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* Hal and Qrow discover just how Brainiac creates his near-limitless army of drones. To their horror, Brainiac was flash-cloning brain-dead Couluans and harvesting their nervous systems. Their bodies are systematically taken apart and replaced with cybernetic enhancements. Any remaining parts are recycled and reused to create the next batch of clones.
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* When Ozpin tries to mock Brainiac, the Coluan makes it clear he's not gonna let this defeat go. Ozpin's joy gives way to terror over how Brainiac will retaliate.

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[[AC: The Main Story]]



* The side story ''Tales from the Dark Multiverse: The Wretched Weapon'' gives us a first look at the Dark Multiverse, where here it shows a saddened Ruby go mad by grief and guilt by Penny's loss, and turns to Luthor for help when the Justice League supposedly can't rebuild her. Unfortunately, this turns for the worst as it causes a fusion between Penny's desire for friends and Brainac's cold logic, which ends with both Ruby and Penny becoming "one".
** Luthor is killed begging to be freed from Penny's control, Yang and the rest of the Remnants are "uploaded" into a digital scape, and the League and the rest of Earth's inhabitants follows them. Worse, the [[spoiler: Batman who Laughs]] becomes "friends" with the new Penny/Ruby to help her continue her ways of saving people.
* The Elseworld, ''The Last Knight'', isn't as bad as the Dark Multiverse one, but still is tragic as it has [[spoiler: ''Ruby'']] be the broken one and not Batman as Omega. While those who've read the comic know how the story will end, it's still a BittersweetEnding.


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[[AC: Elseworlds]]
* The side story ''Tales from the Dark Multiverse: The Wretched Weapon'' gives us a first look at the Dark Multiverse, where here it shows a saddened Ruby go mad by grief and guilt by Penny's loss, and turns to Luthor for help when the Justice League supposedly can't rebuild her. Unfortunately, this turns for the worst as it causes a fusion between Penny's desire for friends and Brainac's cold logic, which ends with both Ruby and Penny becoming "one".
** Luthor is killed begging to be freed from Penny's control, Yang and the rest of the Remnants are "uploaded" into a digital scape, and the League and the rest of Earth's inhabitants follows them. Worse, the [[spoiler: Batman who Laughs]] becomes "friends" with the new Penny/Ruby to help her continue her ways of saving people.
* The Elseworld, ''The Last Knight'', isn't as bad as the Dark Multiverse one, but still is tragic as it has [[spoiler: ''Ruby'']] be the broken one and not Batman as Omega. While those who've read the comic know how the story will end, it's still a BittersweetEnding.
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* Just when it seems that Penny is safe with the Green Lanterns, it's revealed that Brainiac installed a malware within Penny's systems to allow him to exert direct control of her in the event she tried to escape. Meaning that Brainiac is able to completely control an aura-enhanced android with the power of the Winter Maiden. Now, Kyle and Guy are forced to try to subdue a BrainwashedAndCrazy Penny without killing her while she desperately tries to [[FightingFromTheInside resist Brainiac's virus]]. Brainiac, on the other hand is not concerned with any damage Penny might receive, as he will simply repair her upon her recapture.

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* Just when it seems that Penny is safe with the Green Lanterns, it's revealed that Brainiac installed a malware within Penny's systems to allow him to exert direct control of her in the event she tried to escape. Meaning that Brainiac is able to completely control an aura-enhanced android with the power of the Winter Maiden. Now, Kyle and Guy are forced to try to subdue a BrainwashedAndCrazy Penny without killing her while she desperately tries to [[FightingFromTheInside resist Brainiac's virus]]. Brainiac, on the other hand hand, is not concerned with any damage Penny might receive, receive as he will simply repair her upon her recapture.
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* Just when it seems that Penny is safe with the Green Lanterns, it's revealed that Brainiac installed a malware within Penny's systems to allow him to exert direct control of her in the event she tried to escape. Meaning that Brainiac is able to completely control an aura-enhanced android with the power of the Winter Maiden. Now, Kyle and Guy are forced to try to subdue a BrainwashedAndCrazy Penny without killing her while she desperately tries to [[FightingFromTheInside resist Brainiac's virus]]. Brainiac, on the other hand, is not concerned with any damage Penny might receive, as he will simply repair her upon her recapture.

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* Just when it seems that Penny is safe with the Green Lanterns, it's revealed that Brainiac installed a malware within Penny's systems to allow him to exert direct control of her in the event she tried to escape. Meaning that Brainiac is able to completely control an aura-enhanced android with the power of the Winter Maiden. Now, Kyle and Guy are forced to try to subdue a BrainwashedAndCrazy Penny without killing her while she desperately tries to [[FightingFromTheInside resist Brainiac's virus]]. Brainiac, on the other hand, hand is not concerned with any damage Penny might receive, as he will simply repair her upon her recapture.
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* Penny, despite being mostly machine herself, is not completely immune from the effects of being in the vacuum of space. Her artificial skin becomes gray and swollen, with some pieces even breaking off and revealing her mechanical parts. Even her human-like eyes have completely broken away, revealing glowing orbs in place of them.
* Just when it seems that Penny is safe with the Green Lanterns, it's revealed that Brainiac installed a malware within Penny's systems to allow him to exert direct control of her in the event she tried to escape. Meaning that Brainiac is able to completely control an aura-enhanced android with the power of the Winter Maiden. Now, Kyle and Guy are forced to try to subdue a BrainwashedAndCrazy Penny without killing her while she desperately tries to [[FightingFromTheInside resist Brainiac's virus]]. Brainiac, on the other hand, is not concerned with any damage Penny might receive, as he will simply repair her upon her recapture.
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** The conversation is terrifying from Ozpin's perspective as well. Brainiac's invasion showed him that there are malevolent beings out there who make Salem, his ArchEnemy and the greatest threat to Remnant, seem like a footnote. And then Brainiac openly admits that even ''he's'' not at the top of the food chain.

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** The conversation is terrifying from Ozpin's perspective as well. Brainiac's invasion showed him that there are malevolent beings out there who make Salem, his ArchEnemy and the greatest threat to Remnant, seem like a footnote. And then When Ozpin brings up Darkseid's name, Brainiac openly admits that even ''he's'' not at the top of the food chain.
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* During Brainiac and Ozpin's discussion in Chapter 47, he brings up that Remnant was lucky he found it before someone more dangerous did. One shudders to think of what would have happened had someone like Darkseid located the planet.
** The conversation is terrifying from Ozpin's perspective as well. Brainiac's invasion showed him that there are malevolent beings out there who make Salem, his ArchEnemy and the greatest threat to Remnant, seem like a footnote. And then Brainiac openly admits that even ''he's'' not at the top of the food chain.
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* Adam Taurus has been running amok within Vale, brutally killing anyone he doesn't like. He is especially cruel towards Faunus' that he sees as race-traitors for working with humans. He mutilates their bodies by cutting off their Faunus parts.
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* Brainiac has control or near-control of ''all'' the Maidens. Luckily, he's unaware of the Relics, but if he ever found out he could easily claim them all and become nigh-unstoppable.
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** The next chapter reveals that they've killed over ''ten thousand'' people.
* Lex Luthor has stolen the Mother Box from Star Labs, and is trying to use it to track down what's signaling the Grimm, possibly opening the door for ''Salem'' to end up on Earth.
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* The Elseworld, ''The Last Knight'', isn't as bad as the Dark Multiverse one, but still is tragic as it has [[spoiler: ''Ruby'']] be the broken one and not Batman as Omega. While those who've read the comic know how the story will end, it's still a BitterSweetEnding.

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* The Elseworld, ''The Last Knight'', isn't as bad as the Dark Multiverse one, but still is tragic as it has [[spoiler: ''Ruby'']] be the broken one and not Batman as Omega. While those who've read the comic know how the story will end, it's still a BitterSweetEnding.BittersweetEnding.
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* The Grimm as of Chapter have grown so numerous that they are starting to overrun entire ''countries'' in the Middle East.

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* The Grimm as of Chapter 60 have grown so numerous that they are starting to overrun entire ''countries'' in the Middle East.
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* The Grimm as of Chapter have grown so numerous that they are starting to overrun entire ''countries'' in the Middle East.
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* Nora overloads her Aura [[TakingTheBullet from pushing Jaune out of the path of an attack by Black Adam]], and if Jaune hadn't awakened his Aura right there she'd have been killed.
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* Luke's base is attacked by a release of the enhanced Fear Gas that can destroy gas masks... and ''[[FromBadToWorse then]]'' the fear draws the Grimm in hordes.
* Mr. Mind's plan turns out to have been to free ''Black Adam'' from his prison inside the Rock of Eternity to deal with Billy.
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* Mr. Mind escapes with Sivanna by threatening a PsychicAssistedSuicide on several police officers, and nearly does it anyway even after the heroes let him go.
* Mr. Mind and Sivanna manage to cut Fawcett off from the outside world, the former taking advantage of something happening to Luke and company that apparently involves Fear Gas.
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* Although Ruby rejects the temptations of the Sins, the fact that they spoke to her at ''all'' is disturbing.
* Mr. Mind is active in Fawcett and is using his PsychicPowers to direct the Grimm in order to advance his plans, and despite his small size he nearly manages to kill Yang, Jaune, Billy and Freddy by hurtling them into an abandoned train car with his telekinesis, which he then sends on a collision course.
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* A number of Grimm were drawn by the events of ''Film/Shazam2019'', and though Billy managed to destroy them without much issue, it's clear that they were only a minor portion of what would have showed up if he hadn't defeated Sivanna and the Sins.
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* Brainiac as significantly accelerated his 'acquisition' of cities and destruction of planets. How many more will he take before being stopped?
* It's implied by Ozpin's analysis on why no one's take Brainiac out for his many, many crimes is that Brainiac's connection to his bottled cities means that [[CantLiveWithoutYou if he's killed or the connection is otherwise forcibly severed]], ''all'' the cities would be destroyed, along with the ''trillions''' of helpless sapient beings inside. It's the main reason that he rejects [[spoiler:Ironwood's plan to SuicideAttack him with a fifty-kiloton nuclear bomb to the face]].

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* Brainiac as has significantly accelerated his 'acquisition' of cities and destruction of planets. How many more will he take before being stopped?
* It's implied by Ozpin's analysis on why no one's take taken Brainiac out for his many, many crimes is that Brainiac's connection to his bottled cities means that [[CantLiveWithoutYou if he's killed or the connection is otherwise forcibly severed]], ''all'' the cities would be destroyed, along with the ''trillions''' of helpless sapient beings inside. It's the main reason that he rejects [[spoiler:Ironwood's plan to SuicideAttack him with a fifty-kiloton nuclear bomb to the face]].
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Added DiffLines:

* Brainiac as significantly accelerated his 'acquisition' of cities and destruction of planets. How many more will he take before being stopped?


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* Luke Fox and company finding an exposed mass grave is bad enough, but then Violet/Halo wakes up and starts screaming, freaking everyone out.
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Added DiffLines:

* It's implied by Ozpin's analysis on why no one's take Brainiac out for his many, many crimes is that Brainiac's connection to his bottled cities means that [[CantLiveWithoutYou if he's killed or the connection is otherwise forcibly severed]], ''all'' the cities would be destroyed, along with the ''trillions''' of helpless sapient beings inside. It's the main reason that he rejects [[spoiler:Ironwood's plan to SuicideAttack him with a fifty-kiloton nuclear bomb to the face]].
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* Raven telling Qrow that Brainiac is interested by his Semblance and wants to study him. Needless to say, Qrow is ''not'' okay with that.
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* The side story Tales from the Dark Multiverse: The Wretched Weapon reveals a first look at the Dark Multiverse, where here it shows a saddened Ruby go mad by grief and guilt by Penny's loss, and turns to Luthor for help when the Justice League can't rebuild her supposedly. Unfortunately, this turns for the worse as it causes a fusion between Penny and Brainac's cold logic, which ends with both Ruby and Penny becoming 'one'.
Luthor is killed begging to be freed from Penny's control, Yang and the rest of the Remnants are ''uploaded'' into a digital scape, and the League soon follows with the earth's citizens next. Worse, the [[spoiler: Batman who Laughs]] becomes 'friends' with the new Penny/Ruby to help her continue her ways of saving people.
* The Elseworld, the Last Knight, isn't as bad ending as the Dark Multiverse one, but still is tragic as it has [[spoiler: ''Ruby'']] be the broken one and not Batman as Omega.While those who've read the comic know how the story will end, it's still a BitterSweetEnding.

to:

* The side story Tales ''Tales from the Dark Multiverse: The Wretched Weapon reveals Weapon'' gives us a first look at the Dark Multiverse, where here it shows a saddened Ruby go mad by grief and guilt by Penny's loss, and turns to Luthor for help when the Justice League supposedly can't rebuild her supposedly. her. Unfortunately, this turns for the worse worst as it causes a fusion between Penny Penny's desire for friends and Brainac's cold logic, which ends with both Ruby and Penny becoming 'one'.
"one".
**
Luthor is killed begging to be freed from Penny's control, Yang and the rest of the Remnants are ''uploaded'' "uploaded" into a digital scape, and the League soon and the rest of Earth's inhabitants follows with the earth's citizens next. them. Worse, the [[spoiler: Batman who Laughs]] becomes 'friends' "friends" with the new Penny/Ruby to help her continue her ways of saving people.
* The Elseworld, the ''The Last Knight, Knight'', isn't as bad ending as the Dark Multiverse one, but still is tragic as it has [[spoiler: ''Ruby'']] be the broken one and not Batman as Omega.Omega. While those who've read the comic know how the story will end, it's still a BitterSweetEnding.
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None

Added DiffLines:

* The side story Tales from the Dark Multiverse: The Wretched Weapon reveals a first look at the Dark Multiverse, where here it shows a saddened Ruby go mad by grief and guilt by Penny's loss, and turns to Luthor for help when the Justice League can't rebuild her supposedly. Unfortunately, this turns for the worse as it causes a fusion between Penny and Brainac's cold logic, which ends with both Ruby and Penny becoming 'one'.
Luthor is killed begging to be freed from Penny's control, Yang and the rest of the Remnants are ''uploaded'' into a digital scape, and the League soon follows with the earth's citizens next. Worse, the [[spoiler: Batman who Laughs]] becomes 'friends' with the new Penny/Ruby to help her continue her ways of saving people.
* The Elseworld, the Last Knight, isn't as bad ending as the Dark Multiverse one, but still is tragic as it has [[spoiler: ''Ruby'']] be the broken one and not Batman as Omega.While those who've read the comic know how the story will end, it's still a BitterSweetEnding.
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* Blake ends up in "Beauty and the Beast", where Gaston, masquerading as the Beast, has ''Adam's'' appearance.
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* The Queen of Fables was sealed in a book that somehow ended up in a ''public library'', where a Geist attack led to Team RWBY setting her free. Also, Geist in Metropolis public library.
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** Then ruby is taken by said robots leaving her older sister distraught.

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** Then ruby Ruby is taken by said robots leaving her older sister distraught.

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even though it's about super heroes and protectors of the helpless doesn't mean the story is free of nightmare fuel.

the very being starts with basically a war for survival that Remnant is losing. with countless people dying and the students of beacon(including Ruby who is only 15 years) having to fight hoards of alien robots who apparently want nothing more than to kill them all. even worse is the examples of people who have no powers , no combat training or experience caught in the middle. with the main characters having to stay behind so there's room to evacuate civilians

then ruby is taken by said robots leaving her older sister distraught

to:

even Even though it's about super heroes and protectors of the helpless doesn't mean the story is free of nightmare fuel.

the ----
* The
very being beginning starts with basically a war for survival that Remnant is losing. with With countless people dying and the students of beacon(including beacon (including Ruby who is only 15 years) having to fight hoards of alien robots who apparently want nothing more than to kill them all. even Even worse is the examples of people who have no powers , powers, no combat training or experience caught in the middle. with With the main characters having to stay behind so there's room to evacuate civilians

then
civilians
** Then
ruby is taken by said robots leaving her older sister distraughtdistraught.
----
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even though it's about super heroes and protectors of the helpless doesn't mean the story is free of nightmare fuel.

the very being starts with basically a war for survival that Remnant is losing. with countless people dying and the students of beacon(including Ruby who is only 15 years) having to fight hoards of alien robots who apparently want nothing more than to kill them all. even worse is the examples of people who have no powers , no combat training or experience caught in the middle. with the main characters having to stay behind so there's room to evacuate civilians

then ruby is taken by said robots leaving her older sister distraught

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