Everything was weightless… Where was she? Wasn't she at the Airbus terminal? Ugh, why couldn't she remember…

What was this sensation? Her processors were working incorrectly… Or weren't functioning at all!

And what was that noise? …So much noise.

Oh, she knew this place. It had been some time since she had been here!

Emerald eyes flickered as a green and black matrix warped around her. Her father liked to call this her mental space whenever he had to work on her and needed to safely work on any lingering issues in her body or operating system. She hadn't been here in so long that she almost forgot what this place looked like! If it weren't for her diving into other networks and databases, she wouldn't have recognized it for what it was.

Her network.

Penny frowned. Something didn't seem quite right. Dark red streams of zagging light intertwined with her network display. Pursing her lips in curiosity, she tried to activate her operating systems to analyze the issue…

Only to find she couldn't access her system's core functions.

A glint of shock registered within her consciousness. Even when her father worked on her, she had access to her most basic sensors. So she could see and communicate with the world around her…

Here, she lay without access to any of her network. Unable to decipher the strange and increasing red wave that was overwhelming the gentle hue of her network. What was happening? She didn't understand any of…

Oh? There was a small access point that hadn't been closed off? What was it? Visual sensory? Oh, she could still check on what was happening outside and then work from there! Perhaps she did experience a glitch in her matrix and was brought back home for Father to work on her? She supposed that did make sense…

An unfamiliar sensation washed over her. Penny didn't know how to describe how she felt. It felt wrong. As if something was tearing her apart inside, leaving her with a worrying emptiness… Was this anger? Sadness? Oh, she wished someone she knew could explain the sensation to her!

She had expected to see her Father operating on her and working out whatever glitch caused this malfunction. She had been in the Airbus terminal. Instead, she saw Knights scattered all around her throughout the streets in various degrees of repair… Attacking Citizens of Atlas. The citizens were fleeing, terrified of the scene, wounded and injured.

What was happening? She attempted to help and assist… But her body refused. Why? This didn't make any…

"Ah, it seems you bypass my security… How irritating." An unfamiliar, unnerving voice caused Penny to waver. Who was this man? Why was he able to talk to her… Wait… When she entered the network at the station…

His voice…

With an exasperated sigh, the irritated voice continued in a pleasant manner. "Well, I shouldn't expect anything less from a creation that came from him… Your systems are quite robust, and for the first time in years, I have felt a challenge… But even the greatest creation from one of the few men who can match my intellect has now fallen into my control despite your best efforts. Now is the time for those few men to rue their just desserts and watch everything they love burn, for this is only the beginning!"

A disconcerting quiver shook Penny, and shock washed over her system. Images flashed, and that burning knot coursed through her. His friends? Why was she fighting them? Hurting them…

Penny's eyes narrowed. It wasn't just the people of Atlas he was after. It was her Father… the General… All of her friends! That burning sensation flourished through her as a green matrix spread around her, connecting with the rest of the matrix from which she was cut. "You're attempting to override… To hurt everyone. I will not stand for this and allow this to happen! Give me back my body!"

Emerald eyes shimmered as a dark and amused chuckle resonated throughout her system as the crimson glow drastically increased, washing over the rest of her matrix. "I wouldn't have it any other way…"

"Do try and entertain me better than last time."


This was the worst day of his life. And it had started so well.

His daughter was gleeful and happy when he saw her off. He had never seen her with such energy. Such excitement and exuberance. It worried him to a degree.

But this was something she needed—genuine interaction with people. Ciel was a good keeper for her at the Academy… But she almost felt more robotic than his daughter. She followed the rules and schedules to such a strict degree…

Pietro often worried about how that man ran the Huntsman Academy here. It was too rigid. Too militaristic… Huntsmen were not soldiers. They could become soldiers if necessary… But they weren't to be without allegiance… To serve the greater good for Remnant.

He somehow worried that perhaps the General had lost sight of that. He was still good friends with the other Headmasters of the Academies and held in exemplary esteem by all four nations councils, so he may be overthinking it.

But now, with that man in front of him, his mood soured. The attack on his beloved city… With his daughter the central cause for it.

He was sick to his stomach. What had gone wrong?

She was a gentle and kind spirit. Inquisitive by nature. To do something of this nature, even if she was coerced or tricked, was beyond her. No, with the images displayed on his holo-tablet, he grimaced. It was apparent what had occurred.

She had ignored his warnings and lowered her defenses while accessing Atlas' network… Likely attempting to locate her friends. He had caught her signature on the network the previous day but let it slide. Protective of her as he was… The growth he had seen within these short interactions was immense. If she could continue to bloom further, it was a worthwhile risk

So he, too, played a part in this failure. He allowed her to put herself at risk, knowing there were individuals out there looking to profit off her… Or to destroy him or the General by exposing their work and having her cause havoc in the streets of their city.

And there was a short list of people who could pull such a feat off.

The head of Starhead Industries, Fort Lee, and a few of his associates in his Oum forsaken BrotherHood… But they didn't make any sense in the scenario. An attack on Atlas itself?

No, they would have done something sinister, but it would have been directed at the Faunus population.

So, that left old associates who worked with SDC or Atlas Military, whom he or the General could have made somehow, and a singular name rang in his head.

Somehow, he didn't think the man was dead, and given how well orchestrated this was… And the difficulty the tech team was having reestablishing a connection with the Knights… He had to be involved.

The man was a genius, much as he hated to admit it.

"I thought I told you to stay back." The voice of the General condemned Pietro as he rolled forward in his motorized wheelchair beside him. He was cleaning his pistol with several discarded Knights at his feet, a deep scowl on his face as Atlesian soldiers moved to assist civilians. "You are of little use here… The situation is contained. It's just her now."

"Thanks to their quick action." Pietro took his eyes from the screen, seeing a plume of smoke where the boy her daughter called her friend had disappeared. A unique individual indeed. Yet, seeing his expression and his disgusted glare aimed at the General… It seemed like they disagreed about whatever they were discussing.

James' brow furrowed at the mention of their invention. However, his gaze momentarily shifted and hovered over the scenes playing on Pietro's scroll. Without another pause, he turned and made his way forward. "If you think this situation is salvageable with further collateral… I will not stop you. But let me make this clear…"

"By the end of the day, you must restart your project no matter the outcome."


Something wasn't right. She didn't feel right.

If she was being truthful, she hadn't felt… Herself… In quite some time. Ever since he arrived… Since the moment she saw him…

Something was different… And it felt more pronounced since their arrival here in Atlas, and he had begun to assist her with training… She was interested even if she was annoyed at it when he suggested it . He was a ninja in his world, and she had always been fascinated with ninjas…

Even if he was the oddest ninja she had ever laid on or heard about.

"Look out!"

Sliding on her back foot, Blake placed her hand on her chest as she panted. Her breath was jagged. Her eyes slitted as time dilated around her. She had barely avoided the swirl of blades that came from Penny. If it wasn't for the well-timed assist from the Schnee girl…

"Thanks," Blake muttered, wiping the sweat from her brow.

"I did what I had to." Weiss coldly responded, stepping at her side. Her rigid demeanor faltered, and she examined Blake before her expression tightened and her focus resumed on Penny. "Step back and let me handle the bulk of the fighting. You don't look well."

Blake scowled. Was it that apparent? Tucking her head and examining her left arm, trembling uncontrollably, her demeanor wavered. She was pale.

Yet she felt so alive! The rush of the battle was exhilarating. She had always made a point that combat was a last resort and should never be resorted to unless necessary… But she always gained a certain satisfaction from it.

And in this moment, she was wielding her sword, not to kill, but to save… She felt more alive than ever…

So why did she look so sickly?

"No…" Blake snarled, attempting to calm her breathing. She stepped forward, her eyes dilating as Penny made her move. Scanning the streets, seeing the damage done and the state of affairs, she knew she had to do something.

This was what she always wanted to do.

People were still being evacuated from the area by Naruto's clones… Or him. She couldn't tell at this point. Otherwise, she didn't know precisely where he was… He had been handling the bulk of the fighting… And then he went poof as he got an idea, asking everyone to hold on and wear her out as he did… Something.

That checked out.

Ilia had been knocked flat again and was recovering off to the side. The ice cream girl ducked behind the cars after the hacker seemingly gained complete control of Penny's arsenal and wielded it against them.

"We don't have time to waste." Blake hissed, her ears folding back on her head, turning Gambol Shroud into Kusarigama mode. "We put an end to this now!"

"Now that is a plan I can get behind," Weiss smirked, flicking her saber, sigils forming beneath her feet. "Still, let me handle close combat… You look like you are about to fall over at any moment."

Blake snarled but nodded. She didn't understand why she looked that way… Or felt the way she did.

Weiss surged ahead using her Semblance while Blake flanked alongside, flicking the sickle blade high into a building on the opposite side. Weiss drew Penny's aggression, and her swords spread open like a shield and spun, deflecting her piercing charge as Blake swung forward, using the leverage and speed for a pincer maneuver and delivering a kick to Penny's ribs.

That still didn't do horribly much, considering Naruto put her through a wall earlier, and she stood up from it no worse for the wear…

This kick only sent Penny stumbling, stepping directly into a flip kick from Neo, who appeared out of thin air as pink shards of glass floated around her. And as Weiss went for the charge and the finishing move…

Two blades shot out into a building behind her, allowing Penny to ratchet away and then send her spinning buzzsaw of blades toward the three of them.

Evading the whirl of blades that went over her head as Weiss and Neo had to take further evasion and leap out of the way, Blake ducked under and dashed toward Penny with dual blades in hand. Slash after slash, her blows deflected, and suddenly, she found herself on the defensive.

Whoever was controlling Penny knew her capabilities and quickly had unrestricted control over her. Perhaps she was resisting, and the hacker had complete control?

Whatever the case, she was noticeably faster and stronger than when she had previously engaged her. She had a more comprehensive array of movements and an arsenal— far too many floating swords!

With labored breaths, Blake clenched her left hand around Gambol Shroud's blade. An itch traveled down her arm and trembled with each clutched strike. Her heart raced as everything dilated around her. Why did everything feel so slow? Like everything was in slow motion.

Yet she was unable to do anything with that processed information! It was frustrating!

A burst of wind confounded everyone else present and picked Penny up within the gale. Blake panted as Naruto stepped before her after the separation. Spitting a brush out of his mouth so he could speak. "Blake, what's wrong? I sense something… Off."

Blake hissed upon his return, her gaze sharpening. Her tone seething. "Where have you been?"

"Recalling old lessons." Naruto tightened his grip around a slip of paper in his other hand. "Wasn't the best in them, so I have to make sure it's just right; otherwise, it could be devastating… Or not work at all."

"What was that?" Blake's ears twitched, catching Naruto mumbling off at the end. It sounded like he had backed off to spring his trap… Only to not be confident it would work!

"Don't act like you didn't hear me!" Naruto snapped, blandly glaring at Blake. He knew damn well with those ears she heard him. Rolling his eyes and groaning, recognizing her scowl, Naruto shook his head. He was becoming more cognizant that anything he muttered, she would catch…

His gaze sharpened and focused on her visage. Something was wrong with her presence. He couldn't pinpoint it at this exact time, but… "What matters is I'm feeling something really odd about you right now… An odd presence… It feels… Fam…"

"What are you two doing?!" Weiss shouted, and they could hear the sneer in her voice. Naruto winced at the interruption, but more so because she took her attention off Penny in the middle of a fight. That never ended well…

Then, her attention shifted and glanced behind her, causing Naruto to squirm. She noticed the army was almost here. "Oh, the Atlesian Military! They'll be able to take over… What is that?!"

"Fuck!"

Blake grimaced, hearing Naruto's voice rise. How was he so loud? However, seeing Penny's blades align before her… Her eyes shimmered and widened as Aura condensed before Penny, visibly at the tip of the blades.

" An Aura Cannon?" Blake cried and identified what the green energy gathering before Penny was. With how quickly it was gathering… It would fire any second! Not even with the speed of Shadow could reach the Schnee girl in such a time!

As an emerald flash caused her to shield her eyes, a cold shiver traveled down her spine. That was aimed at the Schnee girl. The hacker did seem to be targeting her quite a bit… And the moment she mentioned the General, it seemed oddly targeted…

"Ugh… What in the Oum…" Blake froze, hearing her voice behind her. Whirling around, golden eyes flickered to see Weiss sitting before her, swirling on her knees and holding her head. "What just happened…"

"Time to wake up!" Blake's eyes grew. She didn't quite understand precisely how he did it… Or why there was a burnt log where Weiss used to be… But she knew he did.

And now that slip of paper in his hand was firmly slapped onto Penny's forehead with enough to knock her down…

"What… No? How? What is this…" A man's voice spoke over Penny's vocals for the first time, causing all present to narrow their eyes. But for the first time since they had been there…

They heard Penny's voice.

"Friend Naruto?"

"Yeah, it's me…" Naruto forced a smile, his thoughts racing at what they just heard. "Good to see you are back to normal… Hopefully, that will be enough for them."

Blake went rigid upon his words as Penny blinked and Weiss glared. Them? Her ears perked up and flattened. She had forgotten they were almost here!

Atlas soldiers swarmed. They were encircled and surrounded, their guns drawn. Blake's expression soured. This was a somewhat familiar sight, unfortunately… Yet, usually, her partner always had an out… And it wasn't people. It was usually the Knights…

Blake scoured the area instinctively. As she did, she noticed Neo silently mouthing off at them while Ilia glared daggers at them. Naruto calmly stood before Penny, his gaze shifting through the soldiers and at one particular spot. The Schnee songstress, Weiss Blake, thought her name was… Well….

"How dare you! What is the meaning of this?" Weiss' eyes flickered wide, holding her hands above her head, filled with indignant rage. "We were following our civic duty…"

"We are more than aware of your intent and motive, Weiss." A voice chilled Weiss to the bone and rooted her in her spot.

Blake narrowed her eyes as the elder Schnee daughter strolled from the group of soldiers, standing at attention. Her eyes shifted toward Naruto, who didn't look pleased with the getting and scowled. Why did she get the feeling this wasn't going to end well?

"However, none of you are Huntsman and, therefore, liable for all damages you have caused." Winter stringently responded with a stern expression. "We appreciate the assistance with the matter. Leniency may be given if you cooperate and come with us…"

"Gonna have to say no to that," Naruto responded, stepping in between his friends and Winter and her soldiers.

"What are you doing?" Weiss hissed and shot fearfully nervous daggers in his direction. Her sister was correct… She just…

"Naruto?" Blake expressed her concern. She had never quite seen an expression like this on Naruto before. It was a striking difference from what she had seen before… It reminded her of when he rescued her from Ilia and the White Fang…

It held that same look of determination.

"You'll risk becoming a criminal over this?" Winter hitched for a brief moment before her gaze sharpened.

"You better believe it." Naruto held staunchly, meeting Winter's gaze. For the briefest moment, as she scowled at him, his eyes waivered toward Penny. He glanced back at her, a determined smile crossed his expression as he faced Winter again. "Nah, I can't stand down. I have already talked to your general and made my opinion known, but I will not stand by his decision. I refuse to let Penny be scrapped or her memory wiped. Neither of those is acceptable!"

"What?" Weiss stumbled back, nervously bringing her hand to her chest and glancing over at a shell-shocked Penny before turning toward her sister, her look asking the question for her.

"Is that true?" Blake snarled, stepping in front of Penny, sending a weary glance at the back side of Naruto and a shaded glare toward the soldiers. They hadn't put all this effort into saving Penny, only for it not to mean anything. She believed there should be some consequences… But Penny, despite her awkwardness, acted like a person!

Wouldn't that mean…

Winter's face hardened, repressing the urge to blanch at her sister's glance. Despite her reservations, she felt the General had what was best at heart. "What the Atlas military does with its property is none of your concern…"

"When it comes to a friend's fate, it absolutely does!" Naruto retaliated with a grunt, standing steadfast with his resolve. "I would willingly turn myself in if this was about the damages. Yeah, I could have prevented most of them if I just knocked her out. But I needed her awake to know if my seal worked or risk the possibility of her staying under the hacker's control when she woke back up. …Regardless, those are my responsibilities, and I'll gladly pay for them… But that's not what this about."

"Someone who considers me their friend is in need, and I'm not about to let them down. That just isn't who I am!" Naruto declared after a pause, standing rigidly before all the nervous soldiers. " I'd rather not resort to violence. But if I need to, I'll use it to knock some sense into all of ya until you give in! I don't give up on anyone who considers me a friend, for that bond is precious!"

"Enough." Winter snapped, her icy blue staring down at Naruto coldly, unsheathing her saber and pointing it toward Naruto. "Then I will arrest you here and now for your arrogance. Men…" Her gaze hesitated as she glanced over Weiss before her features turned to stone before refocusing on the instigator. "If anyone else resists, do not hesitate to use force."

Naruto glowered. He could feel the negative aura spread through his group and the Schnee girl. Especially her. Despite her constant complaining, she went along with their plan without issue. Even now, he could feel the hesitation in her. She believed what she was doing was right.

And he knew it was as he took one last at Penny and flashed her a smile, a golden flaming wisp of chakra flickering around him like a flame. "Don't worry. I won't let anything bad happen to any of my friends… That's a promise of a lifetime. I'll figure this out."

Penny's mechanical eyes stretched. He called her his… Friend…

"Neo, I know you won't have a problem with this order considering your history… Take Penny and run." Naruto glanced over at Neo with a serious expression. "You already have a criminal record, right? What's one more crime added to it? As long as you keep her safe… Go wild."

A maniacal grin spread across Neo's expression. She nodded and almost giggled with glee. Oh, he was giving her freedom to do this her way? This would be fun.

"Naruto…" Blake nervously stepped toward him, unsure what his plan was here. Was he really planning on fighting the Atlsiean army? Just to protect this strange robot girl who called him her friend?

"Don't worry. I got this." Naruto smirked, eyes dead set and locked with Winter's, waiting for her to make a move. "Do what you feel you need to do. I won't hold it against you, whatever your choice is. You have your future to look out for. Don't want you to jeopardize your future for my beliefs! That goes for all of you, too, ya hear?"

Blake's eyes widened as that last part was directed toward a conflicted Weiss. Was he going to sacrifice himself for their sake? No…

"Me, on the other hand… I'm not gonna back down." A golden coat of chakra ignited and burned brilliantly around him, softly muttering to himself. "Let's go… Kurama."

Icy sigils formed all around, but in an instant, they shattered with a gale of wind that nearly took everyone off their feet in a golden flash of light. Dust, ice, and concrete scattered around and coated everyone. As everything became visible, a pathway was formed as soldiers were strewn across the street, groaning, unable to withstand the gales they managed.

"Now!" Neo snatched Penny, grabbed the stunned robot girl by the arm, lifted her to her feet, and rushed through, knowing there might not be another opportunity.

Ilia didn't waste a second and was on their heels. Blake hesitated, glancing toward where the golden light now occupied. With a stern conviction, she chased after, quickly joining their side, taking Penny's other arm and helping guide the flustered girl through.

And on their tail was a particular, conflicted heiress caught in the chaotic vortex, unsure what to do…


Forget about the rules

Written on weathered rock

There were chasers of light

Find the way or get lost

We have no way to know

Where they all headed for

See the light from afar

Just blaze through the thorns

We know it's right over there

We have something to declare

Whatever is arriving, we'll be prepared


R & R. Follow on Ao3 for more consistent updates.