A/N: a battle between Pyrrha and Penny takes place, but ends terribly.

Ozpin was walking back to his desk and poured himself a drink from his teapot as he watched the Vytal Festival Tournament's roulette system deciding the next match.

Oobleck: Alright, it's now time to begin the randomization process for our next fight!

Port: It looks like our first contender is... Penny Polendina, from Atlas! And her opponent will be... Pyrrha Nikos, from Beacon!

Ozpin sat himself behind his desk and took a sip from his cup as he stares at the "randomized" fight to be. Down in the arena of Amity Colosseum, Pyrrha was still looking hesitant and distracted while Penny politely saluted her opponent.

Penny: Sal-u-tations, Pyrrha Nikos! It's an honor to finally meet you!

The troubled Pyrrha didn't respond, looking at her hands as she clenched them in attempted determination. Penny didn't notice Pyrrha's reluctance.

Penny: This is going to be so much fun!

In the same structure behind closed doors, Ruby was still facing down an up-and-standing Mercury , who smugly smiled at the younger girl's confusion.

Ruby: Mercury, what are you doing? You were hurt! Why... What's going on?

Mercury didn't answer, still grinning with malice.

Ruby: Fine. If you're not going to tell me...

She attempted to move around him, but he blocked her path, then did it again when she sidestepped.

Oobleck: Fighters, are you ready?

Mercury smirked. Back in the battlefield, Penny beamed widely in anticipation, but Pyrrha was still looking around as if in a daze, though she managed a small scowl at her opponent, her weapons Miló and Akoúo̱ already in hand. General Ironwood calmly sat to observe the fight, Nora and Lie cheered for their teammate while Jaune simply watched anxiously, and Emerald leaned forward with a glare.

Oobleck: 3, 2, 1... BEGIN!

Suddenly, Penny was surrounded by her floating swords, gesturing them around to her command before launching a volley of them at Pyrrha, who ran towards them and leapt though or deflected each aimed blade. The swords flew into the air until they turn around and came back to the fight.

Mercury: Showtime.

He went forward, blocking Ruby's path with his arms outstretched, restraining her movements no matter where she moved. Panicked, she grimaced and spon forward, becoming a blur of red and petals rocketing toward Mercury, only for the villain to kick her mid-dash with his boots and knock her to the ground. He advanced on her just as she got out her Scroll, about to push the button to call for help when a bullet shattered the device into several shards.

Mercury: Let's just keep this between us friends.

Pyrrha, now having returned the shield to her back, twirled the javelin to block each sword swipe of Penny's, dropping her weapon when she needed to somersault away after being hit by a slash, only to magnetically return it to her hand as Penny readied another wave of blades.

Port: My word! What a tremendous display by Miss Polendina!

Fully glowering, Pyrrha rushed forward and jumped on an incoming sword, swinging down on Penny, only to have the assault halted by a collection of blades, though she leapt away from the retaliatory slice as Penny backed away as well. She tried to defend against the multitude of swords with the length of her weapon, but was forced back regardless, prompting Pyrrha to roll the shield from her back onto her arm with her polarity.

Nora: Whoo, yeah! Goooo Pyrrha!

Despite the cheers, Pyrrha wasn't doing well, looking down to see her Semblance's black energy bend the weapons in her hands unnaturally for a split second. Emerald narrowed her gaze further, continuing to concentrate on Pyrrha. Ruby attempted to block a kick from Mercury with her arms, but got a face full of boot. She managed to duck under his next attack and leapt over his leg, spiraling past him, this time getting much father down the corridor. She kicked off of the wall and fell to the ground, pumping her arms as she ran for the exit. Pyrrha spun wildly as she deflected and dodged each sword, until she got close enough to Penny to deliver a few slashes with the spear, sending her flying back as Pyrrha batted aside the blades called to their wielder's aid. Penny slid to a stop and made a new series of motions, the weapons folded up until she's circled by several laser rifles, a few of which opened fire on the approaching champion. Pyrrha avoided the blasts and fought off the remaining swords with her xiphos until she slid into position to charge at Penny and knock her back. Pyrrha straightened with a victorious grin that disappeared into dizziness, just as she saw Penny rocketing forward, weapons firing behind her like a jetpack so she could leap into the air, then come down as an energized meteor on her opponent. Rolling back to her feet, Pyrrha didn't expect a sword to knock her shield off, then another to do the same for her blade. She tried to get the latter back with her magnetism, but had to use the power to send a flying sword back at Penny's side. It disappeared behind Penny, only for her to grin and raise her arms as several appear above her, aimed to strike. With Emerald still squinting down on the arena, the sharp sound of Emerald's Semblance was heard as Penny's eight swords double, then triple, multiplying into an unreal thicket of blades. At the sight of it, Pyrrha unsteadily stepped back, both in reality where the eight swords were ready to go forth and in the hallucinated world, where the cloud of weapons thickened to even block the crowds around her. Penny sent them all forward, few in reality and hundreds strong in Pyrrha's mind, who was left with no choice but to spread her arms and send out a magnetized shockwave. Each blade was sent reeling back to Penny, who was also unintentionally affected by the Semblance attack. Pyrrha only had a brief moment to understand what was happening before Penny's arms were spread wide as she gasped, the strings attached to her own weapons curled around her left arm and midsection, which were crumpled by the force with the ease of an aluminum can. The wire sliced through the electronics in Penny's torso. The entire stadium watched the now unmoving swords dropped to the ground. A piece of fabric fluttered to the arena floor, only to be pinned by the point of a falling blade, away from the torn halves of Penny Polendina. Pyrrha stared in abject horror, eyes wide and mouth agape.

Port straightened in shock at the revelation alongside Oobleck, and with Ozpin standing up from his chair back at Beacon.

Port: No!

While the remains of Penny's missing arm sparked with electricity from the exposed wiring inside, her big green irises, now looking like camera shutters, slowly expand so her dark, lifeless pupils take up most of her eyes with the sound of a machine shutting down. In an Atlas laboratory, a balding white-bearded man watched the live footage on the news, his hand gripping the armrest of his chair tightly. The crowds were still terrified by the sight, and miles away in Mountain Glenn, Grimm of all kinds turned toward the Colosseum, and began to charge. Finally, Ruby turned a corner and emerged from the service tunnel, only to see with her own eyes that she was far too late. Ruby feel to her knees and began to cry.

Ruby: Penny...

The levitating arena was lowered back into place under the spotlights, and Mercury appeared behind the weeping Ruby, grinning widely at his success in delaying her before another door on the wall opposite to the one he was in and showed you. You looked down at Ruby before looking at Mercury and growled while powering up.

Mercury: 0_0

Mercury soon ran back into the Colosseum's maintenance area with you chasing after him.

(Y/N): lying Mother Fucker!

You swung your tail and hit Mercury so hard in the back that he was sent flying into the wall. He tried to get up but you slammed him against the wall and held him by his neck.

(Y/N): If your leg wasn't hurting before, it will be when I'm done with you!!!!!

Before you could hit Mercury, something knocked you a few feet away from him. Once you got back up, he was gone.

(Y/N): SON OF A BITCH!!!!!

You were about to use instant transmission, but the sound of Ruby's crying got your attention.

(Y/N):"sighs" damn!

You ran to the direction of Ruby.

Oobleck:  Broadcast, what are you doing? Kill the feed!

Broadcast Op: Something's wrong! We don't have control of the cameras! We can't even stop the broadcast!

Oobleck: What!? How is that possible!?

In answer, the background behind the two teachers changed to the video feed of the sight before them, tinted an ominous bright red with a black queen chess piece hovering over the scene. They turned back to the arena as a familiar voice rung out throughout the Colosseum and the rest of the world watching the events.

Cinder: This is not a tragedy. This was not an accident. This is what happens when you hand over your trust, your safety, your children, to men who claim to be our guardians, but are, in reality, nothing more than men.

Cinder was standing on a rooftop while speaking into her Scroll.

Cinder: Our Academies' Headmasters wield more power than most armies, and one was audacious enough to control both.

Ironwood, realizing who she's talking about, grimaces and rose from his seat and marched up the steps.

Cinder: They cling to this power in the name of peace, and yet, what do we have here? One nation's attempt at a synthetic army, mercilessly torn apart by another's star pupil. What need would Atlas have for a soldier disguised as an innocent little girl? I don't think the Grimm can tell the difference.

Pyrrha held a hand to her mouth in dread as she continued to stare at the remains of Penny, eyes watering, a single tear falling. Back in the fairgrounds, a gaping Weiss and glaring Blake watched the hacked screen of the Shopkeep's stall.

Cinder: And what, I ask you, is Ozpin teaching his students? First a dismemberment, now this? Huntsmen and Huntresses should carry themselves with honor and mercy, yet I have witnessed neither.

The two teammates shared a look before the last member of RWBY, Yang,  who was hunched over her windowsill listening to the speech before she straightened and turned as Zwei barked behind her.

Cinder: Perhaps Ozpin felt as though defeating Atlas in the Tournament would help people forget his colossal failure to protect Vale when the Grimm invaded its streets. Or perhaps this was his message to the tyrannical dictator that has occupied an unsuspecting kingdom with armed forces. Honestly, I haven't the slightest clue as to who is right and who is wrong. But I know the existence of peace is fragile, and the leaders of our kingdoms conduct their business with iron gloves.

Ozpin watched the screen intently, cane at his side and Atlesian Airships hovered beyond his window. Amid the silence over the Colosseum, they absorbed the revolutionary words.

Cinder: As someone who hails from Mistral, I can assure you the situation there is... equally undesirable. Our Kingdoms are on the brink of war, yet we, the citizens, are left in the dark.

Two blue Atlas Soldiers watched the message on their Scroll, not noticing the wave of Grimm coming out of the mist shrouded treeline until they turned and opened fire the best they can, with Cinder's voice still stirring up trouble from her position with a malevolent smile.

Cinder: So I ask you: When the first shots are fired... who do you think you can trust?

In the Colosseum, the screens cut from red and black to complete static.

Oobleck: The feeds are all jammed! We can't get a message out!

Port: Will somebody tell me what in the world is happening!?

The question was answered with the sound of a wailing alarm throughout the structure, with humans and Faunus and even a Henchman holding a tub of popcorn looking up in alarm at the orange flashing screens reading "CAUTION".

Warning Announcer: Alert. Incoming Grimm attack. Threat level: Nine. Please seek shelter in a calm and orderly manner.

The crowds began to flee, wild and screaming, through the exit tunnels, while Ironwood entered the announcers' box and grabbed the microphone from between Port and Oobleck.

Ironwood: Ladies and gentlemen, please. There is no need for panic.

With that said, a Giant Nevermore appeared atop the arena's domed force field, giving a series of deafening screeches as it clawed and pecked at the defense with its beak. Sun stood up in alarm along with Coco and other students.

Sun: A Nevermore!?

Coco: How did it get past the Kingdom's defenses!?

Ren: It wasn't alone.

In the headmaster's office, Ozpin was gripping his cane tight, watching the city come under attack with a horrified expression. Qrow and Glynda soon ran into the room.

Qrow: Oz!

He turned to them.

Ozpin: Get to the city!

Qrow: But....

Ozpin: NOW!

Qrow and Glynda exchanged a look before going back the way they came. Meanwhile, Mount Glenn was almost silent, as every monster lurking there from Beowolves to Boarbatusks, Ursai and Nevermores, and even lumbering Goliaths with wide red eyes rushed forward. Back at the Colosseum, Ironwood watched the Nevermore attack the shields until he answers his Scroll.

Ironwood: Ozpin, the girl... I......I can explain!

Ozpin: You brought your army to my Kingdom, James. Use it!

Ironwood's worry turned to determination. His fleet of ships were being attacked by even more giant Nevermores though to minimal effect, Soldiers scrambled to enter commands inside the bridge around their commanding officer.

Atlas Ship Captain: Dammit! This is Blue Four! Blues Two and Three, fall into defensive position!

Blue Three: Roger! Blue Three, in position!

Atlas Ship Captain: Blue Two, what's your status?

There was no response.

Atlas Ship Captain: Blue Two, come in! Someone answer me, dammit!

He didn't know that the bridge of the last ship was wrecked, computers sparked and men down as someone walked through the destruction. Dressed in an Atlas uniform and holding both a pink umbrella and dark cane with a feathered hat on top, Neo opened the door of a familiar-looking cell with a devious grin.

Roman: Well... it's about time...

Outside the Airships, where the furthest craft suddenly turned towards it's allies and fired several bright red lasers at the engine of the one closest to it. The aircraft was barely able to send out "We're hit! What's going-" before the flaming ship crashed into another in a series of explosions and sent both of them tumbling toward the waters below.

Roman: Woo-hoohahahaha! Oohh, it is good to be back!

Finally, at Beacon's cliffside landing platforms, three Bullheads arrived, the middle one opening it's hatch to reveal four members of the White Fang, and their leader.

Adam: Bring them to their knees!

Another Bullhead opened it's door, this time with several creatures of Grimm inside. A growling Ursa jumped from it and landed on Academy grounds and began to attack.

A/N: so it begins.