'First the outfit, and now this…?' Blake sighed, burying her head in her hands as Weiss laid back on the table. The heiress lifted her dress, exposing herself to a rapidly reddening Olivia. She was undoubtedly trying to prove herself to the faunus in some ill thought out way. 'You don't need to be like everyone else to catch her interest, Weiss.'

"Oh… um… wow…" Ruby stammered next to her, pulling Blake from her stupor. "Do you think that's what she meant by 'losing'? I never took Weiss for the partying type."

Blake hesitated, uncertain of Ruby's capabilities when it came to keeping a secret. One hint towards Weiss's feelings and the younger girl might give it away, though it would certainly be unintentional.

'Then again, I thought the same about Nora and she's managed to surprise me… She's so close to Olivia, too. Could Ruby do the same?'

Blake considered it for a few moments and eventually discarded the idea. The less people that knew, the better. It was a secret that had the potential to regress their teams cohesion, a result that none of them wanted at the end of the day.

"I think Weiss is just trying to learn how to empathize with Olivia more. Spend some time in her shoes, you know? They've come a long way since Initiation."

"Tell me about it," Ruby let her head roll back, voice dripping with fatigue. "It was all I could do just to keep the two of them away from each other's throats during our first week."

Blake smiled, "You did really well, all things considered. I don't think I would have been able to empathize with Weiss as easily as you did. Our team really might have fallen apart if it weren't for you being chosen as the leader."

Ruby blushed, waving a hand in disagreement, "I didn't do much. I didn't even really know what to do except tell Weiss to wait and see. That Olivia would get better. I wasn't even sure that was true… it's just what I hoped would happen."

Blake shrugged, "Sometimes all you need is a little bit of hope."

"That's true. What about you, Blake? What do you hope for?" Ruby leaned forward, curiosity ignited. "What do you want to do once we graduate?"

Blake leaned back, coughing to clear her throat. "A-after graduation? Well, I-uh… want to make the world a better place. For everyone."

Ruby nodded happily, "Me too! The Grimm won't stand a chance against all of us!"

"All of us?" Blake paused in surprise, "You want to stick together after we graduate?"

"Of course! That's what teams are for, right? I don't know what the other two want, but whatever it is, we'll do it together!"

'What do they want? From the sounds of it, Weiss might end up trying to fix the SDC for the better. Olivia…?' Blake made a small 'hmm' in her throat, lost to the overpowering music surrounding them. 'It would be nice to have them around, but… I doubt the faunus are going to be very accepting of a Schnee. Maybe with Olivia's help…? But who even knows what she really wants…'

"It's a nice thought, Ruby. I don't know how well it would work out in practice, though. Not many teams stick together after graduating. Most go off and do their own thing, whatever that might be."

Ruby scoffed, "Sure, other teams might, but we're Team Rainbow! You can't separate a rainbow!"

"Actually, if you have different-"

"Ssshhhh," Ruby whispered, forcing Blake's lips shut with a finger. "No science. Only friendship."

Blake smirked, speaking past Ruby's finger, "As you wish, fearless leader." The finger was pulled away as Blake turned her head, glancing over towards the bar where Olivia and Weiss were now headed. Ruby hadn't drank much yet, but Blake could already tell she was starting to loosen up, losing her prior reservations due to the crowds.

"Did you want to get another…"

Blake's words died on her lips. The hairs on the back of her neck stood up. Slowly, she glanced across the room at the other occupants. Even without Olivia's sixth sense, she could tell when someone was watching her.

"...Drink?" Ruby filled in, confused by Blake's sudden shift in attention. Her eyes followed along with, tracing back and forth across the room without knowing what she was looking for.

A flash of red hair and a swinging door caught in Blake's periphery. Her stomach dropped. 'Adam…? Oh… Oh no…' He'd seen Ruby, at the very least. Seen both of them. 'What should I do?' None of them had their weapons, but Olivia was a good enough fighter without them. 'Should I tell her?' The spider faunus was currently sitting next to Weiss, the two of them sharing drinks. 'She's already had quite a few tonight. I doubt she'd be at her best, but...'

But if Blake brought any of her friends, only to get them killed…?

"Ruby, w-wait here." Blake demanded, trying to force herself to sound calm and failing. Her heart beat rapidly in her chest, drowning out the music that blasted above. She could feel her pulse in her own ears, both sets now on high alert as she got up from the table and weaved her way through the crowd. Despite the heat, her body was already covered in a cold sweat.

"Blake? Wait!"

Blake heard the younger girl's chair scrape back and rounded on her, trying to put as much ferocity in her voice as possible. "Stay here, Ruby!"

Ruby's eyes widened in surprise, and she shrank back away from Blake while raising a hand defensively. Her face dropped in hurt and confusion, the fear that she'd done something wrong reflected in her eyes.

'I'm sorry…' Blake couldn't wait to make sure her demands were followed. She turned and hurried towards the door. If Adam was leaving, then she needed to… to…

'What? Catch up with him? Have a heart to heart? You're defenseless!'

'I have my semblance, and my scroll to call my locker…'

'What then!? You know you can't beat him in a fight!'

'He agreed to leave Weiss alone… Maybe that will extend to me once he knows I'm on Olivia's team, too...?'

Blake slowly stepped through the building's side door and out into the darkened alleyway, only the shred of a plan in mind. Adam was a monster, no longer the man she'd fallen for so long ago. If he wanted retribution against her for leaving the White Fang… 'I have to make sure my team doesn't get caught in the crossfire. It was my mistake to join the White Fang, not theirs.'

Feline eyes glowed in the low light. Turning to look both ways, Blake could see neither hide nor hair of her past leader. The alleyway was filled with refuse and debris, empty crates stacked along the wall and a pair of dumpsters across. Among the objects that occupied the space, Adam was nowhere to be seen.

"Adam…?" She couldn't quite keep the fear out of her voice, cupping a hand against the side of her mouth in hopes that her whisper would carry.

Despite that, no pointed mane of red hair met her eyes. Blake frowned, 'Would he really just leave after finding me?' Just to be safe, she brought a hand up towards her head, fingers grasping one end of her bow and ready to free her ears so that she might hear more easily.

Blake was beginning to pull her bow loose when the door behind her slammed open, startling her into spinning around with hands raised, ready to defend herself. Wide amber eyes stared into worried silver as Ruby was revealed, squinting in her struggles to see due to the low light of the alleyway.

"Blake? What are you doing out here?"

"Ruby! I said to-"

The sound of a sword being quickly unsheathed was the only warning that Blake had. She dove towards her leader, throwing her body between Ruby and the sound she'd heard. A sound she was far too familiar with. In the same instant, a red arc of energy brightened the alleyway. Ruby's panicked eyes were lit red, her arms reaching to catch Blake. The faunus slammed into her, knocking them both to the ground while a searing pain ignited across her back.

"Blake! Blake are you-" Ruby's frantic words cut off as her hands discovered the liquid quickly spreading across Blake's back.

"Blake…?"

Blake grit her teeth, feeling the heat of her own blood soaking into her clothes. She rolled off Ruby and let out a pained whimper as she pulled herself into a crouch, one hand and knee against the pavement to steady herself while her body trembled. Her eyes finally found Adam, a smirk on his face and his sword resting in a loose grip. He'd been hiding behind one of the dumpsters, waiting for a moment of distraction to strike.

"Ruby… you need to run." The door had closed behind her, and though Adam appeared relaxed, Blake knew well that he would strike faster than Ruby could open it. "Use your semblance and get out of here. Don't… Don't worry about me…" She panted, her breaths coming out ragged. Adam had managed to slice through her aura with his attack, but it wasn't depleted entirely. Once Ruby was safe, Blake wouldn't have to worry about defending her as she had before. She'd be free to use her semblance, and hopefully escape as well.

"I won't leave you, Blake!" Ruby argued, rising to her feet and stepping in front of her teammate. Ruby extended a hand out, shielding Blake with her own body while glaring at the unknown man. "Y-You don't know who you're messing with! I'm a student at Beacon, and I'll… I'll hurt you if you take another step closer!"

"No, Ruby…" Blake reached up to grab the younger girl's hand and tried to pull her back, away from danger. "You have to run! Now! H-He's… He's stronger than either of us. He cut right through my aura!"

Ruby's body shook, and her fingers squeezed Blake's in return. She glanced back, the fear clear in her teary eyes, "W-what kind of leader would that make me...?"

An incredulous laugh echoed through the alleyway as Adam stepped closer, now only a dozen feet away. He eyed Ruby up and down with a look of pure disdain, then finally glanced past to Blake. Though she tried to be brave for her friend's sake, Blake couldn't stop herself from shrinking behind her teammate, avoiding the eyes beneath that mask that she both loathed... and feared...

"This is what you left me for, Blake?" Adam scoffed. "You could have dodged that easily enough, even without your semblance. You chose to protect this pitiful human instead… My, how you've fallen..."

"I s-said stay back!" Ruby cried out, shuffling to protect Blake further. "I'm warning you…!"

Adam glared, shifting into an attacking stance. His eyes were locked with Ruby's, a fierce stare with no pity for what he was about to do.

"No!" Blake's back seared with pain as she stood, shoving Ruby behind herself to stand with arms outstretched. "Adam, don't." She needed something to keep him at bay, anything to make him believe they weren't worth the trouble.

"I-if you hurt us, she won't be happy about it! She'll… she'll kill you!"

The alleyway was silent if not for the music. Everyone remained still. Ruby was confused. Blake trembled, hoping her ploy would work. Adam continued to glare, considering the two in front of him.

After a few moments, he sighed, the tension finally dissipating as his sword was resheathed. One hand remained on the hilt.

"I suppose you're right," he muttered angrily.

Blake let out a shaky breath, attempting to firm her resolve. She wanted nothing more than to leave, to escape his presence once more and return to the relative safety of the crowd. It wasn't like him to visit bars or clubs in his free time, though. If he was here of all places, there had to be a reason. "What are you doing here, Adam? Are the White Fang planning an attack?" Her eyes narrowed, deciding to take her chances, "Weiss Schnee is inside. If you think attacking me will make her angry…"

Ruby gasped, "That's where I've seen those masks before! You're part of the White Fang!" She struggled to push past Blake, but the older girl wouldn't allow it, even with her injury. "I won't let you hurt Weiss!"

"Shut your mouth, human," Adam scowled, fingers tightening on his hilt. "If I wanted to kill the Schnee, there isn't a damn thing you could do to stop me." His eyes flickered to the bow wrapped around feline ears, a devilish smirk crossing his lips. "Just ask Blake. She-"

"Adam!"

Adam's smirk widened, "She went on plenty of missions with me during her time in the White Fang."

The conversation fell into silence once more. Adam stood with a smug grin, watching the fear spread across Blake's face. Ruby looked between them in confusion, doubt wrinkling her brow.

"But Blake isn't…" Ruby trailed off, eyes looking to Blake for answers.

With a sense of uneasy resolve, Blake slowly raised a hand to the already loosened bow atop her head. Fingers shakily grasping one end, she pulled, letting her arm fall down to her side as the bow unravelled and her ears were revealed. They immediately lowered against her head, shame and fear mixing together while waiting for Ruby to denounce their friendship. As a previous member of the White Fang, it was only expected that a human would find her revolt-

"They're… so cute…" Ruby spoke breathlessly, words only caught by Blake over the pounding music thanks to her heightened sense of hearing. Ears perking in surprise, she stared at her leader with wide eyes, pure shock painted across her features.

Ruby blushed, avoiding Blake's gaze and reverting back to Adam, "I m-mean, so what if Blake was with the White Fang? She isn't any more!" Her eyes went back to Blake, voice dripping with uncertainty, "You… you aren't, are you…?"

"No." Blake turned back to Adam, a seed of warmth building in her chest after Ruby's show of acceptance. She didn't care that Blake was a faunus, only that she'd changed for the better. "I'm not with them anymore. They became too violent. Now… they're just a gang of murderers and thugs."

Adam glowered, "We're doing what's necessary for the faunus, Blake. The humans look down on us. They don't consider us equals!"

"Killing people won't change that! Fear isn't respect, Adam!"

"The end result is the same."

Blake grimaced. They'd had this argument many times before, though in less heated circumstances. 'I'm letting him distract me. We still need to know why he's here. If not for Weiss, then what?'

"And how are you planning on 'inspiring fear' this time?"

Adam continued to glare, though he let out an amused chuckle that didn't change his features. "If you've been watching the news, you'd know the White Fang has been upping its endeavors over the last month. Robbing stores and burning down shops is beneath us. We've moved past that. Even with everything we accomplished in the past few years, we weren't truly respected. The police considered us a nuisance, and humans thought they could get away with being racist as long as they didn't harass the wrong faunus."

A distant buzz caught Blake's ears, a steady hum that could be heard beneath the pulsating music that failed to drown out all else. Though she was hesitant to take her eyes off Adam, she couldn't help but raise them towards the skies. Twin red glows caught her attention almost immediately, lowering down past the thick clouds above. Her eyes squinted, trying to make out the distant shapes descending towards them.

Adam followed her gaze, smirking as his eyes caught on to the same shapes. "It was a stroke of luck that Widow joined our ranks. Her guidance has been truly eye opening. She's been far more helpful than you ever were."

"Are those…?" Ruby whispered in disbelief, the Bullheads becoming more distinct in their approach. The rumble of their engines could be heard more now, jets waning as they lowered themselves out of sight past the corner of the building. Without hearing them landing, Blake could only assume they were hovering in front of the large glass windows.

"Adam… What are you going to do?"

"What's best for the faunus. That's all I've ever wanted," Adam's grin became manic. He pivoted on his foot, now facing the street as if to leave. He paused for one final moment, the smallest glint of his eyes seen through the mask.

"And honestly, Blake...?"

The sound of something mechanical whirred to life.

"I'm better off without you."

Chaos erupted in a hail of gunfire.

Weiss's face was buried in her arms, shoulders shaking as she hid her tear stained face from those nearby. Once again, Olivia had left to be with someone else, someone she barely even knew. On top of that, her confession had backfired, forcing Olivia to believe she would need to distance herself from Weiss in order to protect her feelings.

'I had to open my stupid mouth…' Already, Weiss could see the effects of what she'd done. Olivia had immediately dropped the nickname, reverting to calling her by her actual name instead. Weiss wasn't completely sure why she even liked being called it. Because it was something unique to them? A name only Olivia was allowed to use that made them feel even the smallest bit closer?

'And now she's with that older woman...' Cinder was her name. Weiss glared into her elbow, not confused by Olivia's actions, but hurt all the same. Cinder was beautiful, and dressed in a way that flaunted her physique for all to see. Compared to her… 'I guess I never could have measured up…'

What if it wasn't just her name holding her back? Olivia had made offhand comments about Weiss being 'cute', and even had trouble keeping her eyes off her while in the short dress she'd chosen to wear for the party. One glance at Cinder had ruined all of Weiss's efforts, though. Was she unappealing? Not Olivia's 'type'? Was there any chance they could ever be together, or was Weiss wasting her time pining after someone that would never see her the same way?

Weiss shrivelled into her arms more tightly, wanting to block out the loud music and excited chatter that surrounded her. 'I should go back to Beacon…' She didn't want to dampen anyone else's moods at the moment. Curling up in bed actually sounded like a much nicer alternative, sleep providing a short-lived escape from the feelings currently racking through her chest, and thoughts cluttering her mind.

Weiss was about to sit up and head for the door when she felt someone sit down next to her. A male voice called out to the bartender for a couple drinks.

"Hope you don't mind. I saw this seat was open, figured you might want some company."

Weiss wasn't familiar with the voice. She sniffed, then busied herself with wiping the tears from her eyes before raising them. The words 'No, thank you' died on her lips as she realized who it was. The grey-haired upperclassman, one of Cinder's teammates.

"I… don't enjoy drinking all that much. Thank you for the offer, though."

"Pity," he raised an eyebrow along with a glass, taking a short drink before continuing, "Guess I can't really be too shocked to hear that though, coming from a Schnee. I'm Mercury, by the way." He held his other hand out, waiting a few moments for Weiss to accept the handshake offered.

"Weiss Schnee."

Mercury grinned, "So, what's got you so down in the dumps, Weiss Schnee?"

Weiss's eyes fell to the counter. Normally, her temper might have flared while being thrust into a situation such as this. However, she didn't have the energy for it. Her chest felt like it had collapsed inward, leaving a hole in its place that couldn't be filled.

Even so, this Mercury fellow was acting far too familiar with her. Of all the things she needed right then, being hit on by some man wasn't on the list. "That really isn't any of your concern."

"Oh, c'mon now. Pretty girl like you, down on her luck? You should be thankful I was the one to swoop in instead of some other schmuck." He started swirling his drink lightly, staring at the contents in apparent thought. "Guessing things didn't go too well between you and Olivia, eh?"

Weiss narrowed her eyes. She spoke without thinking, alcohol loosening her tongue, "Things were going just fine until your leader stole her away from me."

Mercury raised an eyebrow, "Stole? That's an odd choice of words." His eyes rose to the stairs, a knowing grin slowly spreading across his face. "Oh, so that's how it is."

"How what is?" Weiss asked cautiously.

"You like her."

Weiss froze, heart fluttering warily in her chest. "Th-that's preposterous. I… I wouldn't-"

Mercury laughed, holding a hand up to stave off Weiss's protests. She waited angrily, expecting the volume of his laughter to dissipate. Instead, it only grew by the moment, a booming laugh that left him gasping for air by the end of it.

"What's so funny!?"

Mercury's hand was still raised to ward off Weiss's questions. He waved it nonchalantly, taking deep breaths and devolving into further laughing fits before finally regaining control. "Oh, oh man. If only…" He shook his head, wiping fake tears from his eyes and taking a long drink. "That's the best joke I've heard in my life."

Weiss crossed her arms, fuming silently and turning away to ignore the older huntsman. "We're done here."

"Oh, don't be like that! I didn't mean anything by it!" Mercury protested, leaning closer. "Listen. Why don't I make it up to you?"

"I don't want anything you could offer."

"Not even a little peace of mind?"

Weiss paused in her rebuttal, turning only enough to see Mercury in her periphery. "I doubt you're capable of that."

"Hey, I'm capable of a lot of things~" Mercury teased, "But, in your case… You must think they went upstairs to have a bit of fun, don't you?"

"Why else would she…" Weiss spoke dejectedly, trailing off before regaining a modicum of composure, "That's what the rooms are for."

"Usually, sure. Cinder just wanted a quiet place to talk with your friend though."

Weiss frowned, figuring Mercury for a liar. However, a small spark of hope lit in her chest that she couldn't quite force down. "...Why would they do that? I… I know what Olivia is like. You've barely met her. Someone like Cinder… She'd jump on the opportunity to be with a woman like that."

Mercury nodded, "That might be the case. It takes two to tango, though. Cinder told me before she left that she just wanted to talk."

"Right… talk," Weiss slumped, chin falling onto her arm.

"No, not like that," Mercury snorted, catching Weiss's eye and offering up a surprisingly comforting smile, "I promise there's nothing going on between them, for now at least. Olivia might be the type, but Cinder certainly isn't. Trust me. If all it took was a nice body and a willingness to please, my teammate would've been all over her long since."

Mercury pointed over his shoulder with a thumb, drawing Weiss's attention to one of the other girls on his team. The green-haired one sat in a slump at their reserved table, staring off towards the stairs with a worried look in her eyes.

"She…?"

"Has a much lower chance of getting with Cinder than you probably have with Olivia."

Weiss bit her lip, eyes staring longingly up the stairs. Could it be true? Cinder had appeared just as eager to head upstairs as Olivia, but had it really been for a different reason? Were they really… just talking?

Mercury shrugged, seeing the doubt remaining in Weiss's eyes, "Hey, ask Olivia yourself when she..."

Mercury's eyes widened, staring past Weiss as a murmur of unease coursed through the crowd around them. She turned to look, following his gaze to see a pair of Bullheads hovering outside the large glass windows. Weiss blinked a few times, trying to make out more details.

The miniguns beginning to spin to life beneath the Bullheads was all she needed to see before hitting the deck.

Screams erupted as the glass front shattered, bullets whipping into the crowd and unleashing sprays of blood. People ducked for cover or ran, trying to escape the storm of bullets that whizzed by, piercing through humans and faunus alike. Mercury grabbed Weiss and dragged her over the bar, several rounds impacting them both heavily as they sought real cover.

Weiss's heart beat in her chest, drowned out by the whirring hail of bullets. People continued to scream, both in fear and pain as the miniguns refused to relent.

'T-Think, Weiss! Think! People are dying out there! You have to protect them!' She didn't have her weapon though, and no Dust to speak of. Weiss panted heavily, taking her chances and peeking over the top of the bar. Bullets slammed into the countertop near her head, sending debris flying past her. 'Come on, Weiss! What… What would Olivia do!?'

The answer came to her in a brief moment of clarity. Mind racing a thousand miles a minute, she stood fully and focused on her semblance with all her might. They would need to be larger than usual, and it would be difficult to concentrate on all of them at once with so much screaming-

"There!" Weiss growled out as large white glyphs burst to life, blocking the gunfire near the end of each minigun's barrel. The bullets were stopped dead in their tracks, impacting off the glyphs with no effect. After training with Olivia, she'd managed to strengthen them enough for this at least.

Weiss's eyes darted across the room, finding the other hunters in training that had also sought cover. Fox and the Neopolitan girl stood behind Yatsu, using the larger boy's body as a shield after getting caught out completely. A glimpse of green hair showed the other missing member of team Carmine, peeking out from behind the far end of the bar. The last two that remained were Yang and Pyrrha, neither having any option whilst on the open dance floor aside from dropping low and hoping for the best. They were rising now that the gunfire was halted, pure shock and anger in their eyes.

"Get everyone out of here! I'll hold them off!" Weiss shouted as loudly as she could, trying to keep her eyes off the dozens of bodies already littering the floor. There was no time to hesitate, no time to mourn. Dozens more were still alive and in danger as long as they remained. Already, cracks were beginning to form across her glyphs, the relentless tide of gunfire testing her limits.

Many ran to the bathrooms, crowding inside until it was packed. Others ran to the side door, barreling out into the alleyway and escaping into the night. Weiss grit her teeth, focusing all her might on bolstering her glyphs' durability. The minigun barrels had begun to glow red hot. It was a test of endurance to find out which would last. Her glyphs, or the Bullheads' ammunition.

After a handful of paralyzing seconds, the crowd finally managed to disperse. Pyrrha and Yang stood in front of the bathrooms, holding a defensive stance and warily watching the struggle taking place. Older students ushered out the final stragglers into the alleyway, while Yatsu and Fox ran back and forth to those that were injured, helping them to the door as well.

The miniguns suddenly ceased firing, barrels spinning to a stop. Weiss shook from the effort, keeping her glyphs in place in case the Bullheads weren't finished. Instead of opening fire once more though, their jets quelled and they descended heavily to the paved street.

"Wait… are those…?" Mercury spoke quietly from nearby, staring as dozens of masked individuals jumped out of the Bullheads. They wielded swords and guns alike, armed to the teeth and ready to continue the fight now that their advantage had been negated.

"The White Fang," Weiss glared, creating a glyph in front of herself as gunfire rattled off, the terrorists taking no time in renewing their attack. Those armed with swords charged in through the shattered window, jumping over the jagged shards and past the first corpses lying bloodied on the floor.

"Weiss! Cover us!" Yang shouted, drawing her attention. "Get us in close!"

Sweat beaded Weiss's forehead as she complied. More glyphs shimmered into being, sporadically placed across the room so that they could close in and retaliate. Pyrrha and Yang immediately took the opportunity provided, dodging and weaving between glyphs to draw nearer their attackers. They were quickly joined by Yatsu and Fox, both expertly evading the gunfire that aimed to catch them between sudden bursts.

"Give me a couple, would ya?" Mercury asked. He dove out of cover as Weiss complied, taking shelter behind a glyph and waiting for a group of terrorists to close in.

Weiss didn't like their odds. Unarmed and outnumbered, with only Yang in particular trained to fight with her fists…

'Olivia, where are you…?'

Weiss's prayers were immediately answered, though not by who she'd expected.

The building rumbled as the ceiling above them exploded downward, a plume of dust and debris obscuring sight and sending each group reeling back in surprise. Everyone waited with baited breath, wondering what new development was about to transpire. A sporadic red light illuminated the space above. Flames appeared, coursing from Cinder's hands as she gracefully descended.

'What…? How?' Weiss stared in confusion, seeing Cinder expelling so much fire without any visible source. Cinder glared at the White Fang imperiously, hovering in place while looking down upon them.

A commanding voice from the street shouted out loudly, breaking the confusion, "What are you waiting for!? Fire!"

The single call to action ignited the courage back within the faltering terrorists. They cried out, raising their weapons to fire at Cinder while the hunters moved back into action as well. Mercury darted forward, kicking the sneer off a terrorist's face before he could swing the sword in his hands. Yang rushed out from cover, catching another on the chin with a right hook while he was busy aiming up at Cinder.

Dozens of guns rattled off, most aimed up at the young huntress floating above them. Sparks flew. Weiss was struggling to focus on summoning another glyph in order to protect Cinder when she noticed no flashes of aura across her body. Instead, the sparks themselves appeared to be from the bullets, a wall of heat disintegrating each before they impacted.

Cinder swept her arm in a long arc across the gathered terrorists, a torrent of flame following in its wake that pressed them back, forcing the faunus to relent on firing their own weapons and defend themselves from the heat. The floor blackened, glass melted, and fear was incited among those now trapped inside with numerous hunters.

The rest didn't let up in their attacks. Though Yang was clearly the best with her fists, Mercury was keeping up just as easily by attacking with his legs. The less trained faunus struggled, flailing their swords only to be deflected or absorbed by aura. Fox and Yatsu fought as well, barreling through the terrorists with both skill, and brute force.

Though Cinder's flames licked high across where the window was previously, Weiss could see the White Fang still gathered outside. Guns rattled off once more, firing through the flames in a desperate attempt to help their comrades inside. With an angry shout, Cinder propelled herself outside to continue her onslaught and protect those within, keeping the main body of terrorists focused on her instead.

Weiss breathed a weary sigh. She was glad to see the situation had been turned around in their favor, but even so, there were already so many people injured, so many dead. She'd been too late with her glyphs… If only-

"Screw Widow's rules," a voice growled out behind her.

Weiss didn't have any time to react as she was knocked to the ground, a heavy weight landing on top of her and something compressing around her neck. 'What's happening!?' She flailed upward, hands impacting someone invisible and revealing the silhouette of their shape with each blow. The shimmering mass was distinctly humanoid and male in stature, a semblance or faunus trait of some sort camouflaging them in order to attack her by surprise.

"That race traitor bitch thought she could keep you safe. Ha! She's nothing special! Nowhere to be seen while I kill you," the man laughed excitedly, tightening his grasp even further. "Finally! I've been waiting for this ever since I saw you in that cafe. Adam will be proud. He's strong. He'll protect me from Lotus!

Weiss had no time to question anything. She raised her hands, trying to pry the man's fingers free, but to no avail. They gripped tightly, choking off her air supply, suffocating the oxygen and blood from her system. She tried to thrash, to get free, to stand and get anyone's attention to her current plight. The man's body was too heavy, keeping her pinned to the floor and out of sight behind the bar.

Terror surged in Weiss's chest. If she didn't do something fast, she was going to die.

'No! I can't… I won't!'

Her entire body felt tight, muscles constricting and veins popping while she fought to breath.

'G-Get off me!'

The world itself began to fade. Her hands scrambled across the ground, searching for anything to use to defend herself. They came up empty. There was nothing. Just her and her attacker, killing her slowly.

'I don't want to die!'

Vision dimmed to black and sound waned. Her body grew numb, one hand now raised in a silent plea for help. Tears streamed down her face.

'Please… anyone… I don't... want to...'

The pressure around Weiss's throat vanished along with the weight across her chest. She coughed out, turning on her side and retching while her airways struggled to inhale. She convulsed, pulling into a fetal position while she rode out the pain. Her entire body felt sore, tensed to the extreme while struggling for so long against her attacker.

Sound slowly returned along with sight, and the thick hands from before were replaced by ones far more delicate.

"Weiss! Weiss!? Are you okay!?"

Weiss blinked back her tears, blurry vision subsiding to reveal Olivia next to her. The girl's face was strained, a look of panic across her features that Weiss had never seen so clearly before. She tried to speak and say she was alright, that she would be fine now that Olivia was by her side. Weiss could only cough instead, incapable of verbally comforting her anxious teammate's fears. Instead she lifted her hand, raising one thumb to signal she would be alright.

"I should have come down here faster, I'm so stupid!" Olivia breathed in relief, wrapping her arms around Weiss and pulling her into a surprise hug, "We heard everything happening downstairs and then Cinder just blew a hole through the ceiling-" she pulled away, hand going to Weiss's chin to lift it and check the damage left by the terrorist, "I'm just glad I got here in time…"

It was while Olivia was turning Weiss's head to the side that she finally spotted the White Fang member that had attacked her. Eyes widening, she tensed up all over again while Olivia continued to check her for injuries.

'D-did… Did she…?'

The man's face was contorted, his mouth and eyes wide open in a silent scream he would never voice.

Blood covered the floor, leaking out from the gaping hole that had been punched through his chest. Olivia had… She'd...

'She killed him…'

Steel struck steel as Qrow deflected another blow, mind torn between trying to flee and protect the Maiden, or capture the assailant he was currently defending himself from. Widow was strong, and faster than he'd anticipated. She fought with relentless speed and dexterity, forcing him to defend himself from the ferocious attacks that threatened to slip past his guard.

Widow smirked as one attack did manage to slip by, cutting a long line across the aura on his arm. "It might be best if you paid attention? Otherwise you'll be bleeding out long before I can get my hands on your precious students~"

Qrow swung outwards, pressing Widow back and following it up with a few more attacks of his own. She parried deftly each time, catching his blade with the ridges in her daggers in order to turn his strikes aside at the last moment. Deep gouges were carved into the rooftop from previous blows, rubble strewn about. The screams and gunfire continued to weigh on his mind, a constant reminder that his true mission was in jeopardy.

"What's your plan?" Qrow growled out, finally managing to land a solid blow against Widow's defense that knocked her backwards and into the opposite wall. She remained on her feet, still smug, but with a wary stance. "You can't take the powers for yourself, so why bother?"

"I simply do as my Mistress instructs," Widow teased, beginning to circle opposite Qrow across the rooftop. "I'm sure you'd understand, given who you work for?"

"I'll never understand people like you. Why work for Salem? She wants to kill us all! Humans and faunus!"

Widow crossed the gap in a sudden blur, twin daggers slamming into Qrow's defense and pressing back with more strength than he'd been expecting. His arms strained, keeping her at bay while she threatened to overwhelm him. A wild gleam flashed through her eyes.

"I know. Isn't that fantastic?"

Qrow was opening his mouth to retort when a shout echoed through the night, the voice of a young huntress that he would give his life for a thousand times over.

"Uncle Qrow! Help!" Ruby screamed.

Widow lashed out while his attention was torn away, kicking him in the side and sending him crashing into the rooftop's ledge. Bricks shattered and his aura flashed, but his eyes rose to search for the niece he cared so much for. She was nowhere to be seen, neither in the club, nor on the street. "Ruby!? Where are-!"

Qrow's voice cut off as he blocked Widow's follow up attack. Enraged, he threw himself into the frey, swinging Harbinger like a man possessed in order to force the woman back so that he could find his niece. "Get out of my way!"

Qrow's heart fell in his chest as Yang screamed in pain.

'No, no, no! Where are they!?'

"Yang! Ruby!?" Qrow could only call over his shoulder, hoping for a response that would tell him where they were. He needed to get to them, needed to fight off this damn woman so that he could save his nieces!

His opportunity came sooner than expected. An explosion racked the night air. Widow paused in her assault, eyes shifting to the interior of the club while once again locked in a struggle against Qrow. The faunus grinned widely, eyes catching on to Cinder as she glided down through the hole in the ceiling.

"Mission accomplished~"

Qrow growled, slashing out only for Widow to dance backwards out of range.

"So that's her? Younger than I thought she'd be," Widow grinned, eyes on Cinder as she spun a dagger in one hand. She glanced back to Qrow and winked, "It's been fun. I'm sure you'd like nothing more than to cut me down and protect your magical little friend, but…"

"Qrow! Please! There's so many! I can't-" Ruby's voice cut out with a pained gasp.

Widow smirked, calling out in a taunting tone even as Qrow spun on his heel to leave, "Have fun cleaning up my toys!"

Qrow jumped from the roof and hit the ground running, cutting down surprised White Fang members that were standing in his way. A burst of flame ignited in a long line across the front of the club, pushing even more back. Past them however, he could see a flash of golden hair inside. Yang was fighting, taking down terrorists left and right and looking no worse for wear.

'Wha…? At least she's okay!' Qrow's eyes searched for Ruby. The last place he'd seen her go was out through the side door. Was she inside now? Qrow fought those nearby, eyes darting back and forth between the White Fang and the club's interior. Ruby was nowhere to be seen.

A flood of club goers caught his attention, running from the alleyway and around the corner, in the opposite direction of the White Fang. A voice he instantly recognized followed in their wake, corralling them to safety. Qrow knocked out the man he was fighting and strode forward, hope renewed that his niece was alright.

"Go! Now that we have our weapons we can keep you safe!" Ruby rounded the corner behind them, scythe raised in a defensive stance. Her eyes caught on to Qrow's own, brightening in relief, "Uncle Qrow! You're here!"

Ruby's teammate, Blake, followed after. She had her weapon as well, though she looked far worse. Her bow was sloppily tied on, hiding the ears that Oz had long since told him about. Blake stumbled into the corner of the building, warily keeping an eye on the distracted White Fang members that were busy shielding themselves from the flames.

Qrow rushed forward, dropping Harbinger to wrap Ruby in a weary hug, "You had me so worried, kiddo! I heard you calling for me but I couldn't find you! Are you okay?"

Ruby made a small 'hrk!' sound as Qrow hugged her tightly, only able to speak after he pulled away to check her over for injuries. "I'm fine, Uncle Qrow! And what do you mean? I didn't know you were here until just now…"

"But?" Qrow frowned, knowing for a fact that it had been Ruby and Yang he'd heard calling for help. And yet, Yang had appeared to be just fine, and Ruby didn't appear to be injured in the slightest.

Maybe…?

'Damn it!' Did Widow's semblance allow her to create sounds? 'Wait, no…' Even before then, the Bullheads had approached without making any sound, and Ozpin's final words had been cut off during their call. Was she manipulating sound? Both nullifying, and creating, using it to distract him in order to escape?

'I'll have to let Oz know… At least now we'll be ready for it next time…'

"Woah…" Ruby gasped, wide eyed and looking over his shoulder. Qrow followed her gaze, seeing that Cinder had exited the club and was now laying waste to the White Fang and their Bullheads. Terrorists scrambled for cover, incapable of doing anything against the might of a full-fledged Maiden.

'Well… looks like she's a natural…' Qrow sighed, pulling away from Ruby and recovering his weapon. He spared an eye back over his shoulder, "Call the school and get a Bullhead sent down for your friend. Keep her safe until it gets here. We'll take care of the White Fang."

Qrow didn't wait for a response. Instead, he resigned himself to fulfilling his duty and protecting the citizens of Vale.

With Widow out of the picture and Cinder by his side, it really wasn't much of a fight.

"We lost so many!" Adam slammed his fist against the wall, infuriated after counting their losses. Nearly three dozen members, now either imprisoned or dead because of the stunt they'd pulled. "I thought you said this would help our cause, not cripple it!"

Adam turned to see Widow leaning against the opposite wall of the darkened alley. She smiled dotingly, pulling away to stride forward and place a delicate hand against his cheek. "It will help our cause. Make no mistake about that. Once word gets out to our fellow faunus, those that have been beaten down and subjugated by the human scum that plague this city… Once they know that we can fight back… A few dozen will seem like nothing compared to the number that join our ranks."

Adam calmed, the fingers against his cheek soothing like a mother's touch.

"You're sure about this?"

Widow smiled, leaning forward to plant a kiss against his forehead before pulling back. "Of course, dear boy…"

"You can trust me."