Value And Mercy

A/N: Took a bit longer than I wanted but managed to write all of the chapters up to and beyond the end of the RWBY Arc so expect daily updates.

"Agh!" An Atlas Huntsman's eyes rolled back as he fell to the ground. Sheathing her weapon back into her umbrella Neo stepped over his body in disinterest. Glancing back the hallway they were walking down has a void-like darkness covering it. It was as if even light itself was being engulfed.

The sound of footsteps came from the all-encompassing darkness as Blake slowly stepped out. Her appearance was slowly fading out of its Grimm State as she licked her lips.

She had already gotten her sword back and the two of them were now making their way through the interior of Atlas Academy. As she turned back into her normal Faunus self, the void-like substance began to disappear as well. Quite a few things changed over the years Shen was gone, and one of the biggest was Blake's abilities.

Grimm thrived on destruction and negativity, it was the core of their very being. The desire to kill, and to devour was ravenous. So much so that they could even adapt to less hospitable climates, it's why Grimm exists even in the cold regions of Atlas. But more than all of that Grimm were animalistic and the urges of their instincts were near impossible to ignore.

So much so it overpowered Blake not long after she transformed. This combined with Life Fibers which were capable of not only speeding up evolution but even fusing with the very body of its hosts. All of this was combined into Blake's body, creating exactly what Shen wanted. A near-perfect killing machine.

As for her Semblance, Shadow changed along with her. Before it simply left behind a shadow of herself, something to help her escape, take the hits while she ran. But now it was an all-encompassing void, connected directly to herself. Morphed around the ravenous urge to devour and moldable enough to adapt and evolve to the situation.

In the end power-wise she only lost out to Taella and even that was debatable. As the last ounce of darkness returned to her body Blake looked around.

'Looks like Pyrrha and Raven are taking care of Ozpin and Taella seems to be dealing with Weiss's sister. And I don't sense the negativity Ruby and the others were giving off anymore…' Blake's eyes changed slightly when she said that. Neo glanced at her as subtle silence engulfed the hall. But just at that moment, the entire Academy shook violently.

Some of the weak foundations cracked and a bright purple light shined through the windows like a flash of lightning. The moment it occurred Blake's attention shifted. Something similar happened when Penny defeated her. It was an attack that she wasn't expecting, if she hadn't defended herself properly she would have died.

In any case, it was a sign that they should probably hurry up. Turning to Neo she asked.

"Where did he say the Relic of Creation was located?" In response, Neo pointed directly below them.

"Underground, alright then." Drawing her sword from its sheath, Blake's appearance transformed back into its grimmified version. At the same time, her entire body seemed to grow and bulk up. As she held her sword up, its red blade was covered in that dark void-like substance.

"Hya!" And one powerful slash attacked the ground directly below her. The power of the strike caused a shockwave felt through the entire academy as the slash penetrated deep into the earth. In a matter of seconds, her strike had penetrated thousands of feet of stone. At the same time cracks began to form along the entire length of the strike's entry point.

In the next second, an entire portion of the hall's floor shattered like glass and began to collapse inwards. Blake fell along with it without a hint of worry on her face. At the same time, Neo nonchalantly walked over to the hole and jumped in while opening her umbrella.

At around this time close to the top of Atlas Academy, an entirely different situation was occurring.

"You followed me all the way up here and only knocked the Huntsman who was with me out. You didn't even try fighting back. Why?" Ironwood spoke while standing in the center of his office. After the fighting began he had come here to try and get better control over the situation. Although he was comparable to people like Qrow, he didn't have a place in the battle itself.

"We need to talk. With the others busy-" The entire Academy shook violently pretty much summing up what the others were doing.

"I have a chance to speak to you without worrying." Stepping into the office with the doors closing behind her was Sienna. Ironwood narrowed his eyes as he reached for his gun, turning around and pointing it directly at her head.

"And what would I have to do with an enemy? Isn't it your master's motto to kill the masses first and then offer them the chance to surrender? Or is he feeling a bit more merciful today?" His words were laced with both anger and skepticism. This was too strange.

"If you know what's good for you and Atlas you'll put that down. You know better than I do that your side is losing. It's only a matter of time before your allies end up killed and then Shen will lay waste to Atlas just as he did to Argus. And believe it or not, I don't want to see another genocide."

Ironwood's gaze changed after hearing that. Sienna still hadn't raised her guard at all despite him having a gun pointed toward her. Either she was that confident or… The thought sprang up into Ironwood's head and immediately caused him to frown.

"What exactly do you want to talk about?" Lowing his aim just slightly Sienna relaxed a bit.

"At the rate, things are going, Shen taking over Remnant is a guarantee. No one can stop him at this point and his grip over the world at the moment is too tight. As long as Shen and those Generals that are loyal to him remain, taking it back will be impossible. Of course, that's only if Shen planned on staying on Remnant."

Ironwood's eyes widened a bit as he completely lowered his gun.

"You- Oh… I see so that's what you're gunning for. But wait, you said the generals that are loyal to him. Does that mean there's more than just you?" To that question, Sienna's eyes seemed to shine.

"The downfall of a Tyrant is always through those closest to him. And it's been four years since Shen disappeared. A Lot of things can change over that time period, and he's too focused on the bigger picture to realize the smaller things. In other words, he's gotten sloppy and I've had plenty of time to prepare."

…

[Hehe, you almost died just then you know! How hilarious would it have been if you had to bite the dust right there? You really should be thanking me for saving your life.] A sarcastic voice buzzed through Shen's mind.

"Be quiet," Shen answered shortly, despite it being impossible to tell due to him being in his Devil Trigger state he was irritated. He had never imagined that Penny of all people would be so difficult to kill. That last attack of hers was so dangerous he had to use his trump card.

[Oh looks like I struck a nerve… Are you angry you almost died to a little ginger girl? Haha, well whatever you are my Master so I suppose saving you is for the best. Besides as impressive as that relic of hers is, it's still nothing compared to me. I mean after all… I was forged to kill Gods.]

There was a good reason why Shen hadn't been utilizing his System as of late. And the answer was, that he logically couldn't. Having access to the treasuries of entire Kingdoms, how could Shen take full advantage of it. Though in all honesty even he was surprised.

The amount of Lien he spent in the System Shop easily capped over Seventy Million Lien. But not only that, roughly sixty percent of that money was from him accessing the Kingdom's treasuries.

He had consulted Venti ahead of time, and if he really did raid the Kingdom's treasuries for all of that Lien the economy would fall into a nearly unrepairable state. As much as he didn't care for the economy in general he had to at least keep up some social norms to keep the world running.

In the end the remaining forty percent Shen had to scrounge together from 'donations' of the countless organizations under him from their personal funds. As well as assistance from all of the Noble Families who had submitted themselves to him. In total it was enough money to rival the worth of a country.

"If you're going to brag, then It's time for you to prove your worth." Still, in his Devil Trigger state, Shen raised the sword in his hand into the air. Demonic Energy that was tinted gold and yellow was followed alongside the crackles of electricity.

However, the electricity didn't come from Shen's Goro Goro No Mi.

[Warning! Warning! Violent energy signatures have been detected. Signature matches that of the Relic of Destruction's energy output!] Penny's eyes immediately locked into the sword in Shen's hand. His inhuman demonic eyes glared as swung down ripping through the air.

"Thats- That's impossible!" Demonic Energy rippled out followed by destructive energy as well. It was just as her systems warned, Shen was utilizing the Relic of Destruction's energy… But how?

In a flash of light a mix of black, gold and purple engulfed the sky above her. Holding up the Relic of Destruction she countered with her own attack. Swinging towards the air she released a constant flow of destructive energy to try and counter Shen's attack.

The entire city of Atlas seemed to shake at that moment as a sound akin to thunder echoed out as power poured down towards Penny like rain. The power from Shen's attack seemed to flood, the entire building vaporized in an instant, engulfing everything in nearly a mile radius.

'Its… Too much…' Penny's legs began to give out as she was pushed down onto her knees. The attack Shen had just let off was as powerful… No twice as powerful as the one she had just given off, yet it was more focused and precise.

"It's time to end this." Shen disappeared from the sky in a flash rushing down towards Penny. The energy that was crashing down onto her seemed to warp around his body.

'Huh?' Looking up Penny saw Shen's figure for a brief second as it ripped through her attack and came flying at her. The sword in his hand was like a flash of light and before she even knew what had happened. She felt all the pressure she had been feeling disappear.

Her eyes widened as a moment of realization came over her. As all of the dust settled and energy dispersed she saw despite the ground around her, a massive crater had been made in the city. Everything she had not protected was gone, without a trace left behind.

At the same time as her eyes glanced to her right, she saw her arm, the one that held the Relic of Destruction was gone. Only a large clean gash through the right side of her body remained.

"How exhausting… I really didn't expect to have to use two of my trump cards to deal with you. Out of everyone Penny you're the last person I expected to actually give me trouble." Standing behind Penny, Shen's body morphed out of its Devil Trigger form. At the same time the sword that was originally in his hand had seemingly disappeared.

Although stamina was no issue when it came to utilizing the form itself, it was extremely taxing to maintain. Out of all the abilities Shen had it was the only one he hadn't leveled up. It was simply too much effort to do so.

At the same time, its effects made it so despite its limitations it was well worth it.

"I see. So I lost. I didn't think it would be over just like that." Penny didn't have a breakdown, but her voice seemed to have died out. Realization of what it meant that she lost dawned on her. This is where it ends, or at least that's what she originally thought.

"Penny!" The sound of an Airship flying through the sky was accompanied by a speaker enhanced voice. Looking up Penny looked towards the airship in surprise, before that quickly turned to dread. She would recognize that voice from anywhere and she could see him as well. Her father was on that ship.

"Father! No stay awa- Agh!" Before she could finish speaking Shen sent a current of electricity through his body.

"Shh, your father came all this way. It would be rude to send him away." Penny's body collapsed as her internal systems tried to regulate themselves. She was too damaged to function properly and even now errors flooded in.

The airship arrived a few moments after the voice echoed out. It landed in the same area Shen and Penny was before the doors to the airship opened. A quick glance told Shen the ship itself was on autopilot.

When the door opened and the ramp lowered itself Shen saw an elderly man with gray hair who was balding. He had dark skin and dressed rather fashionably, though it contrasted with his chair. He was disabled incapable of walking with his chair utilizing four mechanical legs to maneuver itself controlled by him.

The moment his eyes landed on Penny and her current state he looked devastated.

"Penny, Penny are you ok! Answer me!" He was immediately going to rush to her side, but before he could even make a move Shen's figure flashed in his line of sight. That immediately made his entire body freeze up as he stared at Shen. He of course knew who this person was, and the danger of the situation he was in.

"You…" He prepared to say something as a look of both anger and fear conflicted on his face.

'So this is Pietro Polendina, Father and creator to Penny? He looks different than I thought he would since I never got that far into the show.' Still, the fact he came here on his own showed he cared for Penny immensely, despite her being an android. He had done some research on him prior but not too much.

'Still, Penny seemed to truly be like a daughter to him. And if that's the case…' Shen smirked as he spoke.

"A Father coming to rescue his daughter is truly touching. Though it's clear you didn't really think it through." Holding out his hand Shen, a blade of lightning extended from Shen's hand and pointed directly at Penny's head as she layed on the ground.

"One move is all it'll take from me to end this Pinocchio tale right here and now."

"Wait, don't!" Pietro panicked as he held up his hands with a begging look on his face.

"Please I'll do whatever you want, just don't hurt her anymore!" Penny's eyes seemed to adjust as she slowly moved her head to look at Pietro. She wanted too badly to tell him to run, to escape before Shen could do something to him.

But she couldn't even speak, that jolt of electricity had damaged her ability to make a sound.

"Hm… Well, I suppose I'm not cruel enough to kill someone's daughter right in front of them. But at the same time, there's really no reason for me to keep you two alive. Unless…" Pietro hesitated to speak. This would be akin to making a deal with the devil. But the moment he saw Penny lying there, he knew he didn't have a choice.

More than even his own life he cared about her the most. Ironwood and Atlas be damned.

"What is it, what do you want from me?" Shen's smirk grew as he retracted the blade of lightning.

"That's the spirit. It's quite simple really, you're the creator of Penny and one of the smartest people on the planet. So if you want to continue living alongside your daughter, from this moment on you will work for me. Androids, airships, scientific progression. From now on your mind and all of your ideas will belong to me, for my personal use."

Pietro's eyes widened as he heard that.

'So that's what he wants, the plans for Penny's design, to enhance his army even further as well as using me as a think tank.' Penny almost wanted to scream from on the ground. She could tell her father was considering the idea. If Shen got his hands on the plans her father had locked away, especially for her model. Who knows what he'll do with it.

Tightening his fist Pietro stared at Shen and then glanced at Penny.

"F- Fine… I'll do what you say." The moment he gave his answer Shen chuckled.

"Good." At that moment Shen rushed toward Pietro and stabbed his hand into his chest. Both Penny and Pietro's eyes widened as Pietro spit up blood and his clothes were stained red.

"Wh- Wha-" He could already speak as Penny's eyes widened to the extreme.

"Relax." Accompanied by Shen's voice the next moment Pietro felt something entering his body. Merging with his vein, wrapping itself around his organs and internals. It was a warm and suffocating feeling that could be described.

"There." Pulling back Shen's arm was covered in blood. Pietro was still shocked but looking down he saw the wound Shen had just made was beginning to heal at an accelerated rate. In Fact, it was more than that, his gray hair was slowly beginning to change color. He felt his entire body itch and crack uncomfortably.

After a few moments, Penny could hardly believe what she saw. Her father had reverted to his youth, his head covered in hair and wrinkles seemingly being ironed away. Not only that but the wound his chest had completely healed.

"What I injected into your body were my own personal Life Fibers. They rearranged your biology. You should be happy, as long as I keep them under control they'll enhance the processing power of your brain and cause it to evolve. On Top of that, you'll be capable of living for a few hundreds of years."

Life Fiber's only killed people when merged directly into the body because they were too violent and powerful. But with Shen's level of control, he could bypass that issue altogether as long as the amount utilized was reasonable.

To Pietro, Shen's words seemed ridiculous, insane, and impossible. Yet Pietro could feel it, the amount of energy he had in his body was even more than what he had as a child. He was brimming with vitality. And more importantly… He had recovered something he thought would be lost to him forever.

Slowly his arms pushed against his chair and with one movement as he rose to his feet.

"I can stand… I can walk…" His eyes trembled as he looked toward Shen. This was the person people across the world feated. Yet at the same time, if you could prove your worth you would obtain benefits beyond comprehension. Whether he liked it or not, from now on Shen owned both his mind and body.

Under his amber gaze and position, Pietro couldn't help but fall to his knees and lower his head.

"Thank you for your mercy! I will make sure you don't regret it, I swear!"