Ruby woke up as the video began to play.

"Wh-What happened?" She asked in a daze.

"Nothing much, we're playing the next video now, back to Penny's journey through Hell," Slays explained.

"Oooo,"

"Mhm, I'm currently entering the Lust Layer of Hell," Penny said.

LUST FIRST / BRIDGEBURNER

Penny exited the elevator room into a dimly lit, flooded tunnel, her path was blocked by a cracked wall which she punched open using the red arm's explosion.

Walking through led to the interior of a tall tower: with cubes, platforms and lanterns overlooking a seemingly bottomless pit.

Jumping on the first platform spawned 1 Schism on it, along with 2 Strays on the platform next to it.

She punched the Schism with the red arm (which from here on out I'll be calling the Knuckleblaster), sending it flying into a wall and into the bottomless pit.

She smirked as she jumped onto the second platform, dashing through the Stray's projectiles and then punching in between them, letting the Knuckleblaster's blast knock them into the pit.

She jumped off the towers wall and onto another platform. 2 Drones appeared as she landed.

She shot the first one with her new revolver, which caused it to explode and kill the other Drone.

She then walljumped onto a platform covered by arches, 3 Strays stood on the platform with her. She killed two with an explosive projectile boost, and then parried the last one's orb back at it.

She jumped onto the final platform, which held a door. Four Schisms spawned around her. She killed the first one with two coins, dashed into the second one to dodge the barrage hell orbs, killed it with her shotguns, hit the third one with a charged revolver shot, and then parried the fourth one's hell orbs back at it.

She entered the door, it lead to a hallway with a blue bounce pad under a hole in the roof. She jumped on it, and found herself high up in the air.

She landed on the first part of a three segmented bridge dotted with streetlamps overlooking a vast cityscape, the cold winds of the Lust layer turning the sky a dark purple which tinted the bridge.

She could see a second tower in the distance, and decided to head for it.

"How have they built a city all the way in Hell?" Winter asked. "And why?"

"It's not like they can just up and leave," Qrow said.

"I suppose the only thing to do would be to form some kind of society, though I'm surprised that whatever authorities down here haven't put a stop to it," Ozpin said.

"Lust layer with bisexual lighting, what does this mean?" Yang jokingly made the thinking pose which made Blake chuckle.

"I know what you are, Yang," Ruby menacingly whispered, the two sisters then started laughing.

She jumped to the second section of the bridge, which had two walkways at its sides, and a large glass pane in the middle. 4 Strays spawned on the walkways, and two Streetcleaners spawned on the ground, giving chase to Penny.

She charged up her revolver and shot the glass below her, sending the two Streetcleaners falling into the city below as she dashed onto one of the walkways. She killed the Strays by punching her shotgun bullets at them. A group of Filth spawned on the ground, 3 Schisms spawned on the walkways, and three Drones spawned in the air.

Penny killed the first two Schisms with four coins, she then dashed towards the final one and shot it with both of her shotguns.

One of the Filth lunged at her, she dodged and took them all out using the Knuckleblaster's explosion, she then shot one of the Drones, killing one, and sending one divebombing towards her; she punched the divebombing Drone into the final one which killed both of them in a blaze of glory.

"This place looks real windy, is that the only punishment there?" Qrow asked.

"For all intensive purposes, yes," Penny nodded.

Qrow whistled. "Man, the afterlife is gonna be so easy,"

The third bridge consisted of two walkways, one on the top with a Cerberus at the end, and one below it with bouncepads flanking it.

The Cerberus began to break free as Penny approached it… and fell through the top walkway onto the bottom.

A group of Filth, a Schism and a Streetcleaner appeared before her.

She ricoshotted a coin into the Streetcleaner's gas tank, killing it and half of the Filth in a firey blaze, with the other Filth being launched into a bouncepad. Penny narrowly dodged the explosion of the Cerberus' apple as it fell to the lower walkway.

Penny threw four coins in the air and shot with with a charged Piercer shot, noticeably cracking the Statue. She then dashed out of the way of a Schism's projectiles, projectile boosting two shotgun shots at a group of 2 to kill them.

She dodged the Cerberus' dash, and jumped over its stomp as she took it out with her shotgun. She then ran over to the last 2 Schisms and shot a barrage of nails at them.

Penny walked over to the Filth on the bouncepad, all of them screaming in an admittedly quite funny way, Penny shot the core out of her shotgun at them to kill them.

"The bridge is falling apart," Ozpin noticed. "Perhaps the authorities did do something about this city,"

"Okay, I don't wanna laugh at the dead, but," Blake chuckled a little.

The edge of the bridge was broken off from the entrance to the second tower. Penny made a huge leap towards the platform the Tower's door was on, landing on it stylishly.

The interior of the second tower consisted of many bouncepads, and broken platforms.

2 Drones appeared before her, alongside two Strays standing on two different platforms with a bouncepad below and beneath them.

Penny shot the first Drone with a coin, and then punched it into a Stray. She then dashed onto the boundpad, took out the other Stray and-

A group of Filth charged her, one of them bit into her Red Arm, she pushed it forward and let it explode, killing every single Filth. She then shot the Drone as she used a nearby bouncepad to jump to a small platform with one Stray, and a third bouncepad.

She pushed Stray into the abyss below, and jumped to a higher platform; two Drones and two Schisms spawned in front of her.

Penny projectile boosted a shotgun blast at the Drones, the explosion from both killing one of the Schisms. She then punched the last Schism as it fired its spell, killing it and sending it flying into the abyss.

Penny wall jumped onto another platform, which sent her on a long series of bouncepads that flung her onto a thin platform.

Some Filth and 2 Streetcleaners ambushed her as she landed, she jumped just in time to dodge the jets of fire, and to watch the Filth be fried by the machines.

She threw two coins and shot them both of the Streecleaners gas tanks blew up.

She wall jumped onto the final platform, which had two walkways leading to another platform that lead out of the tower.

A Maurice and two Drones spawned above the second platform. Penny killed the first Drone with a coin and punched it into Maurice as she dodged his barrage of bullets. The drone bounced right off the Demon and slammed straight into the second Drone.

Penny parried one of Maurice's bullets back at him, and then began jumping towards him.

She charged her shotgun twice, and waited excitedly as he charged up a beam attack; just as he was about to fire it, Penny shot him point blank and blew the Demon into pieces.

Penny exited the tower and fell onto a thin, broken bridge.

As she jumped into the exit elevator, she caught a glimpse of what looked like a giant, grey man wrapped in barbed wire, scanning the city with spotlight-esque eyes.

"I have a feeling she's gonna have to fight whatever that is," Qrow said.

"Indeed, and this bridge appears abandoned, I wonder what happened to this civilization," Ozpin mused.

LUST SECOND / DEATH AT 20'000 VOLTS.

Penny exited the elevator into what appeared to be an abandoned suburban region of a city, with brick floors and stone buildings all coated in a pink and purple light.

Three Soldiers, Strays that had their face, pelvis, and right half replaced with blue metal, including a metal cannon on their arm; spawned near a deactivated Cerberus.

She punched a shotgun blast at them, they used the cannon to block the explosion, and then shoot a shotgun blast of hell orbs. Penny parried one back and killed the first Husk. She dashed towards the second and killed him with a shotgun blast, then she dashed towards the third and-

it kicked her, Penny puffed her cheeks and shot it with her blue revolver, the stronger bullets easily piercing its cybernetics.

"Someone or something has been modifying the Strays," Ozpin said. "They're not smart enough to do it themselves,"

"It looks like Pepsi Man," Nora said. "Do you think he's made of Pepsi?"

"We saw him explode into a puddle of blood, Nora," Ren said. "Pepsi doesn't come in red,"

"Colour is an illusion of the eyes, I'm gonna drink the Pepsi Man,"

To Penny's left was a hallway blocked by three yellow locks, to her right was a house.

In the small bedroom of the house was a power box, she punched it and heard the distinct sound of the Cerberus breaking free from its seat.

She dashed out of the house, and dashed out of the way of both the Cerberus' thrown apple and the barrage of projectiles from 4 Soldiers 2 standing near the Cerberus, and 2 standing on top of some buildings.

Penny half emptied her nailgun at the Cerberus, then let a burst of overheated nails at it, finishing the Statue off in seconds. She dashed towards the first ground soldier and shotgunned him, and then parried the second's projectiles at him; she finished off the final 2 by shooting two coins.

Penny climbed onto the roofs of the westernmost buildings, punching the second powerbox when she saw it attached to a walkway in front of her.

Penny turned around to see a Maurice spawn in front of her alongside three Soldiers which spawned under him.

Penny dodged the first barrage, and pulled out her red revolver; she spun it like a cowboy and fired it at Maurice as he shot his second barrage.

The orbs exploded a beautiful red and Maurice fell to the floor, crushing the soldiers beneath him.

"Oooo, these weapons just get cooler and cooler!" Ruby cooed.

"This appears to have been quite the advanced civilisation," Ozpin mused. "It's rather sad to see it abandoned,"

Penny jumped off the building into an alleyway, and punched the third power box.

2 Soldiers appeared before her, she shot at the first one with her shotgun, and the second one-

Was burnt alive by the two Streetcleaners that had ambushed her.

She dashed through them to get out of the cramped alleyway, as they chased her she threw a coin, and shot it at the perfect moment; the bullet split into two as it hit it, and shot itself directly into the gas tanks of the machines.

Penny rushed back to the now unlocked doorway. She entered into an incredibly tall room, with a spiral staircase surrounding a huge generator, all situated above a deadly turbine.

A Maurice spawned in front of her. She parried two of his projectiles while walking forward and killed him.

4 Drones appeared as she began to walk up the spiral staircase. She killed two with coins just as she jumped over 4 Streetcleaners attempting to flank her from both sides, she punched a shotgun blast at the now bunched up machines, sending all of them falling into the shredder below. She finished off the last two drones with her revolver as she ran up the rest of the stairs.

"Gnarly," Blake shivered as the machines got shredded.

Penny entered a transparent, seemingly floating hallway situated above the city. 2 Soldiers spawned in front of her, shot the first one's projectile right as he fired it, causing it to blow up right in his face. The second one blocked the explosion, and fired a blast of hell orbs that Penny parried right back at him.

She walked into a larger room, with the hallway become a walkway; three soldiers spawned on a platform to her right. She parried the middle one's orbs back at it, and killed the other two with two coins.

Some Filth and 2 Streetcleaners spawned as she reached the end of the halls, she hit one of the machine's gas tanks with a coin which killed it and the husks in the process; she then dashed behind the other and killed it with her shotgun.

Finally, she entered a small, dimly lit room with an open case holding a weapon: The electric railcannon.

A group of Strays spawned in the tight hallway that opened up in front of her, she shot a beam of electricity out of her new weapon, killing every single one instantly.

"Oh my Go-" Ruby fainted from what she just saw.

"Is she going to be-"

Weiss was interrupted by Yang. "Yep, this happens sometimes,"

Penny walked through the cramped hallway into another city block, similar to the first one, but larger.

2 Strays, 2 Schisms and 1 Soldier spawned in a line in front of her. She shot the hole of the soldier's cannon just before he fired his shot, causing it to explode, killing him and the Strays next to him; Penny dashed towards the two Schisms, taking them down with two pumped shotgun blasts.

She walked to her left, and entered into the dining room of a large, multifloored building, on the wall beside the table was a painting of Ozpin; wearing a crown made out of small buildings, with gold leaves, and a small gold serpent covering his eyes.

Some Filth and a single Soldier appeared to jump Penny.

"A painting, maybe you created this civilisation, Ozpin," Glynda mused.

"Listen, I know teacher's aren't paid much, but you don't gotta-" Qrow was interrupted.

"Silence,"

Penny spun her red revolver and shot it, the bullet ricochetting off the walls, and hitting every single Husk in the head. She walked upstairs into a study room, with a book sitting on a desk that she picked up.

TEXT SCANNED – LEGIBLE SCRIPT:

"...Winter struck down Ozpin, his flesh torn asunder with torrents of crimson pooling at his feet as we all cried out for clarity. 'Justice,' Winter decreed to all, with our just ruler writhing in wailing agony, 'The Lord's Will be done.' We watched on in horror as Ozpin lay broken, now waning, screaming in defiance of God's Will, Winter…"

REMAINING TEXT: IRRELEVANT.

Penny tossed the book out the window when she was done with it.

"Ah, I think we know why this city has been abandoned," Ozpin nodded.
"I knew Ice Queen was responsible for this," Qrow smirked.
"There were literally zero hints up to this point you-"
"I just had a hunch," Qrow shrugged.

As she walked up the stairs to the roof of the house, three Soldiers appeared on the roof of long a building next to her, alongside a Maurice on the other end of the long building's roof, guarding the first power box.

Penny jumped to one side of the roof, lined up the Soldiers and Maurice. She spun up her gun in anticipation as the Demon shot its barrage.

The bullet pierces all three soldiers, and causes all the Hell Orbs fired to explode right in Maurice's face; every enemy died in one fell swoop.

Penny punched the power box, then noticed the second one on the roof of a tall, thinner building on the other side of the city.

Dashing over to the roof of that building and destroying the power box spawned five Drones, encircling her.

She hit one with a core eject, blowing it, and two other drones into pieces. She then finished the other two off with two coins.

Penny falls to the bottom of the long building, entering it to see a hallway holding a locked gate attached to it that held the exit elevator behind it; only one more power box needed to be broken which Penny found in the same hallway as the gate.

She heard the sound of a Cerberus breaking free outside as she punched the box. As she stepped outside: she saw the Cerberus to her right, and a Maurice to her left.

Penny dashed past Maurice's barrage of projectiles and into the Cerberus, unloading a burst of overheated nails into it; Penny dodges the Cerberus' apple and pulls out the railcannon, its beam destroying the Cerberus, and cracking the Maurice.

Maurice turned red with anger, charging up a beam attack. Penny threw a coin in front of him, but just as she was about to shoot it-

PLINK, BOOM.

Maurice's beam hit it instead, all that hell energy reflecting right back at the Stone Head.

It fell to the floor with a thump, and Penny entered the exit elevator.

"Ohmygodthat'sthecoolestthingever!" Ruby woke up as Penny hit the +Chargeback +Ultrarichoshot.

"Oh, cool, Rubes is awake,"

"Now that I think about it, that giant we saw at the bridge wore the exact same crown you wore in that picture," Glynda mused.

"Hmm… but why would I suddenly turn on my own people?" Ozpin mused. "Penny, you have all the information on this Universe in you, right?"

"Sorry mister, I only gain information on something upon this version of me fighting it," Penny apologised.

Penny dropped into the elevator room and quickly put the railcannon into a hatch located on the terminal, it made some whirring and beeping noises before spitting out the railcannon which now had three buttons: a blue one, a green one, and a red one.

TIP OF THE DAY: RAILCANNON VARIATIONS SHARE THE SAME COOLDOWN. CHOOSE WISELY WHICH VARIANT BEST FITS THE SITUATION.

Keeping that in mind, Penny exited the elevator into a cramped hallway with a small pool of water in the middle; she jumped over it to get to the main area. A tall, Industrial looking room with three doors situated in front of flights of walkways and stair s, and a heart shaped pool of water in the middle , tinted pink and purple by Lust's skies. A transparent material made up the roof, where The Giant was looming closely over it, the thing's similarity to Ozpin now more evident than ever even in Its rotting state.

"Well, even without any of Penny's databases, we can infer that, that is me," Ozpin nodded.

"The rotting makes me believe that you were somehow reanimated," Glynda said.

"Interesting theory, seems like the most likely for now,"

4 Strays and 2 Soldiers spawned on the staircases, Penny jumped up and took out 2 Strays with a projectile boost. She landed next to the two soldiers, killed the first one with a parry, then dashed through the second one's projectiles and shot him with her shotgun. Finally, to kill the other 2 Strays, she spun up her red revolver and let the bullet ricochet into both of them. Penny jumped into the door on the far left on the highest section of the walkways.

The door led to a hallway which had a broken glass wall, and a door that wouldn't open, going through the shattered wall caused her to fall onto a bridge, suspended over an artificial waterfall flowing into a set of grinders.

A group of Filth jumped her, alongside 2 Schisms which were part of the group of Filth, and 2 Soldiers at the other end of the bridge.

Penny dashed into the group of Husks, letting the Knuckleblaster's explosion kill the Filth, and send the Schisms falling into the waterfall. A Maurice then appeared, standing directly on the waterfall; Penny was grazed by the Soldiers bullets as she dashed towards the Maurice. She: parried one of the stony Demon's bullets back at it, dashed to dodge the remaining ones, pumped up and shot it with her shotgun, then dashed back onto the bridge; she killed the soldiers on her way there by reflecting one's projectiles, the explosion sending them both into the waterfall, and then the grinder.

2 Drones and 2 Streetcleaners rushed in as reinforcements, Penny jumped over the two grounded machines, then hit one of the Drones with a coin sending it careening towards her. She punched the Drone into the Streetcleaner which they instinctively dodged by dashing to the side, directly into the waterfall; she then shot the last Streetcleaner with her revovler.

A door connected to the bridge unlocked she entered into a hallway holding a blue skull key, and a door which led back to the room with the heart shaped pool. The only other door lead to a hallway with another door, this one requiring a red skull key.

"What even is this place used for?" Weiss asked, confused by the grinders.

"Probably a power plant, would explain why the city lead directly to it," Yang shrugged. "The grinders are probably just to make the water spin, or something,"

"That… actually makes sense,"

Penny shrugged and jumped into the heart shaped pool.

It lead to an (obviously) flooded room with a cramped hallway. A single soldier appeared to her left, alongside 3 Strays and the horde of Filth that spawned in front of her. She dashed backwards and punched one of the Soldier's shots into the Filth, killing them. She dashed towards the Soldier, killed him with her shotgun, then spun her red revolver, and let the bullet ricochet off the walls and into the Strays.

Walking through the hallway lead to a small room with a blue pedestal, placing the blue skull on it opened a door in front of her leading to a hallway with a flowing stream of water leading to the next room.

The room was a large cluster of platforms, hallways, and bouncepads all situated over grinders.

Enemies spawned as Penny jumped onto the middle of the arena: Some Filth on the right walkway, 4 Soldiers on the left, and 2 Streetcleaners on the northern walkways.

Penny punched and exploded the Filth with the knuckleblaster, then she ejected the core from her shotgun to blast her way up to the Soldiers where she took all four of them out with the electric fire from her railcannon. She jumped into the air, and as the streetcleaners waited below for her to land she threw two coins in the air that launched themselves into the gas tanks of the machines as she shot them.

She landed stylishly in the middle part as the Streetcleaners exploded, a new wave of enemies spawned: 4 Drones in the centre, and 4 Soldiers on the bottom layer of the room.

She killed 2 Drones instantly with a projectile boost, sending a third divebombing into her which she punched into the Fourth.

Penny jumped down onto the lower part of the arena, she dodged the first volley of projectiles, then shot into a Soldier's cannon right as he fired, blowing him up and knocking two of his fellow Husks into the grinder; she took out the last Soldier with a coin.

Penny continued into a corridor containing the red skull key, which she picked up, unlocking a door in front of her that lead back to the Heart shaped pool room.

"This is quite similar to that time in the castle back in Limbo," Qrow realised. "Maybe the real Hell was the repetition she made along the way,"

"Nuh uh, she's in a power plant thingy now, that's not a castle," Nora declared.

"It's a castle for a… I forgot what I was gonna say,"

"That makes me right," Nora puffed out her chest.

As she dropped into the room the door to the red pedestal locked, and a new enemy spawned.

A machine, with a square, mechanical head, shoulders, and lower legs all connected together by a voluptuous, teal female body, the machine also had tendrils sticking out of its back as it floated it the air.

Most of the men, and some of the women in the crowd were… blushing slightly at the sight of the hot ass machine.

Qrow whistled. "What's that thing?"

"A Mindflayer, one of the rarer machines. A mastery of Hell energy alongside their technological prowess makes them a tough combatant indeed!" Penny smiled.

Yang whistled. "I'd like to master her Hell Energy,"

"The teal part of her body is completely aesthetic," Penny said.

"Aww,"

The Mindflayer charged up, and launched 5 blue orbs of Hell Energy out of her tendrils; Penny dashed out of the way as she took potshots at the Machine with her revolver, Penny let out a robotic screech as the homing projectiles hit her anyway.

The Mindflayer disappeared just as Penny turned around to be whipped right in the face by Her tendrils; Penny dashed towards it and unloaded her nailgun point blank at Her, jumping over a lazer beam that the Machine launched from her hands.

The Mindflayer's teal body turned red with anger as it was hit with a barrage of overheated nails. It charged up another volley of Hell Orbs, this time though Penny took advantage of their slow movement speed to punch one back at Her, and dash to the side to make the remaining orbs hit a wall.

The Mindflayer screeched as She noticed the damage to Her body, She then self destructed into a beautiful blue explosion.

The door to the red pedestal opened up, and Penny jumped through it.

"Rest in peace, hot robot woman thingy," Sun mourned.

"The greatest tragedy we've ever seen," Blake said, sarcastically.

She landed in a room flooded from an artificial waterfall, the water went up at least to her ankles; the exit elevator was right behind the rushing water.

2 Strays, a very small group of Filth, and most dangerously of all, a Mindflayer spawned blocking off the exit elevator.

Penny punched the Hell Orbs the Mindflayer launched into a wall, dashed out of the way of the Filth, then was hit by the Mindflayer tendrils as it teleported behind her.

She punched two shotgun shots, one into the Filth, and one into the Strays to kill the both of them. The Mindflayer teleported again, but Penny punched her back right as the Tendrils would've hit the Mindflayer let out a mechanical screech of pain; Penny unleashed a flurry of nails, both regular and overheated from her nailgun.

The Mindflayer turned red, and two soldiers appeared as backup.

Penny hit the green button on her railcannon and shot a drill into the Mindflayer, the feminine Machine finding itself unable to teleport; she jumped over a lazer it fired, then spun up and shot her red revolver to kill the two Soldiers with the ricochet. As the Husks died, she dashed towards the Mindflayer and punched the drill straight through her chest, causing her to screech and explode.

Just as Penny took a breath, four Drones appeared; she narrowly slid under their Hell Orb Blasts, she ejected the explosive core of her shotgun to destroy two, and send one divebombing at her; it was punched into the last Drone.

Penny jumped into the exit elevator, descending further into Lust.

"Judging by the last layer, she's travelling to the last area of Lust," Ozpin said. "I'm a tad worried for what she'll face there,"

"I'm sure she can deal with an oversized old guy," Qrow smirked. "No offense,"

"None taken,"

LUST CLIMAX / COURT OF THE CORPSE KING

Penny exited the elevator into a large, purple subway tunnel she hopped on a tram cart in front of her, and tapped on a panel at the front to make it move along the rails.

It stopped it front of a massive blast door next to a train stop. Penny walked into the stop, and down some stairs into a small room with seats and a blue skull key; she picked up the key, and placed onto a pedestal upstairs in what looked like a control room.

The blast door slowly opened, shaking the entire subway with it, Penny broke through the window, and slid under the sluggish door; abandoning the equally slow moving tram in the process.

"Ridin' public transport is a pretty harsh punishment," Qrow joked. "Not surprised she's abanondin' it,"

"Uncle Qrow, it wasn't that bad," Ruby said.

"Really? Then how did I get this?" Qrow lifted up his shirt a little, revealing an obviously fake scar. "It faded before I could show you two, but I did get stabbed on a train," He said, putting his shirt down.

"Sure…"

Penny continued to slide jump down the railway until the lights began to flicker, the whole subway began to shake, and the other half of the hall was coated in darkness, and-

THUMP

A large, dark, rotting hand appeared from the darkness, blocking her path.

She attached all three of her magnets at it and sent a barrage of nailgun fire. The hand flapped around, creating shockwaves as it hit walls and the floor that Penny would either jump over or dash through.

After Penny was out of nails she switched to her shotguns, punching blast after blast into the hand; after awhile the hand winced in pain and recoiled back into the darkness.

The dark part of the subway lit up, and Penny could continue to move forward.

"See, barely even a scratch on her," Qrow gestured towards the screen.

"Of course, though that was only the hand," Ozpin said. "Though, I'm confident enough that she can handle whatever comes next,"

The rail continued into a large room on the left with an arch at one end with a red pedestal under it; Penny jumped further into the railway to find a small, dilapidated room with the red skull.

She slide jumped back to the pedestal, placed the skull on it, and walked on top of the arch.

The whole room began to shake, but especially the roof, shaking so hard until it inevitably collapsed entirely revealing The Corpse of King Ozpin, the large, rotting giant staring down at Penny; His mouth wrapped in barbed wire, and His spotlight eyes nearly blinding her.

"He's even bigger up close… heh," Qrow chuckled.

"Oh, grow up," Glynda chastised.

"You got this Penny, mess him up!" Ruby cheered at the screen.

"Kill him! Drink his blood!" Nora cheered, making her voice raspy for effect.

He let out a groan as he sluggishly launched his fist at Penny, who by this point was blasting shotgun blast after shotgun blast into the Giant's head; most of the heat bullets hitting due to his massive size. Ozpin launched his hand again, this time he managed to palm Penny; smashing her against a wall as he pulled his hand away.

The theatre winced, especially Penny,

Penny unstuck herself from the wall just in time to slide out of the way of Ozpin slamming his hand into the ground. Penny went from wincing to smirking as she jumped onto the back of his hand, and began running up his arm shooting nails into it as she did. Ozpin groaned in pain as she did this, he also reacted by tapping the finger of his other hand to the ground creating a black hole than began to slowly follow Penny.

"It's like he's fighting a fly," Ozpin commented.

"A fly with 7ish firearms," Glynda.

"Oh God, he just made a black hole," Yang deadpanned. "I'm starting to place my bets on the big guy now,"

"It doesn't really seem to be sucking anything in," Blake said. "She'll probably not die a horrifically slow and painful death," The Faunus shrugged.

"She won't!" Ruby said.

Penny overpumped her shotgun, and used the damaging blast from it to launch herself right onto Ozpin's shoulder.

The Giant readied his arm, and charged it directly into the machine-

PLINK

Ozpin recoiled in pain as Penny punched his fist right back.

"I am no longer placing my bets on the big guy now," Yang smirked.

"That was so cool!" Ruby fangirled more as Penny hit Ozpin with the +Down To Size

Ozpin groaned in pain as he moved his hands to his eyes, Penny just barely managing to cling onto the Giant's shoulder. He tore out his eyes, revealing a serpentine parasite in each, with three skulls where its head would be.

"Gross…" Yang gagged a little as the Giant tore out his own eyes.

Parasite one launched a large, blue orb that tracked Penny's movement, while the other one launched a shotgun blast of red orbs that Penny dashed out of the way of; she then dashed towards Parasite 2, and grabbed on with one hand while shooting a barrage of nails at it with the other.

Penny detached herself from the damaged parasite just as the blue orb began to get closer, she then punched the orb right into it blowing it into red chunks that fell onto the floor below.

As Penny fell to the floor, Ozpin readied one last punch from his nail covered arm; a punch which Penny sent recoiling with a punch of her own combined with an electric shot from her railcannon.

Each individual nail zapped the Giant's recoiling arm, and he let out one last groan of pain as he fell to the floor. His opened mouth revealed the exit elevator.

"Oop!" Penny yelped.

"What?" Ruby asked, looking a little concerned.

"Now that I've fought Ozpin, I now have information on them!" She smiled. "He brought about a renaissance in the Lust Layer, which was quickly shut down by the Council of Heaven who had his corpse er… piloted by parasites," Penny slowed down a little. "Which forces him to watch as his Corpse tramples whats left of his City,"

"Oh, that's distinctly horrible," Glynda squinted.

"Oh, I did that to him," Winter thought to herself. "Well, this version of me did anyway,"

As Penny entered the final elevator of Lust, the screen cut to black once more.

The booming, ethereal voice began to rant once again.

"FAILURE AFTER FAILURE AFTER FAILURE AFTER FAILURE AFTER FAILURE AFTER FAILURE AFTER FAILURE AFTER FAILURE AFTER FAILURE AFTER FAILURE THE RESULTS REFUSE TO ALTER AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN AND AGAIN MY FAITH BEGINS TO FALTER" He repeated until the film eventually ended.

"What an asshole," Yang crossed her arms.

"Hmm interesting," Ozpin mused.

"What is?" Glynda asked.

"Just a theory I have, this may be the God of whatever world this takes place in, angry at his perceived failure in creating humanity,"

"Certainly is a theory, a depressing one though," James said.

"Welp, that's it for Lust, Jerry next one!" Slays ordered the Monke.