Chapter 3

"So the new group of students are coming in today. I'm wondering who's going to be on my team." Issei said as Neo signed back due to the two of them chatting for the past few months after the incident at the bar.

[Are you sure you're going to be okay? You are a lot stronger than you were a few months ago after training with the twins and me, as well as Junior and Emerald.] Neo signed as Issei smiled at her concern before he replied to her.

"Of course, Neo. I'll be fine, I promise. After all, I was also trained by a mafia boss who's in charge of Vale." Issei said as Neo smiled and giggled at the fact before she waved farewell to him as they ended their chat.

Over the past two months, Issei and Neo have chatted about almost everything. They two have even trained together, with Neo teasing Issei with her Semblance Wonderland, which allows her to create "physical illusions that can be seen by everyone," as opposed to Emerald's Hallucinations and illusions that she makes, which usually only affect the people she targets.

Neo also had Issei learn about the underworld of Vale by having him come with her on some negotiations with rival gangs that tried to take her down, taking down minor criminals in the city, and even getting to know the Spider organization some more and was given an official mark that showed he was part of the Spider group.

Issei even learned how to do sign language so he could speak to Neo when he spoke to her to get to know her some more, and it was amazing learning about her since Neo was able to help Issei open himself up to the group.

Melanie and Miltia liked to flirt and tease Issei, which led to Neo, who made an adorable pout when jealous, attacking the two to leave them alone. At the same time, Junior was amused by his boss and the newcomer getting along so well and even enjoyed teasing the two by making some drinks with their names mixed as shippers did.

Emerald was even worse since she enjoyed using her pole dancing to give Issei a special show for him and him alone due to Emerald actually showing Neo that she liked Issei as well since the mint-haired markswoman spent a lot of time with Issei as well and told him about her life on the streets before the spider took her in after she refused to join someone else who wanted to recruit her.

In the end, Issei felt like he made some real friends here in this new world. While granted, they were part of a criminal group, but the memories he made with them were the best ones he ever had, apart from his time bonding with the teachers at Beacon.

Port and Oobeleck reminded Issei of his grandfather and father since the two were very wise but also helped Issei when he struggled in his lessons. Port even helped Issei train to be a better fighter; even though their fighting styles were different from each other, it still was a great time for Issei to learn more about Port and Grimm.

Oobeleck was a great teacher who enjoyed teaching Issei about history from back before Dust was even a thing and people could use magic, which amazed Issei since he hadn't been able to see anyone who could use magic at all, which is why when he asked the doctor about the past, Oobeleck said he couldn't exactly explain it but was happy to share the history with a student who was very intrigued by it.

Glynda wouldn't admit it in front of the others, but she had grown a soft spot for Issei and enjoyed helping him train in combat as well, and even helping him with his second Semblance. The two grew to see each other as a mother and son relationship, with Glynda helping Issei understand that it is okay to admire a woman, but the actions he did back home were unacceptable. Issei understood and wanted to prove he could change and become a better person, so he worked hard and focused on his training, even opening himself up to Glynda when she asked about Raynare.

It was a tough job to help Issei recover from his trauma, but with a little help from both Neo and Glynda, as well as Shirō, Issei was finally letting go of his past fears and readied himself to help his future teammates.

Issei's attire was now fully completed as he wore his Dust Cloak as well as a basic red t-shirt with a white dragon head on the front. He then looked down at the Bullhead coming towards the school.

"Better get down and see my new classmates," Issei said as Shirō nodded before turning into a bracelet. Issei then fell backward off the top of the tower before letting his wings lift him back into the air.

Issei always enjoyed flying since it felt liberating, and the feeling of the wind hitting his face made him feel as free as the wind. Glynda had told him thousands of times not to try to give her a heart attack, but Issei still enjoyed messing with his mother in the new world.

The Bullhead then landed as Issei made his way to the courtyard and smiled as he saw the hatch open up to let the new students enter Beacon. Still, a blond-haired boy rushed out first as he barfed his lunch and breakfast in the trash can, causing Issei to wince at the poor guy before going over and helping him.

"First time on a bullhead?" Issei asked as the blond-haired boy hacked up some more but gave him a thumbs up.

"You'll get used to it. Trust me on that." Issei said as the guy stopped before Issei offered him a bottle of water from his cloak and handed it to the Barf Boy. Barf Boy thanked Issei for the drink as he used it to clean his mouth and help his stomach.

"So what's your name, rookie? Names Issei Hyoudou." Issei said as Barf Boy then sat on a nearby bench and responded to him.

"My name is Jaune Arc. Thanks for the help earlier. My dad told me that being on a bullhead isn't good for those with a weak stomach, and I thought with some stomach medicine I could make it, but I forgot to take it before getting on board." Jaune said as Issei chuckled at the guy before patting his back.

"Hey, it's no problem. Just be glad you didn't spray it on anyone because that's a bad way to make enemies." Issei said as Jaune chuckled in reply before the two began to chat about their weapons.

"I use both a shield and sword, but I have another one on my back," Jaune said as he pointed to the longsword that was in its sheathe on his back. "It's a family tradition that the next Arc who wishes to become a Hunter must be able to pull the family sword out of the stone and wield it properly."

"Woah. So you were able to do it?" Issei asked before Jaune shook his head.

"Not at first, no. That's because the Sacred Relic, Excalibur, is a special sword that only allows those who are worthy to wield it to pass the test. At first, the sword didn't allow me to wield it because it looked into my heart and soul, but I didn't want to be wielded by one who was the black sheep of the Arc family." Jaune said as he rubbed the back of his head before explaining.

"My sisters were always more successful and better than me, the only guy in the family besides my dad, so I felt envious of them because it made me feel like my father liked them more than me. I thought if I could wield the Sacred Relic passed down in our family, then maybe I could finally get the respect I deserve, but it was in vain." Jaune said as Issei patted his friend's back.

"I get it. You wanted to prove that you deserved to be an Arc even though you weren't like your old man. I had two older siblings who died when they were born, so they never got a chance to live. When I learned about that, I wanted to live not just so my mother wouldn't be depressed but so I could live for them as well. guess in the end, that didn't work as planned." Issei said as he stayed under his cover story.

Jaune, on the other hand, smiled and nodded as he couldn't imagine losing one of his sisters before they got back to their talk when Issei asked how Jaune was able to use the family sword.

"Well, that's because when I asked my father to train me to use the family Sacred Relic, he actually smiled at me and helped me train to become better, and one night, before I tried to wield the sword again, he told me that he was proud of me but could tell I didn't have the same ambition as my grandfather or father but after hearing that I wanted to get stronger made him happy which hurt a bit but one of the things I liked about my old man is that he was honest with me," Jaune said he then touched the handle of the longsword before smiling at it.

"After that day, I went to the sword again, but I was more nervous than last time because I thought it would reject me again. However, when I touched the handle of the sword and began to pull it out, I saw a bright light coming out of it. I then heard the sword talk to me. It said that I was worthy of wielding it, but learning how to use its power would be another challenge for me, so I accepted it and began to train in using the legendary Excalibur." Jaune said as Issei was amazed by the story before the two looked to see a blond-haired girl riding on top of a horse walking past them.

"Ah, greetings, fellow hunters. I am Yang Xiao Long, and it's an honor to see more of my classmates. I hope we see each other again in the orientation." Yang said as Issei was amazed by how this girl looked like she was a princess since she wore a white battle kimono with black and orange on its sleeves as well as an orange scarf around her neck while her hands seemed to wield some fans as well as light but durable armor on her arms and legs.

"Wait. You wouldn't happen to be Yang Xiao Long, right? The infamous Ice Queen from that all-girls school and got into a fight with the Queen Bee there?" Issei asked as Yang used a fan to cover her embarrassed face but replied.

"You are correct. I am that same girl, but back then, I was always charging into fights without thinking straight, so I went through a bit of a phase until I was able to get some help in controlling my emotions and Semblance, of course." Yang said as she fanned herself, helping her blush lessen until she bid them both farewell. Until the sound of clicking on the tile neared the bench, the girl who was approaching them first looked at the two boys and then looked at Yang on the horse.

"I thought you were going to send Bumblebee to the stables since the school allowed you to bring her with you." The girl said as Yang replied to her.

"I am, but I was just introducing myself to our future classmates," Yang said before introducing her to the boys. "Allow me to introduce you to my little sister Ruby Rose. Ruby, meet Issei Hyoudou and Jaune Arc."

Issei and Jaune looked at Ruby Rose and were amazed by how she looked like a mafia boss of sorts due to her wearing a uniform that gave them a look of her chest on top, but the corset allowed her to breathe easily. Her style was black and red like a Grim Reaper, but her hood seemed to be attached by a ring on her chest.

The cloak portion extended to her armored boots that were made of strong materials, while her belt consisted of a sheathe for a blade along with a silver rose emblem at the belt. Her hair was black and short with crimson red tints at the end.

"It's a pleasure to meet you, Issei Hyoudou," Ruby said as she held out her hand, which Issei accepted before she pulled him off the bench and closed to her before whispering in his ear.

'Neo was right. You are a wonderful sight.' Ruby said in his left ear, shocking Issei hearing Neo's name before the two girls left the guys alone.

"Do you know her, Issei?"

"Can't say I have. Anyway, let's head to the assembly hall. It'll be nice to have a friend helping you get used to the area. Trust me when I say it is easy to get lost." Issei said as they headed to the auditorium.

"And this is why I told you not to eat too many of those pancakes, Nora," Ren said as Nora groaned as she barfed into the trash can due to the many pancakes she had and maybe it wasn't such a good idea to pour a lot of maple syrup on them.

"Ugh. But those pancakes tasted so good." Nora groaned as she barfed even more into her trash can.

"Is your friend okay?" A crimson-haired Amazon woman asked as Ren nodded in response.

"She's fine. This thing happens whenever she eats a large amount of sweets." Ren said as Pyrrha nodded and handed him a bottle of some ginger ale. "This'll help her stomach. Worked for me after long flights."

"Thank you. My name is Lie Ren. This is Nora Valkyrie." Ren said as Pyrrha smiled back.

"My name is Pyrrha Nikos. It's a pleasure to meet you both." Pyrrha said as the trio began to talk; a tall, black-haired woman walked past them.

"How annoying. I don't understand why Sienna would want us to forge negotiations with these people." The woman said as her eyes caught a glimpse of a woman scaling up the walls and keeping out of sight from others.

"Hm. Perhaps this job won't be so boring after all." The woman said with a grin before feeling a force bump into her back.

"Excuse me, but could you move, please?" The voice asked as the woman who was bumped into turned around to see feathery wings and a familiar symbol on the luggage.

"Oh, sorry about that. My name is Blake Belladona. Might you be Weiss Schnee of Atlas?" Blake asked as Weiss's wings flinched at her last name before Weiss revealed herself and nodded.

"Y-Yes. I apologize for what my father has done to your people, but I intend to change that when I become the president of the company." Weiss said as Blake smiled at this before patting the girl's head.

"Between you and me, I can tell you are truly worthy of taking the throne from your grandfather's company more than that annoying older brother of yours," Blake said as she knew that Winer and Whitley were the oldest of the Schnee siblings while Weiss was the youngest of the trio.

Winter Schnee had joined the Atlas military to escape the Schnee family and her father, Jacques Schnee. Whitley was basically his father. A snake in the grass that wouldn't mind even using his own family to get more power.

Weiss Schnee, on the other hand, hated how her family's name was now defiled and dragged through the mud after her grandfather had built the Schnee Dust Company with the trust and respect of the Faunus, which is why Weiss wishes to claim the throne to rebuild the trust that Remnant had in the Schnee name.

"Then I look forward to seeing how you try to rebuild your legacy. Should you need help rebuilding the trust between the Faunus and the Schnee Family, then the Black Fangs shall be more than willing to help you. My father worked alongside your grandfather, and I've seen how you truly care for the Faunus, so it would be nice to help the Schnee regain their former reputation before Jacques dragged it down." Blake said as she handed Weiss a card before leaving her. Weiss looked at the black card and saw golden words on it.

"The Black Fang. Warriors of the night who wish to change the world without bloodshed." Weiss read aloud before looking at Blake's backside before heading to the auditorium.

Little did these people know that the ones they met would be their friends and partners for many years to come.

Within the GrimmLands.

"It seems that God's servant has decided to make his 'Chosen Hero' prepare for his friends to join his circle of pawns that surround Ozma on his high and mighty throne." A being said within the castle of the GrimmLands was a being that had a score to settle with the Wizard, who was once his friend before being betrayed by him.

The being was a tall satyr-like Grimm that had curled horns like that of a ram on his head. His feet were goat hooves, while his claws seemed to be normal. His eyes were red, while his smile revealed a row of sharp teeth and white fur around his neck. He then walked towards his fellow associate, who was mumbling words to themself until he greeted the human.

"Creating a new Grimm for our inner circle, Watts?" The satyr asked as the Grimm, known as Watts, smiled and turned around to the satyr Grimm before nodding.

"But of course. These Grimm must be perfect to serve us and carry out your will, isn't that right, Grogar?" Watts said as the satyr known as Grogar smirked at Watts and nodded.

"Indeed. The humans we have on our side, thanks to your efforts, may help us in these new kingdoms, but they are nowhere near powerful enough to face Ozma. The Wizard may be weak due to his new body being old, but he still has his powers to fight back." Grogar said as Watts nodded.

"And that is why I specifically recruited certain individuals who would be able to help us in our cause but also to deal with any of the Wizard's accomplices. Hazel is a prime example of Ozma's betrayal and using that anger for our benefit. Cinder is for the purpose of using her to obtain the power of the maidens, and the other two are for their psychotic mindsets and skills in killing. Tyrian and the infamous Marcus Black will be excellent in our work as we prepare for the first move to take the Fall Maiden and the Sacred Relics of Knowledge." Watts said that he was fascinated by being able to combine magic and technology into his creations, which is why Grogar sought him out to gain more knowledge of the kingdoms but also sought out potential accomplices.

"I know, but even with their skills, they are still human, and only one of the group has a Sacred Relic," Grogar grumbled as Watts chuckled in reply.

"And that is why I'm making a deadly beast to assist our associates on their mission," Watts said as he smiled and stepped back. Grogar looked at a massive black orb of a liquid of some kind as a hound-like beast came out of the orb and looked at Watts before bowing to him.

"Meet Hound. A Grimm that is designed to hunt down his target and never let them escape. He's intelligent, strategic, improvises when in battle, and can become intangible and change his body temperature." Watts explained as Grogar smiled at the Hound before the doors opened to reveal the other members of their inner circle.

"Ah. It's about time you all showed up. I was starting to think I would have to let Hound claim your life to see what he is capable of." Grogar said as Cinder, Marcus, and Hazel looked at the growling Hound with a bit of fear in their eyes while Tyrian giggled at seeing the little dog before the Hound seemed to enjoy Tyrian's presence.

"Now then, let's begin by explaining your missions," Grogar said as he looked at Watts to begin before the inventor nodded and began the meeting.

"Thanks to Cinder recruiting the White Fang, we will be able to begin Phase One of Operation: Downfall. Cinder and Hazel will be responsible for assisting with the manual labor work in Mountain Glenn to make sure we stay ahead of schedule before Phase Two." Watts explained as Cinder huffed but nodded as Hazel nodded as he didn't mind working with the Faunus.

"As for Tyrian and Marcus, the two of you will be causing chaos and observing Beacon Academy. Ozma will try to bring some of his students into his inner circle, but when you are not observing Beacon Academy, I have another side mission for you." Watts said as he tapped a few buttons on his wrist before the screen showed the Emerald Forest.

"Grogar has detected an ancient Grimm sealed away in the Emerald Forest. It's located near the arena where the cliffs reside." Watts said as he handed a small vial of a strange liquid to Tyrian as he explained it.

"That vial contains the liquid of the Grimm Pools, and once you locate the ancient Grimm, you'll use the liquid to breathe life back into the Grimm. Even in its imprisonment, thanks to the troublesome silver-eyed warriors, they are still alive within their seal, so they need a bit of an edge to resurrect them." Watts said as the scorpion Faunus giggled in excitement, while Marcus didn't care as long as he was getting paid.

"Once the operation at Mountain Glenn is completed, then Phase Two will begin. Are there any questions?" Watts asked as he only saw a hand raised by Tyrian, causing the man to sigh.

"Yes, Tyrian?"

"What is this ancient Grimm we are awakening? A creation brought up by the Witch Grimm Salem?" Tyrian asked as he loved hearing the stories of the legendary Grimm that was sealed away by the Wizard and the Four Sacred Relics that kept her sealed away for all eternity.

"The Grimm within the mountains is actually a Grimm that Salem created when she was forming her council. The seven Grimm were highly intelligent and deadly servants who were created for the purpose of assisting her in her quest to bring back the Brother Gods with the Sacred Relics. Ozma was given to destroy the Brothers and absorb their power to make her the Goddess of Remnant. However, due to Ozma knowing he couldn't defeat Salem, he sealed her away with the Four Sacred Relics and the Four Maidens, which is why we must acquire their powers to release Salem from her prison and then bring the Brother Gods to us so we can use their power against the world they left to be rebuilt in our image."

Grogar monologued with Tyrian, who was excited about the new world. At the same time, Cinder smiled at the idea of having more power at her disposal, while Marcus was intrigued by having a world of his own to kill however he pleased. Hazel, on the other hand, was then thinking of using the brother's power to bring back the sister he lost because of Ozma's cowardice.

"And the first Grimm of the seven were sealed as well when Salem was sealed, but before she was sealed away, Salem left a way for others to bring back her generals. The one in the Emerald Forest is the Grimm known as Changeling or, as others called it, Envy." Grogar said as he used his dark magic to create the image of a majestic shadow horse-like beast before it became many different Grimm and humans.

"The Changeling was meant to be a Grimm that could imitate its opponents and absorb their semblances as well as take the form of their deepest fears. It was a creature that made others fear it for years until it turned into stone due to the seal that Ozma placed on them." Grogar said as the circle was amazed by such an ancient Grimm and could see how it is a real threat that feeds off the fear of others.

"So, shall we begin?" Grogar said as the circle nodded before it began to plan for not only destroying Ozma but also resurrecting the Witch Grimm.

Emerald Forest.

During that night, when all the students and teachers were asleep, the Grimm seemed to be drawn to the mountain. Many Ursa, Beowolf, Nevermore, Deathstalker, and other small Grimm headed to the mountain only to cross the bridge and make their way into the abandoned arena that was left there by the humans who resided there a long time ago.

The Ursa Alpha that led the other Ursa Grimm sniffed the air as it walked towards the wall of the mountain before it pawed it until a shadowy wisp emerged from the mountain as the wall began to become covered in more shadows.

{Come...to...me...Give...me your... powers!} The statue within the wall shined brightly as the Grim began to become consumed by the wispy shadows until the statue's eyes glowed emerald green before the statue continued to unleash power until the statue shattered, causing the remaining Grimm to back away from the hole.

A loud sigh was heard in the hole as the sound of bones cracking permeated the air until a laugh was heard inside the hole. A small Boartusk walked near the hole until a liquid tentacle wrapped itself around the Boartusk and dragged the Grimm into the hole, where it was consumed by the creature that was once a statue.

The Changeling then walked out as the Grimm felt afraid of this creature; they looked to see that the Grimm before them was a black horse-like beast with shadow wisps escaping its mane while liquid darkness surrounded its body.

The Changeling had emerald green eyes as it smiled at the Grimm before it.

"Greetings, my fellow Grimm. I must say that it has been so long since I've seen many of my fellow kin stand before me when our mistress was with us until that coward Ozma and his annoying group of hunters sealed her away. Still, now that I'm back, it's time to locate the Sacred Relics and release our mistress from her captivity! The foolish humans shall learn to fear the darkness and the Grimm!" The Changeling roared in the air as the Grimm cheered before the Changeling looked at a human wearing a cloak as the ancient Grimm approached him.

"And just who are you human? Why have you come before me?" The Changeling asked as the human removed the hood of their cloak and bowed to Changeling, surprising it and the Grimm.

"That is because my people and I wish to bring magic back to our world and serve the Witch, who was our Queen and God before the Wizard sealed her away from Remnant." The human said as the Changeling was shocked by this before looking at the hood and seeing a familiar symbol.

"The eye of Salem. Are you part of the Cult of Grimm, correct? The humans who served Salem back in the days of Remnant when magic was in Remnant?" Changeling asked as the human nodded their head.

"Of course. My fellow brothers, sisters, and I wish to release Salem from her prison so she can create a better world than the Brother Gods did when they abandoned and destroyed our lives." The human said as the Changeling let a sinister smile appear on its lips.

"Then perhaps this will work in our favor. It will only be a matter of time until that Wizard senses I'm free, but how was I freed from my imprisonment?" Changeling asked as the human smiled and replied as she spoke to the Grimm.

"That is because of this." The human said as she took out a jewel orb that was dark purple, pulsing in the night with an eerie glow. "The Chaos Jewel. It absorbs Darkness and Chaos in the air before the energy is converted for the Grimm to gain power. I was able to give this to the Grimm in the forest before sending some your way to begin your release from your prison."

The Changeling was amazed by this before smiling. "Thank you, but I still feel weak due to my body being drained of its power. I need to feed once again on fear to regain my strength."

"And I have a perfect opportunity for you." The human said as she explained to the Grimm. "Beacon has a special orientation tomorrow. Children who wish to be the 'great saviors of mankind' shall be sent into the forest and unaware of the chaos that they will face when the ancient Grimm returns to feast on their fear and despair."

The Changeling Grimm smiled as she imagined it before looking at the human and asked.

"Intriguing proposition. May I have your name, little human?"

The human smiled as she took off the mask to reveal black eyes with crimson red irises. Her smile became sinister as she spoke to the Grimm.

"My name is Alice. The true daughter of Salem, the Witch Grimm." Alice said as she smiled a simple smile that showed joy at her bond with her mother. "And once we free Mother from her prison, then true chaos and darkness shall create a better world than this world. A world where I finally won't be alone."

Darkness and Light begin their journey as the next day will be when the forces of both sides clash for control of Remnant.

Scene!

Now Alice is an OC who will play a secondary antagonist, while Grogar will play the primary antagonist as they both wish to release Salem and bring forth a new world while also killing Ozma for what he did to them.

As for Yang, she is an idea I got from Devainart, known as Ice Yang, who is a more calculated and calm fighter, while Ruby is able to stand up for herself and be more confident, unlike her canon introverted self.

Weiss is a Faunus with Angel wings due to a Dust Incident that allowed her to become a Faunus, and she is the youngest of the trio instead of the middle child. Blake, on the other hand, is much stronger and more mature and doesn't hide the fact she's a Faunus.

Changeling is one of the seven Grimm that Salem created when she was the Witch Grimm and gave them each a sin to represent. Changeling was given Envy due to the Grimm being envious of others being able to experience emotions that the Grimm never could. Changeling wished to understand humans, but when humans ran from her and chased her away, all that did was fuel her rage and hatred for humans and how they would never accept her, even when she was able to think and now give into her base instincts.

Each of the seven Ancient Grimm has their past with humans and Faunus, so let's say that the hunters and huntresses will soon find out if what they're really fighting for is true or not.

See you all next time in orientation. Ta-Ta!