Well, here we are. This is going to be the start of a pretty epic tale in my Infinity Stone stories. And TerrorKing10 and I are both really excited to get going. BTW, all credit goes to him for such an awesome cover, as do any edits for this first chapter. Thank you so much for your help, man!

Now onto some housekeeping items. First of all, this story is an adaptation of RWBY Volume 8, meaning that it takes place right after "RWBY: Omni Force". I'll save my full opinion on the volume until we reach the end of the story, but you'll tell at some point that I didn't like a few writing decisions.

This story also technically takes place before "Avengers: Omni Force", but the element of the Reality Stone being sent through space-time like the other Infinity Stones is prevalent as to why Salem has it. There'll be some explanations in this story as to how she came across the stone and what she plans to do with it. On top of that, expect A LOT of angst.

You thought the team in charge of RWBY was cruel? Oh, you haven't seen anything yet. I'm not pulling punches when it comes to these characters. Speaking of which, as a disclaimer, I DO NOT OWN ANY OF THE CHARACTERS OR SERIES THEY ARE FROM.

I think that's about everything I needed to cover. If I'm being frank, this story is probably going to be more of an emotional chore to get through thanks in part to what I'm planning with TerrorKing10. So with all of that taken care of, let's get into the story.

REALITY

'WHY ARE YOU SO SELFLESS?!' That question rang in Jetray's head as he flew across the tundra toward the dark clouds in the distance. He could hear the rumbling thunder, with red lightning illuminating the hundreds of Grimm lurking inside. For a moment, he was hesitant. But he had already made up his mind.

He rocketed into the clouds, unleashing bright green neuroshock rays from his eyes and tail onto a few Teryxes. They struck, knocking them away as they tumbled helplessly through the air. A couple of Nevermores attempted to snatch the Aerophibian with their talons, but he weaved around them, rolling to the side. Aiming his tail out at one's underbelly, he blasted it fiercely with another neuroshock ray.

As the aerial battle continued, the monstrous, whale-like Grimm floating nearby opened its large mouth. Flying out were several winged Beringels, which Jetray took notice of as his green eyes widened. He was already having enough trouble with the shadowy monsters already around him. He kept firing his neuroshock rays onto his foes, all while the thunder continued to rumble overhead. Suddenly, he found himself swarmed by the Grimm, as one Beringel's hands clawed at his left shoulder.

"AGH!" he yelped in pain, blasting the gorilla-like Grimm off of him with a neuroshock ray from his tail. However, he was still finding himself overwhelmed. And then, in a green flash of light, he transformed into Heatblast, resulting in a fiery blast that incinerated the swarming monsters around him. He breathed heavily, letting out a wince as fire expelled from the soles of his feet to keep him airborne. Looking around, he saw that more Grimm were closing in on him.

It was never-ending. For every three Grimm vanquished, another dozen would show up in their place. Even between AmpFibian, Chromastone, Big Chill, and Astrodactyl, none of them could seem to ultimately do away with all of the shadowy beasts. Another green flash of light erupted as Starfury emerged, firing off green starbolt lasers from her eyes and hands to shoot down more winged Beringels. She then looked toward the Monstra nearby, seeing how Grimm were emerging from its mouth.

Realizing that it was essentially acting as the hive, the Tamaranean flew down, aiming to take it out first. But the dark storm clouds swirled and rumbled with thunder, right before a red blast of lightning rained down, striking her. She screamed in agony as the Biomnitrix dial at her collar sparked wildly. As the lightning subsided, she seemingly lost consciousness as she helplessly fell onto the Monstra, landing atop its head in a heap.

A green flash of light emerged as a figure approached, being none other than Salem. Several Grimm swarmed around the downed Ben Tennyson, who tried to push himself up off of the Monstra's head. He grimaced all the while, looking up to see the Master of Grimm approaching him. She came to a stop, waving her right hand. In that moment, all the Grimm around the Omni Force leader scurried off, allowing her to come closer to him. He breathed heavily as he watched her smirk.

"So you came after all…" she noted aloud, "A pity that you ended up coming alone," she remarked to the downed Biomnitrix bearer. He winced in pain again, looking to see that both of his gauntlets sparked with red electricity. "And it appears you've exhausted your lone method of trying to stop me…" Salem mentioned, crouching down in front of him and putting her hand onto his chin, "But it wouldn't matter," she proclaimed, looking him dead in the eyes with her eyes as they shined a bright red, along with the marking upon her forehead, "I've already won," she affirmed.

All of a sudden, tendrils of a black, tar-like substance erupted from the Monstra's head. They ensnared Ben before he could do anything, pulling him away into the Grimm. His screams were muffled as he submerged into the tar-like substance. Meanwhile, Salem exhaled a deep breath, letting her marking stop glowing.

"And so it begins…" she declared, turning around and walking off, while the dark red clouds continued to rumble with thunder above.

UNIVERSE-?

It's been a while since we've last spoke, hasn't it?

In a starry void, the bare feet of a young woman took step after step, causing the space to ripple like water. She was a slender young woman with red eyes and black hair with diagonally cut bangs. She had two pairs of longer bangs, each on the front and back of her head, respectively. She wore a red qipao with a cherry blossom pattern that exposed much of her back, and a lily flower on the right side of her head.

I'm sure most of you remember me by now. For those who don't, my name is Xiaomei. In this story, I'll be acting as your guide like in the one before.

Our last story revolved around the success of the Omni Force obtaining one of the six Infinity Stones, all in the effort to make sure that they never harm the multiverse again. Finding the Infinity Stones themselves was my task, and it proved easy at first. Though the Mind Stone did end up almost in the wrong hands, it was ultimately obtained by our heroes. However… things have grown more complicated…

The next stone lost to the vast multiverse that I discovered was the Reality Stone, capable of world-altering power. And greatly dangerous if in the wrong hands. Sadly, that is the case…

In the midst of searching for a way to end her life, Salem submerged herself in the Pools of Grimm. But while turning into the immortal being we know now, the Reality Stone attached itself to her. Thanks to its power, she has amassed armadas of Grimm that will no doubt destroy everything in their paths.

And now she arrived at the Kingdom of Atlas with that massive army at her disposal. What makes this situation even worse is that our heroes are on the run as of now. Thanks to General James Ironwood's fearful decision to raise Atlas higher into the sky while abandoning Mantle below, our heroes have been forced to flee.

More complications include Penny Polendina's ascension as the new Winter Maiden as opposed to Winter Schnee, and the death of Clover Ebi as a result of Qrow Branwen's bad luck. Perhaps our heroes would stand a chance… if Ben Tennyson were still with them.

Learning of Salem's impending arrival, he decided that he would go to face her alone. Even as his friends pleaded for him to stay behind, he insisted in order to give them more time. But as you've seen… his selflessness has rendered him captured now.

The reality of this situation is bleak for certain. But hope still remains. There are those that are still willing to take up the fight in any way they can.

I should warn you, compared to the lightness of the last story, darkness will be quite prevalent. That's how reality is, unfortunately. It won't be so kind to you or anyone else for that matter. So… what will our heroes do?

X

There was a lone girl with black hair tied back into short pigtails, lying on her knees in the middle of a dim spotlight, slowly scrubbing a wooden floor with a brush. Tears were dripping from her eyes, lost the soapy water that she continued to clean. In the present day, Cinder Fall scraped the claws of her Grimm hand against the backrest of a seat to the same slow rhythm of the girl scrubbing the floor, having been herself in the past. She and Neopolitan had taken and airship in the wake of their objectives in Atlas, with the latter of the pair piloting. Narrowing her lone eye, the Fall Maiden heard thunder rumble ahead as they flew toward the mass of dark clouds. Red lightning illuminated them, revealing the Monstra that lurked inside. Focused on the whale-like Grimm, Cinder moved to her right to stand between the pilot's and co-pilot's seats, having a hand on each. Her mute colleague was somewhat shocked by the sight of such a massive behemoth.

"There," the Fall Maiden said. Neopolitan looked at her comrade and then back at the Monstra with a frown. She flew the airship past Manticores and Teryxes swarming about, soon arriving at a landing bay within the whale's flesh. She parked the ship on the platform furthest to the left.

Some time passed as Neopolitan and Cinder walked through the fleshy pathways of the whale-like Grimm, with the former looking around both in awe and disgust at what she was getting herself into. It wasn't long before the pair walked up a set of bone stairs leading to a large chamber. The mute girl looked around for a moment before stopping and widening her eyes, letting her mouth slightly hang open. Sitting upon a throne made of bone was Salem herself.

Neopolitan was slightly hesitant, but ultimately continued walking forward to stand beside the Fall Maiden. Glancing over, the mute girl could tell that her colleague seemed anxious. After failing to obtain the Relic of Knowledge back at Haven Academy's vault, she needed to redeem herself. She knelt down and placed her right hand to her chest.

"My queen," she greeted, bowing her head. Hearing her voice, Salem stood up from her throne and turned to face her. Her red eyes narrowed momentarily.

"Cinder…" she said, slowly descending from the steps of the platform on which her throne rested, "When I chose you as my vessel for the Maidens," she began to tell her subordinate, "I put my trust in you," she stated, "So, I trust… that you wouldn't possibly return to me empty-handed," she pointed out seriously. Immediately, the Fall Maiden held up the lamp in her right hand.

"The Relic of Knowledge," she said as her superior looked at it curiously, "I took it right from under Ironwood's nose," she mentioned. The moment she said that, Neopolitan blinked rapidly in disbelief, glancing towards Cinder with an indignant expression. She then crossed her arms and glared, knowing that the Fall Maiden was taking the credit for what she did.

"Outsmarting the general speaks less to your intellect and…" another voice chimed in from the shadows, getting their attentions as they turned to see Tyrian Callows walking out, "more to his," he remarked, holding his hands together, "After all…" he continued as he trotted across the chamber, "you were outsmarted by those children first," he snarled towards the Fall Maiden and Neopolitan, who momentarily flinched.

"And according to radio chatter, that same general and his forces outsmarted you," Cinder retorted, while Salem claimed the Relic of Knowledge from her grasp, "A shame Watts never made it back," she mentioned dismissively. The scorpion Faunus frowned for a moment as he came to a stop. But then, he grinned.

"I'm afraid the doctor was a necessary sacrifice," he affirmed in response, followed by looking over toward Neopolitan, "I do hope this little one doesn't become another…" he added as he pointed his prosthetic tail at her. She glared at him, lowering her arms as her fists were clenched. Cinder turned to look at Salem, who adopted a look of suspicious curiosity.

"Who is she?" she asked of the Fall Maiden.

"Neopolitan has some very useful abilities and has proven to be a valuable asset," she affirmed in reply. However, her colleague was somewhat upset by being referred to as merely an asset.

"Hm," Salem huffed out, "you certainly do enjoy collecting assets," she noted. Clearly displeased by how they were talking about her as if she were just a tool, Neopolitan lowered her gaze. Just then, there was a squelching noise, getting everyone's attention. A nearby membrane door was opening, with three figures heading up the bone stairs into the chamber. They were Emerald Sustrai, Mercury Black, and Hazel Rainart.

The former of the three had a few changes in her outfit, wearing a mint green crop top with off the shoulder, pulled back sleeves beneath a cropped white quilted leather, double breasted, biker jacket contrasted with black notch lapels with matching cuffs alongside her emerald-like emblem on the back in black, as well as a belt loop at the bottom of the jacket's hem. Completing her ensemble were matching white, skinny jeans and brown chaps that ended at her thighs, which appeared flared with a small open section with straps on the lower calves. The tops and bottoms of the chaps had a mint green trimming to them as well. She also wore an overlong belt, twice-wrapped, to which her chap straps connected to. She had her weapon holsters attached the back of the belts. She completed her outfit with a pair of brown ankle boots with metal toe plating. She also wore a red gradient gem pendant around her neck and a beaded bracelet on her right wrist.

Mercury was in a blue zipped-up top to the neck with an orange trim, covered with a gunmetal gray, double-breasted, leather-zippered biker jacket with his sigil across the left side of his torso. He was also wearing gray vambraces that extended up to his biceps atop black fingerless gloves. He also had black pants with zipper lines along the thigh, and wore an orange keychain hanging down his belt, which read 'M80-495'. His hair had also received more definition, with the bangs that cover the right side of his face being proportionally smaller and more defined. He seemed to have apparently gotten somewhat taller as well.

Lastly, Hazel wore his hair in a short slicked back ponytail, and had trimmed his beard shorter. He had a sleeveless dark green vest with yellow trimmings, revealing the full extent of the scars running up his arms. He also wore bandages on his forearms, beneath fingerless brown gloves with silver armor over his hands. He donned brown pants with leather straps connecting to two belts, and armored boots. As the three of them stepped out from the shadows, Emerald was quick to take notice of the Fall Maiden.

"Cinder…" she uttered out with a smile. She then ran across the chamber toward her. "You're here!" she exclaimed excitedly, "I knew you'd co—!"

"Quiet," the Fall Maiden snarled, causing her to stop. A hurt expression came across her face, while Hazel and Mercury stepped forward. Tyrian clicked his tongue with disappointment.

"Hm," he huffed, "So devoted to someone so incompetent…" he sadly noted, "While the good doctor and I were advancing the will of our goddess," he began excitedly, "dismembering the very body of this kingdom…" he pointed out with a swing of his right fist, "you were merely atoning for past failures…" he told Cinder, who glared intensely at him.

"Polendina's creation interfered with the transfer of the Winter Maiden power…" she retorted as her fists were clenched, "but now I know she has it," she confirmed firmly, "And once I return to Atlas, it won't take long to finish what I started," she declared, "That power will be mine…" she vowed on, with her expression shifting from anger to confidence. But that look changed to surprise as she saw Salem lift her left hand up to shush her.

"I've given no such command," she said, turning around and trotting up to her throne. The Fall Maiden was surprised. From what she recalled, their enemies were essentially split at the moment. She shook her head in confusion.

"Ma'am, now is the time to—!" She stopped herself as the Master of Grimm rested her left hand upon the throne itself. The red holes upon the back lit up brightly as the Monstra itself bellowed. A small shockwave of red energy was produced from her hand, and in response, a reddish design upon the bone floor began sending out repeated shockwaves, which moved across the fleshy walls of the whale-like Grimm.

"This game is not yours to win, Cinder…" Salem pointed out to the Fall Maiden, "it's mine," she stated firmly as a bright glow could be seen pulsating through red lines that led out from the throne across the floor in several directions, "Just because you're more valuable to me than a pawn, does not make you a player," she told her vessel as she walked away from the throne with her back to everyone else. A dark fog cleared from the fleshy wall at the front of the room, revealing a view of the floating city of Atlas, which flying Grimm swarmed around, "Everything is already in motion," Salem affirmed on, "All you need concern yourself with is your ability to act when I tell you to," she finished, glancing back for a moment at Cinder. For a moment, she didn't know how to respond. She was on the cusp of having the power she wanted… but was ultimately stopped by the one person who was guiding her.

"Of course," she ultimately said, lowering her head, "Without you, I am nothing…" she stated. Salem's slight frown turned back into a smile. She then turned to face the group.

"I am not so concerned with… rushing our conquest," she admitted as she glanced off to the side for a moment, "especially with recent developments," she mentioned. Cinder blinked in confusion.

"What are you talking about?" she asked. The Master of Grimm moved her gaze above her, enticing everyone else in the room to do the same. The fleshy mass above bubbled before a figure suddenly splashed out from it, falling onto the floor. It was none other Ben, who yelled in agony as he hit the surface on his left shoulder first, rolling over onto his back.

"Agh… ah…" he groaned out, clenching his teeth together as the others looked at him in surprise.

"Tennyson…?" Hazel uttered.

"What is he doing here?" Emerald asked, quite shocked as she turned her attention back to Salem.

"He made the decision to try and stop us all by his lonesome," she answered as she approached the downed Omni Force leader, who breathed heavily, "Well, I more or less enticed him to come," she admitted on. She took notice of the blood dripping from the Biomnitrix bearer's shoulder, narrowing her eyes curiously.

"Ha," Mercury laughed, trotting over with his fists clenched, "Perfect chance to get payback for Haven…" he pointed out. Seeing him coming, Ben quickly rolled to the side to avoid getting his head stomped on. Unfortunately, the silver-haired teen managed to land a kick to his face with his left foot, making him flop over onto his stomach. He gave off a wicked smirk, ready to attack again.

"Enough," Salem instructed suddenly, "Benjamin here will be our humble guest for the time being," she told her subordinates, "Without the use of his Biomnitrix, he is no more than a weak man," she pointed out.

"Peh…" the Omni Force leader spat, pushing himself up onto his hands and knees.

"Is there something you would like to say?" the Master of Grimm curiously inquired as she turned to him.

"You think… it's gonna that easy to win this?" he inquired of her in between breaths, "You don't know just how strong my friends are…" he noted with a shake of his head, "They'll fight," he affirmed on.

"Hm," Salem huffed as she approached him, "Perhaps I don't know their strengths," she admitted with a small smile, "But… this little game was over the moment you decided to come to me," she pointed out, "If you were still with your friends, you may have been able to hold out just a little longer…" she remarked mockingly. Ben continued to breath heavily, evidently exhausted. But then he let off a little smirk.

"You know, I've only seen your face in that damn illusion you showed us…" he pointed out, looking up at the Master of Grimm, "So now that I'm getting a good look at you in person…" he continued as she blinked curiously, "you're actually a little easy on the eyes," he admitted. Tyrian seethed angrily, while the others in the room appeared to cringe. Salem herself silently chuckled.

"Quite flattering for someone who's become my captive," she noted.

"I mean, you'd look a little better if you covered up the scars—" Ben didn't even get to say another word as Salem suddenly grabbed him by his neck and hoisted him off of the ground. Everyone widened their eyes. The Master of Grimm's expression had contorted into one of fierce anger and rage. Her red eyes glowed ominously, along with the marking upon her forehead. "Okay… okay…" the Omni Force leader choked out, "Never mention a girl's flaws… got it…!" he concluded.

In an angered huff, Salem dropped him onto the ground. He panted heavily, coughing as he regained his breath. She looked at him indignantly before turning to the others, who were all quite stunned.

"Hazel," she said, getting the brawny man's attention, "take him," she instructed of him. Nodding in response, he picked up the weakened Omni Force leader, throwing him over his shoulder before heading off out of the room, as a membrane door squelched open for him to head down a fleshy pathway. Taking a deep breath through her nose, Salem turned around to look at the view of Atlas continuing to be swarmed. "You're dismissed," she told her other followers, enticing them to walk away as their footsteps were heard. As dark clouds drifted in between the Monstra and the floating city ahead, she turned and walked back toward her throne with the Relic of Knowledge in her hands. Already, the stage was set. And it seemed like the battle was pretty much won…

X

The crater beneath Atlas essentially acted as the slums of Mantle. Many of the people living there were Faunus, who had blankets and fires around to keep warm while using Schnee Dust Company crates as seats. Oscar Pine was amongst them, sitting on the snow with The Long Memory drawn beside him.

After falling from the floating city and managing to cushion his landing on the way down, he settled in with the locals. A lot was on his mind. The main thing was Ozpin.

He wasn't sure how long it had been since the former headmaster had locked himself away in his head. All this time, Oscar assumed he would never come back. But now, he had. And it was at a crucial juncture, too.

From the small, corrugated metal house beside the fire, a door opened as an older Faunus man with furry clawed hands stepped out. He approached the former farmhand, who was staring at the flickering flames, lost in thought. He then looked up to see the badger Faunus there, holding a bowl in his hands. He thrusted it at Oscar, who flinched in surprise and confusion.

However, the Faunus gave him an encouraging nod, enticing him to take hold of the bowl. He went ahead and took a sip of the soup in it. He exhaled a relieved and contented breath afterwards.

"Thank you," he said with gratitude to the badger Faunus, who gave a nod and a grunt in response. Oscar then handed him the bowl, allowing him to walk away.

'Heads up,' Ozpin suddenly warned from within the former farmhand's mind, getting his attention. He took notice of an Atlesian Manta descending toward the area, enticing the Faunus to flee out of fright. Standing up from his seat, Oscar picked up The Long Memory, watching the ship with suspicion. He didn't know if he had been tracked by the army, or if it was someone else. And at that moment, he heard something land behind him. He whipped around to strike whoever was there with his cane, only for it to get caught by the right hand of a costumed Peter Parker.

"You're getting good at that," he remarked in a complimentary tone, while the former farmhand widened his eyes.

"Peter…" he uttered, letting off a little smile. Just then, they heard the side door of the Manta slide open. Oscar turned to see that Ruby Rose was standing there in the airship.

"Need a lift?" she called out as she waved. Relaxed, the former farmhand withdrew the cane of The Long Memory, followed by letting Peter come over and wrap his left arm around his waist. With a web line shot onto the ship, the two of them swung in, allowing the side door to close. Oscar took notice of Weiss Schnee and Danny Fenton in the vessel as well, along with Maria Calavera, who was piloting. They flew over the city of Mantle as snow was falling fast.

Things were only getting worse. With the walls left unguarded, Sabyrs and other Grimm were wandering in. Atlas abandoning Mantle meant essentially no one was safe.

"I was stupid to think the general would listen," Oscar admitted ashamedly from within the Manta, "Every choice I've made was the wrong one," he pointed out, closing his gloved hands into fists, "and now…" he continued as they flew over a street where people below were using fires to keep warm amidst the cold, along with the blaring siren sounding off.

"We all did what we thought was best," Ruby noted to the former farmhand, who looked distraught with guilt, "I'm just glad you're alright," she affirmed, placing her right hand onto his shoulder while offering him a comforting smile.

"But yeah, things aren't exactly great…" Peter mentioned as he pulled off his mask. On the streets below, Joanna Greenleaf peeked out to spot the ship from around a corner. She then stepped out into the open and waved her arms to signal to it. Maria took notice.

"Yeah, yeah, I see you…" she grumbled out, "Fenton?" she called out, getting Danny's attention.

"On it," he responded, having rings of white light flow up and down his body, assuming his ghost form. He phased through the ship, staying invisible as he peeked around for signs of anything suspicious. In the meantime, the ship was lowered into an isolated section. Moments later, everyone disembarked and hurried down the sidewalk to where Joanna was, as she ushered them into an alleyway.

"Inside! Hurry!" she insisted of the group. Just as they went down the alley, a camera drone came hovering along. The Happy Huntress quickly drew her crossbow staff, shooting it down right as it turned to look at her. She ran down after the others, while Danny flew after them as he became visible, transforming back to human from his ghost form.

"I know, Sector Three is going to need the most help," May Marigold confirmed into a communicator, leaning over a map on a counter inside a restaurant kitchen, "I'm sending backup your way right now," she declared as Joanna opened the door, allowing for her, Ruby, Weiss, Oscar, Maria, Peter and Danny to walk inside and head across the kitchen, all while looking over to the blue-haired Happy Huntress, "Fiona, do you copy?" she inquired through the communication line established, "We need transport from Sector Three to the crater," she instructed.

"Copy!" the voice of Fiona Thyme responded. In the restaurant's dining area, Blake Belladonna, Yang Xiao Long, Jaune Arc, Nora Valkyrie, Lie Ren, Gaara, Kevin Levin, Sabo, Wendy Marvell, Carla, Kim Possible, and Genji Shimada were all sitting at tables with distraught expressions. The hybrid Osmosian was especially frustrated as he held a forest green jacket stained with blood in his hands. Meanwhile, Penny and Pietro Polendina were watching a news broadcast upon a holographic screen.

Alongside them was Jenny Wakeman, who was assuming her camouflaged, human-like state. The broadcast they viewed was showing a notice with mugshots for those of Team RWBY, Team JNPR, the Omni Force, Carla, Oscar, Maria, Penny, and Pietro. Sabo took off his hat, rubbing his hands through his hair out of frustration. Meanwhile, Blake took notice of Ben's picture on the screen. Ever since he left to go confront Salem, she was left to wonder if he would ever come back. She held back her tears, sighing sadly.

Just then, she and the others heard the door open. They looked to see Ruby and the others entering the room. Nora turned and stood up from her chair, smiling at the sight of Oscar. As she approached, he recoiled in fear and turned his head to the side, shutting his eyes and putting his hands up to hopefully stop the tackle hug he assumed he was in for. But to his surprise, the orange-haired girl calmly walked over to hug him. He let out a relaxed sigh and smiled, embracing her back. The others watched on with smiles for the most part.

"Huh…" Ruby sighed in relief.

"Thank goodness you're okay…" Wendy said as she approached alongside Carla and Blake.

"When we heard you went off after Ironwood on your own, we…" the cat Faunus started to say, stopping herself. She was already feeling emotionally tested as of recent events. In the meantime, Nora finally let go of Oscar, giving him a soft smile before walking off to give him space.

"How did you end up down in the slums?" Weiss asked, arching an eyebrow toward him.

"It's a…" he started to say, exhaling a frustrated sigh, "long story," he confirmed to the group as he slightly turned his head away, "I get the feeling there's been a few of those tonight," he remarked, glancing over with the group at Penny, who gave off a sad expression before looking down at her hands. However, Jenny grabbed her right one, enticing her to look up and see the reassuring smile on her face. She smiled back, if only for a moment.

'You're not going to tell them?' Ozpin inquired to Oscar through his mind, getting his attention.

'You and I aren't done talking yet,' he retorted in response, somewhat vexed. But at that moment, he realized something. There were a couple of certain faces missing from the group.

"Where's… Qrow?" he asked. Most members of the group lowered their gazes, while some turned away ashamedly. Ruby looked especially distraught.

"We don't know," she finally answered, "The last we heard he was with Robyn, but…" she continued, stopping with a sigh. Oscar could tell that she was really frustrated, even if she didn't outwardly show it. He almost didn't want to ask about who else was missing.

"And… what about Ben?" he questioned on. At that moment, one of the tables was shattered in half as nearly everyone jumped in surprise from the noise. They turned to see that the one Kevin, Kim and Genji were sitting at was splintered, with the former's right arm coated in the wood of the tabletop that he absorbed.

"Kevin…" Gaara said in a reprimanding tone.

"Sorry…" the hybrid Osmosian choked out as an apology, letting the coating disappear from his arm before bringing his hand up to his face. Oscar was shocked. He had never seen Kevin like this since the day they arrived in Atlas. It was clear that whatever happened to Ben, something was very wrong.

"Huh…" Weiss sighed, "When we found out that Salem was on her way, Ben took it upon himself to go and hold her off," she explained to the former farmhand.

"On his own…?" he inquired, somewhat stunned.

"Yeah…" Peter confirmed, "And this was after he trounced the Ace-Ops," he mentioned on to Oscar's surprise, "All while having a bullet in his shoulder," he added.

"A-And you didn't stop him?!" the former farmhand inquired with a stutter.

"…We tried…" Ruby admitted ashamedly, getting his attention, "But… he was stubborn about making sure to give us more time to figure things out…" she noted, staring sadly at the floor beneath her feet, "We haven't heard from him since…" she mentioned finally. Silence and dread filled the room. Some faces were wracked with guilt, while others showed genuine frustration and anger.

"…I should've shot him," Blake said, causing all eyes to turn onto her.

"…What?" Yang uttered, thinking she misheard the cat Faunus.

"He was already pushing it by fighting the Ace-Ops for us with a bullet in his damn shoulder…" she pointed out, "Hell, he was pushing it just by being in our universe in the first place!" she proclaimed angrily.

"Blake, none of us agree with what Ben's doing for us in his condition, but—"

"But what, Gaara?!" the cat Faunus snarled in question, interjecting the Kazekage as she slammed her hands onto the table he was sitting at, "You still think that none of us should've tried to stop him?!" she assumed.

"Hey, easy…" Peter insisted as he came over and put a hand onto her left shoulder to try and get her to calm down, "Gaara wasn't there when things went down," he pointed out.

"And it's Ben we're talking about," Yang added as she came over and put her prosthetic hand onto her teammate's right shoulder, "He would've found a way to get around us and out to Salem," she noted on, "We don't like it either," she affirmed, "But you really think we could've kept him here?" she inquired of Blake. She tensed up, shoving her colleagues back.

"You don't understand the kinds of things he's already going through, do you?" she questioned back almost venomously, much to their surprise as they saw her walk away.

"Huh…" Danny sighed, "So… yeah…" he said over to Oscar, who sadly lowered his head. Already, the group was feeling defeated. Wendy and Sabo were reeling from failing to stop Cinder from forcing the Winter Maiden's power to go to the wrong person. Ruby was in turmoil over how the situation had delved into chaos after one insane night, where things were starting to get better, only to end up worse than before. Blake's words were echoing in her head. At that moment, the door to the kitchen opened as Joanna entered.

"Alright, your friend is back now," she noted, getting the group's attention as they saw her walk further into the dining room, moving over to stand in front of them, "You ready to work?" she inquired seriously of them. She was met with silence for a moment.

"A-Apologies…" Carla stuttered out, "Most of us are still trying to come to terms with all that's happened…" she admitted sadly. The Happy Huntress sighed in response.

"The largest Grimm horde ever seen is hovering over the tundra," she pointed out as she turned to look through a box of supplies, "and out there is a city full of people with no heat and from what you told us, no more military protection," she mentioned, rummaging through the crate to see what was there, "And while we're happy to give you guys a place to lie low for a while…" she continued while picking up a wrench from the box, "it's time to get those people some help," she insisted of the group.

"How?" Ren asked with a shake of his head, "Ironwood is stopping all evacuations to Atlas," he noted in remembrance, "And we can't get them out of the city with Salem's forces surrounding us," he added.

"The crater," Joanna replied, "Beneath Atlas," she mentioned, "It's not safe, but it's warm," she affirmed on, "and with everyone in one place, we can do a better job protecting them," she pointed out as she stepped forward.

"I agree," Gaara concurred, "But with everything coming, will we be able to defend the people for long, considering what's happening?" he wondered aloud.

"May can send you where you're needed most," Joanna pointed out in response, getting his attention along with those of the others, "We've got to get everyone down into that crater before nightfall," she advised seriously, "In the slums, we might have a chance," she concluded, walking off toward the door to the kitchen.

"We're never going to sleep again," Weiss grumbled out with a shake of her head, "I just know it…" she muttered.

"Hey…" Danny said, elbowing her. Meanwhile, Joanna stopped with her left hand on the door, turning to look at them.

"Either you're helping…" she began in a somewhat threatening tone, "or you're baggage," she disdainfully remarked. She then exited the room. Silence came amongst the group again. With everything that had happened, none of them seemed to ready to make a move just yet. But at that moment, Yang stood up from her seat, walking out in front of everyone before turning to them.

"We need to get out there and do what we can for Mantle," she insisted of her colleagues.

"Wait, what?" Peter uttered in surprise as some of the others blinked. Ruby then stepped forward.

"We need to do what we can for everyone," she advised in correction, "What about Amity? And telling the world about Salem?" she questioned to the group, "We can't do this alone," she affirmed on, "We need help," she stated.

"Ruby's right," Genji agreed, "Already, the Happy Huntresses are handling the evacuations of Mantle's people better than we probably could," he told the group, "And there is a bigger picture here…" he mentioned seriously.

"But Amity isn't even finished," Yang pointed out with a slight shake of her head, "It was still under construction," she recalled. Ruby exhaled a small breath. She then turned to Pietro.

"Doctor?" she said, getting his attention, "What would you need to launch Amity now?" she asked of him.

"Uh…" he uttered out, wondering how best to phrase things, "We've made decent progress on construction and fuel collection," he noted as he had his chair carry him forward, "all potentially manageable, but uh… hm…" he continued, pausing for a moment.

"What's the catch?" Kevin asked.

"Well…" Pietro began with a slight cough, "Amity was designed so it couldn't launch itself without first being granted clearance from General Ironwood's terminal…" he explained.

"Of course…" Kim grumbled out, pinching the bridge of her nose in exasperation. Yang turned to her little sister with crossed arms.

"Ruby," she began, unfolding her arms, "there is no way Ironwood will ever cooperate with us," she pointed out, all while the silver-eyed girl was still thinking.

"But… he doesn't have to… right?" Peter assumed.

"We just need the green light from his terminal…" the Team RWBY leader realized. Yang was baffled by what they were saying.

"You wanna go back to the academy?" she inquired, shaking her head in disbelief.

"Uh, actually…" Pietro chimed in, getting their attentions, "there is more than one terminal," he confirmed, "The one in his office and uh…" he continued, "one in the main Atlesian Military Compound… at the base of the city," he told the group, "You'd have to get into the compound somehow, then, uh, get inside the operations room, and then…" he kept going, starting to see just how dangerous such a mission would be, "hoo boy…" he exhaled as he shook his head, "I might need to think about this some more…" he admitted as he scratched his head with his left pointer finger.

"And just to clarify," Oscar said, "this is the 'easy' option?" he assumed.

"What you're saying is it can't be done," Yang confirmed in reply, much to Ruby's annoyance, "It's pointless," she stated, "And even if you got the message out," she kept going as her little sister started to clench her teeth together, "there's no guarantee help would come," she pointed out.

"It's not pointless!" Ruby shouted as she whipped around to face her older sister, "Atlas is only Salem's current target," she noted, "She's not hiding anymore, and once she's done here, she'll move on to the rest of Remnant," she pointed out seriously, "We need to warn them!" she insisted. At that moment, Peter put a hand onto her shoulder, getting her attention.

"Let's not make an episode out of this," he advised of her and Yang, "I think everyone here can agree with you two on some level," he noted on, "But we don't need to turn things into a shouting match…" he said. Silence filled the room again.

"…Ruby…" Yang uttered out, getting their attentions, "when we came here, we said we'd follow your lead," she recalled, "but… things haven't exactly worked out…" she said. That statement alone elicited a mixed reaction of hurt and frustration from her little sister. Everyone had varying reactions as well.

"Are you serious?" Peter questioned, narrowing his eyes onto the blonde-haired huntress as he stepped out defensively in front of Ruby, "You're gonna pin the blame for all of this on her?!" he inquired as he outstretched his arms for emphasis.

"What?! No!" Yang exclaimed as she shook her said, "I'm just saying that the decisions we went with might've led us to this point!" she noted.

"You mean like our decision to let Robyn know about Amity?" Blake chimed in as a guess, catching her attention as she blinked in surprise, "And how Ben took the fall for us?" she mentioned on.

"Blake…" the blonde-haired huntress uttered out, quite hurt by her statement, "I just—"

"There are people who need us right now," Ren noted, interjecting her as he walked over.

"Yeah," Sabo agreed, getting up from his seat as he approached, "I'm not against trying to get the message out, but we need to focus on what we can actually do," he pointed out.

"I hate to say it, but trying to get Amity up seems like a pipe dream," Kevin mentioned with a shake of his head, "I'm in for helping Mantle," he confirmed.

"But this isn't about just Mantle or Atlas!" Nora chimed in seriously, "Ruby's right," she affirmed, "It's about all of Remnant," she said, "They need to know in Vacuo, in Mistral, in Vale, what's coming," she listed off to the group.

"And no matter how long we're able to defend Mantle," Danny continued, "Salem's likely gonna overrun Atlas and then come after us," he noted grimly, "So if we can get ourselves an army of our own to at least stand a chance…" he kept going.

"Yeah, it's better to think about what'll happen long-term," Kim agreed, "I'm with Ruby on this," she affirmed, "Even if it sounds like it's impossible, we have to try and get a message out to the rest of the world to let them know what we're all up against," she told the group. There was some divisiveness amongst everyone on where they stood. Would it be better to focus on protecting the people in Mantle that Atlas had abandoned, or look to try and get a message out to the rest of the world?

"Okay, okay…" Jaune said repeatedly, walking in between Nora and Ren while holding his hands up in placating manner, "Then let's go for both," he suggested to the group, "Get Amity up and running and evacuate Mantle," he advised.

"That's a good idea," Gaara affirmed, "Working on two fronts allows us to not only keep people safe from the Grimm, but also gives us a chance to warn everyone else about the threat ahead," he explained.

"But that's how Salem got this far, by dividing us!" Ruby desperately pointed out, "We have to stick together…" she insisted.

"No," Oscar chimed in, getting her attention, "What Salem wants is to turn us against each other," he noted, "just like this…" he pointed out additionally, "Jaune has a point," he said, "We can work separately and still be united," he assured to the group.

"So who's going with who?" Peter inquired.

"Or…" Penny suddenly uttered, causing everyone to turn and see her standing at the corner of the dining room with Jenny, "let me take the Relic of Creation to Salem…" she suggested to their surprise, "and maybe she will call off her attack on the kingdom…" she inferred.

"No!" her fellow robot girl exclaimed with a vehement shake of her head, "Penny, that's basically us giving up the fight altogether!" she pointed out as she put her hands onto the new Winter Maiden's shoulders.

"And I don't think we can trust Salem to actually do that," Oscar mentioned, "In the moment she uses the staff to create anything else, Atlas falls onto Mantle," he pointed out to the group.

"Nobody's turning you over to anybody," Yang affirmed on as she shook her head, "I think that's the one thing we could all agree on," she added to the others. Ruby let out a quick sigh.

"Okay…" she uttered, "Then I guess we're going to Atlas," she decided.

"I'll join you," Genji confirmed as he approached.

"Same," Kim added while walking over as well. Weiss and Blake also chose to join the Team RWBY leader's group, along with Peter and Danny.

"Doc, can you get us to that terminal?" the web-slinger asked, looking over to Pietro.

"I… suppose someone needs to help you bypass security…" he confirmed in reply.

"I'll go," his daughter suddenly said softly but firmly, causing him to look over to her. There was a brief silence as her back was turned to him.

"Penny… we can't risk—"

"I'll go," she repeated in an even firmer tone as she turned to look over, with green trails of fiery energy streaking out from her eyes. Jenny looked at her worriedly. It seemed as if she was carrying some form of guilt with her.

"Then I'll go, too," her fellow robot girl decided, pressing her belly button bolt to assume her regular blue and white colors, "Maybe I can help with the security stuff," she inferred. Everyone seemed surprised at just how willing the new Winter Maiden was to try and help. But Yang exhaled a sigh, deciding that she wouldn't press the issue further.

"Do whatcha' gotta do," she advised of her teammates, starting to walk off, "I'm going out there to see what I could do," she declared, about to head to the kitchen door. As she did, some of the others looked on with sad expressions.

"Yang," Pietro called out, getting her attention just as she placed her left hand onto the door. The doctor then tossed her a key, which she quickly caught in her prosthetic hand as she blinked in surprise. "Go by the pharmacy," he instructed to her, "I was developing some new tools for you all before… this happened…" he noted, "You're gonna need 'em," he affirmed on. Meanwhile, Ren looked over expectantly to Nora.

"Nora?" he said.

"I'm going with Ruby," she confirmed.

"But… what about Mantle?" he asked of her.

"Oh, I'm saving Mantle…" she confirmed in response, "Because I actually believe we can do this," she mentioned firmly.

"Okay, no more of these… talkbacks…" Peter insisted as he got between the two, throwing on his mask, "We've got our jobs, so let's go do 'em," he advised. It wasn't long before the teams split up from each other. Ruby, Weiss, Blake, Nora, Penny, Peter, Danny, Genji, Kim and Jenny all headed off down an alleyway leading to where they would be right underneath the floating city above. The former of the group glanced back sadly at her older sister and the others, but kept on her path.

"Huh…" Yang sighed out.

"Hey," her boyfriend said, putting a hand onto her shoulder, "I understand how you're feeling," he assured to her, "We'll do this however we need to," he promised.

"Let's hurry to the pharmacy and get that equipment," Jaune advised of the group, earning nods in response. He, Ren, Oscar, Kevin and Sabo took off, hurrying across the street into another alley. As Yang and Gaara went after them, Wendy was about to follow until she saw Carla still standing at the doorway.

"Aren't you coming?" she asked of the humanized Exceed. She glanced down ashamedly.

"While you're gone… Doctor Polendina and Maria are going to need some form of protection… in case the Happy Huntresses toss us aside," she explained to the Sky Dragon Slayer, "Besides… you don't really need me anymore…" she mentioned with a mirthless chuckle, causing her to lightly gasp. However, she rescinded from saying anything in response, instead turning around and running after her colleagues. Though it didn't seem like the group was divided by their choices, some were still feeling the overwhelming dread of being apart.

X

Peter and Ruby hid themselves behind an air conditioning unit atop a roof in the city, with the latter having her hood over her head as they evaded the sight of a drone camera. They then turned their attentions onto the city floating right above them. The web-slinger shuddered a little.

"Time sure changes perspectives…" he joked, crouching down alongside the silver-eyed girl as she pulled down her hood, "You doing okay?" he asked of her, getting her attention.

"Huh…" she exhaled, "I don't know," she admitted with a shake of her head, "I get where Yang and the others are coming from with wanting to protect Mantle," she pointed out, "but it isn't gonna mean anything if we don't let everyone we can know about Salem and her army," she added seriously.

"And without Ben, we're going to need all the help we can get," Genji chimed in as he jumped over alongside Nora, removing his own hood, "As much of a risk this operation poses, the reward will be worth it," he affirmed.

"Yeah," the orange-haired huntress beside him agreed with a nod, taking on a determined expression. Weiss, Blake, Penny, Danny, Kim and Jenny arrived soon after. Ruby was still contemplating the operation ahead while also in somewhat of a turmoil over what Yang had said. It made her think about what happened last night with Ben going after Salem, and how he had been taking on a lot of the consequences for the actions of her and her friends.

"Hey," Peter said as he came over and put a hand onto her shoulder to get her attention, "we're still united," he assured.

"I hope so…" she replied solemnly.

"Well, what now?" Kim asked. Just then, the team heard a ping, with Weiss putting her gloved fingers to her left ear.

"I can get Pietro out to Amity to prepare, but that doesn't answer how we're getting all of you up to Atlas," Maria told the group over the communication line.

"Maybe Danny can fly us up one by one?" Peter suggested with a shrug, earning himself an elbow from the half-ghost teen as he let out a yelp.

"I might actually have an idea f—" Before Weiss could finish her sentence, a beeping tone started playing around the group. Each of them pulled out their Scrolls to check if they were being contacted, only to find no notifications. However, it turned out to be coming from Penny's. She seemed to be unsure as to what to do. Looking over her shoulder, Jenny saw just who was calling her: General James Ironwood.

"Oh no…" she uttered out. She watched her fellow robot nervously go ahead and tap the answer icon on her Scroll, accepting the call.

"Hello, Penny," James' voice greeted calmly, yet robotically, "I'm worried for your safety," he told her as the others listened on, with Peter clenching his fists and Nora gritting her teeth, "Tell me where you are and I'll have you picked up right away," he instructed in promise to her, "Atlas needs you, Penny," he pointed out, causing the new Winter Maiden to hesitate, "Salem is here," he said. At that moment, Ruby approached her. While calmly putting her right hand onto her shoulder for comfort, she gently took the Scroll into her hand.

"She's not going anywhere until you change your mind about Mantle," she firmly stated in response, "There's still a chance for Remnant to be—"

"Mantle…" the general growled out, "You're still worried about Mantle?!" he questioned angrily, "Remnant is doomed, Ruby!" he pointed out, "And unless we leave," he continued, "Salem will destroy Atlas and with it, any hope humanity has left!" he noted on with desperation in his tone, "We need to think about the future," he insisted, "If she makes it through our defenses," he kept going, "everything that follows will be on your hands," he stated heartlessly, causing Penny to tense up. Hearing that elicited a growl out of Jenny. She stomped over and snatched the Scroll from Ruby's grasp as she yelped in surprise.

"You're the one abandoning humanity! You're the one giving up on hope!" she shouted angrily into the device in her hands, "Unless you can see that there could be a way for us to still fight, there's no way we're ever giving Penny to you," she affirmed with a glare, while everyone else watched on in shock, "And if you can't open that iron heart of yours to at least try and save everyone…" she continued, "then you might as well be on her side…" she finished, taking the Scroll in between her fingers and snapping it in half, causing the Hard-Light screen to faze out while abruptly ending the call. A long silence followed as everyone stared on in awe at Jenny's action.

"Uh…" Peter uttered out, getting their attentions, "Not to ruin the moment, but I think Penny was still gonna need that…" he noted, pointing toward the snapped Scroll in the teenage robot's grasp. She blinked, looking down at the broken device, and then back at her fellow robot girl.

"Oops…" she uttered sheepishly and meekly with an embarrassed blush upon her cheeks. Meanwhile, Ruby sighed, giving off a worried expression. James' statement, while heartless, would ring true if Salem did manage to find her way into Atlas. And it only seemed like a matter of time.

Back up in the floating city, the likes of Marrow Amin, Vine Zeki, Elm Ederne and Harriet Bree were gathered together in a patient room of a medical facility. The canine Faunus seemed to be only one truly distraught by the sight of their leader, Clover Ebi, lying dead upon the table with his fatal wound covered. After his corpse was retrieved from the tundra just outside of Mantle, he was brought to medical facility. Unfortunately, there was no way to revive hm.

The mohawk-haired Ace Operative growled angrily as she looked away from her deceased leader's body. Watching on through the window of another room across the hall was James. Behind him, medical personnel were attending to Winter Schnee, who was sitting up on her bed as they were evaluating her current condition.

The general hadn't wasted any time since last night's debacles. For one, his left arm was amputated and replaced with a black prosthetic arm whose appearance was much more muscular in design compared to his other prosthesis. The left sleeves of his jacket and shirt were rolled up to his elbow, possibly to accommodate the new appendage. He looked at it, flexing his fingers.

'You're turning into the exact person I could've become!' Ben's voice echoed in his head, making him momentarily flinch. There was a part of him that wanted to make things right between him and the people that betrayed his trust. But that was overshadowed by his drive to see his plans through and get Atlas as far away from the situation as possible.

"Sir," a female Atlesian crewmate greeted with a salute upon entering the room, getting his attention as he saw her salute to him, "The prisoners have arrived," she confirmed to him as he briefly saluted back to her, "They're being processed in Stockade B," she mentioned, placing her hands behind her back, much like he did. He nodded with an affirming grunt, allowing her to leave the room.

"Qrow and Robyn?" Winter guessed as technicians were still tending to her. She was wearing a pale blue hospital gown while keeping her hair in a ponytail. Her left arm was covered in a black brace with red and white highlights, and her right arm was bandaged from her injuries. Also, her right eye and nose were still bruised and beginning to scar, and she had another bandage over the right side of her forehead. As the technician holding her right arm checked her hand, she winced out through clenched teeth upon getting her wrist bent back. James looked to the injured special operative worriedly.

"Could you give us the room, please?" he requested of the technicians, getting their attentions. They promptly went ahead and left the room. Winter gave off somewhat of a reassuring smile to her superior.

"I'll be fine…" she claimed, lifting her right hand up. However, she struggled to curl her fingers into a fist, grimacing all the while. James was unconvinced, but his expression softened slightly as he relaxed his stance, putting his arms down.

"Thank you, Winter," he said with gratitude, "I don't know what I would do without you," he told her, "I've never…" he started to say as he turned around, "no one has seen a Grimm force this large before," he pointed out in correction while stroking his beard with his gloved right hand, "The city's Hard-Light shields will hold… but not forever…" he mentioned grimly.

"What will you do… sir?" the injured special operative asked out of concern. She could tell that he was somewhat uncertain of his next objective, even as driven as he was. He put down his right arm and contemplated the situation.

"Wait, you can't be in here!" one of the technicians yelled from the hall, getting his attention. Out there, the likes of Camilla and Sleet were approaching, evidently angered.

"This is absurd! Let us through!" the latter of the two councilmen demanded as the technicians were standing in their way. James watched from the window, while from the room across the hall, Harriet stepped out. She watched in annoyance as she placed her right hand onto her hip.

"I told you, we need to speak to the general!" Camilla insisted firmly. James took on a determined expression, holding his hands together behind his back.

"I'm going to do everything I can to defend this kingdom," he vowed almost robotically.

"What in God's name do you think you're doing, James?!" the councilwoman shouted in question as she and Sleet pushed past the technicians, approaching the room he was in.

"No matter the cost," the general said, tuning out whatever his fellow councilmen were saying. He calmly walked through the doorway into the hall.

"And what's this about martial law?!" Sleet yelled out, "Have you lost your damn mind?! Are you that scared of what—?!" All of a sudden, James drew his white gun from his holster, shifting his stance to aim and fire a single shot at the councilman. Camilla's eyes widened as she screamed with terror once the shot was fired, bringing her arms up close to her chest.

Elm, Vine and Marrow had been watching the event unfold. Though the more stoic of the three maintained his composure, the other two had widened their eyes in disbelief at such a blatant act by their superior. They looked over to him, seeing him lower his weapon as the frightened councilwoman hyperventilated. He then holstered his gun before turning and walking in the opposite direction down the hall, while Winter and Harriet watched, still stunned by his actions.

The mohawk-haired Ace Operative seemed pretty surprised, processing what had just happened with her mouth slightly agape. She then glanced over to the injured special operative, followed by lowering her gaze. Winter was surprised as well, letting off a worried frown. Clearly, James wasn't willing to have anything but his way from now on. And that would be dangerous going forward…

X

"Ugh…" Ben groaned out as he awoke, blinking to restore his full vision. The last thing he remembered was getting choked out by Salem after commenting on her scars; a mistake he vowed never to make again with any woman as long as he lived. He looked to see that he was in a room designed as a small, circular torture chamber. Its ceiling appeared to be somewhat opaque, allowing light to shine into it and providing some visibility and evoking the imagery of prison bars. Most interestingly, the room had large torture hooks which resembled Grimm-like arms, being black in color with bone plating. "Well, this isn't good…" the Omni Force leader realized as he sat up. All of a sudden, he heard a fleshy squelch, getting his attention as he turned to see a membrane door tear open. On the other side was Salem, who was holding onto the Relic of Knowledge. She sauntered in.

"Are you going to behave yourself?" she questioned with a slight smirk. The Biomnitrix bearer scoffed.

"Do I have a choice?" he inquired back a retort. A silent chuckle left the Master of Grimm's lips. She crouched down in front of her prisoner.

"I assume you know why I'm here," she inferred while holding onto the lamp in her left hand.

"Even if I knew the lamp's password, why would I tell you?" Ben asked, narrowing his eyes.

"Hm," Salem huffed, letting off a small smile, "So you don't know after all," she concluded, standing up and turning around. The Omni Force leader blinked in surprise.

"Wait… what?" he uttered out as he shook his head, "You don't think I'm lying or trying to play you?" he questioned of her.

"I don't," she answered as she glanced back at him, "Because you speak just like him," she pointed out, making him slightly widen his eyes.

"I'm… nothing like Eon," he responded, closing his hands into clenched fists.

"And yet, he is you," the Master of Grimm retorted as she started walking back toward the opening in the room, "A multiverse works in mysterious ways after all," she pointed out to his surprise, "There are others who know how to use this relic," she affirmed, "All I have to do is find them," she said.

"…You won't win this fight…" Ben proclaimed, getting her attention as she stopped momentarily.

"I believe evidence points to the contrary," she remarked, leaving afterwards. The Omni Force leader sighed, lowering his head in contemplation. This whole time, Blake's words continued to echo through his head.

"I'm sorry…" he quietly apologized, still seated on the floor. Meanwhile, another fleshy membrane door tore open as Salem stood on the other side of it, having the lamp still in her grasp.

"I have questions for you," she said as a figure within the corridor approached, being a Grimm that had a large jaw. It sniffed at the relic and opened its gaping maw slightly, with red smoke emerging from its nostrils. "But first I need the one who can show me how," its master noted, "Bring him to me…" she commanded, causing the Grimm to growl menacingly.

And so, this perilous tale begins with our heroes divided on how to proceed, and their enemies preparing to achieve their own objectives. Is it better to defend with your life? Or fight for a better tomorrow?

Maybe it's both, maybe it's neither… All I will say is that this battle… has barely even begun…

END

Phew… First chapter finally done, and I'm a little winded. With the stakes being set, it doesn't make getting through the next 14 chapters any easier, especially considering what I'm adapting from. Though like I said, you can expect there to be significant changes to some story elements going forward.

TerrorKing10, thank you so much for both the editing to this chapter and the cover art for the story! I promise to make this one as epic as possible, especially with what's already in place! See you guys next time!