"Shit!" Sera Kallisto ducked under a swinging massive stone pillar as she ran through a clearing. "What the hell are we doing again?!"

"I don't know! Nothing's working on this thing!" Nora's voice came through her earpiece in an urgent tone. She cursed and pulled Jupiter out from behind her while maintaining a full sprint.

The five of them were in a heated battle with a massive Geist Grimm. Sera didn't really know what to expect, but it certainly wasn't a giant thing made of rock. In a word, it was enormous. Each pillar on its body was over twice as long as an Ursa. Two arms, two legs, and one giant boulder that made up its torso. In the middle of it was a Grimm-like mask that glared at them with a single glowing eye.

Sera slid on her knees to avoid another swing from the monster, turned on her heels to stop herself, then slammed her weapon into its stony leg. A long crack appeared in its surface, but the Grimm didn't even flinch at the hit. Instead, it looked down at her with its one eye glowing menacingly.

"Uh-oh…" she muttered. She threw Jupiter, its strap sliding along her shoulder until the guitar hung from her back, then she took off running.

"What are you doing?!" Ruby screeched through the earpiece. She and the others were in the treeline, waiting for their planned opportunity to strike.

"Running!" Sera replied while the massive Grimm stomped after her. "The hell does it look like?!"

"You're leading it away!" Jaune said.

Sera spotted a particularly thick tree in front of her and smiled wickedly. "Trust me."

Static came over the earpiece. She smirked. Once she was close enough to the tree, the huntress planted her foot on it and ran along it as far as she could. She focused her aura into the bottom of her heels like she'd done when fighting Junior and his goons, and in no time, she was above the Geist.

Sera kicked off of the tree and grabbed Jupiter while sailing above the Grimm's head. It tried to hit her with its stone arms, but just barely missed. She brought her hand down hard on the guitar's strings, blasting a powerful wave of sound into it.

The Geist screeched in response, a bone-chilling sound that made her wince. Sera landed nimbly behind the Grimm, then took off back to where she'd been instructed to lead it.

"Wait!" Jaune said in her ear. "That did something! When the sound hit it, it like, started to come out of the stone!"

Her eyebrows raised. "What does that mean?"

"Well, it's been protecting its face this whole time! I think the Geist is using that stuff to protect itself!"

"Well, duh," Ruby said. "Didn't you guys pay attention in Port's class?"

Sera watched carefully as the Geist lumbered over to her. "Rubes, I know you of all people aren't preaching about paying attention to Port."

"Yeah, well—Heads up!" she yelled.

The amnesiac dove to the side to avoid the Grimm's massive leg, and a column of dirt exploded where it hit the ground. "What's the plan, guys?" she asked urgently.

Silence was the only response. Sera's head went into overdrive while she tried to think of a way to take this thing down. Then the idea lit up like a lightbulb.

"NORA!" she yelled, and she was surprised to hear Jaune's voice say the same thing. Sera retreated away from the Grimm and pointed at it with a smile on her face. "SMASH!"

A manic cackle came through her earpiece, as well as from the trees in the distance. The others appeared from the treeline with their weapons drawn, apart from Jaune. He was temporarily defenseless. The reason they were fighting this Geist in the first place was because they'd undertaken an assignment from the nearest village to kill the Grimm terrorizing their town, and Jaune had left his weapons behind at a blacksmith to be upgraded.

A pink blur slammed into the Grimm and made its body shudder at the impact. Its left arm shattered into tiny shards and dust and rained to the ground.

"Okay, that did something!" Ruby said. She aimed Crescent Rose at the Geist and fired high-impact rounds towards it, but the creature just raised its remaining arm to shield itself.

A long and wiry black arm with scary claws protruded from where its arm had been, and the Geist shoved it into a fallen tree. The log quickly replaced its missing arm, and the monster was pretty much back at full strength.

"Great, it can do that!" Sera rolled her eyes as she ran towards it. "What now?"

"Guys," Jaune said. "You have to separate its limbs so you can go for the mask!"

Nora landed beside Sera and shot her an urgent look. "How do we do that if it keeps making new body parts?"

"Well, I can take this one down!" Ruby said. Another gunshot rang out and hit the Geist's new tree arm, and the whole thing erupted with flames.

"Yeah!" Jaune cheered.

Then the Geist turned on Sera and Nora, its eye glowing intensely. It lumbered towards them, preparing to swing its flaming arm.

Sera's eyes widened when the Grimm closed the distance much more quickly than it had moved before. She and Nora dove in opposite directions and Sera came up fast then took off running to regroup with her friends. "Bad idea! Bad idea!"

"Sorry!" Ruby disappeared in a flurry of rose petals and flew towards the large Grimm. Sera just kept running until she made it to Jaune and Ren. Nora split off to attack the Geist with Ruby, and the thing tried to swat at one and stomp at the other.

"Okay, go for the limbs?" Sera asked with Jupiter at her side.

Jaune nodded, his eyes never leaving the Grimm. "Yeah. Okay. Sera, you go for one leg. Nora, you go for the other. Bring it to the ground. Ren, try to distract it. Shoot at it, whatever. Just make sure they can take its legs out."

Ren nodded determinedly and readied his pistols. Then the three of them ran towards the Grimm. Sera was eager to get this over with. The Geist was starting to tick her off.

She slid a shard of ice dust into Jupiter and played a series of chords with the guitar pointed at its right leg. Blasts of whiteness hit its rocky surface and froze it in place, and the Geist didn't even notice until it tried to move. The rest of her dust impacted the rest of it and almost completely encased it in ice. With a fierce grin on her face, the huntress slammed Jupiter into its leg and watched it shatter. The entire leg broke into shards of frozen stone, and the Grimm struggled to stay upright.

Immediately after, Nora propelled herself forward with a blast from her hammer. She spun end over end towards the Geist until her hammer broke clean through its remaining leg and made the creature fall to the ground. The ground shook on impact and made Sera jump into the air.

"Okay, good!" Jaune said. "Now everyone go for the mask!"

Nice plan, but unfortunately it still had its arms. Ruby tried to shoot its face, but the Grimm reared its flaming arm and made her retreat. Its other arm swung towards Ren, but he was nimble enough to jump directly onto it and run towards its body.

A pair of scary-looking appendages came from the bottom of it and tried to find replacement legs, but there was just nothing nearby. Instead, the strange growths shot towards anyone they could find.

Sera yelped when something long and thick wrapped around her torso and lifted her into the air. Her arms were pinned under them, and she couldn't reach Jupiter's strings.

"Hey!" she exclaimed as she was yanked upwards. The black appendage flailed her around in the air and made her head spin. "Help!" she cried, voice fluctuating as she was tossed this way and that.

"Ruby!" Jaune pointed.

The silver-eyed girl was in mid-air after launching herself with Crescent Rose. When she saw the situation Sera was in, she pulled her scythe's trigger to send her flying towards the amnesiac.

"Gonna… Barf…!" Sera moaned as she was flailed back and forth. In a twisted moment, she imagined herself as a Yo-Yo in the Geist's hand.

She heard the sound of something being cut, followed by a high-pitched screech from the Grimm, and she suddenly dropped. Sera grunted when her back slammed into the ground. Her head was spinning and she felt like she was going to be sick, but she picked herself up as quickly as she could and held Jupiter tightly.

"Whoa…" she held her head with one hand in an attempt to stop the world from spinning. The remainder of the Grimm's appendage flailed about wildly and threw drops of black blood through the air. "Talk about vertigo."

"We're in a fight!" Nora reminded her.

Sera groaned and shook her head until she finally recovered. "Okay, I got this!" She fingered her guitar pick. "I'll get its attention, you guys kill it!"

"Got it!" Ruby readied Crescent Rose.

With a downward stroke, Jupiter loosed another powerful soundwave that made the Geist's mask vibrate with displeasure. Its remained limbs slammed against the ground and nearly took off Nora's head. Ren didn't hesitate to jump onto its main body and try to pry off the white mask with the points of his bladed pistols, but it wasn't coming easy.

"Hit it again!" the ninja shouted.

Sera gave a firm nod and held Jupiter in a more comfortable position. "Cover your ears!" She shouted while frantically twisting all of the instrument's knobs to max. She fingered the neck and allowed her pick to fly across its strings, a continuous stream of heavy metal blasting from the guitar.

The Geist screeched louder than ever and fought harder, but its mask started to come loose. Ren grunted with exertion and pulled as hard as he could, and finally, the skinny body of the Grimm's true form was yanked out of the stone.

It regarded the huntsmen with its cold gaze, then flew away from them as fast as it could. And straight towards Sera.

She was in her own little world, still playing Jupiter while her head bobbed to the music. Then she saw something wiry and kind of scary-looking flying straight for her, and she screamed. She slung Jupiter to her back and drew her shotgun. Both barrels exploded with gunfire, and the Geist was ripped apart by high-velocity pellets.

The creature hissed and dissipated into shadow in seconds. Sera panted hard, her eyes wild as she holstered her Boomstick. "Gods! That scared the hell out of me."

Ruby landed beside her with a wicked grin on her face. She put Crescent Rose away and laughed at the expression on her friend's face.

"Not funny," Sera grumbled and looked down at the shadowy pile of what was left of the Geist.

"It was a little funny," Nora cackled. "I've never heard you scream like that!"

"The thing was going straight for me!" she said indignantly.

Jaune and Ren appeared next to them. "Hey, at least it's dead," the blond said. "We can get back to the village now."

Sera smiled. "Yeah, and you can get your new gear, tough guy."

He looked a bit nervous about that. After all, he was using Pyrrha's armor to get that new gear. "Let's just hurry back. Wouldn't wanna keep them waiting," Jaune chuckled dryly.

The walk back to the village was uneventful. They spent most of it complementing the others on their actions during the fight, as well as pointing out areas that could be improved. For instance, Sera's lack of awareness when the Geist had been pulled from its body.

Once they made it back, the man who'd given them the assignment paid them and wished them luck on their future travels. Then they headed for the blacksmith shop to collect Jaune's gear. The blacksmith was a kind Faunus with tanned skin and strong arms, and a warm friendly aura.

"Well, look who's back! Just in time, too. I just put on the finishing touches," the tall smith smiled kindly. "I'll go grab it, you kids sit right there." He knocked on the counter and went into the back.

Jaune seemed skittish, so Sera patted him on the back in an attempt to reassure him. "Hey, it'll be okay. She would've wanted you to do this."

"I know," he exhaled. "It just doesn't seem… right."

Ruby gave a warm smile. "It'll be fine! Don't worry."

Then the blacksmith emerged from the back room carrying a heavy-looking chest piece. It looked fairly similar to the armor Jaune already had, but noticeably thicker and covered even more of his body. With the chest plate came a set of greaves, and finally, his new and improved sword and shield. At the top of the shield was a golden engraving that resembled Pyrrha's headpiece. Sera frowned at the engraving, but out of sadness for her lost friend and not disappointment of the gear or something like that.

"It'll be heavier than you're used to, but you'll be thankful for it in a fight," the blacksmith smiled. Jaune nodded, gazing at the gear sitting on the counter. Then the smith pointed at Sera with a sly grin on his face. "Don't think I've forgotten you, either."

She blanked. "Wait, what?"

Jaune chuckled and looked over at her. "I may have put in a special request for you."

Sera blinked uncertainly. "Special request? What kind?"

The blacksmith reached under the counter and pulled out a golden shield. She recognized it instantly, because it was Pyrrha's. It looked exactly like it had the last time she saw it, only now, violet engravings were inlaid on the outer rim on top of the already existing design of the shield. And there was a violet Omega symbol that looked similar to the style of Pyrrha's circlet in the dead center of it.

Sera's expression softened at the sight of it. She wasn't sure what to say or do. Meanwhile, Jaune was changing into his new armor while Ruby cackled at his Pumpkin Pete hoodie.

"Did you know about this too?" Ruby nudged her, still laughing.

"Huh? Oh, what? His hoodie? I thought it was funny too when I saw it," she chuckled lightly, still shaken from seeing Pyrrha's reimagined shield. The blacksmith held it out to her with a kind smile on his face. Sera took it hesitantly and gazed down at its polished metal. She ran a thumb over her symbol on the shield gently. "Probably gonna get in the way in a fight…" she murmured, unsure of how to pair a shield with her Igni or Jupiter.

"Put it on," the blacksmith smiled.

She did as he said and strapped the shield to her arm. It was heavy, but not uncomfortably so. She flexed her arm and held it in front of her to test its weight.

"Now tap the symbol in the middle," he mimicked touching something on his wrist.

Sera frowned and pushed on the Omega with two fingers. The symbol pressed inwards like a button, and the shield collapsed until it was a golden bracelet on her left wrist. She yelped at the sudden movement and tried to throw the shield away from her, but it was stuck to her arm.

Ruby giggled at the sight and immediately went in to get a closer look at the transformed gear. "Ooooh…" she cooed.

Sera inspected the golden bracelet, but now it looked sort of like a gauntlet. It reminded her of Yang's Ember Celica, but very different. It was mostly circular and melded against her skin smoothly. The Omega symbol gleamed in the light, along with the gilded metal. When she turned her wrist, the leather strap was still bound like it was when she'd tightened it.

"Okay, that's pretty cool," she commented. The blacksmith nodded in thanks for his handiwork.

"I figured you could use a little extra protection," Jaune put a hand on her shoulder. "Plus, now we both have a part of her with us."

Sera nodded gratefully and looked down at her new bracelet. She pressed on the symbol again, and it expanded into a shield in an instant. "Thank you," she looked at Jaune.

He gave a small smile. "Don't worry about it. I'd feel bad if I was the only one who got something out of this." He gestured to his new armor and weapon.

"Now I just need to figure out how to use it with these," she hooked a thumb to her sword and guitar.

The blacksmith inspected the weapon that hung behind her. His eyes widened slightly, and Sera wasn't sure what the problem was.

"Something wrong?" she raised an eyebrow.

"That guitar…" he rubbed his chin. "May I see it?"

Sera blinked and collapsed her shield. "Uh, sure?" She unslung Jupiter and held it out to him. He took in gingerly and ran his gloved fingers along its neck. After a moment, he smirked and set it down on the counter.

"Did Janus forge this?" he asked rather quietly.

Her eyes widened. The woman who'd helped her make Igneous Amethyst and then later forged Jupiter for her was a blacksmith in Vale. She hadn't really thought about Janus in a while, but now she wondered if she'd survived The Fall.

"Yeah, she did," she nodded. "How'd you know?"

The blacksmith lifted Jupiter and pointed at a small symbol on the bottom of its neck. "This is her signature. Man, I haven't seen it in a while…" He ran his hand along the guitar before holding it out for Sera.

When she took it, she examined the symbol he mentioned. Sure enough, a tiny logo of a key in a circle was engraved into it. She wasn't sure why she hadn't noticed before.

"Did you know her?"

He laughed. "Know her? She was my wife."

Sera's mouth fell open.

"Small world, huh? How is she?"

"I'm… Not sure. I haven't seen her since before Vale fell. But she was doing well. Even had a nice little shop with so many different weapons, I don't even remember what any of them did."

He smiled wider. "That's good to hear. If anyone survived that night, I know she did."

"Especially if she has a shop full of weapons," Nora commented. Ren nudged her.

Sera smiled back at him. "Yeah. Yeah, I'm sure she did. That's one tough broad."

"Oh, she is," he said with wide eyes. "That woman is scarier than any Grimm I've met. Thank you for telling me that, I haven't seen her in… gods, I don't even know how long. But she always had a dream of setting up a shop in a big city like Vale."

She put Jupiter away and flashed one last smile. "Thanks for everything. If I see her again, you'll be the first to know."

He waved and nodded in thanks. "Take care, all of you."

The five of them filed out of the workshop and stepped into bright daylight. Sera ran her fingers across the bracelet on her wrist and gazed down the street. When the others started to stroll down the road, she hurried after them.

Another weapon to the arsenal, she thought.

. . .

When it finally got dark and they set up camp, Sera volunteered to take first watch again. Truthfully, she was just too restless to sleep. At some point, Jaune went into the woods while the others slept. She already knew what he going to do—get a bit of training in with his new gear.

After the day she had, Sera didn't feel like doing any more fighting. She just sat against a thick tree and gazed into the campfire to enjoy the silence of the forest. Ruby mumbled in her sleep and shifted a bit before going still again.

Sera chuckled quietly and shook her head. She chewed her lip indecisively before finally pressing down on her bracelet to let Pyrrha's shield expand to its full size. She held it in her lap and ran her fingers along its surface.

"I'm sorry, Pyrrha. You of all people didn't deserve what happened that night…" she cradled the shield in her arms and closed her eyes tightly. "I miss you."

She wasn't sure when, but she eventually fell asleep like that. She floated through the same dreamscape aimlessly. If she had her body, she'd be sagging with her head down.

At some point she jolted awake and looked around in high alert. But it was only Jaune. He'd tapped her shoulder to wake her up when he came back from his late night training.

Sera rubbed her eyes and looked up at him. Apparently, he was in a similar mood that she was because of his new armor.

"You okay?" he asked quietly.

She nodded and swept her hair back out of her face. "Yeah, just…"

"Me too," he said gravely. "Come on, I'll take next watch while you get some sleep."

She just nodded absently and strapped the collapsed shield to her wrist again before crawling into her bedroll. Once she was comfortable and warm by the fire, the huntress took one last look at Jaune before closing her eyes.

. . .

The next day, the five of them were walking down the wide dirt path lit only by a beam of moonlight when they came upon the ruins of an old town. However, it looked like it had been under construction before it was mysteriously abandoned. The buildings were half-built and there were piles of unused timber sitting against the wall. All in all, it looked rather clean. If it wasn't for the random piles of splintered wood and layers of dust covering the stone.

They came upon a wooden sign that pointed towards the town, and its name had been scratched out with a knife.

"Oniyuri?" Ruby asked with a raised eyebrow.

Ren frowned at the sign and kept walking. When they made it into the town, things only got creepier. It was like walking through a ghost town, and Sera could practically feel the hands of invisible specters grabbing at her.

"What the hell is up with this place?" she muttered, scanning the buildings. Her hair stood on end and every one of her senses screamed at her to get ready for a fight. Just to comfort herself, she held Igni's hilt in its scabbard and kept walking.

"A failed village," Ren said solemnly. "It was an attempt to start up a new home for anyone in need. Humans, Faunus. It didn't matter. Think of it like Vale's Mountain Glenn. Oniyuri was supposed to be a safe haven."

Ruby held Crescent Rose tightly and gazed at a collapsed building. "But… what happened?"

Ren halted and turned to them. "What always happens?"

Sera tensed. "The Grimm."

"Yes," he nodded stiffly. "One night, this… this one Grimm in particular attacked the town. And this is the result," he gestured to the ruins around them.

Nora put a supportive hand on his shoulder. Her eyes looked sad. Sera knew they'd been together since they were little, orphaned at a young age. But they never said how that happened. Judging by the way they were acting, she had a pretty good feeling.

She was about to ask about it just to get some clarification, but she never got the chance.

Ren suddenly drew his pistols and looked behind them. Everyone else turned to see what he was looking at and drew their own weapons in response. Sera was a bit slow on the uptake, turned around questioningly to see what all the commotion was about. What she saw, she didn't like.

A pair of men strolled into Oniyuri with faces of steely calm. One of them had a large sword resting against his shoulder, and the other kept his hand on a hilt sticking up from his waist.

Sera recognized them immediately. Her face tightened with anger at the sight of them and she drew Igni from her back.

"Magnus," Jaune's eyes narrowed.

Ruby looked at him questioningly. "You know that guy?"

He nodded and drew his sword. The two men kept walking, as if they didn't have a care in the world. Sera clenched her jaw, her hand gripping her sword tightly.

"Yeah, we know him," she said. "That other guy is Carrot Top. He's one of the guys that attacked me and Yang."

Phoenix scoffed. "Carrot Top? Seriously? Man, you're not the most imaginative kid, are you?"

"Shut your gods-damned face," she raised her sword. "Now, what the actual fuck do you two want?"

Carrot Top grinned and glanced between her and Magnus as if he was thinking, is this chick serious?

"Why do you think, girl?" Phoenix smiled wickedly. "We came for you," then he pointed at Ruby. "And you, too. The one with the silver eyes."

Ruby flinched. "What? Me? Why me? And why did you even come here in the first place?!"

He smiled wider. "Wouldn't you like to know?"

"Enough talking," Magnus hefted his sword.

Nora, Ren, and Ruby readied their weapons and glared daggers at the two of them. Jaune raised his shield, his hand tightening on his sword's hilt.

Sera just smirked and rested Igni on her shoulder. "Yeah, because that went so well for you last time. Both of you. If I remember right," she rubbed her chin with her free hand. "I blasted you off the top of Beacon Tower, and you ran away like a little bitch when I killed your friend."

She didn't really like saying that. Every day, she regretted what happened that afternoon in Patch. She'd accidentally killed a man and just left him in the street. What would Ozpin say about that? Probably something like, "You did what you had to do to survive, and you should not blame yourself for the outcome," and then something about moral code and yada yada yada.

Still, it felt kind of nice to throw that in the guy's face. He wanted to come kidnap her and take her to Salem? Good luck, bud. Over her dead body.

"We'd like to see you try and take them," Nora hefted her hammer. "Don't know if you geniuses noticed, but you're outnumbered."

Carrot Top smiled again. Man, Sera was really tired of seeing this weirdo's face. "Maybe you do. But in a few seconds, that won't matter."

"The heck does that mean?" Jaune muttered.

"It means, dear cousin," Magnus said. "Head's up."

Sera whirled around just in time to see a pair of wrist blades coming down on her. How this guy had managed to sneak up on them like that, she had no idea. Fortunately, she was fast enough to catch the blades on the edge of her sword. She gritted her teeth and tried to shove him back, but the guy was way stronger than he looked. Yellow eyes peered down at her with manic light in them, and she did her best to maintain the stare-off. She could hear footsteps approaching behind her, and some of her friends ran forward to intercept Magnus and Phoenix. Ruby stayed behind and tried to take a swing at the newest addition to the party, but he cackled like a maniac and twisted backwards to avoid her scythe.

Now that she could take a proper look at this guy, he was a weirdo. A brown trench coat over white clothes that were split in the middle to reveal his lean, muscled chest, a long, braided ponytail, and that pair of strange wrist blades. He was tall and lean, but he stayed low to the ground. The guy giggled like a crazy person and flashed his weapons. Then Sera saw a long appendage flexing behind him and she raised an eyebrow. It was black and glistened in the dim light of the moon, with a hooked tip. After a moment, she realized it was a scorpion tail.

"Who's this joker?" she muttered, eyes never leaving the creep in front of her.

"I don't know," Ruby said. "But if he wants a fight, he'll get one."

"Oh, my dear. It won't be a fight, I promise," he cackled.

"Ew," Sera frowned. She glanced over her shoulder to get an idea of how the others were doing. Nora and Ren took on Carrot Top while Jaune 1v1'd his cousin. It seemed to be going rather well, but Jaune had to play it safe since Magnus's sword had a much greater reach than his. Something was wrong, though… Sera's seen Magnus fight. She'd even fought him herself. He wasn't moving as fast as he did in Beacon. He seemed sluggish. Hesitant, even. Before she could think about it further, the new guy laughed like a maniac and lunged at her.

She evaded to the right and swung her sword with one hand to swipe behind her. He caught it on his long tail and tried to wrap it up before yanking it out of her hand. Fortunately, Sera was quick on the draw. She pulled a shard of red dust out of her jacket pocket and slid it into Igni's hilt, and the sword erupted in violet flames.

"Argh!" he let go of the flaming sword. The man seethed, his eyes glaring into Sera's.

"Yeah, back off, weirdo," she mumbled.

Ruby rushed forward and spun, Crescent Rose slicing through the air like a violent blender as she flew towards him. Their attacker raised his wrist blades and widened his stance to block the attack, but Ruby was much faster than he'd anticipated. Her scythe went through his guard, and he was forced to dodge aside to avoid her.

"Who the hell even are you?" Sera demanded, glancing over to see how the others were doing. Ren was in an intense power struggle with Carrot Top, and Jaune was blocking attacks from his cousin and trying to land some of his own. The two of them seemed to be talking as they fought, and Jaune's voice was noticeably more emotional than Magnus's.

The weird one stood up straight and flashed a manic grin. Sera could tell this guy was a killer. That much was obvious. How much he liked doing it though, she'd rather not know.

"Tyrian Callows, at your service," he bowed deeply, his braided ponytail dipping to the ground. Then he glanced up and locked eyes with her.

Sera shuddered as a chill went up her spine. What the heck was this guy's deal? She held her sword tighter and prepared herself for an attack. This Tyrian was unpredictable, so she had to be ready.

"Come with me, children," he smiled creepily. "No one has to get hurt. Well, most of you don't have to get hurt." He cackled and clawed at his own head.

Yep, Sera did not like this guy.

"Fat chance," she muttered.

Tyrian was still laughing like a psycho and scratching at his head like he wanted to get to the center of a Tootsie Pop. While he was distracted, she snuck her scroll out of her pocket and tried to call Qrow. The signal was low, and she tried not to audibly groan.

"Yeah," Ruby said, but she looked a bit nervous. Sera couldn't blame her. This guy was weird. "We're not going anywhere with you."

Tyrian froze and slowly looked over to her. A broad smile spread across his face. "Not willingly, at least."

Then he rushed them.

Ren and Nora were faring pretty well against Phoenix. Then again, it was a two-on-one fight. He seemed to be trying to get to Sera, but every time he tried, one of them was there to block his path. He was pretty good with that katana, but Ren was familiar enough with that kind of blade to defend against it. Nora did what she did best, which was to smash anything in her path.

"Why?!" Jaune demanded as he knocked aside a strike from his cousin. "Why are you doing this?!"

Magnus said nothing. His face was a mask of steel calmness as he deflected Jaune's attacks. "You were always annoying," he grumbled. The taller man batted aside Jaune's sword and hit him square in the abdomen, knocking the air from his lungs. Jaune doubled over and clutched his chest. He was reeling from the mix of emotions he was feeling. He thought he'd handled all this after The Fall, but seeing Magnus again just reignited everything he'd felt that night. Jaune's family was always extremely close, so when he discovered that his long-lost cousin was some kind of sinister member of an evil organization, he was at a loss.

He picked his sword up and shot a glare at his much taller cousin. "We are not family anymore."

Magnus regarded him with a cold gaze. "I was never a part of your family. But I hated you the least, Jaune." He raised his sword.

A fierce war cry erupted from Jaune as he lunged forward.

Ruby and Sera were fighting as hard as they could against Tyrian, but their attacks just weren't hitting home as hard as they needed to. Tyrian's body twisted and bent in almost unnatural ways to avoid their weapons and attack in strange ways. It was like every part of his body was all joined together in one big weapon. Each limb acted on their own, and even if they were working together, they just couldn't land a damaging hit.

It was starting to piss Sera off.

She tightened her jaw and looked to Ruby. Each of them were on either side of their opponent. They nodded at each other.

"Rose Petal Regalia!" Ruby barked the order.

Sera smirked and lunged Tyrian while Ruby disappeared in a flurry of rose petals. She encircled him and drew his attention, giving Sera the opportunity she needed. The huntress slid on the ground baseball style and swung Igni into his legs.

Simultaneously, Ruby attacked from above. Her rose petals dissipated and left behind an angry teenager. Ruby used the recoil from Crescent Rose to blast herself to the ground and swing the scythe as hard as she could.

Their attacks hit true, and Tyrian was comically sent spinning to the ground as Sera took his legs out from under him and Ruby hooked Crescent Rose around his neck to bring him down.

Despite everything, Sera laughed. It was just too funny. Ruby managed to let out a nervous giggle as well when Tyrian was sent sprawling across the ground.

The psycho roared with manic anger and jumped to his feet, teeth bared. "You think this is funny?!"

"I mean a little bit, ye—" she started.

Sera grunted as she was kicked away, body rolling across the ground. When she came to a stop, she gritted her teeth and slammed her fist into the stone below her. She jumped to her feet, chiding herself for taking a hit like that.

Ruby and Tyrian were locked in intense combat, but the scythe-wielder was quickly getting overpowered. Tyrian was much more skilled than they'd originally thought. He was fast, precise, and unpredictable. A triple whammy of nastiness. Ruby's face was tight with focus, but even she wasn't fast enough to block every attack sent her way. Tyrian's blades were a blur, and his tail frequently tried to knock her off balance.

Sera deactivated the fire on Igni's blade and sheathed it smoothly into its scabbard before drawing Jupiter, transforming it into an axe. She put two fingers to her mouth and whistled loudly. Tyrian whipped his head around, ponytail flying through the air. When he saw that she was holding a new weapon, a creepy smile spread across his face.

"Well, this got interesting," he mused.

"Ruby, go help the others," she said, eyes glued to the maniac that was strolling towards her.

"But—"

"Go help the others!" she glared at the younger girl, eyes suddenly glowing red in the dimly lit ruined village.

"Eep!" she darted away and hurried over to Jaune in a flurry of rose petals.

"Ooh, that's a neat trick," Tyrian cackled, his tail flicking in the air behind him.

Sera just glared at him. She wasn't sure how she'd done it, but she could feel that her eyes were different. It probably had something to do with all the anger she was feeling, and the need to protect her friends. She had a promise to keep, after all. These three intended to capture her and Ruby. She wouldn't let them. And she wasn't sure how long she could keep this glowy-eye thing up.

"Cinder said you could do that, but I didn't believe it until just now," he peered at her face.

Her lip curled at the mention of Cinder. "Where's she at? Doesn't Cindy want to come out and play, too? Or is she afraid to come finish the job herself?"

Tyrian cackled. "Oh, I like you. I'm afraid Cinder is still much too injured from the silver-eyed girl."

"Good. She deserves it," Sera tightened her grip on Jupiter. Then she lunged, aiming to bring the head of her axe onto Tyrian's face. He twisted and fell onto his shoulders, bracing his hands onto the ground before propelling himself upwards to kick her in the chest.

She saw it coming a mile away. The huntress spun to avoid the attack and swung her axe towards him. Tyrian brought his hands up fast and blocked it. He used his tail to balance himself in the air, or he would've fallen over. Sera exhaled briefly and twisted on her heel to take another swing, but much too slowly. Tyrian ducked inside of her strike and brought his gauntlets under her chin, and Sera was launched backwards and into a low concrete wall. The stone crunched when she collided with it and blew a dust cloud all around her. She saw her own aura flickering through it.

With a groan, she planted the head of her axe on the ground and picked herself up. Tyrian appeared directly in front of her through the cloud of dust, a wild grin on his face and a manic light in his yellow eyes.

Sera's eyes widened. She tried to lift Jupiter to block his attack, but she wouldn't have made it in time. She tightened her body and squeezed her eyes shut, preparing for the blow.

Tyrian struck her in the side and sent her flying again. She landed on her side and slid across the ground for several feet before finally coming to a stop.

"Ow," she muttered. She winced and picked herself up. Tyrian was strolling towards her with his wrist blades at his sides and his tail flicking behind him.

Looking to the side, she was pleased to see that her friends weren't being beaten as bad as she was. Ruby and Jaune worked like a team to fight Magnus, and they were winning. There wasn't much the tall blond could do against their combined attacks. Nora and Ren were having a little less luck. Carrot Top was fast with that sword, flicking it from side to side with ease to hit each of them.

"This is too good," Tyrian cackled. "All that bravado and tough talk, yet you can't back it up. I don't see why they had so much trouble with you before."

Sera gritted her teeth and hefted her axe. Her aura may have been low, but she had a lot of fight left in her. She had a job to do.

"Just try that again, you fuckin' psycho," she smirked. "I dare you."

Tyrian tilted his head to the side and smiled wickedly. "As you wish."

He rushed her in a flurry of spinning blades and psychotic laughter. Sera blocked the first hit and spun to the side, bringing her knee into the maniac's ribs. He grunted at the impact, eyes bulging slightly.

Sera spun in the air and kicked him in the back of the head, suddenly reenergized. She smiled and quickly put Jupiter away before drawing her shotgun and blasted him in the back. Tyrian stumbled forward and hissed angrily, his body trembling.

He spun around and tried to smack her aside with his tail, but she saw it coming. The huntress caught his scorpion tail and yelled with exertion as she swung him away from her. He went sailing away until he smashed into a nearly collapsed building. Apparently, she'd hit the last support beam keeping the structure up. The building fully collapsed, and she could hear Tyrian scream in agony when it did.

She smirked and quickly replaced the lost shell in her shotgun before holstering it. Unsheathing Igneous Amethyst, she ran towards where Tyrian had gone. As soon as she got within thirty feet of it, the maniac erupted from the building covered in dust. His eyes were full of rage, and his body tensed like a panther.

He roared and ran at her, using his dual gauntlets to unleash a flurry of attacks. Sera slapped her wrist and raised her arm to block the barrage of strikes. Her arm jolted with the impact and made her teeth chatter. She planted her feet and held her shield arm with her free hand to steady herself.

Then she ran to the side and smacked Tyrian on the side of the head with her shield to knock him away. She immediately rushed forward and took a swing at him. Tyrian's tail suddenly wrapped around her arm and froze her in place.

She tried to yank her hand away, but it was held fast. A creepy smile crept across the psycho's face, then he threw her to the side and towards his comrades.

Sera hit the ground hard and got to her feet again. "I'm getting really tired of being tossed around," she clenched her jaw.

"Sera!" someone shouted.

She whipped her head up to see Tyrian's manic grin. His tail was just feet away from her, heading straight for her chest. The huntress raised her shield, but too slowly. She squeezed her eyes shut and prepared for the worst.

CLANG

Sera kept her eyes shut. Her heart pounded in her chest like a jackhammer. But… she felt no pain. She hadn't been hit. She looked up from behind her shield and found a familiar, smirking face looking down at her.

"Hey, Snowball," Qrow said. He'd caught Tyrian's tail with Harbinger, and he was holding the sword behind his back so he could look down at her.

Relief washed over her and made her smile broadly. Then that feeling quickly evaporated and she frowned. "About gods-damned time, old man! What, were you on vacation?"

Qrow chuckled. "Something like that." Then he whirled around and dislodged the scorpion tail to face Tyrian.

The psycho's expression melted and was replaced with a fierce smile when he realized who'd shown up to the party. "Qrow Branwen," he laughed. "Decided to show up and save the day before we could whisk these two away to the magical castle?"

Qrow raised an eyebrow and glanced at Sera. She could only shrug in response. Ruby appeared at her side and shot a glare at the weirdo in front of them.

"I don't know, this guy's fuckin' strange. Kinda rape-y too."

"Uncle Qrow!" Ruby said happily.

"Seems like it," he hefted Harbinger. "Hey, kiddo. Why don't you two go help your friends. I'll take care of this creep."

Ruby pulled the bolt of Crescent Rose to send another round into the chamber. "We're not going to just leave you alone."

Sera tapped her wrist to collapse her shield into its bracelet form. "You got it," she told Qrow. "I want some payback. Come on, Rubes." She put a hand on her shoulder, but Ruby shook it off.

"I want to help my uncle," she protested.

"This is getting boring!" Tyrian rushed them. Qrow jumped in front of the two girls and sent Tyrian flying with his sword.

"Go!" Qrow urged.

Sera sucked her teeth in an inhale. "Ruby, come on! He can handle the psycho until we deal with the others. Then we'll all jump in to help."

Ruby was still staring at Tyrian with calculating eyes. Just when Sera was about to grab her hand and pull her away, she met the amnesiac's eyes. "Okay. But if he needs help, I'm helping him!"

"That's fine!" she said impatiently while she looked to the other fight going on. She saw Magnus and Carrot Top back-to-back while fending off the others. 'Great! They're working together now!'

She groaned and ran towards the others. Ruby chased her, disappearing into rose petals to fly to the fight.

"Finally!" Nora exclaimed as she dodged an attack from Magnus. "These guys were starting to get annoying!"

Phoenix's eyes flew to look at Sera and Ruby rapidly approaching. He smiled, eager to pay her back for what she'd done to Minos.

Sera drew Igni and leapt into battle. Her sword and Phoenix's clashed together in an eruption of sparks until they were fighting for dominance in a power struggle.

"Leave my friends alone," she said through clenched teeth.

He laughed. "Or what, Red Eyes? You gonna kill us too?"

She faltered slightly, but it was enough for Phoenix to kick her back and dislodge their swords. He rushed forth and attacked so quickly, she barely had time to block or deflect most of them.

Sera backed up to get some breathing room, but he didn't give her the opportunity. She was getting angrier, and she could feel it coursing through her limbs. The amnesiac feinted an attack and caught him in the shoulder, and Phoenix stumbled backwards with both hands on his katana.

Behind her, Ruby and the others were getting the upper hand on Magnus. Qrow was still fighting viciously against Tyrian, but it was just about an even fight. Qrow took a hit that sent him flying through the air.

"Come on!" Phoenix yelled as he parried Igni. "Is that all you got?!"

She gripped her sword tighter and charged. Sera gave it everything she had, swinging Igni and kicking and punching to deliver a barrage of powerful attacks to the orange-haired villain. He tried to dodge and deflect the blows, but she was too fast.

Her mind flashed back to one of hers and Pyrrha's training sessions. She mimicked the familiar pattern perfectly. Their swords crossed again with her arms fully extended, and Igni didn't even waver. Her arms were strong. Her feet were planted. Her core was tightened. She was feeling good.

Sera yelled and withdrew her sword before swinging again, and Phoenix couldn't block it. Igni crashed into his side and sent him flying until he hit a distant wall and formed a Carrot Top-shaped crater in the stone.

She turned around and rushed Magnus without a second thought.

"Hey, you big bastard!" she yelled and slammed into him. Magnus sprawled across the ground and grunted irritably.

Ruby looked down at the fallen blond and frowned. "I'm gonna go help my uncle. You guys can handle it from here."

Sera nodded and twirled Igni in her hand. "Ren, Nora—you two go make sure the orange one isn't going to be a problem anymore. Jaune and I have unfinished business."

"You're damn right we do," Jaune raised his sword and shield.

Nora's expression softened. "Okay. Be safe, you two." Then she took off towards Phoenix, who was finally pulling himself out of the wall. Ren nodded silently and followed her, his pistols at the ready.

Magnus laughed hollowly as he rose to one knee. He looked beaten and kind of hurt, but not because of the fight. Well, the fight too, but still.

Jaune's eyes narrowed at him. "What the hell are you laughing at?"

The taller man stood to his full height and visibly struggled to lift his sword. It did look pretty heavy.

"It's just funny that you think you can fight what's coming," he leaned onto his sword. "No one can fight her. Not your friends, not you, not that huntsman, or even me. You certainly can't." He directed that last bit at Sera.

"Her…?" Jaune faltered. "Who, Cinder?"

Sera frowned and rested Igni onto her shoulder. "Just watch me. Actually…" she gripped her sword with both hands and lowered it to Magnus's eyes. "On second thought, I don't think you're going to be around that long. You killed Cerulean. You probably didn't even know her name, did you?" Sera raised her sword. When Magnus opened his mouth to speak, she swung.

"Sera, wait!" Jaune reached out to her.

Something green suddenly erupted out of Magnus and propelled the huntress backwards. Her sword bounced against it harmlessly and the thing hit her like a giant balloon. She landed on her back hard, the air escaped from her lungs.

Sera looked up to see a bubble of thick green aura surrounding Magnus. He was visible through it and tinted green. A sly smirk was on his face.

"Neat trick," she grumbled as she picked up her sword and got to her feet.

Jaune stared at the bubble with his shield raised. Magnus rose to his full height, and the bubble disappeared.

'Must be his semblance,' she thought as she stared him down. 'It'd probably explain how he survived that fall. Wait,' her eyes widened slightly and focused on his shoulder. 'I shot him. I wonder…'

To be honest, she was surprised she hadn't thought of it earlier. Then again, she'd tried her hardest to suppress the events of the Fall of Beacon out of her mind. But if she can land just the right blow…

With Igni in hand, she ran towards him with one target in mind. Apparently, Magnus wasn't quite as hurt as he'd made out. His sword moved in a flash, deflecting Sera's attack.

Jaune rushed in and landed a pretty good hit with his new sword. His cousin was shoved forward, and directly into Sera's next attack. She struck him in his bad shoulder, and Magnus cried out.

Sera smirked down at him and twirled her sword in her hand. "How's that shoulder, bud?"

He growled and glared at her. "I'm really starting to hate you."

Jaune went to stand next to her, looking at Magnus with distaste. "What do you think?"

She opened her mouth to speak, but out of nowhere, something suddenly slammed into her side and sent her sprawling. Sounds of combat filled her ears, and she looked up to see Jaune taking on Magnus and Phoenix. Nora and Ren looked hurt on the ground, but they were getting up. How this guy had managed to take them both out, she wasn't sure. He did give Yang a run for her money, so maybe he's a decent fighter after all. One more problem to deal with, she thought.

Jaune cried out and her attention went back to him. Phoenix had him by the throat and his sword poised to strike. Magnus was picking himself off the ground, his face twisted with discomfort and his limbs shaking. Jaune's eyes were wide. A groan escaped his lips as Phoenix's fingers tightened around his neck.

She flashed back to that night. That terrible night that's haunted her dreams, when she'd watched, unable to even move her own body as Cerulean and Pyrrha were both fatally injured right in front of her. Something snapped within her, and she screamed.

A wave of violet aura erupted around her like a blazing fire and shoved everyone near her back with force like an explosion. Jaune fell onto his side and gazed at the burning inferno of purple. Phoenix twisted in the air and landed on his feet, but Sera's aura dominated his view. Magnus was blasted onto his back and he could only watch the transformation taking place.

Across the ruined village, Qrow, Ruby, and Tyrian froze mid-fight to see what all the commotion was about. Qrow's face went slack as he realized what was happening, and Ruby stared with wonder. Meanwhile, a broad smile spread across Tyrian's face and his yellow eyes danced with manic light.

"What the heck is that?" Ruby murmured.

"Something bad," Qrow said.

Tyrian cackled and flicked his wrist blades together to create sparks in the night. "Oh, this just gets better and better!" He launched himself at them again, and they were forced to go on the defensive.

Sera's scream reverberated through the town and her aura burned brightly until it all came to an abrupt halt. The violet light dissipated until only she remained. Purple sparks of aura danced along her body. Across her arms, legs, and everywhere else as if she herself was charged with electricity. Her burning red eyes stared at Phoenix unwaveringly, like a Grimm's staring through darkness.

She brought her arm up and inspected it, seeing that her skin had paled until it was as white as snow and black and red veins ran along the back of her hand and under her jacket sleeve. Her nails were as black as night, which she found a little odd. On top of that, she could feel her body course with energy and strength. Power. She was restless, skin prickling at the new energy running beneath it. There was anger, too. A tidal wave of rage that washed over her like water and coursed through her veins. She closed her eyes and focused her eyes to force it down. When she exhaled, the rage subsided enough for her to think clearly.

This was the power she'd used to fight Cinder on top of Beacon Tower and force that other presence out of her mind. One way or another, the only reason she could use this transformed state was because of her. Sera wasn't sure how to feel about that, but she could worry about it later. Right now, she needed to protect her friends. She couldn't do that before, but she'd sure as hell do it now.

"Huh," she flexed her fingers and turned her hand back and forth before curling it in to a fist. "Cool."

Phoenix gripped his sword tightly as he gazed at her. "The hell is this? She looks just like—"

"Not this again…" Magnus groaned as he got to his feet.

The orange-head turned to him with narrowed eyes. "You knew about this?"

Magnus said nothing. He hefted his sword, but he could hardly hold it up. It was amazing he'd lasted this long, but he'd have to thank his constitution for that. His arms shook under the weight of his blade and his eyes swam with lightheadedness.

Jaune's mouth fell open at the sight of her, his eyes not believing what they were seeing. "Sera…?"

She picked her sword off the ground and sheathed it into its scabbard. Then she lifted her arm and motioned her hand towards herself, beckoning a challenge.

Phoenix gritted his teeth and rushed her. He closed the distance in seconds and yelled a fierce cry as he brought his thin blade onto her. Sera's shield appeared in a split-second, and she knocked his attack away. Surprise filled his face at how easily she'd deflected his sword. She smirked and spun on her heel, kicking him in the chest.

Phoenix seethed and lunged again. The huntress ducked inside of his swing and brought her shield up hard to slam into his chin, then she reared back and struck him across the face hard enough to send him skidding along the ground.

Sera looked at her fist, amazed by how powerful that punch was. She smiled and drew her shotgun before turning her eyes to the orange-haired katana wielder. "Neat."

He picked himself off the ground and glared at his opponent. "You bitch! How are you so strong now?!"

Jaune scrambled to his feet and readied his sword to hit Phoenix, but when he saw Sera raise her hand in 'stop' gesture, he froze. She nodded her head at Ren and Nora. The message was clear, but he didn't want to just abandon her. Then again… it seems like she had the situation under control.

He ran for his teammates to see if they were okay and glanced over his shoulder to get one last look at Sera's transformed state.

She aimed her shotgun one-handed at Phoenix, cold eyes staring at him without a hint of fear or nervousness. "Wanna try that again?"

A gunshot rang out and drew her attention, followed by a scream of agony that carried across the entire village. She saw Ruby with her scythe ready to strike, with Qrow behind her. Only something was wrong. He was clutching his abdomen with a pained expression on his face. Meanwhile, Tyrian was writhing in agony while his tail flew and writhed through the air like a loose firehose. Even from this distance, she could see the severed stinger laying on the ground. It didn't take long to figure out what happened.

'Atta girl, Rubes.' Sera smirked and turned back to Phoenix. Only he was gone.

"What?!" she exclaimed and looked from side to side.

Then the orange-haired man appeared directly in front of her in a flash of movement. His eyes were narrowed and his sword was aimed directly at her chest.

Sera's eyes went wide. Again, she flashed back to the night Beacon fell. It wasn't a katana moving for her that she saw, but Cinder's black sword that had run her through and almost killed her.

Her senses went into overdrive as the sword neared her, and everything seemed to slow down as her heartbeat quickened. She felt a sudden mental tug that sapped strength from her aura and made her feel a bit weak. She soon realized that she hadn't imagined when time seemed to slow to a crawl. The huntress blinked and jumped to the side, just in time for that mental pull to release. Phoenix moved at full-speed, his eyes widening when he'd realized his target was no longer in front of him.

"What-?" he exclaimed.

Sera quickly aimed her shotgun and pulled the trigger. Both shells hit him in the side and blasted him away with his aura flickering weakly.

Tyrian landed in front of her with a look of hatred in his eyes. His severed tail dripped a deep purple liquid that made the stone beneath him sizzle and hiss.

"We'll settle this another time," he seethed, eyes glaring at her like he wanted to strangle her. He looked back at Phoenix, who was groaning and picking himself off the ground. "On your feet, moron! We're leaving."

"Like hell you are," Sera grumbled and reloaded her shotgun. When she lifted her arm to aim it again, the psycho and Carrot Top were gone. The only trace that they'd been there was the sizzling concrete from Tyrian's venom.

Sera sucked her teeth and searched the area, but they were just gone. Magnus was missing as well, but she wasn't sure when he'd slipped away. Ren, Nora, and Jaune were walking towards her. The boys had her arms on their shoulders and helped her to walk while Ren carried her hammer. Qrow was limping towards her with his hand clutching his abdomen and Ruby walked beside him with Crescent Rose pressed to her shoulder its sniper form in case their attackers reappeared.

"Damn it," Sera cursed and holstered her shotgun before collapsing her shield. "Is everyone okay?"

They didn't answer. All eyes were on her in a mixture of shock and amazement.

"Sera?" Ruby asked in a small voice.

She raised an eyebrow questioningly. Then realization dawned upon her. She glanced down and lifted her arms, seeing that her hands were still as white as snow and covered in black and red veins.

"Oh. Right…"

"What's… Going on?" Nora asked, her eyes glued to her.

Sera scratched the back of her head and smiled nervously. Coincidentally, her skin slowly became flush with color as its usual shade returned. The veins retracted into her sleeves, and her irises morphed until they were their normal violet color and the blackness of her eyes lightened to white.

Qrow chuckled hoarsely. "Looks like we have some explaining to do, kid."

"…Yeah," her arm dropped to her side. She inhaled deeply and looked to her friends. "Let's get out of here. Those three idiots might come back."