As chaos reigned at Amity Colosseum, Ruby Rose stumbles back to her feet and runs to her fallen friend. Ignoring the shouts of her friends and Pyrrah's collapsed form muttering "I'm sorry" over, and over again, Ruby kneels next to Penny's wreckage. "I'm sorry Penny. I should have been faster. If I could have slipped past Mercury, or maybe… Oh, Penny. I'm so sorry."

Ruby was quickly broken out of her self-pity by Jaune's shout of warning. "Ruby, watch out! Ursa!" Ruby whirled around in time to see a large Ursa roar out of the arena entrance, and head straight towards Ruby. Reaching behind her, Ruby was dismayed to note that she was without her precious scythe, and without her now broken scroll she wouldn't be able to call for it either.

Thinking quickly, Ruby reached for the only weapon available to her. Grabbing one of Penny's fallen swords, Ruby quickly slashed at the Ursa, causing it to flinch back in order to avoid a nasty slice to its snout. Seizing the opportunity, Ruby used her speed to clumsily stab the Grimm through the chest. "You will not get anywhere near Penny. I'm not letting anyone hurt her again!" Ruby yelled at the dissolving form of the Grimm.

As ruby tried to get a more comfortable hold on the unfamiliar weapon, she was startled by a sudden voice coming from behind her. "Oh thank you friend Ruby! I greatly appreciate your concern and dedication to my wellbeing!" Ruby whirled around to find Penny, her head facing Ruby, smiling at her. "Although you seem to have the basics of swordplay at least partially mastered, your grip could be better. Allow me to assist you."

Penny's body shook as she tried to right herself, but only ended up flopping around a little bit. Frowning, Penny surveyed her bodies current condition. "Odd, I seemed to have lost connection with my lower extremities, as well as my left arm. This will complicate things." Just as Ruby opened her mouth to respond, more grimm burst into the Colosseum's stands and arena, now joined by armed White Fang members.

Penny viewed the chaos happening around them and determination filled her face. "It appears that my continued incapacitation will further complicate the situation. Fear not friend Ruby, I may still be able to aid you." Using her remaining arm, Penny reached behind her neck and messed with a panel until an audible click was heard. As the click was heard, Penny's arm fell limp, causing her body to give a shake and her head to fall off her shoulders and roll a short distance on the ground.

"Penny!" Ruby shrieked in fear, as she appeared to have just witnessed her not-dead friend re-dead themselves by decapitation. Ruby's hysterics were cut short by Penny's concerned voice. "Friend Ruby, are you hurt!" Ruby quickly picked up Penny's head and turned it to face her, seeing that Penny was indeed still alive. "Oh my goodness Penny. Please don't do something like that without telling me again! You almost gave me a heart attack."

Penny's face scrunched up in confusion. "You are outside of the standard age range for sufferers of acute myocardial infarction. Do you have a pre-existing condition that would make you more susceptible to such an event?" Ruby gaped at Penny, then a she began to giggle, a giggle that soon turned into a full on laughing fit. "Ruby! Are you ok?!" Penny had become concerned about her friend, as she feared the stress of the recent events had caused her to have a mental breakdown. Ruby soon stopped laughing and wiped the tears from her eyes. "Yes Penny. I'm fine. Giving someone a heart attack is just an expression used to say that you scared them suddenly. I just thought it was funny that you're the one so concerned about me, while I'm the one holding your disembodied head."

Penny soon began to giggle along with Ruby, finally grasping the absurdity of the situation. Both girls were reminded of the situation at hand when an Ursa slammed into Ruby, sending her flying. Still managing to hold onto her friend's head, Ruby gave a one handed slash to the Ursa. The Ursa dodged the strike and moved in once again. "Friend Ruby, allow me to assist you." Ruby was about to argue with her, but was stopped when a green glow began to encompassed her.

Inside her head, Ruby heard Penny speak to her. "Allow me to show you." As if guided by an unseen hand, Ruby began to attack the Ursa, her attacks being like they came from someone with years of training with the weapon. As the defeated Ursa dissolved Ruby jumped in the air. "That was awesome!" Penny smiled at her friend's amusement. "I am glad you are pleased. I may not be able to give you physical assistance, but I can lend you my aura and knowledge."

Seeing that she was needed elsewhere, Ruby began to try and find a good way to hold Penny. Seeing what her friend was trying to do, Penny had an idea. "Ruby, go back to my body. There is something in my backpack that you can use to secure me to your person." Ruby ran back to Penny's body, but didn't start looking. "What is wrong friend?" Penny asked. Ruby shook her head. "It feels like I am looting a corpse. It feels wrong." Penny smiled and urged her friend onward. "Don't worry, it's my corpse. You have my permission to loot it."

Giving in to Penny's urging, Ruby flipped the torso over and opened the backpack. "Check the small zippered pocket in the left side of the main compartment, it should have the magnet I mentioned earlier." Ruby followed Penny's instructions, eventually finding the magnet. "Clip it to your belt. It should be strong enough to hold my head securely until we can find a better solution." Ruby began to clip the magnet to the front of her belt, but then thought of something. "I'm sorry Penny, but I am going to have to hide you under my cloak. It would be weird if anyone saw me running around with the decapitated head of my friend." Penny pouted, but understood. "I understand. Now hurry, your friends need you."

After making sure Penny was secure, Ruby ran off and joined the fight. Between her speed and Penny's assistance, Ruby was able to help turn the tide and make sure most of her friends made it out unscathed. The battle ended with Beacon, Vale, and Amity mostly intact, and Cinder's forces retreating.

As Ruby was surveying the colosseum, she spotted General Ironwood. "Penny, there's the general. I should take you to him. Maybe he can get you a new body." Before she could begin to approach the general, Ruby felt a wave of hesitance wash over her. "Ruby wait!" Frowning, Ruby made it look like she was cleaning her sword. "What's wrong Penny?" Ruby could feel Penny try and come up with the right words. "You remember how I said I wanted to stay at Beacon, and that I had a plan? Well, this wasn't part of the plan, but I think it might make a good 'Plan B'."

Before Ruby could respond, she noticed a shadow fall over her and turned to see General Ironwood standing behind her. "Oh, General! I didn't see you there, but, not like you're hard to see. In fact, you're quite tall, but I don't mean… You know what, I am going to shut up now." The general smiled at the young girl stumbling over her words. "It's fine Ruby, you have had a traumatic day. I was just coming over to talk to you about Penny." Ruby looked down to see that she still had Penny's sword. Holding it out to the general, she spoke. "Oh, I'm sorry. You probably want this back. I couldn't get my weapon, and I had to protect Penny's body." The general waved her the sword away. "You keep it. I am well aware that you and Penny were close. She would want you to keep it."

Ruby, glad to hear that he wasn't mad at her, decided to ask a question that had bothered her. "Are you going to fix Penny now?" The general looked saddened and shook his head. "I would love to have her repaired, but the council has already contacted me and told me that they will not fund any repairs, or a new body. Her remains will be taken to her father. That is the best I can do for her." Ruby frowned, but was now happy that she hadn't revealed Penny to him. "That's so sad. Tell him I'm sorry." The general smiled at her and nodded his head. "I will Ruby. Now, go to the shuttles and rejoin your team. The shuttles will take you back to Beacon." Ruby looked startled as she had forgotten that she was supposed to be boarding the shuttles to go back to Beacon. "Oh no! Thank you general!" As Ruby began to sprint for the shuttles General Ironwood chuckled and called after her. "Don't mention it Ruby. Tell your Uncle hi for me, and make sure not to lose your head!"

Author's Note: So, another idea I had. I actually made the comment on the RWBY subreddit that I wished they would do a Lollipop Chainsaw kind of thing with Ruby carrying around Penny's disembodied head and getting into wacky adventures. So here's the story for it.

This is going to be an AU as this was finished the Wednesday before the episode 10. I plan to kind of forget the main story is happening and just have Ruby and Penny try to make it through life at Beacon without being found out.