Author's Note: And the return of the dreaded six day workweek rears its head. Tried to find some time to work on the story, but was too dead after work most times to get some proper time in. Combine that with the fact that Guilty Gear Strive had released and I wanted to unga some poor fools...yeah. Not my finest hour.

Still, I hope you enjoy this chapter.

Chapter 58

He knew they were following. The breeze brought the sound of not too distant chuffing and breaking of foliage, which mirrored their own groups but at a much greater volume. No one said that the Grimm were mindful of the environment that they were in, especially not in a chase. Not that Carol was one for reading into the Grimm's habits, and certainly not now as his own harsh panting and pounding heart rang in his ears. It wasn't the physical exertion that was taking its toll, rather the close brush with fanged death prior and knowing that said fanged death was hunting them now. A part of him realized it was his own panic that was giving the Grimm a clear indicator in which way they were going, but that part was drowned out by the fear gripping his heart.

Russel's mohawk bobbed to and fro in the front of his vision, a reassuring sight. He wasn't sure he could think straight at this moment, so having something to follow that would hopefully lead him to safety was a blessing when he had few. A tree blocked the path, the smaller boy darting to the left, Carol following quickly after. And yet, despite the speed they were clearing the forest, they couldn't take full advantage of their lighter equipment loads. Splitting the group while there was a pack of Grimm on their heels might prolong his own fate for some time, yes, but strength in numbers was the safest thing against the Grimm. And besides, he would never leave his team. Even if the creatures of shadow baying for their blood seemed to be drawing ever closer...

Carol regretted not paying much attention in Port's classes. He was running right now because the rest of his team were running. Did the Grimm tire? Humans and Faunus were set apart from the animals of Remnant for the sheer fact that they could endure for longer periods, which gave them advantage for hunting over longer periods. Against the Grimm, however, did it even matter? Having a greater endurance was good and all, but if what was chasing you never tired, then it only became a matter of time before they caught up. Thinking ceased helping Carol calm down, only granting more anxiety, so he stopped that, focusing on following Russel's running pace. Ahead, beyond Russel, afternoon light was seeping through the branches. A clearing! They were limited by the terrain so far, but here was a chance to really clear some ground.

And yet, as they breached the treeline, Carol almost ran into Russel's back, leaning backwards and feeling his greaves skid against the fallen leaves of the forest floor. Before them, a sheer cliff stood a good distance above their heads. Far too high to climb quickly enough to outpace the Grimm, so Carol looked to the sides to see if there was a depression in the face. To his dismay, he found none, only seeing the cliff as far as his eyes could focus. Behind them, the rest of his team caught up, their pace slowing as they came to a stop.

"Well, shit." Cardin muttered, looking up at the cliff. He tossed a nervous look over his shoulder to the sounds of the forest being turned over steadily growing closer. "Anyone have any ideas?"

"Fight?" Sky asked, backing towards the cliff.

"I mean ones that won't get us killed." Cardin looked at Carol, humming. "I don't suppose you can throw all of us up there and have us haul you up?" Not in the mood for jokes, Carol just shook his head. "Damn. Anyone else?"

"Sky's got the right idea." Nicholas said. "It's probably just a pack of Canis that are following us. If we set up a defensive semi-circle, we should be able to take them all out with not much risk." Sky shot a thankful smile to Nicholas, one that was partially tinged with ego at Cardin being shot down. The boy in question frowned.

"And how do you know that?" Carol asked. There was no way that during their mad dash, he'd been able to pick apart whatever was following them.

"Well, if it were Beowulves, we'd hear a lot more howling." It still didn't help Carol's nerves, a fact which he picked up on. "Now, given the situation, I hope you'll forgive me for taking command, Cardin. We're going to take up the Atlesian five-point defensive posture." Carol once again, had Cardin's foresight to thank that he even knew what that was. The strategy originated from the Great War, where small units of Atlesian duelists were able to hold out against vastly superior numerical odds. Granted, it only worked against Grimm or massed infantry and not other specialized combatants, but it laid the framework for what was later adopted into modern Huntsman tactics. The history of it was neither here nor there, though. The important bit was that it was arranged in almost a half-starburst pattern, with a staggered defensive line. "I'm point one, Cardin and Sky, you're four and five." One was the foremost position, and four and five were the left and right fringes of the formation. Which meant that he and Russel- "Carol, Russel, three and five." Yep. The boys went to stand at their position, except for Carol, who was tarrying. Nicholas turned back from his point, head tilting in confusion.

"Sir, could I get a quick moment with Carol?" Cardin asked, pulling the attention away from Carol, who wasn't dealing with the additional stress well.

"Is it really that important?"

"Yes, sir. Nicholas, I mean." The older man closed his eyes, sighing.

"Alright. Make it quick."

"I will, sir." Cardin moved from his position, grabbing Carol's shoulder and moving him to the wall, speaking lowly. "You good, dude?"

"No." Carol bit out. "No, I'm not. Or did me screaming like a little bitch not tip you off to that?"

"Alright, calm down. Getting more upset isn't gonna help anybody." Carol just stared at him. "Okay, yeah, not the best thing to say, I get it. But, dude, look. I know you're scared. Russel knows you're scared. Sky knows. Nicholas knows." Carol looked away, shame burning on his face. "That doesn't mean you can let it get to you."

"Yeah, thanks." Carol spat. Cardin ducked his head, muttering underneath his breath.

"Alright then, I'll put it this way. When I faced my first Grimm, I pissed myself." Cardin said, sneering at Sky who was giggling where he stood. "I'm not proud of it, but I did. Being scared of Grimm is normal. Expected, even. But you can't let it get to you. Not just for yourself, but me, Sky, Russel...maybe not Nicholas, he just has this pressure of 'unstoppable', but still. We rely on you as much as you rely on us. And, one day, maybe it'll be the citizens of Vale, or a settlement, or whatever." The sound of twisted barking drew close, the pack closing the distance they'd made. "Shit, alright, gotta wrap it up. Just...try to be brave, or at least, pretend to be. We've got your back. You got ours?" Cardin asked, looking Carol directly in the eye. His mouth worked soundlessly, unable to answer. Eventually, he choked out a response.

"Yeah." Cardin smiled, patting him on the shoulder as he went to his position. Carol walked to his, but his heart wouldn't stop mercilessly beating in his chest. His head had been pounding for so long it was beginning to build a migraine, neither of which helped his situation. Any attempt to calm himself down was shot in the foot by his own self being reminded that negative emotions attracted the Grimm, which in turn fed itself in a vicious cycle. He drew his sword, holding it in his normal stance, but he could not get the point to stop wavering. And yet, something pulled him back to reality, but it was in the worst way.

The forest was quiet. Deathly so. The treeline was hard to see anything beyond a foot or so, and attempting to do so was as pointless as chasing shadows...which was, unfortunately, apt. The tense silence had the group shifting around and looking for anything that showed the presence, but nothing did. The formation was held, regardless, for a few minutes more, before Sky snorted.

"Guess they ran off." He nervously said, still scanning for any Grimm. And, fate decided not to intervene to make him wrong.

"Huh. Guess s-" Carol started, only to have a spray of something wet hit him on the face. Confused, he raised a hand to wipe it away. When it came back red, he knew something was wrong. At his feet, there lay a Canis, bisected about the midsection. Following it upwards, he noticed that Nicholas was flicking the blade, sending more of the creature's blood away from the group and onto the grass below.

"No such luck." The man spoke darkly, shortly before the forest ahead of them came alive with baying and snarling, the shadows they'd but a moment before peered into taking form and rushing forward. Carol took a step backwards, what little nerve he'd found obliterated by the wave of Grimm rushing forward. Even as his team and guide came to life, beating the creatures back one by one, he stood stock still, unable to move. He looked around, world moving slowly in a surreal fashion. He saw Sky, mouth open in a yell instead of its usual smug smile as he ran a leaping Grimm through. Nicholas was a measured disaster, a flurry of calculated slashes, cutting countless Canis in twain. Cardin's mace fell heavily down on the advancing Grimm, crushing them flat against the ground, only to be hefted up and smash sideways into one that was leaping, shattering it against the stone wall behind them. And Russel, who was a hurricane of energy, never stopping once with his daggers, flashing silver in the sun.

But Russel's issue was paying attention to details other than what was in his face. A Grimm managed to wedge itself in the infinitesimally small space that wasn't covered in the angles provided by the five-point defensive posture, and it leapt forward towards Russel, who was still facing to the front where the majority of Grimm were coming. Carol tried to shout out to get his attention, but no words came out. He needed to do something, dammit, or else Russel was- wait, was the Grimm getting abnormally closer? It took Carol about the time that his hips were twisting and his arm was flying through the air to realize he'd covered the distance between them, throwing a mighty haymaker at the Canis leaping in the air.

Carol couldn't bear to look, closing his eyes as he felt his fist contact with something hard that immediately gave way, and then his hand was surrounded by something warm and wet. Oh gods, it's eaten my hand, I'm handless, how am I going to swing a hammer now? But yet, he wasn't in pain. Cracking an eye open, he found that the Canis's head was missing, replaced by his forearm. In a macabre display of puppeteering, he realized that he had punched through the Grimm's head, into its chest cavity through it's neck. He yelped, shaking it off and watching it drop to the green ground beneath, remaining still and motionless. Looking up, he noticed Russel sending him a look in between slashes.

"Thanks, dude! More of that, please!"

"Yeah, sure." Carol said, still in disbelief. He kicked the Canis lightly for good measure, as if it were going to come alive and...bite him? It's head was gone, for all intents and purposes obliterated. Despite all of the madness occurring around him, his vision was locked on the Canis's corpse, with but one question on his mind. That was it? He'd spent how many years now, terrified of the Grimm? It had died with but one strike, admittedly quite a hard punch, but not his best he'd ever given. A creature of living shadow that quite literally ate people for breakfast had its block knocked off by a single hook. Shock quickly gave way to anger.

This is what he'd been afraid of for so long? This thing that made Weiss seem durable?! He stomped back over to his place before Nicholas or Cardin could shout at him for abandoning his position. The apprehension he had earlier was mostly gone, but a small bit of him remained pessimistic. A Canis broke for his section of the line, scampering towards him with a crimson mouth and hateful vermilion eyes. Those same eyes popped out of their sockets as his greave introduced itself to it's face, sending a torrent of blood to the sides as it fell over, lifeless. Another jumped, and his own sword lashed out like quicksilver, bisecting it as it flew behind him.

He wasn't afraid of the Grimm, at least, for the moment. Instead, he was livid. At himself, at the Grimm, at everything that had ever wronged him, including a rock that had managed to worm its way between the layers of one of his greaves. He left the formation, but this time he was moving forwards. He always fought better when he was angry, and by the gods, he was furious. The Grimm fell left and right by blade, fist, boot, and in one case, a headbutt. Nothing could stop his advance as he beat the Grimm back towards the treeline. Nothing, except whatever was holding his shoulder. A stab was prepared for whatever it was as he whirled around to face it, only to be spun further as he was pulled back into formation.

"Stay in your position." Nicholas chided, causing Carol's temper to slightly fizzle at the force of the man's command. A nod was issued forth as Carol returned to his point, and though he desired nothing more than to sally forth, the man's firm statement quelled it nigh entirely. Though the waves of Grimm poured on to the five man squad, none of them were able to breach the interior, and soon the ground became littered with corpses in front of them, though that was stymied by the fact that they were starting to dissolve.

The tide stopped as abruptly as it had started. The Grimm simply ran out of numbers to throw at the wall, and their en masse attack petered out as their numbers did. The silence returned, save for the harsh panting of Carol and his team, but not Nicholas. The man still drew breath evenly, but in a measured fashion. Carol was especially out of breath, however. His temper drew strength out in him, but anger often left one drained after its effects ended. "S-so," Carol began, "-now are we good?"

"Now? Yes, I think we're good." Nicholas said, sheathing his sword on his hip. When he turned back, the gentle smile was back on his face. "You all did great, all things considered. Especially you, Carol...but try not to let your anger get the better of you. Running headlong into a Grimm horde by yourself may sound like a great idea in your head, but trust me, it's not."

"What, do you speak from experience?" Carol asked in a snappy retort. It was, however, mainly to distract from the fact that he was beginning to blush from the praise.

"Yes, actually." The man responded, laughing lightly. "So, I must say, in all the excitement, I lost track of our bearing. Would one of you be so kind as to find out where we are?" He paused, looking up at the sky. "Probably hurry up on that. It's going to rain soon." Carol followed his gaze, looking up at...a clear sky? The hell did he mean 'it's going to rain soon'?

"Uh, sure." Sky answered, pulling out his scroll. "Now, let's see, this is where we were when Carol screamed like a girl." He looked up, smiling viciously at Carol's deep frown.

"You know, I think I like you better when you're too busy fighting for your life to be a smart ass."

"Love you too, dude."

End Note: You know the deal.