CREATION

A single Manticore dodged around the gunfire of an Atlesian Manta ship that was attempting to take it down. "Hold still dammit!" the pilot swore under his breath before another blast destroyed it completely.

"Huh?!" He was confused when a ship that just flew by shot it out of the sky and quickly began to make a loop around in the direction of the Kingdom.

On Atlas Academy's courtyard Ironwood stood ready for combat while Elm fired out some rockets that managed to destroy a Queen Lancer that was lingering too close to the campus.

"Excellent shot, Specialist Ederne." Ironwood nodded as she grinned while Winter stepped forward from the Academy's interior.

"Sir?" Winter noticed the newly modified weapon Ironwood carried on his person, it looked like a proper rifle, but inserted into it were both of Due Process's pistols, the black one on the back end of the gun while the white one was in the middle.

"I've taken extra precautions in case those kids try anything." he explained while now holding his rifle forward. "They answered my threat and I made my demands clear."

It began to build in power now as a ship not too far in the distance was struggling to shake a Teryx that was holding onto it, the creature eventually tearing an engine off. It wouldn't get far as a powerful green laser fired from Ironwood's rifle, destroying the monster immediately as the ship exploded from crashing.

"I've been thinking…" Vine spoke up. "About all the steps that brought us to this point…"

"Don't tell me you're planning on backing off too-" Harriet shoved him now as Ironwood's gaze fell on them.

A call immediately diverted the General's attention that he answered. "Yes? Branwen and Hill? I see…" he glanced over at the Ace Operatives. "They're in the hangar."

"Either trying to find a way off, or a way to stop the bomb." Vine reasoned.

"Neither are happening." Harriet transformed her exo suit out now.

"But who's gonna stay here to protect the General in case Polendina tries anything?!" Elm asked in concern before Winter took a step forward.

"I'm here for a reason." she assured them.

"Go." General Ironwood commanded his Ace Operatives who quickly left the scene, leaving just Ironwood and Winter standing on the platform by themselves.

There was a silence between the two as Winter's eyes darted away from him. "Sir… About what we're doing..."

"You're not about to try and talk me out of it, are you?" he glared at her.

"No sir… I don't think I could." she stared forward as Penny flew onto the scene by herself.

Ironwood held his rifle over his shoulder just as soon as Penny had arrived. He scanned around for any signs of the others. "So, just you alone, like we agreed. I'm surprised your friends didn't try anything." he handed a pair of gravity bolas to Winter.

She walked over and restrained Penny with the bolas before taking a few steps back, drawing out her sword.

"I don't want to see anyone else hurt." Penny confessed. "If opening the vault will make sure no one else is hurt, then I'll do it." she nodded as Ironwood walked over and put a hand on her shoulder.

"You've done the right thing, Penny." he smiled, ready to finally enact his plan.

Her expression shifted slightly. "I have…"

"Feels weird…" Emerald finished, revealing this whole setup to be an elaborate hallucination from her semblance, JNR, and Oscar were standing a distance behind her with a parked Manta ship right behind them.

It's okay

Before Ironwood could retaliate, Emerald kicked upwards, knocking almost the entire rifle from his hands; the only thing he managed to hold onto was Due Process's Black Pistol. Emerald caught the rest of the rifle and vanished completely from sight with her semblance

In time you will grow

Jaune immediately charged forward, swinging Crocea Mors at the General, but he dodged both of his swipes and fired a shot off that hit his shield, making him slide back.

That doesn't mean

You're not already whole

Oscar vaulted over Jaune and managed to strike Ironwood a few times with Long Memory before he was kicked away.

Mistakes that you've made

Will stay in the past

One of Stormflower's grapple wires wrapped around Ironwood's leg and pulled him off his feet and towards Ren who fired shots off at him that were dodged as the General quickly pulled himself up and punched Ren in the face and aimed his gun at the younger man who was trying to pull himself up.

Redemption is yours

If you follow that path

Ironwood's focus on Ren was broken when he heard Nora screaming, Winter was charging her up with electricity from a glyph. This earned the General's ire as Emerald fired a shot from one of her Thief's Respite revolvers, knocking the only weapon from Ironwood's hands as he wound up taking the brunt of a charged Nora hit in the face.

Oh just

Hold on

Stay tough

He landed on his feet, sliding back as Winter summoned a large Manticore Grimm that her and Oscar climbed onto, charging at him.

Be strong

And hit stuff

General Ironwood caught the Manticore by the horns with both of his arms and punched his newer Prosthetic through it, launching both Oscar and Winter into the air behind him.

Winter fired off a volley of Icicles that struck his back before catching Oscar with a gravity well glyph and giving him a fast time dilation boost that he launched himself off with.

He jabbed at Ironwood dozens of times, even after the time dilation wore off before making one last heavy swing that was caught.

Before Ironwood could counter Oscar, Winter sped right past him and slashed through him, shattering his aura.

He fell to the ground, unconscious.

Winter sheathed her weapon as Emerald tossed her the bulkier part of Due Process. "We'll proceed to the next part of the plan at once." she nodded as the others ran forward.

"Weiss?" Winter called her up now. "The General's been dealt with, you can continue without worry." she explained.

"Thanks, Winter." Weiss's voice answered as Winter began to restrain the General after clipping both parts of his weapon to her person.

"I certainly hope Marrow was able to handle his side of things…" she commented with a sigh.

"So what'd you have in mind this time, Ruby?" Weiss spoke up first as Ruby stood herself up now, offering a hand to Penny to help her get up. Jaune was still holding a hand over her shoulder and amping her with his semblance.

"Well, we've spent so much time worrying about keeping the relic locked in the vault and out of the General and Salem's reach that we never considered using it as the solution to all of our problems." Ruby explained.

"That might just work." Ren took a step forward. "Can we use the relic to get everyone to safety?!" he asked, the gaze soon falling towards Ozpin.

"There's an issue with that idea," he admitted. "The moment we use the staff, Atlas falls-" before he could continue anymore, Oscar took over.

"Actually, Atlas's natural gravity dust deposits might be able to keep it airborne long enough for a full scale evacuation effort." he stated before Ozpin took back over again.

"That is true, what do you all think?" he asked.

"It's risky, but so is this whole plan." Yang remarked as she rested a leg on the fountain.

"There's the whole issue of James and his bomb still." Ozpin crossed his arms in thought.

Weiss's eyes lit up as she came forward with her scroll in hand. "I might have an idea that can work out for all of us. You wouldn't believe who just reached out to me."

Everyone was gathered inside the dining hall now. "Okay, so we've taken care of the bomb and Ironwood, next we just gotta use the staff, right?" Emerald asked.

"It's not that simple." Ozpin admitted with a sigh. "The spirit in the staff is quite the character."

"The spirit?" Jaune seemed a bit lost.

"It's like the spirit that's in the lamp. Only this one needs specifics." he continued. "Like any good craftsman he'll need blueprints, a frame of reference to work off of."

"Of course it's not that simple." Weiss furrowed her eyebrows as Whitley came forward now.

"I can help you with that. You need blueprints for a frame of reference, right? I have all sorts of blueprints from our company that might help." Whitley explained as he pulled up some blueprints that Weiss began to look over.

"Well I think that's everything sorted out." Ruby smirked confidently. "While you guys handle Ironwood and the bomb, my team will go to the vault with Penny, use the staff to stop her self-termination, and then create our exit route to get everyone out of the kingdom."

"That should just about cover all bases." Blake nodded in agreement.

"All that's left is reaching out to James to let him think he's won." Ozpin affirmed.

"Leave that to me." Penny stated while looking at the scroll in her hand that was ready with Ironwood's contact information.

The bullhead ship flew right underneath Atlas Academy, the doors opening to reveal Team RWBY standing with Penny leaning on Ruby for support. "It's like Oscar said, the hole's still there." Weiss pointed out.

Yang couldn't help but chuckle a little at that remark.

"Ready to go when you are." Ruby smirked at her gathered group.

"Thanks for everything, Whitley." Weiss smiled at her brother who was also on the ship.

"Thank me after you've gotten everyone to safety." Whitley shook his head. "I'll make sure Mother makes it over too."

"I can take care of myself too, you know?" Willow scoffed. "I might be old, but I'm hardly elderly!"

"Do take care, little snowflake." Klein smiled as Weiss turned towards Ruby and nodded.

The 5 were all swept up in a blur of red as Ruby's semblance carried them right into the vault.

Blake and Yang helped Penny up to the vault while Ruby and Weiss stood guard close by in case anything might have gone wrong at this point in the plan.

Penny put her hand on the door of the vault, resulting in all of the lines in it's intricate pattern glowing before it finally opened, revealing a meadow with a small stone formation where the staff floated on a central stone platform.

Qrow and Robyn were able to easily cut down the Atlesian Knights in charge of the payload when the door into the hangar opened.

The Ace Operatives were all gathered in one spot to face them. Before Harriet could charge forward first, a familiar face stepped forward. "STAY!" Marrow declared, freezing all three of the Ace Operatives in place.

"Sorry guys, we don't want a fight." Qrow shook his head before putting his weapon away.

Marrow handed a pair of gravity bolas to Robyn, making sure to keep his semblance held over his former teammates.

Ruby immediately sped over to the staff, taking the rest of her team with her, and leaving Penny who's self-termination protocol was starting to engage, with her swords emerging from her back and starting to charge up energy.

The second she grabbed onto the staff time slowed down, coming to a halt across the whole Kingdom.

A blue smoke emerged from the staff until the spirit emerged, a blue muscular man clad in gold chains with spiky white hair, with a longer bit of it done into a ponytail.

He stretched and flexed his muscles. "Ah, it seems someone has come to engage my creative wiles!" he looked down at the group of girls before him. "All I'm gonna say is that it better be worth it after that last project." he scoffed while leaning back. "A floating city? How pedestrian."

"Um… Hi, Mr. Ambrosius sir?" Ruby stepped forward. "This is about our friend, she's dying…" she glanced back in Penny's direction.

"I'll take it that you know I can't bring the dead back to life. It's sort of in my rules." Ambrosius was looking at his own fingernails.

"That's not what we were looking for." Ruby shook her head now. "You see she's… Not your typical girl."

Ambrosius was now interested in what this girl had to say as he flew over to the friend in question. With a snap of his fingers he summoned a jeweler's magnifying glass and used it to examine Penny. "So she's not. My… I'd love to meet whoever made her." his eyes narrowed at something else before he turned back towards the four members of Team RWBY. "I see what you're talking about."

He floated back over to them and crossed his arms. "There's something eating away at her, I'm going to go out on a limb here and assume you four have some clever plan that you think will save her. Just know that I will give you exactly what you ask for, and I don't want to hear any complaining if it's not what you wanted."

Ruby and Weiss nodded to each other before Weiss pulled up Penny's schematics on her scroll. "We brought you her schematics. We were hoping you can make an exact copy of her using all of her existing robot parts."

The spirit frowned at Ruby's wording. "That's some curious wording, girl."

"An exact copy of her would include the virus, an exact copy of her without the virus would disappear the moment you made something else. We kind of want her to stick around longer than that." Ruby explained her logic.

Ambrosius couldn't help but laugh at Ruby's cleverness. "You've done your homework." He looked at Penny's schematics.

"We want you to create an exact copy of her, using all of her existing robot parts, taking the virus with them." Ruby explained as thoroughly as she could. Weiss dispersed the projection and Ruby glanced over to her, shrugging now.

"Okay, but if I created something that took the robot parts out of her, what would that leave?" Ambrosius was trying to rack his mind around this idea.

"It would leave Penny, the girl who's been underneath it all." Blake reasoned.

It was clear the spirit of the staff still couldn't quite grasp what would be left behind. "Hmm…"

"You can't destroy, I know it's against your rules." Ruby explained. "But you wouldn't be destroying her since her soul is who she really is."

"The mechanical parts are just…" Yang flexed her prosthetic arm. "Extra."

"But a soul without a complete body, what would be left?!" he asked, looking at the girls, hoping for some sort of idea.

"I honestly couldn't say." a sly smile formed on Ruby's face. "You'll just have to get… Creative."

This excited the spirit of the staff further as he started warping around, doing calculations aloud. "I suppose I could do that… Or maybe that? But then how much of the old Penny would be my work and how much would be her?" He started laughing now. "This is all so exciting." he glanced at team RWBY again. "This is also incredibly dangerous, I don't know what results you're gonna get from this."

"We don't have any other options. We just need to have faith in Penny." Weiss smiled a bit nervously.

"Then prepare yourselves… Prepare to witness my artistry!" With that he stretched his arms out wide then did a few hand gestures before a blue smoke shot out and started to surround Penny, lifting her up off the ground and suspending the surprised Penny in the air.

The end result of this smoke moving over her was a blinding flash, when the flash cleared, there were now two identical copies of Penny standing besides one another, just outside of the vault.

"And with that, my work here is done!~" Ambrosius bowed and winked before vanishing into cyan blue smoke.

As Qrow and Robyn were beginning to restrain the Ace Operatives, Vine decided to speak out, looking Marrow in the eyes while not resisting in the slightest. "I should have spoken up when you did, Marrow… I was just too afraid." he confessed.

"You too, Vine?!" Harriet seemed outraged now while trying to move through the hold of Marrow's semblance, but couldn't.

"Dropping the Kingdom is a horrible idea." Elm argued as well. "But… So was destroying Mantle."

"Look, I don't like the idea of dropping Atlas anymore than you guys do." Marrow admitted. "But the kids have a plan that'll get everyone out of here alive."

"But you'd be destroying all we've worked for, Marrow!" Harriet grunted in annoyance now.

"A kingdom is its people, not its buildings." Robyn more firmly spoke to Harriet as she moved her arms behind her back, the slowing effect of Marrow's semblance was not making restraining the Ace Operatives any faster.

Qrow stopped right after getting Elm's restraints on when he heard the start of Jaune's broadcast to the whole Kingdom on his scroll.

"Are we live right now?" Jaune asked nervously as he was still making some minor adjustments to the whole broadcast.

"You are, everyone can see you." Emerald's voice grunted from off screen. Everyone in both Atlas and Mantle was watching the broadcast.

"Okay… Well then… I'm not going to waste your time anymore then, because it is of the essence. Atlas is falling." Jaune began. "But-" before he could continue the message his broadcast cut off. "W-What?! No!" He tried to get it set back up, but it was clear that the broadcast signal was cut entirely.

"This reeks of meddling." Emerald grit her teeth in anger.

"It's not just the broadcast." Nora noted. "Kingdom wide communication's down!"

"What do we do now?" Ren asked, hoping Oscar would have some idea.

"This is troubling…" Oscar crossed his arms.

The response from Jaune's broadcast was widespread panic now, especially in the mines of Mantle's slums. "Everyone calm down!" Joanna yelled out as the panic was already starting to set in.

Things weren't any better up where the Atlesian refugees were gathered down in the subway tunnels and in various buildings inside of the Kingdom.

Winter had just finished dropping Ironwood into the cell neighboring her father in the prison hold when she saw the broadcast cut off as well.

"Winter, is that boy serious?! Is Atlas really going to fall?!" Jacques panicked as Winter glared at him.

"Yes. But we've got a plan that'll get everyone out of here." she explained. "Salem can have the rubble."

Jacques stood up now. "W-What about me?!" he asked fearfully.

Winter took a deep breath. "If it were up to me, I'd leave you and Ironwood here. But Weiss seemed pretty insistent you own up to all you've done. So I will be coming back for the both of you once we've gotten everyone else." she started away from the cells now.

"W-Winter… Thank you." Jacques sounded actually sincere.

"Thank Weiss." Winter coldly exited the room.

She made the short trip over to the weapon lockup, and placed both parts of Ironwood's Due Process rifle into a locker before trying to get her scroll working.

As soon as she left the room, a downed Atlesian Knight in the corner started to glow red and stood up. It walked over to the locker door where Ironwood's weapons were placed.

"Hurry it up guys." Marrow grunted as his aura was starting to feel the strain from holding his semblance for as long as he was.

"On it, you know, it'd be nice if you could disable your semblance on specific targets." Qrow groaned as an Atlesian Knight stood itself up in the distance behind him.

"Qrow!" Robyn immediately dropped the gravity bolas in her hands and opened fire on the Atlesian Knight that was charging at them, it was glowing red.

"Everyone down now!" Marrow took his weapon off of his back as the Atlesian Knight was charging despite the crossbow bolts stabbed into its body before it finally detonated upon reaching the group.

Marrow's aura broke from tanking this blast and amid the confusion, Harriet was able to escape, using her semblance to run right into the ship with the bomb. "I'm getting the hell out of here. You all can die for all I care!" She started the ship up as Atlas was slowly starting it's descent now.

"Oh no you don't!" Qrow fired a shot from Harbinger, but the ship was now starting to pull out.

Vine was following behind the ship and jumped forward, grasping onto the closing cargo door with his semblance.

"Qrow!" Robyn called out to him from another nearby ship as he nodded, freeing Elm from her restraints. He then helped her bring the unconscious Marrow into the ship.

This other ship soon took off in pursuit of Harriet's.

Where one Penny stood, there were now two copies of the same girl, the biggest difference that one would spot immediately is that one of them looked robotic, while the other one had normal human legs and her mechanical bow was replaced with a normal cloth bow.

The robotic Penny's head tilted as Floating Array protruded from it's back and pointed at the real Penny before it collapsed to the ground in a heap, the virus finally having fulfilled its objective.

The very human Penny looked mortified before a voice snapped her back to the reality of her situation.

"Penny?" Ruby spoke up after handing the staff over to Weiss.

Penny's eyes widened as she felt her hands before finally rushing over to Ruby and hugging her. "Do hugs always make you feel this warm inside?" she asked.

Ruby couldn't help but laugh a bit, returning the hug. "Yeah."

"Wow…" Penny was in complete awe before she moved over to hugging Weiss, who awkwardly returned it, Blake, who just patted her head, and Yang, who was surprised to be lifted off the ground by her.

"Okay, now that that's been dealt with, let's get everyone out of here." Weiss activated the staff yet again after spinning it around..

"Ah, free to create and… Oh it's just you guys again." Ambrosius shrugged while leaning forward now after being summoned.

"We're not done with you yet." Weiss smirked.

"Ugh… Fine, what do you kids want now?" he leaned on one of his arms.

"Let's keep this brief, we want a bunch of doorways that open up to every person in Atlas that all open up at a single point in Vacuo." Yang explained.

"Sure, I'll just need the coordinates and specs for each door, an explanation for bending space and time to account for the greater traffic on one side, and the single point of exit for the other." Ambrosius requested while leaning back.

Weiss furrowed her eyebrows with a sigh. "That's about what we expected. We need to funnel everyone through a central location first to account for that traffic." Weiss reasoned.

"Oh? You're gonna need to explain this central location to me in great detail then." he seemed genuinely interested now. "For starters, where is it?"

"How about… A place like here? These vaults certainly aren't any place we're familiar with on Remnant." Yang reasoned. "Only accessible with the right way in, sounds safe enough for hundreds, if not thousands of refugees."

Ambrosius couldn't help but laugh at the boldness of this idea. "You kids are either smarter than you think… Or more foolish than you realize." he let out a sigh. "I'm still gonna need that frame of reference." he gestured with his hand, while Weiss brought up what he needed on her scroll, projecting it out.

"We've got one…" she quickly flipped through the schematics of the pneumatic tube system from Snow Shoe Shipping, as well as their end point at the Command Center,

A smile formed on Ambrosius's face. "That'll do." he began making gestures with his hands.

A glowing blue portal, bordered with a golden frame formed right outside of the vault and inside of that portal was a void where more portals like it formed along with a larger one that they all seemed to funnel towards with the glowing walkways and platforms all around it.

One of the other striking things about this void was the large wireframe of a globe that was floating in the distance… A faint fog of cyan and orange also filled the air of this mysterious central hub.

Portals like the ones in this hub formed all around Atlas and Mantle as May Marigold decided to make the first approach on these. "Is this what the kids were up to?" she leaned into the portal, but was suddenly pulled through to the other side, in the central location. "Well I'll be damned…"

"People enter from Mantle or Atlas on one side, and leave through the other side. It's a simple one-way ticket to Vacuo." Weiss explained.

May returned through the portal and grinned at her allies. "C'mon. We have a lot of people to get through."

"Well, everything appears to be in order." Ambrosius let out a tired sigh. "You were disappointingly thorough." he leaned back now.

"So it's done?" Weiss asked him.

"Yeah." he shrugged, waving his arm in front of him, gesturing for them to leave now.

They all began to make their departure, with Penny stopping and watching her robotic doppelganger disappear. She quickly ran over to Ruby, holding her hand.

"Oh and one last clarification about this central location of yours." Ambrosius spoke up, which caused the five girls to halt in their tracks now.

"Do not fall." he looked at them all sternly.

"Okay, and with that dire warning, I'll take my leave!" he bowed, vanishing in a puff of cyan smoke.

"Well that wasn't foreboding." Yang scoffed.

"What're we doing now?" Penny asked.

"We're going to Vacuo." Ruby smiled at her friend with a nod. "All of us, and we'll hope we've thought of everything."

In one of the Atlas subway stations, a cloaked Cinder smiled deviously when a portal formed in front of her and the gathered group of refugees around her.

Commentary: And here we have it, the big chapter where "Merlin Daddy" himself is introduced! I love this chapter in the normal show because of the cool fight scene, the cunning used to outsmart Ambrosius's rules and just about everything else. The only real complaint I have is a continuity error where Winter walks Ironwood to his cell in a brief scene, and then the next scene we get with him he's acting like he's just waking up after being knocked out. Did she knock him out again? I really don't know.

I suppose the best place to start is that initial fight. I may or may not have changed the way Ironwood's bigger Due Process weapon looks. Instead of it being the cannon we have in well... Canon, it looks more like a proper rifle, better for swinging around to hit people over the head with, and it still effectively functions the exact same way. I know the normal canon one kind of looks like a BFG and I appreciate the reference, but it just looks too clunky to use for an effective person v person fight. That's the big gripe I have for it design wise, and why I went for it looking more like a rifle here.

Other than that change, I also let Ironwood keep one of his pistols, but I mean it really won't help much if you're being ganged up on by 6 people.

The next bit with the flashback is mostly similar, but trimmed down a little just to have the part with the plan.

What happens with the Ace Ops here is again sped along a little more, although I have been giving Vine more moments to be his own character, and for good reason too, considering what's going to happen to him.

The stuff with Ambrosius is mostly the same, with the same dire warning he gives in canon of course.

I hope you all stick around to see how it all ends, all I'm gonna say is that things are very much going to only get wilder from this point!