Chapter Three – Falling Towards the Sky

I gazed unblinkingly at the golden figure. What did this mean? Why and how was he controlling the Grimm?

"This is the reason I'm sending you. Out of everyone in Remnant, you're the only one who knows him, his power, the very aura he emanates. You are also the only one who knows how he fights."

Ozpin leaned over his desk, arms extended, fingers splayed, pressing down on scattered papers.

"Track his movements and find out what he's up to. If need be, clear out the Grimm in the area."

He was right of course. There was no way I would ever forget the unmistakable stench of power and darkness surrounding the King of Heroes. Not to mention, I possessed a sense for magic like a bloodhound, according to Rin. But there was still the problem with the Grimm. I may have grown stronger, but I didn't have the power and endurance to defeat over a thousand Grimm, especially with my Reality Marble out of commission.

"Sir, what about the Grimm? I can't handle that many on my own, not to mention Gilgamesh himself. You told me I wasn't ready to face him yet."

"And you aren't. However, he remains elusive, and my gut tells me that you will be able to find him, whether it would be through tracking or luck. Try to avoid confrontation if at all possible."

He straightened to take a sip from his mug.

"As for the Grimm, I shall send an upper year team to escort you. One of the second year leaders has been insisting I send her team on a more... difficult mission. Suffice to say, I think this should do nicely."

Wait that would mean my team would stay here without me. Actually that was good. I'd rather they stayed away as far as they could from the golden Servant.

"When will we leave?"

It would be better to leave sooner than later. The idea of the arrogant king building an army unnerved me.

"You leave in 3 hours. I hope that's enough time for you to gather your supplies. The team escorting you will meet you at Air pad 5 before you board. Also a good cover for your Magecraft abilities would be to call it your Semblance." He looked me up and down. "Ah, on that note, there's one more thing I'd like to discuss, concerning your Aura."

My head perked up as he mentioned this. This was something I was curious about, my Aura situation.

"Our initial sensors in the drones indicated that your Aura was inactive during your adventures in the Emerald Forest. However, the more sensitive and accurate sensors in your Scroll indicate that your ambient Aura is so low, it's not even registering." He walked over to me, examining my body. "Given the fact that you are conscious and walking, it makes no sense for your Aura to be that low."

He placed a hand over my chest, eyes narrowing.

"Do you mind if I try something?" His voice sounded plain as though he was masking his emotions, but his eyes told another story. They sparkled with a vivid curiosity as he continued studying my chest.

"Go ahead." Truth be told, I was just as curious as he was, though I wondered what he was trying to do.

I felt a tiny surge of energy spread from my chest. Tendrils of mysterious energy swished around as they palpated my very soul. Sensing a foreign intruder, I felt my circuits unconsciously switch on, flooding with prana and driving the strange feeling away and out of my body.

Ozpin suddenly jerked his hand back, as if he had touched a hot stove. His eyes widened in a mixture of surprise and fear, and he stumbled backwards away from me. Closing his eyes and breathing in, he collected himself before speaking.

"It would appear as though you genuinely do not possess any type of Aura at all. I used my own Aura to try to unlock yours, but found nothing at first. The infrastructure of your soul is very strange. I encountered a sort of conduit which transferred energy very well. However the moment I touched it, I felt a powerful backlash, violently pushing my Aura out of you and into my hand." He nursed the appendage gingerly. He grimaced as he continued. "Whatever power you used, chased my Aura all the way into my body. It feels somewhat painful, like an electric shock."

I grinned knowingly at him. Serves him right for injecting energy into my body. I thought he was just feeling my heart beat or something less invasive.

"That was probably from my Magic Circuits. They automatically reject any foreign energy that enters them, except in special circumstances."

I blushed as I remembered Rin and our prana exchange rituals.

"Ah yes, your Magic Circuits. They seem to be composed of something entirely different in comparison to our bodies here in Remnant. On a positive note, our two energies, your prana and my Aura, seem to be similar enough that you should have no trouble activating Dust."

He put his injured hand in his pocket as he grabbed his coffee off of his desk.

"That should conclude our meeting, if you don't have any concerns or questions. Be at Air pad 5 in 3 hours. That is all. Good luck, Shirou"

Ozpin resumed his usual position behind his desk as he sat down to watch me leave.

I nodded to him and exited his study deep in thought. Just how did he think I was going to track Gilgamesh? Granted, I was definitely the right person for the task, but I knew nothing of the area's geography. That would be like dropping me into a forest at night and telling me to follow a unmarked path with no flashlight. Maybe I'd get lucky and it would turn out that Beowolves actually marked their territory.

-o-

I opted to tell my teammates that I was leaving on a mission related to my Magecraft. What I didn't tell them about was the very existence of Gilgamesh. I may have trusted my teammates to have my back, but I absolutely did not want them to get tangled up with the King of Heroes, for both their sake and mine.

They were all severely disappointed that they weren't included in the mission. I tried to explain the danger, but they remained adamant that they should be by my side.

Strangely, all three of them disappeared sometime during lunch and I walked to the air pad alone. It felt a little sad that our disagreement caused them to not even want to see me off.

I was greeted by a girl wearing sunglasses and a beret. Her clothing was clearly chosen with fashion in mind, all coloured in shades of brown. Actually, after glancing at all of them, brown seemed to be more of a team colour than an individual fashion choice.

The next one was a dark-skinned man with reverse blades on his gauntlets, extending up past his arms, which were riddled with scars. He simply nodded at me without saying anything as I moved on to the third member.

She looked just as surprised as I was when I walked in front of her. It seemed the rabbit Faunus was very happy to see me and she quietly thanked me as I moved past her.

The final member was absolutely massive. I had thought Cardin was a giant, but this guy stood over a head taller than the bully. He carried a massive sword on his back, and I wondered vaguely how he would even fit into the ship. Like the other male member on the team, he simply nodded with his arms folded while I walked past him and stepped up the ramp and into the airship.

It was actually more spacious than I thought, though that might have more to do with the lack of people jammed into it like the one we returned from the forest in. Up front, I could see a sliver of the pilot and co-pilot through the partially open cabin door. Without looking back, one of them reached back and pulled the door completely shut, locking it with a click. Come to think of it, why did this small airship even need a co-pilot? I guess it didn't matter as long we got to our destination in one piece.

Tossing my packed bag onto an overhead rack next to a long bumpy duffel bag, I took a seat by one of the small round windows of the aircraft.

My escorts boarded shortly after, quickly tossing their backs onto the rack. I glanced around as I thought I heard a squeak come from the bags. Shaking my head, I only hoped whatever made the noise wouldn't get into my bag.

The leader reintroduced herself as Coco, leader of team CFVY, before gesturing to the others to do the same. The dark-skinned one with the white eyes was named Fox, the shy Faunus girl was Velvet, and the big guy was named Yatsuhashi.

My eyebrow raised as I heard him introduce himself. His name was heavily reminiscent of a Japanese dessert. Maybe there was a Japan equivalent here in Remnant that I could visit.

I asked him where he came from, but was disappointed to find out that he and his family were actually from here in Vale. Another hope shot down before it could sprout wings.

The intercom blared to life in a shower of ear rending static before going silent. All of us covered our ears and stared with annoyed expressions at the speaker, confused. What the heck was that?

The speaker clicked on again, this time without assaulting our auditory senses, before a low somewhat familiar voice spoke.

"Hello"

A faint 'Sorry!' Could be heard in the background.

"This is your captain, B- uh Billy, speaking. I apologize for that. My colleague accidentally turned the volume up all the way." This person's voice sounded weird. In fact, it almost sounded like a girl was trying to speak really low like a man, but was inconsistent with the pitching.

A second 'Sorry' was heard again in the background.

"Anyway, the trip should take a little less than an hour, depending on the wind speeds and Grimm activity. That is all." Despite saying that, the PA system remained on, the faint whine of the speakers still present.

'Do -ou -v-n -no- -ow to -ly -is th-n-'

'Y-s, I've -lo-n a- -rsh-p b-f-r-'

'Oh shoot'

The speakers finally went silent as one of them realized it was still on. I could swear I heard those muffled voices before. Maybe I had chatted with the pilots at some point. I remember helping with repairs one time when I passed by the air docks while sneaking into the kitchens.

The engines revved as the entire ship vibrated strongly. The aircraft lifted shakily into the air, wobbling slightly as it did so. Across from me, Velvet looked absolutely terrified, gripping her seat harness tightly. I gave her a reassuring smile, but even I was a little nervous about the takeoff.

The ship finally managed to right itself as it exited the large platform. From there the flight became relatively smooth as we soared over the city of Vale.

Below us were tiny little houses and streets, filled with even tinier specks, moving about. Cars looked like colourful ants as they filled the streets near the downtown area. In the bustling busy part of the city, skyscrapers pierced the clouds, reflecting the city below, off of their glass walls.

We soon passed over the city walls. They were actually quite massive and very thick. Each wall reached up to 90 meters in the air and at least 20 meters wide, encircling the entire city. On its outside were many strategically placed towers armed with huge guns, likely for fighting Grimm.

The ground transitioned into green as we flew over the endless forests outside of Vale. Every so often I could see little black specks moving slowly in the clearings.

I suddenly felt a spear of nervousness in my gut. Somehow, I could tell something was about to happen. The airship suddenly rolled to the side, jerking around all the cabin occupants. I gritted my teeth as I was thrown violently against my harness, my body leaving my seat, held only in place by the straps across my shoulders and chest.

Craning my head, I looked out window behind me. The reinforced glass was heavily scratched and through the frayed barrier, I saw a solitary black feather float by.

The intercom crackled and the pilot's voice blared through the speakers.

"It appears we have company. A flock of Nevermores seem to think we're food. Why don't one of you back there teach them a lesson?"

The ship evened out, letting me fall back into my seat. I glanced around to see if everyone was alright, but noticed they were all staring at me. Was there something on my face?

Coco grinned and nodded her head at me, her orange curl of hair whipping in motion with her head.

"Hey newbie, why don't you show us what you can do?" Her cocky smile never faded as she looked down condescendingly at me.

Rolling my eyes, I unstrapped my harness and stood up unsteadily. I struggled to grab onto a metal bar as the ship turned again. This wasn't going to work if the airship kept jerking around.

Making my way to the big guy, I waited for the doors to start rolling open. Turning to him, I called out over the roar of the wind.

"Yatsuhashi, hold me in place!"

I felt a pair of massive hands wrap around my skinny waist very firmly, securing me as I let go of the handhold.

As the hatch fully opened, I traced my bow, counting 5 black birds chasing us in a V formation.

They weren't nearly as big as the one Team WYNR defeated, but together they posed more of a threat than the single large one. They screeched as they started gaining on the ship.

Lifting my bow, I traced Hrunting. The black spiral sword would be perfect for this task, since precision aim would be difficult with the sudden movements of the aircraft. There was no need to break the Phantasm, its aggressive seeking capabilities were more than enough. I didn't need to destroy the birds, just clip their wings.

With a twang of my bow, the black projectile was let loose, slicing the air as it sped towards its target.

An important characteristic of Hrunting was that it would mercilessly chase its target as long as I kept my aim on it. Even if it was deflected, dodged, or even impaled through something, the Hound of the Red Plains would swerve and twist in the air to hit its mark.

Taking advantage of this ability, I let the sword fly through one of the surprised birds, disintegrating the avian menace, before it struck another and then embedded in the actual target. As two of them evaporated into black mist, the third tumbled helplessly out of the sky, unable to fly. Just like that, only two remained.

The remaining monsters smartened up and flew apart from each other, each flanking the sides of the ship. I frowned as they escaped my window of attack.

The ship was violently thrown about as the masked beasts assaulted its hull. Unfortunately for us, the birds were faster than the airship, and were able to stay to the sides of the ship, out of my reach.

The sound of harsh static brought me to look back at the intercom. The pilot's worried voice spilled through the crackling, slightly muffled by the sound of the rushing wind from the open back.

"I have an idea, but you're not going to like it! Get ready to shoot out the back in a moment!"

Suddenly everything in the cabin was weightless. My eyes widened as the ground was no longer visible out the hatch. Yatsuhashi's vice grip tightened even more as we plummeted out of the sky.

Struggling to lift my bow arm, I Reinforced it to hold steady as I traced Hrunting again. The pair of Nevermore once again came into view. With a whisper, I let the arrow fly.

A squawk and a puff of black smoke indicated one of them had been eliminated as the sword chased after the second bird.

The aircraft suddenly shuddered harshly as one of the engines rattled ominously. The sudden motion shifted my bow, causing the black sword to miss its target by an inch and fly out, making a wide U-turn.

"We have to pull up!" Fox cried as he looked out the window at the approaching ground. Coco's eyes remained fixed on me, watching me, studying me.

"Not yet." I muttered through gritted teeth. "Just a bit more."

The bird was gaining on the ship, claws outstretched, ready tear apart the back of the ship. With a terrible crunch, it grabbed onto the back of the airship, flapping its wings wildly. It jabbed its beak in through the ship's opening barely missing my chest. However, it didn't miss Yatsuhashi's arm, which was knocked aside, causing him to let me go.

Thwack!

The bird's frantic attacks came to a halt as thin black steel protruded its chest, a twist of dark metal and monster blood. Both the monster and my sword faded away, as I tumbled about the cabin.

"Hang on to something, we're pulling up" The pilot must have sensed that the Grimm had been vanquished as the ship began to level out quickly.

Sliding towards the still open, damaged doors, I panicked, reaching around trying to grab onto something. My fingertips met nothing but the cold corrugated steel floor. With a short gasp, I tumbled out the back of the airship.

-o-

And was immediately caught by a small delicate hand. I looked up to see Velvet gripping my arm tightly, a fierce look on her normally meek face. She had unstrapped herself and leapt out of the aircraft to grab me. Holding her other arm was Yatsuhashi who was still strapped in and grasping her hand with both of his.

"I've got you, Shirou." A small smile graced her intense features.

The rabbit eared Faunus kept her firm grip on me as the aircraft leveled and began to ascend again. As the airship returned to cruising, Velvet pulled me in with the help of Yatsuhashi who had now unstrapped himself.

We tumbled back into the ship, a mess of tangled limbs. Laying on my back, I looked up to Coco standing over me, a cheeky smirk on her face.

"Not bad, rookie. A little rough at the end there, but not bad." She extended her hand and helped me to my feet. "Nice job, Velvet, Yatsu."

With a relieved sigh, I strapped myself back into my seat, looking out the open back of the ship. I really hoped that was it. I didn't think I could handle any more excitement during this ride.

The static-filled buzz of the somehow still functioning speakers burst to life again.

"So, I've got some good news and some bad news. The good news is that we're almost there. The bad news is that the Nevermores took out one of engines and our landing gear. Hold onto to something!"

No sooner than the pilot finished speaking did the entire airship begin to list and plummet. I pressed my lips together and squeezed my eyes shut waiting for the inevitable crash.

The sounds of leaves rustling and branches snapping announced our arrival at the tree canopies. The sounds of wood splintering and heavy scratching soon followed afterward. A small branch flew in from the back and whacked me across the face, stunning me a bit. Moments later there was a collective violent jerk downward as bottom of the ship met the ground and mashed its way through dirt and stone, tunneling a huge trench behind us.

Everything was still for a moment, before that blasted sound system buzzed on again.

"Is everyone alright? We've landed...sort of." The voice was no longer deep, revealing an extremely familiar female tone.

The cabin door opened revealing Blake and Pyrrha wearing headsets. Pyrrha's face was absolutely green as she pushed her way past Blake and out the back of the ship, emptying the contents of her stomach.

I stared dumbfounded at the cat-eared Faunus as she ignored me, released the securing straps for the bags, pulled the duffel bag out with a grunt, and dragged it outside before finally unzipping it.

A familiar red-head sat up and yawned, stretching her arms and back, before looking back at us, bleary-eyed.

"What did I miss?"

-o-

The three of them kept their eyes downcast, staring at the ground guiltily as I paced before them furiously.

Coco and the others had gone to check out the base, while my team remained near the entrance.

I continued to flatten the grass as I walked back and forth in front of them, trying to think of something to say. What were they thinking? Commandeering an airship and following me all the way out here? Especially with the fact that he was supposed to be in the area.

Pyrrha was the first to look up. Her eyes shone with both guilt and determination. Clearing her throat, she spoke.

"Shirou, I know that you are angry with us, and for good reason, but we are your teammates. We're meant to help each other out." She stood tall and confident as she talked.

I sighed. She was right, but I wasn't mad that they came to help. I was mad that they came to help on this mission in particular, but they had no way of knowing that. Perhaps it was my fault for not disclosing the exact details of my mission. Or perhaps that would have caused them to come with even more conviction. Either way, they were stranded here with me and Team CFVY.

"Look, I'm not angry that you came." Their heads raised in surprise. "It's just that this mission in particular has the potential to be extremely dangerous, and I don't want any of you to get hurt."

"Don't worry Shirou, we'll be able to face anything together!" Ruby exclaimed, striking a heroic pose. Despite her enthusiasm, I couldn't remove the feeling of dread in my gut.

"Yo!" We all turned to see Coco waving at us from the building's entrance. "Come inside! It's all empty! There's no one here."

That was odd. The courtyards and buildings looked undamaged for the most part. Did they all flee somewhere?

The feeling of dread began to spread as we walked through the empty compound. There was an ominous feel in the air, just pressing down on us as we approached the building.

"I've radioed Ozpin. He's sent another airship to pick us up. Unfortunately, it's going to take at least an hour to arrive." Coco nonchalantly commented as we walked through the creepy complex.

The most eerie part of the entire place was the silence. Aside from our footsteps and Coco spitting to the side, there not a single sound, from the rustle of a leaf to the chirp of a bird. There was an unnatural stillness here, as if all the life had been sucked dry.

We entered the building to find the rest of Team CFVY standing huddled together just beside the entrance. All three of them seemed uneasy, in fact, the only person here who seemed outwardly unaffected was Coco. She strutted about the place, examining the empty rooms before turning back to us with a frown on her face.

"That's really strange. Everything looks like it was being used until recently. It's as if everyone just up and vanished." She shrugged her shoulders while glancing around.

Based on pure appearance alone, the interior of the building looked relatively normal. Dim fluorescent lights flickered throughout the room, casting light shadows across various the various furniture. The room itself seemed to be a combination of rooms merged into one, as if someone had torn down the walls that separated them. There was an open kitchen to the side of the foyer, stocked with a sink, microwave and coffeemaker. On the other side, were two sets of sofas, turning facing a large television set with various consoles and players set up in front of it. In the back was a long hallway that seemed to turn to the right at the end.

I walked over to the space designated as the kitchen. There was a mug of what I assumed to be coffee placed on the counter next to the microwave. However, more important than its contents, was the fact that it was still warm, thin wisps of steam still rising.

Whipping my head towards the others, I called out. "Guys, ready your weapons. They haven't been gone for long. Whatever did this, it might still be here."

My statement caused each of them to stiffen and draw their weapons. Blake glanced warily around at each shadowy corner. I rejoined them as we move cautiously down towards the hallway.

I sniffed the air around us. It did have the stench of death that I associated with Grimm, but it was overpowered by another stronger magic residue. It reeked of malice and hate, its evil power suffocating.

Tracing Kanshou and Bakuya, I stepped forward, following the stifling magic residue. Reaching the end of the hallway, my eyes widened in shock as we turned the corner.

The walls were literally painted with blood. As we traversed down the blood-stained passage, more and more signs of battle appeared. Doors were smashed in, chunks of wall gouged out. The windows were smashed letting the cool outside air seep in. Deep narrow gashes and bullet holes riddled everything we passed. There had clearly been some struggle here, yet not a single body was found. Aside from the obvious blood, there were no traces of the people who spilt it.

A scream rang out from the last room in the hall. Glancing at each other, we sprinted down the hall, avoiding slipping on the wet patches. Skidding in through the doorway, I froze.

A large Ursa stood in the center of the room, its back nearly touching the ceiling. The walls looked much the same as the hallway, bloody and battle-scarred. Standing nervously behind the humongous monster, were four men wearing masks, similar to the ones that adorned the black beast. In front of the giant beast, stood a man, his golden armour almost glowing in the dim light. In his outstretched hand, was a strangled neck of a limp man, surrounded in tendrils of darkness.

With a callous toss, the deceased man landed against the wall and was promptly torn apart and consumed by the dark bear.

I backed up out of the doorway, signaling for the others to remain silent.

"The souls of this world are delicious." The golden haired man spoke, arms extended to his side, parallel from the ground. Turning to the frightened group of masked soldiers he spoke with a sneer. "This base shall do nicely. Clean it and set up operations as per Taurus' instructions. My presence is needed elsewhere."

As I kept backing up, I heard Blake gasp. She darted forward past me into the room. A bolt of terror shot through me. I scrambled after her, trying to stop her, but to no avail.

Everyone in the room, turned to face her as she burst into the room. Her eyes grew wide as she saw the masked men. She pointed at them and called out.

"Why are members of the White Fang aiding this human? Where is Adam Taurus?" Her voice was alarmed and strained.

"It seems we didn't clear out all the vermin here." The arrogant king folded his arms as portals appeared behind him. The masked soldiers scrambled to get out of the way. Blake looked like a deer in headlights as a wall of swords began flying at her.

Thwack! Thwack!

Tsing!

The sound of steel clashing echoed throughout the room. I stood in front of the frozen Faunus girl, Kanshou and Bakuya in each hand.

"Faker!" Gilgamesh's voiced was strained with absolute fury. His eyes blazed as he glared daggers at me.

I returned his maniacal look with my own cool, steely gaze. Without a word, I lifted my black sword and pointed it at him.

Swords began appearing behind him. He brought his hand up, ready to fire, before he suddenly paused. He closed his eyes and breathed in deeply. Opening his red eyes, he gave me an arrogant smirk. The wall of swords suddenly turned completely around, facing the wall behind him.

"As entertaining as it would be to skewer you as you stand here, mongrel, I have another engagement that proves to be more worthwhile." With a wave of his hand, the wall behind him was obliterated into chunks of stone and concrete.

Behind the curtain of dust an airship filled with bewildered soldiers touched down. A rouge beast head with three scratch marks behind it was painted on the hull of the vehicle. A red haired man with horns stepped out of the open side, red and white mask covering his face. He stood just outside the impromptu exit as Gilgamesh nodded at him and stepped past him, followed by his pet bear.

I threw both my swords at the king's back. They didn't even make it out of the room. The horned man stood with his red katana sheathed at his side. The movements had been so quick I almost didn't even see them. With a harsh gravelly voice, he barked at the masked men in the destroyed room.

"Get in! This base is compromised." His hidden gaze swept over me, before lingering on Blake behind me. He turned and walked back towards the airship followed by his lackeys.

"Wait! Adam! Why are you doing this?" Blake cried out from behind me, still rooted in her spot.

The red-haired man paused in front of the ship, and turned his head. In a low voice he spoke with a sneer.

"You know why."

With that, he walked past the golden king and climbed into the ship.

Gilgamesh stood next to the ship looking at it with disgust.

"If my Vimana wasn't currently being repaired, I'd be insulted just to touch this this... thing." He put one finger on the side of the grimy ship, looking at the large Grimm sitting on the ground next to him.

"Why don't you take care of the vermin." With a brush of his hand through its black fur, the creature began growing. He stepped into the aircraft with a laugh, and it took off instantly.

The black Ursa continued growing in size until it had at least doubled in size, towering over the destroyed building as it stood on its hind legs. Behind it, hundreds of Grimm emerged from the trees, snarling and bloodthirsty.

Team CFVY soon joined me as we stared dumbfounded at the approaching army of darkness. It was going to be impossible to hold out in this destroyed room, not with the goliath grizzly bearing down on us. Turning to my team, I shouted.

"Head back down the hallway!" We could use the building's walls to slow the Ursa's advancement and funnel the smaller Grimm.

However, like all the other massive Grimm we had faced, this giant Ursa was deceptively fast. It charged at me as I ran back to the hallway, the members of Team CFVY barely diving out of its way.

It smashed into the back wall, tearing the ceiling apart as it pushed its way through the shattered room. Blake and I leapt into the hallway, avoiding the charging black mass. Pyrrha and Ruby helped us up, before Ruby zipped down the hallway in a swirl of petals.

We took off after her as the great beast shouldered its way through the doorframe, tearing off chunks of the wall as it did so. Unfortunately, the hallway ceiling was much higher, not quite impeding the Ursa as much as the previous room.

As we ducked around the corner, I vaguely wondered how Team CFVY was holding up. I had counted at least one hundred Grimm at first glance. I could only hope their extra experience with Grimm would count for something.

"The coast is clear!" Ruby called out from the main entrance of the building.

She pulled the mechanical scythe off her back and planted the tip of the blade into the ground. With a fierce grin, she began unloading shot after shot at the raging monster behind us. The bullets themselves didn't seem to slow it down much, but its grunts of pain gave us the energy for a little burst of speed as we sprinted past her.

Lifting the tip of the blade out of the ground, Ruby pressed a switch on her scythe before turning around, facing away with her scythe trained on the rampaging masked bear. With a final shot resembling a bright red starburst, she rocketed past us.

An explosion rocked the building we just escaped, red light illuminating the already sunny grounds. Stopping at the gates, we turned around to examine the dust filled building.

Ruby jumped into the air, fist pumping. "Aww yeah, we kicked that Ursa's butt!"

As if just to prove her wrong, it came charging out of the wrecked entrance, enraged, its red glowing eyes spewing hatred.

"Oh come on!" Ruby pouted for a second before looking at me. "What do we do now? There's tons of Grimm on the other side of the gate."

Sure enough, snarls and growling could be heard from the other side of the tall concrete wall. I contemplated our options briefly as I watched the gargantuan bear Grimm approach.

The evac ship wasn't due for a little bit, so we didn't have a way of escaping the horde of Grimm. Our best bet was to fight off the Ursa until help arrived and to hope the wall held until then.

"Scatter!" I cried out. If we didn't move from here, the Ursa would slam into the gates, letting in the masses of Grimm outside.

We all shot out in different directions from the wall. Pyrrha and I went to the right of the Ursa, while Ruby and Blake went to its left.

The massive monster looked between the two groups, as if trying to decide which to pursue. Its eyes settled on me and it veered towards its right.

We needed a plan. This thing was like an unstoppable object, trucking through anything we threw at it. Setting up another heavy hitting finisher didn't seem very possible at the moment. Our best bet was to keep attacking it with small strikes, whittling its health down while dodging its heavy blows.

Ruby and Blake were well suited to this task given their extra speed over mine and Pyrrha's. We could act as decoys and distractions, and if need be, strike from longer range.

"Ruby, Blake, I need you to do quick attacks on the Ursa. Get in, slash, and get out. Pyrhha and I will act as decoys and distract it while you attack." I called out over my shoulder at the dark-haired girls.

I grunted. The moment we got back to Beacon, I was going schedule mandatory team training sessions. Our number of practised single-target maneuvers was sorely lacking.

Noticing the two approach, I signaled to Pyrrha to stop running. We turned to face the charging beast and rolled to the side as it reached us. It stopped and turned to face us, claws ready. Perfect.

As it raised its paws to strike at us, a red blur zipped by its belly, leaving a large gash. It roared and stumbled back a bit, but was given no time to breathe as a pair of black swords delivered two blows to its exposed back.

With a groan of pain, it swiped to its side, where the black-haired beauty had been. A shot to its neck pulled its attention back to us as Pyrrha fired her rifle at it. The monster's black blood spilled all over the dirt field as it received more and more slashes from the quick duo. Death by a thousand cuts indeed.

I personally had traced my bow and fired off basic sword arrows at it. I frowned as they were easily deflected by giant black paws. Despite losing a lot of blood, the immense beast still seemed to grow stronger with rage, but it was also showing signs of deterioration as the guerilla attacks took their toll. If it wasn't for the fact that Ruby and Blake were in close proximity, I might have even been able take it down with a powerful Noble Phantasm.

It started in my gut, a sense of worry, of impending misfortune. Like on the ship, somehow I could feel something was about to go wrong. Firing off another arrow, I watched as it shallowly imbedded in the Ursa's shoulder. That was odd, the paw that should have parried it was swiping downward... at a surprised Ruby.

Time seemed to slow down, as her eyes widened and she attempted to bring up Crescent Rose to block. The shaft managed to intercept the claw, but it bent and shattered from the heavy impact. The massive paw collided with Ruby's chest, driving her hard down into the dusty dirt. The back of her head slammed and bounced off the solid ground and she went limp.

"Ruby!" Blake let out a strangled cry, before looking to the side in surprise. The other massive black paw caught her in the ribs while she was distracted, and the cat-eared Faunus was sent rapidly tumbling along the ground, until she hit the concrete wall with a resounding thud.

My heart dropped in my chest as I watched two of my teammates, two of my dearest friends go down. Pyrrha stood frozen beside me, disbelief and shock etched onto her face. I didn't have time to gawk, as I noticed the Ursa turn back to the incapacitated Ruby with its paw raised, its sharp claws splayed out.

My mind went blank as I Reinforced my entire body, closing the gap between us in a split second. Sliding in front of her, I gazed up at the monstrous bear, its red eyes burning with malice and fury. With my arms out to the side, body Reinforced, I shielded her.

Thud.

"Shirou!" That voice. It was Pyrrha's.

A streak of bright red hair flashed by me as my partner charged and bashed the colossal Grimm backwards in pure rage.

I looked down at myself and blinked as I glimpsed a mess of splintered bone and torn flesh. It seemed my Reinforcement hadn't been strong enough. I stared numbly at my wound as I confusedly examined the damage.

My right shoulder had almost been torn off, leaving a large gap of bone, muscle and lung, running all the way down to my lower ribs. My head felt woozy as I looked down, the agonized cry of Pyrrha in the background as she attempted to slay the Grimm by herself.

Falling to my knees, I could swear I started hearing scraping, like when I sharpened my kitchen knives. I focused my blurring vision back onto my wound. In my dream-like state, I watched as thousands of jagged blades protruded from the edges of the injury, extending and weaving together, knitting back together the massive gap.

My body is made of swords

In spite of the current situation, I let out a small laugh that gurgled with blood. It seemed even in my last moments I would be surrounded by blades.

I pulled my head upwards and saw Pyrrha. The black monster rained blows down on her. Her face was soaked in tears and grief as she brought up her shield with all her strength time and time again to meet the massive paws. My blood began to boil as I watched the monster hammer down on the shield of my partner.

My blood of fire

Trying to get up, I stumbled, my hand landing next to Ruby. I gazed upon her peaceful face, before seeing the slowly growing pool of blood surrounding her head. The red liquid stained her hood a darker shade and contrasted quite sharply from her incredibly pale face which contained splatters of my own blood. I felt my heart shatter as I took in her limp form.

My heart of glass

With a sudden surge of newfound strength, I pulled myself to my feet, right arm dangling uselessly at my side. I staggered forward towards Pyrrha and the Ursa.

Pyrrha cried out as her arm finally gave way, and she fell to the ground, clutching her shoulder. She looked back at her would-be executioner with a defiant look in her eyes. The Ursa stood tall on its hind legs, both front claws raised high, ready to stamp its last victim to death.

I was not going to let that happen. My mind blacked out momentarily as I ran towards the monster. No matter what, I had to save someone.

An image formed in my mind. It was a sword, so familiar, as though I had seen it many times, and yet I knew without a doubt I had never laid eyes on it before.

It sang to me, calling out for me to use it.

So be it.

I pulled the sword from the stone.

A blinding golden light exploded out over the area. The massive Ursa stumbled backwards with a roar of pain. Its severed paws lay on the ground next to Pyrrha, who watched me in wonderment.

In my left hand, I wielded a golden sword, its hilt, guard and blade all ornately decorated, a sword befitting a king.

Dragging my feet into position, I pulled the sword back and waited. The enraged Ursa stampeded towards me, running on the stumps where its paws used to be. It leapt in the air, intending to crush me with its weight alone.

The sword was ready. It willed me to use it. It cried for me to call its name. With a smirk, I whispered in a low voice.

"Caliburn"

The entire compound radiated with blinding light. The Ursa was bathed in golden energy before it completely disintegrated. Not even the black particles were spared as they were swallowed in light. And just like that, it was gone, without a trace.

The sword shattered in my grip as the pieces faded away. I fell once more to my knees as as the world grew fuzzy and muffled. I was vaguely aware of someone calling my name, but I couldn't even make it out as I fell backwards. Pyrrha's worried face filled the last of my fading vision as I was swallowed into the darkness.

o-o

Gargantuan metal gears hung in the sky. I blinked as I lay on my back staring into the sky. Shifting my head to the sides, I saw hundreds upon thousands of blades lining the dusty dirt hills.

With a groan, I sat up and looked at myself. There weren't any wounds on my body, in fact it was pristine and healthy. I knew that, because for some reason, I was butt naked.

Standing up, I brushed some dirt off before stretching. I was back in my Reality Marble. This was actually the first time I had visited it without actually deploying it. It was also my first time seeing it since it failed to materialize in the forest.

"Shirou." A woman's voice sounded behind me. I knew that voice. It was absolutely unmistakable.

Whipping around, I turned to see a small blonde woman in a kneeling sitting position. Her green eyes sparkled in amusement as her mouth cracked a small smile.

"Saber."

o-o

"Saber what around doing here?" I asked walking towards her.

She blushed as she watched me approach, her hand over her mouth. "Shirou, I suggest you stop moving about so much until you produce yourself some clothing."

My face burned red as her eyes never left my hip area. I quickly covered myself with my hands before crying out with embarrassment. "How do I do that?"

"Well, this is your world right? I'm sure you can do anything you want here." She calmly commented with a smile.

The next moment, my favourite white and blue shirt appeared on my torso, a pair a jeans on my legs. With a relieved sigh, Sat down in front of her.

"How are you here? Is this just a dream?" I asked curiously.

"If this were a dream, would I not simply deny that anyway?" She replied amused.

"However, in all seriousness, Rin used her last Command Seal to send me after you and protect you. Unfortunately, the command was too vague and you had traveled so far, that I was unable to materialize a physical body here. Instead, I only had enough strength to latch onto your soul, effectively residing in your Unlimited Blade Works." She explained with poise and dignity.

"At first I tried reaching out to you in your dreams, but my influence was so weak, it didn't even register with you. I was only able establish contact with you that night you failed to materialize your Reality Marble. Even then I had to fight with another dream of yours just to reach you." The petite swordswoman continued.

"It seems your aria has changed since you tumbled into the corrupted grail and ended up here, which is why it didn't activate. Either way, even now my connection with you is weak, and failing by the second." Saber paused to take a breath.

The air seemed to grow thicker. Just as before, the world began to swirl and fade, becoming muffled and fuzzy. I could barely make out the last of her words as she shouted at me.

"I need to tell you. It's no- b-c-use o- t-e Grail!" Her voice was completely cut off as the world slipped away from around. A flurry of voices seemed to come and go into the void until it was silent again. And with a gasp, I woke up.

o-o

The first thing I felt was a faint pain. It radiated from my right side, spreading throughout much of my chest and shoulder. My left arm on the other hand, was really warm and a little wet for some reason. My eyelids pulled open as my eyes tried to adjust to the new light level.

The first thing I saw was the white ceiling tiles. When had been the last time I had seen those? The day Kiritsugu became my father. A bittersweet warmth blossomed in my chest as I thought of him.

Craning my stiff neck, I finally was able to see the mysterious source of warmth and pressure on my left arm.

I breathed a sigh of relief at the sight of the red hood. So she was alright. The memory of her lying limp in a pool of blood chilled me to my core.

I couldn't help but smile as I listened to her snore softly and drool a bit onto my arm and bed. There was something inside of me that wanted to protect her so fiercely.

Perhaps it was because she reminded me somewhat of Ilya. I grimaced as I remembered seeing the Gilgamesh grasping her heart. Watching that made me feel as though he had ripped mine out too and was holding it in his cruel grasp.

Trying not to disturb the slumbering Ruby, I turned my stiff neck to look down at my other side. There wasn't much I could see through the hospital gown, but it didn't seem particularly lumpy with padding.

Tentatively, I tried opening and closing my right hand. The muscles in my arm ached a bit as they stretched and contracted after being left unused for a while.

Feeling a bit more adventurous, I tried to lift my entire arm up. A sharp lance of pain shot through my chest and shoulder. I let a small grunt as I let my arm fall back to the bed.

"Shirou?" The warmth from my left arm had disappeared.

I turned my head to see a red-eyed Ruby looking at me, eyelids half open. Her lower lip quivered as she watched my face.

"Hey Ruby." My voice was incredibly soft yet harsh at the same time, cracking as I said her name. I cleared my throat as Ruby handed me a glass of water from a nearby tray.

Gulping the water greedily, I handed the empty cup back to her, thanking her.

"Are you alright Shirou?" Her worried eyes never left mine.

"I'm fine, never been better." I smiled reassuringly at her, reaching up with my working arm and touched her gently on her chin.

Tears spilled out of her silver eyes as she buried her face between my shoulder and the bed.

"It's all my fault you got hurt. It's all my fault everyone got hurt." Her sobs were muffled as she pressed her face into the bedding.

"You got hurt all because I wasn't skilled enough and got taken out. I heard from the others how you saved my life and almost died." She pulled her head up enough to look at me.

"But it wasn't just you, they wouldn't have gotten hurt if I hadn't convinced them to sneak into the ship." I raised an eyebrow at her last remark. I had thought that either Blake or Pyrrha had been the ones behind that. Despite her naive love of adventure, I didn't have her pegged for a scheming mastermind.

"Why did you do that, Ruby? I had Team CFVY with me, I would've been fine." I tried to speak gently as possible, de-emphasizing any possible blame.

"I don't know. It's just... after you told us about your mission, I just felt this growing feeling in my gut that you might not come back from it." She took a moment to look away from me, staring off into space. "I was just so terrified that you would leave and never come back again, just like my..."

She trailed off, her eyes blank, lost in a memory as a tear fell from her eye. Ruby shook her head with her eyes squeezed shut before turning back to me.

"So I went to Blake and Pyrrha and convinced them that you needed us on this mission. Then we came up with the plan to pose as your pilots while I hid in the bags."

Her voice went quiet, her eyes turning downcast and her body trembled subtly. She looked so genuinely frightened, I couldn't help but reach around her shoulders and pull her into an awkward one-armed hug. She glanced up at me, surprised.

"Thank you, Ruby. The man you saw, the one in golden armour? He is an extremely dangerous person. I don't blame you for being afraid I might not come back." I blinked as another thought came to me.

"Speaking of which, what happened to Team CFVY?" I asked fearing the worst.

"Oh, according to Pyrrha, they managed to defeat all the other Grimm and found us not long after you passed out." She replied sounding much less distressed.

I breathed out a sigh of relief before wondering how a team of 4 students managed to wipe out hundreds of Grimm. We definitely needed mandatory practices if we wanted to catch up to their level.

Grasping Ruby's hand, I spoke softly. "Ruby, don't let this mission keep you down. Learn from your mistakes and don't repeat them. You did well."

Her eyes widened in surprise and happiness. She bent over and wrapped her arms around me in a tight hug. "Thank you, Shirou! I won't let you down ever again!"

I grunted in pain as she squeezed my chest. Tapping her on the back, I managed to choke out a fee pained words.

"Ruby! Ruby! My injuries!" She instantly pulled back a sheepish look on her face.

"Sorry Shirou. Okay, I won't let you down ever again... starting now." She grinned as she finished her proclamation.

"I know you won't. Now get some rest. You look tired." I chuckled a bit as I said this.

She gave me an enthusiastic salute and a 'yes captain' before turning and leaving the room.

Oh shoot I forgot to ask how long I had been here for. Not to mention where the others were. With a sigh I resigned myself to waiting for my next visitor. Maybe I should sleep instead, I was still feeling a bit tired.

As I thought this, my eyelids closed and I drifted off to sleep.

o-o

I walked through the palace eyeing the delicate golden statues. The gods, their forms were captured in utter beauty, cast in golden metal. Alas, even the intricately carved statues paled in comparison to the actual deities. No human could hope to even glimpse them, let alone capture their essence.

I walked barefoot along the cool smooth stone floors. Colourful patterns danced along the tiles, creating mosaic shapes and images. Stepping through a tall marble archway, out onto a hot balcony, I observed the people below me.

Where they once waved, now they scurried like rats as they met my gaze. No matter how weak and loathsome humans were, I couldn't help but admire their ability to create.

From the beautiful palace I stood in to the massive stone city before me, humans had built them, brick by brick. That didn't even take into account the many other wonderful things they made. Extremely fine wines, intricate contraptions with all sorts of useful abilities, and even majestic weapons, I coveted them all.

I wanted them. No, I needed them, to collect these amazing objects, both beautiful and powerful. I would add them to my collection.

They would become my treasures.

o-o

My body is made of swords,

My blood of fire, my heart of glass.

I have created over a thousand blades,

Unaware of loss,

Nor aware of gain.

I have withstood pain to create many weapons,

Waiting for one's arrival.

I have no regrets. This is the only path.

My whole life was, the Unlimited Blade Works

-Shirou Emiya

AN: Hey I'm back already! Remember the last two times I said I wouldn't update and then I did? Me neither. Who knew procrastination was so much fun.

So finally some fight scenes and stuffs. I write most of the story minus the author notes and UBW variation on my phone in the notes app so, they always look longer to me than they actually are. Incidentally typing on the phone creates typos and mistakes left and right so if you see one, please let me know. I do try to read through it, but it does take a while to read through 9000 words over and over again.

On that note I'd be really grateful if you guys could review with constructive criticisms or just in general. I do read through all of them and I try to take into account what you say as I write the next chapter. With that, I hope this chapter flowed a bit better than the last one. One of you mentioned the scenes felt too disconnected, and after reading through it on my computer, I'd be inclined to agree.

For those of you wondering why Gilgamesh is controlling Grimm, there is a reason which I'll get to in later chapters. In terms of character development, I seem to be pretty bad at it, since most of the development comes in the form of crying girls. I do plan to give Pyrrha a bit more screen time in the next chapter (hopefully without many tears, it's not really in her personality anyway). As for Ruby, it wasn't much but…. check out Red like Roses II, the song. It's one of my favourites from the first soundtrack.

Since I have a really bad track record with estimating chapter release dates, I'm just gonna say nothing.

"Nothing."

Edit: After reading some reviews, I'd like to say that there will be no harem. (meaning only one girl ends up with Shirou. But that's not to say multiple girls won't like him too, after all he's Shirou! He got big boobs, medium boobs and small boobs to like him in Fuyuki.)

Thanks for reading! (and all the faves, follows and reviews if you did one or some of these)

Madgamer2k7 out.