Sorry for the late update guys. I got sick for a couple of days and wasn't able to finish this chapter. This chapter might also have a few more errors than usual because I haven't been able to proofread it.

Enjoy the chapter!

Charlotte felt her blood cooling for the second time that day as she waited in the little room connected to the stage. She could already feel her muscles start to throb and ache, but she ignored everything that hurt and tried to clear her head before her next fight.

To lessen the pain, she tried to curl up in on herself to take some of the strain off her muscles, eyes open and legs ready to get her back on her feet if something happened.

She spent a couple of minutes of blissful relief curled up on the hard chair. The other two people in the room, who were Hawk-boy and black-and-white girl, looked at her in sheer bewilderment. They were both sitting straight-backed on the hard chairs, trying and failing to look not tired.

She wanted to tell them to look somewhere else, but she restrained herself. After all, it was their loss. When she had to fight after this, she would be better rested than them. She started to half-sleep, drifting in and out of consciousness, resting while also being ready to spring to her feet and fight if something decided to sneak up on her.

Something let out a harsh buzz, and she was instantly on her feet, weapons in hand. The other two were visibly startled by her sudden and violent shift in demeanor, and both of them looked ready to bolt while she looked around for the source of the noise with her spears in her hands. They quickly and discreetly moved to the other end of the room while she was still scanning the room in a panicked haze.

"Would Charlotte Candesco please come to the stage? Your examiner for the second part of the combat practical is ready for you now."

It was just an announcement. It was just an announcement.

Her heart was racing, and even though she felt off-balance and skittish, she lowered her spears and took a long deep breath to calm herself down. She knew that it wasn't normal to react to loud noises that woke her up this way, but it was a habit that had been drilled into her by fear and caution.

Charlotte stretched and slipped her spears back into the band of her pants, and sent a glare at the other two, daring them to comment on her slip-up. They both stayed silent, content to stick to the wall farther away from her like a pair of cowardly lizards. As she strode out of the room and into the arena, Hawk-boy had apparently gathered enough courage to finally peel himself off the wall.

"Good luck!" He called out. Lacking a proper response, she just waved to him and started walking faster.

As she ascended the stairs that led to the arena proper, she cleared her mind, allowing her fear and everything else to be eclipsed by the sheer excitement she felt. As she finished climbing the stairs she eagerly looked to the center of the arena, hoping to catch a glimpse of her opponent. However, apart from Ozpin, who was probably there as a referee, there didn't seem to be anyone else in the arena.

Confused, she walked up to Ozpin, who greeted her with a smile.

"You seem rather perturbed. What seems to be the problem, Miss Candesco?"

"Where's my opponent?"

Ozpin smirked. "I will be your opponent today, Miss Candesco."

Charlotte felt the blood drain from her face. Goodwitch was one of the strongest and most capable people she had met. And she was Ozpin's second in command. Ozpin was probably even stronger than her. And Charlotte was going to be facing him.

She felt like she'd been asked to move a mountain or make the sun rise in the west. Why couldn't anything be easy for her?

"Before we begin, I'd like to explain the rules and guidelines you'll need to follow."

Ozpin looked at her, and she gave him a wooden nod on instinct.

Ozpin waved his hand, and a holographic screen projected onto one of the walls of the stadium. The screen had two large rectangular bars on it and on the left of each of the bars, there was a picture of her and Ozpin. "These two bars represent our respective aura levels- green means relatively unharmed, yellow means you have taken a not-so-small amount of damage, and red means that your aura is on the verge of breaking. To pass this exam, you must land enough hits on me to at least get my aura to the yellow zone. Do you understand?"

"We will start whenever you're ready, Miss Candesco." Ozpin said. She marched over to the center of the arena and took her place opposite Ozpin, spears up and legs tensed, ready to shoot her forward.

"Are you ready?" Ozpin asked her. She nodded.

A disembodied voice began to count down. "Three. Two. One. Start!"

She darted forward as soon as the voice finished. Her left spear stabbed at Ozpin's heart while her right stayed still, ready to strike as soon as Ozpin dodged and was unbalanced.

Instead of dodging, Ozpin knocked away her left spear with the top of his cane before twirling it around and sending three lightning-quick jabs at her with its end. She knocked away the first two strikes, but the third snaked past her defenses, and she was forced to dart back to avoid being brained by the cane.

She circled Ozpin, and he seemed unconcerned, sending her an encouraging smile. She darted forward once again, and this time, she went in low, her left spear sweeping at Ozpin's legs. As Ozpin moved backward, she sprung to her feet, using the extra momentum she'd generated to make a long diagonal slash with her right. Just before it connected and opened up his chest, Ozpin turned slightly to the left and nudged her wrist with the tip of his cane, causing her strike to go wide and miss him.

She quickened her pace, raining down blows with both her left and her right, to try and wear Ozpin down, and instead of slowing down, Opzin matched her blow for blow, catching her flurry of blows on his cane by seamlessly melding offense and defense together, each movement chaining into the next and threatening to overwhelm her if she stopped attacking. He moved at unnatural speeds, blurring and almost leaving behind afterimages as he stuck multiple times with what seemed to be the same motion done once. Before long, she was the one straining to keep up with Ozpin.

It didn't help that whenever she came even close to landing a blow, Ozpin moved like he was a willow tree, bending and shifting away from blows like he could see them coming before she'd even made them. After every exchange, he shot her a patient smile, as if she was a child who was throwing a tantrum.

She attacked two places at once, blades whipping at Ozpin from above, one going for his head while another went for his right shoulder. Ozpin caught both blows with his cane, and before she could push him to his knees, Ozpin tilted his cane, causing her spears to slip off it and fall harmlessly to the side. Ozpin struck her stomach with an open palm, and she was blasted back, unnatural force rippling through her body. She rolled on the ground and sprang back up again. She took a moment to compose herself before rushing forward once more.

It seemed that her fears weren't unfounded. Ozpin seemed untouchable. But instead of slowing down or stopping, she kept moving forward and attacking him. Ozpin's blows seemed to be laced with aura, and every hit ached and hurt more than it should have.

Sweat dripped down from her brow, and as she moved, she lost herself in the dance of combat, her arms and legs moving independently on instinct and muscle memory while her mind drifted.

She felt like she was sinking into a bottomless lake, and a dim memory floated up to the front of her mind. She was cold and scared, and she was watching a monster behead her brother. She recognized this feeling. It was helplessness. The last time she felt this, she was eleven and all alone in a Grimm-infested forest.

Her physical limits almost felt like a heavy cloak on her shoulders, weighing her down as she drowned in the depths of her own incompetence. She spent all those years in the woods endlessly slaughtering Grimm over and over again out of necessity and then out of boredom. She had endured and suffered and that had given her strength, but now that she needed to be strong, she had nothing to show for it.

If Ozpin wanted to kill her, he would be able to do so with ease. If he wanted to take away everything she had, he would be able to do so with ease. Despite all her suffering and experience, she was powerless in front of him. And that frustrated her.

She pushed forward once more, but fatigue made her move slower. She began another sequence of attacks, and Ozpin batted away her strikes away with careless ease and countered, she was a step too slow and failed to dodge one of his retaliatory strikes. Ozpin's cane smashed into her nose, and as she staggered backward, Ozpin hit her left leg with his cane, causing her to fall.

She felt trapped by her limits. She needed to be stronger and faster and better than she was now to beat Ozpin, but she wasn't. It was almost a certainty that she would lose. So why was she fighting? She was already on the ground. She could just close her eyes and drift off into dreamland, giving up on being a Huntress. It wasn't like she needed or wanted to be one. She needed a purpose, yes, but she could get it elsewhere. She needed to learn how to take care of herself and learn back all the things she'd forgotten, yes, but she could learn that somewhere other than Beacon. She didn't need to become a Huntress. She didn't need to become a Huntress to survive, and wasn't surviving her goal?

But the time for surviving was over. She didn't want to survive anymore. She wanted to be free for once, and not be chained to a bland ideal like survival. She wanted to be free. Freedom always came at a price, and she'd always shied away from paying it. Well, not anymore.

She wanted to become a Huntress because Huntsmen were strong, and with strength came freedom. She wanted to become strong so that she would never be helpless against anyone ever again, and she wanted to atone. She wanted to atone for her cowardice by becoming what her brother should have been. Sky had gone to help Aunt Brook despite the odds being against him. She, however, had done nothing but stand and watch as he died. She hadn't even avenged him with the pistol he'd given her. She'd just...run away. She knew it wasn't her fault that he'd died, but that didn't help with the guilt.

In a way, her becoming a Huntress would be a way of finally freeing herself from everything that had trapped her. All she needed to do to be finally free was to win one fight, but as always, she was too weak to actually free herself.

She opened her eyes. She was sick of being trapped. Trapped by misplaced guilt, trapped by the Grimm, trapped by the woods and now trapped by her weakness. But was she really trapped?

Being trapped meant that you were stuck somewhere with no way to escape. But as she combed through her memories, she found no point in time where she was truly trapped. If she had wanted to, she would have charged the bandits when they had killed Sky. if she had wanted to, she could have let the Grimm take her. If she had wanted to, she could have left the woods and marched into the great unknown beyond it, meaning that the woods were a trap of her own making. She would have most likely died in all of those scenarios, yes, but she'd still had a choice every single time. Without a doubt, she had always chosen the paths in which she would most likely survive and get stronger, no matter how horrid they were.

She refused to be trapped by herself. It didn't matter that Ozpin was stronger than her. She had fought against stronger and faster Grimm when she could barely even use her spear right, and the only reason she came out of those fights alive was because she refused to stop fighting no matter how hurt or exhausted she was.

In the woods, losing meant dying, which was why she'd never lost. This fight wasn't to the death, but in a way, it was just as important to her as surviving. It was a fight for her freedom, and her freedom was now more important to her than anything else because she didn't want to be made to live an unfulfilling half-life similar to the one she'd had in the woods.

She remembered her childish promise to herself when she was younger.

She would survive, no matter how much she had to suffer for it.

Those long years in the woods had given her prowess with her spears, but they had also given her unmatchable tenacity and fervor. Now that she didn't have to survive anymore, would those traits of hers disappear?

No, they wouldn't. Not when she was still lacking the strength she needed to be truly free and live her life unbothered. As long as people who were stronger than her existed, her freedom was in constant danger of being taken away from her. So until she was strong enough to shed those parts of her, she'd keep them and use them to bridge the gap between monsters like Ozpin and her.

She'd always fought until she couldn't anymore. Her entire strategy relied on her outlasting her opponents until she adapted to their way of fighting. If her freedom was as important to her as her desire to survive, then she'd fight tooth and nail for it. It deserved no less.

Defiance and anger filled her, and she used them to push herself to her feet, panting like a wounded animal while Ozpin watched.

Outlast, adapt, and overcome. That had a nice ring to it.

She rushed Ozpin, and if he was surprised by her sudden recovery, he didn't show it. She was more clumsy because of the haze of exhaustion that clouded her brain, but she made up for that with sheer determination, pushing herself to attack again and again even as Ozpin weaved through her strikes.

She pulled her mind out of the haze it was in and forced herself to focus and take stock of the situation. She was exhausted, her muscles were straining themselves, and she wasn't as fast as she was at the start of the fight. If she wanted to win, she'd need to adapt, fast, just like she'd done with the Grimm.

Ozpin pulled his cane back and went for an overhead strike. She was too tired to stop the blow with one hand. Thinking quickly, she crossed her weapons, and Ozpin's cane crashed into the intersection of her weapons, coming to a stop. Her arms buckled under the strain of keeping Ozpin's weapon still. Copying one of Ozpin's earlier moves, she pushed Ozpin's cane to the side with her left as her right stabbed at his throat.

Opzin tried to dart back, but she slammed her left foot on top of his right shoe, rooting him in place and allowing her to finally land her first hit on Ozpin. Ozpin leaned back with the blow, damping it. He stuck her with his palm once again, and she allowed his hand to push her away.

She attacked Ozpin with his own techniques, copying them whenever she could to give her an edge.

Every time she clashed weapons with Ozpin, her mind told her to stop, told her that this was just a mock battle and she didn't need to push herself this hard. She ignored it.

She began to chain attacks like Ozpin was doing, starting basic sequences with her left and then immediately following up with a different sequence from her right, constantly keeping up a stream of attacks and giving Opzin no time to push her back.

Her body felt sluggish and was slower to respond than normal, but she kept attacking. As she became more and more delirious, her weapons seemed to become blurs, and they almost seemed to warp the space that they traveled through, leaving behind thin threads that looked like shimmering heat hazes. With every strike, she added to the threads, which quickly weaved themselves into a web in front of her that covered much of her vision. The threads were see-through, but they were still distracting all the same.

With every strike she landed on Ozpin, the threads seemed to turn from green to grey, confusing her further.

Ozpin rushed at her, and he didn't seem bothered by the threads. She cursed them for distracting her as she knocked away a jab that almost hit her in the cheek. She tried to counter, but the jab had been delivered from well out of her range. Hissing, she moved forward, and Ozpin attacked again, this time leaning down and jabbing at her stomach.

She moved her left spear to counter, moving it through one of the green threads. As soon as the spear touched the thread, it shot along it with unnatural speed, blurring before it smacked away Ozpin's cane. Thinking quickly, she stabbed at a thread that went through Ozpin's heart, and just as before, the spear blurred forward as soon as it touched the thread without any extra effort from her. It hit Opzin square in the chest before he could stop it.

Ozpin finally seemed to be off-balance, and she capitalized on that. One strike turned into two, which turned into six, and then fourteen. Her weapons moved like they had a mind of their own, trailing in and out of the threads to strike at Ozpin from all sides while she danced away from Ozpin's hasty retaliatory strikes. It was like her weapons had sprouted a pair of ethereal wings that made her temporarily invincible.

After enduring her blows for a while, Ozpin finally managed to dart back and create some space between them, buying him some much-needed time to recover. With a vicious grin, she pursued him with her spears at the ready. And then he blurred, his cane moving so fast that it became impossible to track. And she quickly learned that as fast as she had become, Opzin was faster.

She felt like both gravity and friction had lost much of their grip on her as she was blasted back by a blow she couldn't even see, the sheer force behind Opzin's blow enough to make both forces seem weak in comparison.

Opzin leaped forward, his cane poised to strike her while she was still in the air, cane blurring as he peppered her with blows.

She was too close to him to dodge and the blows were too swift to counter, as she simply let them land, spears crossed to take the blows. Ozpin hammered his cane into her side, causing her to break her guard. Then he kicked her away, and she bounced off the hard floor of the arena several times before ungracefully rolling to a stop near the edge of the arena. Not having an internal dilemma or crisis of identity to distract her, she got up quickly. Ozpin beckoned to her with his cane, inviting her to charge at him as he stood in the center of her web.

With a wordless yell, she charged forward for one last exchange, and Ozpin greeted her with a soft smile and a swing of his cane. She countered and swung her weapon, and Ozpin parried and thrust forward. She lept back, and Ozpin made to leap forward and close the distance between them.

Ah, what a drag. As she raised her weapon for one last exchange, the web around her seemed to pulse and dance with manic energy, asking her for more aura to feed itself. With a quiet giggle, she poured all the aura she had left into her spear and swung it at one of the threads closest to Ozpin, shaking her head at the fact that she was so exhausted that she was having fewer dreams of talking imaginary webs. Well, it wasn't like she had any other strategies for winning.

She almost dropped her spear as the thread she had stuck started to burn away into viridescent green motes with an explosion of green light. Ozpin moved into the thread and simply stopped, like a fly caught in amber. Then he began to move, and she darted back out of fear and caution, but something wasn't right. Ozpin was moving, yes, but he was moving as if the air itself had hardened itself against him and was refusing his passage. Thinking quickly, she tossed one of her spears at him, and smirked as it hit him and his aura flashed green.

As the thread burned away completely, Opzin began to move normally again. Before she could even raise her spear to defend herself, he was in front of her, spear raised to strike. He jabbed at her nose, and she was too slow to stop him.

Her nose broke just after her aura did, and as she fell to the ground she heard a harsh buzzing noise coming from somewhere.

Ozpin offered her his hand to help her up like he hadn't been beating her up for the last thirty minutes. With a groan, she set her nose and took his hand, and he helped her up to her feet.

Opzin gestured to the monitor with the aura gauge on it. "Well, Miss Candeso, it seems that you've succeded in besting me. Well done."

She looked at him with disbelief. She was a panting aching mess, and Ozpin looked like he didn't even have a hair out of place. If she was the victor here, then she shuddered to think what she would have looked like if she'd lost.

"The monitor is clear about the victor, Miss Candesco." Ozpin reiterated.

She looked at the bars of the monitor. The bar next to her picture was empty, and her picture was crossed out. The bar next to Ozpin's picture was yellow.

"Does this mean I've passed?" She asked Opzin, still unsure.

He smiled, and the huntress in training with a perseverant trapper's soul smiled back. "Yes. Welcome to-"

"Great," Charlotte replied, cutting him off before crashing to the ground and leaving Ozpin to deal with a very irritated Goodwitch.

When Charlotte came to, she felt a strange unpleasant weightless in her stomach.

"-you intend to go that far?" Someone said.

"I admit, I did not intend to break her nose. But she responded to my prodding with such fervor that I felt honor-bound to match it, which led to disastrous consequences. However, it also led to some very interesting developments as well. I believe by pushing herself that far, I forced her to awaken her semblance by making her confront and resonate with one of her core ideals."

"What do you think it was? A normal speed-enhancing one?"

"No, I believe it was much more complicated than that. Given the fact that she was only able to use it to its full potential after she began to land blows on me, I believe it has something to do with aura or semblances themselves. A pale limitation of the speed my semblance grants me followed by a more potent counter to said speed. Ah, but our discussion about her semblance can wait. Miss Candesco seems to be awake."

She heard the rapid click of heels on metal as Goodwitch walked over to her.

"How are you feeling, Miss Candesco? Your aura should have taken care of your nose, but it would be prudent to have it checked up the school nurse."

"Fine." She ground out. "I'm fine. Just feel sick."

"Everyone experiences airsickness the first time they travel by airship. Or so I've heard. I've never experienced it myself. Lifetimes worth of experience will do that to you, I suppose." Ozpin chuckled like he'd said something very funny. Goodwitch scoffed.

She stood up and nearly fell back down when she saw the view through the window that she was lying under. They were thousands of feet up in the air, the people on the ground looking like ants. Even the spires and roofs of the tall buildings of the city seemed far far away to her, and her breath hitched in her throat as her hands shook. She was aware that they couldn't crash and well aware that she was safe, but the reassurances her mind gave her were nothing compared to the waves of fear her body kept dunking her in. She wanted to be back on the ground.

Goodwitch quietly turned her away from the window.

"Focus on me, Miss Candesco."

She did as she was told, and she looked away from the window and at Goodwitch's face while Ozpin distracted her with idle chatter about the facilities they had at Beacon, and Goodwitch kept her busy by outlining what her schedule was to be for the next couple of days.

After what felt like an eternity, she finally felt the feeling of her stomach rising upwards, and then the ship hit the ground with a quiet thump.

Goodwitch helped her to her feet as the ramp on the back of the ship slid open. And as they stepped onto Beacon's grounds, she caught her first glimpse of Beacon. And what a sight it was.

Much of her attention was taken up by the tower that seemed to be at the center of the campus, seeming so tall that it was brushing up against the sky itself. Concentric circles of stone divided the lush green of the grounds into manageable portions, and a giant segmented pond took up much of the ground near the entrance. Lights on mental poles were interspersed throughout the grounds. Arcs and towers made of stone that severed on purpose she knew of connected the building and separated the different segments from each other.

It was a riot of vibrant colors and life as far as the eye could see.

Ozpin seemed proud of it. "Welcome to Beacon, Miss Candesco. It will be your home for the next four years."

She simply stared at the incredible view a bit longer, hoping the sense of awe she felt would fade away if she looked at it for long enough. It didn't.

Ozpin told Goddwitch to take care of her before walking off towards the tower. They marched through the empty grounds until they reached a giant building, and wandered the clean winding hallways until they came across a set of stairs. They climbed them to another hallway and kept walking on and on until they turned and finally reached a plain wooden door in a corridor filled with similar-looking doors.

Goodwitch tapped a grey brick against the door opened it, and ushered her in.

"This will be your temporary room for the next couple of days before initiation." She said gesturing to the room.

She walked in and looked around, taking it all in. There was a single bed by a window, and two desks, one next to the bed and a larger one in the corner of the room. Apart from that, the room was bare.

"You've had a strenuous day, Miss Candesco. Take this time to rest up. I'll have someone bring you a meal in a couple of hours."

She nodded, and Goodwitch left her after that, closing the door behind her.

She paced around the room for a bit, unsure of what to do. After a while, she plopped herself onto the bed and tried to sleep. She couldn't. Sleeping lying down just felt too wrong to her. She simply felt too exposed. If something crept up on her, she was as good as dead. With a grunt, she ripped the mattress off the cot and leaned it against the wall before spreading out her blanket under her and leaning back against the mattress.

As she closed her eyes, her mind couldn't help but feel that everything about Beacon and Ozpin's kindness felt too good to be true. But that was fine, she replied to herself.

After all, even if the good things only lasted so long, it didn't change the fact that she was experiencing them now, and could hold onto them as long as she could.

She drifted off into dreamless sleep.

I hope I've done both Beacon and Ozpin justice. What do you guys think? Leave a review!

Also-what path would you like Charlotte to take? Would you want her to join RWBY or JNPR as a fifth member, have her own team, or have a separate team of OC characters? I have plotted out all these paths and have a path I've chosen, but I would like to know which path you would prefer I take.