In the middle of the cold and quite night, Beacon Academy was completely silent as the Students and Staff had went to sleep for the night. Outside of the castle-like school was the Atlas fleet, floating around the boarders of the school to keep it protected. General Ironwood could be seen, standing on the edge of the cliff Beacon was situated on, gazing out into the distant city of Vale all on his lonesome, until a particular voice was heard.

Glynda: "Trouble sleeping?" He glanced back to her and chuckled, holding onto his left arm.

Ironwood: "Arm was acting up.

Glynda: "Ah, of course! So, logically, you get out of bed, dressed yourself completely and decided to gaze menacingly out into the distance." She summarized with obvious sarcasm. But then she dropped it and looked at him concerned. "What's wrong?"

Ironwood: "I've trusted him for years. We both have. I just... I can't help but feel... like he's keeping us in the dark."

(A/N: "Foreshadowing?")

Glynda: "Don't be ridiculous. You know very well that we are not the ones in the dark."

Ironwood: "That makes it worse. I refuse to believe a man I've trusted for so long would act so... passively."

Glynda: "You're a good person, James." She placed a supporting hand on his shoulder. "You've always done what you think is best for the people, even against strong protest. It's admirable. But it's high time you stopped talking about trust and start showing it. Ozpin has experience that the rest of us lack. And I think that's something worth remembering. Like what you did with Akito. Despite him being a former White Fang fugitive and had stolen your Gundam Exia, you decided to place your trust in him."

As she ended her sentence, she sound of thrusters could be heard in the distance, gradually getting closer. A silouhette of some flying object behind the moonlight could be seen getting closer and closer to where the two stood. While Glynda was on the defensive, Ironwood simply gestured her to stand down.

As it got closer, it suddenly began to transform, becoming a more humanoid shape with a glowing green orb on the chest and glowing green eyes. It's colors were similar to the Exia and Eclipse, it being primarily white and blue with bits of red and yellow. Attached to the left hand was a shield that resembled the nose of the flying object it once was. It looked like a kind of Gundam.

The Gundam lowered its altitude and landed before the two adults.

Ironwood: "I'm surprised to see you back so soon, Maya. How has your trip to Haven and back been?" The one named Maya, whose identity was concealed by the armor that covered them, sighed in a dramatic manner and crossed their arms.

Maya (Gundam ???): "Ugh, it was so boring! Nothing interesting happened! Watching Lapis bite off more than he can chew is more entertaining than going to Haven!" A female voice sounded from the Gundam as she groaned. Glynda was surprised to say the least while Ironwood couldn't help but laugh. "Also, everything at Haven is fine. Mr.Lionheart has the Vault guarded completely and there hasn't been any suspicious activity near the academy lately.."

Ironwood: "Good. So Beacon's their current and only target. That confirms things." He sighed. "And how about you? How has the Wing Gundam Zero been treating you? That was your first mission I assigned to you where you had to go to a completely different continent."

(Wing Gundam Zero)

Maya (Wing Zero): "Zero's been extremely good to me! That Neo-Bird Form is extremely fast and there has been no malfunctions! I love it!"

Ironwood: "That's good. Now, go join your team. Despite there being only three of you, we've agreed to let you participate in the Vytal Festival Tournament in a special match." In an instant, her demeanor completely changed and excitement beamed from her.

Maya (Wing Zero): "Really!? Yay!! Thank you, Senpai!"

Ironwood: *chuckles* "You're welcome. Now have a good night's sleep."

Maya (Wing Zero): "Hai! Oh, Lapis, Saria and Akira are going to freak out!! Well... maybe not Akira... But! He'll definitely be happy to see me, his beloved partner again!" She said with enthusiasm as her Gundam's wing binders lifted up and opened up as the thrusters roared and she flew off into the distance. As the general let out a couple of chuckles, the blonde teacher next to him looked at him.

Glynda: "Well that was unexpected. She seems like quite an energetic one."

Ironwood: "Indeed she is. But we need more people like her in this world, if Humanity hopes to survive."

>Chapter 18: No Breaks<

A pained grunt came from Ruby as she was flung across the ground, sliding to a halt as the pleased laughs of Roman Torchwick were heard. Since falling down that hole, Ruby encountered the White Fang along with the man in question. But because Crescent Rose was left up top when she fell, she was completely defenseless. The thug in white walked up to her, a smirk of satisfaction on his face.

Roman: "Wow! You are much more manageable without that oversized gardening tool of yours." With a yell, she tried to charge him but he just sidestepped out of the way causing her to fall to the ground, to which he laughed. "Oh man. You know, Perry, I really did need this, haha."

Perry gave him a thumbs up as but the sound of metallic footsteps could he heard. They turned their attention towards the tunnel behind Ruby, seeing a pair of glowing green eyes. As Ruby turned around, her eyes widened as towering over her, was none other than the Eclipse Gundam. Seeing it, Roman only laughed and approached it, with him being around the same height as the Robotic Suit of Armor.

Roman: "Oh there you are, Wolfie. You here to join the fun too?"

The Meister of the Eclipse sighed as the armor itself glowed and disappeared, revealing the one underneath it. It was a girl, around student age. She had black hair with a single red streak down the front and amber eyes. She wore a type of sailor girl outfit with a large bow on her back. More importantly, were the two black wolf ears on her head. Out of the armor, she was relatively short. Shorter than Roman at least.

???: "Unlike you, I don't take pleasure torturing young girls."

Roman: "Bah, you're always so bland, Mio. No wonder you couldn't get a man. I can't see how Neo even likes being around you."

(Mio)

Mio: "You're talking? You act like a pretty boy half of the time and still no woman falls for you. Ah what a shame." She said, a slight bit of attitude in her tone as there were some snickers coming from the other White Fang members around them while Roman glared at her.

Roman: "Gah! Why you..!"

Mio: "Either way." She turned to Ruby. "You're the Huntress that Roman here can't seem to get enough of huh? Well all I can say is keep pissing him off for me. Unfortunately because of my contract, I can't do more than just deflate his ego." She said with a slight grumble before sighing. She turned back towards the tunnel and began to walk towards the train. "Anyways, hope you get out of this, Red. Tata."

She waved her hand as she made herself scarce. Roman could only look at her in annoyance before Ruby took this chance to try and get away by using her Semblance of Petal Burst to blast away.

Roman: "Woah!" He looked forwards and spotted her making a mad dash away, but he only grinned and launched the hooked segment from Melodic Cudgel at her. It hooked onto her hood, causing her to fall onto her back with a grunt. "I see you've got some tricks up your sleeve. Let me make this clear." He reeled her in. "We're not through here yet."

He grinned, however an explosion shook the cave, causing him to groan in annoyance.

Roman: "Oh what the—Perry, if you and the boy could take care of that? Kinda in the middle of something." Perry nodded and was about to make his way over there, only for a much louder explosion to shake the entire cave. "What is going on here!?"

In the distant, multiple White Fang Members were seen running away as another Explosion occur, followed by a distinctive loud feminine roar and pink beams making contact with the surrounding, creating more explosions. As they looked closer, they could see Akito and Setsuna, along with Oobleck, Weiss, Blake, Yang and Zwei making a mad dash towards them, with the pink beams coming from Akito, who had Alpha in GN Gun form while the roars were from Setsuna, who had her Ice Wolf Claws active.

Yang: "Where's my sister damnit!?" She demanded, sending another explosive shot from Ember Celica towards the fleeing White Fang Members.

WF Member: "This blonde chick's crazy!! Is she trying to collapse this place down on us!?"

Summer: "Eh... Probably."

As Roman watched with gritted teeth, Ruby took this chance and hopped on his shoulders, forcing his bowler hat down to cover his eyes before jumping off of him and dashing towards her team.

Roman: "Somebody kill her!" With him aiming Melodic Cudgel, he began to fire off explosive shots, while the White Fang members next to him began firing their guns as well. But Ruby was too fast and used her superior maneuverability to dodge each bullet, frustrating the ginger head further. "Attach this car and spread the word. We're starting the train."

WF Member: "But we're not finished." He was instantly silenced by Roman pointing his weapon at him.

Roman: "Do it, or you're finished! Not even Mio will be able to save you!"  He threatened as he began to walk away.

As Ruby continued to run, her path was blocked off by four WF Members, all with firearms. She came screeching to a halt as they prepared to fire, only for a pink beam to make contact with the ground right behind them, causing an explosion that knocked them all a over the place, as the smoke cleared, Ruby became relieved to see Akito with a smirk on his face and behind him, the others.

Ruby: "Akito!"

Akito: "You owe me, Cookie Monster!"

Yang: "Ruby!" The argent eyed girl instantly leaped into her sister's arms.

Weiss: "Are you okay?"

Ruby: "I'm fine, I'm fine! But listen..." She got out of Yang's grip. "Torchwick's got all kind of weapons and robots down there."

Blake: "What?" She questioned as Akito handed the young girl her beloved scythe.

Akito: "More of those damned things?"

Ruby: "Androids, mechs — they're all loaded up on the train cars!"

Oobleck: "Ahh that's ridiculous. There tunnels are sealed, the tracks lead to a dead end." As if to prove him wrong, Roman's voice could he heard through the intercoms.

Roman: "Get to your places, we are leaving now!" Steam ejected from the Train tracks and the horn blared as the entire locomotive began to push ahead, pulling the many Train Cars attached to it along with it.

Setsuna: "Setsuna thinks they're going somewhere..."

Yang: "Yeah. Wonder what gave it away."

Ruby: "We need backup. Let me call Jaune." Pulling out her scroll, she attempted to contact the leader of Team JNPR, only to fail as she couldn't get a signal from where they were. "I can't get through!"

Weiss: "So, what do we do?"

Oobleck: "I believe we only have one option..." With them all coming to a unanimous decision, they all looked towards the runaway Train.

Ruby: "We're stopping that train!"

Akito: "Good plan. " He grinned and cracked his knuckles. "It's payback time!"

S.S.A.W: "Go team!"

Meanwhile inside of one of the train cars, the duo of Neopolitan and Mio could be spotted, with both girls sitting on top of one of the crates. Neo, who had turned to face the wolf Faunus, held up a pair of silver earrings with rubies in them to her with a smile.

Mio: "Mm? You think those will look good at me?" Neo nodded with enthusiasm. "I don't know... I never was the Jewelry-type..." She sweat dropped but Neo insisted, pushing them into her hands with a bright smile. Mio couldn't help but laugh and take them with a small smile. Though she frowned and looked up. "Neo, can I ask you something?"

The ice-cream themed girl looked at her and nodded, while kicking her feet slightly.

Mio: "Am I doing the right thing?" She looked at her confused. "I know you're a criminal and don't really care about what's right or wrong anymore. But, I have my doubts. I wanted to help the Faunus achieve equality and Adam keeps assuring me that we'll get it through our methods. I want to trust him... but I can't help but feel like we're only achieving the opposite. You get me right?"

Neo lets out an audible hum, pushing an index finger against her chin as she thought about what the Faunus said, before she nodded in understanding. Then she looked at her, giving her an honest smile as she pointed to her chest, more specifically where her heart was. Seeing the signal, Mio chuckled.

Mio: "Of course you'd say that, huh bestie?" The ice-cream themed female grinned with a bright smile and gave a double thumbs up to her. "Yeah. Thanks, Neo. I'll keep that in mind."

However, they were interrupted when a White Fang Member ran right into the room.

WF Member: "Mio! They made it onto the train!"

Mio: "Oh?" She exchanged a glance with Neo, who grinned in excitement. "Alright. Inform the others and get ready to defend this train."

WF Member: "Yes, ma'am!"

>Meanwhile<

As the group hopped on onto the train, a thud was heard as a nearby White Fang member pulled out his communicator.

WF Member: "I think they're on the-" Before he could finish, Oobleck knocked him out with his baton/flamethrower and smirks. Afterwards, they made their way onto the top of the train car.

Oobleck: "Hurry children! We must get to the front and stop this train!" He said as Weiss opened up a hatch and paused...

Weiss: "Err... Professor...?"

Oobleck: "Doctor..."

Weiss: "What is that?" She pointed down into the hatch as both Oobleck and Akito looked down, seeing a strange wired device.

Oobleck: "That my dear... appears to be a-"

Akito: "Bomb!" They all backed away from the hatch hastily but their luck wasn't getting any better as multiple began to White Fang Members climb up to the top.

Ruby: "We got baddies!"

Oobleck: "Well, I didn't expect them to go..." The bomb began to beep... ..."easy on us... Time to go!" Swiftly, they hoped over to the next cart but Oobleck paused and looked to Blake.

Oobleck: "Blake! Detach the caboose! It will kill us all!"

Blake: "Oh it!" She quickly hopped down to the connecters to disconnect the rear before it suddenly detached itself. "Huh? It decoupled itself!"

Oobleck: "What!?"

Yang: "I guess he really doesn't want us on this train."

Akito: "Or he has something else planned..." He muttered as they watched the Train Car explode gloriously, blowing a massive hole through the tunnel behind them.

Oobleck: "That's not good..."

Ruby: "Err... Neither is this!" They all looked to Ruby who, along with Weiss and Setsuna were looking in another hatch. Inside was another bomb.

Blake: "Another bomb!?"

Akito: "Wait... Do you think...?"

Oobleck: "No, no, no...!"

Oobleck seemed to have immediately understood what he was implying as he frantically made a dash towards another car and opened the hatch. Unfortunately, his theory was proven right.

Oobleck: "They ALL have bombs!"

The second bomb underneath the team charged and began to beep, triggering them to quickly move over to Oobleck's Car. Just like the last one, it decupled itself and exploded.

Yang: "This doesn't make sense!"

Setsuna: "White Fang? Roman Torchwick? Bombs?? What's going on!?" She panicked but Akito gritted his teeth.

Autumn: "Wait... So that Dust Till Dawn Shop we investigated on that night. Do you think...?" He seemed to immediately catch on as it clicked. It made complete sense. Why the White Fang were robbing Dust Stores left and right with Roman Torchwick by their side.

Akito: "Wait... Recently I investigated a robbed Dust Shop and found a set of instructions, mentioning bombs... So that's why they were stealing all that Dust!?" The others looked at him alarmed.

Blake: "To create bombs!? Are they insane!?"

Weiss: "Considering Roman's in charge, I'm not surprised if that were the case."

Speaking of, the White Fang Members had began to pile up on the top of the Train, with a female member yelling to her brother and sisters.

WF Member: "Get the humans!"

Akito: "Ahem!"

WF Member: "Huh?" She blinked under her mask and looked towards Akito and Setsuna, who had their arms crossed with their wolf ears twitching and Setsuna's tail wagging around. "Oh... Get the Humans and the traitors!"

Setsuna: "Grr... Setsuna is NO traitor!"

She yelled, her Ice Wolf Claws materializing onto her hands as she pounced towards them. With a roar, she drop kicked one of the goons off of the Train before back flipping out of the way of an attack, retaliating with a horizontal sweep with her claws. Narrowly, she moved out of the way and caught a bullet between her teeth before spitting it back out at the one who fired it, the force being enough for the impact to knock them off the side.

Yang charged and began feeding some members with shotgun punches from her Ember Celica as Blake and Weiss quickly sliced through some of them. Akito hung back, with Alpha in is GN Gun form as he began to pick off some from his post while Ruby converted Crescent Rose into its War-Scythe, it's blade pointing straight forwards before speeding right through multiple of them, slicing them and knocking them off of the train. As they fought, another train car exploded, creating a large hole through the tunnel. However, through this hole and the others that were blown open, multiple Grimm ranging from Beowolves to Ursai to even King Taijitus began to seep out and chase after the train.

Oobleck: "Oh dear... He's leading Grimm into the city!"

Weiss: "What!?"

Oobleck: "The cars! They detach and explode, creating openings for the Grimm!"

Blake: "That's insane!" Then another train car detached. He looked at Akito, Setsuna, Weiss, Blake and Yang.

Oobleck: "We have to hurry! You five, go below and try to stop those bombs!"

Ruby: "What about us?"

Oobleck: "We're going to stop this train." He said, his hands on his hips as he looked dramatic before...

Akito: "Yeah, she said that already..."

Oobleck: "Oh..." he muttered, deflated.

After that, Ruby, Oobleck and Zewi dashed off towards the head of the train, while five the professor pointed to hopped down the hatch. As they stood together, Akito switched Alpha into GN Sword mode.

Yang: "I guess this is what we trained for."

Akito: "That Pun sucked and you know it, Yang." The Blonde pouted and crossed her arms.

Yang: "Hmph. Way to rail on my humor, Akito."

Akito: "Oh for fuck—"

Spring: "LANGUAGE!"

Akito: "God damnit, Spring!" Yang seemed to have caught on what happened in his head and snickered smugly as the male wolf Faunus sighed and shook his head. Meanwhile, Weiss handed Blake a Dust Bullet Magazine for her Gambol Shroud.

Weiss: "Here, this should help you." She took it with a nod and loaded it into Gambol Shroud.

Akito: "Alright, let's move."

With a nod from the girls next to him, they all charged forwards but before they could get very far, a certain ice-cream themed female jumped down from the ceiling and stood before them. It was Neo.

Yang: "You four go on ahead. This one's mine."

Setsuna: "Are you sure?"

Yang: "I am." Was all she said, firing a shot from Ember Celica towards Neo who opened her Umbrella named Hush, blocking the shot with ease.

Meanwhile, Weiss, Blake, Akito and Setsuna ran right past her. As they made it into the next car, leaving Yang and Neo in the last one, the sound of a chainsaw revving along with sinister laughter filled the room as a tall White Fang Lieutenant was dragging a chainsaw across the floor. Weiss looked at them.

Weiss: "You three go on ahead!"

Blake: "Got it!"

Akito: "Don't go dying on us now, Ice Queen!"

Weiss: "Heh. Do you even know who you're talking to?"

Akito only smirked as the lieutenant held up his chainsaw and revved it. The group charged as he swung it down towards them, with it aimed at Blake, but Akito quickly repelled the attack with Alpha and Setsuna quickly kicked off of his head, leaving him wide open for Weiss, who gave a quick high kick and knocked him over. The three Faunus quickly rushed to the next car.

However as soon as they entered, they came to a screeching halt, with them spotting a particular black haired wolf female Faunus sitting on one of the crates while kicking her feet slightly. Blake and Setsuna's eyes widened as Akito only narrowed his eyes.

Setsuna: "You...!"

Blake: "Mio... It really was you..." She opened her amber eyes and looked towards them, with an emotionless face while remaining completely silent.

Akito: "Blake, Setsu. Go on ahead." He said as he gripped Alpha tightly.

Blake: "Are you sure??" She received no response from him as he simply stared at the second black wolf in front of them. Setsuna looked at Blake and nodded as she began to dash past Mio. Blake was about to run off but stopped and glanced back to him. "Be careful... Please..."

After she left, the two wolves were left in the car alone. With her swinging her legs for a final time, Mio hopped down onto the floor and faced him.

Akito: "Mio."

Mio: "Mhm. Long time no see..."
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"Big Brother."

End

Next Chapter: "Breech"

The female firmly pumped her fist against her chest, right over her heart as she turned to face him, her amber eyes opened with determination and resolve.

Akito: "Mio..."

Mio: "Which is why... I will fight you today. Not to support Roman or this chaotic plan, but for myself. I need to prove to myself that I can do this... that I can help them. And I need to beat you first!"