I do not own RWBY, they belong to Rooster Teeth. Good suspension and action, and serious drama endings. You rock Rooster Teeth!

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Qrow Branwen drinks out of his flask as he sits on a rock among the highest ledge. He can see the Grimm marching towards Beacon with such organization, as well he can see White Fang/Faunus ships coming into Vale. But what he also saw was a few ships being taken down by large Nevermores, dragging them to the ground to see the ground Grimm forces to take apart the ship, finding bombs, and human infiltrators.

"...Damn." Qrow said as he watches from afar, seeing one of the infiltrators trying to run but was pinned by a Nevermore, forced to look away before being finished off. "Place is locked tighter than a Queen's nest." he mutters. But this got him wondering, why is this place being overrunned by Grimm while Faunus's are pretty much getting along just fine with them, not to mention keeping Humans as prisoners and killing the skilled soldiers to suppress and diminish rebellions. "Someone or something is controlling these Grimm," he said but hears a thundering sound of hooves riding his way. "And it brought friends."

Arriving the cliffs were dozens of black armored knights riding on Grimm like skeletal horses which could tell that they are more Grimm than man. Their armor is decorated and molded to look like Grimm with skeletal bones, spikes, and animal teeth are in the outlines of the suits.

They wear black or grey furs on some parts of the armor, as well weapons can be seen with spiked swords or large weapons. One carried a banner in hand which shows of a skull of a monstrous Grimm with red symbols.

However, one of the dozen knights leading Grimm knights is an armored man with red burning eyes through his bone metal helmet with, white fur which is dorn over his shoulder pad armor. The entire armor is decorated with bones from human as well several skulls on his left shoulder and arm to represent trophies of victory, and on his back held large bastard sword. This leader watches over the cliffs as he sees the Dragon Grimm circling around the former Academy.

"Our King walks among Remnant once more," said the leader as he raises his hand and motions words the school. "Ride for the Grimm King!"

The entire battalion of dark knights roared with cheer and satisfying roars of war and road off. As none of them noticed a crow on a branch which saw the entire thing and left the scene.

-0-0-0-0-0-0-

Remnant, a world of life and death cycle endlessly. For life, man have been the most dominant species, roaming the lands without a care. However, life needs death, and death created Grimm. No one knows where the Grimm came from, but what they know is this, they kill anything that lives.

The humans have no knowledge of how to deal with such soulless creatures, nor how they existed. But the human mind were verged into insanity, blaming one another with false accusations, and will lead to horrific violence. The fire of insanity spreaded quickly, as well the number of Grimm increased drastically.

The rain poured down upon the lands, however, the fires on the villages still burn. Many of the villagers were killed and hanged, as armored humans with swords and shields slay anyone they could find. They did miss one.

"*PANT* *PANT* *PANT*" A little girl runs for her life through the rain, her clothing were burnt and tattered, but they stayed on her body. Tears streamed down her face with agony, sadness, and fear.

"AFTER HER!" roared a man's voice. "In the name of the holy order, we need to kill her before the beasts arrived!" he said to be a knight on horseback, along with half a dozen more knights followed him as they all rode off after the little girl.

The little girl couldn't look back, trying to focus on running for her life. However the wet muddy road was not in her favor, making her slip and fall to the ground. She could hear the galloping horses coming closer. She tried to crawl away to gain distance from her village's murderous, however, the horses soon surround her.

She shakes in fear as she is afraid to look up. "In the name of the holy order," she hears the leader, "Let the holy forgive our committment to kill, for this is the greater good of all humanity." he raises his sword. The little girl looks up to see the leader, preparing to strike with teary eyes. "Forgive me."

*ROOOAAAAAR*

The sword was lowered and the leader looks around. The horses withdrew and startled as they circle around. "What was that?" said one of them with a sword at the ready.

"Something is coming." said another who is clearly correct.

Other than the sounds of raindrops splashing to the ground, everything went silent. The horses are now uneased and well alarmed.

The first subordinate looked in panic already and looks at the girl. "She must be summoning Grimm, quickly kill her!" he said as he raised his sword.

The girl closes her eyes as she huddles in fear.

*ROOOAAAAR*

The familiar sound came closer and burst out from the shadows and started attacking the knights. It was enormous, a humanoid beast, it has a tail with large spikes down its back. The entire body is armored with white bones. Its head resembles a human skull with red linings. It was nothing they have seen before as it stood in two and have the similar features of a human. It charges towards one of the subordinate knights with its' claw, slicing him and the horse through like nothing as it's tail lashes to stab another knight through his chest and flings the now dead corpse away. The monstrous Grimm then looks at the rest of the knights with its red and brown eye.

"GRIMM!" cried the leader. "Kill it befor-" the large Grimm grabbed him off his horse and was then crushed in its grasp.

"Run!" another subordinate with fear pulls the reins as the rest of the surviving knights followed.

The monstrous Grimm stares at the cowering knights. It opened it's jaws to see a build of black energy within its mouth. It then exhales it out, releasing a beam of dark violet energy and reaches to the knights. An explosion is seen that left no remains of the human knights.

"*sob*" The Grimm turns to the little girl. She cried and now alone, no parents, no friends, everyone she knew died in that village. It smells the little one's despair, now on all fours to get a better look of her. She looked up with sadden eyes, now staring at the Grimm's eyes. She almost looked frightened but soon realized she was saved by this creature.

She did no other human did when facing a Grimm, she reached out her hand to its face. The Grimm looks at her and leans closer to her hand. The little girl closes her eyes, not knowing why she would do such a thing. But she then felt a smooth surface within the palm of her hand. The girl opened her eyes to see the Grimm now in her hand, purring from the touch. She can see the intelligence and compassion within the Grimm's eyes.

"...Thank you…" She said weakly with a smile. "...Thank you...for saving me..." her response was another loud purr. "My name is Cinder…" The little girl fell unconscious due to the exhaustion of her recent escape, but her body was soon caught in the Grimm's hand.

The creature of destruction soon looked how fragile she is, and looks to see there is no one in the recent destroyed village alive. It looked down once more to Cinder, holding her in a comfortable position in his arms as it takes her away where she can be safe.

-0-0-0-0-

Cinder Fall stirs in her slumber as she can feel the sheets over her bare skin, and her hands traced on a familiar texture is traced. The new Fall Maiden lifts her head to see her slumbering king, now out of his armor as he breathes softly. Cinder could not help but release a smile over her blushing face and stares at Armageddon while tracing her hand on the king's red marked cheek.

"Having fun my love?" Armageddon said while opening his eyes to see his queen with a heart warming smile.

Cinder giggled as she crawls over her lover's body, looking at him lovingly with an innocent yet satisfying smile. "It's been so long," she said and snuggles to him closer. "Us in bed and catching up on our "stress" relieving sessions."

"I do miss those sessions." The king smirks and kisses Cinder's forehead, "It must have been stressful without me while I was locked away?"

"You have no idea how much I kept myself in check," she said. "No other man can match your strength, cunning, amb-it-ion." she said huskily while tracing her finger down Armageddon's neck and circles around his chest.

"Then as King, I must keep my queen happy," he said as he wrapps his arms around her body as he earned a soul warming giggle as they kiss. However, this was soon interrupted when knocking is heard from their doors.

Cinder let out a pout and rolls off of bed. "Let us continue this...next time," she said seductively and sways her hips to the bathrooms.

Armageddon smiles as he gets up from bed as his aura creates and materializes his armor while making his way to the door, revealing to see dog Faunus male in a butler suit. "Good morning my lord." the butler said with a light bow. "I have some intriguing news for you."

The king smiled as he sees the respect he earns and the respect he gives to his loyal subjects. "Good morning to you too, now, what is that will catch my attention?"

"A large number of black armored warriors riding on Grimm horses are arriving to Beacon."

"Black armored riders," Armageddon ponders, now remembering. "Did these horsemen have a banner?"

"Yes my lord," The butler faunus said honestly. "Reports shows of a banner carrying a Grimm like skull banner."

The faunus flinched as Armageddon chuckles and began to laugh heartily. "Well then, open the doors to our friends." the King of Grimm said and places his hands on the faunus butlers' shoulders. "Take the day off, you deserve it, but tell everyone else to prepare to celebrate tonight."

"Yes my lord." The butler was let go and dashes off to tell everyone.

"I heard you are in a very good mood," Cinder came back now in her red dress. "Did Atlas fall without me knowing?"

"No, not yet my love," Armageddon said with a large grin, "But an old friend has come back to the family."

-0-0-0-0-

The army of horsemen march into the former Beacon Academy gates as they could see some faunus civilians greeting them with waves and gestures. The knights continue forward as they are now in the front courtyards of the now corrupt academy, all men lined up in an organized in rows as the leader of the Grimm horsemen dismounts off as he looks at the front doors.

The doors opened up to reveal Armageddon with Cinder by his side with hands locked together, along with Mercury Black and Emerald Sustrai behind them as they walk down and confront with the arrived army. Adam Taurus arrived as well but stood by the corner alone on top of the stairs, hoping to observe and not be involved. Mercury and Emerald looked uneasy as well a little intimidated at first, but then they see Armageddon pecks his lips lovingly to Cinder's he lets go and walks up to the leader of the army with open arms. "Hades, old friend and greatest commander of both my old and new Kingdom."

"King Armageddon," The leading dark knight walks up to him and both embraced as they pat each other's backs. "The slumber has not change your rule of power over the years."

"Neither has your army," Armageddon said as they let go of each other while the king inspects the army. "However, I remembered you have more than an eighth the last time we went to war."

"Sadly, the slumber was not kind to the ages my lord." Cronus said grimly as his army is family to him. "However, the men you see today stayed strong and loyal to serve you, ever eternal." he turns his gaze from his lord as he sees the beautiful queen. "Lady Cinder." he nods a bow to her.

Cinder smiles as she did the same. "Sir Hades, sharp as ever," she said as she walks up to the two men. "But how is your edge holding up?"

"Strong as it can be my lady," Hades saluted. "I will never rest nor rust until the world is cleansed from its evil." he then clasp his right hand over his chest. "Remnant's time has changed over, this is even grounds for both sides, but we will win."

Armageddon grins at his loyal commander. "Excellent," he said and pats his shoulder. "This would is corrupted with a new playing field and weapons we have never seen before, let's show them what old fashion can do."

Before the rest would celebrate, Armageddon senses one of his Griffin Grimm coming from one the northern city of vale. The Grimm looked damaged as if wounded and lost strength and let gravity take it, however, the Black King raised his hand to channel his aura, catching his Grimm in the air and let it set besides the group. Cinder walks to it and inspects the wounds. "Dust and Aura," she said and picks up a shrapnel piece of rock. "Telekinetic powers of objects, this is the work of Glynda Goodwitch, a former worker here of the Beacon Academy." the woman in red looked angry. "She has a garrison with her."

"No rest for the king I suppose," Armageddon sounded disappointed. "I'll set out to deal with this threat."

"My king," Hades spoke up with a salute. "I will take care of the threat for you." he said as his men behind him saluted with their hands over their chests minus the bannerman.

"You have just arrived," the king said. "I need my best commander at full strength."

"I will be," The dark knight's red irises glow with determination. "This will be an excellent warm up, and acquainted with the enemy."

Armageddon looks at him, letting out a sigh in defeat. "You never changed old friend, always battle out old grudges," he said. "Very well, have your men ready for the worse, but I'm sending in assurance." He turns to the loyal humans who serve with Cinder. "Mercury, Emerald," and he up to the certain bull Faunus, "and Adam." the faunus looks frustrated but could not show it too much for he wanted his loyalty to keep his people safe. "You three will go with Hades, but you will observe, stay hidden and act as reserve in case the situation goes wrong, understand."

"Yes sir," Emerald said.

"Not getting really involved," Mercury thought about it and nods. "I can work with that."

Adam stayed silent, but letting out a nod, seeing his Faunus kin is in good hands with the dark king. He wanted to observe these ancient warriors which Armageddon is proud of.

-0-0-0-0-

In the northern city limits of Vale, as human survivors getting out of the Grimm infested home, Grimm began to line up for their defenses as they have not fully secure the city. Vale recently conquered as the defenses and walls are not fully repaired, only to barricade and bolster some defenses on the streets with durable debris to shield and force back vehicles until the defenses are properly in place.

The resisting forces fired their dust rifles at the Grimms whom get to close or in their line of sight while large vehicles are picking off large groups of grimm or a Ursus's trying to trample them. Leading the charge is a blond haired woman hearing a white blows and black tight skirt, this is Glynda Goodwitch, one of the strongest Huntsmen/women in the world. Using her telekinetic aura while using her other hand to adjust her glasses, she created a ball of purple energy made of dust and hurls it to a line of Ghouls.

The blast is struck as it made a breach in the middle, but was soon filled in by Ghoul Grimm, the undead soldiers which line up in three rows of front line defenses, overlapping shields to created a defensive wall while spears stick through. As archer ghouls holding either bows or repeater loading crossbows firing their arrows and bolts upon the enemy, piercing some of their armor to diminish the numbers.

Glynda raised her riding crop to create a barrier, only to block a majority of them while some hit their marks, seeing her men drop like flies and wounded carried off for quick first-aid.

"How long till reinforcements arrived?" Glynda said to a high ranked officer.

"They just arrived mam," he said as more heavy vehicles arrived along with an flying battle cruiser.

The battle cruiser began firing the flying Nevermores and Griffins, large or small, as it's lower hanger open and drop more troops and vehicles to assist the front.

"Good," Glynda turns to the front ghouls. "Push forward, we will retake Vale before sunset!" her cry is rewarded with roars from her soldiers… but it was soon ended as they heard an old warhorn trumpeting behind enemy lines.

The Grimm began to pull back as they lined themselves just in front of the shield wall Ghouls as well the Flying Grimm circling back enough to regroup with the ground troops.

"Are you seeing this?" said the officer, now confused as the Grimm are developing a new kind of behavior. "What the hell are these things doing now?"

Glynda is also in a kind of lost and interested, for she never seen this kind of intelligence in her life. But her ears caught something. "Shh, listen." it was coming from behind enemy lines… hooves?

The beast Grimm separate to create a path, same did the Ghouls for the shield wall is open, to reveal a charging heavily armored cavalry unit of Grimm while being ridden with human, black armored riders. The bannerman blew the warhorn once more as the entire unit roars and lances down and pointed at the invading forces.

"SHOOT THEM DOWN," ordered the officer as panic is filled in his mind, "SHOOT THEM, SOMEBODY FIRE!"

The line of men desperately fired their dust rifles at the Grimm horses and men, however, they are rendered useless as the bullets did nothing but bounce off of their armor. Even with the tanks and heavy explosive weaponry hailed upon the cavalry, but it did nothing but singed and left some fire marks on their bodies. The leading knight Hades drew his bastard sword and swings upward over the ground, unleashing a blue burst of fire across the land ahead and towards his enemies. The fire traveled through and burned those who have been caught and a vehicle behind them, bursting it to flames. But what Glynda shocked her was the fire turned instantly to pure cold ice.

The latch of the burning to froze vehicle opened and the driver tried to put the fire out, but was soon instantly froze like a statue along with the other victims caught. Glynda turned and slams her riding crop to the ground, sending the earth to erupt spires of stone from in front of her and her men pointed at the invading forces, hoping to slow down their charge.

"FOR THE GRIMM!" roared the leader, "FOR TRUE JUSTICE!" the Knights roared with him and burst through the barricades without a care, some did fall but got up quickly to continue the battle.

Lances struck through the enemy like nothing, skewering through them as their limp bodies lay dead and being tossed like ragged dolls. Some soldiers were being shoved and trampled by the heavy Grimm horses as well being sliced through by their riders. Heavy tanks tried to run them over with their massed bodies, easily was dodged as one of the Knights pulled out a javelin with strange markings at the tip. The Knight's unhuman strength through the missile weapon through the heavy vehicle's thick armor, embedding through a standby soldier as the top glowed red, causing a massive explosion from the inside out.

-0-0-0-0-

Mercury, Emerald, and Adam watch from afar on top of a building close to the battlefield, watching the Knights tearing the resistance fighters apart.

"This is a massacre." Emerald said with her hand covering her mouth.

"I am never judging old thing ever again," Mercury agreed with her, in his mind being glad to be on the right side.

Adam looks at the leading Knight, slashing through soldiers and armored tanks through like hot knife through melted butter with a worried look, what had he helped unleash Remnant.

But the three's attention was caught to see the Dragon Grimm just flew over their heads and to the battlefield.

-0-0-0-0-

The airship soon realign for it's cannons upon the enemy, but hesitant because the enemy is literally upon their allies. The captain of the ship watches to see his ground allies being slaughtered. "Sir, what do we do?" he turns to his cadets. "We can't attack our own allies."

"I know that," said the captain as his hands grip the chair he is sitting on. "We have Glynda down their and even she could not stop this force."

"We need to get them out of their." said another cadet.

The captain ponders, a victory is not happening today, but another time, if they can pull back their remaining forces. "Lower the ship and have our best marksmen to provide cover fire,"

"Captain!" said is radar specalist Cadet. "Incoming! Full speed!"

-0-0-0-0-

Armageddon and Cinder stood on top of the prized signature Dragon Grimm's head, letting out a roar as it's body produces black drops on the battlefield, producing Griffin Grimm and began assaulting the rebels. Cinder watches as she casually stood on the head with no trouble from the rough flying.

"It's beautiful," she said with a sadistic smile.

"It will get better," Armageddon said, "Be patient, we will see all the kingdoms burn and reforged into our imaged." he said as his hand snakes across her back and on her hip, earning a pleased moan as she snuggles to him.

"I like that very much." she said and sees the airship. "Think you can take over that ship, it will be a grand private flagship for our growing army?"

"For you, anything." he said as the Dragon flew over the ship with ease, allowing Armageddon to let go of his lover and drops casually on the ship. He lands on top of the deck of the ship, looking at the captain with a grin.

"What is he doing?" said one of his cadets.

Armageddon reels his right arm and kneels down, clasping his hand on the metal flooring with fingers embedded through the steel. Black webs began to course from his palm and across the ship, as it began to transform into his image. The black networks worked its way inside as it made it into the deck and the web caught a female cadet.

"What the hell?" She then feel the web crawling on her body, causing her to scream in pain as she is soon transform into a Ghoul soldier.

"Run!" The captain roared. "Abandon Ship!"

Many tried to run but majority were grabbed by the black corrupting webs, trying to make it to the escape pods or jumping out the windows or doors for a desperate attempt to escape. The captain and one cadet survivor got to the escape pods, but soon realise this is the last one, the cadet opens the door, but hears a grunt of pain and sees his captain's arm is caught by the corruptive web.

"Captain!" the cadet was about to help him, but was quickly grabbed by the free hand, watching his teacher… father… friend… turned slowly and failing resistance.

"Tell them what-grunt-happened. GO!" he strained and pushes him inside the escape pod, allowing it to launch out far away.

-0-0-0-0-

Amageddon grins as he stood where he was and turns around, the ship is now his. The ship is now corrupted into a black colored ship with some outlines of spike and fitting skulls, as well a flag raised to see the banner of a Grimm Skull with dragon wings on the side as well fire coming out of the "nostrals". He now looks down on the battle field, just to see an interesting crow flew in to the blond haired witch.

-0-0-0-0-

Glynda grunted as she is becoming exhausted, blasting away a night with her riding crop, and swings it in the other direction to shoot out purple bolts, enough to hit another Knight's joints to incapacitate him and his mount for a short period. She catches her breath, and quickly develop a shield to protect herself from an incoming sword. Glynda skidded back and was pushed down to roll to her knees, just to look at her opponent, Hades.

The leading knight looked at her with interest, dismounting and walks to Glynda with his observing red eyes while carrying his bastard sword and rests it over his shoulder. But was soon stopped to see a crow flew in front of Glynda, transforming to Qrow Branwen.

"Qrow?" Glynda said in confusion.

The man looks back with a smile and to the leading knight. "So, are you the one leading this hubbub?" he asked him.

The Knight stood silent, he cracks his neck and spoke. "I lead only my king allows it." he said and points his sword at Qrow. "Continue to deny the true justice, or perish to nothing."

Qrow smirks and draws the large sword behind him. "Justice, is not how that works."

"So be it," Hades said and charges forward, sword in one hand and swings at Qrow.

The traveler quickly leans back to dodge, as the blade is very close enough to nick the hairs of his face, repose to counter at the black knight. But the black knight's heavy blade was not so heavy for it to quickly block with ease, causing him to look at him with calculating thoughts. Qrow backs off and charges to attack, having a quick advantage of speed at strike in different angles, but no avail for Hade's experience, strength, and higher calculation.

Qrow strikes once more, only the collision of steel was like hitting a barrier, forcing him back and skid across the battlefield. Transforming his gun to his shotgun mode and fires both barrels off, but was soon blocked easily by the large sword and very durable armor. "Impressive." Hades said while the crow looks at him with seemingly numb hands but bearing. "But is that all you have to show?"

Qrow grunts and have his weapon transform again, this time, it is his signature Scythe. He charges forward with greater speed, letting out a roar with far more furious attacks. Hades now impressed as he now has both hands on the handle of his bastard sword, he blocks the attacks as he was forced back, he moved his sword around his back in time to block an attack from behind, side and on top of him. The commander of the Grimm let out a smile. "Yes!" he roared. "Show me! Show me your strength! Your history!" his sword began to glow blue and red. "YOUR DETERMINATION!"

The steel continue to clash as the speed and strength is increased to blurs, the footing is circling around as they are moving faster than the eye could see. Qrow had one thing on his mind, win! For if he would not, he would die, if he died, he would not see Ruby grow up, but would he see… Summer?

Hades eyes widened made an overhead chop to the ground, causing an fire/ice field to separate the both of them. "You battle while holding back!" he shouted with anger. "What is holding you back! Who is driving you!" he said and charges again. Qrow hesitated as flashes of Summer blinded his mind, quickly blocks but was forced back heavily as he is forced to defense. "Who do you see makes you imbalance! Who is the one you desire!" he freed his left hand and delivers a punch.

Qrow soon saw a woman in a white cape, smiling at him, making him not react fast enough as he was soon punched and rolled on the ground. He coughs as tries to get up, but a blade from his opponent is met to the back of his neck.

"Who was it that died?" Hades now curious, wanting answers because of his new found rival, but was soon blasted from behind, making him turn to see Glynda.

"Run Qrow!" Glynda whips her riding crop to create chains, binding Hades's arms, body, and legs. "Get to the council!"

"What about you!" Qrow said and grabbed his scythe.

"I'm holding him down with everything I got!" Glynda strains as Hades struggles and the energy chains strain and began to crack. "You need to send word now!"

Qrow looks at her in shock, the battle soon failing and turned for the dark army, but he turns to see a large herd of giant elephant Grimm lining up, Goliaths.

"Go!"

Qrow grunts and closes his eyes, transforming to his crow form and flew away from the battlefield, to north of Atlas to send word of the situation.

Hades broke free and grabs Glynda by the neck with an iron grip and hoists her off her feet. The professor dropped her riding crop for she is now spent and exhausted, and looks back at the fleeing crow.

"Leave him." a voice said a Glynda gazed from her struggles to see the spike black armored king. "There is next time," he looks at the witch with an amusing look. "I see you caught the leader of this skirmish, excellent." his hand began to conjure a worm like Grimm and levels it to her. "This shall be your first spoils of the new war Hades," Amageddon said and the insect latches on.

A scream is heard from the distance.

-0-0-0-0-

The defenses have now been rebuilt and bolstered for anymore future attacks, Armageddon walks to the three observers. "So, what have we learn today?" he asked the three children.

Emerald hesitated and spoke up. "That, they are no match for the Grimm?"

"Indeed." he said and turns to Mercury and now observing his legs and Adam. "You are all dismissed." he said. "Emerald, Mercury, tomorrow, meet me at the training halls, I want to test your strengths and weaknesses." he then turns to Adam. "Adam, you are to tend to your people."

Adam looks at him, and looks down, saying nothing, but it is enough for a yes.

"Yes sir."

"Good."

He turns around and looks over the horizon, his line of sight seeing North… towards atlas. "Your move."

-0-0-0-0-

Hades, Commander and Old Friend to King Armageddon of the Kingdom of Old. This OC is created by Spartan-626

Give me Reviews I will send the Grimm to conquer your lands! Thank you!