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Chapter 141: Belly Of The Beast

Yang Branwen had seen the difference in Salem's new subterranean domain the moment she had ventured below the surface of New Vale and had found herself marvelling, with her fiery red eyes wide at the way in which the Queen of the Grimm had made the rat runs and tunnels between the Capital City of New Vale entirely her own.

Yang had been above the surface for over a week now and whilst Salem had been silent it was plain to see that she had been far from idle in her ambitions as each and every corner that the Chimera turned revealed yet more of her influence with every wall, floor and ceiling that she traversed being coated in some degree or another with matted and twisted masses of Grimm tendrils which sprawled across their surfaces and bored into them like roots, all whilst pulsing and writhing ominously and giving off a deep crimson glow from within their translucent innards; nor was she alone as minute Grimm hovered above her in a buzzing swarm, each of the spindly-limbed beasts resembling a firefly and possessing an abdomen wreathed in infernal flames which eventually consumed the miniature horror entirely and the tunnels ahead of her played host to scuttling bipedal Creeps that chittered and screeched as they bounded off ahead of her or, more infrequently the hulking form of a King-Taijitu or Deathstalker slithering and scuttling through tunnels barely large enough to accommodate their form. It seemed as though Salem had enough sheer might present to simply sever and destroy much of New Vale's power supply from within and force the Kingdoms' inhabitants to face her without the infrastructure which had protected them for so long, yet even Yang in near perpetual blood-lust and hunger crazed state could sense that her Queen had greater ambitions; though what was clear was that Salem's silence had been due to her using the powers of the Wizard to manipulate the flow of time as it related to her Spawning Pits and steadily expanding lair, growing both her influence and her forces at an impossible rate.

None of this was to say that the Chimera herself had been idle, before feeling the pulsing throb of Salem's exuding from the Grimm parasite that had fused itself to her Yang had been helping spread the discord and despair that would sustain this new legion of living nightmares until it was time to release them upon the Kingdom. In addition to using her collection of stolen Semblances to spy on New Vale and collect important information for her Queen she had been appearing to disgruntled groups of citizens, those displaced by the various attacks on the city and those whose livelihoods had been ruined under countless guises and feeding into their discontent, steadily fanning the fires of an uprising that seemed as though it could upend the fragile peace at any moment all whilst waiting for the perfect moment to start riots that would provide cover for her to consume the souls of more Hunters.

Her musings, accompanied by her humming a pleasant tune were interrupted as she rounded the final corner that would take her into Salem's throne room and found her way barred by a trident made of bony carapace and Grimm matter, with a single hateful eye leering from between its' prongs.

"The Queen is not to be interrupted"

"I was called, get out of my way Mama's boy" Yang swaggered into Pantheon's personal space with her eyes glowing, entirely unafraid of the many limbed monster which stood several feet taller than herself and whose clawed tail thrashed dangerously in warning. Eventually Pantheon let out a snarl and moved to allow Yang entry, the Chimera deliberately driving her right shoulder into them only to be forced to hide a wince of discomfort as her right arm gave another of the painful twinges that she'd been experiencing since she had consumed the Hunter she'd learned was called Raffia Dirge.

The moment she stepped into the makeshift throne room where Salem sat motionless and in some sort of fugue state upon a dais of bone and pulsing tendrils the Queen of Grimm's head jerked upwards and tendrils retreated from her alabaster flesh whilst the Chimera sank to the ground on one knee and bowed before her.

"What news from the Kingdom?" Salem demanded without preamble, the air of exhaustion quickly dissipating from around her.

"Tensions continue to mount within the city….though the return of Ruby Rose may offset that, the people consider her a hero regardless of the current politics"

"Let them have their hope" Salem sneered "It won't protect them"

"I've already killed her once my Queen" the Chimera noted "I could handle her again….deal with a potential problem before it a-rose"

"No" Salem shook her head firmly, eyes glowing as she calculated her options "We must be swift and decisive, but we cannot overplay our hand….What other news?"

"We'll soon have less interference from Hunters, the Vytal Tournament is being postponed and the students are to leave tomorrow morning-"

"NO!" the air trembled with the force of Salem's furious explanation

"My Queen?"

"Those students must be kept here!" Salem spat venomously "When I deliver the killing blow to New Vale and destroy this city I want the remaining Kingdoms to know that their best hopes for the future were snuffed out. I take away their future by taking away their belief in it!….Pantheon!"

"Yes my Queen?" the hulking monstrosity lumbered into the chamber behind Yang, their voice sounding like a screaming and roaring multitude as always yet laced with undeniable smugness.

"Those students must not be allowed to leave"

"How may I serve?" Salem pondered the question a moment before allowing herself a twisted smirk as an answer occurred to her

"The Spawning Pits beyond the Kingdom, with our relocating here they no longer have a part to play in the destruction of the city…..Fly to one and unmake it, lure the Grimm that it spawns back here with you and destroy their means of escape….I will see to the rest"

"Yes my Queen" Pantheon nodded and Salem watched them go; yet in her focus on the greater goal of casting Remnant as a whole into the void of oblivion she failed to notice the displeased expressions that her two remaining disciples wore, Yang simply annoyed at being overlooked whilst Pantheon let out a primal snarl at the idea of destroying so many Grimm for so little reward.

The gloom of the deepest bowels of the Nemesis Kharybdis proved no challenge for Onyx's Faunus eyesight as he lurked in complete solitude with a posture and demeanour that any who saw him would have recognised as mournful and defeated as he sat hunched over and sagging in the darkness. The surviving members of Team GORE had retreated to their ship and processed their grief in various ways; Onyx having busied his hands and mind by attempting to route the AI of the ship into the Bull-head that Team GORE possessed so that its' weapons could be activated remotely as Carcharodon had decreed that the Nemesis Kharybdis would not leave port until a new helmsman would be found and the proper tribal and sacred rites that the Frost River Tribe performed to spiritually bond captains and helmsmen to their vessel could be observed. Carcharodon himself had stalked the vessel like some silent and sinister wraith, rarely interacting with his remaining allies after performing Raffia's funeral rites and consigning his body to the sea whilst Hellion had been a near uncontrollable storm of frantic energy and aggression.

The three of them had maintained their habit of sleeping communally within the bowels of the Nemesis Kharybdis, huddling close together for warmth and comfort; each of them agonisingly aware of the absence of their smallest member. Onyx however had broken away from this sleeping arrangement upon Team CLIR's return to New Vale; Corvid had made her way to the ship, struggling with her own emotional state at the loss of Arctus and Eagle and the two of them had ventured into the deepest and most secluded areas of the ship and sought out every ounce of pleasure and comfort they could from one another; even Onyx's grief unable to outshine the sensation of feeling Corvid's trembling legs locking tightly around him and her nails raking his back as she muffled her screams of ecstasy by biting into his shoulder as the hulking Puma Faunus reached his own climax whilst burying himself deep inside her.

Corvid had left before the sun rose that morning to attend to other matters and now Onyx simply felt empty.

His greenish yellow eyes were watery as he stared down at the item in his hands, a pirate hat decorated with a skull and crossbones that had been taken from some absurd costume made by someone who had never encountered real raiders; Felix had bought the hat for Raffia either as a joking, backhand compliment or thinly veiled insult and yet the diminutive berserker had immediately grown to love the item with no sense of irony and had worn it at all times. After it had been plucked from close to where his body had fallen Onyx had seen the hat as something of an indication of who the Axolotl Faunus had become, he had worn his peoples' heritage with pride and delighted in the image and mystique of being some deadly and fearsome scourge of the seas all whilst continuing to fight for the Kingdoms as a Huntsman despite his protestations; a hero who refused to be seen as anything but the villain.

Onyx sighed as he set the hat down and wiped his eyes as he rose to his feet; even Raffia had accepted that they were Hunters now and that meant that there was work to do.

The towering Faunus marched through the bowels and ascended the decks of he Nemesis Kharybdis, the short journey affording him enough time to push his emotions aside and force his expression into a stony and stoically grim mask before he finally stepped out into cold and salty sea air; his initial intention to work on his teams' Bull-head being superseded by the sight of Hellion standing motionless at the prow of the ship with her eyes milky white and faintly glowing as Marauder screeched and soared through the air above them before returning to the Dragonfly Faunus's arm, Hellion's wings shuddering as she eyes returned to their natural jade colour.

"Looking for something?" Onyx asked with a grunt

"Yes, but I'm not sure what" Hellion admitted with an irritable sigh; turning away at the sight of Onyx's confused stare but explaining nonetheless "I've been something pulling me, not physically but an urge, something telling me to head in that direction but even when I'm in the city it feels so far away" Onyx saw the direction she pointed in and cocked an eyebrow

"And you have no idea what it is that you're searching for"

"I know what it feels like, it feels like…." Hellion trailed off, unable to so much as say the blonde woman's name without the risk of her grief overcoming her in a fit of rage towards the cruelty and unfairness of life once again. Onyx merely nodded silently he would offer no judgement, only aid if it were at all possible; in his mind it would be better to let Hellion search and have her instincts as a scout help her grief run its' course than to try and force her to accept what she simply refused to.

Any further discussion was pre-empted by the sound of booted feet on the deck causing both Onyx and Hellion to turn around.

"Car" Onyx bowed his head slightly, if only to hide the sudden concern in his eyes. Whilst Carcharodon's flesh was naturally gaunt, pale and greying and his hairless form would allow him to grow no stubble the Shark Faunus had a distinctly unkept air about him, as though he had gone for days without sleep or proper care for himself

"Are your modifications to the Bull-head ready?" Carcharodon rasped, the fact that he carried the five-finned helmet which served as the Frost River Tribes' crown suddenly giving the situation a foreboding sense of urgency

"I haven't had a chance to properly test them" Onyx admitted, Carcharodon remained impassive he replied

"I sense that you'll have your chance today" pointing passed Onyx and Hellion and out to sea he added "There's a storm coming….nothing about it is natural" turning to follow his gaze both Onyx and Hellion let out surprised gasps; the Shark Faunus was correct and in the distance and the very edge of their vision a mass of thick, black roiling clouds with lightning flashing within them could be seen approaching at speeds that made it clear that something dangerous was afoot.

Carcharodon slipped the helmet over his skull and displayed his rows of fangs, returning if only for a moment to a former sense of glory as his black cloak fanned behind him in the breeze and he rasped out an order.

"Prepare yourselves for battle"

"You guys stay safe here yeah?" the request seemed to carry the weight of every conceivable emotion behind it and those it was directed to found themselves entirely unable to find a better response than simply nodding and asking their friends to do the same.

The students of Haven, Atlas and Shade Academy were each preparing to leave New Vale, with the Vytal Festival and Tournament officially postponed and several concerned voices within the various Kingdoms' Councils even calling to an end to the tradition which seemed destined to be ill-fated there was little reason for them to remain and the requests from the heads' of each academy to have those students returned to where they would be most safe had finalised the decision.

As such Team GRAY of Haven Academy stood out in the windy late morning air, delaying their inevitable departure by a few more moments as they said their goodbyes to the friends that had come to see them off, the Professors having made no effort to even pretend classes would run normally today; Grease Thunderbird was a native of Patch and as such Amethyst Wukong and the Xiao Long siblings had met him at the academies' airship terminal, joined by Helios whilst Diamond had managed to muster the motivation to leave Team FADE's dormitory and say her goodbyes to her long time friend Razzmatazz.

"No point putting it off any longer" Grease sighed as he hefted his luggage from the ground and gestured to the waiting airship, the first to depart "We've gotta go"

"Take care man, we'll keep you posted" Felix nodded, pulling his old schoolfriend into a loose one-armed hug

"If the quacks manage to wake Nyanza up then call me, I'll be on the first flight"

"Me too" Razzmatazz added shakily "I left him a note, there's a lot of things I wanted to say….just, just make sure he get it?"

"You got it dude" Diamond's voice was barely above a whisper and hoarse, her usual low and smokey tones replaced by something raspy and cracking after the quiet solitude she had resigned herself to for days at a time when her hope and resolve wavered. Hearing Diamond speak Razzmatazz instantly crossed the space between them and pulled her into a crushing hug before pulling back and staring intently at the sniper with her good eye

"Call me" she insisted "I'm always here if you need to talk, about anything; I promise"

"Thanks Razz" Diamond's voice faltered as she pulled the girl who had been one of her first friends in Mistrals' Capital back into another hug, only for it to end briefly as Team GRAY departed with the final two members of the team saying their own goodbyes.

The group that had seen them off remained at the airship terminal even as the gargantuan aircraft that would be carrying the Haven students across the ocean rose into the air and began to reorient its' hulking form before setting off on its' voyage.

"You guys wanna hang out?" Felix asked

"Not really" Diamond murmured "Nothing's normal any more, nothing feels right….why pretend?" the Lion Faunus couldn't help but wince slightly at the reply; it was plain to see that Diamond had taken the disappearance to Team FADE's two absent members even harder than Felix himself had and likely viewed any moment not spent either waging war against Salem and Creature of Grimm that she commanded or trying to find her missing friend and fiancée was a moment wasted; yet Felix had no answers and no orders to give her that would help, the admission feeling like a crushing failure on his own part.

Corvid was the one who squeezed her shoulder reassuringly

"We'll find 'em both" she reassured her "They're out there somewhere and we'll find 'em" before Diamond could reply something caught her attention and her cherry eyes quickly narrowed at the sight of something in the distance that seemed to be rapidly approaching

"What's that?" she breathed out before deploying Lex Talionis in its' sniper rifle form and bringing the scope of the weapon up to her eye whilst Felix and Amethyst relied on their own superior vision and Corvid deployed the Omega Wing which had been hovering behind her in its' drone form, using its' long range sensors to get a better view of just what was making its' way over New Vale's airspace.

What they saw chilled them all to the bone.

A shifting mass of jet black storm clouds which had been lit from within by flashes of thunder dispersed itself in an instant, the wisps of darkness vanishing to reveal hundreds, if not thousands of airborne Grimm of all varieties and as the various warships which hovered above New Vale at all times and the aerial defence platforms which Halo Academy had once been counted amongst began to prepare their weapons and take aim at this new threat they were beset by swarms of Lancers and Tormentors, flocks of Nevermore, bat-like Screamers and Teryx and packs of snarling and roaring Chimera.

All the while, the eyes of the Hunters watching from below were locked on the true threat which resided at the centre of the mass of living darkness.

"How can that thing even fly?" Amethyst demanded as she deployed her gauntlets

"Hollow bones and feathers" Corvid noted dispassionately "Not sure you'd even call it though? A Sky-nosaur?"

The Grimm whose sheer size alone suggested that it had almost certainly been spawned by the destruction of a Spawning Pit was truly monstrous; almost a hundred feet in length if one included its' tail with a form that blurred the line between avian and reptilian and would be bipedal if it were ever to land. Its' skull was a broad and blunt thing which fanned out into a vaguely beak-like protrusion around its' nostrils the things' head encased entirely in bone armour, set with deep, glowing eyes and filled with jagged fangs. A row of spines ran along its' muscular back whilst elsewhere flat, armoured scales were raised up to allow ebony coloured feathers to protrude from beneath them; each of the things' thick and powerful legs was wider than a street and ended in a three toed claw with each talon being twice the size of the average man and its' forelimbs were vast feathered wings featured feeble and atrophied clawed digits whilst behind it its' feathered and bladed tail shimmied and slithered to keep the flying abomination on course as it let out a deafening roar, gouts of flame bursting from its' maw and thick black smoke which resembled the clouds that had hidden it spewed from its' nostrils.

"My Dad's seen these before" Diamond informed her friends in a fearful whisper "It's a Teryx Rex….they hunt airships"

Felix and Corvid shared a glance as they realised that the silver haired snipers' words served as a bleak omen and that the Grimm was flying directly towards the ship that the Haven Academy students had just departed on.

Ruby's fist pounded against the doorway which led down to the basement as the legendary Huntress fitted her armoured mask firmly in place with her free hand before holstering Crescent Rose beneath her cloak

"NICKEL WE NEED TO GO! NOW!"

In some ways Ruby had been oddly relieved that the home she and Penny had once called their own had been sold and that she would be unable to return to it, despite whatever he ill defined relationship with Nickel was the idea of allowing the younger android to live in the house Ruby had raised her children in didn't sit right with her; as much as she disliked herself for admitting it. Instead she and Nickel had taken residence in Qrow's home that her uncle intended to leave to Eagle whilst Corvid moved between Qrow's house and one of the apartments owned by Lux's family where the rest of Team CLIR were staying or Team GORE's ship. As far away from the sprawling metropolis that was the Hive City itself the sound of blaring sirens easily reached the suburbs that Ruby had returned to even before she had received an automated message from the Kingdoms' defences, sent to all Hunters operating within the city and whilst Ruby knew that Nickel had surely heard the sirens as well as she had the android seemed to be ignoring them.

"What?" Nickel demanded snappishly as she flung open the door, ripping a welding mask free of her face and shaking out her dyed black hair with its' green streaks; she had recovered the ruins of the monstrous weapon she had wielded against Qrow, Syneffo and Corvid and had spent the last several days trying to restore the Omega Destroyer to its' former glory.

"What do you mean what? There's an attack!" Ruby shot back, one of her silver eyes twitching beneath her mask

"Alright chief fine you got it" Nickel drawled lazily before opening the dining room window and climbing out of it "If it's that big of a deal it'll be easy to spot….I'll see you there" without waiting for confirmation Nickel hopped out into the back yard of the home, leaving the window open behind her as she sprinted a few paces as she deployed her wings to give herself a running start before taking to the air. Ruby muttered something unintelligible under her breath before hopping out of the same window after her and using her Semblance to rip through the streets at an incredible rate, leaving a trail of falling rose petals, upended mailboxes and ringing car alarms in her wake as she destroyed the quiet suburban life with her mere presence.

Ruby's speed allowed her to reach the inner city within a matter of minutes if not seconds, though in doing so she found herself short breath and with sweat dripping from her brow with the exertion; from her perspective the entire world felt as though it had come to a halt and she could make out the details on each terror-stricken face belonging to a fleeing civilian that she passed whilst even the shadows of winged horrors swooping down from above moved in slow motion. Acting on instincts that had been honed by decades of experience Ruby drew Crescent Rose and unfurled the weapon in its' scythe form as she barrelled towards the first Grimm she laid eyes on; a Chimera in mid-dive, claws extended as it made to tear the roof from a car and devour the family within.

The Grimm was reduced to a fine mist as Crescent Rose tore it asunder, Ruby releasing her Semblance as the rest of the pack of nightmares made flesh charged at her; slashing and shooting each of them in turn until finally she came to rest in a position that many aspiring Hunters considered her signature pose, with the famous scythe resting at an angle over her shoulders before she finally looked up and saw the true scale of the horror.

"Oh for grapes' sake" she murmured, the pseudo-cursing an art form she had mastered since having children. Engaging her Semblance Ruby raced through the streets once again, intending to get as close to the monstrous flying saurian that was flying towards an airship with malicious intent as possible; eventually she pushed herself to her limits and began to sprint vertically up the side of one of the colossal Hive Towers, her momentum alone allowing her to defy gravity until she was forced to activate the powers granted to her by her Silver Eyes in conjunction with her Semblance, kicking off the wall of the building and flying as Nickel ripped passed her and drove her knee into the skull of an oncoming Teryx.

"Do none of you scrub-lords look around!" the android demanded before deploying the photon accelerators hidden within her arms and snapping at Ruby "Go! Deal with the big one, I've got the rest!" Ruby paused for no more than a faction of a second before nodding and simply flying through the air on a collision course for the Teryx Rex; pain blossoming behind her eyes and her skull pounding as she pushed her powers to their full capacity and caused her entire body to glow like a silver meteor.

Yet even with her incredible speed she could tell that she wouldn't be fast enough.

The crew of the unarmed airship had handled the situation admirably, they had raised the hard-light shields that enveloped the vessel before the Teryx Rex could reduce the hull to molten slag with its' fiery breath, yet even now those same shields flickered as they struggled and fluctuated under the strain and they had attempted to manoeuvrer their cumbersome vessel under the gigantic Grimm in a daring ploy rather than simply turn tail and attempt to flee from it; it was an attempt doomed to failure however as machinery of such a size simply could not react as fast as living muscle and the Teryx Rex had positioned itself above the airship with a single flap of its' massive wings and was now baring down on it, talons extended.

Ruby struck the Grimm like a missile and the pained shriek that escaped it seemed to split the sky.

She pivoted in mid-air, eyes still glowing with blazing contrails of pure white light and she saw that the hole she had torn in the neck of the vast monster was large enough to comfortably drive a train through yet despite the flames that spewed from its' gaping maw sputtering out and clear muscle damage as its' wings flapped unevenly the thing persisted and Ruby focused, gathering every ounce of her might into herself before letting out a wordless roar of her own.

The entire world became a flash of white and when her vision returned to her the Teryx Rex had been torn asunder, a rough gouge ripping away its' entire right side whilst its' left began to disintegrate as the monster let out a few final snarls. In the distance Ruby could see Nickel speeding towards her, obviously intending to catch her when her use of her powers took its' toll and forced her to land, which she could sense would be at any moment.

The sense of victory was short lived however.

The screaming woosh of displaced air reached Ruby's ears and behind her mask her eyes widened in horror as she saw plumes of smoke intermingling with the mist of the destroyed Teryx Rex. She had been too late, in its' final moments the enormous creature had sunk its' talons into the hull of the airship, tearing though its' rear quarters until they ripped into the engines whilst its' powerful tail had wrought more damage still.

The airship was going down and there was nothing she could do to stop it.

"COMING UP ON THE DROP ZONE, GET READY TO DEPLOY!" the voice of the pilot reverberated within the confines of the Bull-head whilst the gunner sat beside them maintained a tense silence as their hands clenched over the triggers of the crafts' weapons in a white-knuckled grip; the sound of those weapons firing in an endless torrent lost almost entirely beneath the sound of Grimm shrieking and howling in defiance whilst any that dared to draw close torn apart by Corvid who flew alongside the transport clad in the Omega Wing and used the battle-suits' guns, blades and shield generator to deadly effect.

They had been amongst the first of the students to deploy, their status as Fourth Years with considerable real world experience granting them enough authority to act without waiting for orders from a professor, especially with Corvid alongside them. Whilst the Teryx Rex had set its' sights on the airship carrying Haven Academy students the vast majority of the winged Grimm horde that accompanied it had turned their attention towards the city itself and Amethyst Wukong had gathered Team RAIN and joined the rapid deployment of Hunters and students into the battlefield that the city had once again become with Corvid quickly contacting Lux, Rusty and Iris and having Team CLIR act independently in the city without her; once they had seen the airship beginning to careen downwards even despite the best efforts of Ruby Rose on a trajectory that would see it come crashing down near the edge of the former Exclusion Zone the option for Corvid to provide an escort for the remaining members of Team NEON and Team FADE had been easy to make.

"I'll go first" Helios declared as the sound of the airship finally impacting against the ground as its' limping engines failed shook everything in the vicinity including the air. Felix shook his head as he rose to his feet and gently pressed his lips to the red-heads'

"Follow me down" it was phrased as a request but the Lion Faunus had already slipped passed Helios and opened the Bull-heads' hatch before turning to Diamond "Watch our backs, we'll cover you on the way down"

With that he leapt.

A Fire Dust crystal clenched in his palm was crushed in his grip and his golden Aura flickered and flared around him as thermal energy became kinetic and Felix hurtled downwards towards the Exclusion Zone in what he realised, in a detached way was almost a mirror of his initiation several years before. The hull of the downed airship rushed up to meet him, several fires visible as spread from damaged sections of its' underside and aft and causing a panic within those passengers trapped inside which drew more Grimm back to them; a lone Lancer splaying its' spindly limbs wide and aiming its' stinger at Felix with a low threatening drone only to be reduced to a fine mist as he crashed through it, before landing in a crouch with the Atlesian steel of the hull buckling around him.

"On your left!" Before Felix could reach his weapons Helios had landed beside him, the tip of Milo skewering the skull of another Lancer before they were joined a moment later by Ether and Olivine and then finally Diamond who leapt from the bodies of each flying monster despatched, her Semblance allowing her to use them as a makeshift stairway.

"We've got a big flock of Nevermore coming this way, Corvid's already hitting 'em head on then she's going to find her team" the sniper announced as she brought the scope of her sniper rifle to her eye once again.

"Okay here's the plan" Felix squared his shoulders and narrowed his eyes at the sight of the Grimm closing in from above "There weren't just students on this ship, Ether gather all the passengers and crew, tell any students you find to make their way up here. Ollie, head to the engines….this ship looks like it could go boom at any second-"

"I'll do what I can"

"Good, Heely me and you are gonna cover Diamond while she picks off as many of those Grimm as she can"

"You heard him" Helios murmured as he nodded to his team-mates whilst collapsing his spear into its' sword form and readying his shield; Ether's Semblance allowed him to slip between the tears in the exterior of the airship whilst Olivine sprinted away and began scaling its' surface whilst the remaining trio braced themselves.

Felix had seen an exhausted Ruby Rose be scooped out of the air and flown to safety by Nickel Polendina and as such knew that there would be no last minute intervention in the form of Silver Eyes; the flock of nightmarish monsters that filled the sky as they descended upon them would have to be stopped by their own abilities and nothing else.

Diamond fired an explosive round into the eye of a particularly large Nevermore, the blast engulfing several around it.

Dozens of their number let out piercing screeches as they fired their razor edged quills at the trio only for Helios to manipulate gravity with experienced ease, returning the projectiles to the Grimm and tearing through dozens of their number.

Those that remained began to dive and Felix let out a primal roar as he brought Hack and Slash screaming into life, the chainsaw-bladed swords tearing wings, claws and heads from bodies and felling dozens more Creatures of Grimm before those that remained began to pull back, screaming in rage as they wheeled around in the air.

"They're coming back for another pass!" Diamond warned as she shifted her rifle into its' glaive form and prepared herself. The Grimm dove again and Felix, Helios and Diamond readied their weapons; bracing themselves as the first pair of outstretched talons drew close.

Then the hull of ship exploded outwards close by and a blur of movement tore into the flock of monsters.

"Razz! Argent, Yale! Get up here!" Grease Thunderbird, leader of Team GRAY barked as he twirled his scythe whose blade featured a pair of rocket propulsion systems mounted on either side, allowing him to emulate Ruby Rose all the better; Grease to turned to Felix and gave his fellow Patch native a cocky smile

"What you didn't think you were gonna have all the fun did ya?" the remaining Nevermore swooped down as the rest of Team GRAY leapt into action, Razzmatazz leading a furious charge with her arm mounted machine guns unleashing twin barrages which unmade Grimm in abundance. With the seven of them fighting as one the fight became vastly more manageable and soon the only trace of the Grimm was the obsidian mist that filled the air

"Nyanza's got a point y'know, breathing this in can't be good for us" Felix noted, wafting the smog away from his face as he panted and gasped for breath; the comment earned him a few chuckles from his fellow students until Razzmatazz frantically pointed upwards

"What the hell is that?" Diamond brought her scope to her eye once again

"Oh shit" she breathed out, Felix followed her gaze and felt dread seeping into him as he caught sight of the many-limbed monster circling above them and realised that even if Olivine and Ether were recalled they would struggle to fight this foe

"Pantheon" he murmured, as though they had heard him the sentient Grimm let out a primal roar and prepared to dive.

And then the sky exploded around them.

"They're still alive!" Onyx snarled furiously as he watched Pantheon burst fee of the flames that had engulfed them with a single almighty flap of their powerful wings.

"Fire again" Carcharodon rasped, deep festering rage and hatred seeping into every syllable despite his attempt at detached calmness; the effect serving only to make him more terrifying.

Onyx's experimentation had been successful to some degree despite towering Faunus's inexperience with more advanced technology and computerised systems; he had learned well from working alongside Corvid, Eagle and even Antonia Arc and the Professors at Halo Academy and the AI that operated the Nemesis Kharybdis, initially intended to allow the ship to sail autonomously had been routed to Team GORE's Bull-head.

The intelligence functioned in a limited capacity, only operating the weapons remotely leaving the ship unable to reposition itself or raise anchor and its' targeting systems worked noticeably slower as information was transferred between the ship and the Bull-head; though it had been used to great effect against the Grimm that had attacked New Vale, with the trio of Faunus using the transport they were currently inside as a beacon of sorts whilst the Nemesis Kharybdis unleashed streams of missiles and laser-fire. Once they had turned their attention to where the airship had fallen Carcharodon had ordered the ships' primary weapon, its' gargantuan rail-gun to be fired and the shot had crossed a vast portion of the city to explode within mere feet of Pantheon; threading between buildings with inhuman precision and terrifyingly little clearance.

"Unable to comply. Clear trajectory unavailable" the synthetic and computerised voice of the AI delivered the news with toneless finality and Carcharodon's pitch black eyes narrowed as he glared between Onyx and Hellion, who had taken Raffia's place in the gunners' seat silently demanding an explanation.

"We can't make the shot, there are buildings in the way" Hellion answered bitterly "Being able to fire remotely doesn't help us shoot across a city….Switching to our own guns"

"No" Carcharodon snarled "Onyx, get after them….I'll handle this myself" without waiting for an answer the Shark Faunus activated his Semblance and his body melted into its' viscous, liquid form; slithering and seeping through the minute spaces between bolts and rivets as he made his way out of the Bull-head, reappearing and reforming atop the transport in a crouch with hand gripping tightly onto the panelling whilst the wing howled around him.

"PANTHEON!" against all odds the Grimm seemed to hear him over the sound of the crafts' engines and wheeled around in the air air to face him, Carcharodon bared his fangs and readied the Red Waves as the two of them locked eyes; in truth he had desperately hoped that the Chimera, the abomination who had slain Raffia would be the one to lead this attack though Team GORE's ongoing, if one sided feud with Pantheon had never been forgotten and the Shark Faunus allowed everything to simply fade away until there was only one simple and undeniable reality left to focus on.

One of Salem's generals would die today.

With a wordless roar he sprinted across the hull of the Bull-head and leapt into the air, arms wide as he prepared to unleash a pair of slashes that would cleave Pantheon's head from from their body, certain that even they would struggle to recover from such a blow. Pantheon however made it clear that they would not be bested so easily as they hurtled backwards and out of the Faunus's grasp before retaliating by hurling their living trident at him; Carcharodon acted on instinct, his Semblance coming into effect once again and allowing Flesh-Seeker to pierce through his torso and emerge from his back without harming him or loosing any of its' momentum, turning in the air however Carcharodon saw that he had not been as lucky as he had hoped and that the living weapon had burst through the cockpit of the Bull-head which was now surging towards him.

His Semblance saved his life yet again and an instant later Carcharodon was back inside the Bull-head.

Alarms screamed their warnings as the sound of rushing air deafened the Faunus to all else; Onyx desperately struggling with the controls of the now spiralling craft whilst Hellion quickly recovered and readied her knives as she prepared to fend off Flesh-Seeker whose body had cracked and segmented to reveal dozens of pair of legs with which it scuttled across the walls and ceiling, lashing and stabbing at Team GORE. Dragging himself to his feet Carcharodon leapt forward and pounced on Pantheon's prized trident, his liquid body protecting him from a dozen stabbing attacks as he pinned the beast down with one hand before dragging one of his arm mounted blades through a gap in its' armoured carapace below its' head, slashing through soft Grimm tissue and decapitating Flesh-Seeker entirely, the living trident disintegrating into nothingness a moment later.

"HOLD ONTO SOMETHING!" Onyx warned loudly and both Hellion and Carcharodon hastily moved to follow his advice, the Dragonfly Faunus covering Marauder with her own body as the Puma Faunus brought their Bull-head into an emergency landing that was little more than a controlled crash, landing skids being ripped away entirely and metallic screeching filling the air as the craft came to a halt in the ruins of Old Vale, not too far from where Halo Academies' grounded campus stood.

"Pantheon's still out there!" Carcharodon snapped, taking no pleasure from the meagre victory of killing Flesh-Seeker and kicking what little remained of the cockpits' wind-shield away as he leapt out and scanned the skies above them for any sign of his quarry.

Pantheon however had abandoned the fight and Carcharodon was left to let out a furious roar as he realised that vengeance had eluded him.

Hours had passed since Salem had felt the psychic backlash of countless Grimm dying subside and the chorus of terror and despair that monsters had been drawn to fade into a dull buzz of panic which hung in the air, giving it a feeling like that which preceded a thunderstorm.

Her plans moved closer to their eventual fruition and a dangerous smile formed on the Queen of Grimm's throne as she looked down from her throne to her loyal followers; both Pantheon and Yang having a palpable loathing for one another as the two knelt before her throne

"What news Pantheon?" Salem enquired thoughtfully, draping one leg across the other as she made herself comfortable in her throne, her face the picture of satisfaction; the monstrous sentient Grimm whom she realised was missing their trident glanced up at her, their folded wings rustling as they spoke.

"A Spawning Pit was destroyed to raise a suitable force as you commanded my Queen, the city still stands but the airship carrying students was stopped" all of six of Pantheon's eyes flashed in apparent anger for Yang interrupted, the Chimera's tone condescending in the extreme

"No casualties; they're already calling your failed attack a victory for themselves" she shook her head in disgust before bowing reverently before Salem once again "Flights in and out of the city have been cancelled for at least the next two days" Salem's smile merely widened at this.

"No my child, flights have been cancelled permanently….Killing the students was never the true intention, I only needed them to be kept from leaving" her eyes flashed dangerously "Observe"

Salem's fingers clenched the arms of her throne and writhing tentacles burst from its' bony surface, fusing her to the dais and allowing her to directly control vast portions of the Grimm Hive mind which she held under her sway; whilst her disciples may have believed that she had manipulated time as it related to her new domain so that she might simply spawn more Grimm faster she had a far greater goal in mind, the thick matting and tendrils that her Botfly and Maggot Grimm had left in their wake had spread all throughout the city, growing like a monstrous and insidious rot beneath New Vale's capital that reached out to every corner of its' defences to form a vast ring of proto-Spawning Pits which encircled the perimeter wall. The Queen of the Grimm sent her mind travelling out in all directions at once, reaching out to each of those masses of living darkness; crossing through the distance along the mass of twisted tendrils through which she poured more of her own power into them as she delivered the same primal and base imperative to them all.

Grow.

Her victory was announced by seismic activity and within moments New Vale's perimeter wall simply ceased to exist as monolithic spires of bony carapace erupted from the ground. Defences were uprooted and entire detachments worth of mechanised and automated war-gear was utterly destroyed whilst Hunters and soldiers alike were sent scurrying and fleeing in all directions to escape the devastation as each and every thoroughfare out of New Vale by either land or sea was cut off by towers of jagged bone that continued to grow until finally they rivalled the size of even the enormous Hive-Towers themselves and began to curve inwards to give the city the appearance of being crushed within the grasp of some monstrous and titanic claw.

Salem sagged in her throne, her breathing harsh and ragged as the strain of channelling so much of the arcane power of the Wizard at once took its' toll on her; each of the spires she had raised up was no mere bone spike and beneath carapace armour that was easily a dozen meters thick there lay a Spawning Pit made of artificially aged primordial Grimm matter than even now was beginning to crack through the exterior of each spikes' jagged precipice and coalesce into more Creatures of Grimm, monstrous sentinel to ensure that escape by air remained just as impossible as by land or sea.

"It's done" Salem whispered, her voice hoarse and cracking as she slipped into a trance like state to recover her strength; her last conscious thoughts being of pure satisfaction tinged with hungry eagerness.

The first Kingdom was now literally within her grasp and soon she would be able to cast it into the darkness entirely.

Authors Notes:

Two chapters in and the fuckery has already started ladies and gents.
Come on, let's be honest….in any other volume what just happened here would be end game stuff but here it's just set up.
…..So how nuts do you think Vol.11 is gonna be?
Also, don't worry we'll get more Arctus and Diamond next chapter….the thing with the being in alternate universes that are actually years apart from each other is that you don't have to have them line up perfectly.
On a related note, little spoiler….Squish isn't the only character that we're gonna be seeing return from the dead.

That being said, let's summarise shall we?
We haven't seen Salem since the end of Vol.10 and yes that's only a few days but since she has time bending powers that's enough time to do a lot of work.
Also yeah there's a lot more Grimm under the city now.
That discord in the city is ongoing, as you'd expect and Yang Branwen is totally using it to her advantage.
Yang and Pantheon still don't like each other.
So Yang's been having pains since she ate the guy with a regenerative Semblance; note that down.
Yes that pun is terrible, Yang Branwen is no Yang Xiao Long okay….Also Yang Branwen is funny if she thinks this Ruby will be as easy to beat.
And that's why Salem wanted her attacks to coincide with the Tournament, she wanted to take out the best of the next generation of Hunters all in one go.
Notice how she keeps phrasing it as casting the Kingdom into oblivion….don't think this is gonna be a straight up invasion this time.
Team GORE have remote access to their ships guns now.
None of Team GORE are really coping.
But Corvid got that rough fucking though, some Grade A dick from toe-beans.
…..And then I stabbed you in the feels, never thought you'd be sad about a pirate hat did ya?
So Hellion can sense 'Something' note that down as well.
Team GRAY aren't characters that have real weight to them so I wanted any emotion in this scene to be more related to what it represents; because this is the point where nobody can pretend things are normal any more.
Also yeah Diamond turned up, but she's not exactly doing great.
It took me far longer than it should have to decide what the giant monster Grimm was gonna be for this chapter; I debated the whale Salem rode in on at the end of Vol.7 but honestly it doesn't fit; the I thought…..Dinosaurs had feathers, the Teryx are Archaeopteryx/Raptors and there Alpha Beowolves, Ursa Major, Queen Lancers. I've already made a T-Rex/Godzilla Grimm so why not make a flying, feathered T-Rex….and thus the Teryx Rex was born.
Also yeah, hollow bones and feathers.
Nickel will always be a moody teenager and I genuinely considered her quoting the "Get the fuck out of my room I'm playing mine-craft" meme.
"Oh for Grapes' sake" Hello there DC Comics.
Nickel is two for two on nice saves and gets no appreciation.
Oh she punched a hole through its' neck and traps, those shoulders and wings were gonna give out any second before she finished it off.
Yeah sorry Ruby's got her limits and as OP as she is, she isn't the main character of this story.
Yeah Helios takes point for Team NEON but between the two of them Felix is the better choice.
It is literally the initiation but cranked up to eleven.
"On your left!"….Make all the Captain America jokes you want, because trust me I considered having him use the shield.
Nope, no Silver Eyed bullshit ex-machina today.
The gravity warp from Helios came in clutch….although I've gotta point out Felix didn't even need to go Balrog, never mind Ultimate Balrog to win.
But surely you knew Team GRAY were gonna pull a bullshit intervention like that out of the bag.
"Nyanza's got a point y'know, breathing this in can't be good for us" callback.
Nope, Pantheon doesn't take take an eye out of the other Xiao Long kid today.
Yeah the Nemesis Kharybdis has the range but you can't really aim through a city without doing daft amounts of collateral damage, which they're trying to avoid.
Carcharodon really thought he was gonna have a one on one with a monster that can fly while they were in the air.
Also Pantheon was dirty for that and you know it, throwing Flesh-Seeker through the cockpit of a Bull-head that then crashed into Car in mid-air.
So Flesh-Seeker is gone and Team GORE's Bull-head is definitely fixable….but damn Car is pissed.
"Observe" like a classy mother-fucker.
And this is the first real step of Salem's plans; she has effectively sealed off New Vale's Capital and laid siege to it by destroying all of the defences that kept Grimm out and replacing them with giant spiky vertical Spawning Pits to keep the people in, the network of Spawning Pits from her old lair to the city were initially so that she could channel her power through them and do this remotely; she doesn't need to now….the real question is, what's the big play from here if not an invasion?
Also yeah, she's basically in a fugue state after that, because that kind of power takes some cool down.

Thank you to SumoSnipe and Funlander for their reviews on the last chapter.
How Corey and Nickel will manage to not kill each other is a mystery to even them.
Gotta love Starship Troopers.
Adam 2's world is like Shakespeare, it can only truly be experienced in the original Klingon.
Nope, definitely wasn't PG 13 and if I went into any more detail it would have been straight up porn because those two fuck like weasels.
Don't worry, we'll see more Squish next chapter.

As always thank you to everyone that reads this, with a special thanks to those of you that follow, favourite and review