Rwby: Of Guts and Blood

by bankerrtx01

After a defeated battle with the godhand instead of feasting on his corpse the apostle were too terrified of guts and send him to a new universe where he believes he is making a difference but in reality he isn't. Of course Guts is always a struggler… M for Berserk (RubyXGutsXCasca) Rewrite in progress!

29. Chapter 25

Rwby: A Gutsy world

Trigger warning: Standard trigger warning it is berserk. If you don't like don't read. This is berserk after all.

Note because FFN doesn't allow highlights anything is [] should be considered Inked

With that over with I give you

Chapter 25

(Oscar)

Oscar had been running for a while, while he looked back to see Femto was just down the hall from him.

"Shit" Oscar cursed. As he started to run

Femto looked over to see Oscar just disappear, he flew after him.

Oscar ran and he was lucky to bump into team JNPR

"Ah!" He gasped

Jaune and the others were not much better

"Oscar! Holy oum what happened?" Jaune asked

Suddenly the screech from Femto was heard as everyone drew there weapons,

"Oscar go, we will hold him off." Jaune said

"But!" Oscar gasped

Jaune turned to him "go!" He said

Oscar ran down the hall,

"Pyrrha go ahead and get your eyes on him." Jaune ordered

Pyrrha headed to the corner of the hallway and looked just in time to see him walk into the wall bypassing the blockage JNPR set up

"Shit." She hissed

"What Nikos?" Jaune asked

"He's going around us," she said

"Understood JNPR pull back we have to cover Oscar." He ordered. As they headed down the hall after him,

(Ruby)

The girls reached the vault and found they were not alone as Penny appered,

"R-Ruby?" Penny called

"Penny!?" Ruby dropped her weapon and ran to her,

"Penny what's wrong?" She asked as Penny clutched her stomach

"The maidens' powers…it's fighting my, mechanical body…I cannot handle the power, it's going to destroy me." She said

"Oh no we have to do something." Ruby said

Blake and the others look around.

"Wait where is Weiss?" She asked

(Weiss) (confront her brother about where father went and frees him)

In the prison block, everyone was panicking as people were getting alerts of an attacker in the city while Weiss Strode into the prison block.

In a cell, Whitley sat in the cell. Looking up he saw Weiss looking up at her,

"Oh hey sister… you here to gloat about how you've won, and I'm stuck here in prison now?" He said sounding defeated.

"No." She said as she reached in "where is Father?" She asked

Whitley looked up "I don't know."

Weiss narrowed her eyes at him.

"What do you mean you don't know." She asked

Whitley stood up "I mean I don't know do you actually think if he cared about me he would have left me here to rot?" He said as he turned away from her

"He left me to rot, saying I was nothing but weak, and that I wasn't enough to inherit his company." He said

Weiss sighed "and now you see. Why I can't stand him." She said

"But I was different!" Whitley screamed as he turned to her,

"He told me I was special, saying I had what it takes to inherit the company." At least that's what I thought." He said as he thought back to that time,

{Flashback}

Whitley and Jacques sat in other cells next to each other

"Well this is it father, you have to admit, Weiss and Winter finally won." Whitley said as he leaned back,

Jacques sighed "yeah…I guess your right," he said

Suddenly there were gunshots outside And screams

"What's that?" Whitley asked

Jacques smiled as he stood up and looked as presentable as he could

"Father?" Whitley asked as he too stood up hopeful for an escape.

Suddenly the door opened,

"Ugh I hate the violent nature of such confrontations." Arthur Watts said as he walked in with a few armed thugs,

"Ah there you are." Arthur said speaking to Jacques

"Yes, here I am waiting for you." He said

Arthur nodded "give me a second and I'll have you ready." He said

"Wait, we're actually getting out of here?" Whitley asked

Arthur looked at Jacques. Who looked at His son,

Jacques scoffed "of course not, at least not you," he said

"What but…father?" Whitley said

"Do you honestly believe I can share my ambitions with someone who can consent defeat at the turn of a single stumbling block?" Nay at the point where they believe that no one can stand with them?" Jacques said as Arthur Watts disabled his Cell as he strode out,

"I see now your are clearly unfit to rule my business Empire in my stead, no one can, and if that is the case, then clearly the world cannot be allowed to have my charity. This is the state of the world, my blood, and you clearly have no place in it." He said as he turned away, "enjoy being with sheeple." He said as he walked out of the cell with Arthur and the others,

"Wait." Jacques said as he froze

"Just to make sure you can't try to come crawling back to me." He said as he took a gun from the Separatists and shot the console. Before he left.

{End flashback,}

"But apparently not." He said

Weiss lowered her sword

"Now you see why we hate him." She said

Whitley nodded,

Weiss leaned forward

"And you're positive that you don't know where he is?" She asked

Whitley snarled "if I knew where he was I'd hunt him down and kill him myself." He said stairing at Weiss.

Weiss stepped back shocked but smiled,

"Stand back." She said as she looked at the computer that was broken

Weiss thrusted her rapier into an Emitter of the cell, freeing her brother,

"Come on, your father is trying to cause the fall of Atlas and nearly succeeding." She said as she stormed off,

"Wait." Whitley said as he picked up a handgun from a dead guard from the confrontation before, as he holstered it,

"I thought you didn't like violence?" Weiss said

" and I told you sister I want fathers to beg for his life in my arms while I squeeze his life away." He said

Weiss nodded

"Very well we need to get to the first floor of Atlas." She said

"No." Whitley said

"What?" Weiss asked

"If I know father I don't know where he's hiding but I do know where he is going, while he once saw me as his son he revealed to me a hidden vault where most of the wealth of the family is housed. He didn't like the idea of the central bank, especially paying out his money for anyone else, if we can get there before he clears it, out," he said

"Then the Separatists will have lost funding again." She said as she looked down "I'm needed at the vault." She said

Whitley stepped father, "and we need to stop Father, this Is a choice Weiss, you need to choose." He said

Weiss looked down at her hands

(Ruby)

Ruby looks at her scroll as she calls Weiss

"Come on, come on, where are you?" Ruby asked

Weiss finally answered

"Ruby?" Weiss asked

"Weiss where are you, we're waiting?" Ruby said

"I'm afraid you're going to Have to go on without me." Weiss said

Everyone paused

"Weiss?" Ruby asked

"The Separatists have a secret stash of money not held in the bank at the Schnee manor, if they get access to it…well I don't want to think about it, I'm going over there to stop them." She said

"But, if you do that then there's a chance you won't be able to make it back to the portals in time of Atlas starts to fall…you'll be killed!" Ruby cried

"If I don't do this it won't matter if Atlas falls the Separatists will move onto shade and she will have won," Weiss said

Ruby gripped her scroll

"Stay there Weiss I'm on my way." Ruby said

"No Ruby STOP!" Weiss cried

Weiss sighed voice broke over the scroll

"R-Ruby, please I understand this is rough it's the same for me too, but I can't under any circumstances, let you sacrifice yourself for me, we will always be Team rwby but you will always be the leader, you can go on and replace us, but no one can replace you." Weiss said

"Weiss I…" Ruby said

"Please understand Ruby your the most important person here, you and Guts both, as a huntress I have to say it's been an honor serving with you…" Weiss said

Tears started to leak from Ruby's eyes, "Weiss please don't leave me." Ruby said

"Ruby…I've never left nor will I, I'm always going to be with you…Thank you Ruby, for showing me what matters in a friendship." Weiss said as she ended the call,

Ruby dropped the scroll. And fell to her knees,

"WEISSSSS!" Ruby screamed.

(Oscar.)

Oscar ran down the hall as fast as he could he looked back and bumped into an object and fell to the ground, he looked up to see Femto standing over him

Oscar crawled on his hands and knees and went to run the other way, running off pure adrenaline

He looked to see at the end of the hall was Team JNPR, as Oscar ran he tripped

He looked back to see Femto reaching out to him, as Oscar began sliding back towards him,

"Ahhh!" Oscar screamed

"No!" Pyrrha cried as she took a knee and fired

The bullet bounced off of Femto helmet it was enough to destract him to give Oscar the chance to run again,

"Here!" He cried as he held out the relic

"Take it!" He said as Jaune reached out and was about to grab it,

Only for it to slip onto a portal that appeared in front of him. And he felt it leave his grasp

He looked back to see Femto was holding the relic, with a satisfying smile, as Oscar pulled his hand back and rested his hand on a long memory, he growled

'Oscar don't!' Ozpin warned,

Oscar roared and charged at Femto drawing his Cane.

Femto stood as Oscar attempted to swing at him, but Femto made a portal making it Miss as due to his imbalance of a swing he fell

Femto stared at him as he made a portal behind him and vanished,

Oscar sat there stunned, before he grit his teeth and let out a curse,

From the other end of the hall Guts appeared and from just seeing the defeated look from the group he knew he was too late.

(James)

James sat at his deck, with the death of Fria and now, Penny missing alongside everything else he was a bit stressed. As he waited for reports from all the fields,

Finally they started to come in.

"This is Ruby, No sign of Oscar," she said

James nodded "very well I'll look for an update," he said

Suddenly Guts answer. "This is Guts." He said

"Guts report." James said

"I'm sorry sir…" Guts said

"Griffith got away, with the relic of Knowledge." He said

James sat down petrified.

"Sir?" Guts asked

"Team rwby report." He said

"Still nothing sir but Penny is hurt," she said

James sat up

"Hurt how?" He asked

"She believes that her maiden powers are interfering with her mechanical body, causing it to be destroyed, at this rate…I don't think she will make it…" Ruby said

James sat down thinking of the prospect of losing basically the last reminder of his Wife and his daughter,

James clenched his fist,

"Team RWBY, your new orders, save Penny, use any means necessary."

(Ruby)

Ruby heard the order and got that look in her eye.

"Understood General." She said

She turned to Penny,

"Penny Penny can you hear me?" She asked

Penny looked up at Ruby and nodded.

"I need you to open the vault." She said,

Penny nodded and used her maiden powers at the door.

Ruby watched her friend and noticed as soon as she used her powers her metal body started to crack, and groan

Ruby looked up at Yang and Blake

"Once the door is open we run in and stop Penny from dying." She said

Yang nodded as she stood on the other side of Penny prepared to lift her. Blake replacing Ruby's spot

Ruby looked at Blake

"If the staff works like the lamp it will stop time, I will touch it as fast as possible." Ruby said

Blake nodded

Suddenly the heavy doors clunked as started to move,

Amd everything happened in seconds, Penny screamed in pain as Ruby slipped in Yang and Blake lifted her to move her closer to the door,

Ruby touched the handle of the staff and suddenly everyone went still.

(Salem)

In the Montra Grimm Salem sat on the bridge, as a portal appeared on her side as Femto strode out,

Salem smiled

"At long last…now we are one step closer to our overall plan." She said

Femto stared at Salem. He could tell there was something she wasn't stairing. But he decided to leave it for now, as he left her.

(Ruby)

Back at the Vault Ruby touched the staff As this happens, time slows to crawl and eventually stops while Penny goes through her death throes beyond the vault door. Cyan smoke billows from the jewel topping the staff as the Team looks on in awe. A muscular, blue-skinned figure takes form before them and flexes gratefully.

Spirit sighed "Ah! It seems someone has come to engage my creative wiles! All I'll say is it had better be worth it after my last project."

The figure crosses his arms. His disdain is evident.

Spirit rolled his eyes "A floating city?" He scoffs "How pedestrian."

Ruby steps forward, the Staff still in her hands.

Ruby didn't know how to start "Hi, um, Mr. Ambrosius? Sir, listen, it's about our friend. She's... She's dying."

Ruby turns to look at Penny as Ambrosius inspects his nails, unconcerned.

Ambrosius rolled his eyes "I'm going to go ahead and assume that you know it's against the rules for me to bring people back from dead so…"

Ruby shook her head "That's not what we want. She's not your typical girl."

Ambrosius looks up, and he rushes over to the Vault door. With a snap of his fingers, he conjures what looks like a jeweler's magnifying glass, and inspects Penny.

Ambrosius smiles "So she isn't! I'd love to meet whoever did this. Ah, I see."

He flies back into the Vault to rejoin the girls.

Ambrosius nodded "There's something eating away at her. I'm guessing you think you have some clever plan to save her. Just know, I will give you exactly what you ask for and I don't want any complaining when it's not what you wanted."

Ruby and Yang exchange meaningful looks, and the latter pulls out her scroll, projecting a hologram of Penny's blueprints for Ambrosius to see. The spirit is immediately engrossed in them.

Ruby sighed it would work "We brought her schematics. We want you to make a new version of her using her exact same robot parts."

Ambrosius frowns, peering over the hologram at Ruby.

Ambrosius looked at her "That was curiously worded, girl."

Ruby nodded seeing as he caught on "An exact copy of her would include the wires and maiden powers . An exact copy of her without the powers or wires would cease to exist the second you make something else, and we kinda wanna keep her around longer than that.

Ambrosius chuckled "You've done your homework."

Ruby "We want you to create a new version of her, using her existing robotic parts taking the parts away later with them."

Ambrosius forms a steeple with his fingers, deep in thought. He twirls in the air away from the girls to make a series of complex hand gestures, apparently doing some difficult calculations. Ruby stops projecting the hologram and Team RWBY looks at its leader, who can only shrug.

Ambrosius thought out loud "Okay, but if I take the robot parts out of her, that would leave…"

Blake stepped forward "Penny. The girl who's always been there underneath it."

Ambrosius put a hand to his chin "Hmm…"

Ruby smiled "You can't destroy, it's against the rules. But you wouldn't be destroying her. Her soul is who she is which is tied to the maiden powers."

Yang flexes her arm, drawing attention to her prosthesis. "The mechanical parts are just... extra." She said

Ambrosius turns back to the girls, frantically gesturing as he speaks.

Ambrosius thought out loud "But a soul without a complete body, what would be left?"

Ruby shrugged "I don't know. I guess you just have to... get creative."

Excited, he flies here and there, doing calculations, clearly lost in thought.

Ambrosius started laughing "I suppose I could do a little... Oh, add a touch of... But if I do that, how much of the old Penny would be my work and how much would be her? Just coming up to the surface."

He returns to the girls, amusement on his face.

Ambrosius smiled "This is all very exciting. Before he sighed "And very dangerous. I don't know what the results are going to be."

Ruby nodded "We don't have any other options. We believe in her."

Ambrosius nodded "Then ready yourselves, to witness my artistry!"

He makes an expansive gesture, before making some hand movements, a bright glow emanating from them. A stream of sparks and mist moves toward Penny and snakes around her, lifting her into the air. As time resumes for her, she blinks and the red glow of the virus disappears from her eyes. She glows brightly, causing the Team to shield their eyes. Her extremities shimmer, and when Ambrosius gives a final snap of his fingers, two identical Pennys stand beyond the vault's threshold.

Ambrosius smiled "It's done!"

With a cheeky look and a wink, he disappears in a puff of cyan smoke.

As everyone looks back at Penny.

(Salem)

In the Monstra she growled as she threw the relic across the room

"Damn it open." She said

"Hmm and I thought you knew how to use this?" Femto asked

"I thought so too, apparently not, but I do know who would." She said

Femto spun around "I will locate them," he said

Salem turned "no, there are certain things that we must do, we can't risk you wondering around and being caught." Salem said

Femto didn't like it but agreed none the less.

"If you can bring me Hazel-." She said

Femto looked at the door and Hazel walked through it, albeit it confused

"Wha- how did I. Hmmmm" he silenced himself as he saw noticed Femto and Salem

Salem turned to Femto.

"Thank you, you may go for now, very soon I will have it figured out how to use the lamp." She said

Femto seeing no reason to stay took his leave,

Salem turned to Hazel "it appears you will be able to get your revenge on Ozpin sooner than you thought." She said

Hazel looked up

"What do you need madam?" He asked

"Every detail of what his next incarnation looks like." She said.

(James)

James sat in his office as everyone came back,

"So you're saying Femto just appeared took the lamp and left?" He asked

Oscar nodded

James through, "well as much as I hate the loss of the lamp it's better than nothing. And I don't believe we will be so lucky next time." He said

"Sir what do we do?" Winter asked

"For now we seal the Staff back in the vault, but we must be ready to use to it to evacuate everyone." James said

Ruby stepped forward

"If you can give us a layout of the plan we can have it ready to show Ambrosius when it's time." She said

"I'll begin a sketch." Penny said, running off.

James looked around and asked "Where is Weiss?"

Ruby stepped forward "she apparently went to talk to Whitley. And he told her about a Stash of Lien under Schnee manor which he believes Jacques will use to fund the Separatists." Ruby said

"General ironwood growled "Damn." He said

"Alright i will have to inform Holland of this interference. RBY your to head to Schnee manor and pick up your wayward Teammate don't stick around. If they are right there is no way they are going to give up on the Cash so easily." James said

"When do we leave?" Yang asked

"Now." James nodded

The others nodded and made there way to the door

Oscar looked down saddened

"I'm sorry about the lamp." He said Ruby stopped about to try to comfort him but James beat him to the punch.

"It's ok Oscar, there is nothing to be ashamed about. Besides I'd rather you alive and help us retrieve it then dead and us having it and needing to look for you again." James said

Oscar nodded and looked around "where is Qrow?" He asked

"In mantle defending the streets…shit." James said

"What?" Oscar asked

"Qrow doesn't know anything about what occurred." James said as he tried to call him only for it to fail same with Clover and Robyn

James growled "Damn it I can't connect with them." He said

"I'll go I'll tell them just give me there location." Oscar said

James shook his head "we don't have one only there last known." He said

"Good enough I'll take it." Oscar said

"We will go with you." Jaune said as the rest of team JNPR nodded

Oscar nodded "thank you." He said

James stood up "you better hurry we have no idea about what Salem's timetable is now that she has the lamp." James said

Suddenly the office door opened and both of the Councilors stepped in wearing body armor and Being lead by a contingent of Guards

"Councilman Sleet, Councilwoman Camellia." James said shocked

We've heard the news of the breach of Atlas." Sleet said

"We've begun to start training those who signed up to allow you the ability to conduct the war effort." Camilla said

James sighed and nodded "thank you, you have no idea how well this soothes me." He said

Oscar looked at James "we will be off." He said as Oscar and JNPR left.

(Weiss)

Weiss and Whitney flew off towards the Schnee manor.

Weiss looked over to see Whitney was cleaning the gun and loading dust rounds into the magazine.

"What sort of resistance should we expect?" Weiss asked

"I'm not sure…" Whitley said

Suddenly the radio on the manta sparked "Ms Schnee come in, come in this is general ironwood calling Ms Schnee-."

Weiss shut off the radio

"We don't need him giving away our location." She said

"Um sister?" Whitley said

Weiss looked back horrified

Nearly the entire house had been dismantled and constructed crews were in the process of knocking down the foundations

"This isn't right. I doubt that father would destroy the house just to locate some money." Weiss said

Whitley nodded "not only that but I know exactly where this vault is and it's nowhere near there." He said

"So it's most likely a cover up." Weiss said

"Probably." Whitley said

"We need to get down there now." Weiss said

"Agreed." As the manta headed in for a landing.

(Oscar)

In Manta Oscar and team JNPR we're looking for Qrow and the others while fighting off the Grimm,

Oscar slammed his cane down on a Sabyr's neck, "damn it where is Qrow." Oscar hissed Nora laughed as she jumped from the roof and crushed another Grimm,

"Good kitty," Nora patted the dead grim as it cushioned her fall, as it disappeared.

"Guys we got more incoming." Pyrrha said as she looked down the next street

The team looked to see the Sabyr's look to their right before turning back and running in the opposite direction.

Ren paused, lowering his Guns "What just happened?"

Jaune also paused "They ran. I've never seen Grimm act that way before."

Oscar looked down at the retreating Grimm "But what were they running fro-."

Oscar is suddenly tackled from above by the Grimm originally perched on the bridge, dubbed by The Hound, knocking both him to the ground Oscar tries to stand up only to be bitten by the arm and get flung to the ground once more.

Ren called out "Oscar!"

The Grimm pounces on Oscar with all its weight, causing his aura to shimmer. Oscar tries to kick one of it's legs away, only for The Hound to bite it knock him to the ground a third time. With a final swipe with its paw, Oscar's aura breaks and he goes unconscious.

The Hound howls, before its body begins to twitch and spasm. It's body pulses and morphs, as Jaune looks on in horror. The Hound stands up, revealing that he assumed a bipedal form in order to lift and hold the unconscious Oscar with one hand.

Nora finally wakes up from her stupor and charges the beast, preparing to hammer it.

"Oscar!"

A look of panic crosses her face before she grabs the handle in order to try to threaten the grimm. The Hound catches her with it's other hand and throws her at a nearby wall, cracking it.

Ren watches Nora get slammed into the wall and takes a couple of shots at The Hound's back, causing it to turn around and be stabbed by the grappling hooks of Ren's guns. Ren reels the hooks in, intending to kick the Grimm. The Hound's right hand pulses before it grows longer, allowing it to whip Ren off of his bike and into another wall. Jaune Prepares to charge in as well, before The hound lifts Oscar in between it and Jaune

Pyrrha called out to them recognizing what he was doing "Wait! It's using Oscar as a shield."

Jaune looked back at Pyrrha "But Grimm aren't that smart."

"Could it be an Apostle?" Ren asked as she stood up

Ren picks up his guns and aims at the Grimm. The Hound overhears and places Oscar in between it and Ren.

Ren growls "Give him back!"

The Hounds neck pulses and shifts.

The Hound speaks in a deep voice "No."

Ren, Jaune Nora and Pyrrha look on in shock as the Hound starts to walk away from the group.

Jaune was stunned "Did it just...?"

"We need to Consider it an apostle level threat, but we need to get Oscar back." Pyrrha said

The Hound pauses, it's back pulsing and morphing again. Several cracks could be heard as it twitched and howled. With a final roar, black ooze erupts from it's back to reveal wings. One such drop falls on Oscar's face.

It grabs Oscar with it's mouth, before taking off to the skies. Nora lifts herself up as they watch it fly away.

Ren looked at Jaune "What do we do?"

"We need to get Oscar back but we can't catch it on foot."

Nora, Ren and Jaune scramble in order to follow The Hound when they look to the side and see Pyrrha appear before them on Two Hoverbikes,

"Come on, get on." She said

The others don't hesitate as ren and Nora take the second bike as Jaune hopes behind Pyrrha. As they drive off

On the scroll James calls "team JNPR where are you going your heading the on-site way to meet up with Qrow and the others,

Jaune looks up at the hound "We've got an emergency, we're not going to make it." He said

"What emergency!?" James asked

"A Grimm has taken Oscar!" Jaune said

"Alright I'll scramble the air wings to-." James said

"No. They are needed in the city we will deal with Oscar." Jaune said

James nodded "very well good luck everyone." He said as they drove off

Jaune Arc, Pyrrha Nikos, Nora Valkyrie and Lie Ren drive their hover bikes across the tundra just outside Mantle, following The Hound up into a rocky chasm.

Jaune growled as he looked over to Ren and Nora, "It's going to lose us in these mountains! We can't keep up!"

Ren's bike starts shaking, and he looks at the frost-covered display amd looked down, to find its engine is losing integrity.

Ren shook his head "I don't know how much longer these bikes can stand the cold.

Nora huffed "I'm really wishing one of us could fly right now."

Jaune got an idea "Wait, hold on! Pyrrha get me along side Ren!" He said

Pyrrha nodded and slowly got closer to Ren's bike

Jaune deploys his shield on his arm as he appears, to drive parallel with Ren.

Jaune nodded to ren "Ren, going to get you up there."

Nora looked shocked. "Wait Wait Wait I'm not ready." She said

Ren looked at her and gave her a kiss, "I believe in you." He said as looked to Jaune

Jaune lifts his shield up, and Ren leaps from his hoverbike to land on Jaune's shield. Jaune charges the Gravity Dust in his shield and blasts Ren toward The Hound. As he flies through the air, Ren launches one of StormFlower's blade cables and wraps it around The Hound's hind leg.

Nora grabbed the handles to stabilize the bike "Nice!" She cheered,

Nora highfives Jaune, causing Jaune to briefly lose balance on the bike. The Hound begins flying more erratically, slamming Ren against cliffs.

Nora groaned over comms "Okay, not as nice. Ren are you ok?" She asked

Jaune grit his teeth "He's slowing him down." Before he called over comms "Hold on, Ren!"

Ren looked behind him "I don't have much of a choice!"

Ren shoots his other blade cable, wrapping it around a boulder to further slow The Hound. However, The Hound suddenly pulls up, causing the cable to come loose from the boulder, with the blade zipping past the two bikes.

The Hound slams Ren onto the ground and against pillars, continuing on its way through the chasm. Nora spots an incline to her left and drives up it onto a cliff parallel to The Hound, where she begins shooting it in the head. The Hound lowers Oscar Pine from its mouth into its hands and flies faster, leaving Nora confused. The Hound then lets out a loud roar, and the earth begins trembling before a horde of Centinels emerge from the ground, cliffs and archways.

jaune looked around. "Did it just call for backup?"

A Teryx swoops at Nora, who leans away and drives over an arch. Down below, Jaune slashes Centinels in half as he passes them while a flock of Teryxes flies behind him. Ren continues to hold onto StormFlower's cable, which has been detached from the gun. He watches what is happening on the ground, then looks up at The Hound, seeing Oscar pale and unconscious in its arms. Ren holsters his second gun and begins pulling himself along the cable toward The Hound.

A Centinel spits acid onto the engine of Jaune's hoverbike. As she zips across a stone arch above, Nora calls out to him.

"Jaune!"

A pair of Centinels twist around each other, heading straight for Jaune from behind. He sheathes his sword and leaps from his bike, then uses his shield's Gravity blast to bounce off a Centinel's head onto a stone arch. He tucks, rolls and teeters on the opposite edge before Nora drives by and grabs him, swinging him onto the back of her bike. Before going back to Pyrrha allowing Jaune to hop back on her.

Nora drives off the arch and onto a cliff, where a group of Centinels burrow up from the ground ahead of her. She accelerates and expertly dodges past them, only for a Teryx to land up ahead. Which attacked a cliff face which sent boulders falling, Pyrrha used her Shield sending it flying causing it to lean against the boulder and form a ramp. The bike is sent flying over the Teryx's head before it can stop them. There are two Centinels behind the Teryx, and Nora fires at the Grimm just before landing, a bit off center sending the bike into a spin and hitting one of the Centinels with the engine. Before she can regain control, the bike slams into a rock. The engine begins smoking, and a tank on the side of the bike begins leaking a glowing purple material.

Nora continues driving, dodging and speeding past Grimm on her way out of the chasm. She and Jaune sigh in relief, but when they look in front of them, their eyes widen with the realization that they are driving straight toward a sheer cliff. Nora turns the bike, and it topples over, sending her off the bike as Pyrrha, Jaune and the there bike went tumbling along the ground. The bike slams into a boulder, while Pyrrha and Jaune continue rolling toward the cliff. In an attempt to prevent their fall, Jaune stabs his sword into the ground while holding onto Pyrrha's hand, only for him and Pyrrha to fall over the edge, screaming.

Ren suddenly appears in the air above them, firing StormFlower's cables. One cable wraps around Jaune's sword, and the other wraps around Jaune's leg. A Teryx flies toward Ren, but he activates his Semblance, hiding himself, Pyrrha, Nora and Jaune. The Teryx passes by harmlessly. An army of Centinels and Teryxes arrive at the top of the cliff, only to turn and leave when they fail to sense anyone. Once it is safe, Ren deactivates his Semblance and looks into the distance to see The Hound flying toward Monstra.

They watched as it flew off, Nora Cursed

"Damn it." She said as she spun away,

"Come on, let's get out the Cold." Jaune said as he started to walk away,

(Oscar)

Ozpin's voice speaks from the nothingness just as Oscar begins regaining consciousness.

Ozpin speaks to Oscar 'Oscar? Don't panic. We're going to be okay'

Oscar is looking at his feet, which are hovering above the ground.

Oscar looks around shocked "Uh, what?"

Oscar looks up to see fleshy walls, bone spikes, a bone staircase and a membrane door. Standing in the shadows of the doorway is Salem with a cloud of smoke hovering above her hand.

Salem strides forward "My long-lost Ozma, found at last."

Oscar despite his entire body telling him not to had to make a quip

"Hi honey I'm home." He said

Salem's face morphed into rage as she slapped him hard.

Oscar moved his jaw and groaned, "awww."

The smoke forms the shapes of her daughters, all running in a circle and giggling. As Salem turns her head to look at Oscar, the smoke dissipates. Oscar's eyes widen, and he looks around and begins struggling. The Hound is holding him in the air by the back of his coat's collar. Salem walks over to him.

Salem knelt down to him. "So small, this new host of yours. It's a wonder my Hound didn't break you. It's been how many years since we saw each other like this, face to face? And nothing to say?"

Oscar adopts Ozpin's speaking mannerisms as he responds to her.

Oscar coughs from the pain before he says "I'm sorry the reunion isn't living up to your expectations."

Salem suddenly grabs Oscar's face, her own face wrinkling slightly with a furious glare.

Salem growled "You can pretend, boy, but you're not fully him. Not yet, at least."

She relaxes and lets go of him with a sigh.

Salem stood up "Well, perhaps you and I can have a better working relationship. Oscar, was it?"

She begins walking around The Hound.

Salem holds the relic of Knowledge in front of her "The Beacon Relic. My forces have been unable to locate the Relic beneath the school. If I know my Ozma, he has used some means of deception to hide its location differently than the others."

She stops next to Oscar and smiles at him, scratching The Hound's shoulder.

Salem looked deeply into his eyes "I need to know where it is."

Oscar shook his head "I... That's not something I know about."

Salem stops and walks away.

Salem snarled and spun away "Of course. He would keep that one guarded as long as possible."

Oscar sighs, and Salem stops at the other end of the room.

Salem smiled "How about something easier, then? The password for the Lamp."

Oscar pauses for a moment, his eyes dart down then back up.

Oscar sighed "The Lamp is all out of questions."

Salem turns to face Oscar and smiles, before summoning a black orb of magic in front of her. The orb sends out a rainbow of magic beams, all converging on Oscar's chest, causing him to scream out and writhe in agony. With an intense glare on her face, Salem keeps the torture going for eleven seconds, then lowers her hands with a frown, letting the magic fade. She walks over to Oscar, who is still squirming and gasping with remnants of the magic floating from the scorch mark on his chest.

Salem chuckled "The lies come out of you so easily."

Oscar turns away, cowering, as Salem gently puts her hand to his cheek and gives a sweet smile.

Salem sighed pitifully "Like-minded souls indeed."

She turns and walks away, heading back to the door.

Salem looks back to him over one shoulder "One of you is going to tell me what you know. I don't much care if it is you or Ozma. Either way, I'll finally have the Relic."

Oscar growled "I won't tell you anything."

Salem turns to face him once again.

Salem nodded "Hm, we will see."

The membrane door pulls open to reveal Hazel Rainart.

Oscar's eyes shoot open. "Hazel?" He gasped

Hazel walks over to Oscar, who weakly lifts his hand toward him.

Oscar starts to beg "Wait, wait-."

Hazel slaps his hands away and punches him, causing The Hound to drop him on the floor.

Hazel growled "That was for Haven Academy."

Hazel kicks Oscar toward the wall, then cracks his neck.

Hazel took a deep breath "Everything that follows... will be for my sister."

Hazel approaches Oscar, while Salem watches with a smile as she hears Oscar start to scream.

(James)

James sat at his desk wondering how best to break the news before he decides to just do it as he opens contacts with Erwin Holland

"Holland here." He said

"This is General Ironwood." James said

"General good to hear you what business do you have with me?" Holland asked

James sighed "not good I'm afraid, it turns out one of my subordinates have broken away after news that there is a Secret vault under the Schnee manor which Jacques is planning to use to fund the Separatists movement." James said

"Holland nodded "very well inform them to return back to Atlas I'll send in the Black array to clear it out." He said

James shook his head "I've tried but they are not responding to my calls. I'm sorry." He said

Holland sighed "this makes this operation harder, very well James I'll deal with it, tell me who is the AWOL subordinates,"

James gulped "Weiss Amd Whitley Schnee," he said

Holland turned confused "I was lead to believe that Whitley was still in prison." He said

James nodded "yes apparently after Jacques betrayal he wants to be the one to make him pay personally." James said

Holland groaned, "ugh you know as well as I do James," he said

"Don't let personal feelings bother with the mission." James said

Holland nodded "I've gotten reports of a mega structure heading towards Atlas, I don't feel comfortable with sending anyone over to the manor to deal with this, less we lower our defenses," Holland said

James nodded, "agreed, I guess I'll send the remains of Team RWBY." James said

Holland nodded "do so I have one havoc missile, and if necessary I will launch it. Holland out," as the connection ended,

James sighed this shit got complicated… he pressed his button on his desk "winter," he said

"Yes sir?" She asked

"How quickly can Team RWBY be deployed to Schnee manor?" He asked

"They are already gone sir," she said

(Weiss)

Weiss and Whitley were moving around the back of the what would now be considered a quarry,

Weiss pressed against the wall and looked to Whitley as he points to the stone work

"The entrance is somewhere in here." He said

Weiss nodded and looked at the nearest window, above them

"Hang on," she said as she shot out the window and climbed through pulling her brother in with her,

"Alright let's look for that secret passage," she said

Whitley nodded as they moved through the house,

They found the passage at the end of the hall by a bookshelf that was held ajar,

Weiss Amd Whitley looked at each other before they looked towards it and slowly moved into the room.

Downstairs they heard a lot of huffing and grunting as Heavy bags were loading up onto a tram system underground

"7." Jacques said

As Weiss Amd Whitley slowly walk down the steps

He huffed and put his hand on his hips

"Well I think this is enough for now." He said

"Is it father?" Whitley said from the shadow

Jacques spun around to see his "son pointing a gun at him

Jacques let a fatherly smile as he approached

"Whitley…" he said

Whitley cocked the gun and pointed it back at him making him freeze,

"You wouldn't shoot your old man would you?" He asked

"Depends. Are you my old man? Or some bastard you used his son as a tool for his money grabbing scheme?" He asked

Jacques froze. "You know that time In the prison wasn't meant to be anything special right, I needed to know if you could prove yourself to take over when I'm gone, seeing as your here I'd say you've reearned your place." Jacques said

"He wasn't alone." Weiss said as she stepped out from behind Whitley

Jacques was stunned

"Y-you lead her here!? How could you!?" He asked

"Because I'm sick and tired of your manipulation's!" Whitley screamed

"Don't think I don't. Know the abuse you've given, mother. The attacks you've done on Winter and Weiss, Hell not even I'm safe from them, Weiss is right in the fact your not worthy of being the head of this family. "And clearly by the way you've taught me neither am I." He said he turned to Weiss

"As of this moment I'm privately I've reinstalling Weiss as head of the family." He said with a smile to her sister, to which she smiled back

"You're rabid." Jacques said

There was a single gunshot and a pause,

Jacques looked down and opened his jacket to see a hole in his shirt and it the pure white shirt starting to be stained red.

"A-a…" Jacquest gasped

Suddenly he reacted in the moment drawing his own hidden pistol and firing at the two of them Weiss raised an ice barrier making the shots miss as Jacques hopped into the tram and threw it into drive,

"YOUR NOT WORTHY OF BEING A SCHNEE!" He screamed behind him as he drove off into the dark tunnel.

Whitley peeked out of the ice to see his father gone, "damn it." He said

Weiss put an arm on his shoulder, "it's ok, you've done enough." She said

"He still got away." She said

"True…but… we got a lot more stacks of cash than he did," Weiss said as she looked to notice 4 more bags full of Lien he didn't load into the tram,

Whitley smiled,

"There should be another tram Around here somewhere, we can use it to ferry the rest of the money out," he said

Weiss looked confused

"The rest?" She asked

"You didn't honestly expect the vault was just filled with banknotes did you?" He asked as he knocked on the wall and the secret vault was revealed,

Weiss gasped.

Gold plated walls, and marble pillars with rows and rows of Solid gold Ingots, 4 wooden pallets full to the shoulder of Stacks of Lien in all colors, a wall rack of dust dispenser filled with All kinds of processed dust so pure that even the powder even twinkled like diamonds. Plus all the metals like gold and silver, with actual gems like diamond and Rubies,

"Holy shit there is over a billion dollars of value in here," she said

"Three Billion two hundred and six." Whitley said as Weiss looked behind her to see Whitley pulled up a tram of there own

"Look on the back wall."

Weiss did so and in a good plaque read "Personal enriched fund, Total three billion two hundred and six Lien."

Weiss scowled.

"Come on let's load this all up." Whitley said

Weiss nodded "ok but…how will we lift the pallets?" She asked

Whitley shrugged "well I'm not sure about how your summons are at lifting heavy stuff." Whitley shrugged

Some time later, the last Pallet was loaded into the back of the tram with a sigh,

"Damn and that was. Just the beginning." Weiss panted

"The long beginning." Whitley said as he revealed several more safes just like the last one only this was even more full to the point that opening the door made some of the contents spill out.

Weiss was appalled at how much of a money hoarder her father was and never knew of it.

"How many more of these vaults are there?" She asked

Whitney sighed "from what I hear ten…" he said

Weiss was appalled

Before she grounded herself "look these is too much for two people I'm going to Radio Ironwood and see if he can't give us a hand." She said

Whitney nodded as Weiss pointed down the tunnel

"I'm going to go and see where this leads hopefully I can signal my team to come in and help us from there." Weiss said

Whitley nodded as Weiss took a small cart and dove off.

Whitley took a crowbar and started to pry off the golden plaque on the wall of Jacques Schnee.

Weiss got out of the tunnel and called James

(James)

James sat at the desk as he tried to micromanage the army in preparation for Salem's invasion when he got a emergency call from Weiss.

James snapped up the phone and started to rant "Weiss do you have any idea what you are doing?! Your in danger get out!" He said

Weiss tried to stop him as James explained the situation Weiss had enough "IF THAT MISSILE IS FIRED THEN YOU WILL DESTROY THE WORLDS GLOBAL ECONOMY!" She yelled

James paused "what?" He asked

"I'm in the bunker complex under the Schnee manor. General there is over 30 billion Lien sitting there."

James paused "bullion?" He asked

"Yes Billion with a B. Think of all the suits of Guardsmen armor you can make General." Weiss said

James sat down.

"Ok your team in Route. No fuck it I'm sending you Gold fleet." He said as he hung up

He looked up to see Pietro and Maria standing by his desk

"Pietro It hasn't been announced but very soon I'm going to declare Black Winter," James said

Pietro looked as if he was going to have a heart attack.

"Really?" He asked

James nodded "if the reports are as they seem. I'm transferring your lab to the Black array pronto." James said

Pietro nodded "very well I'll pack my stuff." He said as he started to leave

Maria hopped down from her chair "I'll help too." She said

"Pietro." James said making the scientists turn

"If we don't see each other again I just wanted to say…it's been an honor friend."

Pietro nodded and walked out the door. As James pressed the call signal for Gold fleet.

(Ruby)

Ruby Blake and Yang landed on a field near the mountains. Yang looked around

"This seems rather far from the manor." Yang said looking around.

"Oh good your here!" Weiss said

Ruby stepped forward "Weiss!" As the two girls went for a hug

"Ruby!" She said as she pulled away.

"Come on let me show you why I called you." She said as they headed back down the tunnel on the way Blake noticed a tram with 4 flatbeds holding 7 large duffle bags one of them open and fat stacks of Money inside

"Woah!" Blake said

Weiss turned around

"Take that we will need it." She said

"Weiss…the bag is full." Yang said

"Not the bag Yang the tram. We have a lot more to load up." She said

Everyone stared appalled soon they started to drive down the tunnels

"Soo how much money is here?" Yang asked

"Over 30 billion." Weiss said

"Holy shit Weiss we can't carry that?!" Yang gasped

"I've gotten word from Ironwood that he's dispatching the Gold fleet to help us load up." Weiss said

They finally reached the end of the tunnel and found Whitley was moving a 10 foot plaque across the ground towards the tram

He sighed as he stopped and wiped his forehead

"Hey brother!" Weiss called

Whitley turned and smiled "Weiss and extra help I see." He said

Weiss hopped off and summoned her knight who took the plaque and put in in the tram

Whitley scoffed in good fun "show off."

"I got word from Ironwood that he's sending the Gold fleet to help us move the stuff out." She said

Whitley whistled "Damn with that help we should get this done within an hour maybe two." He said

"Really an hour?" Yang asked

Weiss shook her head "Yang let me show you a vault I believe this is one of the smaller ones." She said

Whitley nodded "it is in fact the smallest." He said

As Weiss showed the room off Yangs jaws hit the ground

"What the fuck?!" She asked

"Imagine the amount of super soldiers armor that could be made." Weiss said

"Holy shit Weiss what is that dust wall?" Blake gasped

"I know that pisses me off too." Weiss said shaking her head

Ruby ran towards the weapon rack and picked up a halberd

Yang rolled her eyes "of course that is the first thing you gravitate towards

"Aw your just jealous." Ruby teased as she spun the halberd around behind her as her finger brushed against a recessed trigger and nearly blew a hole in the wall."

Everyone was shocked as Ruby dropped the Halberd

"Huntsman weapons?" Yang gasped

"But that's illegal to own without a license." Weiss said

Ruby picked up a simple sword and read the engraving "properly of Sasilous Alvera." She said

"These are all fallen warriors!" Weiss said

Everyone gasped

"But…aren't they supposed to be sent to the academy to be process for the memorial to all those who had fallen." Yang said

Blakr scoffed "add that to the list of crimes Weisses father has committed."

Ruby stepped forward "come on let's leave these off to the side so we can process them later for there families and memories we are not leaving them here." Ruby said as she picked up the halberd from the floor and put it carefully back on the rack.

Team RWBY started to Shuddle the Riches out of the safe and into Gold fleet when it arrived.

(Jaune)

Team JNPR found a small outpost in the hills of Mantle and they were surprised that within 3 minutes Winter had arrived with them and flew them back.

Winter looked at them

"This has not been announced to the public yet but General ironwood is going to declare Black winter." She said

The team looked at each other confused

"What does that mean?" Nora asked

Winter sighed "it means mantle as well as Atlas has become untenable to hold life anymore and we are evacuating the continent." She said

Jaune gasped as Pyrrha put a hand to her mouth Ren just looked at his feet.

"We're all to either stand on the front lines to delay the Grimm and anyone else trying to get to atlas until everyone is evacuated or to help aid in the evacuation." Winter said

The team looked at each other.

"But Oscar." Jaune asked

Winter looked back

"What about him?" She asked

"He was taken by this Grimm to the Monstra." Jaune explained

Winter's eyes shot open

"Shit the General must know of this." She said as she turned away only to turn back.

"Be prepared to be sent deep into enemy territory to retrieve Oscar. I'm not sure about the amount of aid we will get for this opp." She said

(James)

James is getting more and more frantic as he gets reports of Grimm getting closer to the city with numbers he did not expect.

on farm plains on the outskirts of Atlas. A squadron of Atlesian Military soldiers ready their guns just outside the city walls. As they watch, Grimm start running through the fields. On the edge of the floating landmass, the whale-esque Grimm Monstra roars, releasing a wave of Grimm Liquid that spawns a plethora of Grimm types: Sabyrs, Sulfur Fish, Apathy, Megoliaths, and more.

The forces of Grimm and Atlas clash as General James Ironwood looks on from the safety of his office. He scowls, then presses a button on his desk console, speaking remotely to a subordinate.

A Soldier amswers "Yes, sir?"

Ironwood huffed "I am evacuating all citizens to the subway. Prepare Manta Squad Omega, and dispatch to every part of Atlas amd mantle."

The Soldier gasped at the absurdity of the order "But sir-."

Ironwood slams his fist on his desk. "Now!" He roared not wanting his people in danger.

Elsewhere in Atlas, civilians are seen lounging in a public park. High-pitched speaker feedback is heard before Ironwood broadcasts his announcement.

"Citizens of Atlas, please proceed to the nearest underground subway station for shelter and prepare to evacuate, I'm declaring Black Winter, repeat Black Winter is upon us."

One man gets up from beside his daughter, confused and looking around for a threat. As sirens begin to blare, people start to panic and run for the subway. Then man is frozen with fear until his daughter points to the sky behind him.

"Dad? Look!" She said

A swarm of Lancers weave their way between the Atlas skyscrapers, sending the man stumbling back. A squad of Mantas swoops in, opening fire on the Lancers. The man hurriedly leaps to his feet.

Her Father picked her up and cradled her "We need to go!"

(Winter)

Winter Schnee sits in the Manta as Team JNPR sit with her anxious Their Manta approaches Atlas, and Atlas Military chatter can be heard over the in-ship radio.

As the Radio Commander spoke "We can't get the Hard Light shields back up, sir. The generators took too much damage!"

Ironwood called back "Then don't waste resource on them. Beta Squad, the creature?"

The other Commander responded "We tried bombs, missiles, but we can't make a dent, sir."

Winter chimes into the conversation.

"Sir, Schnee here. Oscar is still MIA, but ive collected Team JNPR, they say Oscar is inside the creature

Ironwood huffed "Fuck, Stand by for further orders, and be prepared to move in."

Winter called back "Yes, sir. Of course."

Winter turns and narrows her eyes out the window, then gasps as Monstra slowly comes into view through the windscreen. Jaune and Ren stare slackjawed at the gargantuan Grimm.

Jaune is in awe "That's where the Grimm took Oscar. It's even bigger than I thought."

Winter shook her head "I don't know if we have anything that can dent it." She said

Ironwood's voice comes through over the radio again.

"Cease fire. Manta squads, concentrate on secondary hostiles. Command is working on a solution for the creature."

Winter and the others looks at each other worried as Winter grabbed the radio "What do you have in mind, sir?"

Ironwood sighed "We aren't making any progress attacking the thing from the outside. But from the inside, it could be vulnerable. Science team is putting together a bomb. When it's ready, we'll drop it off as close to the target as possible. Then, your team will deliver it on foot. Sending your rendezvous coordinates now."

Throughout Ironwood's order, Winter's face goes through a cycle of emotions: pensiveness, horror, denial, and finally, resolution.

Winter nodded "Of course, sir. We will hold the point and we will get it done. But what of Oscar?" She asked

"Oscar is still the number 1 Priority, but I want that creature destroyed as well once Oscar is Secure then you move in." Ironwood said

Winter sighed in relief "yes sir." She said as she looked back to see the determination on team JNPR's face,

(Salem)

Meanwhile, within Monstra's throne room, Salem is directing her Grimm by making sweeping gestures with her arms, similar to an orchestra conductor. Emerald is spying on her from a short distance away. She seems conflicted about the present situation, steels herself, then leaves the room. In the hallway, she encounters the Seer but is able to evade detection using her Semblance.

Behind a closed door, she overhears Oscar Pine's physical torture at the hands of Hazel Rainart, and puts her ear to it to eavesdrop. In the room, Oscar is suspended off the floor by his wrists. His blood drips onto the floor.

Hazel walked away "That stunt you pulled. She'd have killed you if you didn't just pop up somewhere else. Still, you can make things easier on yourself if you start telling the truth."

He walks up to Oscar, who has a black eye, is bruised in several places, and has clothes peppered with dried blood, dirt, and scorch marks. Ozpin speaks through the boy.

"You've never wondered why she recruited you? You, specifically, to help her find the Relics."

Hazel scoffed "We share a vision. She's gonna create a new world order, no Kingdoms…"

Hazel steps close to Oscar, almost nose-to-nose.

"...and no Huntsmen Academies."

Ozpin chuckled "New world order. No. When Salem gets all four Relics, there will be no world left at all. Don't you get it? She's been alive longer than you can comprehend. All she craves now is release. Death."

Hazel punches Oscar, sending him swaying by his wrists.

Hazel growled "Stop lying! Salem can't be killed."

Oscar blinks repeatedly, trying to focus on Hazel's words.

"When she came for me, I killed her over and over again. The longest she was gone was only a few hours, before she put herself back together. When I couldn't lift my arms anymore, she showed me that, through her, I could have the vengeance I needed."

Ozpin sighed "Oh, Hazel, don't you see? That is why she came for you. Because she could make you believe that this is what you needed." He said

Hazel growled "This is what you deserve!"

Ozpin nodded "Yes! but Oscar? The people of Atlas, Remnant? You haven't done what you've done for justice. You've done it for yourself. Because she pushed you to think it would help you. Well, has it?" He asked

Seeing as Hazel had no answer Ozpin countuned

"So long as this world turns, you shall walk its face". That was the curse cast upon her. But if Salem can divide Humanity beyond repair, and bring all four Relics together, she believes that maybe her curse will be broken. The Gods will rule against us and destroy Remnant, once and for all." He said

Hazel scoffed "Nice story. But if Gretchen's death taught me one thing, it was never to trust you."

As Hazel moves toward Oscar, the boy's persona talks to Ozpin in his mind.

'Please, let me.'

Ozpin is shocked 'But, Oscar-.'

Oscar did t back down 'You want him to trust us? Then trust me.'

The boy closes his eyes, and Ozpin yields control to Oscar.

Oscar looks up at Hazel "Her name is Jinn."

Hazel stops advancing toward Oscar.

Oscar sighed "You want her to come out of the Lamp? Just say her name. She can still answer one more question."

Hazel's eyes widen in anger, and he grabs and lifts Oscar by the collar.

Hazel growled "After all that, you're just going to give Salem the password?"

Oscar shook his head "No, I'm giving you the password, and hoping you'll find the truth for yourself."

Hazel slowly releases Oscar's collar, his scowl turning to an expression of surprise. Emerald pulls away from the door, trying to process what she has heard.

Later, Mercury is seen packing an away bag with Emerald in the same room.

Mercury sighed "He's a prisoner, Em. He'll say what he thinks will get him out."

Emerald shook her head and sat down "So you're still going to Vacuo, after what I just told you?"

Mercury shrugged "Those are Salem's new orders, and I know better than to disobey Salem."

Mercury heads for the door.

Emerald looked up "But-."

Mercury sighs, turning to reason with Emerald.

"Look, even if what he said was true, we can't stop Salem. You told me yourself, Hazel tried. He failed and he got in line. Big guy's not going to pick fights he can't win, and neither should we."

Emerald puts on a defiant expression. Mercury turns away, stepping into the corridor.

Mercury shook his head "And all of this is pointless, anyway. Salem's not ending the world."

"So long beautiful. I have a date with the desert." Mercury said as he walked out on Emerald,

On one of Monstra's landing bays, Mercury is pushed roughly into a Manta aircraft as Emerald looks on, a mixture of dread and worry on her face. Mercury catches her gaze and gives her a solemn nod before he walks to the ships cockpit and flies off into the distant Atlesian sky.

(JNPR)

The manta Dropped off Team JNPR before it flew away as Thrynsnuck into the beast, Monstra's body, Jaune Arc, Pyrrha Nikos, Nora Valkyrie and Lie Ren sprint down a corridor within the gigantic Grimm. They stop to catch their breath.

"Well, that was harrowing." Nora panted

"Not my idea of a good date," Pyrrha said

Jaune shook his head "We're not in the clear yet. We still have to search this whole thing and find Oscar before the Army blow us to pieces."

Nora sighed "How are we supposed to find Oscar? It's going to be like finding a needle in a... giant... whale. Why did we think this was a good idea?"

Ren looks thoughtfully down the corridor.

"I... I might be able to help. I can sense spikes of people's emotions, I think. It happened on Winter's ship. If I focus my Aura, I can keep it up."

Nora shrugged "Okay, that's new. Maybe one of them is Oscar."

Ren touches his temples with his fingertips, focusing.

Ren groans "I can sort of tell where they are, but not who. They're more of less in the same area though. Further in. I can lead."

Ren makes to move down the corridor, but Jaune stops him with a hand on his shoulder.

"Hey, you don't have to drain yourself. I can help too."

Ren nods "Yeah, good thinking. Thanks."

Jaune smiles "Well, lead the way."

Jaune awkwardly points finger guns at Ren while Pyrrha and Nora roll their eyes.

(Oscar)

Elsewhere in Monstra, Oscar lies on his side on the ground.

Oscar sighed as he started to recount something "She brushed off her bumps and bruises, for nothing hurt worse than the loneliness in her chest."

Ozpin spoke up 'I recognize that. The Girl Who Fell Through The World?'

Oscar chuckles, turning to lie on his back.

"I shouldn't be surprised you're so familiar with fairy tales."

'I've lived through my share of them. How are you holding up?'

Oscar sighed "I thought the idea of falling through Remnant into a new world was exciting. I never understood why she was so sad when she finally made it back home. But now it makes more sense."

Oscar stretches out toward the light emanating from beyond a membrane on the ceiling, and studies his gloved hand.

'She wasn't the same girl anymore.' Ozpin said

Oscar nodded "Yeah."

Ozpin sighed 'I think this plan to divide might have run its course. It's time we start thinking about a way out. Not having our cane certainly limits the options, so…'

With effort, Oscar curls into a fetal position.

"No, I don't like what happens when we use magic. Every time we use it, I can feel us merging faster. I'm not ready for that."

'I don't blame you. Honestly, I think you're doing just fine on your own.'

The door opens and Hazel Rainart enters. Oscar pushes himself into a supine position just before Hazel grabs him by the collar and hauls him up.

(Winter)

Outside of Monstra, Atlesian soldiers are lined up on either side of a trench. Winter Schnee is walking between the rows, addressing her troops. Amongst the soldiers is Team FNKI.

Winter spoke to everyone commanding there attention "Listen up everyone. We're keeping this LZ clear for the payload we're going to put aboard that thing. If we can't hold this line, it will continue to spit out Grimm and we lose the city. Is that understood?"

The Soldiers snapped to attention "Yes, ma'am."

Neon Katt turns to her teammate Flynt Coal, trying to stay upbeat.

Neon elbowed him "You wouldn't happen to know a tune for this, huh?"

Flynt sighed "I don't know that anybody does."

"Another wave incoming. Keep them back." A scout said

With one last determined look at each other, Neon and Flynt climb the sides of the trench and join the fray alongside their fellow soldiers.

"Move, move, move!" A Soldier yelled

(Oscar)

Meanwhile, Hazel enters the room where Relic of Knowledge is being kept, and crudely drops Oscar along the path.

Oscar coughs as he stood up "Why did you bring me here?"

Hazel takes a moment to examine the Lamp on its pedestal before he responds. As he speaks, he circles the Lamp, eyeing it suspiciously.

"I've been thinking about what you said. If it's a lie and I took that lie to Salem, the punishment would fall on my head before yours. If what you said is true and I used the password myself, well, I don't know what happens when this thing activates."

Hazel turns back to look down at Oscar.

Hazel glared at him "So let's see if you're bluffing."

Oscar looked at Hazel "You want me to summon her?"

Hazel nodded "Either way, it'll tell me what I need to know."

Emerald Sustrai appears, looking between Hazel and Oscar with a concerned expression.

Emerald looked shocked "What are you doing?"

Hazel grunts noncommittally, joining her behind Oscar.

"Let's find out." He said

Oscar slowly gets up, holding his side. He takes a deep breath.

"Jinn." He says

Cyan mist unfurls from the Lamp. A nearby bubble of Grimm Liquid bursts and its droplets freeze in place. Hazel holds a protective arm out in front of Emerald, who takes a step back. Both look on in awe. Jinn materializes and stretches, settling into a relaxed position.

Jinn appeared smiled "Why, hello again, old man. Did you have a question for me?"

Oscar chuckles, waving hello to Jinn. He turns to look at Hazel.

Hazel shook his head "Actually, I think all my questions are answered now."

Jinn looks on bemusedly.

Oscar looked back at Hazel "What are you going to do?"

Hazel momentarily closes his eyes, likely in remembrance of his sister.

Hazel nods "What Gretchen would have done. And that starts with getting you away from here. Both of you."

He turns to Emerald, who can only blink in concern. Oscar approaches Hazel.

Oscar nodded "I'm going to need something before I go."

"So just to be clear, none of you have a question for me?" Jinn asked

Oscar shook his head "No, but we'll be bringing you with us."

Hazel and Emerald trade uneasy looks.

Hazel shook his head "The moment we move that thing, this place goes on high alert. Better to get you out first."

Oscar looks at him "But…"

Hazel puts a hand on his shoulder "I'll come back for it. Not like she knows the password anyway."

Hazel and Emerald turn to leave. With one last backward glance at Jinn, Oscar wordlessly follows them. Jinn looks to the side, before returning to the Lamp in a puff of cyan smoke. In the darkness next to the door, a pair of differently-colored eyes can be seen watching the trio leave.

(JNPR)

Jaune, Pyrrha, Nora and Ren are moving down a corridor. Jaune is using his Semblance to amplify Ren's. Before long, Jaune's Aura shimmers, and he splutters, short of breath.

Jaune pants "Sorry."

Jaune tries to put his hand on a wall for support, but it glides off the mucus-covered surface, and he shakes the goop from his hand, disgusted.

Ren shook his head "It's not your fault. I'm masking and tracking at the same time."

Pyrrha looked uneasy "Do you guys need a minute?"

Jaune shook his head "We don't know how much longer we have. Why don't you give masking a break? Give me directions and I can scout ahead."

Ren nodded "Thanks. We should be heading straight for a while."

Jaune takes off down the corridor, raising an arm in farewell. The other two watch him go.

Ren: It's okay to be afraid, you know. You don't always have to hide it with a joke.

Pyrrha smiled "Glad I'm not the only one who's scared."

"Pyrrha scaired wow can I have my five dollars then?" Nora teased

Ren shook his head "Of course I'm scared."

Ren turns back to look in Jaune's direction.

"Him on the other hand... There's no fear at all. I can see it, he believes we're going to get this done."

"Well that's our fearless leader Ren." Nora said

Ren nodded "yeah, and I've just realized how much of an honor it is to follow him."

Ren turns back to face Pyrrha, who chuckles.

"Then I do too."

Suddenly, Jaune comes sprinting at full force toward them. He hurries them into an alcove and crouches by its entrance, expanding his shield and drawing his sword.

"Mask us, Ren!" He said

The trio turns monochrome as Ren uses his Semblance. A Seer hovers into the nearby corridor. Ren's Aura shimmers, and he struggles to keep his Semblance active. The Seer floats past them, but stops in its tracks after Ren's Aura breaks and his Semblance deactivates.

Emerald and Hazel are moving down a hallway within Monstra.

"You sure he'll be okay on his own?" He asked

Emerald sighed "I don't know, we just need to get... Wait."

Emerald holds a hand out in front of Hazel, who comes to an awkward stop. Salem is coming down the corridor toward them. Emerald quickly grabs Hazel's arm, pulling him out of Salem's way. They stand to the side with their heads bowed in deference.

Salem smiled "Ah, Hazel. Have you gotten what we need yet?"

Hazel turns to look at her, his eyes wide. He glances down at Emerald.

"I... I, uh…"

Salem's eyes narrow suspiciously. Suddenly, a loud screech echoes through the corridors,

Salem spun around "The Seers... seems we have guests."

Her eyes widen, and her calm demeanor drops.

Salem "The Lamp! Find them!" She said

She speeds unnaturally fast down the hallway.

JNPR have just finished destroying the small troop of Grimm that the Seer had called after them.

Ren panted "What now?"

Nora smiled "Let's do what we do best, charge blindly into danger."

Jaune shrugged "Would've gone with "keep moving forward," but sure. Ren?"

Ren nodded "Forward, no matter what."

The four move onward down the hallway.

(Winter)

Outside Monstra, Atlesian Paladins make short work of a pair of Megoliaths while Standard foot soldiers clean up the smaller Grimm. Neon and Flynt get into formation, warding off a Manticore.

A female soldier fires a lucky shot at a Grimm taking it down as she contacts Winter over military comms.

"How much longer for the payload?"

Winter spoke to her over comms "It's approaching the LZ now."

Overhead, an Atlesian Airship flies in Monstra's direction, flanked by several Mantas.

(JNPR)

The team round a corner, coming face-to-face with Emerald and her companion.

Nora snarled "You!"

Emerald has her weapons leveled at the trio, but "Hazel" steps forward, holding his hands out.

"No, wait, stop!"

His image shimmers and fades, revealing Oscar in the hallucination's place. Yang and Ren lower their weapons with relieved smiles, but Jaune drops his sword and shield, running forward to embrace Oscar.

Jaune sighed "Oscar!"

Oscar winces in pain, but chuckles weakly and returns the embrace.

Emerald smiled "I knew I sensed some weak minds nearby."

The group's reunion is cut short, and they all stare at Emerald.

Jaune was shocked "What's going on here?"

Oscar sighed "It's a long story."

Nora steps forward warily.

"You're gonna have to try and summarize it. Why should we trust you?"

Ren answered for her "Because she's scared. Just like us."

Emerald raises her eyebrows in surprise. Yang and Jaune's expressions soften.

Emerald shrugged "Or maybe because I know how to get out of here."

She moves forward down the corridor past them, only sparing a glance in their direction.

"Anybody coming?" She asked

(Winter)

Winter steps aboard the landed bomb carrier, receiving a Scroll from a nearby soldier. She then turns to address the ranks of troops behind her.

Winter sighed "This is it, everyone. We're going to clear a path to that monster. We get the payload aboard, set the timer, and then we're out."

The soldiers salute her and disperse. Winter turns to inspect the explosive.

(JNPR)

Meanwhile, team JNPR with now Oscar, and Emerald head for one of Monstra's open-air landing bays. The outskirts of Atlas are visible in the distance.

Oscar smiled "We're almost out!"

A terrific rumble shakes the ground, forcing them to stop.

Jaune looked around "What is that?"

Emerald stares blankly straight head, the horror evident in her expression.

"It's her."

A massive screech sends the five of them covering their ears. Then everyone except Emerald is knocked off their feet by a blast of purple magic. Salem stands at a freshly carved hole in the wall, her eyes sweeping over Oscar, then travelling to Emerald. The girl turns to run, but Salem extends her arms, grabbing her and pulling her close.

Salem smiled "You really have been honing that Semblance of yours."

Ren fires at Salem, who turns and retaliates with another blast of magic. Jaune steps forward with his shield, but both he and Ren are blown off their feet and into the wall behind them, breaking the former's Aura. Nora presses on, jabbing at Salem's front and planting her explosives there. She quickly gets out of range and detonates them.

Salem's upper body bends backwards from the force with her chest ripped open. Her free hand then twists and spit outs an adhesive substance in Noras direction. She blocks it with her hammer, but Salem pulls, reining the girl in as her body regenerates. She finally closes her hand on the hammer.

Oscar yelled "Let them go!"

Salem turns to face him, and takes a green beam of magic to the chest. She staggers, then glares and hurls Nora at Oscar. They tumble bodily on the ground. Sigils appear on the ground, spawning Shadow Hands that immobilize Nora, Jaune, Ren, and Oscar. She uses one last sigil to immobilize Emerald upright. A roiling ball of magic appears in her hand as she interrogates Emerald.

Pyrrha was about to jump down and attack her but with a wave she. Was hit from the side, and pinned against the wall

Everyone looked at Jaune who shook his head, no they were just playing with her for now. They would have there real fight later,

Salem snarled at Emerald "What did you do with the Lamp?"

Emerald shook her head "Nothing."

Emerald appears resolute at first, but turns away when Salem moves the ball of magic toward her face.

Salem growled "It's missing. Where is it?"

Emerald looked away "I didn't do anything with it."

Emerald squeezes her eyes shut as Salem turns to look at Oscar.

"Where is it?"

The Shadow Hands binding Oscar force him into an upright position, his hands bound. Salem slowly approaches him.

Salem sighed "Look how you've diminished. How you've lessened yourself, and for what? These children, this ruined world?"

Overcome by rage, she suddenly grabs Oscar's head from both sides, holding her thumbnails threateningly close to his eyes.

Salem growled "Why...do...you...keep...coming...back?!"

Pyrrha grit her teeth "Why do you?!"

Salem was about to talk to her But Hazel apparered

"Your grace."

Hazel enters the scene, passing in front of a still bound Emerald.

Salem smiled "Ah, Hazel. I found our guests."

Salem gestures at the subdued teens as Shadow Hands shoot up to cover Pyrrhas mouth.

Salem conjures another ball of magic in her palm, turning to look at Emerald.

"This one was helping them."

Emerald looks at Hazel, pleading with her eyes, but his expression is indecipherable. The hands holding Oscar retract, unceremoniously dropping him to the ground.

Salem pointed down the hall "Take the boy back to his chamber. I have work to do with this one."

Salem caresses a now tearful Emerald's cheek with the back of her hand, the churning magic inches from her face.

Hazel nodded "Yes, of course."

As Hazel moves behind Salem to get to Oscar, Emerald's wide, panicked eyes track him. He looks at Yang, Jaune, and Ren as he passes by, then finally grabs Oscar by the collar and lifts him up to eye-level. He regards him for a moment, grimacing, before pulling him close to whisper in his ear.

"No more Gretchens, boy."

He drops Oscar, who lifts his right hand to find his The Long Memory. Hazel heads back toward Salem and Emerald.

Emerald was withering everywhere. "I really don't know!"

Salem pulls her hand back to use her magic on Emerald, but is sent flying by a punch from Hazel. She cushions her fall with a swirling cyclone, and Hazel moves forward to do battle. The Grimm arms and sigils binding the others disappear. Hazel discards his vest, and produces a large Dust crystal.

Hazel roared "Go! Now!"

He embeds crystal after crystal of various types into his shoulders: ice, fire, lightning, earth, wind. Each sends tracks of glowing energy out under his skin, and his eyes start to glow from the power he is channeling.

Emerald was shocked "Hazel…."

Hazel turns to look at Emerald. Her eyes are glimmering, and she gives him a subtle shake of the head. He gives her a determined and reassuring smile, denying her wordless plea.

"Go!"

He turns back to face Salem, who has levitated higher into the air.

Salem sighed "So you've decided against vengeance for your sister, after all this time."

Hazel sets his fists ablaze, settling into a boxer's stance.

"I'm doing what Gretchen would have done!"

Salem gathers her magic, sending it at Hazel in short bursts. He uses Lightning Dust to augment his speed, weaving and dodging between them, then sends a barrage of fireballs at Salem. She easily dodges them, and sends a spread of beams his way. He dodges, before slamming Wind Dust at his feet. The resulting burst of air launches him toward Salem.

Hazel then combines the Dust between his palms, creating an oversized ball of rock, fire, and lightning, which he slams into Salem. She is knocked to the ground, and he bashes her stomach upon landing, slamming his fists into her face and head. The ground is quickly covered in dark, glistening blood. Even as she is beaten to pieces, Salem's hand crooks upright to make a gesture; her sigil appears on the ground, and Shadow Hands lunge out to immobilize Hazel's limbs, lifting him into the air.

Emerald can only watch, dismayed. She notices Pyrrha, Nora, Jaune, and Ren making an escape behind her, and gives Hazel one last glance before taking off as well.

Jaune turned to them "Come on everyone, out!"

Emerald races past him, and she, Pyrrha Nora, and Ren safely make it outside.

Jaune looked back "Wait, Oscar?!"

Oscar solemnly turns to face Jaune, holding up his cane.

Oscar sighed "She'll just come after us."

Oscar turns back to face the battle, extending his cane.

Still holding Hazel immobile, Salem regenerates her head, her jaw cracking and popping back into place. Hazel readies a crystal hidden in his palm, and uses it to block Salem's burst of magic with a Hard-Light shield. Salem uses her Shadow Hands to fling him into a distant wall as Oscar watches. She grabs the back of Hazel's head and slams it into the ground repeatedly, the disappointment evident on her face.

The gears in The Long Memory start to glow, and a sudden breeze ruffles his collar and hair. Salem turns to look at him, then glides across the floor toward him at an alarming speed. However, Hazel stops her, closing his arms around her waist and lifting her off the ground. A sigil appears at his feet, causing Shadow Hands to wrap around his ankles and his throat. In one last act of defiance, Hazel parts his lips to reveal a Fire Dust crystal, which he then crushes between his teeth. Both he and Salem are engulfed in flames. The latter starts screaming in rage.

The hands around Hazel's neck tighten, and he painstakingly cranes his neck to lock eyes with Oscar.

Hazel smiled "Do it."

Oscar readies his now glowing cane as Hazel gasps, his eyes becoming unfocused. The boy depresses the lever on his weapon, causing its length to shimmer gold. A sphere of crackling green magic forms around him, and the immediate area is filled with bright yellow light.

(Guts)

In Atlas Guts walked around aimlessly, he failed, very much so he failed, The relic was stolen by Femto, heck Femto was here and he missed his chance, and because of that his friends were in danger, and now all the Grimm have started to invade the city,

He looked out the window just in time to the monstra explode as Guts sat back appalled at the power in that blast,

(Femto)

Femto stood on the roof of a building as the monstra exploded. He grit his teeth 'stupid women' he thought as he looked at his hand to see it twitching, but he stilled himself to anchor himself onto this plane, 'I'm not leaving yet.' He thought as he portaled away.

(JNPR)

Team JNPR, Oscar and Emerald are left at what remains of Monstra. As the large Grimm decays into the sky above, Jaune gets a video call on her scroll and answers it to see it was Ruby , who is biting her finger nail in concern. She brightens up when she sees Jaune answers the call.

"Jaune?" Ruby asked

"Jaune, Are you okay? Where are you?" She asked

Jaune nodded "Yeah, we're fine. Is everyone there all right?"

Ruby nodded "We're... alive. This'll help though. Guys! They're okay."

Oscar gets up and Ren tries to help him. They look over at Emerald on her knees not too far away, all alone.

Oscar looked at the others "What do we do about her?"

Emerald looked in a daze. "Hazel?"

Emerald looks down at her empty palms as black flakes from the dead Grimm fall around her.

Weiss spoke from the scroll "I'm sending you a map. You're in the agricultural area. Just head to this access point to reach the red line subway tunnel then follow the route I've drawn for you. Your ll see a fleet of Atlas ships you can come help us load up stuff from the remains of the manor," Weiss said.

Jaune nodded "Got it. We'll see you soon."

Ruby waves and the call ends.

Jaune, Ren, Pyrrha, Nora, and Oscar are walking through the dark subway tunnel. Emerald is walking ahead of them with her hands up in the air. Nora has her grenade launcher trained on Emerald with one hand, and is holding Emerald's guns in the other. Meanwhile, Ren and Jaune are using their Scrolls as flashlights.

Nora looked over shocked "You can't be serious. You want us to work with her?"

Oscar shook his head "I'm just saying it makes the most sense. We're all enemies of Salem, including her."

Emerald spun around "No, I'm with blondie. You don't like me, I don't like you. So how about we just part ways and you never have to see me again."

Jaune shook his head "You're not going anywhere. Not after everything you've done."

Ren intersected sagely "We can't let all of our actions stem from fear. If she could help us, I think we should consider it."

Ren looks towards Emerald and he sees purple petals flicker around her with his semblance.

Nora growled "She is part of the reason We are like this. I'm not going to just forgive her. Everything that happened at Beacon... She lied to us, tricked us. She is dangerous."

Oscar stepped forward "You don't have to forgive her. You have every reason to feel that way. Just maybe give her a second chance. We've already gotten quite a bit of help today from someone we don't exactly trust right now."

Ren paused "Do you mean Ozpin?"

Oscar becomes surprised and looks back at Ren.

Ren nodded "I had a feeling."

The group stops walking. Nora, Pyrrha, Ren, and Jaune circle around Oscar.

Pyrrha was shocked "Wait, what?"

Jaune clenched his fist "Oz is back?"

Oscar shook his head "I know how you feel but he saved my life. When we were tortured, he took it. So I wouldn't have to. He entrusted me with this, and the massive amount of power he had stored up in it."

Oscar holds out The Long Memory.

"Kinetic energy that he spent lifetime after lifetime accumulating in the cane he built."

Jaune nodded "So that's how you did that? Using all of the stored up power."

Oscar shook his head "Not all, but most. We have to be careful with how we use the rest. He trusted my judgment and it saved us. I want to reciprocate that trust. There's a lot to sort out, but... Oz really wants to help."

He retracts the cane and places it on his back.

Ozpin spoke from his mind 'Thank you, Oscar.'

The group hears the echo of a baby crying, and decide to run towards the noise. They come across a large group of Atlas citizens taking refuge in the subway. The lights are occasionally flickering as vibrations are felt from the grimm attacks overhead.

Jaune was shocked "All of Atlas and mantle is down here."

Oscar turned to emerald "I've seen what you can do, Emerald. However this fight ends, we could really use someone like you."

Finally they reached the Schnee manor and saw the construction.

"Woah." Jaune said shocked at how ruined the building is.

Ruby opens the door of Schnee Manor, Weiss and Blake at her side, Jaune, and Ren are seen standing. Ruby jumps into Jaunes arms as they hug each other glad to know they are ok.

Jaune smiled "I missed you too."

Pyrrha hugs Weiss as Ruby goes to greet Nora and Ren.

Ruby turns to Oscar. "Oscar, you-."

Ruby goes to hug Oscar, stopping when she notices Emerald with him. As Ruby reaches for her weapon, Emerald reaches for her own guns holstered behind her. Oscar stands between the two. "No, she's okay. I can explain!" He said

"Explain!?" Ruby growled before she looked at emerald and realized she didn't have any malice on her face.

In fact it looked like she was looking at a female Guts, just tired.

Ruby dropped her weapon as of it weighed a ton, "what have I become." She asked as she fell to her knees.

Surprisingly it was Emerald who approached and comforted her,

"You're just stressed and tired, I understand." She said

Ruby nodded and looked at her, "are…are you here to stay?" She asked

Emerald shrugged "I'm not sure, but for now I guess I can stick around." She said

Weiss approached "well in that case even if you do leave we can at least make it so your more well off. Come on."

They reach the Schnee vault amd see the money being carted off

"Holy shit how much money is there?" Jaune asked

"Over 30 billion." Whitley said boredly as he filed his nails,

Weiss looked over, "it's just we're getting really tired of explaining it to everyone who comes in." She said as she follows.

"How many more vaults are left?" Weisss asked

Whitley sighed "we just cracked open the third one, it's slow very slow." He said

"What are we talking about sure it's a lot of money but Lien cards don't weigh that much." Emerald said

Everyone looked back

"It's not just Lien Em…" Yang said

Emerald was shocked "what?" Not understanding what else could be valuable

"Easier to show you." Whitley said as they lead the group to the next vault,

Jaune looked over to see construction crews raising up makeshift pillars as they take off the gold rims supporting the marble columns, before they smashed the marble down.

"Wait gold?" Jaune asked

The Schnee members nodded,

Emerald huffed "talk about well off." She said

"Come on let's help them load the stuff up in the trams and into the fleet." Jaune said

(Later)

Team Rwby sat in. The hanger looking at all the treasure that was recovered the captain of the fleet strode forward "hey thanks for doing this. As compensation each of you may take something from the pile and keep it I'll say it fell out during shipping." He said

The team looked to each other and despite not saying anything they as one moved towards the huntsman weapons Ruby took the Halberd Yang took the sword Weiss took a pikeax and Blake took a Chainsword

Even Whitley and Emerald who would be most likely to take some for money took a pair of knives that turned into a crossbow. Emerald picked up a flip up staff.

JNPR did the same.

As these weapons would not work with there fight style the message was clear They would honor the fallen first before there greed.

The captain gave a bright smile "your good kids. Don't let anyone tell you otherwise." He said as he walked off.

They give stood there looking at each other before Yang spoke up

"Well I'm we have time want to process these weapons now?"

Everyone nodded and they got to work.

As they flew to Atlas Ruby got a call from her scroll

"It's ironwood." She said

Ruby was about to answer the. The scroll answered on its own.

"A general announcement to all members who may have missed the latest it's broadcast, Black winter has been declared." He said

Everyone was shocked as they looked at each other,

"Black winter?" Emerald asked

"It means we are abandoning Atlas and mantle," Ruby said as she stood up. "We need to start the evacuation now," Ruby said.

Everyone nodded.

They team made it to Ironwoods office as soon as they could as James turned to see them

"Very good your here," James said

Ruby nodded "we were just about to head to the vault to begin." She said

James nodded "I've already sent Penny down there with Guts, but I'm needed here to control the military to hold the line until all the citizens are evacuated." James said

"What about Uncle Qrow and the others do they know?" Ruby asked

James shook his head "I'm not sure but they know that I've declared Black winter so they are probably trying to find a way out somehow." James said

Jaune nodded then we have a job to do. Let's go team," he said

Everyone else nodded "right," as they left James looks out the window and presses a button.

"I want all the AK-200's and 150's deployed to the front lines, I don't want a single person on the front line if we can help it once we are ready to depart." James said

The Soldier on the other end nodded "it will be hard to accomplish but we will get it done," he said

(Guts)

Guts and Penny stepped forward towards the vault doors Guts took a glance at her,

"You ready for this?" He asked

Penny nodded

Guts looked out, at the doors of the Vault

He looked back to see Everyone else there too

Penny opens the vault and everyone steps inside

Penny stands by Ruby's side as Weiss twirls the Staff in her hands. Ambrosius appears in a puff of smoke, stretching in relief.

"Ah! Free to create and…"

His expression falls.

Ambrosius slumps "Oh, it's you guys again."

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

Ambrosius rolled his eyes "Ugh, fine!"

As he crosses his arms and looks away, Yang steps forward.

"Let's try the quick version. Can you make a bunch of doorways in Atlas and Mantle that open at a single spot in Vacuo?"

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

Ruby and Penny look confused and concerned respectively. Weiss clutches her forehead in irritation.

Weiss sighed "Okay, that's about what we expected. So, we need to funnel everybody through a central location first."

Ambrosius nods "You're going to have to tell me more about this central location. For starters, uh, where is it?"

Yang stepped forward "Here. A place like these Vaults. Wherever they are, they're not part of Remnant. Only accessible if you know the right way in. Seems like a safe enough place for thousands of refugees."

Ambrosius chuckles, amused.

Ambrosius shook his head .You kids are either smart or much more foolish than you realize." He sighs "I'm going to need a reference?"

Weiss smiled "Oh, we've got one."

She pulls out her Scroll again and projects for Ambrosius schematics of the Snow Shoe Shipping pneumatic tube delivery system, as well as the Atlesian Military Compound where all the tubes connect. Ambrosius smiles and concentrates briefly before making some more complex hand gestures. In the doorway to the Vault appears a glowing blue portal bordered by a yellow frame. In extradimensional space, a network of these portals appear, linked by bridges, all leading to a central platform funneling into a particularly large portal. In the distance, a large wireframe of a globe and support struts are visible against the backdrop of a dark sky filled with cyan and orange mist.

Similar portals appear wherever the people of Atlas and Mantle are gathered: in the subway stations; and in Mantle Crater. One pops up near where May Marigold, Joanna Greenleaf, and Fiona Thyme are standing. Joanna experimentally reaches into it, and Fiona is shocked to see that her arm does not come out the other side. Joanna and May share a determined look.

"QROW!"

Qrow looked back to see the portal he smiled "CLOVER, ROBYN PACK IT UP!" He yelled signaling to them the portals were opened,

Back in the vault

Weiss spoke ironing out the kinks "People enter from Atlas and Mantle on one side... and leave on the other side, with a one-way ticket to Vacuo."

Joanna moves through the portal, and after a rush of speeding light, steps into the extradimensional space. Following a brief look around, she turns to head back.

Ambrosius nods "Well, everything appears to be in order. You were quite thorough, disappointingly so."

He lazily settles into a reclined position midair, putting his feet up.

Weiss looks at the others "So, it's done?"

Ambrosius nods "Yeah."

He waves the girls away, apparently bored. The girls trade looks of contentment before heading out of the Vault. Penny pauses to watch her dead robotic copy disintegrate before moving on.

Ambrosius sat up "Oh, and one last point of clarification about this central location of yours."

He faces them with a serious expression on his face.

'Ambrosius stared at them "Do not fall."

The girls look uneasily at each other.

Ambrosius leaned back relaxed "Okay, and with that dire warning-."

He takes a bow and disappears in a puff of smoke again. Penny stands before the portal, looking at her hands in disbelief before receiving the Staff from Weiss.

Weiss looked around shocked "We did it!"

The Staff collapses into a more portable form in Penny's hands.

Penny looked over "What now?"

Ruby looks to everyone else "We go to Vacuo, all of us, and hope that we've thought of everything."

In Atlas Femto looks around as he sees portals popping up everywhere he narrows his eyes as he sees people flock to them,

Oscar Pine looked around. "What do we do now?"

One of Ambrosius' portals appears before Oscar, Jaune Arc, Nora Valkyrie, Lie Ren, and Emerald Sustrai as they discuss their next move in front of the vault. The group takes a moment to stare at it before Ren turns to face Jaune.

Ren nods "We stick to the plan."

Nora shook her head "How? Without the CCT there's no way we can tell all of Atlas to just step into a bunch of freaky magic doors."

As the others ponder, Emerald cautiously approaches the portal.

Ren looked at her "But there is. We use the portals ourselves, and spread the word on foot."

Emerald looked at the others "Are we positive these things work?"

"Only one way to find out." Pyrrha said

The others turn to look at Jaune, who groans.

Jaune is propelled out of the portal and onto his face in the pocket dimension. He stifles the urge to vomit as the rest of the group follows after him.

Jaune pants and sits up "Okay, we can do this. Nora and I will get people through the gates. Everyone else, keep to your roles. Remember, the evacuation is priority one no matter what else happens."

Ren looks at him "You're sure you won't need more help?"

Nora looked at him "Shade is armed to the teeth with Huntsmen and Huntresses, but we're about to throw a whole kingdom's worth of negativity on their doorstep. If anyone will need help, it's them."

Ren gives her a proud and determined nod, then takes off for the Vacuo portal. Emerald sighs before following, and Oscar gives Jaune a farewell salute before heading out. Jaune places a hand on Nora's shoulder, then takes a running leap off their platform, activating his shield's hang-gliding function. Nora uses the jet propulsion on her hammer, riding it through a distant portal.

(Refugees)

The refugees gathered at the subway take cover behind stairs, railings and platforms, wary of the portal that has sprung up near them.

A Citizen asked "What is it?"

A bespectacled man is pushed to the front of the crowd. He picks up a rock from the ground and chucks it at the portal. Just then, Jaune emerges from it, and the rock collides with his head.

Jaune called out "Everyone- Ow!"

The citizens dive back behind cover. Rubbing his head, Jaune produces his Huntsman License.

Jaune steps forward "I'm, uh - gonna need your attention."

Hovering on green flames, Penny Polendina comes through a portal, the Relic of Creation clutched in her hands, followed by Ruby Rose, Weiss Schnee, Blake Belladonna, Yang Xiao Long. And Guts, stare in awe at the bizarre world around them, and Ruby catches sight of a newly-entered Fiona Thyme and the rest of the Ace ops and Happy huntresses waving at her. As citizens from all around the cities pour in, Jaune and Nora's voices can be heard.

"Keep moving, come on."

"That's it, watch your step!" Nora said

Pyrrha looked around "no pushing! no pushing!"

Nora takes off on her hammer again, zooming past Joanna Greenleaf trying to keep order on her platform.

Joanna echoed Pyrrha warning "Hey, no pushing."

She passes a beaming May Marigold as well.

May smiled "Figured you wouldn't let us down!"

"Yeah you did good kid," Qrow said to Ruby

The first citizens have begun to reach the central platform in front of the portal that leads to Vacuo. Penny and Team RWBY slowly move onward.

Weiss looked over "I thought there'd be more people by now." She said

Ruby. Shook her head "Our job is getting Penny and the Staff to Vacuo. Until then, we have to trust the others. I'm sure they can handle it."

Meanwhile, Ren, Emerald and Oscar are mere steps away from the Vacuo portal.

Oscar looked back "We should end up just outside the city limits of Vacuo. Enough space for refugees but still within range of communication."

Ren nodded "All right, I'll focus on masking emotions for as long as I can. Call for help as soon as we cross."

The three move through the portal, only to be brought to their knees by a whirling sandstorm. They shield their eyes as they get back up.

Emerald cursed "You've gotta be kidding me."

Ren covered his face with his elbow "Which way is the city?"

Oscar did the same "It has to be here somewhere!"

Emerald consults her Scroll.

Emerald looked worried "Guys, the sandstorm isn't just killing visibility."

As she holds it up for the other two to see, the words NO SIGNAL are prominently displayed on its screen. The portal rumbles, and the first few citizens come through, wincing and groaning at the sudden harsh weather.

A Citizen looked around "Where are we?"

The three teens grimly turn to face the bewildered refugees.

Ren sighed "Welcome to Vacuo."

Back in the portals

Nora is herding people across the pocket dimension.

"Head down and follow everyone else to the exit." She said

As she takes off on her hammer again, a cloaked figure steps into view, smirking ominously. Moments later, a huge explosion sends several citizens rocketing off their platform and into the void. May stares at them from a distant platform, horrified, as the crowd panics and scrambles behind her. Team RWBY, already almost reaching the Vacuo portal, hears the commotion, and Ruby heads back to deal with the disturbance.

Guts gasped "No!"

Suddenly the entire dimension shifted into an MC Escher painting and a massive swirl in the background

People started to panic as Guts looked horridfied

"Guts what is this?" Ruby asked

"Griffith…" he said

There was a massive screech as Femto flew down to the central, platform with Guts Standing across from him,

Guts looked at Griffith "Ruby get the others out of here!" He said

"But-." Ruby started

Guts cut her off "NOW!" He roared as he leveled his arm cannon and fired

Femto didn't even react as a forcefield appered around him causing the round to shatter,

Everyone gasped as Guts charged, yelling " GRIFFTIH!"

Guts brand starts to bleed but due to the upgrades he received he pushes past the pain amd hits the forcefield with the Dragonslayer, and Goes for a heavy swing

Weiss and the others were stunned "Guts is going all out, using the full limits of the Augmentation. If he keeps this up his body will break in half." Weiss said

Femto is shocked by how Guts is no longer effective by the debilitating pain of being so close to the Godhand as the Dragonslayer Shattered the shield however Femto shifts to the left in a microsecond nearly avoiding the strike.

Griffith looked up at Guts,

"You…we're supposed to die!" He hissed and lunged at Guts,

Guts parried Femto with the Dragonslayer, "Well you know What they say, if you want something done do it yourself fucker." Guts hissed back as he swung at him only for the godhand member to catch it, at scratch at him with his other hand, which Guts blocked with his metal fist,

Blake hearing the commotion stops to reassure a startled Penny before following the rest of her team to join their leader.

Blake nodded to her "Keep going, we'll handle this."

Penny is left clutching the Staff anxiously. Amd heads to the portal..

"Your little friend Oscar was right, but the easy part ends here." Femto said to Guts

Team RWBY exchanges puzzled looks, uncertain of how the monster knew about their plans.

"You cannot out think the all knowing," Femto said

Unaware to Femto behind him Guts stood up and Took a swing with the intent to Lob off Griffiths head,

Femto snapped his head behind him just in time as Dragonslayer made contact with his head/helmet fusion, cracking it sending him downwards

Femto stood up and flew above them "I cannot beat you…" he said to Guts

"But you cannot beat yourself." Femto said as he vanished

Guts looked around wondering what trick Griffith was going to play on him.

When he heard a Scream

"RUBY!?" Guts screamed as he ran towards her, he found Femto holding Ruby over the edge of the platform the Abyss of hell swirling around her

"Let her go!" Guts roared

Griffith turned around and looked at Guts.

"Are you willing to let another one of your firends die?" He asked Guts,

Guts began crying

"If you drop her, I'll…ILL NEVER FORGIVE YOU!" Guts roared

Femto tilted his head as if wondering as if that is really his best threat,

"As if you didn't already…" he said as he threw Ruby off the side into the vortex.

"NOOOOOO!" Guts roared

As he activated the Berserker Armor,

But yang was faster as she charged in to avenge her sister however Femto Backhands her off the platform

Blake screams after Yang and hopelessly fires at Femto knowing it is useless to defeat Femto. However Weiss and Blake charge at Femto and get knocked off,

Guts roars as the berserker Armor is activated, as Guts jumps 30 feet in the air and slams the Dragonslayer down on Femto.

"I will never forgive you!" Guts roared

Guts and Femto are fighting not knowing that they are the only ones left, Femto grabs Dragonslayer and snarls

"You will die here!" Femto said

Guts huffed "very well try it fucker." Guts snarled

Femto lunged as Guts rolled to the side as Femto flew past him.

Qrow looked at Guts from the Vacou portal appaled

Guts held a thumbs up to Qrow signaling he will get them back

Qrow scowled and stomped away into the portal as Femto and Guts fought.

Femto flying at Supersonic speed as Guts tried to fire at him every which way, and Swing with the Dragonslayer but eventually he too was knocked off the platform.

Femto looked at him with a cold expression

"Now die." He said as he left knowing Guts would be unable to pull himself up. Guts slipped and fell through into the void,

However Femto left before he hit, and thus without his interference in the alternate dimension any more it turned into a black void as he dissappered

"…uts…" a soft voice called to him almost recognized

"He's waking up try again." Another voice said

"Guts…" the voice said

"Come on Guts wake up."

"Guts…Guts…Guts…Guts!"

Guts open his eye to see himself laying on a forest floor twisted trees providing wonderful shade from the sun,

And Before him sat Sherkie, Serpico, Casca, Farness, Puck, Isidro, amd Illivara.

Sherkie smiled to him

"Welcome back Guts." She said

Eoc

also while not explained yes the military of Atlas did get out,

Yep end of Atlas Arc and yes Guts and the others are at Elfhime, this is where this story gets Completely AU hope you enjoy Keep reading -bankerrtx01-