"Professor Ozpin."

The headmaster of Beacon Academy glanced up from his paperwork, eyes settling on a blond woman that stood before him, arms crossed and brow furrowed; Glynda Goodwitch, his trusted friend and fellow staff member at Beacon Academy.

"Yes?" the man asked, taking a sip from his coffee.

Glynda shifted and paused. The movement was minor, almost unnoticeable, but Ozpin knew his colleague well enough to see the telltale signs of unsureness that she gave off.

"I have...news," she said after a moment of hesitation. "I will be completely honest with you; I have no idea what to make of this, but it's definitely something you need to see to believe."

Ozpin raised a quizzical eyebrow, his curiosity piqued. "I see," he said calmly. "And what exactly is it that I need to believe?"

The woman wordlessly handed Ozpin a Scroll. He recognized it as one of the surveillance units linked to his many cameras located throughout Vale and the nearby surrounding countryside. Immediately, a recorded video began playing before his eyes.

The video portrayed a peaceful scene of a cliff side somewhere within Forever Fall Forest, illuminated under the light of the setting sun. With no Grimm or people in sight, Ozpin had been about to question the point of the video when, suddenly, several feet from the edge of the steep cliff, a floating oval of ghastly green materialized out of thin air, breaking the calm of night. The screen flickered and crackled upon the appearance of the 'portal', almost as if the signal had been disrupted.

The green anomaly alone had been enough to give Ozpin pause. However, his eyebrows had promptly shot up when a thin figure, male, by his best judgment, came toppling out of the 'portal' and straight over the edge of the cliff with a surprised yelp and a distinct cry of 'screw you Mysterio'. The green disk vanished moments later, just before the figure reappeared at the edge of the cliff, effortlessly hoisting himself up and examining the spot where the portal had been. He examined it for a minute or so, groaned, and walked out of the view of the camera.

Now, Professor Ozpin didn't often find himself faced with a situation that completely escaped the scope of his understanding. It wasn't often that he looked at a problem and admitted to himself that he just didn't know what was going on. Very, very rarely did a situation arise that left the man genuinely stumped.

This was one of those rare situations.

"...I must say," the headmaster mumbled. "This is certainly a curious development."

"I believe, Professor," began Glynda, "that this is more than just 'curious' An unknown force just deposited an unknown individual for unknown reasons out in the middle of Forever Fall."

"Hmm, well, when you put it that way," Ozpin mused.

"I have yet to bring this up to anyone else," Goodwitch explained. "Only the surveillance team that saw the footage know about this. Nobody who has seen the video knows what that...portal is, or who came out of it."

"I'm not surprised," Ozpin said absentmindedly as he watched the video again. The figure's clothing was immensely unusual. He had a red and blue suit that covered every inch of him, save for his eyes, which had large, pale white lenses concealing them instead. His size and voice marked him as a teenager. "It's not everyday you see something like this. I would have been more surprised if someone did know what this was."

"Indeed," Glynda agreed, her own gaze drifting towards the Scroll. "I understand we are stretched thin, especially with the upcoming start of the school year for new Beacon students, but I would strongly propose investigating this matter. I would have brought this up earlier, but the footage was originally corrupted. One of the technicians went over it just to see if anything came up and..."

"And we find that we have a strange visitor," Ozpin finished. The gray-haired man let out a quiet laugh. "Who would have thought?"

"I came to you right after I asked surveillance to search for him on other cameras," Goodwitch stated without missing a beat.

Ozpin paused. "We're still watching him?"

"We haven't spotted him since this first appearance yet," Goodwitch clarified. "And only the people who originally saw him are still looking for him on the cameras."

Beacon's headmaster went quiet for a moment, folding his hands under his chin as he leaned on the table. The young man who had come from the portal, as well as the portal itself, presented an unknown variable in its purest form. Literally nothing was known about it, and their primary source of information on this phenomenon was almost certainly the unfortunate soul who had tumbled out of it.

"What do you propose?" Glynda asked.

The professor hummed in thought. "Well, we can't just ignore this development, can we?" he asked rhetorically. "And the person who likely knows the most about that portal is currently stumbling around in Forever Fall with only a few hours of daylight left. We'd be fools to leave him out there..."

Ozpin paused and looked up at his friend. "How would you feel about an impromptu rescue mission?"

~X~

New York City - Earlier...

Seventeen-year-old Peter Benjamin Parker hung loosely from ceiling of the wide, spacious room. His chocolate eyes, covered by the pale lenses of his famous mask, hovered over a pedestal standing at the center of the room. Atop it, a glass case housed a browned, ancient stone with foreign characters carved into it.

As much as he enjoyed a good ancient artifact here and there, Peter found himself more concerned with the cloaked figure who was slowly approaching said artifact. The large, spherical dome that the figure wore on his head brought something akin to a nostalgic smile to Peter's lips.

My slow evening just got a wee bit more interesting, the youth mused to himself, slowly lowering himself closer to the floor, the web line he hung from noiselessly extending from his web-shooters. His backpack, stuffed with his civilian clothing, was both hanging off his arms and webbed to his back. He would have left it outside, but he was in a hurry tonight and didn't want to risk forgetting it and being late. He wasn't going to miss wishing Harry a happy birthday.

But then, he hadn't exactly expected to encounter anything more than a typical burglar or two.

I kinda figured Mysterio had better things to do than petty robberies. Looks like even the 'master of the arcane' can't resist the lure of a quick cash grab.

"This can't be it," the 'arcane master' in question mumbled as he approached the stone. "The writings are all wrong..."

Peter's grin widened as he lowered himself further down, now hanging in the open light of the moon that shone through the windows. Mysterio, who had begun carefully removing the glass cover, had his back turned to the advancing teenager.

"Wait," the man whispered in confusion, eyes still glued to the stone. "What is- ?"

Spider-Man chose that moment to clear his throat. "Excuse me, good sir, but you wouldn't be planning on stealing that mystic and magic-looking rock, now would you?"

Mysterio whirled around at the cheerful voice of the masked hero, his movement knocking the glass case off the pedestal. His fists clenched when he saw Spider-Man hanging from the ceiling.

"Spider-Man," he growled. "Why am I not surprised?"

Peter chuckled.

"Could it be you're just used to me beating you at this?" he asked innocently. "We must have gone through this routine a hundred times by now."

Mysterio scoffed while raising his arms, a deep purple smoke gathering around him. "I will have to make sure that this will be the last time," he said as his form began disappearing. Peter reacted quickly, swinging from his web and launching himself at Mysterio. The man vanished in a haze, along with the rest of the smoke. Peter landed on all fours, his digits pressing against the cold hard floor. He glanced up, only to find that the tablet Mysterio had come for was gone.

The youth threw a look over his shoulder when he felt his spider-sense tingle. A golden ball of energy raced through the air at him, accompanied by a sharp crackling. Recognizing the approaching threat as something more than a mere illusion, Peter flexed out of the way in a display of supernatural speed.

"Whoa, that's kinda new," Peter said merrily. "What happened to the classic tactics? You know, the ones where you try to trick me with an illusion and it never works?"

"I wouldn't say it never works," Mysterio replied, raising his arm as a wave of purple erupted from his open palm. It crashed into the museum ceiling, causing the entire structure to vibrate and crack as chunks of material began tumbling down.

Peter looked up and smirked. "Laaaame," he sang. "We both know that's not- "

Spider-Man stopped when he felt a familiar tingling at the base of his skull, but not in response to the shattered ceiling. Mysterio fired several more golden spheres at Peter, and the teen suddenly found himself dancing out of the way. He somersaulted over an antique statue, glancing behind him as some of the spheres impacted and detonated, reducing the ancient work of art to a pile of rubble.

"Oh come on!" he cried as he dodged more of Mysterio's blasts. "You know who they're gonna blame that on?"

"Likely the same person who'll be blamed for stealing this tablet," Mysterio taunted as he lifted his cape. It exploded into a swarm of small, bat-like creatures.

The teen's eyes went wide. "Ugh," he groaned as the swarm of creatures- real, solid creatures- approached. "Not these things again!"

The squeaking and chirping of the mechanical little monsters grew in volume and intensity as they approached. Spider-Man leapt out of the way, firing a long web line into the museum ceiling as he swung across the room. The bats followed him, and, with his attention divided between them and Mysterio, the hero almost missed his cloaked adversary sprint out of the room.

"Oh no you don't," Peter taunted as he swung through the wide open double doors. He let go of the web line, planted his foot on the ground, and burst forward with a pump of his leg. His body shot almost directly over Mysterio, and as Peter passed him, he planted his hands on the man's shoulders and used them to swing himself forward and slow his advanced.

Mysterio grunted in surprised as Spider-Man flipped over him, landing on his feet and, with his hands still on Mysterio's shoulders, used the momentum to throw the villain forward. His spider-sense suddenly went wild and Peter dove out of the way, narrowly avoiding a pair of bats that charged through the air where he had been standing moments ago. The twin creatures exploded in a cloud of sparks and green smoke as they impacted on the floor.

Mysterio, meanwhile, landed some distance away, the tablet clattering out of his hand and bouncing across the floor. The man's fishbowl-encased head snapped up and he exploded into action, scrambling to his feet and charging after the tablet.

Spider-Man, who had begun leaping across the room to avoid the bats, smirked and shot a web line at the tablet. It attached, and he jerked the ancient stone out from beneath Mysterio's fingers as the man attempted to grab it.

"Sorry, Misty, souvenirs can be found at the gift shop up front," the teen joked as he reeled the tablet in. "I'll drop something off at your jail cell though, don't you worry."

The illusionist jerked around to face Spider-Man and fired a blast of purple energy at the hero. "Stop your incessant prattling!"

"Harsh words," Peter replied with mock hurt while twisting out of the way of the energy that arched through the air at him. He landed on a pillar, effortlessly webbed the tablet to his backpack, and, all in one fluid motion, jumped off, avoiding the continued assault of the bat creatures.

His spider-sense, however, blared suddenly, and Peter gasped when the tablet began to glow an eerie green. Sensing the danger, he frantically tore it off, along with a chunk of cloth from his backpack, and threw the stone away from him. It landed some distance away, now humming and shaking madly as if the green light was trying to escape.

Peter's eyes widened when he saw Mysterio make a break for the tablet. The teen grunted and landed on the floor right before leaping at his adversary.

"Watch out!" he shouted as he tackled the man and the two rolled behind a statue, just as the tablet erupted in an explosion of blinding light and force. The statue the two were hiding behind cracked, shook, and began collapsing. Spider-Man saw the falling debris instantly and jumped out of the way, dragging Mysterio with him.

The whole building was shuddering now, and the bats from earlier had been all but incinerated in the explosion. Cracks appeared along the walls and chunks of material- real, this time- began breaking off of the ceiling.

"Alright, everybody out," Peter said hurriedly, his hand still clamped around Mysterio's shoulder. "Bad guys included."

"Let go of me!" Mysterio snarled.

Spider-Man rolled his eyes. "Yeesh, you are probably the second fussiest princess I've ever had to- hey!"

The teen was interrupted when Mysterio fired an arch of purple energy at him. Peter was forced to let go, only for the villain to jump to his feet and sprint back to the tablet, now cracked and damaged. "Ugh, some people!" Peter said as he whirled around and fired a web line at Mysterio. It attached to his back, but not before the man wrapped his fingers around the remains of the tablet.

The teenaged hero yanked Mysterio back. Even though he was an enemy, Peter wasn't going to risk letting the man get crushed under the falling museum. However, Mysterio managed to turn around as Peter pulled him in. The man cocked back his arm, his fist still clutching the tablet, which had begun to glow green again.

Spider-Man's eyes widened. "No!" he shouted. "Mysterio, drop it! You're gonna blow us both- "

He never got to finish. As the distance between them closed, Mysterio threw the tablet, whether in blind panic because it was about to blow again or on purpose, Peter didn't know. Time slowed to a crawl as the tablet rushed towards Peter. He jumped out of the way, still trying to drag Mysterio out of the blast radius with him, but the ancient stone exploded. A wave of green light raced from the artifact in all directions, engulfing Peter.

However, no sooner had it overtaken him than the light began abruptly retracting. Peter gasped as he felt himself pulled in, shortly before his vision went completely white.

Mysterio, meanwhile, raised a hand to cover his eyes as the wave of green rushed to envelope him. But right before it could swallow him, the green light abruptly stopped and imploded, sucking into a central point as if a black hole had opened where the tablet had been. Then, in a flash of white, it disappeared. All of it.

The tablet, the green light, the explosion...Spider-Man...It all vanished. Mysterio stood, dumbfounded as he stared at the spot where his enemy had once been. However, he quickly remembered the collapsing museum and prepared to make his escape, but paused to take one final look at the spot where Spider-Man had been.

He shook his head and broke out in a run. He wasn't sure what had just happened, but one thing he did know:

Spider-Man was gone.


A/N: I know, I know, a Spider-Man/RWBY crossover isn't anything new, but, just, UGH plot bunnies, you know?! Now, the birth of this story does not mean the death of Oversleep, for those coming over from there. I just want to finally get this out of my head and onto paper- or, well, onto a Word document. You get the idea. I do wanna point out, through, that this isn't Earth-616 Spidey. It's just a Spider-Man from an arbitrary universe (so as to avoid time-line issues), but he's still the web-head we all know and love. So, if you lovely viewers enjoyed this, let me know and I'll keep going, cuz this story has been trying to get out of my head and I'd love to have an audience to write it for! Till next chapter!