Here we are at Chapter 67. Shockwave finally gets to show what he's made of in Remnant, among other happenings. I do not own RWBY or Transformers. They belong to their respective owners. Here's chapter 67. Enjoy.

Chapter 67: Mettle or Fear?

In Amity arena, Shockwave faces off against Watts to prevent him from disrupting the tower. Both scientists have their weapons aimed at one another.

Watts readies his revolver, "Nineteen," he mutters before firing off a shot.

Shockwave dodges to the right slightly before firing his cannon behind him to propel him forth towards Watts. Watts steps back as Shockwave comes in, swinging his cannon around at him. Watts aims for another shot, but Shockwave knocks the gun off its target and then throws a spin kick into his chest to knock him back onto another platform. Shockwave fires off another shot, but Watts uses the hard-light Dust shield from his rings to block the shots.

"Eighteen," Watts fires off another shot.

Shockwave dodges his head to the left to avoid it and then jumps off the platform right as Watts uses his rings to change the gravity setting on it to make him lose his footing.

Seeing that backfire, Watts retreats across the platforms as Shockwave gives chase while firing off another shot, nailing him in the back. Watts rolls back onto his feet and uses his rings again. But Shockwave jumps across one platform to land on one that his rings didn't affect and takes another shot. Watts manages to block the shot with his rings before hoping across the large gap between platforms with hard-light platforms. Shockwave glances ahead of Watts and jumps off the platform towards the center of the arena. When Watts looks back after making it across, he finds no Shockwave in sight. Just as he turns though, a shot rings out and he just barely ducks under the shot to find Shockwave on a platform next to his. The two start running across the platforms while taking shots at one another.

"Fourteen. Thirteen," Watts takes a few more shots at Shockwave, but they miss.

Shockwave jumps up at one point, spinning around and landing upside down on a platform above him and fires off another shot that knocks Watts into a wall. Shockwave lands on another platform.

"You're becoming a bit too predictable, Watts," Shockwave walks up to Watts.

He kicks Watts into the platform behind him and delivers a right punch, followed by a swing of his cannon, and then he grabs Watts by the neck and throws him across the platform. Watts gets on one knee and fires two more shots that Shockwave blocks with his cannon and then runs for it with Shockwave giving chase. Using his rings, Watts runs up along a side platform with Shockwave following suit, the two exchanging more shots. Watts gets on top and changes the setting again as he runs off, but Shockwave fires his cannon behind him at that exact moment, propelling him onto the top of the platform. He sees Watts hopping across hard-light steps again, his eye narrowing as he looks to the side. Watts reaches the other side just as a wall of lava erupts behind him. As it falls, he once more sees no sign of Shockwave and grunts in slight amusement, only to get blind-sided by a spinning kick by Shockwave from behind. Watts rolls back onto his feet and fires another shot, but Shockwave jumps over it and charges at him. Watts charges as well while firing off a few more shots, but Shockwave takes aim and fires low, his shot blasting at his left leg and tripping Watts up. Shockwave spins around and swings his cannon into Watts' face, knocking him off the platform and all the way into the center of the arena, his aura depleted. Shockwave hops down and lands in the arena center as Watts gets back up.

"Are you ready to surrender, Watts? It would be in your best interest to do so. You forget, while I was primarily a scientist for my people, I was living in a war. Battle is something I'm quite familiar with, unlike you," Shockwave notes as he and Watts circle each other in the rising arena center until it reaches its peak.

"My best interest is making Ironwood pay for disgracing me. I gave him everything, and yet, he still chose that fat imbecile over me. What about your best interests, Shockwave? You've seen Salem. The power she wields. And you know that she's immortal. Where's the logic in standing against her when I'm sure you've figured it out that she'll win this war with humanity. Surely as a brilliant scientist, you see the flaws in that," Watts argues.

"I fight against Salem so that I may unlock the secrets of my past. Also, I've studied the pros and cons of siding against Salem, and I've come to a conclusion: Salem will eventually lose this war. Maybe not today, maybe not tomorrow. But, she is much like the old Megatron, before he came to Remnant and became human. The Megatron back then ultimately lost because he stood alone. Salem stands alone, and that is why she will lose... as will you," Shockwave says before the two charge at one another.

Watts tries to hit Shockwave with the butt of his pistol, but Shockwave dodges each attack and counters with an upward swing of his cannon, followed by a downward swing and then a right cross to Watts' face. He finishes it up with a front kick to his stomach, knocking Watts near one of the pillars at the arena's edge.

"It's over. Surrender," Shockwave stands before him. Watts aims his pistol, but he doesn't pull the trigger. "You and both know that you're out of ammo,"

Watts eventually lowers his pistol and drops it, but then he grabs Shockwave's cannon arm and brings him in the pillar, using his rings to create a shield that pins the cannon inside the shield, making him stuck.

"Oh, I know that. But, it seems you underestimated me here, Shockwave. Just like James did. Replacing those rings is going to be a pain, especially without your help. Now then, if you'll excuse me," Watts starts to walk away.

"Watts," Shockwave stops him and he looks back. "You have it backwards," Shockwave hits a few switches on his left arm, and the rings shut off, freeing him and stunning Watts. "Just as you said: I made those for you, remember. Including how to turn them off. The only reason you were able to pin me in the first place was because I allowed you to do so. My semblance essentially predicted every move you'd make in this fight,"

"What?!" Watts freaks out.

Shockwave charges at him, grabs his head, and slams him into the floor so hard that it knocks him out cold. After restraining Watts, Shockwave makes a call.

"Shockwave reporting. Arthur Watts has been successfully apprehended. Returning to the academy now," Shockwave contacts Ironwood.

"Good job, Shockwave. Megatron was right about you. I'm glad I chose to trust him on you. Be advised that Qrow, Clover, and Robyn have also managed to capture Tyrian Callows. That's one more problem out of the way. Return immediately. There's still work to be done," Ironwood replies.

"Understood," Shockwave ends the call and picks up the unconscious Watts, but then notices Watts' suitcase nearby and narrows his eye at it.

Back in his office, Ironwood watches over the screens of the operation in Mantle when the door opens up.

"Well, well, well, if it isn't the illustrious General Ironwood, in the flesh so to speak," Ironwood looks up to see none other than Starscream walking into his office, tossing the body of a dead soldier off to the side. "A pleasure to finally make your acquaintance,"

Ironwood pulls out his pistol and aims it at him, "Who the Hell are you? Another one of Salem's lackeys? How'd you get in here?"

"Why, you may call me Starscream. Unusual name for your world, but since you've met Megatron and the others, I'm sure you're used to it by now," Starscream remains calm, smirking.

"You're from Megatron's village, then I take it," Ironwood is a bit perplexed.

Starscream laughs, "Hahahaha, village? Is that the tale they told you? Surely they could've done better than that. But, then again, like myself, my former master was a Decepticon. Deception was always our strong-suit," Starscream then nimbly leans his head to the side to dodge a bullet from Ironwood.

"What. Are. You Talking about?" Ironwood demands.

"Did you never wonder about their weird names? Why they seemed to possess technology more advanced than even Atlas? How we could've had a large civil war in a village that none of the kingdoms ever took notice of? Would you really like to know?" Starscream asks mockingly.

"Speak, damn it!" Ironwood loses his patience.

"Well, what if I were to tell you that Megatron and his little friends, and myself and a few of my friends, were not only not from any of the kingdoms... but not from Remnant at all?"

This makes Ironwood hesitate," ...What... What are you talking about?"

"Now, I can't exactly understand why Megatron, Dreadwing, Predaking, and Soundwave would want to save this little speck of a world of yours, but my benefactor has other plans for it, and for all of you," Starscream ignores the question.

"You're talking about Salem," Ironwood narrows his eyes.

Starscream laughs again, "Hahahaha! Salem, oh by the pit, no. She is merely a means to an end. Salem may be a queen in Remnant's little chess game... but she's nothing more than a pawn in OURS. As are all of you. And once, our business is done with your little world, our benefactor will see to it that our own interests are completed. He merely wanted us to help Salem with her little schemes, as pitiful as they might be. Salem wants everything to end, but our benefactor wants one thing and one thing only... CHAOS," Ironwood fires off a shot that hits Starscream dead center in the chest, and he falls. However, Starscream laughs a little more as his body fades away, revealing himself to be a clone from his semblance. "Wrong one, General. But, that begs the question: if I, a clone, managed to get in here, then who else could've gotten inside..." the Starscream clone then disappears, but not before opening up his hand and letting a black queen piece roll out of it.

His words and the black queen piece cause Ironwood to breath heavily and he starts to freak out before looking outside his window, and coming to a brutal realization.

…

Despite the evacuation still underway, Ironwood suddenly calls everyone and tells them to return to the academy immediately. The others go as he asks, though they all wonder why the sudden change when Mantle is still in danger. Once inside the academy, Team JNR breaks off to go check on Oscar while Team RWBY, Megatron's group (Including Shockwave who is carrying Watts' briefcase), and the Ace Ops meet up with Ironwood in his office. They find him standing behind his desk, looking out the windows into the night sky.

"General Ironwood?" Harriet asks.

"...We have made a critical error," Ironwood says, placing a black queen chess piece on his desk. "The black queen was the symbol Salem showed us before we lost everything. Her way of telling us she was inside. That we couldn't stop her. We got Watts, and we got Callows, but SOMEONE got into the academy. Someone brought this to me so they could tell me that it wa-what if Mantle was just a distraction? What if it was just to draw us away from the academy, to-to-to," Ironwood begins to panic.

Megatron steps up, "General, calm down. If more of Salem's people are here, then we'll deal with them, just like we did with Watts and Tyrian. Together,"

"Megatron is right. You're not alone in this. With Mantle on our side now, we have more allies at our backs," Dreadwing adds.

"What if that was part of their plan as well? How do we know that they didn't want us to bring people into Atlas by the thousands?!" Ironwood panics.

"In turning our eyes to the world, we kept our eyes off from the inside," Vine says.

"Salem has been one step ahead of us this ENTIRE TIME!" Ironwood yells, slamming his fist onto the table, breaking it and causing the chess piece to fall and roll on its side.

Ruby then realizes something, "It's... glass. Black glass. Which can only mean...Cinder" Ruby trails off.

"Cinder's alive?! And she's here?!" Yang yells.

"If Cinder is here, then Starscream must be here as well. He is nothing if not resilient," Megatron growls, while Ironwood glances at him at the mention of that name.

"If Cinder is here, then Hazel may likely be here as well," Ironwood says as he starts to panic again.

"If they are here then we must act swiftly so we can take them down and finish up things in Mantle," Predaking clenches his fists.

"Sir, he's right. We haven't lost yet. We're with you," Blake says.

Ironwood just stares at them, "Ae you really with me?" his words confuse and worry the group. The one who brought this in here called himself Starscream. He said some... things. Tell me, Megatron, where is your village located on Remnant?" Ironwood rests his hands on his desk.

Megatron feels the tension rising, "Our village is outside the kingdoms, though it is on the same continent as the kingdom of Mistral,"

Ironwood narrows his eyes, "So, your home is here on Remnant... Or is your home on another planet entirely?" he says, shocking everyone in the room for different reasons. "Tell me the truth, who are you and where are you really from?!"

All eyes turn to Megatron, "...Dreadwing, Shockwave, Soundwave, Laserbeak, Predaking, and I were once a race of beings called Cybertronians, from the planet Cybertron. Long ago, I started a civil war that ravaged the planet, leaving it a barren wasteland because of my own hubris. The war traversed the stars and other worlds, before finally my former friend and rival, Optimus Prime, leader of the autobots, defeated me and ended the war with my demise. However, a powerful being from our world's past, Unicron the Chaos Bringer, brought me back to life, but only to use my body as a vessel and made me his slave. He sought to destroy Cybertron once and for all, but Optimus Prime and his allies stopped him and freed me from his grasp. Having learned the true meaning of oppression, I lost my taste for war and left Cybertron in self-imposed exile. In that exile, Optimus Prime came to me and gave me a chance for redemption. To do so, I had to become human and save Remnant from Salem. And thus, I was sent here where I met Yang, who helped me learn so much and helped me become more than I once was. Now, I fight for the people of Remnant, to stop Salem, and to bring peace to this world," Megatron finally reveals the truth.

For those who did not know the truth, Megatron's words stunned them all. The members of the Ace Ops were both scared and awed that beings from other worlds existed and that some are here to fight against Salem. However, Ironwood, already gripped in fear and paranoia, took it negatively.

"You kept something so important from me this whole time. I trusted you with everything I knew and you kept so much from me. About Salem being immortal, Ozpin's past, and the fact that you're not even from Remnant. You couldn't trust me with any of that!" Ironwood yells.

"We had to be sure we could trust you. We trusted Lionheart with what we knew about the Spring Maiden and the relics, but he was already working for Salem. We couldn't make the same mistake again," Predaking argues.

"General, the past is in the past. We are all on your side," Blake tries to calm things down.

"Were you on our side when you kept such secrets from us?!" Harriet retorts.

"None of that matters right now!" Weiss exclaims.

"Loyalty always matters!" Ironwood yells.

Suddenly, the negativity in the room causes the briefcase that Shockwave brought in to open up and a Seer Grimm to pop out, spooking most of the group. Everyone tenses up at the sight of the Grimm.

"...General Ironwood..." a female voice rings out before the Seer's tentacles curl in on itself and its head cracks. The Grimm dies and falls to the ground, only for black mist to pour out of its head, and take the form of Salem. "The huntsmen and huntresses have bested Arthur Watts. Congratulations. I must admit, Shockwave's betrayal was a surprise," Salem says as she eyes the scientist. "Though, I fail to see the logic in your choice of allies."

"If you couldn't see that, then it's no wonder you couldn't figure out that I was a spy all along," Shockwave calmly retorts.

"He's right. We took down Watts, we got the heating grid back up, and we stopped Tyrion. And we'll stop Cinder, Starscream, and anyone else you send our way," Ruby stands defiantly with her friends.

"Dear child, their goal was never to achieve victory. It was merely to set the stage," Salem says.

"For what?" Ironwood asks, back against a wall and his gun aimed at Salem.

Salem turns to him, "...For me," her words scare Ironwood, and stun the others as she approaches him. "Time has never been on your side, James. It has always been on mine. The people of Atlas have suffered enough. Surrender the staff and the lamp to me, and they needn't suffer any further," Salem asks.

Ironwood lowers his gun, "That's... not going to happen. You say that they won't suffer, but your true meaning in those words is that you'll wipe all of us out. I won't let that happen," he refuses her offer.

Salem leans closer to him, "Simply accept the futility of your situation. This can all be over," Salem asks.

"The lamp showed us everything. And we've seen what you're capable of. We know you can't be killed. But we also know that you can fail. You couldn't tell that Shockwave was a spy. And you couldn't stop us at Haven. We don't have to kill you to stop you. And we will stop you," Ruby says.

Salem moves to face Ruby again, "Your mother said those same words to me," she says.

Ruby is shocked by those words, "My... mother?" she mutters.

"She failed too," Salem replies.

Ruby begins to cry as her eyes flare out from the flood of emotions. She stumbles and falls onto her knees, Yang is quick to help her sister, placing her on her knees as she cries. Soundwave and Laserbeak then stand protectively in front of Ruby. To those that know him well, they see just the slightest signs of anger in his expression. Soundwave is angry, and it's for Ruby's sake.

Salem turns her attention to Megatron, "Though, to learn of your kind was indeed a surprise to me. Whoever sent them seems to have taken a liking to me and offered their support. I wonder what force drives them to such lengths. More importantly, I wonder why you're trying to save this lump of a world, Megatron, leader of the Decepticons. You are a warmonger. Can you really hide from your true nature?"

Megatron clenches his fists, "I'm not running from what I was, Salem. I've accepted the mistakes I made, and now I live to atone for them. But, what about you? Incapable of admitting to your mistakes from the distant past, and remaining in the shadows for so long up until now. I've stood against a god, and won because I had allies by my side, just as I do now. But you, you stand alone, and that is why you will lose in the end,"

Salem remains unperturbed, "...He was right about you. Truly a waste of such potential. But then again, he wants you dead anyway, Chosen of the Primes," Salem's image then evaporates with the smoke.

With her finally gone, everyone turns to Ruby as Yang tends to her crying sister. Soundwave kneels by her side with a hand on her shoulder.

"That's Salem?" they hear Marrow speak. "That's who we're up against?"

"And now she is coming here," Laserbeak notes.

"But, we would've learned of any approaching enemy forces. We have long-range sensors on the coast. They would've picked them up," Elm says.

"They're all offline. We were so focused on the chaos within that we never noticed," Vine says after checking his scroll. "Either Watts shut them down in all the chaos or-,"

"Or they were already destroyed," Ironwood adds as he walks to look out the window.

"But how? I mean a few, yes, but... all of them?" Harriet asks, shocked.

"General, you said the Amity tower was completed. Can't we use that somehow?" Dreadwing asks, but Ironwood does not reply, and Dreadwing quickly figures out why. "...No, it was never finished, was it,"

"General... Ironwood?" Weiss pleads.

"...I've already sent your sister to claim the power of the Winter Maiden," he says.

Weiss gasps, "You... what?" she asks.

"When I learned that we've been compromised, I knew we couldn't wait any longer. The staff and the lamp have to be locked away," Ironwood says.

Ruby wipes her tears and stands up, "But... you said we could keep the lamp," she says.

"That was before you lied to me about the lamp. Before you lied to me about who Megatron and the rest really were. Before Salem was right at our door step! Before Mantle was nearly destroyed and my army left exhausted!" Ironwood yells before taking a moment to calm down to an extent. "The timeline has changed. So we must change accordingly," he says, picking up the chess piece.

"What are our orders sir?" Harriet stands at attention.

"We are going to take our plan for Amity tower and apply it to Atlas," Ironwood replies, crushing the chess piece.

"What are you talking about?" Predaking asks.

"It was Ozpin's idea, a lifetime ago, but he never took it far enough. By utilizing the power of the Staff of Creation, we can raise Atlas up into the upper atmosphere. The city's artificial climate will keep citizens and food supplies unharmed. And it will keep the relic and the Maiden out of reach of whatever Salem could throw at us," Ironwood explains.

"But, the evacuation of Mantle is not complete. General, if you leave now, you'll be leaving hundreds of innocent people at Salem's mercy, and you know she has no mercy to give. What about them?" Megatron pleads.

"...They're on their own," Ironwood replies emotionlessly. "We can't allow Salem to capture the Relics or get her hands on the Maiden. This is our best chance of keeping them safe," he says.

"If you take Atlas into the atmosphere, then Salem will isolate you from the rest of the world. She'll take out everyone else, and then you'll be all alone. Salem is immortal. She'll find a way to reach Atlas. I've worked under her as a spy long enough to get a feel for what she's capable of. If you do this, then Remnant will be lost, and Atlas along with it," Shockwave argues.

"General Ironwood, please, we have an opportunity to reunite the world. If we launch the tower, we can work together again. We could even call for help. If we can hold out long enough-," Ruby says.

"Sometimes, doing the right thing means making tough decisions," Ironwood retorts and looks to Megatron. You were the leader of an army. Surely, you're no stranger to making tough calls for victory,"

"...I'm no stranger to those kind of decisions... but, I was a fool back then who only pursued victory at any costs. And yet, that cost me everything in the end. Ironwood, if you go down this path, it will not be victory awaits you and the end of it. It will be your undoing, just as it was mine," Megatron then turns to the Ace Ops. "What about all of you? Are you truly okay with abandoning the people you swore an oath to protect?"

However, the Ace Ops make no moves to side with him, "We exhausted our forces down in Mantle. If we try that again against an even larger force, it won't end well," Harriet says.

"You can't just give up. You're huntsmen and huntresses," Ruby says.

"You're focusing on one battle, but we are fighting a war here," Vine retorts.

"What about the council? What will they say about this?" Weiss asks.

"Nothing... Once I've declared martial law," Ironwood says.

"General, that is the wrong move to make here. All the progress you've made with the council, with everyone else, will be for naught then," Dreadwing argues.

"Don't you care about what happens to the people down in Mantle?" Yang exclaims.

"Who exactly are you loyal to?" Elm asks.

"We are trying to save everyone. That is our job," Ruby retorts.

"We are saving who we can... And you're standing in our way," Ironwood says.

Everyone stands defiantly against Ironwood. Just then, Ruby's scroll rings with Jaune on the other line.

"Hey, it's Jaune. We've got a serious problem on our end," Jaune calls out.

Ruby and Ironwood have a stare-down, but then she uses her semblance to zip behind his desk and calls Jaune.

"Ironwood's declaring martial law and abandoning Mantle. Salem is coming and he's going to use the staff to move Atlas. If we don't stop him, Mantle's going to be destro-," Ruby calls out to the others before Ironwood cuts her line.

"I'm sorry it's come to this, but until Atlas and the Relics are safe, you are all under arrest," Ironwood says as he walks to the door. "Dreadwing, though we didn't always agree, I took a liking to you, so I'll give you one last chance: will you help me save Atlas?"

Weiss glances at Dreadwing who just stares at Ironwood, "...I choose what a coward does not," he declines the offer.

"I see," Ironwood notes sadly.

"Ironwood," Megatron gets his attention. "I warned you not to become like me. Please, don't do this,"

"I won't become like you once were, Megatron. Unlike you, I'll win this war," Ironwood then exits the room, leaving the Ace Ops to stand against Megatron and his allies.

Megatron narrows his eyes, "Scrap,"

And that's the chapter. Salem is coming to Atlas, and Ironwood has flown off the deep end, leaving Megatron and his allies to try and stop him and face the Ace Ops. How will Megatron get through these as even greater dangers loom on the horizon? Until then, please Read and Review.