Once upon a time, in a far away land, there lived an old puppet maker named Geppetto.

Thunder cracked as rain poured hard onto a house, shrouded in shadow. The only bit of light being the lightning that struck near the house. Inside the house, we see scattered machinery, and gadgets inside a strange room. It was a laboratory, and in the center was a large red tube with a humanoid figure incased inside. Right next to it were computer monitors, and near those monitors was a man, who gazed at the tube, his body covered in the shadows.

"It's nearly time." He said, "This is the moment I've been waiting for." The lighting struck revealing him. He was an old man, the top of his head completely bald, with white sideburns remaining on him. He also wore a white lab coat, and glasses

Geppetto lived alone and had no children of his own. But then, one day, he decided to build a puppet In place of the child he never had, and he called him Pinocchio.

After another bolt of lightning struck, he pressed a button on the console. This caused many machines in the room to light up, sending bolts of electricity inside of each other. Tubes filled with a liquid began moving as well, as water began to bubble inside the tube with the humanoid figure inside.

"It's crucial that this experiment succeeds." the old man said to himself.

Electricity kept surging into the machines. The computer monitor showed the status of the project as the old man laughed to himself. "That's right." He said. "Now it's time for you to wake up." He pulled up a lever as the energy from the machines grew stronger.

That night, a fairy appeared, and cast a spell on Pinocchio allowing him to move on his own, without strings.

As energy from the machines kept surging, electricity began to surround the tube, as lights began flickering all around the room, showing more of the humanoid figure. The old man smiled as he continued to stare into the monitor.

Then, after a while, the machines had powered down. The liquid in the tube bubbled, as the old man slowly looked back at it, sweating profusely.

Then the fairy told him this. "Pinocchio, if you are very good, one day I'll return, and make you into a real little boy."

The robot's eyes began to glow a harsh yellow, the rest of his body covered in nothing but shadow.

Suddenly, an alarm went off, the screen with the text 'ERROR' flashing.

"I don't believe this!" The old man said in disbelief, "Nothing could have gone wrong, everything was perfect." He turned back to the console. "Damn it all! There's no time I can't fix it!"

Then she turned to the talking cricket and said, "You will be Pinocchio's conscience. Remember Pinocchio, always be good, and listen to what he tells you."

The old man suddenly heard a noise outside the window. He slowly looked in horror, as what he saw outside was something he wished he hadn't. A large, monstrous figure looming outside the window, only visible by his silhouette. The lightning casting a large shadow in the room as the man looked on in horror, the alarm still going off, the light from it revealing more of the robotic figure in the tube.

Suddenly, in almost an instant, the house exploded into a fiery blaze, causing a large fire to spread in the surrounding area.

"Then what happened daddy?" Asked a little girl to her father. She had short black hair, with red tips at the end of each strand, with silver eyes. She wore a white t-shirt, with pink stripes, along with grey pajama pants with pink socks.

"Hm? What's that?" The father asked.

"What happened to Pinocchio after that?" the little girl continued.

The father chuckled, "That'll have to wait another time, Ruby."

"Aw, but I wanna know now." Ruby whined, pouting a little.

The father chuckled again, "Now now, don't get fussy with me sweaty. It's getting late and Yang's already asleep." The father pointed to another girl next to Ruby, a bit taller than her with long blonde hair. She wore a black shirt, with red pajama pants, and yellow socks.

Ruby reluctantly conceded and got under the covers. The father kissed her forehead as he turned off the lamp.

"Hey, daddy?"

"Yes Ruby?"

"Do you think a story like that could ever really happen?"

"Well, in this day and age, anything is possible really. Technically we already have something like that with the robots in Atlas today, so that could be a possibility."

Ruby smiled at the thought, "that sounds *yawn* really cool." Ruby yawned as she was beginning to fall asleep.

"Goodnight Ruby."

"Good night daddy."

The father finally left the room, as Ruby cuddled with her sister, finally falling asleep.

As the house was set ablaze, the old man ran as fast as he could away from the burning building. Soon enough though, he had tripped and fell onto the wet muddy ground, panting as he had run out of breath. As he looked up though, he was horrified to see three figures revealed by the lightning.

The first was the large figure from outside the window earlier. A large, rhinoceros type creature, with a long red horn on its nose. The other was a tall lean mantis like creature, with enormous scythe-like appendages on his arms.

The last one, in the middle, was a bearded man in a black robe, carrying what appeared to be a staff of some sort.

"P-Professor Gill." The old man said in horror. The old man stood up definitely, "get out of here. You can't control me, I refuse to obey anymore."

Professor Gill smiled sinisterly, as he lifted that staff up to his mouth, blowing into as horrific sounding music played from it.

Chapter 1: Switch On

The sunlight gazes upon a misty forest. The bird's chirp and animals run throughout the forest.

By a tree near a pond, a young man is seen sitting near said tree. The young man looked around, feeling the grass, and watched as a butterfly flew away from a flower it had originally perched itself on.

He tried to reach for it, but once he did he stopped, and looked at his hand, his eyes widened in disbelief. He had soon also heard a frog making a 'ribbit' noise. The young man was surprised by the creature and tried to grab it, but it jumped away from him. He tried again to grab it, but all that did was send him tumbling into the pond. As the frog swam away, the young tried reaching out to it again, only to be surprised when he heard something come out of him.

"A-ah. H-huh? W-wha… wha? My voi…. Is this….. my voice?" He asked himself. Afterwards, he looked into the water and saw his reflection. "This reflection. This is me?" In the reflection was a young man, with black spikey hair, goggles on his forehead. He wore a blue jacket and jeans, with a yellow shirt underneath the jacket, and black gloves and shoes. His most notable feature though was the red guitar he carried on his back. He continued to stare at his reflection, until his eyes widened and he stood up out of the water suddenly.

"What's going on here? Who am I? Where am I?" He began shaking in fear and clutched his head. "I… I don't know."

In other news today, authorities are currently investigating the recent explosion that occurred last night. While no confirmation on the fate of the residence of this house is clear, police are doubtful that anyone could have survived.

The scene cuts to another news reporter talking to a police officer with a microphone.

"This is what we think, it looks like the fire might've started in the lab on the first floor. We're guessing something might've caused a spark to jump from the machinery which ignited some of those chemicals in there. We haven't found the body yet, but from what I've seen there's no way anyone could've survived that explosion."

The TV was soon turned off by a familiar silver-eyed girl getting ready for something.

"Ruby, are you ready yet? Come on, we're heading into town!" a voice said from another room.

"Coming Yang!" Ruby said as she put her shoes on before leaving the room. "Sorry about that guys."

"Jeez, what took you so long? It couldn't have taken you that long to get changed." A white haired girl said. She was thin, and had long white hair, with a ponytail on the side, and a rapier on her hip, and was wearing a white dress and wore heels.

"Sorry Weiss, I was just watching something on the news, something about an explosion." Ruby said. She wore a red long-sleeved blouse with a matching skirt, a thick pair of black stockings and combat boots, and on her back hip was a folded up scythe-like weapon.

"I heard. It was all over the news, it was even on all the forums." A black haired girl with a bow on her head said. She wore black low-heeled boots and stockings that faded into purple, as well as a buttoned vest with coattails and a white sleeveless undershirt, and white shorts, with what seemed to be a ninja sword on her back.

"Look, we can all pray for the residents' safety later, for right now let's just head into town already."

"Wow, you're pretty cold-hearted aren't you Ice Queen?" Yang said teasingly to Weiss. She now wore a tan jacket, with a low yellow crop top, with a brown skirt and black shorts, and on her wrists were two gauntlets/

"I'm not cold-hearted, I just want us in town already….. And don't call me Ice Queen!" Weiss shouted.

Yang chuckled as she shrugged and they all headed off into town, Ruby though was still thinking about the news report. Little did she know, this was only a sign of things to come that would change her life forever.

The young man, after recovering from his panic attack earlier, was seen walking over a bridge, as he looked around at everything around him. From the trees, to the grass, to even the bugs flying by him. Behind him he heard someone in a car honking its horn at him.

"Hey! Get out of the road!" The man in the car shouted, "Come on move it! Do you want to get hit!?" The young man moved out of the car's way. "What a moron, the heck's wrong with you anyway? What are you some kinda rock star or something? Is that why you're carrying around that guitar?"

The young man gave a confused look, before looking behind his back, seeing the guitar the man mentioned. Suddenly, a crash was heard as the man's car was about to fall off a cliff. The man shouted in terror as he prepared for his fate. It wouldn't happen, however, as suddenly he notified his car moving back somehow. The man was confused as to what just happened, and looked outside his window to see his car safely back on the road and away from the cliff. The man widened his eyes in surprise, as he looked back to see the young man walking away, towards the town ahead.

In the town, it was being decorated for an event called the Vytal Festival. From the colorful streamers, to balloons, to even a sign being put up with the letters 'WELCOME TO VALE!' Being held up.

The four girls were happily walking along, taking in the sights. Though one in particular was much more excited than the others.

"The Vytal Festival! Oh this is absolutely wonderful!" Weiss said as she clasped her hands together.

"I don't think I've seen you smile this much Weiss. It's kinda weirding me out…" Ruby said with a worried expression on her face.

"How could you NOT smile?" Weiss asked, "A festival dedicated to the cultures of the world! There will be dances, parades, and a tournament! Oh the amount of planning and organization that goes into this event is simply breathtaking!"

Yang rolled her eyes and sighed, "You really know to take a good thing and make it sound boring."

"Quiet you!" Weiss shouted.

"Remind me again, why are we spending our Friday on these stupid docks?" Yang asked.

Ruby sniffed the ocean air, regretting it immediately as she held her nose, "Ugh, they smell like fish."

"I've heard that students from Vacuo will be arriving by ship today. And as a representative of Beacon, I feel as if it is my solemn duty to welcome them to this fine kingdom."

"She wants to spy on them so she'll have the upper-hand in the tournament." The black-haired girl said nonchalantly.

"Ack, you can't prove that, Blake." Weiss said, crossing her arms.

"Woah." Ruby said as she looked over into the city. A robbery had occurred, the shop being surrounded by police tape. The girls walked up to the police officers.

"What happened here?" Ruby asked.

"A robbery, second dust shop to be hit this week. This place is starting to turn into a jungle…" One of the officers said as he walked to his partner.

"Ugh…. That's terrible" Yang said, placing her hand on her hip.

"They left all the money again." The second officer said.

"Ehh, this doesn't make a lick of sense. Who needs that much dust?"

"You thinkin' uh, White Fang?"

"Yeah, I'm thinkin we don't get paid enough."

Weiss folded her arm. "Hm. The White Fang, what an awful bunch of degenerates."

"What's your problem?" Blake said to Weiss.

"My problem? I simply don't care for the criminally insane."

"The White Fang is hardly a bunch of psychopaths. They're a collection of misguided Faunus."

"Misguided? They want to wipe humanity off the face of the planet." Weiss argued.

"So then they're VERY misguided, either way it doesn't explain why they would rob a dust shop in the middle of downtown Vale."

"Blake's got a point. Besides, the police never caught that Torchwick guy I ran into a few months ago. Maybe it was him?" Ruby said as they watched the police continue their investigation.

"That still doesn't change the fact that the White Fang are a bunch of scum. Those Faunus only know how to lie, cheat, and steal." Weiss said, as Blake was glaring at her.

"That's not necessarily true." Yang said.

"Hey, remember that explosion last night?" One of the officers asked. This caught the girl's attention.

"Yeah, it's all over the news. Apparently the house belonged to that Dr. Komyoji guy. It's probably not my place to say, but from what I heard he was conducting some weird research there. The least I can say is that at least he was smart enough to put his lab where there weren't any houses nearby." The officer said.

"Dr. Komyoji?" Ruby said quietly.

"Rumor has it he was some kind of researcher in robotics. It makes me wonder what kind of project he was working on if it caused that kind of explosion." Weiss said in thought.

Soon though, they were interrupted when they heard someone shout "Stop that Faunus!" Someone yelled over the boats. Wanting to know what was going on, the group ran over to the railings to see what the commotion was about.

The young man walked along as he observed his surroundings. He couldn't believe what he was seeing. He was like a kid who had entered a toy store for the first time. He didn't have the words to express how beautiful the city was. From the buildings, to the lights, the shops, the people. Everything about it looked like a paradise. Almost. He had stumbled upon a dust shop covered with police tape. The officers had since left to attend to other matters, but still the young man was smart enough to know not to interfere with something like this.

The young man continued his walk, getting up to a corner. As he did though, he saw another young man run past him. He didn't understand why, until he also saw police officers chasing after the boy. The young man didn't want to get involved, so he continued his walk. That was until.

"Oof!" Weiss bumped into something and fell over. She sat up a bit and looked forward, seeing the boy jump onto a building.

"No! He got away!" She said.

"Uhhh, Weiss?" Yang said as she pointed down to the young man on the ground.

Weiss looked down and saw who she had bumped into.

The young man looked at them and Weiss quickly got up on her feet, the young man standing up as well.

"Oh, hello." He said.

"Um…. Hi." Ruby said.

"Are you ok there?" Yang asked.

"Oh I'm fine. Thank you for asking." The young man reassured.

"So. What's your name?" Ruby asked.

"My name?" He asked.

"Well, yeah….. we kinda need to know what to call you." Ruby said, looking at him.

"My name…. It's…. Uh…." The young man was thinking as Ruby and Yang were looking at him with concern. But then, suddenly, something came to him. "Ji…ro… Jiro" He said, "My name is… Jiro."

"Well, hi Jiro. I'm Ruby"

"I'm Weiss."

"Blake."

"You didn't hit your head did you?" Yang said, but Blake smacked her arm. "Oh, I'm Yang."

Jiro smiled, "It's nice to meet you all."

"Well sorry for running into you." Weiss said, as the girls turned to walk away.

"Take care, friend." Ruby said before she turned around.

"Well he was cute, if a bit weird." Yang said, smiling.

"Now, where did that Faunus riff-raff run off to?" Weiss said out loud.

"Uh, wait!" They stopped walking as they saw Jiro running towards them.

"What was it you called me?" Jiro asked.

"Oh….. uuuhhh" Yang blushed a bit, thinking he heard her when she called him cute, "sorry I didn't think you heard that."

"Oh no, I mean you." He said pointing to Ruby. "What was it you called me? It was 'friend' right?"

"Uh, yeah that's right." Ruby said.

"If you don't mind me asking, what does that mean?" Jiro asked, the others looking at him strangely.

"Oh you know, a friend. Someone you hang out with, talk to, do fun stuff together. That sort of thing." Ruby said.

"So, does that make me your friend?" Jiro asked, looking at Ruby with curiosity.

"Oh, uh…" Ruby said nervously, as she looked over at the other, they all just shrugged.

"Uh, yeah, sure. Why not?" Ruby said.

"I…. I see." Jiro said, smiling. "I don't know why but… that makes me kind of happy."

The others looked at him weirdly. "So…. What brings you to Vale?" Yang asked.

"Vale?"

"Yeah, you know… the city you're currently in?"

"Oh, right. Sorry, I just got here actually. I've been walking around mostly."

"Ah, I see. Well, how are you enjoying your time so far?" Ruby asked.

"Huh? Well… it's beautiful. I've never seen any place like it. But, what are the decorations all for?" Jiro asked.

"Haven't you heard? They're for the Vytal festival." Weiss said sternly.

"Vytal…. Festival?" Jiro asked.

"Yeah, you know… Celebrating the cultures of the world? Dancing? Parades? The tournament?"

"'Tournament'? What's a tournament?"

Weiss just stared at him blankly and sighed.

"You know, it's a place where you fight and show a test of your strength and stuff." Ruby said, throwing her fists to demonstrate.

"Oh… I see. Could I possibly participate in that?"

"Forgive me, but you hardly look the part." Weiss said, looking at the clothes he was wearing, as well as the guitar on his back.

"Says the girl wearing a dress." Blake said.

Weiss crossed her arms at that remark, "it's a combat skirt!"

Ruby sped over to Weiss' side and said, "Yeah!" Weiss then held out her hand and Ruby gave a low-fives.

"Regardless, I doubt you would know anything about that monkey tailed rapscallion?"

"The…. Who?" Jiro asked, giving Weiss a confused look.

Weiss then held a poor drawing of the young man from before. "This filthy Faunus from the boat."

"Fa…. Faunus….. What's a Faunus?" They all stared at him blankly. "Uh…. Did I say something wrong?

"I….. you're joking right? You…. Don't know what a Faunus is?" Weiss said in between pauses.

"I… well…. Uh." Jiro said with confusion.

"You know…. Faunus?….. Look like humans only with animal parts, and some being dangerous criminals?"

"Why do you keep saying that!?" Blake shouted, upset at the remark.

"Huh?" Weiss said, turning her attention away from Jiro.

"Stop calling the Faunus criminals, especially that boy from earlier! They're just people!"

"Oh, I'm sorry. Would you like me to stop referring to a trash can as a trash can? Or a lamppost as a lamppost?"

"Stop it!" Blake demanded.

"Stop what? He clearly broke the law. Give him time and he'll probably join up with those other Faunus in the White Fang!"

"St-stop you two!" Jiro shouted, catching their attention. "Why are you fighting? I don't understand, aren't you two friends?"

"With an ignorant brat like her? Not a chance." Blake said, storming off. Weiss followed after her, offended. "How dare you call me that! I am your teammate!"

"You're a judgmental little girl."

"H-hey wai-" Jiro was about to go after them, but Yang stopped him shaking her head.

"Sorry Jiro, I know you want to help, but it's probably best that you stay out of this." Yang said.

Jiro looked back at Blake and Weiss still arguing.

"What in the world makes you say that?"

"The mere fact that you would sort that Faunus boy with a terrorist group solely based on his species makes you just as much of a scoundrel as you believe him to be!"

"You should probably go Jiro, I'm sure those two will sort things out when we get back to Beacon. And I really don't want to put you through more of this." Yang said, Jiro reluctantly nodding as he quietly walked away.

"It was nice meeting you Jiro." Ruby said, but Jiro didn't respond and just continued walking away, the two girls still arguing

"So you admit it! The White Fang is just a radical group of terrorists!" Weiss said.

"That's not what I meant, and you know it!" Blake argued.

Jiro couldn't quite explain it, but he didn't like seeing those two fight each other. It made him feel bad about what happened and he actually felt almost responsible. He was only trying to help, and didn't mean to make things bad. He wished he could've said something, anything to calm the two down. But he had a feeling that, no matter what he said, the two would've continued arguing regardless. It was enough to almost ruin his day a bit. He was glad that he got to make new friends, but what good was that when all they did was argue you with each other? As he walked, he noticed a restaurant with a "No Faunus" sign on it, as well as seeing many Faunus protestors, some being restrained by human police officers. Jiro couldn't understand it. He couldn't understand anything. He also couldn't understand why these humans hated the Faunus so much. They looked no different than them, with the only difference between them being their animal parts. It didn't make any sense at all. Something about Blake though didn't sit well with Jiro. He was so occupied with the commotion that he forgot to ask one simple question. Why was Blake hiding her cat ears from everyone?

Back with team RWBY, now back in their dorms, Weiss and Blake were still arguing. It continued on and on and on, both accusing one species of one thing and the other.

"Really glad Jiro didn't stick around to see this." Ruby said to Yang, who nodded in agreement.

"You're discriminatory!" Blake shouted at Weiss to her face.

"I'm a victim!" Weiss shouted back. The room got quiet. "You want to know why I despise the White Fang? Why don't I particularly trust the Faunus? It's because they've been at war with my family for years. War, as in actual bloodshed..." She continued. "My grandfather's company has had a target painted across its back for as long as I can remember. And ever since I was a child, I've watched family friends disappear, board members executed, an entire train car full of Dust, stolen. And every day, my father would come home, furious. And that made for a very difficult childhood." She bangs her fist on the bookshelf.

Ruby went over to Weiss to try and comfort her. "Weiss I…"

"No!" She turns away and walks back over to Blake. "You want to know why I despise the White Fang? It's because they're a bunch of liars, thieves, and murderers!"

"Well maybe we were just tired of being pushed around!" Blake shouted and left everyone surprised.

The room was silent again. Weiss, surprised, backed away slowly, and Blake realizes her mistake as she looks at everyone.

"I-I..." Blake tried to get something out, but she turned for the door and sprinted out as fast as she could.

"Blake, wait! Come back!" Ruby yelled trying to chase after Blake, only to stop at the door.

The morning sun came and shined down on Vale. The sun shined on everything, including a familiar boy. Jiro stirred, waking up on a bench. He didn't have any money, meaning he couldn't stay at a hotel. So he resorted to sleeping on a bench like a bum. It wasn't the most comfortable way to sleep, but it had to do for now. He got up and went on another walk around the city.

No matter how many times he looked, Jiro still couldn't believe such a place like this existed. Then again, he only woke up just recently, and couldn't remember much of anything before he first woke up in that field. And that just made him wonder. Just who was he? How did he get there? And for that matter, why? Nothing was making any sense to him.

As he continued walking, he passed by a cafe, but didn't pay much mind to it and just continued on with his walk. Little did he know, he was walking right passed a familiar black haired Faunus girl who was sitting across from the monkey tailed Faunus boy from yesterday.

"W-wait a minute. You were a member of the White Fang?" The monkey Faunus from yesterday, Sun Wukong, said as he spat his tea out.

"Yes. I was a member for most of my life." Blake responded.

"Stupid creeps who use force to get what they want….. that doesn't seem like you."

Blake looked down, rubbing her thumb against the tea cup's handle. "The White Fang was supposed to be a bridge between humans and the Faunus. But… something about them changed… so I left." Blake said in between pauses remembering her time in the White Fang, especially someone she had been very close to. She inhaled a bit before continuing, "I wanted to dedicate my life to something truly important."

"So, have you told any of your friends this?" Sun asked.

Blake didn't respond, and simply looked down, shame written all over her face. Sun was able to read exactly what she was thinking and knew the answer right then and there

"So…. What's your plan now?" He asked.

Blake looked back up. "I want to find out who's behind these Dust robberies." She responded.

"You know, someone was talking about it on the ship. A Schnee Company freighter is bringing in a load of Dust."

"Are you sure?"

"To replace what was stolen. The thieves must feel like the goods are being delivered straight to them. So… the only way to prove the White Fang didn't do it, would be to go to the docks, and not find them there." Sun said, grinning. Blake stared at him for a bit, before getting out of her seat and making her way out of the cafe. Sun grinned and followed after her.

Ruby was looking everywhere she could, but couldn't find Blake anywhere. After Blake didn't come home this morning she had gotten worried, and so her, Yang, and Weiss went out to look for her. Weiss however had proven to be more difficult the she would've liked.

"We should just leave her be." Weiss said.

"She's our teammate!" Yang shouted.

The three of them were standing next to a statue of a knight on a horse killing a monster. They tried splitting up to try and find Blake, but no luck. And Weiss wasn't helping.

"You heard what she said."

"So you're gonna treat her like a criminal?!"

Ruby looked down on the ground, clearly distraught from the events transpiring. "…I'll go check somewhere else." She said, running off leaving Yang and Weiss to their own devices.

Ruby's head hung low. She was already put on edge enough as is. With worrying she wasn't a good enough leader, and now Blake was missing. She just didn't know what to do.

"Blake, where did you go?" She said to herself as she continued walking.

(Cue Android Kikaider: The Animation OST - 09 - Jiro's Guitar)

As she was walking, though, she heard something. It was music, something from a guitar. Her curiosity getting the better of her, she followed the sound, as it grew louder and louder the more she got close to the source. Finally, she was able to reach the source of the music, finding a familiar young man sitting on the steps of a statue of a night. It was Jiro, playing his guitar. While nice sounding, it also sounded sad and somber. Jiro himself had a sad look on his face as he played.

"Jiro?" Ruby said.

Jiro looked up, seeing the red reaper standing in front of him.

"Oh.. Ruby. H-hi." Jiro said, stuttering a bit.

"I like your guitar playing. It sounded nice." Ruby said, smiling at him a bit.

"Thanks." Jiro responded, though not with much enthusiasm.

"When did you learn to play like that?" Ruby asked.

"Oh… I don't really know. If anything I don't even know why I even have this. When I started playing, the notes just sort of came to me." Jiro explained, Ruby noticing the somber look on his face.

"You're having a bad morning too huh?" Ruby asked. Jiro nodded. "Yeah…. me too." Ruby said sadly as she sat next to Jiro.

"What's wrong?" he asked.

"It's Blake…. She ran away."

"You mean the Faunus girl?"

"Ye-… wait…. How did you know she was a Faunus?" She asked.

"Because of her cat ears." Jiro said. Although he didn't know what a Faunus was at the time, he was able to grasp the concept and put two and two together after what Weiss had told him.

"What do you mean cat ears? She wears… a…. bow…" Ruby had a long pause and everything was silent for a bit, as a tumbleweed passed by them. "…. So that's why she loved tuna so much."

Ruby shook her head, "A-anyway, her and Weiss got into a big fight about the Faunus, and then Blake revealed she was a Faunus too…. And then she ran away….. and now….. now we can't find her."

Jiro looked at her with sadness. "Ruby? Can I ask you something?"

"Sure."

"Why do humans and Faunus hate each other?"

"What?"

"I don't understand. Faunus look no different than you or me. The only difference I see are their animal features. So why do they hate each other?"

Ruby, looked at Jiro, then frowned a bit looking down. "I'll be honest with you Jiro…. I wish I knew myself. I guess that's just how people are sometimes. But, that's as much as I can say."

"I see….. then can you answer this? Why do friends fight with each other?"

"That's another good question. I wish I knew how to answer that, but…. sometimes friends get mad at each other."

"What about Blake? Is she your friend?"

"Well… yeah, of course."

"And are you mad at her?"

"Yea-… well…. No. Weiss is, and frankly it's up in the air on whether or or not those two are even friends."

"Why?"

"Because…. Well….. Blake might not be who we thought she was. And, she didn't talk with us before running off." Ruby said, a hint of frustration in her voice.

"I see… I don't really have any friends until now. But, if I had a lot of friends, I really want them to talk to me about things. Emotions are…. So complicated…."

Rubylooked to the ground in sadness, "I know, Jiro. I think so too."

Suddenly the two heard a large explosion. Both Ruby and Jiro got up the instant they heard the explosion.

"That came from the docks!" Jiro said.

Ruby was wondering what could've caused the explosion. Until a sudden realization hit her like a truck.

"Jiro, you don't think that could be?"

The two looked at each other for a second before Jiro immediately ran to the direction of the explosion.

"Wait! Jiro, it's too dangerous!" Ruby said, running after him. But Jiro didn't listen and did something Ruby didn't expect. He jumped on the nearest with incredible height, jumping on any other buildings nearby like a grasshopper.

"Woah." Ruby said to herself. Putting the cool factor of what she saw, she did the same and followed Jiro to the direction of the explosion.

(earlier before the explosion)

Sun and Blake made their way on top of a Hanger at the docks. If the White Fang were gonna steal tons of dust, this would be their next target.

"Did I miss anything?" Sun said, return with some apples.

"Not really, they've offloaded all the crates from the boat, now they're just sitting there." She said, watching them.

"Cool. I stole you some food." He said offering an apple.

Blake simply looked at him weirdly, "Do you always break the law without a second thought?"

"Hey weren't you in a cult or something?" Sun said, causing Blake to shoot an annoyed stare at him. "Ok, too soon."

Then, suddenly, a drop ship flew over them and put search lights over the dust containers before landing softly on the ground. Once the door opened, a man walked out, causing Blake to groan.

"Oh no…" she said.

"Is that them?"

"Yeah…. It's them."

"You really didn't think they were behind it, did you?"

"No, I think deep down I knew. I just didn't want to be rig-…. Wait a minute…" as she looked, she saw a strange sight. The White Fang weren't alone. They were being assisted by other soldiers as well. But these soldiers looked….. odd to say the least. They wore full grey bodysuits, with red gloves, and strange red demon esc masks with belts of a similar nature. Both Sun and Blake watched as some of them assisted the White Fang in getting the dust containers, while others were standing guard, holding naginatas in their hands.

"Who are those guys?" Sun asked.

"I don't know. I've never seen them before." Blake responded, baffled as to what or who these new people were.

"Hey! What's the hold up!?" A voice shouted.

Before she could think about this any further, though, she jolted when two other people walked out from the ship. The first was a man in a white trench coat with a black bowler hat, holding a cane and smoking a cigar.

The other was a rather large brutish man dressed in what looked like a stereotypical gangster mob boss outfit, with a gray overcoat, and gray fedora, and a red neck tie.

"We're not exactly the most inconspicuous bunch of thieves at the moment, sooo, why don't you animals try to pick up then pace?" The man said.

"You heard the man! The same goes for you lot as well!" The larger man said pointing at the oddly dressed men, "Hurry up before you all get put into the scrap heap! Got it!?"

"This isn't right, the White Fang would never work with humans. Especially not ones like them." Blake pulled out her weapon, Gambol Shroud and free fell off the hangar.

"Hey what're you doing!?" Sun tried to warn her, but he was too late as Blake was already in toe. After turning a few corners, she saw the man in the suit talking to the big guy next to him.

"You'd better pay your end of the deal when this is done."

"You don't have to worry, Professor Gill has sworn to pay you handsomely once he gets his share of the dust."

"Professor Gill?" Blake asked herself. Deciding to put that aside, Blake was able to sneak up behind the bowler hat guy and put her blade to his throat, jumping back to get away from the big guy.

"What the- Aw for f-"

"Nobody move!" Blake demanded as the White Fang soldiers and red masked soldiers surrounded them with their weapons drawn.

"Waoh-hoh! Take it easy there, little lady." The man spoke, but with a little bit more confidence then she'd think he would.

Blake looked at the soldiers surrounding her before removing her bow. "Brothers of the White Fang, why're you aiding this scum?!" The white fang soldiers all looked at each other as she said this.

"Heh, oh kid. Didn't you get the memo?" The bowler hat guy said with a grin.

"What are you talking about?"

"Me, the White Fang, and a certain other organization are currently in a bit of a joint business venture together."

"Tell me what it is or I'll put an end to your little operation." Blake said, pressing her blade on his throat more.

"Oh trust me, this operation is far from being 'little'." He grinned, then pulled a trigger on his cane shooting the ground and sending her away from him in an explosion.

Blake shook her head as she regained herself, just in time to notice the bigger man ramming towards her. She quickly dodged out of the way, causing him to miss and crash into the containers behind her. Just as she had thought, the bowler hat guy fired three shots at her, but she quickly dodged out of the way of those as well. He continued shooting at her as she used her semblance to dodge a close shot. However, soon enough, she found herself grabbed by the bigger man in both his arms, squeezing her tightly, making sure she didn't leave his grasp.

Blake tried to struggle out, but something about this man didn't sit right once she was in his grasp. His body wasn't soft. At all. It was hard as steel. At first, you could assume that this was because he was just that strong. But she noticed something. His body was cold…. Like metal. What was this guy made of? She didn't have time to think, and the big guy began squeezing her in his grip. TIGHTLY.

"AAAAAARRRGGGHHH!" Blake screamed as the man was crushing her in his grasp, her bones feeling as though they would crack any second. Her aura was able to protect her from a lot of things, but it couldn't save her from getting crushed to death.

The bowler hat guy chuckled. "See? This is why you don't interfere with things that are far out of your pay grade little kitty."

Suddenly, Sun leaped from above, kicking the man to the ground, shooting the big man in the head, not only sending him back, but also forcing him to let go of Blake. "Leave her alone." He said.

He was soon surrounded by White Fang and the demon mask soldiers.

"You're not the brightest banana in the bunch, are ya kid?" The man said. Sun got ready for the fight he was in, and moved swiftly as the soldiers started attacking him, punching and kicking any soldiers that came towards him, pulling out a foldable staff, using it to take out any of the soldiers coming towards him. Even sending one of the red masked soldiers flying towards the bowler hat guy.

He had a slightly angry look on his face, as he shot at Sun with his cane. Sun blocked it and twirled his staff quickly. Blake jumped in and leaped in with a few strikes.

She would've continued from there, had it not been from the interference of the big guy from earlier, seeming unfazed by Sun shooting at him. The bowler hat guy used the distraction to his advantage and kicked Sun away from him towards Blake, getting as far away from them as he could.

"I think it's about time we showed you just how deep in the rabbit hole you really are, kitty cat. Gray? If you would." Both Blake and Sun were confused by his statement, before the two looked back at the big man, his body completely covered in shadows, with only his eyes glowing red in the darkness. His face began to crack and shatter, a long red horn bursting out from him and onto his nose, his large arms bursting from his clothes, tearing them to pieces, his body even seeming to grow in size, far larger than he had appeared before.

Blake and Sun looked in surprise at what they were witnessing.

Standing before them was a large robotic Rhinoceros like creature. The same one that had attacked Dr. Komyoji a couple of days ago. Lightning striking, revealing his horrific body even more.

(Cue Android Kikaider: The Animation OST - 02 - Friends or Enemies)

"Let this be a taste of who it is you'll be dealing with for crossing paths with me. This fine fellow is a robot built by that little organization I was talking about. Though, they like to keep their presence secret. And now that you've seen this big guy over here, they're gonna want to get rid of any witnesses to their work. Gray Rhino, as the saying goes….. sick em."

Gray Rhino did just that, running towards Blake and Sun like a freight train. They managed to dodge out of the way, causing him to crash into a dust container, sending it flying at least 20 feet. The two were surprised by his immense strength, but didn't gawk at it for too long as he instantly threw his fist at Blake, her managing to dodge. The same couldn't be said for Sun, as Gray Rhino back handed him away as soon as he tried to get near him. Blake switched Gambol Shroud to its grappling hook mode as she wrapped it around his arm to try and restrain him. This proved to be a bad idea however, as Gray Rhino simply tugged his arm harshly, sending Blake flying towards him. Once she was close enough, he grabbed her in his hands and smashed her into the ground. Blake didn't even have time to feel the wind get knocked out of her, as soon as Gray Rhino took his hand off of her, he picked her up and punched her into another dust container. Sun got up, rushed towards him and shot his gun chucks at the large robotic pachyderm. Gray Rhino was unfazed by his attack as he rammed into Sun, crashing him into another container. Blake, after recovering from getting knocked into the container, shooting at him with her Gambol Shroud in gun mode. Gray Rhino soon picked Sun up and threw him at Blake, sending the two flying as they rolled across the ground. Both their auras had vanished, leaving them completely helpless. They both struggled to get up, as the large beast was slowly stalking towards them, his loud robotic footsteps getting louder as approached them closer. Blake and Sun feared the worst, as even the White Fang soldiers and red masked soldiers began surrounding them as well. Regardless however, they got back up, getting ready to fight again anyway.

Suddenly though, music from a guitar began playing.

(Cue Jiro's Guitar tokusatsu version)

It sounded almost calm and soothing, but no one knew where it was coming from.

"What the hell is that?" one of the White Fang members said, everyone looking around frantically.

"Look! Up there!" one of the red masked soldiers shouted pointing to the direction of the music. Everyone, including Blake and Sun, looked to where the soldier was pointing. And what they saw surprised everyone, but more so Blake.

The person playing the guitar was none other than Jiro, playing his guitar while standing on the rooftop of another hangar, looking at them seriously as he played. Ruby soon followed suit, twirling Crescent Rose before stabbing it into the roof.

"Oh hello red, isn't it past your bedtime?" The man said. He soon turned his attention to Jiro. "Ah, I see you've made a new friend."

"Ruby. These people aren't your friends are they?" Jiro said, referring to the the bowler hat guy.

"Jiro stay back. This guy's dangerous. His name is Roman Torchwick, and he's a wanted criminal." Ruby said, warning Jiro.

Roman snarled and fired his cane at her, launching her back, sending her scythe flying away from her.

"GAAAAAHHHHH" She screamed.

"Ruby!" Jiro shouted running towards her, making sure she was alright.

Roman laughs from his attack on Ruby. Jiro turned towards Roman, glaring at him. Getting up and walking forward towards the criminal.

Jiro soon made it to the edge of the roof, holding his guitar like a blunt object. "Jiro, wait stop!"

Jiro ignored her and leaped off the rooftop with great distance before landing on the ground. Both the White Fang and Red Masked soldiers ran towards and he swung his guitar at them, bashing them away. He blocked one of the red masked soldier's attack with his fist before kicking him then hit him with his guitar, sending him to the ground. More came at him as he swung his guitar at them, sending them flying, and knocked others off their feet. One moment even throwing his guitar to one of the red masked soldiers, and fighting the other enemies hand to hand, leg sweeping them, and punching them away, the soldier holding his guitar trying to hit Jiro with it, but Jiro caught it and punched him away. Everyone looked at Jiro in surprise not knowing he could hold his own in a fight like this.

"Friend of yours?" Sun asked Blake.

"Kind of we sorta just met. I didn't think he could fight like that." Blake said in amazement.

That all changed, however, as Gray Rhino grabbed and lifted Jiro over his head. Jiro managed to break out of his grasp, flipping in the air before landing safely on his feet, facing Gray Rhino one on one. Jiro threw his guitar away and ran towards Gray Rhino, throwing a punch at him. Said punch, however, had no effect, and Gray Rhino punched him back hard, sending Jiro flying in a container.

"Jiro!" both Blake and Ruby shouted.

Gray Rhino soon turned his attention back to Blake and Sun, both of whom flinched when he did, getting into fighting stances as Gray Rhino ran towards them.

He would've reached them too, had it not been for Jiro, who quickly recovered from the attack, managing to somehow hold Gray Rhino back with all his strength. Jiro looked back to make sure Blake and Sun were ok. Gray Rhino however, used this brief distraction to his advantage and flipped Jiro off of him, sending him flying back onto the ground. Jiro struggled to get up as Gray Rhino made his way towards him.

"Jiro, look out!" Blake shouted. Jiro looked behind him, seeing Gray Rhino about to stomp his foot down on him. Jiro managed to roll out of the way, but Gray Rhino threw a punch towards him, Jiro managed to just barely dodge out of the way. Gray Rhino didn't let up though, sending punch after punch towards Jiro, with Jiro barely managing to dodge every one of them, soon leaping back as far as he could away from the mechanical beast.

"Damn, this guy is too strong. How am I supposed to beat him?" Jiro said in frustration. Suddenly, something came to him once again. "My….. my switches." He said to himself. "I have switches…. in my shoulders." Gray Rhino ran towards Jiro with great speed, Jiro managing to jump over him, his feet skidding across the pavement.

Jiro stood still. Then, he did something Blake, Sun, Ruby, nor Roman or the red masked soldiers expected. Pressed his fists against his shoulders.

SWITCH ON!

1-2-3

His body soon became surrounded in a bright light, everyone watching him in awe.

The skin on Jiro's face peeled off, as did his clothes, his body now being transparent. His eyes turned yellow, and a belt appeared around his waist, the buckle turning as bolts of electricity burst through it. Soon enough, his body was soon enveloped in two colors on each side of his body. One side red, the other blue, with some parts, like his fingers, now turning yellow.

Once the transformation finally finished, and the light died down, everyone stared at the new figure before them in shock and awe. Jiro's new form was….. no one even had the words to describe it. His body had now taken on a completely new form. One side of his body was red, while the other was blue, with the red side having transparent parts on his head and chest showing the many circuits and wires inside his body, making half of him look almost unfinished.

No one could believe what they were seeing as Jiro just stood there, his face covered in shadow, only the bright yellow light from his eyes glowing. It made him look almost intimidating in a way. Usually, Ruby would freak out and completely fangirl out on how cool Jiro looked now. But for some reason, all she could do was stare at him in amazement.

The man standing in front of them was no longer Jiro. At least, not in this form.

In this form he only went by one name.

The android known only as…. Kikaider.

The silence was soon broken as Gray Rhino ran towards Kikaider, pointing his horn straight at him. But Kikaider simply caught it in his hand, stopping the beast in his tracks.

"Woah." Sun said, staring in awe.

Gray Rhino's horn soon turned into a drill, it turning caused Kikaider to let go of it, as the rhino monster was about to impale Kikaider with his horn. Kikaider, though, grabbed the creature by his head, holding him tightly. Gray Rhino's eyes widened as Kikaider lifted his entire body off from the ground, and threw him across from the field and into another container. Everyone watched in amazement.

Gray Rhino shook the dust that had gotten on him off and spun his drill horn again rushing towards Kikaider. Kikaider brought his hands together, blocking the attack, sending sparks flying everywhere. Kikaider hands soon glowed with energy.

DENJI END!

Kikaider uncrossed his hands, breaking Gray Rhino's horn off, Gray Rhino ending up behind Kikaider. The two of them didn't move, as lightning struck again.

Everyone stared at them too, wondering what might happen.

After only 5 minutes, Gray Rhino fell on his side, half of his body being completely torn off, exposing the machinery inside of him. Once Gray Rhino fell, his body exploded into a fiery blaze, his pieces scattering everywhere.

No one could believe what they had just witnessed. Blake and Sun especially. The monster they had had so much trouble dealing with, was just effortlessly defeated by one person. Ruby especially couldn't believe her eyes, as she watched in sheer awe as Kikaider's body was silhouetted in front of the blazing Inferno behind him, his eyes glowing in the darkness. It actually kind of scared her as little.

Roman himself was even freaked out by the display, Him and the soldiers retreating back into the ships.

Three ships flew towards Kiaider and began shooting at him. Kikaider dodged the bullet barrage, running at fast speeds, jumping high into the sky, bringing his hands into chopping motions.

DOUBLE CHOP!

His attack completely demolished the aircraft, sending it crashing into the ground. Before that happened though, Kikaider used the ship as leverage to leap off of it and onto one of the remaining aircraft's wings . He grabbed onto the thruster, completely RIPPING it off the ship, holding onto it in his arms.

GIANT SWING!

He then flung the thruster at the last remaining aircraft, both of them now crashing on the ground. Kikaider landing on his feet.

"Damn it! What is that monster?" Roman shouted as he closed the hatch. "We've got all the dust we need get us out of here now!" He ordered, the soldier immediately compiling, as the ship flew away, along with another ship close by.

Kikaider walked out of the flames surrounding him, his footsteps emitting a strange sound from them as he did, stopping completely stopping. Everyone just stared at him, as if he was a completely different person from before.

"Incredible." Blake said in disbelief.

Ruby continued staring at Kikaider in amazement. She couldn't find the words to describe what she had seen. It wasn't like anything she had seen before. Ruby could only stare at Kikaider, and ask one thing.

"Jiro…. Who are you?"

To be continued…

Next chapter: Mad Machine