As The train was moving at a High Speed WBY along with Oobleck were Fighting off the Grimm turned White Fang Soldiers. Yang Rushed two of them, but Managed to evade in time to make a counter strike one kicked Yang which caused her to Walk back a little while the Other Punched in the Face so hard causing her to crash to the wall and suddenly Yang saw a Bunch of her Hair and she looked at them with rage as her eyes turned red and charge at them and punched them so hard they were thrown off the train, while Blake used her Shadow clones to combat one of them which was also thrown off the train, and Weiss fought three of them while using her Glyphs to keep two of them in place and rushed them with her Rapier which was in a Fire dust setting and threw the Two off of the Train. And Oobleck well... he used hiss flamethrower and set the two Grimm Grunts ablaze (for all intents and purposes they are dead) and swung his weapon thrown that batch off of the Train.

"Now what?" Asked Weiss as she looked around. "Now we find Ruby." Said Yang as she ran to the compartment a head, and as the rest went to follow her were suddenly stopped as the Grimm Grunts from earlier had just come back.

As Yang entered the compartment she was faced with the Female that turned the grunts into grim.

"Oh you have arrived?" the Cloaked female said as she turned around Yang felt her piercing red eyes looking into her own as if staring right into her very soul. "I've got to say that I am Impressed, Yang, that drive, that Desire to save your beloved sister, It reminds of someone. Tell me Yang doesn't the Name Jeanne Arc Mean something to you?" Asked the Cloaked figure in front of her. "How do you know Jeanne?! And where's My sister?" Asked Yang. "How do I know here You ask? well that and interesting story I will save for another time darling." She said as she charged at Yang Punching her Hard enough that she was smashed to the Crates that were laying there. Suddenly The cloaked figure turned around to see a Red Portal opening to reveal a woman.

"Dear oh, Dear, look what the cat dragged in? So what brings you here... Raven?" Said the Cloaked female as she stared at Raven who charged at her but the Cloaked girl managed to grab the O-Katana without breaking a sweat, while Raven was Applying pressure. "Is this what the Renowned Raven Branwen has to offer? A pity I thought you would be something but it seems I was wrong." Said the Girl as she pulled the blade, and kneed Raven in the Stomach and then kicked her at the wall, knocking her out temporarily.

"Now for a Little Surprise." Said the Girl as she walked towards the conductors compartment.

with WB and Oobleck.

As Weiss and Blake along with Oobleck were fighting the Grimified White fang grunts, they were having a Hard time Subduing them.

"These thing are near impossible to subdue!" Exclaimed Weiss, as she ran her Rapier through the Grunts chest, hopefully killing it. "What ever She did these aren't your typical Grim." Said Blake as she Stabbed a Grimmified White Fang Grunts in the chest and then used her weapons gun mode to shoot at the charging Grimified White Fang Grunt.
"Indeed after all we saw that Lady somehow turning these Faunus into Grim." Said the
ever-energetic Doctor as he Used the Flamethrower and Killed the Remainder of the Grimmfied White Fang Grunts.

"Now that we are don here, let's go and find your friend." Said Oobleck but with a noticeable hollowed tone in his normal energetic self. The girls could understand that it was not easily for some one like Oobleck to easily take a life, even if they were once Alive.

At the Conductor's Compartment.

The girl Lowered her hood revealing Jeanne.

(Jeanne's Grim Looks)

She looked at the Conductor's Speed lever and Lowered Increasing it's speed, and then she tore it, leaving Team RWBY with no way to decrease the speed, and then clawed away at the controls sending it out of control, and then as Jeanne Proceeded to jump of the train she looked behind at the compartment where she had left team RWBY.

Jeanne: I'm Sorry...

And then Jumped off of the Train Letting it rail through to it's Destination.