A/N: Here we go. Things are going to start ramping up pretty quickly from here as we approach the climax. It's getting harder to maintain authorial momentum, but I do want to see this through to the end of the arc at least. I'm still having fun with it, which is the important thing. It hasn't gotten as many reviews as I'd hoped, but your encouragement has been invaluable.

I took this one slow and thus had the wonderful opportunity to have Scistorm and BuffetAnarchist at Spacebattles beta read the last scene (my favorite!) for me. Thanks to them. I hope you like this chapter, I made it with love.

Beta: Scistorm, BuffetAnarchist

"Any luck?"

Weiss frowned as Blake shook her head. Her faunus partner had a scroll pressed to her ear. The two of them were racing over the rooftops of the town, making a bee line towards the Grimm advancing from the ocean. With the harbor and its defenses gone, there was precious little to slow down the Grimm as they began to prey upon the civilians left behind.

"It's ringing, but Rose isn't answering," Blake replied. "That means she's either lost her scroll…"

"Or she can't answer," Weiss finished grimly.

Blake could tell what was worrying her. "Rose is strong."

"She's not invincible."

"Either way, we're on our own. Heads up."

They had reached the first of the Grimm, the adventurous ones that had charged ahead of the rest of the pack. Their assessment of the situation was interrupted by a blinding flash off in the distance; the Sea Feilong had fired another blast of lighting, carving a swath of destruction through a different neighborhood. When the spots in their eyes faded they realized that they were perched above what had been a busy commercial street. There were still civilians down there, mostly huddled inside the stores, clearly visible through the glass show windows. They were sitting ducks. Already the Grimm were beginning to smash their way in as screams filled the air.

"Go," Weiss said. "I'll set you up."

Blake nodded and leaped, drawing Wilt as she did. If they hadn't had experience fighting alongside each other, the two of them might've fought the Grimm one by one, taking up precious time to do so. By now however, Weiss and Blake knew enough about each other's capabilities to have an idea of how they meshed together.

With freedom to concentrate from a place of safety, it took Weiss only a few flicks of Myrtenaster to conjure white glyphs next to every one of the Grimm on the street. Each of the glyphs was angled just right. It was impressive work, if she could say so herself.

Blake landed on the first glyph and was off like a rocket. The faunus slashed right through a Beowulf with Wilt as she flew by on her way to the next glyph. She ricocheted from glyph to glyph, gaining momentum as she went, delivering a single blade stroke at high speed with each one. Grimm fell with their heads cut off or their bodies sliced cleanly in two. Wilt left a fiery streak through the air. Within moments all of the Grimm were dead and fading away.

Weiss jumped down to the street level lightly, taking her time as she walked to make sure that they hadn't missed any Grimm inside the buildings. A group of young huntresses and huntsmen in training caught her eye. They were about her age. There was an academy on Patch, wasn't there? The apparent students were clustered around the entrance to a movie theater. It looked like they'd been defending it; they seemed rather beleaguered and some, dragged off to the side, had obvious injuries. Behind them Weiss could see frightened civilians gathered in the lobby.

They were all staring at her now. Weiss drew herself up as she approached, prepared to take charge. She didn't harbor any illusions about being as good as Rose, or any licensed huntress for that matter, but she was confident that she was skilled for her age. And that was before she had spent the past several days running and fighting for her life against enemies from legend.

"Weiss Schnee?" one of the students asked in disbelief.

Weiss paused. It shouldn't have surprised her that she'd be recognized immediately; she had ditched her disguise as soon as the attack had started. She had hardly been accustomed to fighting with sunglasses, after all. Weiss narrowed her eyes and nodded.

The student, a boy, turned faintly pink. "I'm a huge fan of yours."

Weiss resisted the urge to scoff. The others were looking to her with similar celebrity worship, not the serious attentiveness they should have shown in what could still be a life or death situation. Blessedly, she was saved from that awkwardness when Blake landed next to her, sliding Wilt back into its sheath. Immediately there were screams and weapons drawn at the sight of the faunus' mask.

"Look out! White Fang!"

Weiss quickly stepped in front of Blake.

"Wait! She's with me." Weiss raised her hands before her placatingly. "Yes, she's White Fang, but she's here to help. We're here to help."

The students stared at her. Then they looked at Blake. Then they stared at Weiss again.

"What?" they chorused.

Qrow's arms and scythe were a blur as he waded through the tide of Grimm. That was often literal, as the corpses piled up faster than they could dissipate, thick enough to impede their progress through the cliffside forest. Directly behind him he could hear little Ruby taking shots through the trees with Crescent Rose. He was proud of the girl for keeping her cool and focusing on the fight. Sandwiching Ruby on the other side was the mysterious Rose, wielding Harbinger with more familiarity and proficiency than he had with her weapon.

The Grimm were pouring over them like water. There was no end to them, nothing visible between the trees but shadows and the glimmer of red eyes. These weren't particularly strong variants, but at a certain point quantity had a quality all its own. Of course, if Qrow wanted to escape all he had to do was transform and fly away; the problem was having to escort Ruby through this mess.

"You alright back there, kiddo?"

Ruby let out a high pitched noise as she fired another shot at a lunging Beowulf.

"Just hang in there! You're doing great! Everything is going to be alright."

Qrow wasn't sure he sounded convincing, even to himself, but he knew that it couldn't hurt Ruby's confidence. She would need all that she could get.

It would've been hopeless without Rose, Qrow had to admit. He still didn't know how far he trusted the woman, but if she had wanted them dead all she really had to do was leave. As it was, there was no denying her protectiveness of Ruby and the ferocity with which she fought the Grimm. He would never have been able to keep Ruby safe by himself against a horde of this size. By moving in tandem, with Qrow clearing a path inch by inch and Rose bringing up the rear, they were just barely able to make progress.

Qrow grunted in irritation as another scythe swing went slightly off course due to the unfamiliar balance of the weapon. It reminded him more of Crescent Rose than his own Harbinger. As a result it took a moment longer for the Ursa he'd been aiming at to die, leaving him open to a glancing blow from a charging Boarbatusk. He couldn't know what his aura was at but this wasn't sustainable. It would be death by a thousand cuts soon enough at this rate.

"Switch places, I need a weapon swap!" Qrow called out.

"Coming right up!"

In unison Qrow and Rose performed a backflip over Ruby, releasing their weapon handles in midair, each retrieving their original as they landed. They seamlessly traded roles, with Rose blazing the way forward while Qrow defended their flank. Not for the first time Qrow marveled at how effortless their teamwork was. He couldn't take any credit for it; Rose was just that good at anticipating his thinking and his movements. She'd shown that ability to read him when they'd fought, and she seemed to read him even better now as an ally.

That much reminded him of Summer, even though Rose didn't fight anything like her otherwise.

Amidst all the madness there came the familiar ringing of a scroll. Qrow couldn't help but laugh at the idea of sparing a moment to try to answer it. At first he thought it was his scroll, perhaps Ozpin trying to check up on him. Gods, he and Ozpin were going to have words about keeping him in the loop if he survived this. After several rings Qrow finally realized the noise was actually coming from Rose.

"You seem popular!" Qrow shouted over his shoulder.

Rose grimaced. "It means someone else needs me."

Was she thinking of leaving? No, that couldn't happen. For Ruby's sake.

Qrow struggled to keep his voice level. "Hey. I know we don't know each other very well, but Ruby and I really need you here."

"I know."

Likely sensing their desperation, the Grimm began to work themselves into a frenzy. The waves became thicker. They climbed the trees and rained down on the scythe wielders from above, trying to smother them in bodies. Not even Qrow could avoid every hit like this, not while protecting Ruby. Judging from the flashes of aura he saw out of the corner of his eye, Rose wasn't unscathed either. Both of them pressed close to Ruby to keep the girl safe. Their progress had slowed to a crawl.

"Where are they coming from?" Qrow gritted his teeth. "There shouldn't be this many Grimm on all of Patch!"

"They're being controlled by something a lot worse," Rose said worriedly. "I haven't seen it here though. I thought for sure it'd be here. Where is it if it's not here? Wait. Oh no. Yang!"

With a frustrated growl, Rose vanished into a red blur that swirled around them, trailing petals as it cleared an ever larger ring outwards. Qrow swallowed his confusion at her words and surprise at her actions. Seizing the opening, he grabbed a yelping Ruby by the scruff of her cloak and charged forwards.

"That Semblance…" Qrow muttered. "You are a Rose."

Rose continued to cut a path for them, visible only in glimpses when she bothered to materialize to take a hard swing at one of the larger Grimm.

"We need to get back to the cabin!" Rose sounded frantic now. "We need to check on Yang!"

A feeling of dread settled in Qrow's gut. He didn't understand anything about what was going on, but Yang being in danger was something he understood all too well.

"It's closer than Signal," Qrow said. "I would've suggested heading there anyway."

They were reaching the edge of the cliffside forest now; the light of day shone through the treetops. In that moment the Grimm surged all at once, swarming from all sides while Rose was trying to blaze a trail ahead. The huntress had overextended. Qrow switched Harbinger to shotgun mode and threw himself over Ruby. It was the only option he had to protect her. He got one shot off, blowing the head off of an Ursa, and then they were upon him.

His aura held up for the first several hits but there were just too many. Claws sank into flesh. Pain blossomed in his gut. He let out an involuntary scream. Ruby wailed beneath him.

A blinding flash of silver light washed over them and the seething mass of Grimm evaporated into black smoke. Rose gathered Qrow into her arms and began running, Ruby trailing along, her own silver eyes wide and shining with tears. Qrow looked down and saw the nasty gash across his stomach. No wonder he felt so cold. That was a lot of blood. Fear crept over him, not for himself but for Ruby.

Rose proved her heritage again and again as she blasted Grimm out of their way with her eyes. For the life of him Qrow couldn't understand the sheer anguish on her face. It wasn't like they'd known each other or anything. Even if she was, somehow, Summer's long lost sister, that didn't make her any relation to Qrow. And yet, as Rose looked down at Qrow with a trembling lip, he knew that this stranger saw him as family.

That gave him the courage to face what had to happen next.

At last they reached the edge of the forest, but the open plains offered no hope or respite. The landscape ahead of them was carpeted in Grimm. There had to be thousands of them. It was like a black curtain had fallen over the land. Rose gently laid Qrow down against a rock and deployed her scythe. Ruby knelt by him with tears streaming down her face.

"Ruby," Rose said shakily. "I need you to help Uncle Qrow walk. Bandage the wound if you can, and keep pressure on it no matter what."

Qrow shook his head. "Let's cut the crap. You and I both know what needs to be done here."

Rose turned to look at him. "What are you talking about?"

A lifetime spent around Roses told Qrow that the huntress was genuinely clueless. He tried to sigh and instead coughed up blood. He hadn't wanted to have to say it in front of Ruby.

"I'm only going to slow you down like this," Qrow said. "You'll never make it if you have to look after the both of us. I'm dead weight. Leave me."

Rose recoiled. "What?! No!"

Ruby reacted similarly, additionally yammering out a stream of desperate protests. Qrow shushed the girl with a harsh glare. The look on her face hurt him far more than the injury. He forced himself to turn back to Rose.

"My life isn't important. I'm trusting you with something that is." Qrow nodded at Ruby. "If you're really Summer's blood, I know you'll keep her safe."

Rose shook her head. "I'm not leaving you behind!"

"Idiot! We don't have time for this! Think about what Summer would've wanted! She would put Ruby first. She wouldn't hesitate. You shouldn't either."

"But—"

"I'll attack you myself if that's what it takes," Qrow growled with deadly seriousness. "I'm not asking here. Take Ruby and go."

"Knock it off, Zwei!"

Yang glared down in frustration at the corgi, who had seized her left sock in his jaws and was trying to pull her back with all of his might. Considering that the adorable canine had an unlocked aura, this was actually a much more serious impediment than one might have thought. Zwei ignored her protests, continuing to growl in his throat even as he did his best to keep Yang away from the front door.

"Seriously, what is your problem tonight?" Yang put her hands on her hips as she considered the best way to get Zwei to let go without hurting him. "First you flip out like there's something out there, and now you don't want me to look? C'mon, make up your mind."

Zwei began pulling more desperately, throwing his whole body into each tug. He was whining now, a pitiful, pleading sound. As Yang finally started to get concerned, there came a thunderous crash. Her aura flared as fragments of the front door and its accompanying wall were blasted all over the room. Fresh air rushed in from outside. Yang's head snapped around and stared at a strange sight.

A black shape like a woman, but with the telltale mask and glowing red eyes of a Grimm. Arms and legs with bizarre, stretched proportions. Half a dozen barbed tentacles writhing from its back. It was like something out of her childhood nightmares.

"What the hell?"

Yang's first thought was to fight. She reached for Ember Cecilia, but a black tentacle lashed out at her and she stumbled backwards, helped along by Zwei. The attack missed her heart but managed to clip her side. Pain seared through Yang, and she was stunned to realize that it had drawn blood; her aura had popped like a balloon. Trying and failing to call upon her Semblance, Yang confirmed her present powerlessness. Her thoughts screeched to a halt altogether.

For once in her life Yang's fight or flight response veered sharply towards the latter.

The stairs weren't far; within moments Yang was vaulting over the handrail and halfway to the second floor. She could hear more crashes behind her, sounds of floorboards and furniture being torn up and thrown aside. Zwei barked furiously. Then there was a crack, and the dog whined and fell ominously silent. Her eyes stinging with tears, Yang raced down the hallway and into the room she shared with Ruby. The Grimm was skittering up the stairs in pursuit.

Yang slammed the door behind her and tried to run for the window. She cried out in surprise as the floor gave way beneath her; the wall that had been destroyed had been load-bearing. With no aura she felt every bump and scrape as she tumbled amidst the debris. The impact hurt like hell, but she immediately forced herself to her feet, coughing from all the dust. She was back in the living room. Above her, she could hear the Grimm bursting into the bedroom with so much momentum that it slammed straight into the opposite wall.

She had precious seconds. Thinking quickly, Yang grabbed a nearby lamp and hurled it out the nearest window, at the base of the stairs. The glass shattered loudly. She could hear the Grimm react above her. Clutching her side, desperately hoping she wouldn't drip a trail of blood, Yang hobbled into the kitchen and hid herself behind a shelf.

Her heart beat in her throat as the Grimm crashed back down into the living room. She pressed a hand over her mouth to smother another cough, her body convulsing with the effort.

Think happy thoughts, think happy thoughts, don't let it sense your negativity.

Did it even hunt by negativity? Yang had never seen or heard of a Grimm like this. This was Patch, this was her home, where her family lived, they were supposed to be safe within these walls! Zwei had tried to warn her; was he alright? Why was this happening? Why here, why now? Yang shut her eyes tight and felt tears of suppressed anger and helpless frustration run down her cheeks. Everything about the situation should've pissed her off, except that it was crystal clear that she couldn't afford to be.

There was no hope of getting her emotions under control. Even so, the Grimm seemed to be fooled. Yang felt a surge of relief as she heard it exit through the broken window. Finally allowing herself to gasp and cough for air, she staggered over to the nearest kitchen window, on the other side of the house from where the Grimm would be. She fumbled with the latch and opened it.

Yang climbed outside and looked around. The coast was clear.

Without aura she wouldn't stand a chance on foot, but Bumblebee was still in the shed. If she could reach her motorcycle, she could make a quick getaway. She would head to Signal, and with her dad's help they would warn Ruby. Yang felt her heart clench at the thought of explaining to her father that their home had been half destroyed while she hadn't even been able to put up a fight. She didn't want to imagine the look on Ruby's face when she heard about their room. Yang wiped at her eyes with her sleeve and broke into a run.

As she rounded the corner the shed came into view, right where it should be. There was still no sign of the Grimm. Yang let out a sound that was somewhere between a sob and a laugh as she sprinted towards salvation. She had almost reached the shed when she heard the barking. Zwei appeared, running straight at her. Yang tried to avoid the dog but he barreled right into her, the force of his aura knocking her off her feet.

Before Yang could process what had happened, the shed collapsed into a pile of timber right before her eyes. The Grimm emerged from the wreckage, its red eyes fixed on her. It had been waiting in ambush all along. It had anticipated what she would do.

A pair of tentacles rummaged through what was left of the shed. A moment later they came up holding Bumblebee. Yang watched in rage and despair as the Grimm ripped her beloved motorcycle into halves. Zwei was barking again. Like lightning the Grimm hurled one half of the motorcycle at Zwei, hitting the dog with enough force to shatter what was left of his aura. Yang cried out and tried to get to her feet, only to be forced to drop abruptly as the other half of Bumblebee missed her by inches. Her head hit the ground.

Yang groaned as she lay sprawled out. She lifted her throbbing head and saw the Grimm approaching. Zwei was out for the count. Desperately, Yang looked around for something, anything that she could use to escape, but there was nothing and no one. Just motorcycle parts and dirt.

She had no anger left, only terror and despair. Yang had never felt more alone in her life. She shut her eyes again, hoping against hope that Ruby would stay away from this place, that Ruby wouldn't be the one to find her body.

There was a strange thrumming noise.

Yang opened her eyes, then opened them wider. A swirling portal of red and black had appeared out of thin air. Yang felt her heart stop as a woman stepped out of it. A woman that she recognized from an old photograph that she'd spent too many miserable hours staring at. Her jaw fell open.

"Mom?"

Raven surveyed the scene with a cool gaze that sharpened as she spotted the Grimm. The glance she gave Yang, on the other hand, was almost dismissive.

"Everybody gets one."