Trouble

Peter dashed out of his room and into the hallway and saw different passengers go to their cabins to hide. This made it easier when looking for his friends as he saw Ruby's red cloak disappear upwards to the roof of the train. "If I had a nickle for every time I had to fight on top of a moving train, I'd probably have close to a dollar. Which doesn't sound like a lot, but it still means this has happened at least twenty times." Peter chuckled as he rushed for one of the exit points. Climbing on top of the roof Peter immediately felt a crazy chill spread across his body. "Holy Schnikies! It's freezing up here!" he looked at his friends and Qrow who all seemed perfectly fine.

"JESUS CHRIST!" Deadpool yelled as he got to the top shortly after Peter did. "Hello, Mission Control?" he called out in a 1940s sounding radio voice, putting his fingers to his ear, "We have a problem, I'm detecting massive shrinkage."

Peter looked towards the caboose of the train to see massive swarms of Grimm and only Dee and Dudley to handle them. Peter groaned at the sight of the Grimm, "Great...griffons." Looking ahead, despite being severely outnumbered and in over their heads, both Dee and Dudley stood defiantly against the creatures. "Hey, I don't want to worry anybody, but we need to hurry over their otherwise--" with a mighty battle cry Dee charged valiantly into battle striking one of the griffons but was carried off the train by another. "...otherwise they'll get themselves killed." Peter sighed.

"What's the plan Ruby?" Blake asked as the rest of the team stood behind their leader.

Ruby looked back once at her team and back to Dudley who was retreating towards them, "Protect the train. Keep the passengers away." Ruby pulled out Crescent Rose and twirled it in her hands, transforming it into its scythe form, "Don't let anyone else die." The Grimm began charging the teens and they all got ready for a fight. Ruby darted forward and began slicing at the small ones that seemed to only be attracted to her. She spun her scythe around in her hands to prevent the grimm from getting too close, then once they were distracted and surrounded her she herself spun around in a circle and sliced all the grimm with ease. "HA! Works every time." Ruby said with a satisfied smirk.

In a different car, while the fighting was going on, Oscar looked out the window to see the commotion. In doing so he saw the hordes of griffon and the multiple sounds of gunshots. Suddenly Spider-Man landed right next to Oscar clinging to the side of the train, "Uh, yeah, if you wanna do us a favor and...shut the window." Peter placed his hands on the glass and closed the window again, "Thank you!" he shouted from the other side before shooting a flurry of Web Balls at a griffon and sticking its wings together. The creature easily fell to the rocky depths of the mountain below.

Shall I? Ozpin asked. "No." Oscar replied, "I'm keeping control." Backing away from the window, Oscar accidentally ran into Jaune, Nora and Ren.

"What's going on?" Jaune asked with a worried expression. Oscar opened his mouth so say something but there was a loud bump that caused passengers to scream, followed by what could only be described as an animalistic cry. "Grimm, got it." Jaune nodded, "Let's go."

Back at the top, the teens, Deadpool and Qrow continued their defense. While Weiss took down the grimm with her glyphs, Peter and Yang tagged teamed the monsters. As Peter webbed the griffons in mid air to stop them from falling, Yang would fire at them before they hit the ground. "I imagine this is what Skeet Shooting is like!" Peter yelled out as Yang shot another one down.

"Shooting? I thought that was when you rolled balls up a ramp and into those holes?" Yang replied, "You know, it's at arcades, you usually win tickets. I wouldn't call that shooting, more like tossing." Yang shot another down and Peter shook his head in disbelief, trying to suppress his laughter.

"I said SKEET not SKEE. Skee BALL is what you are thinking of. Skeet is when clay doves are thrown from a mechanical arm and someone shoots them out of the air." Peter shot a webline at a griffon and used his strength to slam it into the mountain side, "WOO! Still got it!"

On a different car, Qrow and Deadpool stood back to back. Qrow sliced at one of the bigger griffons while Deadpool opted for the long ranged approach but noticed his bullets were bouncing off the face of the grimm, "Is it just me, or are these things getting more durable?" Deadpool asked as he put his guns away and instead brandished his swords. With a few quick swipes he was able to cut the head of one of the griffons clean off.

Qrow grunted as he blocked a swipe from the grimm and slid back a couple feet, "Believe me, it isn't just you." he groaned. As Qrow and Deadpool finished off a small group of the Grimm, Dudley came rushing passed them avoiding fiery blasts from the Grimm as he got to a certain point on the train. Deadpool, not wanting to see this guy get offed like his buddy, decided to lay covering fire. Reaching into his pocket Deadpool pulled out a single use portable rocket launcher.

"FIRE IN THE HOLE!" Deadpool shouted as he fired the rocket at one of the larger griffons. The creature screamed in pain as it fell and landed on top of the train causing it to shake. Holy hell! You trying to get us killed? "I mean...we'd be okay?" I meant as a group not us alone, smartass!

Dudley, after regaining his composure from nearly losing his balance, pulled out his scroll. "C'mon, c'mon!" he panted frantically as he switched on the trains defenses. Windows became barred, the train armored itself up and turrets activated. "YES!" he shouted in accomplishment. The turrets began firing on the massive hordes of grimm as they flew overhead. Qrow saw this and frowned.

"What the hell is he thinking?" he asked as he defended himself from another attack from an alpha. The Alpha screeched like it was giving commands and the smaller grimm began attacking the turrets. When they did so the passengers would only scream in terror leading more Grimm to attack the train. Qrow tried his best to stop the Grimm from attacking the turrets because hopefully then the passengers would calm down more. Turning his weapon into its scythe form he too began slicing through the many griffons that began crowding the train.

Oscar and JNR finally climbed to the top of the train to see that state it was in. Hordes upon hordes of grimm were closing in on their location, "Why is it always SOMETHING!?" Nora complained.

Oscar quickly climbed on top and rushed to Qrow as fast as he could, being careful not to slip and fall off the train. "Is there anything I can do?" he asked the older huntsman who shot down another griffon.

"Yeah, you can get that idiot down there to shut off the turrets, they're just drawing the Grimm towards the passengers." Qrow seethed.

"Right!" Oscar quickly dashed towards Dudley avoiding fire blasts, jumping cars, and sliding under the claws of a griffon. "Stop!" he yelled to Dudley, waving his arms in the air. The other huntsman didn't pay him much attention and instead kept firing at the Grimm with his rifle. "You have to set the turrets off." Oscar warned.

"Are you crazy?" Dudley asked with a confused expression, "No way! You see all these Grimm!?" The turret behind them continued firing at the griffons and even took two more of them down. "YEAH!" Dudley fist pumped.

Oacar growled slightly, "You don't understand, we have to lure them to the back!" he yelled grabbing hold of Dudley's arm.

Dudley quickly shoved the kid off his shoulder and scoffed, "What does it matter if they're dead?" Amongst the arguing the two, and Qrow, took notice that the Grimm were leaving the train and instead were falling back. "Where the hell are they going?" Dudley asked.

Better look in front of you! Ozpin warned. Oscar turned his head toward the front of the train and his eyes widened in fear at the small narrow opening quickly approaching them, "TUUUNNEELLLLL!!!" he shouted out. Oscar was quick to slide forward and make it to the opening between two cars. Dudley tried running back and going to a space between cars by taking the side. However, the huntsman wasn't fast enough and ended up leaving an arm out in the open. The cracking seemed to be loud enough to echo across the mountain.

In the back of the train, Team RWBYS continued taking down the Grimm, noticing a large horde began heading their way. "YEAH!" Ruby cheered as she shot a few more down. She quickly flinched at the sound of a blast, but when she looked behind her she saw that Weiss had saved her with an ice wall.

"Thank me later!" Weiss winked as she moved forward to assist Yang and Blake. She gave a loud battle cry while she jumped and twirled in the air sending out two ice shards to take out griffons that were coming for her. Blake and Yang then double-teamed a large griffon with Blake using Gambul Shroud to sling herself in the air and then yank her self down by attaching it to the monster. The Grimm was left with its belly exposed as Blake came down which led to Yang getting in a killing blow.

"Looks like there's no rust on your bones!" Yang complimented with a smile.

"WOO!" Peter cheered as he jumped off the train and ran along the mountain side before jumping off again and sending a devastating punch to a griffon's beek, breaking through it's boney armor and destroying it. Peter shot a webline to the train and Yang pulled him in which saved him from getting caught by griffon claws. "I said it once, I'll say it again: It's good to be back!" Peter cheered, "With new tricks too! WA~PAH!" Peter twisted his torso with his right arm shooting out, as he released his webbing he quickly flicked his wrist and twisted it counter clockwise which caused him to make Web Bolas that wrapped around a griffon's wings and sent it plummeting below.

"How did you do that?" Jaune asked.

Peter threw his arms in the air and cheered, "I HAVE NO IDEA!"

Ruby sliced through another Grimm as Nora downed it on the train, "What do you mean you don't know? Isn't it just an upgrade to your Web Shooters?"

"I told you, I have new tricks!" Peter yelled as he rolled up his sleeve to reveal there was nothing on his wrist, "And one of those tricks is organic web fluid, baby!" his Spider Sense rang and he fired a Web Ball behind him to blind a griffon, before sending a ferocious kick towards its face.

"TUUUNNEELLLLL!!!" the group looked up as they heard Oscar yell and saw the small tunnel inching closer towards them.

"RUN!" Ruby commanded. The two teams dashed forward and almost knocked over Deadpool.

What the hell are the running for? We have plenty of time. "No we don't NO WE DON'T!" Deadpool yelled out as he ran backwards, hoping to find himself an opening and not get hurt.

JNR was able to make it fine, Peter got to an opening fast and used his webs to pull Blake and Yang with him. Weiss was nearly knocked over the edge when a blast from a griffon made her lose her footing, thankfully Ruby caught her by her arm and smirked, "Thank me later!" she said as she used her semblance to safely get the two to an opening on the train.

Inside the train, RWBYS, JNR and Qrow made it to the car where Oscar and Dudley were resting. Oscar stood over Dudley trying to comfort him in some way as the huntsman held his arm in pain. His elbow had bent the complete opposite direction and his whole left arm was pretty much bruised at this point. Qrow growled as he walked up the the huntsman, picked him up by his shoulders and slam him against the door. "I told you, to turn those damn things off!" Ruby frowned as she looked at how aggressive her uncle was being towards the man.

"Those things are keeping us alive!" Dudley argued between breaths.

"Oh sure, but they're putting the passengers in danger." Qrow fired back.

Dudley seethed, "Look, I'm the one they hired for this job, okay? Not you!"

"Sorry if that doesn't exactly bode confidence."

As the two adults argued Ruby looked out the window to see the Grimm running after them through the tunnel. "AAGH!" she screamed as Deadpool's face suddenly appeared in the window. Deadpool opened the door and limped into the car holding his groin.

"Uh...Wade you okay?" Peter aked.

"Nooo..." Deadpool squeaked, "I was sliding between the walls of the tunnel while hanging on to the side of the train...for two minutes. Now I can be part of the Jewish faith." Deadpool slowly stood up, "Ugh...it's like getting the skin caught in the zipper...but like, thirty times in a row."

Spidey patted Deadpool on the shoulder, "Boy do I...not know what that's like." Peter looked over to see Jaune helping Dudley by what looked to be healing him. It seems he had agreed to turn off the turrets when Ruby asked him.

"Ren, can you use your semblance to maske the people on this train?" Nora asked her friend, "With the turrets off and emotions hidden they might lose track of us."

Ren cupped his chin in thought, "It's uncertain...I've never attempted to hide so many people before."

"Wait, what?" Peter asked.

Ren snapped his fingers in realization, "That's right, I suppose you don't know. My semblance allows me to hide emotions. Something that comes in handy against Grimm." Ren sighed, "But, as I said before...this may be too many people."

"Well, why don't you try using Jaune to helo you out?" Ruby asked with a shrug, "You've never tried that before, right?"

Qrow smiled at the teens, "Yeah, that's a pretty alright plan."

Ren still looked down as if he wasn't sure about the outcome. "Don't look so worried, Ren." Nora said with a smile, "You can totally do this!" he confidence became infectious as Ren seemed to believe in himself much more thanks to her.

Oscar walked forward and managed to get the attention of the group, Peter noticed that his eyes seemed to almost glow. That must be Ozpin. Peter thought. Ozpin cleared his throat, "I'm afraid there's one complication. They are also attracted...to this." Ozpin pointed to his belt where the relic dangled for all to see.

"The hell's that?" Dudley asked before Qrow shoved his face back.

"None of your business." Qrow groaned before rubbing the back of his head, "Oz...are you serious?"

The room was silent as the reincarnated headmaster didn't reply. "Why didn't you tell us that?" Yang asked with an almost betrayed expression in her eyes.

Peter folded his arms and squinted his lenses, "Yeah, I thought my Spider Senses were going off around that thing."

Ozpin looked like he was gonna say something but the words wouldn't come out. Ruby quickly stepped forward and placed her hands in front of him, "That doesn't matter right now." Yang didn't seem all that convinced, same with Weiss and Blake, "Look, every second we're on board this train, we're putting everyone else in danger."

Yang went to say something, but Peter cut her off, "Ruby's right. The reasoning for Ozpin not warning us before hand doesn't matter." he turned his head to Ruby and stared at her, "Right now, anyways." Ruby nodded her expression seeming to be thanking Peter.

Nodding, Ruby started her plan. "Nora, Ren, Jaune, get the passengers to the front cars. You'll still mask the emotions of the passengers and kill the turrets." Ruby looked down sadly, "We just can't come with you. If we cut the back cars with us and the relic on them, then we can deal with the Grimm." Ruby turned to Jaune who was still healing Dudley, "You guys need to make sure the train still makes it safely to Argus." she said with a serious expression.

Jaune gulped as he finished healing Dudley and walked up to Ruby with a sad expression adorned on his face, "Only if you promise you'll meet us there."

Ruby smiled at her fellow leader and nodded, "I promise." the two shook hands and JNR was was quick to move to the other cars and start moving the passengers to the front.

Peter moved over to Deadpool and tapped his shoulder, "I need you to go with them."

"What?" Deadpool asked in shock, "Why?"

"Look, I'm sure they can protect themselves, but we still aren't sure of all the dangers out there. I promise I'll protect that stupid relic thing, but I need you to protect them. They're..." Peter quickly turned to Jaune and sighed, "They're already short on hands as it is."

Deadpool rubbed the back of his head, seemingly thinking it over, "Well," he started, "we were already apart for like six months soooo...ah hell, what's a couple more days." The two clasped hands together before bringing it in for a hug, "Don't go dying on me again." Deadpool joked.

"I think I'll leave dying to you this time." Peter remarked. The two bumped fists and parted ways. While JNR and Deadpool went one way Qrow, Oscar and RWBYS went another, Peter stopped Ruby by grabbing her shoulder. "Ruby, can I talk to you?"

"Sure, Pete. What's up?" she asked, "Oh, and thanks for the save earlier."

"Yeah, it's about that actually." Peter pulled Ruby aside so the others couldn't see they were having a private conversation, "Look, I understand that Ozpin is your mentor in a way...but don't ket blind devotion get in the way of the truth." Ruby tilted and cocked an eyebrow in confusion, "What I mean is, when your mentor starts hiding things from you, especially when its REALLY important like having an item that attracts Grimm to our location, you need to learn to question things. If there's anything I learned is that your mentor isn't always right and can have many flaws. I'm just upset it took me too long before I realized that." Peter pat Ruby on her shoulder as he started to leave the car, "I just don't want that to happen to you."

Once Jaune and the others had gotten the passengers to safety they gave the okay for Blake to cut the lines between their half of the train and the front half. Once Blake detached the trains she had to do an immediate double take thinking she saw someone on the other side. But once Blake looked up, the figure she thought she had seen had disappeared. C'mon Blake. Get it together. How would he even know you were here anyway? she thought. Blake then jumped up to the top to join the others for the eventual fight. The plan was going smoothly so far, all she had to do now was wait for Ruby to give the signal.

Ruby stared at her scroll, waiting for the icons of Jaune, Nora and Ren to get to one bar of signal before they executed the final step of the plan, only then would Ruby and her team be far enough away from the passengers. Hearing screeching of the Grimm, Ruby looked up to see they started piling out of the tunnel and were quickly approaching their position. "NOW!" Ruby shouted to Nora.

On the front half of the train, now speeding away from the back half with Ruby's team, Nora nodded to Ren. Ren took a deep breath and knelt down, placing his hands on the roof of the train as Jaune amplified his aura and the turrets were shut down. Ren's semblance spread throughout the entire front half of the train and the people inside, making it seemingly invisible to the Grimm chasing them. Once the monsters no longer sense them they turned back to go after Ruby's group and the relic.

Ozpin, still in control of Oscar's body, quickly went on the defensive and blocked a biting attack from a griffon with his cane. Ozpin then shoved the monster back and twirled his cane in his hand a few times before launching forward and sending a powerful overhead slash across its forehead. The creature roared in retaliation before attacking Ozpin again. He tried to keep his distance away from the creature by rolling under its slashes and blocking its bites, making sure only to attack when the monster left itself an opening.

Further down the cars, Ruby slid back from blocking an attack from a Grimm herself. She quickly regained her footing and began spinning Crescent Rose around her body, though it seems the Grimm have been paying attention to her fighting as the monster she face tried to keep its distance from her when she did that. "C'mon, just attack me you stupid Grimm!" Ruby shouted.

Not to far ahead of Ruby, Yang was busy with a griffon of her own, though she had significantly less trouble with her aggressive approach to the fight. Blasting her weapons behind her for a boost, Yang was able to get in the face of the Grimm and grab it by the horns. The beast roared in Yang's face and Yang yelled back at it. Twisting her body around, Yang was able to lift the creature of the ground and throw it a few feet in the air. Now with it's footing gone Yang shot at the creature in its exposed chest and destroyed it immediately.

With Blake, she had just dodged an attack from the Grimm she focused on. Watching her opponent she was able to determine what the monster's next attack would be. When the Grimm attacked with it's scorpion like tail, Blake used her semblance to avoid the attack and jump over the Grimm, cutting off the tail in the process. Blake smirked as the creature as she pointed up. When the creature followed her finger it didn't have time to react as Peter came slamming down with both his feet in the creature's head. "You know, this is somewhat nostalgic. Busting skulls I mean. It really feels like the good 'ol days." he quickly dodged an attack that was coming from the Grimm Ruby was dealing with. That proved to be the monster's downfall as Ruby cut off its legs and fired a shot into its head. "You know, like, I used to be a street hero, stop guys in masks or ordinary criminals. Now I do that AND I'm a monster hunter. Definitely the biggest surprise of the century for me." The team tried regrouping and looked back to see Ozpin almost get knocked off the train from the griffon he was dealing with, but was caught thanks to Peter pulling him in with a webline. Weiss then used a glyph to redirect a griffon towards Ruby whole latched onto the creature with her scythe before throwing it at the one that was fighting Ozpin, taking two for one. "Homerun!" Peter joked gaining a slight frown from Ozpin, "Right, time and place."

All that was left was the Alpha of the pack. Qrow had been one-on-one with the monster almost since the beginning of the plan but couldn't take it down, no matter how hard he tried. Trying to block an attack, Qrow was eventually knocked down which led to Weiss and Ruby being the first ones to action. Weiss used her glyphs to speed herself forward and fighting with the Alpha at close range while Ruby stayed back and fired with Crescent Rose, "Agh! We need to ground it somehow!"

"On it!" Peter and Blake yelled together. Peter used his webs to slingshot himself forward and began sliding under the creature and webbing it's torso with the train car. "YANG!" Blake called out. Yang then dashed forward and, just like Peter, slid under the creature's belly. This time Blake through Gambul Shroud in it's hook form and Yang punched it so that the ribbon wrapped around the creature. Yang then punched the hook into the ground and both her and Blake tugged on the ribbon to force the monster to the ground. Peter, meanwhile, was now on the Alpha's back and webbing its wings together which stayed put thanks to Weiss freezing them in place.

Ruby and Qrow gave each other knowing looks, as if they had the same plan. The Alpha, feeling that its time had come, prepared a desperation attack by charging up a fiery blast. Qrow and Ruby both launched themselves forward and began spinning with scythes in hand, and cut the creature in two. That didn't stop the blast from being launched, but instead of hitting the train, the fire ball launched forward and destroyed a chunk of the track. "Yeah, that figures." Peter groaned as Weiss set glyphs down to hold the group in place.

"Everybody hold on!" Ruby yelled.

"To what?" Peter asked, "The snowflakes?" as he said that the train went careening off the side of the mountain and into the snowy, lightly forested area, below.

A black void, no sound no sights just darkness. "Again with this." Peter groaned.

"Peter..." Ero's voice called out.

"Yeahyeahyeah. Skip the introductions get into the meat of what's going on." Peter said twirling his hand signifying to hurry up, "We don't have to do this more than once. In fact, do me a favor and go into that ethereal shadow right off the bat."

Wind blew and Ero's figure formed from Peter's aura. "You felt it didn't you?" it asked.

"Be specific."

"When Ozpin revealed how dangerous that relic truly is." Ero explained, "Your senses began ringing around him, didn't they?" Peter nodded, "Then you see what I meant. Be careful of your allies. Ozpin has now proven himself to be untrustworthy. He could be leading you to certain doom."

Peter shrugged, "Yeah well, I don't have much of a choice right now, do I?" Peter shook his head and sighed, "Anything else?"

Ero nodded, "As I'm sure you know, I, acting as your aura, am the only reason why your leg hasn't all but fallen apart. You've made improvements, but you still aren't at one hundred percent." Peter nodded, "That fall during the crash has placed you in a pile of snow, so to prevent you from potentially dying of hypothermia I moved the aura from your leg to keep you warm. Thankfully you're in snow. So your leg should feel numb from the cold. Just be wary of moving too quickly."

"..ter?" Peter looked around thinking he heard another voice, "-ter!?" Wind began to blow and Ero quickly disappeared as the black void began to get engulfed in a bright white light.

"Peter!" Yang yelled out as she dug the vigilante out of the snow. "Peter are you okay?"

"Y-Yeah, I think." Peter stood up and his Spider Sense rang in his head. As soon as he put pressure on his right leg he felt pain shoot up his leg causing him to collapse over, "AAAAAGH!!!" he shouted out. So...that's what Ero meant. Peter thought as he seethed.

"Peter!" Ruby yelled out as she rushed over to her friend's side and help him up.

"DON'T YOU DARE HELP ME UP!" Peter shouted, making Ruby recoil in surprise, "Please, let me do this myself." Peter closed his eyes and focused, Okay Ero, do your thing. I'd rather be freezing than be in intense pain. Peter's aura flowed down to his leg and he slowly stood up again. This time he slowly put pressure on his leg until he knew he was fine, "Good, I'm fine." he said with a satisfied breath.

"--cold!" Weiss squeaked out as she moved her legs up and down to try and keep warm.

"Hold on." Peter said as he grabbed one of Weiss's legs and put a thick coat of webbing on to make webbing leggings.

Qrow rubbed his head and rolled his shoulders, "Is everyone okay?" he asked.

Weiss dusted off her shoulders and thanked Peter for the web leggings he had given her, "Yeah, I think we're fine." the other girls laughed slightly, seeming okay. Ozpin was the only one that was questionable at the moment.

"Still alive!" a older female voice called out proudly. Looking up the group saw a short old woman. Really short, roughly the same size as Neo. She had dark skin with sime wrinkles noticeable in the face, showing her age. She also had long gray hair tied up in a singular braided ponytail in the back. She wore hooped earrings and a blue and clay colored beaded necklace; a blue dress of sorts with a blue poncho/cape with white accents and silver shoulder guards; brown gloves and shoes and she walked with a thick cane that had a decorated blue skull at the top. Her most noticeable feature, however was the mechanical looking goggles she was wearing. "That was a close one, wasn't it?" she said with a smile as she tapped her goggles to fix the lenses.

Peter rubbed his temples and let out a long exasperated sigh, "Okay...who's more at fault do you think? Do you guys think Deadpool, Nora, Jaune, and Ren (Team DNJR as it were) are to blame because they let this one slip past them somehow? Or are we at fault for being on these cars the longest and not even noticing she was there?"

To Be Continued...

A/N: Here's the next chapter lads! I hope your excited as we move into *plot heavy chapters*

Peter's trust is beginning to wane with Ozpin, what does that mean for the journey going forward? Will Peter still trust him in the end? Or will he only see him as a threat going forward?

Cut Deadpool Joke:

"Do you understand what an uncircumcised penis is, Spidey? It's basically a dick with no brim!"

--Joke literally cut because given when Peter and Deadpool ended up on Remnant they would have no way of knowing this. I mean, Deadpool would, but Peter wouldn't get the joke.