After treating themselves to a nice dinner after their fight, Sera and Pyrrha went their separate ways in the fair. Nonstop, people stopped by to congratulate them on their performance and interrupted their meal. Not that Sera minded the attention, but it had started to get on her nerves.

"Is this what you deal with all the time?" she'd asked Pyrrha.

"Very much, yes," the redhead took another bite of an extra long corndog.

Now, Sera wound through the crowded walkways of the fair trying to find something to do. Jupiter was still slung across her back, but she'd stashed Igni and her shotgun in her weapons locker before she'd taken a shower after the fight. Some people tried to get her to play something, but she was too tired to oblige them.

Finally, she saw a familiar face standing near one of those dart-throwing games where you pop the balloon and win a prize. Cerulean Myst groaned with frustration when she missed yet another balloon and failed to win. Then she saw Sera and her face lit up.

"Oh, hey!" She smiled.

"Hi, Cerulean," Sera put on a small smile. The blue-haired girl was out of her usual combat gear and was instead wearing a teal jacket over a white shirt with a pair of ripped blue jeans and dark sneakers. Sera decided to change out of her dirty fighting clothes as well, settling on her comfortable violet hoodie and black jeans.

Cerulean smiled wider and nodded her head towards the game she'd been playing. "I can't win the stupid stuffed shark. The game is rigged!" She directed that last bit at the vendor that was in charge of the carnival game.

"Or maybe you're just bad," the guy shrugged half-heartedly.

"Why, you…" She looked like she was about to fight the poor dude.

"Wait," Sera chuckled and put a hand on her shoulder. "It's not that hard. Then again, I can barely shoot a gun straight. Here," she tossed the game vendor a Lien card, and he handed her a trio of multicolored darts.

She adjusted her stance, putting her left foot forward while holding her right hand near her ear, the dart pointed towards the balloons. The wall was covered with them in all different colors, but she read on a digital sign that she needed to pop the three red ones to win the big prize. Sera inhaled slowly, her fingers tightening around the shaft of the dart. "You just aim, get ready to throw, then… Follow through!" she launched the dart towards one of the red balloons, and when she heard it pop, she grinned triumphantly.

"Whoa!" Cerulean blinked at the remains of the red balloon. "Do it again!"

"Nice," the vendor whistled. "Way better than her."

Cerulean rolled her eyes and watched her friend silently. Sera repeated the process, preparing to throw her second projectile. When she was ready, she threw it at the next balloon. It popped, and Cerulean giggled cheerfully and patted her on the shoulder.

"You're a natural at this," the game vendor complemented. "One more to go."

Sera nodded and assumed the position. This was it. That big stuffed shark was riding on this last dart. She threw it, and the final balloon popped to signify her victory. The huntress smirked. With the same hand she used to throw the dart, she turned her wrist over and held her palm out. "I'll take that shark, please."

The vendor cracked a smile and took it down for her, then handed it over. "Way to go. Should've expected the huntress that won the doubles round to beat this game."

Sera laughed briefly and took the shark from him. The thing was big and fluffy, and over half as tall as she was. She handed it over to a waiting Cerulean, and the blue-eyed girl threw her arms around her and laughed.

"That was awesome!" She grinned. "No wonder you guys beat those other two so easily."

Sera scratched the back of her head, unsure of how to respond. "It was nothing. If it was with anyone but Pyrrha, they would've wiped the floor with me."

"Nah," the vendor shook his head. "You did just fine, kid. Just don't let it go to your head, eh?"

"I'll try," Sera murmured. When she saw that Cerulean still had her arms around her neck, she shifted uncomfortably. "Uh… What do you wanna do now?"

Her friend stepped away, clutching the shark with a smile on her face. "I dunno. There's plenty of rides. You wanna try those?"

Sera glanced around at all the terrifying-looking machines that spun through the air or sent people through spiraling twists and turns. A grin spread across her face.

"Hell yeah."

. . .

She and Cerulean had already been on several of the impressive fair rides that made their hearts race and make their heads spin. On every one of them, Sera raised her arms as high as she could and screamed gleefully at the top of her lungs. It was almost a better rush than nearly dying.

Cerulean liked the thrill, too, but she often found herself clutching onto her seat in fear of falling out and becoming a blue splatter on the ground. Then she'd look over to Sera smiling and hollering, then start to smile herself.

They were walking away from a particularly jarring rollercoaster with wobbly legs when Sera jumped into the air and pumped her fist. "Woo! That was fun. What now?"

The blue-haired girl held her palms outstretched in order to maintain balance. "I don't know. Can we take a break? I think I'm about to fall over," she chuckled nervously.

Sera laughed and jumped again, trying to relive that feeling of weightlessness she'd experienced on the rollercoaster. "Sure," she chuckled. "You thirsty? I'm dying for a drink." She jogged towards the food stands.

Cerulean watched her go, chewing her lip in anticipation of what she was planning. She needed to let Sera know how she felt, even if she didn't feel the same way. She wasn't sure why she was so drawn to the girl, but ever since they'd met at the beginning of the year, those feelings had only grown stronger. After a moment of indecision, she followed the purple-eyed girl.

Then her scroll buzzed, and she shifted her new stuffed shark to the side so she could get the device out.

Meallan: Are you gonna do it or not?

She glanced to the side to see the electric-themed boy watching her from the side, near the edge of the fair grounds with his scroll in hand.

I'm working up to it, she responded.

If you don't do it now, you're never going to. You know that, right?

I know. Stop pressuring me! She's hard to read.

From what I've seen, she's been far more interested in the rides than she has you. I kept warning you about this, but you wouldn't listen.

She shot him a glare. I know. You don't have to keep saying it. I'm gonna take her on the Ferris Wheel and tell her. You'll see.

You better. I've got fifty Lien riding on this.

Cerulean rolled her eyes and groaned. Her teammates had bet on whether she'd confess? That was just uncalled for. She stuffed her scroll in her pocket and went towards where Sera had gone. When she found her, the white-haired girl was sitting at a round table and talking to her teammate, the Schnee heiress. Cerulean's skin prickled at the sight of her.

"…If you'd just used your head, you would've beaten them sooner!" Weiss berated.

Sera groaned loudly and took a drink from a purple slushy in a tall, narrow plastic cup. "Are you kidding? I was using everything I could think of! Team CFVY is a senior group, Ice Queen."

Weiss rolled her eyes irritably. "I'm just glad that fight is over with. Yang and I made it to the singles round too, you know."

"Yeah," Sera smirked. "And you got knocked out in the process. Pyrrha and I both made it."

The heiress clenched her jaw. "I-!"

Cerulean sat down at the table with her new shark in her arms. "Hope I'm not interrupting anything." Their attention turned to her. Weiss looked rather surprised at the newcomer.

"Please," Sera laughed. "Just more useless arguing with Queen Crabby over here."

Weiss crossed her arms indignantly. "I'm not going to argue with you over something as stupid as this."

"Because you know I'm right," the amnesiac scoffed.

"Uh-huh," Cerulean's eyes flickered between the two.

"Oh!" Sera slid another tall cup of slushy over to her. "I got you this. Hope you like grape."

Cerulean suppressed a smile and took the cup gingerly before sipping from the tall straw in it. "I love grape," she smiled wider.

"Oh, please," Weiss got to her feet. "I'm going back to the room. I think Ruby's wanting to talk strategy about the singles round." Then she looked at Sera expectantly. "You coming?"

"Uh…" Sera glanced at Cerulean, who was watching her with a curious glint in her eyes. "I'm gonna stay here for a bit. Haven't hung out with Cerulean in a while."

Cerulean felt herself smile, but Weiss just rolled her icy eyes. "Fine," she stomped away towards the airships.

"Jeez," Sera quirked her eyebrows and took a sip of her slushy. "Wonder what's up with her."

"No idea," Cerulean said, her eyes on the white-haired girl before her. "You wanna go somewhere?"

Sera nearly choked on her drink and looked at Cerulean with wide eyes. "Wh-What? You mean like…?"

Realization dawned upon her once she realized what she'd said. Her cheeks turned crimson at the implication. "No! Not that."

An enormous ball of tension seemed to disappear from Sera as her shoulders relaxed. "Oh, good. For a second I thought—"

"No!" Cerulean waved her hands. "No, no. I mean do you wanna ride another ride, or something?"

Sera sipped from her drink, apparently finding the table far more interesting than usual. "For a second I thought you wanted to give me a ride."

"Ugh!" Cerulean crossed her arms stiffly, her face burning with embarrassment. "Do you want to go or not?"

The huntress finished off her slushy and tossed the empty cup into a trashcan. "Anything to get away from whatever the hell conversation that almost was."

Cerulean rolled her eyes, grateful that the girl didn't just storm away like her similarly colored haired teammate. She shook away her embarrassment and grabbed Sera's hand before hauling her to her feet and running towards the Ferris Wheel.

"Wha- Hey!" Sera protested.

"Just come on!"

In no time at all, they were waiting in line for the enormous ride. Sera was looking at it skeptically with her arms crossed, and that put a slight damper on Cerulean's mood.

"I was expecting something a bit more… exciting, I guess?" she brought a hand up.

"It'll be fun!" Cerulean promised. "You'll see."

Sera raised her eyebrows. "Whatever you say."

Finally, it was their turn to step on. Sera sat inside the strange cart. There were two small benches on either side of it with a roof above them and handlebars on the outer edges to hold onto. No seat belts, but then again, this ride didn't really need them. Cerulean sat directly beside Sera and put her stuffed shark on her other side. Sera raised an eyebrow but said nothing.

When the ride started, Sera instinctively grabbed her seat to keep from being jolted forward.

Cerulean chuckled. "Scared?"

"No," Sera relaxed against the seat. "Just didn't expect that."

The blue-haired girl smiled and nestled into the seat beside her friend. Their cart was halfway up now, and Sera could already see across the entire fairground. The people below them started to look like ants. When she raised her eyes to the distant city, she gasped.

The night sky was beautiful above Vale, with Amity Arena floating in the distance. "Wow…" she marveled at the scenery.

"Gorgeous, huh?" Cerulean smiled and leaned in to get a better view. Sera glanced beside her, noting that her friend's face was just inches from hers.

"Uh…" she trailed off.

Cerulean sat back, a pleasant smile on her face while her eyes remained on the city. Then, her smile faltered, and she met Sera's eyes.

"Sera," she said quietly. "There's something I have to tell you."

"What, you have to pee?" Sera chuckled nervously. "Because this thing is moving really slow." When their cart reached the apex of its journey, it shuddered to a stop, and the cart gently rocked back and forth before coming to a halt.

"No," Cerulean chuckled. "It's just…" She took a deep breath. "Look, almost ever since I met you, I…"

Then her scroll dinged again, and she huffed before pulling the device out. Great, another message from Meallan.

This is it, he'd typed.

Cerulean rolled her eyes and shoved the scroll back into her pocket. Then she met Sera's eyes again, which were searching her face uncertainly as if she was trying to calculate what exactly Cerulean would say.

The trident-wielder exhaled. "I like you. Like, like like. I don't know why, but… I have feelings for you. I know you might not feel the same way, but I just had to let you know."

Sera stared at her in disbelief. She processed her words carefully. She replayed them over and over in her head, but just couldn't quite understand why she would confess that to her. 'I mean…' she thought. 'It's not like I haven't done anything to make her feel that I wasn't interested. But that's because I wasn't even sure she felt that way! Sure, she acted weird during the dance, but… What do I do?' She mentally sighed.

Before she could even bring herself back down to reality, she saw Cerulean's face directly in front of her with her eyes closed. Her heart skipped a beat, but it was too late. Cerulean's lips pressed against hers, and her eyes went wide. She froze. She didn't know what to do, so she just sat there.

When Cerulean noticed that Sera hadn't reciprocated her gesture, her eyes slowly opened to find violet ones staring back at her in bewilderment. She pulled away, anxiety rising in her chest at what she'd done. She hadn't even known what she was doing until it was too late. Her body had moved for her.

"I'm sorry," she whispered. "I shouldn't have—"

"No," Sera shook her head once her initial reaction passed. "I'm sorry. I haven't exactly… been open with how I feel about this kind of thing, and that's on me. My team already knows, but I haven't talked to you as much as I should have. So, I'm sorry. Look, this," she gestured between herself and Cerulean. "Is just not in the cards for me right now. Because…" she chewed her lip, then spilled her secret. She told Cerulean about her having amnesia, and how she's only here because Ozpin had allowed her to stay at Beacon. The more she talked, the more Cerulean seemed to calm down. Sera was grateful for that, the poor girl had looked like she was about to cry. "…That's why I can't pursue anything like this. Not right now, at least. I just have too much going on for me to drag someone into the mess that is my life. But it is very sweet that you feel that way, Cerulean. You're a good friend, even though I haven't been." She put a hand on the girl's shoulder. "So, I'm sorry."

Cerulean searched her face to detect any hint of a lie. She couldn't find one. She smirked and put on top of Sera's. "Thank you for being honest. I just had to get that off my chest. But you're right, you haven't been a very good friend," she chuckled.

"Yeah…" she scratched her chin nervously. "I've just had a lot going on, but that's no excuse."

"It's okay," Cerulean laughed. Despite being shot down, she felt happy. She'd confessed to Sera, and the girl took it in stride without making her feel like complete shit afterwards. It wasn't the first time she'd been turned down, but it definitely had the most interesting results.

Sera smiled awkwardly. "So… what now?"

Cerulean shrugged, a pleasant smile on her face. "You wanna just enjoy the fair? After all, this is my first date since I've been at Beacon."

Sera laughed. "Sure, Cerulean. The festival won't be here forever."

The blue-haired girl's eyes twinkled as she looked across the night sky. Maybe she wouldn't get a girlfriend out of this, but perhaps Sera would care a bit more about their friendship. Then their cart shuddered, and they slowly descended to the ground.

The rest of the ride passed by in silence while the two girls marveled at the scenery. Sera even took a few pictures to show her friends later. Cerulean hugged her new shark and watched the skyline, glancing at Sera every so often before smiling into the stuffed animal.

When they stepped off of the Ferris Wheel, they wandered through the fair to find more stuff to do. They played games, rode more thrilling rides, and ate carnival food to their hearts' content. Once they were ready to head back to Beacon, they boarded the next airship and rode in silence while they awaited their arrival.

Sera and Cerulean strolled towards Beacon, laughing together as if they were making up for all the lost time they missed since Initiation.

The amnesiac plucked the strings of Jupiter while they made for the dorms, playing a slow rendition of some song that she couldn't remember the name for. When they made it to where they'd have to part ways, the two of them smiled at each other. Sera had slung Jupiter across her back and had her hands stuffed in the pockets of her hoodie, fidgeting with her guitar pick.

"Well," Sera said.

"Well," Cerulean flashed a smile. "Thank you for the good time. I haven't had that much fun in… Well, a while."

"Me either," Sera nodded. "I don't even know if I've been to a fair before the Vytal Festival, but I liked it."

"Me, too," she smiled wider and rocked on her heels. Cerulean sighed, "I know you said this isn't the right time for you right now, but I kind of hope something will happen later on. When you're ready." She said with certainty.

Sera gave an awkward smirk. "No promises. Right now, I'm just trying to find out who I am."

"No harm in that," Cerulean nodded, then turned away but kept her eyes on Sera. "You win this tournament. Hey, maybe if you do, your face will broadcast across the planet, and someone might recognize you."

The amnesiac shrugged. "Maybe. If I'm even the one to fight in the singles round. Pyrrha is kinda scarily good."

"That she is," Cerulean laughed. "Even so, I had a nice time. And," she chewed her lip. "I enjoyed that kiss."

Then she walked away quickly, leaving Sera to stand in the empty hallway with hands in her pockets and a stoic look on her face. Her eyebrows furrowed, and she turned to walk to RWBY's room.

From the shadows and around a corner of the hall, a certain girl with pink and brown hair with heterochromatic eyes smirked as she watched the two girls talk. When Sera walked past her, she froze and did her best to hide in the shadow. Once she was gone, Neo exhaled silently and brought her scroll up and typed on it rapidly.

Interesting bit of info I just found, she attached a picture she'd taken from back at the fairgrounds. It showed Sera and Cerulean mid-kiss, with Sera's eyes wide in surprise. Neo went through hell getting that image. She'd used a hacked Atlas drone to follow the girls through places she herself couldn't get to. The drone had been just in time, too. As soon as it reached their height, she'd caught the two of them in the act.

With a smug smirk, Neo hit send.