the hell was that!"

"A Grimm."

"I know it was a Grimm! How the hell'd you know it was there! And beyond that, if you knew it was there, then WHY THE FUCK DID YOU BRING THE SHIP TO IT!?" Qrow shouted, quickly getting back up from the chair.

Leo turned to face Qrow. "I knew it would attack the Nautilus. If it attacked them, then we would be able to escape."

"Bullshit!" Qrow shouted. "That thing was about to attack us! We were just lucky that the Nautilus shot it! If not, then we'd be fighting that thing, and not the White Fang!"

"It was a risk I was willing to take." Leo said as he crossed his arms over his chest.

"I don't care if it was a risk that you were willing to take! You endangered the lives of yourself, and everyone on this ship! You endangered this mission, and if the powers of Merlin are really as grand as they say, then you may have also endangered the whole of the Human world with that little stunt!" Qrow was fuming. "Ever since we got on board this ship, people have been going over my head left and fucking right! I am leading this mission! There is no higher authority on this ship than me!"

Qrow walked up to Leo and pointed his finger at him. "You and Yang are already in hot water for leaving the ship without permission, and even then, you endangered the lives of the students when they tried to go and save you!" Qrow focused his glare right into Leo's eyes. "You are a solider in the Atlesian military, Jimmy personally recommended to Ozpin that he take you and your team on this mission, but only you agreed to come. When you boarded this ship, you joined a new team, and I'm the leader. I don't want to see you or any others disregarding my orders any more this mission, or I will have you flown back to the kingdoms. Is that clear!"

Leo paused before sighing and letting his arms fall to his sides in a salute. "Yes sir."

"Good." Qrow said as he turned around and watched as the Leviathan broke the cloud barrier and reappeared in calmer sky's. Qrow sighed. "Now then, in spite of breaking rank, your little stunt did save the lives of this crew, and either slow or destroy the attacking ship, and I'd say that deserves a reward." Qrow turned to the teams of students with a smirk. "You can all have access to the lounge and the mess hall for the rest of the trip."

There was a resounding cheer as the students sprinted off to the lounge. Nova turned and caught Leo by the arm. "Were the hell do you think your going? You could have killed me by bringing that Grimm here! Your going back to my quarters and leaving your arms in the cases they came in, then your benched for the rest of the mission! You can bet that the general will hear about this you filthy beast!" She shouted.

Leo looked back over to Qrow who was now talking with Tyme and Orion, then glared down at Nova. "You heard Qrow, He's the leader on this ship, not you." Leo yanked his arm out of Nova's hand and continued on down the hall towards the lounge.


Beacon Academy

Cinder's heel's clicked as she walked along the destroyed sidewalk, past the corpse's of students and White Fang alike. In the city below the Grimm had overrun the soldiers and were slaughtering the civilians that couldn't fend for themselves. Patch had sent reinforcements, and had even succeed in bringing down the Argo, but they had too few huntsman available that could suppress the Grimm. Taiyang Xiao Long had posed a problem, as did Glynda and the rest of the teaching staff for the academies, but they had tired quickly as the fight drew on into the night.

Most huntsman and huntress's had retreated and created strongholds within the city that they would guard and escort survivors to, but the White Fang had mad quick work of anyone that attempted to defend them.

Cinder came to a halt as she saw before her, the very man she had come to find. "Professor Ozpin." She said, a dark tone to her voice and a sly grin on her face. "I believe you have something that belongs to me." She said as she drew out her bow.

Ozpin sit out a small amount of blood and glared back at Cinder. "That's Headmaster Ozpin, to you young lady. And I'm afraid that I haven't the faintest idea what your looking for." Ozpin's stance was shaky, as he had been protecting students from larger Grimm.

"I think that he's not taking you seriously Cinder." Emerald said as she walked out from behind a pillar, her blades twirling around in her hands.

Ozpin's grip on his cane tightened as he pushed his glasses back into their proper position. "I do not know why it is that you have caused this attack on Vale, or my school, but as the headmaster, and as a Huntsman, I have a duty to stop you." Ozpin spun his cane around in his hand so that the tip was facing out. "I will give you a chance to surrender peacefully."

Emerald growled and threw her blades towards Ozpin. Cinder turned sharply to emerald. "No! Wait don't!" As the blade's chains got into range, Ozpin wrapped his cane in the chains before dragging Emerald to him. Once in range Ozpin dealt numerous successive strikes to her thighs, abdomen and chest, before throwing her to the side with a powerful swipe. Emerald crashed through the pillar that she had emerged from behind and vanished into the dust cloud behind it.

Cinder watched her underling get tossed around like it was nothing before firing several arrows at Ozpin. Bring his cane to bear, Ozpin easily deflected the oncoming arrows before diving towards Cinder to strike. Shifting her bow into blades, Cinder attempted to match Ozpin's blows with her own strikes, but to no avail. For every strike that Cinder blocked or deflected, three more would connect and push her back.

"Why did you attack these people?!" Ozpin shouted as he flung Cinder back into a wall. "What reason could you have to attack innocent civilians?!"

Cinder crawled to her feet and glared up at Ozpin. Waving her hand she placed several fire runes on the ground below Ozpin. Moving quickly Ozpin dove to the side, only to be met with a volley of arrows from Cinders bow. Both fighters Aura's holding strong, they moved in sync, each attempting to find a killing blow with each strike. Cinder got the upper hand and threw Ozpin backwards towards a pillar before placing several fire runes around him. They each began to spin and sputter violently before exploding below Ozpin.

Standing to her full height Cinder smiled at the carnage that the explosion had created, noting that pillar that she had thrown Ozpin into had collapsed on top of him. He smile quickly vanished however, when she saw Ozpin under the rubble and smoke, surrounded by a shield created by his cane. "Why wont you just die!" She shouted as she began to throw projectiles of glass and fire at the shield.

Ozpin leapt towards Cinder while in his shield and cause the woman in red to dodge to the side. When she came to a stop she turned to see Ozpin standing before her with his cane at her throat. "Your coming with me."

Before Ozpin could attempt to back up his statement the ground began to shake violently. Cinder's grin returned to her face as she starred up at him. "Seems that your too late Professor." Cinder turned to the sky and let out a loud whistle.

Ozpin looked to the sky with horror as the whistle was met with a reply.

*ROOOOOOOOOOOOOOOOAAAAAAAAAAAAAAAAAAAAAAAAAAR*

Ozpin watched as a massive dragon emerged from the top of Mountain Glenn. The beast crawled from it's century old tomb and shook the dirt and rocks off its wings before taking to the sky, heading straight towards Beacon. Turning to glare down at Cinder, Ozpin spoke quickly. "What have you done."

Cinder placed a fire rune where she was sitting and rolled to the side, allowing for the distracted Ozpin to take the full force of the blast to the face. As Ozpin got back to his feet he noticed Cinder before him, with several large spikes of burning glass in the air around her. As he prepared to deflect the projectiles, he noticed something out of the side of his vision. Turning he saw yet another Cinder, with more glass spikes. And they just continued to multiply until he was surrounded by over twenty Cinders.

Ozpin turned around trying to find the right one before she attacked him. All at once the clones began to speak. "Such arrogance... To believe that you alone could defend this pathetic world that you have built. I will have the power of the maidens, then with the help of her, I shall destroy this pitiful world that you have created." Each Cinder began to rapidly fire their spikes at Ozpin, and he created his shield in hopes of stopping the attacks.

As the spikes connected the shield began to crack, before one large spike broke through and knocked Ozpin away from his cane. The Cinder's began to vanish, until only one remained. Cinder walked over to Ozpin with a confident smirk and lifted his cane to her face. "So this is the weapon that she was so afraid of... The scepter of the Kings." Cinder twirled the cane around in her hand for a moment before snapping it in half and smiling down at Ozpin.

"She wants you alive, so you can watch your world burn as she takes every little bit of hope that you have left."

Ozpin's aura had been exhausted, and the last spike that had hit him had cracked one of his ribs. He looked up at Cinder through his cracked glasses. "Why? Your a Human! Why would you side with her?! What do you have to gain from destroying the Human world?!" He went into a coughing fit as he hacked up blood from where his rib had stabbed into his lung.

Cinder continued to smile as she drew back on her bow. "I think I'll quote that fool Torchwick for this one. It's not what I have to gain, it's that I can't afford to lose." The twinkle in Cinder's eyes grew brighter and brighter until her left eye burst into lames from her half of the fall maidens power.

Ozpin saw this and chuckled lightly. "So it was you then... Well I'm afraid your too late. The Maiden of Fall has already passed on, and her powers have moved to their rightful successor. I'm happy to say that you have failed this day."

Cinder glared down at Ozpin's cocky attitude in the face of certain death, and was enraged to learn that the power she had come to obtain was no longer here. "Very well, then I suppose killing you will have to do." Cinder drew back on her bow and aimed her arrow down at Ozpin's face as he glared up at her. Just as she was about to release the arrow, a bullet collided with her bow, throwing it to the side. Her arrow fired and hit the ground beside Ozpin's leg. Turning to glare at the intruders she was met with a Mace to the face that threw her back into a wall hard.

Her vision was blurry as Emerald helped her to her feet. Glaring forward she could see the General carrying Ozpin, and Cardin Winchester hauling away the remains of Ozpin's cane.

"Should we chase them?" Emerald asked.

Cinder shook her head to clear her vision. "No. The cane is destroyed, and Ozpin is injured. Without the Fall maidens power, I have no reason to stay here. Were leaving at once. Contact the Nautilus, I want Mercury, Adam and Roman to find that Maiden, and I want her brought to me so I an kill her myself!"

Emerald helped Cinder into a Bullhead, and they took off away from the school, allowing for the Dragon, and various other Grimm to lay waste to the school.


Leviathan Lounge

Team RWBY, JNPR and SN had retired to the lounge to grab some drinks and relax, with Leo and Oobleck following behind shortly. JNPR were sitting at their own table chatting quietly amongst themselves while Weiss and Blake sat across from Sun and Neptune, conversing on the fight from earlier. Leo and Oobleck had taken their seats at the bar and had ordered their respective drinks. Oobleck had simply gotten more coffee, while Leo, being among the few people in the room of age to drink alcohol, alongside Oobleck, Yang and Jaune, had gotten a scotch on the rocks and was calmly listening to the various conversations in the room.

"Leo!" The large Faunus turned from his drink to see Ruby who was standing behind him with an excited look on her face. "What was that thing! How did you get it to do what you wanted?! Yang said that you can control Grimm!" Leo was getting a headache, and he wasn't sure if it was from the scotch, of from Ruby's rapid assault of questions.

"That Miss Rose," Said Oobleck, who was sitting on the opposite end of the bar from Leo with a glass of coffee in his hand. "Was an Emperor Taijitu. Very rarely seen in the Human world, and almost unbeatable in it's natural habitat. They inhabit the deep waters of True Remnant, and have venom strong enough to melt through the hardest of metals. Unlike the King Taijitu, who has two heads, one on each end, the Emperor Taijitu only has three heads, all on the same side." Oobleck took a sip of his coffee before look back to Ruby. "Only five people have defeated one in the last century. Ozpin, Port, James Ironwood, The headmaster of Haven and your mother, Summer Rose."

Ruby's eyes opened wide. "My mother has beaten one of those things?!" She shouted.

Oobleck nodded. "It was quite impressive too. The Grimm had made it past the barriers of the Human world, and was attacking cities and towns across the continent. Your mother's team was called into action against it, but Qrow was too far away to respond in time, Raven was MIA and Taiyang had his hands full dealing with Yang, who was still very young at the time. The only member of team STRQ that showed up was your mother. The battle lasted for an entire day, only ending when your mother used some mysterious power to subdue the beast, and killed it."

"Whoa... My mom was so cool." She said as she thought back to the sheer size of the Grimm that had attacked the Leviathan, amazed that her mother could defeat one alone.

"Indeed, what made the feat even more unbelievable, was that it was done while she was five months pregnant with you Miss Rose." Oobleck said as he placed a now empty cup of coffee on the bar.

Ruby's jaw hit the floor. "She was pregnant when she fought that thing..."

"I told you that she was super mom!" Yang said as she grabbed Blake by the shoulder and laughed.

Leo finished his scotch and turned back to Ruby. "Well, now that you know what it was, yes your sister is right, I can control Grimm, but nothing as big as that. Mostly I can control small weak willed ones like Beowolves and Ursai. And truth be told, I had no idea what was under the water when I sent out a Sonic Pulse, I only knew it was big. If I had known it was a snake I wouldn't have taken the ship to it." Leo said as he shook slightly.

"Whats the matter big guy? Afraid of snakes?" Yang said with a grin as she turned to face Leo.

"It's a rational fear! They creep me out." Leo said as he defended himself from Yang. "And I didn't control the Emperor Taijitu, it's as Qrow said, I was counting on the Nautilus to hit it with it's cannons. If I had been wrong, we would have all died." Leo looked down to Ruby expecting her to be mad at him.

"But you weren't wrong." Leo raised an eyebrow at the small girl before him. Ruby was at full height, only past Leo's waist, being a little over five feet tall. "You took a risk and it paid off. I'd say that it was the right thing to do."

Leo gave her and incredulous look before laughing happily. "I suppose it was wasn't it." Leo said as he turned back to the bar and looked to the robot tending the bar. "Another scotch!" He turned back to Ruby with a smile and patted her on the head. "Your awfully forgiving to someone who nearly got you killed a little more than an hour ago."

"I lead my own team at Beacon, So I know that you need to have plans, and that they tend not to got the way you want them too, so you need to take risks. You took that risk, and it allowed us to continue our given mission. No negative backlash on us, other than a moment of dread from seeing that Grimm." Ruby said as she climbed onto the bar stool beside the massive Faunus.

Leo looked down at Ruby with a puzzled face before turning to the drink before him. "You speak with the wisdom of someone far beyond your year Ruby." He said as he took another drink .

"I was just repeating what I remembered from the stories that Yang used to read to me when I was younger." She said as she spun in circles on her stool.

Leo spit out his drink before going into a laughing fit, his deep and gravely voice rebounding off the walls of the lounge as he placed his scotch down on the bar to avoid spilling it. Once he got his laughter under control he turned to Ruby. "I did not expect to hear you say that, but thank you Ruby. No one's made me laugh like that since before I lost my family." He turned to the bartender and apologized for spitting his drink out before looking down to Ruby. "For that you have earned a drink. What'll ya have."

Ruby looked around the room at the various selections that people had made. While Oobleck and Sun had coffee, Neptune, Blake, Weiss and Ren had varying brands of tea. Pyrrha and Jaune had soft drinks and Nora had some kind of combination of every kind of sugar known to man. Then she looked to Yang who had a bottle of beer, and to Leo who had a glass of scotch. Turning to look him in the eye she confidently said. "I'll have a beer!"

This caused Leo to laugh again and patted her on the head. "Ha, no, I think you'll have a milk."

"Chocolate milk!" She said as he got the bartenders attention.

"Alright fine, Chocolate milk."


The Rift

Salem stood atop a pillar of solidified magma, starring down at the world of Remnant. It was night for the planet, and unlike some of the other planets that she had seen at night, Remnant only had lights across a small part of the world. The only spots on the planet with lights, were the Human world, who had four clusters of light visible from space, and the center island of the planet, which had an active volcano, and several smaller clusters of light surrounding the base of the island. Salem could only assume that they were from the fires of the lava reaching the water, and any foliage that was foolish enough to attempt to grow on the island.

With her eyesight, Salem could see events unfolding across the planet, and watched as the Nautilus was captured by the Emperor Taijitu, only to escape after a lengthy and damaging struggle. She also saw Ozpin escape from the ruins of Beacon, and Cinder fail in her task to capture him.

"It would seem that your pet has failed Salem." Spoke the ghostly figure behind her.

"Ozpin escaping was a minor setback. With the Scepter of Kings destroyed, he no longer possesses the ability to call upon the King's Semblance that he once possessed. Cinder has merely failed to secure the entertainment for this evening." Salem said as she watched doctors in an airship from Atlas preform surgery on Ozpin in an attempt to save him as the General and several teams from Beacon and Atlas Academy devised a strategy to defend their various kingdoms from the assaults.

"Be that as it may, Ozpin defeated us once. He's the reason that we're all trapped in this god forsaken realm. The fact that he is still live posses a great threat to us." Spoke the ghostly figure as it walked to Salem's side. "He always has these plans of his."

Salem chuckled lightly as she watched the crew of the Leviathan enjoy their drinks. "As I have said Zodak, without the Scepter of Kings at his disposal, Ozpin no longer posses the slightest of threats to us."

Zodak turned to Salem. "And what of the King's Semblance!? The Semblance that changes each time it's host loses the ability to call on it. It only goes to those who haven't got a semblance, and those who have the best interests of those around at heart!"

Salem glared down at the ghost. "Do not forget your place Zodak. I didn't rescue you from his dungeon so that you could attempt to tell me what I already know. I am well aware that the Kings Semblance has changed its host." Salem said as she turned to look back at the Leviathan. "I watched it transfer the moment that Ozpin's cane broke." She narrowed her eyes down at one human aboard the Leviathan.

"I thank you each day mistress for saving me from that evil man, but if you know then, who has the Kings Semblance?" Zodak asked as he bowed his head and took several steps back.

Salem glared down at the boy aboard the Leviathan with a wicked grin. "It seems to have been given to the student who has the lowest potential of the entire grade. Curious, the last dozen time the Semblance has transferred, it manifested in a great warrior, or a scholar, why would it choose that one?"

Zodak looked down at the planet below. "Who Mistress? Who is the one that we must destroy?"

Salem waved her hand before allowing Zodak, and the other few spirits present, to see the image of a boy sitting at a table with his tea, enjoying a soda. Salem's voice dripped with poison as she spoke the boys title. "He is the descendant of the very first Kings Semblance, He is the Present wielder of the legendary blade Crocea Mors, and he now poses the greatest threat of anyone on the planet of remnant."

Zodak starred up at the image of the boy before speaking his name, along with the rest of the group.

"Jaune Arc."


Alright! So, this was long overdue, and sorry but it is a bit shorter than some of my more recent chapters, but I have been dealing with a rather severe case of writes block. I know how I am going to end this story, Have since before I started writing it. But its making the journey to the end that's a monumental pain in the ass.

I have been trying to make this story a bit more interesting to the community, but I feel as though the greater majority of you have become bored with my story. I feel I don't need to say this, but this story will not be updated on a regular basis, As stated above, I'm having a hard time deciding how I want this story to play out, until the big climax.

Leave a review telling me what you thought of this most recent chapter. I was trying to flesh out Leo's powers a bit more this chapter, while also trying to keep the main cast as my primary focus.

Oh! And if none of you have guessed yet, I loosely based Leo off of Zebra, A main character from the Manga Toriko.