Ozpin couldn't help but to smile. Young people from all over the world smiling, interacting, dancing, perhaps even falling in love… The Vytal Ball was definitely his favorite part of the festivities. It was only the beginning of the night and things seemed to already be going well. The sound of the door opening again brought his attention to the newcomer. His infamous curiosity spiked as it always seemed to when Ruby Rose did something interesting, such as showing up to a dance in her normal clothing that doubled as her combat gear.

Weiss, being on door duty at that moment to greet students as they came in, was also quick to notice. "Why aren't you wearing a dress?"

"I said yesterday I wasn't wearing one, remember? When Sun was there?" Ruby reminded her.

"Oh, right," Weiss nodded.

"So, I can't help but notice a haze of fog on the dance floor," Ruby mentioned.

"Oh yes, that," Weiss spat. "It was a… compromise. Trust me, it turned to be the least ridiculous of your sister's ideas."

"Is Blake here?" Ruby asked.

"She is!" Weiss reported proudly, a smile finally gracing her face. "She arrived with Sun just a few minutes before you did."

Ruby smiled back. "Keep up the good work!"

"Enjoy the dance!" Weiss waved her leader off and continued to watch the door.

Ruby kept to the edges of the hall to avoid getting pulled onto the dance floor by a wild Yang. She soon spotted Blake by the punch bowl looking much better than she did the day before. The feline faunus was standing straighter, the bags under her eyes were gone, and she was even smiling while talking with Sun and a few other faunus. "You're looking much better!" Ruby complimented.

"I'm feeling better," Blake smiled. "I'm sorry for making you all worry."

"You had things to work through. You just needed a little help pushing through them," Ruby smiled back. "Don't worry about it anymore. And have fun tonight."

"I will," Blake nodded.

"I'll make sure of it!" Sun cut in.

Ruby giggled at the monkey faunus. "Take good care of her. Hey, have either of you seen Penny? She said she would be here, and I promised we'd hang out. She doesn't have many friends. Or any other friends, I think."

"You mean that weird 'salutations' girl?" Sun pointed behind him with his thumb. "I think I saw her back that way."

"Thanks Sun!" Ruby set off the direction he indicated.


Penny continued to scan the crowd for Ruby. A smile crept onto her face from the mere anticipation of seeing the young leader. The android knew that Ruby was just a mission, that she was supposed to be spying on the secretive young woman. But she couldn't help but feel a bond had formed between them despite the General's directive.

A frown snuck onto her face at the thought of the general. Their discussion the night before was not a happy one. After reviewing the footage, Ironwood was less than happy with her progress the past few weeks. He was even less happy than that at the idea Penny and Ruby were getting too close. She could still hear him yelling…

"Friend Penny!"

Penny's smile returned quickly as she turned to face her frie-mission! My mission. "Ruby!"

Ruby and Penny shared a brief hug, much to the latter's surprise. "You having fun?"

"I haven't been dancing, but I do enjoy watching the others!" Penny answered. "Although I do have one question."

"What about?" Ruby asked.

"What does the ambient fog have to do with traditional ballroom dancing?" Penny looked to the layer of water vapor swallowing the dancers' feet.

"Absolutely nothing," Ruby told her honestly.

Penny was only confused further. "Then why is it present?"

"Because my sister is stubborn," Ruby chuckled.

"I see," Penny responded.

Ruby turned slowly to arch her eyebrow at the android. "Do you?"

"Absolutely not," Penny admitted.

Smiles broke across both of their faces which soon evolved into chuckles and then all out laughter. After the laughter, the smiles never left their faces.

"You said you enjoy watching the dancers," Ruby opened the next topic. "Do you not like dancing yourself?"

"I've never tried it," Penny confessed.

"Hm," Ruby thought for a moment. "Do you want to try it?"

Penny would have blushed if she were capable, and blushed hard. "I-isn't that something that… c-c-couples do?"

Ruby couldn't help but laugh at the android's reaction. "We don't need to be dating to have one dance. How do you think people learn?"

"Do you know how to dance?" Penny asked.

"I know the basics," Ruby replied apprehensively. "By which I mean I've heard fighting is a lot like dancing… And I know how to fight..."

Penny crossed her arms at the young leader.

"Okay, I have no idea," Ruby confessed, "but how hard can it be?"

"I think we'd better not," Penny decided. "It would be hard enough if we could see our feet."

"That is actually a good point," Ruby nodded.

The pair fell back to silence as the topic ended. While they were quiet, another pair of students came off the dance floor and sat at a nearby table. The current quiet between Penny and Ruby allowed them to pick up the nearby conversation with ease.

"Oh, hey, did you see that Atlas presentation yesterday?"

"You mean the one with the new 'Knight' model? Yeah, dude, those things are sleek!"

"The white bodies, the expressive poses. So cool."

Penny couldn't stop her flinch.

"So you think they have an all black version?"

"For what?"

"Stealth Ops, dude! You gotta have a stealth model!"

"Why would they need a stealth model? Who uses stealth against Grimm?"

Who uses stealth against Grimm...

"Um, Penny?" Ruby noticed Penny's rapidly declining mood.

"Y'know, their articulation is pretty realistic."

"What brought that thought on, dude?"

"Well, you were talking about stealth models… I was wondering why make them black? Maybe you can make them look like people?"

Ruby placed her hand on Penny's shoulder. "Are you okay…?"

"That… would actually be kind of scary, dude. You're really scary sometimes."

"Yeah, I guess you have a point. Machines with human faces, but no free will. How could you ever trust anyone ever again?"

"Penny?"

"I have to go."

Penny would never remember making a conscious decision to leave or where to go. She simply found herself on a balcony, catching fresh air she knew she didn't actually need, but it did feel good. Who uses stealth against Grimm… Machines with human faces… no free will… Penny looked down at her own hands, wondering for perhaps the first time ever, "Why was I built...?"

"Penny! Penny, where did you go? Penny!" Ruby's voice could be heard, getting closer with each call of the android's name. Penny herself turned around just in time to see Ruby find her balcony. "There you are!"

"Oh… hello, Ruby." Penny attempted to greet casually, but she just knew it came out depressed.

Ruby stepped past Penny to lean on the balcony. She stared across the rooftops of Vale, gathering her words. "So… those Atlesian Knights are kinda cool."

Penny leaned onto the balcony next to Ruby. "You… like them too?" she questioned anxiously.

"As much as I like the next cold, unfeeling machine," Ruby shrugged.

"Right..." Penny's head drooped.

"And you, Penny, are nothing like that."

Penny's eyes widened and she slowly stepped back. "...What?"

Ruby smirked. Bingo. "You are nothing like those things we saw yesterday."

"Of course I'm not!" Penny shouted quickly. "I'm human, after all. W-why would you say… that?"

Ruby pushed off the stone railing to turn and face the android. "Can I tell you a secret?"

Penny blinked. "Secret...?" She should have been excited, this level of trust what exactly what her mission called for. So why did she feel anxious at the thought of performing her duties?

Ruby pressed on, unconcerned. "You're not the first person I met that wasn't exactly made of flesh and blood. You have your own soul. And your own heart, I can feel it." The Keyblade wielder placed her hand over the center of Penny's chest, feeling that special kind of light she was so familiar with. "It doesn't matter that you were made and not born. You are your own person. You can think and feel and make your own decisions. You are not a cold, unfeeling machine. You're Penny."

Penny didn't know what to think or say. She could only stare at her friend while she processed her thoughts. Not my friend, my mission… or is she?

"That being said, your chassis is actually very cold," Ruby pointed out, her hand still on Penny's chest. "Is that normal? Shouldn't you have a heating system? To counter thermal detection or something? Or is it normal? Am I thinking too hard about this?"

"I have to go..." Penny backed away toward the threshold back inside, "again, I have to go again."

"Oh, I'm sorry!" Ruby winced. "Was it the chassis thing? Is it too soon to talk about that stuff? I'm super sorry!"

"No! You're fine. You're great! You're..." Penny clenched her fists trying to calm herself. "You're a great friend, Ruby. I just need a bit of time. I'm sorry. I gotta go. Again. Sorry."

One more dash through corridors that barely registered in her memory bank later, and Penny was finally alone with her thoughts. She felt torn. She was literally built for this kind of mission, so why did it feel wrong? Could she lie to Ironwood? Can I keep lying to Ruby…?

Betray those she was built to serve. Or betray the only person to see her as her own being, and worthy of friendship. She didn't know what to do. Mere moments after Ruby assured her she had free will such was proven, perhaps cruelly, as Penny was faced with the dilemma of choice.


Cinder hid herself in the shadows near the school, her eyes set on the CCT tower. For her plan to work she needed access to Beacon's infrastructure, and the communications tower was intrinsically tied to every public system. Including the school's. It'll be simple. Take out a few guards, drop the bug, and get out. I'll be back at Beacon in time for the next dance.

Cinder raised her hand in front of her. Her eyes flashed yellow. Black and purple smoke emanated from her fingertips. The dark woman smiled. She still didn't understand where this strange new power came from, but she could feel its strength. Cinder stepped out of the shadows, darkness coating her fist.

And unwittingly leaving a wave of darkness in her wake. As she made her way to the tower, plumes of darkness rising from the very ground behind her went unnoticed.


With her planned diversion for the dance literally running away from her, Ruby returned to the event hall with no idea how she was going to pass the time. She found herself gravitating to the punch bowl with the other social outcasts that weren't talking to anybody. At least the student body at large is still enjoying the dance, Ruby thought, smiling to herself.

Her spine shivered and her smile fell as she felt it once again. The darkness that had settled across campus. Her gaze panned over the entire dance hall and right out the window. It wasn't here before, it had to have come from somewhere.

Ruby's eyes narrowed as the creeping up her spine intensified. Something's wrong. Is something going to happen? Out on the grounds beyond the window, Ruby could barely make out a familiar figure strutting away. As well as the dark energy rising from the pavement. "No..." Her gaze darted back to the event hall floor, but she couldn't tell if the same thing was happening amid an ever thickening haze of artificial fog. Ruby made her way quickly to the edge of the dance floor and knelt down, attempting to swipe enough of the fog away to see.

A scream drew every eye in the hall to a pair near the center. A girl had fallen backward, separated from her partner. And between the two, leaping into the air between them, was the exact thing Ruby had feared all week. A heartless, a Soldier to be precise, with the sound of jostling metal accompanying sharp claws. The girl screamed again as her rear hit the floor, and the Soldier heartless made to follow her to the ground, claw extended.

A flash of light and a red blur saw the creature destroyed. From her position on the ground, Ruby had easily launched herself forward, summoning her Crescent Rose to strike the Soldier down. But heartless rarely came alone, especially the smaller ones. Several creatures began rising from the fog. All of them, heartless.

"Are those Grimm?" the girl Ruby saved questioned. "How did they get here?"

Ruby roughly pulled the girl onto her feet and pushed her toward the door. "Get out of here! Everyone, get out!"

Dancers began rushing for the exit, but were quickly cut off. Dark energy swirled in front of the door, taking shape into a large, rotund form. Another breed of heartless, a Large Body. Other heartless variants began sprouting up all over the room. More Shadows and Soldiers, a few Darkballs, and a small collection of Red Nocturnes and Blue Rhapsodies. And who knows how many more, bubbling under the surface, waiting for their chance...

Ruby held Crescent Rose at the ready. At the very least there was no confusion in this situation, no considering the consequences. No matter where she was or who was watching, these were the darknesses she was trained to fight. And to protect the innocent hearts that surrounded her, she would fight.

May my heart be my guiding key.