Legal Disclaimer: I do not own RWBY or any of the show's characters. They are the rightful properties of Rooster Teeth. The God Eater video game series is the property of Bandai Namco.

Chapter Fifteen:

Harriet's status report was terse and rather harried when she got back on the comms after what sounded like a brief altercation nearby. The rest of the Ace Ops, save for Marrow, were currently aiding the Happy Huntresses, minus their leader Robyn who had gone to Atlas earlier herself for some reason that wasn't too important at the moment given the current state of things. The two groups were working together in order to repel the Grimm hordes, keeping them away from the port city itself as well as the evacuation shelters.

"Given Penny's remark about a hacking attempt, I think it's safe to assume a breach. Human agents must have somehow gotten inside Atlas security while using the Grimm as a distraction." The petite woman noted, the sound of a gauntleted fist slamming into something overheard not a second later, "Sir."

"It's a pretty effective distraction, all right!" May Marigold's voice could be heard shouting from farther away, "We're doing our best not to get slammed!"

There was an enthusiastic roar as Elm called out "Less talking, more fighting!" while no doubt slamming Timber into hordes of ravenous monsters. The line cut off then, silence permeating the lab as the assembled group tried to process the new information they'd been provided. Ironwood's gaze in particular was distant as he seemed to mull the situation over in his head.

Meanwhile, Penny's eyes continued to flash intermittently between green and, most alarmingly, red. The girl's body tensed abruptly every time her eye color changed. Clover noticed that Pietro was glancing between his daughter and the scrawling bits of code on the computer screens around their group with a nervous glint in his normally kind and calm eyes.

"The hacking is still going on!" Penny murmured, grabbing her head with both hands.

Winter shared a concerned look with Clover then before turning to Ironwood, "Sir." She said quickly, her hand already hovering over the hilt of her sword, "Your orders?"

Ironwood straightened at her query, a determined look filtering into his steel blue eyes, "I'll head to command and monitor things from there." He replied as he regarded her pointedly, "Check on our Crimson Queen guests and then report back to me immediately."

The oldest Schnee sibling nodded her head curtly and saluted, "Of course, sir."

"James." Clover said, stepped forward while holding out his manacled arms, "Let me help too. Please." Ironwood frowned at the request, and Clover sighed, "I'm not compromised enough that I'll just sit back and not defend my home." He informed the older man, determination lacing his words even as he grimaced slightly at even saying he'd been somehow potentially compromised. But, if saying so could get him the results he wanted right then and there...

Ironwood pressed something on his scroll, and Clover sighed in relief as his manacles demagnetized and his arms were free, "Retrieve your Grimm Arc and help to protect this lab." His commanding officer told him brusquely, before turning on his heel and heading out the door himself.

Clover couldn't help but salute even as the doors closed, "Of course, sir."

Winter cast her blue-eyed gaze from Clover over to Penny and a rather anxious-looking Pietro then, biting her lower lip, "I'll bring assistance back here as soon as I can." She assured them before rushing out of sight to help the others.

Clover nodded in reply even though Winter didn't stay long enough to see it, hoping that the defenders of Mantle could hold the line in the meanwhile and that whoever might have gotten in during the confusion were not able to do any more significant damage. Penny's eyes shifted once more from green to red, and he inwardly hoped they weren't already too late.


"Jaune!"

At Nora's shout, the three active members of the Crimson Queen paused in what almost appeared to be a casual stroll through the corridors of Atlas, save for the scattered bodies lying in their wake. According to Marrow, some of the bodies were merely unconscious. Qrow suspected they were largely the ones Jaune had dealt with. He didn't believe the guilty-looking blond would go out of his way to kill, even if that was Salem's orders.

Nora frowned and gripped Magnihild's handle tighter as the others caught up to the surprisingly quick redhead and Marrow, "What do you think you're doing?" Nora asked her teammate, her question demanding an answer.

The blond young man looked stricken at the sight of his friends and former allies, "You guys..." he tentatively began, both his Grimm arm and his Arc shaking in anxious tension.

Tyrian placed a hand on Jaune's shoulder as if in mocking reassurance, pointedly igniting the visible shudder that went through the young man at his touch and the growl the contact caused to escape Marrow, "Isn't it obvious?" The madman laughed, "We're here to fulfill our goddess' will!"

"It's time to put an end to Ozpin and Ironwood's little attempt to stall the inevitable, don't you think?" Cinder asked, not at all distressed at the many weapons being pointed in her group's direction.

"Please, Jaune. We know you don't want to do this!" Ren tried pleading with his friend as he moved to stand beside Nora, his red-headed teammate nodding her head emphatically in agreement.

"This really doesn't seem like you at all!" Blake tried as well, Yang and Oscar by her side.

Jaune averted his blue-eyed gaze almost reluctantly then, his shoulders slumping, "It's too late though." He spoke lowly, almost under his breath.

"It doesn't have to be." Marrow reasoned as he stepped forward, extending a hand towards the young man, "Come on, Jaune. Please."

"How'd you guys even know where we were so fast?" Jaune asked in an obvious attempt at deflecting.

Marrow's cheeks darkened in a blush, "Oh! Um, I kind of, sort-of, picked up your scent earlier." He muttered, "I can recognize it anywhere."

That admission caused Jaune's own face to redden, though the scorpion Faunus took the opportunity to shove him backwards as he brought his own blades up at the ready, "As heartwarming as this conversation is, I'm afraid we simply must get this show going!" He informed them, eyes flashing as he leapt into the air.

"Keep them distracted!" Cinder called over her shoulder as she began racing down the corridor.

Robyn fired a bolt at Tyrian which caused him to jump back somewhat as she grimaced, "You're not going anywhere!" The tan blonde called out to Cinder as she gave chase, running past Tyrian with surprising speed. Before the others could join her, however, they were met with Tyrian and a thoroughly reluctant Jaune blocking their path.

"Step aside, kid!" Qrow called out, "None of us want to fight you."

"Please, Jaune! Something's wrong with Penny! I need to go check on her." Ruby said desperately, hoping the appeal to the blond's kind nature would be enough to get him to stand down.

Jaune bit his lip as he brought his Grimm Arc up in its sword form, "Sorry, everyone." He said, his steely tone not matching his hesitant expression.

Just then, a twisting whip of metal slashed through the corridor along with a chilly explosion of ice, knocking Jaune and Tyrian further back and opening a small path down the hallway after Cinder and Robyn. "Some of you had better get going!" Weiss informed the others tersely as she and Ilia stood side-by-side.

The freckled chameleon Faunus nodded her head in agreement, Lightning Lash back at her side, "We'll help hold them back here." She said, her gaze steeling on Jaune and Tyrian.

Qrow nodded, pulling on Ruby's shoulder abruptly, "Now's your chance, kiddo." He said, hoping his niece was onboard with their impromptu plan.

Ruby obviously was as she nodded, a determined look in her silver eyes, "Right! Be careful, everyone!"

...She burst into a flying array of rose petals along with her uncle given how he was still holding onto her shoulder, and then they were gone down the corridor in a flash.


Clover couldn't help but grimace. His back slammed painfully into the wall as Penny shoved him and Pietro away from her, screaming horrifically the whole while. The blow knocked the head researcher out of his wheelchair and he crashed onto the ground, remaining still there as a thin stream of blood fell from a gash on the side of his face.

"D—Dad!" Penny exclaimed tearfully as she hovered over the older man's unconscious form, her eyes now sparking a different color every few seconds. As she gazed down at Pietro, her voice sounding both distant and horrified all at once.

Clover wished he'd gotten the chance earlier to actually go and retrieve Kingfisher from its storage locker as he'd been ordered to do. He struggled back onto his feet painfully, his aura flashing around him, "Penny." He called out the girl's name desperately as he saw her take a step towards where her father lay, "Snap out of it!"

She gasped then, jerking her head back and turning suddenly completely red eyes onto the AGE. In a sudden blur of movement, she had Clover pinned back against the wall once more, using the crushing strength hidden in her small, nearly unassuming form, "P—Penny!" He managed to wheeze out despite the pressure her forearm was applying to his throat.

"Largest threat suppression initiated." Penny's voice was devoid of all emotion as she spoke, so unlike the kind-hearted tone she usually conversed with. It sent a chill up his spine.

The door to the lab opened as Arthur Watts stepped inside only to sigh disappointedly at the scene he saw before him, "I'd been hoping to have that fool Polendina dealt with before I got here, but I suppose having my preference protocols followed so astutely is better." He murmured as casually as if talking about the weather.

The lanky man ignored Clover and Penny entirely then to stride over to the main computer terminal in the lab. His hands flew over the monitor deftly, files upon files of information detailing the Spiral Tree Project suddenly sprouting into view. "Truly fascinating indeed." He murmured as he gazed at the coding and intel, his fingers once more flying, "And with just a few added touches, it can and will be perfect."

The images on the terminal flashed red then, an alarm blaring out a warning filling the room. Clover struggled more against Penny's unyielding grip, "What d—did you…do?" He managed to get out of his constricting throat.

Watts turned to Clover then as if noticing he wasn't alone in the room for the first time, "Hmm?" He asked, shooting a disinterested glance over at the warnings on the terminal, "Oh, it's nothing you need to be worried about."

He strode forward then, pulling something out of his pocket. The syringe flashed in the light of the lab as Watts held it up, red liquid sloshing around in the vial almost menacingly, "Salem has plans for both the Spiral Tree and you Atlesian AGEs, you see." The mustached man told him conversationally before unceremoniously injecting the needle into Clover's arm.

The brown-haired man winced once more as fire seemed to shoot throughout his entire body, black markings coating his hand and arm from the point of the injection site all the way up to his exposed shoulder. The world was practically spinning. The compromised Penny apparently no longer deemed Clover a threat and he was unceremoniously dropped to the floor, gasping for breath. Clover glanced at the angry markings forming under his gauntlets and spreading outwards with a sick feeling spreading in his gut. What exactly had Watts done?

"That Winter Schnee and Hill woman are hard to lose." Cinder Fall's voice spoke up then from the doorway, her good eye sweeping over the lab with only mild interest, "Are we done here?"

"Quite." Watts informed her, dropping the now empty syringe to the ground, "Now let's go. We should get our carrier to the tree as quickly as possible."


Author's Notes: Things are REALLY intensifying now! As always, thank you for reading! Friendly comments are always appreciated! :D