PART TWO


Winter launched her jet from one of Atlas Academy's hidden hangars. She counted its concealment a blessing as her launch was free of the Grimm. She contemplated the difficulty of isolating one airship amid a battlefield of hundreds. I won't let you down again, James. She thought.

No sooner had she swung the jet free of Atlas' under-towers than she spotted Weiss' summon, a lancer, a kind of rare and tropical Grimm much like the common wasp. Bravo. She's getting better. She thought with a flicker of pride before coming to her senses. She's still stupid.

Winter's duty called her to search for Penny, but she changed course to intercept her sister. Love is the death of duty. She'd heard that phrase somewhere but couldn't recall from where. She promised herself that she'd search for Penny once Weiss was safe.

On approach she realized that Weiss wasn't alone. The little girl, Ruby, who was inexplicably Weiss' team-leader, sat backwards on the lancer, sniping at Grimm in all directions. To her surprise, Penny too rode the lancer, sending pulses of green plasma from her sword-guns to finish off any Grimm that survived Ruby's initial shots.

Winter flew her jet alongside her sister's lancer. "What do you think you're doing!?" She shouted over the roar of the wind.

"We're going to get the staff!" Weiss shouted back.

"Penny, get on the ship." Winter shouted. "We're going to get the staff."

Penny turned between Winter and Ruby, conflicted.

"You barely got away from Cinder. Take your jet and leave!" Weiss yelled. "We've got this."

"Lets go together." Ruby chirped insufferably, hopping aboard Winter's jet. She then gave Penny a hand into the jet. Winter gave her sister a cold stare as she too stepped aboard. It was returned by one of defiance. Weiss never knew what was good for her, but Winter had to admit that she was glad to see her.

The group set course for the underside of Atlas, one of the many concealed hangars below the city, meant to repel attacks from the land beneath. "I'll put us into the hangar closest to the vault, we won't have far to go from there." She announced.


Oscar gave control to Ozpin, allowing the entity that shared his mind to pilot the tiny aircraft. He counted his lucky stars that he'd fallen straight into Mantle's richest district, full of Atlesians of the upper city who liked "living rough" on occasion and had rarely-used, rustic vacation homes down in Mantle. Unlike most of the lower city where the upper floors were simply the homes of other tenants, those of this area served as garages, well stocked with personal aircraft meant for a simple jaunt back up to "civilization."

Ozpin proved an ace pilot and they quickly ascended above Atlas and into the thick of the battle. Oscar would have flinched if he could control his own muscles. They whizzed past nevermore, griffons, and even Atlesian airships, dodging them all with grace.

"Over there!" Oscar alerted Ozpin to a large ship to their right where dozens of ice blasts cleared Grimm like a scythe through wheat. "She's with Ironwood." Ozpin told him. "That's his ship."

Oscar sighed. "He tried to kill me, you know."

"He won't get a second chance." Ozpin assured him.

"I don't want to kill him!" Oscar resisted.

"Lets just see what kind of welcome we get." Ozpin said. "Things might go differently with the Winter Maiden aboard."

Ozpin set an automatic course just above and just ahead of Ironwood's ship. "Time to go." He said, opening the cockpit and climbing onto the ship's roof.

Oscar fumed silently at his curse, an ancient being that shares his body, that he had no choice but to trust despite his history of lies. Once over the general's ship, they leapt down. As they fell beside the ship, Ozpin fired a shot from his cane, killing a small griffon and propelling them into the hold.

They were met by a halted blow from Harbinger. Qrow stopped mid-swing and fell against a crate of dust, utter shock on his face. "Oscar!? How the hell did you get here?" Qrow asked, astonished.

Ozpin answered for them. "We came for the Winter Maiden, but now I see she's not really here."


Jaune stood on the roof of a dockside building. "Alright, keep em coming. Don't push." He shouted, ushering the citizens to the waiting ships. "Blake, Megoliath two streets north!" He spoke to his scroll, giving the benefit of his elevated vantage point to the two warriors who fought at street level, down between the buildings.

"Got it." Blake confirmed in her scroll. "Yang, some assistance?"

Yang finished off a beowulf, a lycanthrope-like Grimm, with a swift uppercut. "On my way!" She said.

The two huntresses dashed off to the north. "Cat and Mouse?" Yang asked the scroll.

"Ugh, we definitely need a better name." Blake said. "But, yeah."

They scaled the fire-escapes on opposite sides of the street. An image of Blake fired shots and yelled from the center of the street. The megoliath, a mammoth-like Grimm, pricked up an ear and turned to investigate. On seeing its prey, it trumpeted then charged at the tiny figure on the ground. As it ran past them Blake nodded. Yang leapt the railing and pounced on the beast's neck. She peppered it with a dozen or more shells then leapt again, grabbing Blake's hand on the other side. The megoliath whirled in confusion as the target on the street disappeared. Yang detonated the shells, blowing a crater in the beast's head. In an instant it dissolved into flakes of ash. The pair high-fived. "Another one down!" Yang exclaimed.

"What have you got for us next?" Blake asked the scroll.

"We've pushed them back pretty well. Just a few beowulves coming up Center Street." Jaune announced.

"Alright." Yang said.

Jaune noticed a throng of people suddenly start pushing and yelling. "Take it easy!" He shouted. They didn't heed him. As he considered jumping down there to address things himself, he noticed a hole grow in the center of the crowd. One figure stood in the center and the people dashed away from him, desperate for cover, but were quickly cut down. Jaune squinted in confusion, not registering what chaos could be erupting below.

Just as he braced himself to leap into the empty circle he heard engines overhead and felt the blast of their hot exhaust on his hair. A shout came from above. "Keep on up here. I've got this." The unknown pilot dropped the ship off at the dock where soldiers quickly filled it with citizens. Meanwhile the pilot, a huntress dressed in scarlet and dull green with hair fairer than his rushed through the crowd to the circle where some rogue terrorized the innocent.


"What are we even doing, Nora?" Ren asked. "We have no idea where he went."

"We can't leave him, he's just a kid." Nora argued as they jogged up and down the halls of Atlas Academy near where they'd last seen Oscar. No more did they have to avoid the Atlesian guards as the halls were devoid of life. In most places red lights flashed and alarms blared, but in others the alarms had stopped and the lights began to flicker. At the odd corner they'd hear shouts and growling carried from some far off fight, but for what seemed like hours they encountered no one.

"Where would he go?" Nora asked rhetorically.

"We should be out there helping." Ren replied.

"Where would he go?" She repeated to herself, almost a whisper.

Ren sighed. "He'd probably try to reason with Ironwood to get him to let us go free. We are fugitives after all." He said.

"Brilliant!" Nora shouted. "Now we've just gotta find Ironwood."

The lights failed, leaving them in darkness.

"So we've gotten nowhere and now its dark." Ren said. "Oscar probably left on one of the civilian ships and who knows where Ironwood went. We should get out of here and go help Jaune."

"Fine." Nora said, deflated. "Lets sweep one last corner then we can head back."

They rounded a dark corner and heard nearby shouting accompanied by much louder roaring of Grimm. "Sounds like we can help right here." Nora said.

Ren nodded. The two rushed down the hall towards the sounds of fighting. Nora fired a canister from her hammer Magnhild. It burst into a ball of pink lightning, setting the walls smoldering. The embers revealed a tangled mess of taijitu, snake-like Grimm with a head at either end, that blocked the hall ahead of them. The sounds of battle raged on the other side. With mathematical precision Ren cut his way through the creatures, carving an ashen hole through the mass. Behind him Nora clubbed the creatures with the glee of a child playing pop-goes-the-weasel.

When they broke through to the other side they were welcomed by surprised gasps and familiar faces.

"Well that was unexpected." Ren said.


Salem surveyed the battlefield from her terrible mount. Her forces, Grimm of every kind followed behind her, concealed in the blizzard. Griffons and nevemores formed her cavalry, flying beside her while the ground troops were lead by the heavy megoliaths and filled out by beowulves, taijtiu, and the sabyrs who called solitas home. Before her floated the great city of Atlas, a testament to the hubris of mankind. To think that they could evade her children, what fools.

She felt surprised, an emotion she'd not felt in generations when she beheld the Atlesian military. She'd expected the most renowned military power of Remnant to make the prudent choice and fight her from their floating fortress, but no, these fools flew out in formation as if to meet her in the open sky. They only hasten their fate. Perhaps its wise. Why postpone the inevitable? She nodded to herself, taking joy at the prospect of being inevitable. I am a goddess.

Charge! She willed. The great leviathan, her monstrous mount, bellowed out a blast of sound, fearsome and unknowable like the booming of heaven's trumpets. It carried forward into the swarm of Atlesian airships jostling them with its power and knocking out both their sensors and communications. Into the Grimm it carried another command, the command to battle, to let loose all violence against the horrible creatures of the light.

The Atlesians met her charge despite flying deaf and blind. Her Grimm met their ships in a terrible clash of wings and fire. She cast black spears of darkness through their engines and delighted as they puffed into little balls of flame before falling in a spiral of black smoke. Although entertained, she soon spied a far sweeter prize.

At the far edge of the Atlesian force, a ship much larger than the rest but still smaller than even a single tooth of her leviathan emanated ice and snow. The frigid element burst from the hold in waves, destroying her children like a plague sweeping through a village. You give yourself away, Maiden.

She instructed her troops to press on against Atlas while she alone turned her leviathan against the Maiden's troublesome ship.