While they couldn't see the campus from here, they could see the smoke. Not that sight was necessary for Ruby, Pyrrha, and their teams to realize something was deeply wrong back at Beacon – nor was hearing, though, the cold, dense air carried the screaming for miles. Even at this distance – their prescribed two kilometer patrol radius – they could feel it.

"What is this?" Yang blurted out, staring back toward the Academy as her Aura squirmed; she stared at her hands as if they belonged to someone else. "Do you hear that?"

Ruby broke away a bit to walk south. The further she got, the more invisible corkscrews twisted her essence. Despite the chilly air, sweat beaded freely on her pale forehead. "Guys? Doesn't this feel kinda like what the ruins did to us that one time?" Howling in the other direction drowned out the chorus of agony radiating from Beacon – Grimm. "Oh, frick."

"Is it the… no, that can't be right." Pyrrha replied. "We have all the magnetite, don't we?"

"Explanations later, there are people yelling," Nora said. "We gotta go see what's wrong."

Ruby nodded at this. "Yep. Let's go!"

Indigo unleashed a shrill whistle before she and Schwarze fell in behind the running kids. The closer they got to campus, however, the more overwhelming the magnetic pressure became. Yang blundered to a stop first, momentum failing so abruptly that it seemed like she'd physically crashed into something.

"I'm gonna be sick!" she gasped, hunched over. Ren dropped to a knee beside her, hands over his ears; a despairing Nora pushed him fully to the ground and tried to cover him with her own twitching frame. "What in the fuck is happening?!"

Pyrrha suffered the worst by far – not only was her own Aura being tied into a pretzel, but she could detect the suffering of everyone standing next to her. She managed a few wobbly steps more before simply dropping to the ground, where she ended up on her stomach, groaning into the snow. Jaune tried to help her, only to end up in much the same position.

Schwarze was in the best shape – relatively speaking, since the onslaught still had her slumped against a tree trunk – as she tried to shield her suffering cousin. "How can we help them if we can't even get close to the campus?" she complained.

"I don't know!" Ruby said between shallow breaths, "But we have to figure out-" She blinked as the sensation began to lose intensity. "Wait. Um?"

Opher, hands in his pockets, walked to the center of their group. His presence deflected enough of the onslaught to allow them to stand, even to recover a bit, but not even his Aura could completely absorb the projection. "Magnetite," he mumbled. "No… not just magnetite… deifacted…" He shook his head when the howling resumed behind them. "They're coming."

"Oh my gods," Yang gasped, "if it's doing to them right now what it did to us the first time—oh fuck."

"No, this is much worse." Opher pulled his hat down tight. "I have to go now. Indy, Schwarze, you stay here and help them slow down the Grimm. The moment you feel normal, retreat back to campus and we'll regroup with everyone who can fight."

"Wait, what, by yourself?!" Indigo snapped.

"I'm the only person here that can withstand it long enough to find out what the source is!" he shouted back at her. "I'll be fine. You'll be fine. Try to put some dirt between yourself and Beacon. I'll see you in a few." Those were his last words before he launched into the starry sky.

Of course, his abrupt departure allowed the tidal wave of magnetic interference to crash into them again. "We have to back up!" Pyrrha groaned as Jaune moved to hold her up again, only to lose his legs and fall over on the way. "Now!" The dulcet tones of Nora dry-retching followed.

"I'm glad I didn't eat before we left…" Jaune mumbled. He scrambled back to his feet and tried to help Nora and Pyrrha move. "Let Ren get up! Come on, man, we gotta go!"

"Aren't we heading straight into whatever Grimm are coming from the north?" Weiss said, fighting to keep her eyes from crossing as she began to run.

"No choice, we sure as heck can't stay this close to campus." Ruby dragged along a dazed Yang until the agony began to recede again. "Gun friend, ma'am! What should we do?"

"Move laterally!" she called back over her shoulder. "Someone needs to spot for Ruby so we can put rounds downrange!"

"I've got it!" Blake said, finding her breath at last. Her face creased with terror. "Oh gods… Ilia…"

Yang grabbed her by the wrist in case she felt heroic. "She has Penny. Our job is to get back so she can yell at you for being stupid."

"Hillside!" Weiss called, pointing her rapier ahead. "Let's get behind that and-"

Her words were interrupted by a Death Stalker crashing through the forest ahead, treating trees like kindling as its many legs tore through the icy soil. Soon there were two, then three of the titanic beasts. While Jaune threw his arms up in panic and came to a halt, Indigo dropped to the prone position with her rifle and sent one round through the darkness, deafening them for a few seconds.

"Hit," Schwarze confirmed, looking through her spotter's scope. "Tail!" Sure enough, the lead Stalker's tail fell off a moment later, downing the creature. The other two continued past its vaporizing corpse.

"Why aren't they attacking us?" Nora asked.

"...I don't think I wanna know," Yang replied. She waved at Ruby and Blake. "Shoot, man!"

"Y-yeah…" Ruby trudged forward with Blake at her side, waiting for her target to stay in the moonlight long enough to get a shot off.

"Too low," Blake stated. "Up and slightly to the left." Her feline ears went flat as Ruby fired again, but this time her aim was true. "That hit!"

Ruby lowered her gun as this one lost its tail too, kicking up a cloud of powdery snow. "Nice. Okay, one more-"

"Holy fuck!"

They all looked back at Indigo, then towards the reason for her outburst: a tremendous thundering herd of monsters which flooded through the gasp left by the Death Stalkers. More titans were on the way, too; slithering King Taijitu all the way from the foothills of the eastern mountain range were interspersed with the usual Beowolves and Ursae, packs of which hurtled through the snow with Alphas and Majors in the lead. Nevermores crossed the face of the shattered Moon above.

"Oh my gods," a wide-eyed Nora breathed. "Not again..."

Sheer instinct drove Yang to pull an ice Dust crystal from one of her belt pouches and hurl it toward her feet. "Wall!" she screamed. "Fucking wall! Now! Throw whatever you've got!"

Mostly ice went flying from their hands, but Schwarze – carrying both her own stores of crystals, as well as Opher's bag, which he'd left them earlier – added a few dull brown rocks to the mix – stone Dust. The resulting fortification became a dome over their heads a few meters tall and wide. "What are we supposed to do?!" Weiss shrieked over the roar of the Grimm river flowing around them. "We can't kill all of these things, there are hundreds!"

"He didn't say kill them, he said slow them down," Ruby countered. "Every Grimm we stop here is one that doesn't get to Beacon!"

"And every Grimm we delay buys him more time to figure out whatever is going on," Pyrrha added. "I have an idea!" She flinched harshly as something big ran into their shelter, causing a few chunks of rock and ice to pelt them from above. "We need to prime a tower, something… I don't know, maybe thirty meters tall? That should provide a good platform for sniping."

"One with a damn roof," Indigo said.

"Gun friend should do it! Yang! Tell them!"

"Yeah, listen, remote prime some crystals and just… think. Think about what you want. Trust me," she instructed as Schwarze began pulling Dust from her rucksack. "You know what you need."

"And you're telling me these rocks will understand?!"

"Trust. Me. Please," Yang begged. "This is the only only shot we've got to do anything for the people on campus."

"Fuckin'… fine." Indigo handed her heavy gun off to Pyrrha – who needed Nora's help to hold it – and piled more of the stone Dust in her arms. "Please, gods…" Something else collided with the dome, frightening her into dropping the crystals. "Gah! If these things blow my feet off, I swear-"

They bloomed, not explosively, but like a particularly determined seedling whose leaves had just found the sun. Soil and snow heaved upward beneath their shoes, charging into the air, carrying their dome as it went. It grew for a few seconds before stopping abruptly – based on the screeching above them, it brought a monster along for the ride too. They heard the screech of claw on rock, then the distortion of its growling as it slid off, concluded by a muffled crunch as it struck the ground below.

"Do you think it worked?" Weiss asked.

"Only one way to find out." Nora took it upon herself to start hammering out a view port before her teammates could even catch their breaths, but it was Schwarze who looked out the hole she made.

"Oh, this is perfect," she mumbled to Indigo. "Also, erm… the CCT tower is on fire?"

Yang pushed in to look for herself. "Holy gods…" she breathed when she saw the burning construction.

Indigo moved them both aside to aim her rifle. "Forget it. Nora, make some more openings. Ruby, I'll knock down the birds, you shoot at the big ones on the ground."

"Yes ma'am!"

"What should we do?" Pyrrha asked. "Our guns are too small and Jaune doesn't have one."

"I've got a whole bag of Dust to prime remotely," Schwarze replied. They all flinched again when a Nevermore's talons dragged across the top of their tower. "Throw and pray. All we can do now is buy time and live long to get back to campus."

"If there's a campus left for us to get back to," Blake noted somberly.

Weiss launched a fire Dust crystal along her rapier, tracking its descent into the horde below. "Let's do whatever we can to make sure that's the case."


"It's awfully quiet up there."

Amber leaned forward a little to peer around the icon at Raven, who stared up into the darkness at where the coffin's ceiling would be. "We are a good ways down. We won't hear anything." She could see the continued worry on her sister's face in the dim yellow light of the flame in her hand – even with the floor lights at maximum power, some extra light was needed for her to properly look around. "If he was here, we'd know it. There's no way he could even get close to this thing without using magic, and even if he did Olivine is around. I think."

"Bleh. I'm just used to being able to see what I was asked to clear." Raven mopped sweat from her brow. "And standing next to this thing is giving me a headache."

"It'll be over soon." When that failed to reassure her, Amber cocked her head. "Is something else on your mind?"

"Just wondering where Qrow is."

The oblivious Amber only shrugged and looked back toward the elevator shaft. "I'm sure he's fine."

Raven's eyes narrowed sadly. "I wish I could believe that."

"Uh… did I miss something?" Before Amber could get a reply, a thunderous, metallic thud rang out from the massive steel door behind them, causing her shoulders to jerk with fright. "Whoa! Oh, damn it, did they get into the tunnel? I thought the surface entrance was closed." She walked over to investigate the racket; it happened again on her way over, sounding for all the world like a fist pounding on the door. She telescoped her staff out to full length and looked back to see Raven on her way as well. Another impact. "What in the hell?"

"I don't feel any magic. Doesn't sound like claws either." Raven selected the white blade from her sheath. "Maybe something ramming its head into the-"

A hole suddenly opened up under Amber – one into which she was dragged, screaming, until she braced her staff across the entrance to stop it. "Something has my feet!" she screeched. "Raven! Raven!" Her frame twisted as if she was trying to fly, but no movement occurred until, suddenly, her attacker apparently let go and she went barreling into the rock above.

"What the fuck?" Raven backed up to catch the stunned Amber as something emerged from the floor – humanoid, coated in soil, dripping with mud as something unseen washed that dirt into a puddle around its feet. It looked up as the grime flowed in sheets from its face with dead green eyes.

"Oh gods!" Amber gasped, falling out of Raven's arms. Her feet touched the floor for barely an instant before she unleashed the wind magic needed to let her fly straight at Opher.

He didn't try to overpower her discharge – he didn't even use the true art himself. Gentle injections of gravity Dust across his Aura deflected her path just enough to force her to consciously – and constantly – alter it, resulting in a sine wave trajectory that prevented her from properly attacking with the fire boiling out of her hands. All the while, he moved forward subtly until they closed to hand-to-hand range.

"Raven!" Amber screamed as she unleashed torrents of ruddy flames at him, always missing by millimeters as Dust altered her motions. Finally, they were literally nose-to-nose; she slammed her hands together on the sides of his head and opened the furnace directly into his ears. This time, he didn't move. Fire shot from his nose in noisy spurts until the flow of some kind of molten slurry took over. One of his eyes melted away; the same mysterious fluid poured from the hole. His hair smoldered, then burst into flames. Everything from the neck of his shirt up became an inferno. The scent of charred flesh and overheated iron filled the stale air.

Amber finally realized she was holding him up by the skull and let go, stumbling backward. Breaths flew into and from her lungs as fast as her body could make them. Opher dropped to one knee. "I should have done that the first time!" she spat. "I should have-"

She realized his knee wasn't touching the ground. Nor had he fallen over. Both of his eyes were gone now, hemorrhaging molten Dust that coursed in glowing rivulets down his cheeks, setting his shirt on fire too. Burning flesh filled the cave with yellow light.

"Gods help us!" Raven mumbled as a shrieking Amber flew to attack again. "No! Wait!"

This time, magic met magic – a discharge of gravity so violent that Amber would have been more comfortable slamming into the cave wall. Her forward flight was stopped instantaneously, jerking her arms and legs forward in awkward tangles while her neck snapped forward and her chin crashed into her chest. Stunned, but not out, she still managed to move one arm up to launch some kind of counterattack. She laid eyes upon his puppeteer, a feminine shape in the flames, holding up his smoking arms. Cocking back his fist. Driving it into her face with the heavy clash of iron against iron. Now properly dazed, Amber used her power to keep herself airborne and tried to put distance between them.

A feat she could not accomplish despite fluttering like a flag in a hurricane. "Raven, help me!" she squealed. The fire suddenly went out; Amber lost her breath as she stared into the empty interior of Opher's skull. "Raven!"

Raven was as mobile as the icon; the Spring Maiden had her legs and arms nailed down. You will not move. You will stand here, shut up, and pray to the gods that he doesn't notice us.

"He's…" Her stomach churned as Opher began to shamble forward, slumped over from the waist up, one arm raised. Raven's nerves sizzled with the intensity of his gravity magic. "He's going to kill her…"

The flesh returned, from the base of his neck; it started as the red and white fibers of muscle and tendon, crawling up his exposed spine and lower jaw like earthworms before the lower layers of skin appeared and covered them. Some kind of noise emerged from his tongueless mouth as his vocal cords returned. The smoky ghost disappeared. He punched Amber in the face a second time. She screamed at him. At Raven. She ate his fist again. And again. And again. Opher drove his knuckles into her nose over and over, rocket-propelled violence borne onward at immense speed by a thousand years of pent-up hate. He snatched her from the air and slammed her back first onto the concrete floor. Punch. Punch. When his eyes reformed, they were fresh and lively, brilliant emerald green, but his face was as blank as the statue's at whose base he beat Amber senseless.

She tried everything as her grip on consciousness weakened. She electrocuted him. She impaled him with shards of ice. She flooded his mouth and nose with torrents of water. He paid no mind to any of it. His blows were so fierce that her Aura concentrated nearly all of its iron in her skull, giving it the hardness necessary to sink into the floor with each impact. Her screams of protest melted into slurred groaning, then further into moaning, until finally she went silent and limp.

The twitching of her arms and legs each time his fist dropped told Raven that Amber was still alive, but her upper body was sunk so deep into the concrete that she could no longer see it. And still, Opher kept punching. "Please… please stop," she finally wheezed into the darkness.

He did, arm raised. When he looked back, his head was completely repaired, but he lacked hair – even his eyebrows and eyelashes were missing. He said nothing, turned away from her, and looked toward the smoking pile of the now-hardened substance which had poured from his eyes and nose.

Raven watched him move toward it, seemingly one muscle at a time – each stride was a series of violent twitches focused on one leg joint or the next. It took several seconds for him to move one foot, though he got faster with each completed step. Once he reached his destination, Opher dropped to both knees, scooped up the charred material, and began shoving it into his mouth.

"I… I'm just going to go," she mumbled under her breath. The moment she turned away, however, his hand came to rest on the back of her skull – gently, at first, then so hard her entire body tensed up. She lifted her hands slightly to show him she wouldn't fight. "Listen, I don't-" He turned her head for her, as far to the right as it would go, then a little farther still. "Owowowowowowow-"

When their eyes met, it became clear that nobody was home behind his. "Remove it," he said tonelessly.

"The—the icon?" Raven blurted out. "I, I mean it's heavy, but I can—I just—together, right, the two of us could probably lift the-" He twisted her neck just a bit more. "Agh, gods, fuck!" She whipped out her sword and flailed, eventually hacking a red portal into the air with the shakiest swing she'd ever performed. As before, maintaining this tunnel to Salem's dimension caused instant suffering. "Here! Here it is! See? J-just help me push it into the portal and it'll fit, I swear!" she shouted, arms losing sensation. "Hurry!"

Again, he said nothing – but he did let her to prove her cooperation, she snapped a thick trail of ice across the floor and began tugging on the giant statue with her own magic; she lacked the power necessary to move it while concentrating on the inter-dimensional tunnel, however. Opher placed a hand on it as it moved by, then suddenly shoved with a massive discharge of all the gravity Dust in his bloodstream. The icon zipped into the portal – almost taking Raven with it – folding up nonsensically as it passed the threshold. Once it disappeared, she closed the gap and dropped to her knees. "See! I helped! I helped you!"

When he didn't move to attack, she scrambled back to her feet and stumbled over to check on Amber. What she found in the hole caused her to retch and stagger away. Opher was walking again – toward her. She dropped her sword immediately and backed off. "I don't want to—she doesn't want me to, like, to fight you."

"Where did you send it?"

"Away. I swear. Away from here, away from everyone. I put it back where I got it-" In an instant, his left hand crashed into her face, palm-first; he slammed her against the wall across the cave, covering that distance in mere seconds. She squeaked in pain upon impact. "Okay… I shouldn't have said that…" she gasped around his fingers. "They made me do this. If I refused, they would… they would kill everyone. Qrow, the tribe…"

His empty eyes said it all.

"Please…" Raven loosely grabbed his forearm with both hands. "He doesn't deserve to… they don't deserve—I just wanted to keep them safe," she sobbed. "Everything I've ever done was to keep them safe!"

Opher suddenly let her go, then used that hand to rub down his slowly-returning hair. Some life had returned to his gaze. "You lost your way," he muttered, "but she never stopped loving you."

"Wh-what?" Raven shook off the confusion and returned to pleading. "I get that I have no right to ask for this, but please bring Qrow back."

"Are you serious?" he asked while shedding his ruined shirt.

"I just want to say goodbye to my brother. Please." She glanced at the elevator. "I know Olivine felt all that magic, but if she isn't here yet… they might be messing around with Vale too. It's…" She choked up hard. Instead of trying to finish the sentence, she lashed another portal into the air. "Please. I don't know what's on the other side of this-" It became clear what wasn't, however, given how easy it was to keep the portal open. That was some good news, at least.

Opher simply stared at her.

"Go! Go! I'll keep it open! I swear," she urged him. Her senses warned her too late about the rising tide of gravity magic. Her arms barely rose in time to catch the limp body of Amber. Her legs could not tense quick enough, hard enough, to brace herself against being thrown into her own portal.

"Find him yourself," he hissed as she flew by.

The whispering void embraced her tumbling form. She screamed all the way through it, losing her grip on Amber just before the exit opened up and spat her out directly into a heavy wooden beam – one of the supports for the crimson big top. Amber careened into the pile of pillows against the canvas wall and landed on top of Qrow. Vernal and the Malachite twins, seated at the table nearby, yelped with surprise.

"You're back early," Vernal commented between breaths.

"What in the fuck happened to Miss Grace?!" Melanie gasped.

While the twins carefully moved her battered body off of Qrow, Vernal helped Raven back to her feet. "Gods help us, she looks like she got hit by an airship."

"An airship would have done less damage." Raven used both hands to steady herself against the wooden support. A few quick swipes of her own face revealed some minor bleeding. "Keep Amber unconscious while her Aura works," she commanded on her way to look at Qrow. "It looks bad, but she'll… probably be fine."

Miltia stared at the bloody woman. "Probably?"

"Hey, sis." Qrow hauled himself upright as she stood next to him. "Someone's mad at me."

"They're going to be mad at both of us." She watched Miltia carefully cradle Amber's head. "And not just the usual suspects, either. You can guess who did that to Amber."

"My gods…" He scratched at his hair, gazing down at the Maiden. "Are you okay?"

"Yeah, I guess. He jumped her, then she… I…" Raven shook her head in disbelief. "He roughed me up a little, but I didn't strike back. I guess that convinced him to leave me standing."

"Something bad must be happening to set him off like that." Qrow folded his arms. "What's going on back there, sis? What were you doing?"

Raven stared at her brother. "What I had to." Her face softened with resignation. "However much time that manages to buy us, I dunno."

"Doesn't really answer my question, Raven." The depth of shame which appeared on her face caused him to limp over. "Raven!"

A flick of her wrist produced some swirling air to give them acoustic privacy. "He's liquidating Beacon."

Qrow's jaw dropped; he stepped away from her while he processed this in silence. A moment later, he made for the tent flap. "I'm going back."

"No you're not," she denied him, moving into his path. "It's done. Most of them are already gone."

He grabbed her by the collar. "Are you telling me they're dead?! Damn it, we made a promise-"

"You made that promise on my behalf." She seized his wrists gently and began to weep. "I don't know what else to do. I got us stuck between two monsters. This is it."

He tightened his grasp. "Maybe that's true… but sitting here and letting Ruby and Yang die won't make anything better!"

"I had a choice to make. I made it. I picked you. I picked my tribe. Yang doesn't even know I exist."

"Yeah. I'm glad Yang doesn't know you. She'd be ashamed," he growled, eyes narrowed to slits. "Fine. Keep running." Her eyes closed with sadness, but he offered no apology before releasing her and moving back. "I'm going to Beacon."

"Olivine will kill you!"

"I don't care. Those girls need their uncle. I won't run from this fight." He jerked away when her hand grabbed his shoulder. "My mind is made-"

Raven stared back at him with the wrong eyes – mint-colored, not the red ones she was born with. Her voice wasn't right either. "Let me talk to her for a moment."

His orbs bulged with shock. "Ah, what the fu-"

"I don't wanna hear it!" she snapped at the Spring Maiden. Her eyes assumed their normal shade.

My sister is in danger too. Did you see what he did?

"Yeah, but-!"

You're not the first to feel trapped. Trust me. The label, though… that's absolutely right. What better tool to fight monsters with than another monster? He is no man. I don't know what he is. Raven, listen: he will kill us all if we don't try to talk Kori into sparing whoever might be left at Beacon. I would rather die at my sister's hands at the very least.

Raven fought to swallow an icy knot in her throat. "I'd rather not die at all."

Then we best make amends with the beast before he grows tired of granting us second chances. That starts with Kori. Please.

She expelled a lengthy sigh, then stared at her confused brother. The wind curtain dividing them from Vernal and the Malachite twins subsided. "Vernal."

"Huh?" she uttered over her shoulder – like the twins, she was crouched over Amber, trying to assess the extent of her injuries. "What's up?"

"If something happens to me, you have control of the tribe until Cinder returns. Then you answer to her."

Vernal ceased what she was doing and stood up. "Uh… what? Why? What's going on?"

"I'm not even sure yet myself." She pointed at the pillows. "Go back to sleep, Qrow. You don't need to die tonight."

"My wings are clipped, not cut off entirely," he stated, following her outside. "I've got another idea."


Caught up in the black tide of hate sweeping toward Beacon, Ruby and her team found themselves separated somewhat from Pyrrha and the others; they could see each other, and even shout back and forth, but there were monsters in between – monsters which she continued doing her best to put down. Crescent Rose was in a half-folded state, using only half of its possible barrel length; she wielded it more like an assault rifle than anything, although its lack of a full-auto mode proved awkward. Firing from the shoulder, she slammed mostly-accurate shots into the horde.

Blake did the spotting. "Hit!" she yelled as Ruby's latest shot pierced the throat of an upraised Beowolf Alpha trying to swat at Yang. It expired unceremoniously a moment later. "Down!"

"Only about nine million to go!" Yang complained on her way back. A few discarded Dust crystals in her wake, fire and water, produced a tremendous steam explosion that ate up the little Ursae trying to run her down from behind. "How far do you think we've gotten?" she asked her sister.

Before anyone could reply, all three girls ducked as a large Creep soared overhead, tumbling through the air. "Leave Jaune alone!" Nora screamed in the distance. The faint crackle of electricity followed.

"Not far enough. We'd better see what's up," Ruby mumbled. "Weiss? Hey, Weiss!"

"I'm coming, I'm coming!" She dashed by with Schwarze in tow, SMGs blazing at a dozen of the smaller, faster reptiles. Yang thinned out their pursuers with a few shotgun punches.

Something else flew in – Jaune, who somehow landed on his feet and stumbled into a tree. "Pyrrha threw me over," he explained hastily. "We gotta get out of here, they're starting to focus on us again."

"Agreed," Schwarze said. "Indigo! Sweetheart! Where are you?"

"Damn it, woman, I'm busy!" The ear-shattering report of her rifle punctuated that statement.

Ruby saw the muzzle flash through the trees. "I'll go get her! You guys regroup with Pyrrha."

Yang narrowed her eyes. "Fine, but don't be gone too long."

They split up, Blake leading the group away – she flung Gambol Shroud around the nearest tree trunk to swing ahead and scout for the journey to Pyrrha's fight. Ruby folded up her mechanical baby for the quick trip to Indigo; she chose to run through the snow manually in order to save as much Aura as possible. When she arrived, she found the soldier using her weapon in a rather unconventional way – like a club. It crushed the fledgling Griffon which harassed her on impact. "Little fucker!" she snapped at it. She looked up just in time to see a much larger problem arriving – another of the Alpha Beowolves, storming forth on its hind legs.

Ruby flicked a dormant green Dust crystal at its feet and unfurled Crescent Rose all the way into war scythe mode in nearly the same motion. When the bloom of wind caused it to stumble, she drove her spear into the monster's throat. "I gotcha!"

"Oh…" Indigo took a moment to catch her breath. "I owe you one."

"You really need a pistol or something, ma'am. Ooo! I could build-"

"Let's survive this first." They took off toward the sounds of the battle up ahead. "Opher must have stabilized the situation on campus."

"How are we gonna get there if they're all attacking us, though?" she asked between swings of her weapon, each of which reaped tiny Ursae trying to nip at their ankles.

"That's a great fuckin' question, I thought he'd be back by now." Some of the little bastards were small enough for Indigo to use her Semblance on, though she could only flick them backward a few meters. A Death Stalker struggling to clear a stand of trees with thick, gnarled trunks up ahead received a hip-fired shot from her massive gun; the bullet curved toward its target. "We need a better plan! We're gonna get surrounded."

The dazed Ruby replied too loudly thanks to the ringing in her ears. "Whatever you said, I agree!"

They ran into their companions coming from the other direction shortly; Pyrrha herself led the charge. "I have a… well, potential strategy!" she gasped after a few moments spent clearing out their pursuers.

"Spit it out, then!" Indigo demanded while reloading her cannon.

"How many gravity crystals do we have?"

Schwarze took the bags from Ren and Nora to answer that question. "I don't have any, but Opher's bag has three. Why?"

Pyrrha's gaze hardened. "We need to fly back. Below the treetops. Between gravity Dust, wind Dust, and remote priming, I think we can do it." They looked in multiple directions as more Grimm filtered through the distant woods. "The skies are fairly clear. We'd be safer in the air than trying to walk."

"Fuck it," Yang said with a shrug. "We don't have the ammo to stay out here forever. Beacon has to be safer by now."

Blake nodded in agreement. "And I need to find Ilia. Let's go."

"Well, since it's your idea, I'll let you be the pilot." Schwarze passed over the precious violet rocks to Pyrrha, then offered handfuls of green stones which were denied. "No?"

"Pass them to everyone. It's best to let each person steer. I'll keep us afloat."

"Okay," Jaune confirmed as the growling got louder. "We trust you."

They began to float into the chilly air before she could even get the bag zipped fully. "Gods help us," the redhead mumbled. A stiff breeze shoved them forward toward Beacon Tower in the distance, but after that each person traced their own dizzying path through the trees. "Everyone needs a gun!" she commanded as the angry monsters tried to bite off their feet. "Short-range!"

Schwarze gave one of her SMGs to Indigo, while Jaune received a pistol from Ren. Bullets of all types flew into the ocean of nightmares that tried to follow them. The moment Pyrrha detected anything that seemed like a loss of altitude, she crushed and activated another purple crystal.

"Pull up!" Blake warned, out front to provide navigation. "Hill!" Her arms flailed in panic. "Too close! Too close!"

"Damn it!" Weiss flicked a cluster of Glyphs ahead to provide the braking needed; they slowed enough to avoid being splattered, but it cost all of them another wind crystal to get going again. Her low Aura alarm sounded. "I can't do that again!"

Ruby seized her by the arm and forced her into the middle of the flock. "Yang!"

"Go, I'll keep an eye on her," she assured. A young Beowolf snarled in the branches above – it earned a fistful of shotgun pellets on her way by.

"I see the river!" Blake called out. "The wall!"

Pyrrha caught glimpses of it too. "Dump all your wind crystals! We have to reach the…"

Suddenly, the forest disgorged them into the apocalypse. Their wounded Academy spewed yellow-tinted smoke into the night. Its tower burned. Every building whose top they could see above the wall burned. None of the lights were on – all illumination on campus came from fires. On the far riverbank, between the water and the wall, were scattered dozens of lifeless bodies, most of which were face down in the snow. Words failed all of them, even the soldiers.

Ruby found her voice first. "Airship pads," she stated, one hand tightly around Blake's right wrist. "We should try the pads. I don't… uh, I don't think I wanna go in this way."

"...yes," Pyrrha agreed. "We'll just hug the wall." She spent their last gravity crystal. "Keep… quiet."

They flew through the night again, not as rockets, but as ghosts. Emergency lights on the pad still functioned; their harsh white glow attracted them toward the cliff, where it seemed fewer things were on fire, too. They saw Winter's airship askew on pad three. They also saw more bodies. After landing, they broke up to examine the fallen nearest them.

"Why does it smell like coins?" Jaune asked as he neared a body. The amount of crimson staining the snow was his answer. "Oh. Oh… oh man..."

"It's not gonna get any better than this," Indigo advised them after a few sullen moments. "We have to breach the perimeter, find a defensive position to-"

"Look!" Schwarze pointed toward the distant plains. "I think I figured out where all the flying Grimm went."

They cast their eyes toward Vale. Every spotlight mounted to the city wall was on, with most of their beams pointed upward. Hordes of Nevermores circled above the city, engaged with the Air Force; a series of black dots and moonlit sparkles danced in the sky with the two frigates in the center, firing their heavy guns in every direction. Even worse, thanks to the bright Moon and the solid white of the snow-covered plain, they could see the land-bound monsters flooding toward the city from the north and south. A hopeless Ruby dropped to her knees.

"G-gods above who part the stars," she breathed.

"Didn't Opher mention something about magnetite a few hours ago?" Weiss asked. "Feeling it where he didn't expect?"

Yang's hands went to the sides of her head. "Oh… fuck."

A shivering Nora clutched her hammer. "Wh-what do we do?"

Pyrrha wiped her teary eyes. "There's nothing we can do from here. There are other-" She went silent as Blake ran toward campus, disappearing into the smoke and haze. "Blake! No, wait!"

"Ilia!" she screamed out of sight. "Ilia?! Where are you?!"

"Oh, gods damn it!" Yang growled.

Before they could give chase, Blake screeched again – not words, but pure, audible panic, chased by a guttural roar. She came flying back toward them, struck the snow, and rolled into a terrified tangle of limbs – dazed, but unharmed – to a stop at Ruby's feet. While she tried to help her teammate up, everyone else aimed their weapons. The beast made another sound – the throes of death, gurgling, warbling. Silence followed. Someone's backlit shadow appeared in the ochre haze, limping visibly.

Glynda Goodwitch emerged, clothes torn, glasses missing, bleeding from both eyes, sweating bullets despite the cold. Her riding crop was in one hand. "You can't…" she gasped weakly, "...you can't stay here. You have to leave." She noticed the airship on the pad. "Oh, thank goodness, you can get out…"

Pyrrha and Jaune dropped their weapons and rushed over to keep her upright as she toppled forward. "Miss Goodwitch!" the redhead yelled.

Schwarze – armed with a first-aid kit – bolted over next. "Lay her down. On her back," she ordered gently. A cursory examination revealed some good news. "I think it looks worse than it is, but I'm not fully-qualified as a medic," she admitted. "Do you know how much Aura you have left?"

Uneven clouds of breath wafted from her bloody lips. "I… lost my Scroll. I couldn't tell you."

Pyrrha closed her eyes to try and figure things out. "Jaune, could you step away for a moment?" Once he moved, she had a clearer picture. "It's…" Her brow furrowed in concentration. "Actually… I was expecting worse. It's weak, but distributed pretty well."

Everyone else gathered around her. "Ma'am, what happened? Do you know?" Ruby asked.

"Screaming. All the lights blew out. The CCT equipment caught fire. The tower is down. Students running. Falling." She covered her eyes and wept. "I couldn't help them. It felt like something blew away my Aura. I tried to get to the airship pads but I… I..."

"Don't stress about it," Yang said gently. "How messed up is the campus? Have you seen Opher?"

"Or Ilia?" Blake added hastily.

"Something caused all of the electrical equipment to short out, but the buildings are still standing. There are…" More weeping. "…a lot of casualties. The Grimm are concentrated around the tower, because survivors have barricaded themselves in the underground shelter. I don't know where anyone is right now, forgive me."

"Damn…" Indigo looked back at the battle over Vale. "We need a plan."

Ruby's eyes darted around – distant howling indicated even more problems were on the way. "There are still Grimm coming. Should we wall off campus first?"

"We don't have time for that!" Blake countered. "They can't hold out forever! They're probably not even in any shape to fight!"

"Ruby has a point," Pyrrha interjected gently. "There's not much use helping them get out if there are endless waves of Grimm to fight when they leave."

Jaune mopped some sweat off his brow with a coat sleeve. "Can we split up? Some of us build the wall, the rest of us try to take the tower?"

Glynda, wincing with pain, forced herself to sit up. "That's a terrible idea. Monsters could be all over campus."

"This wouldn't be so hard if we knew where the fuck-" Indigo fell silent as the dull yellow glaze of the smoke columns turned green, then teal, then harsh blue.

A few seconds later, Grimm began to plummet to the ground all around them, most of them falling past the cliff's edge into the void, though a few of the smaller Beowolves and Ursae struck the airship pads – and Winter's airship – where they splattered into oblivion. A moment later, Opher came striding out of the smoke, hands shoved into his pockets, wearing a different shirt than the last time they'd seen him. On arrival, he cast looks down at Glynda, then to Indigo and Schwarze, then finally to Pyrrha, before directing his gaze toward the battle above Vale.

"Did you get a haircut?" Schwarze commented, noting the odd state of his suddenly-lustrous brown hair.

"Somebody gave me one. I chased off two of the Maidens." One breath. "I don't know how many more might be in play." He pointed to Vale. "But… I gotta go."

Nora stared out there with him. "By yourself?"

"Yeah. I'm leaving Beacon to you."

"We'll handle it," Pyrrha assured him. "One way or another."

Opher cracked a miserable smile. "That's exactly what she would say." One more look at Indigo. "I'll come back once I've made sure the city is secure."

Yang slapped him on the back as she walked toward the smoking campus. "Go ahead, man, we're on it."

They didn't watch him leave; Schwarze helped Glynda to her feet, and together they all walked past the wall and entered the ruined Academy. Everyone shut up to aim their weapons and begin the arduous process of clearing corners. Bodies were scattered all over – across the walkway, in the snowy areas where grass would grow during warmer months, even draped halfway out windows and over the branches of stout, barren trees. The more they saw, the more Blake lost control. "Oh gods," she gasped, hands over her feline ears, "oh gods, how many of them…"

"If she's with Penny, they're in the shelter, and that means they're okay," Weiss said, trying to reassure her. "I say we go to the armory, get all the Dust we can carry, then take the tower."

"I dunno about that," Yang countered. "Maybe we should try the tower first, then hit the armory and clear out campus. If the tower's damaged, that means Vale is cut off from the CCT network."

"I don't care what we do first, I have to find Ilia."

"Stop." The kids all looked back when Schwarze spoke. "We need recon. Scouts. Let's figure out what the situation is first." She spread her arms around. "It's quiet for now. Dead people don't attract Grimm."

Nora's face screwed up. "You… you really could have phrased that better."

"I'll apologize later." An out-of-place uniform caught her eye. "Look. On that bench."

"Huh? Wait… Regular Army!" Weiss stuck her rapier to her hip and dashed over. With Nora and Yang's help, she gently turned this person over to lay them on the seat, only to screech with surprise and stumble backward upon seeing their identity.

Ruby aimed Crescent Rose at the unconscious stranger. "What?!"

"Winter!" Weiss scrambled back toward her and stared at her pale face. "Winter! Winter, wake up!"

Winter groaned in reply. "Weiss, you're… going to be late for breakfast…"

Pyrrha and Schwarze arrived for examination. "Aura seems stable," the redhead noted. Before Schwarze could even lay a hand on her, however, Winter sat up abruptly.

"Weiss!" she snapped. The sisters locked eyes and stared helplessly for ages. The younger Schnee said nothing; she didn't need to. The tears streaming down her face spoke instead. "Ah… so these are your friends. I suppose introductions will have to wait for now."

"I can't leave her by herself," she said to Ruby, though her eyes remained on Winter.

"Wouldn't make you," she replied. "Okay. Stand guard here. I'll go check the tower."

Yang barely got out the "Be careful!" before her sister distorted into a crimson smear and lashed down the walkway.

It was a straight shot to the burning structure, past dorms and faculty buildings and the completely-intact auditorium, though Ruby came to a halt some distance back because of the amount of Grimm clumped around the base of the spire. Glynda was right; monsters had broken through the glass exterior of the lobby and now flooded it, but there was only one way down into the shelter – the elevator shaft, which was sealed up tight. Griffons clawed at the stone with their white talons, but the utter crush of beasts trying to enter actually seemed to hamper their progress. The lack of winged Grimm around the upper floors told her that those were empty, or their occupants were deceased. This included the top office floor. The moment a few Grimm on the periphery of the swarm noticed her terror, she folded back up and dashed for her team in the dorm complex. Winter was on her feet when Ruby came back, apparently in good-enough shape to help steady the taller Glynda with a shoulder, while Weiss struggled to do the same for her sister.

Nora jogged over to greet her. "How does it look?"

"Bad. Very bad. I think we gotta split up. Reinforce the wall, resupply at the armory, then attack the tower with all the Dust we can remote prime." She cast a worried look at the smoke. "We might wanna think about firefighting too."

Pyrrha stowed her shield and sword on magnetic hardpoints. "All right. Ruby and I will seal off the gates, then meet up with Miss Voss and let her recharge our Auras."

Indigo nodded. "Fine. Someone help me get up high, I'll provide overwatch."

"What about me?" Glynda asked. "I'm not dead yet."

"The armory's near the infirmary. Come with us," Weiss insisted, mostly to Winter. "We can at least try to patch you up while we're there."

"Sounds like half a plan, I guess!" Yang said. "Ruby, if you die, I'm gonna kill you."

They all shared one last look before splitting up for their tasks. Pyrrha and Ruby took the bags of Dust from Schwarze and bolted for the nearest gates, while Glynda used her Semblance to fling Indigo up to the top of one of the dorm buildings with her heavy rifle. Everyone else clustered up and proceeded toward the north side of campus. Grimm activity was almost non-existent – almost, since the slower and heavier creatures they'd outrun in the forest were beginning to show up on campus. A Death Stalker clacked along on the stone paths ahead, legs tapping like massive fingernails on chalkboards, tail lifted and in search of food. Nora raised her grenade launcher, but didn't fire.

"It's too quiet to be loud," she explained to a confused Blake. "Gotta go easy on our ammo 'til we can find some more Dust, anyway."

"She's right," Winter confirmed. "Go around."

It wasn't that simple. The beast latched onto Blake's worry for Ilia and turned to face them, shrieking with bloodlust once its many eyes confirmed their presence. As it charged, however, a bullet from on high put it down – while it was Indigo's gun, the dull roar of fires all over the place, combined with echo, made it impossible for anyone else to figure out the trajectory. Schwarze turned and smiled in a seemingly random direction before stating cheerfully, "Let's continue."

"How did you know where it came from?" Jaune asked as they got moving.

"Sweetie, Indigo and I have been a recon team for longer than you've been in school. I could tell you what ammunition she's firing based on the sound it makes out of the gun."

"I know the feeling," Yang muttered. "I can hear Crescent Rose in my sleep sometimes."

They pressed ahead. The north side of the campus seemed less damaged than the central expanse or the west side, where the dorms were, but destroyed electrical fixtures were still causing fires. Red and orange flickers were visible in some of the windows of the buildings which housed classrooms. "You don't think this set off the Dust in the armory, do you?" Jaune wondered aloud.

Glynda squinted into the acrid haze. "Well, considering I don't see a giant crater in the-" Noise caught her attention. "What is that?"

Blake moved away to put air between their breathing and the mystery sound. "It's…" Her head tilted. "Whistling?"

"Whistling?" Weiss' eyes lit up. "Penny!"

That was more than enough reason for Blake to haul ass toward it. She dragged everyone with her that could run, around corners, down the narrower walkways, but the sound was gone. "Where did she go?" Her yellow eyes darted around frantically. "Where did-"

Another noise greeted her ears – the much louder sound of Coco's minigun firing. It fired again; she could detect the muzzle flash around the corner of a building ahead. "Coco," she advised once the rest of them had caught up – save Weiss and Winter, who continued to lag behind. "We gotta go help her."

"Yeah," Yang agreed, fists raised. "Let's do it."

When they charged around the building, they indeed saw the battered, bleeding sophomore and her precious Gianduja, whose barrels glowed red with heat. What they didn't immediately see, however, was her target; where she'd been shooting was obscured by smoke. Their arrival caused her to look back with wide eyes. "Get the fuck out of here!" she demanded, waving her free hand. "Run! Fucking run!"

Blake's face creased with uncertainty. "Wait, why?"

Before the words could leave her lips, Coco abruptly dropped her weapon. It clattered heavily on the stone. She became a struggling figurine, clearly determined to move but unable to do so, leaving her in a weird, contorted pose. Something massive walked into view, each step producing the clank of steel – Olivine, cloaked in gravity magic, if the hundreds of Dust-capped bullets orbiting her massive frame were any indication, the yellow pall of destruction casting a sickly glow across her hair and armor. Her left hand was raised, clenched loosely into a fist. She wasn't alone, either; at her right side stood a blank-faced Cinder Fall, arms clasped behind her back, sporting a full rainbow of Dust across her usual red dress. Perfectly-measured breaths left her thin lips.

"Olivine!" Glynda wheezed. "What are you doing?! Where is Ozpin? Why aren't you trying to help clear the tower?!"

The giant clenched her armored fist, applying more magical pressure to her helpless captive. Coco began to scream in agony. "Sometimes you have to take out the trash, Goodwitch," she replied, holding Coco between herself and them. Her Aura failed with a caramel-hued flicker, then her body failed too, compressed into a bubble of gore by the weight of the Maiden's ancient magic. Their screaming merely put a smile on her face. Bullets and blood rained down around them.

"What the fuck is wrong with you?!" Yang shrieked. She cocked back a fist and charged – Nora and Jaune followed, as did Blake, even Glynda tried to limp forward. None of them moved more than a meter as Olivine's magic engaged them next.

Weiss and Winter showed up at exactly the wrong time. "What in the name of the gods is going on here?!" the former yelled.

"Find their leaders and figure out what happened to Amber," a smirking Olivine ordered the summer successor. "It's time I got my one good fight outta this class."